ANCHOR RESOURCE & COMMODITY TRUST
485BPOS, 1999-04-29
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                                               1933 Act File No. 33-82998
                                               1940 Act File No. 811-8706

                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON D.C. 20549

                                  FORM N-1A

          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X

                        Pre-Effective Amendment No. __

                        Post-Effective Amendment No. 5


                                     and


      REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X

                               Amendment No. 6


                       (Check appropriate box or boxes)


                     ANCHOR RESOURCE AND COMMODITY TRUST
              (Exact Name of Registrant as Specified in Charter)


                         579 Pleasant Street, Suite 4
                         Paxton, Massachusetts 01612
             (Address of Principal Executive Offices) (Zip Code)
      Registrant's Telephone Number, including Area Code: (508) 831-1171


            It is proposed that this filing will become effective:

                           (Check appropriate box)

          ___ immediately  upon filing  pursuant to paragraph  (b) of Rule
                    485 X on May 1, 1999 pursuant to paragraph (b)
            ___ 60 days after filing pursuant to paragraph (a)(1)
            ___ 75 days after filing pursuant to paragraph (a)(2)
           ___ on ___________ pursuant to paragraph (a) of Rule 485

                             Peter K. Blume, Esq.
                            Thorp Reed & Armstrong
                            One Riverfront Center
                             Pittsburgh, PA 15222
                   (Name and Address of Agent for Service)


                                       1
<PAGE>

PROSPECTUS

ANCHOR RESOURCE AND COMMODITY TRUST

The primary investment objective of the Trust is long-term growth of capital and
the  protection  of the  purchasing  power of its  shareholders'  capital.  As a
secondary investment  objective,  the Trust will seek to generate current income
consistent with the preservation of shareholders' purchasing power.

The Trust's  investments will vary depending upon whether the Investment Adviser
anticipates an inflationary or deflationary economic cycle.

Under normal circumstances,  when the Investment Adviser expects an inflationary
cycle,  the Trust will pursue its primary  investment  objective by investing at
least 65% of its total  assets in equity  securities  of  domestic  and  foreign
companies with substantial  natural resource assets,  natural resource or energy
related  activities,  or that provide equipment or services primarily devoted to
the natural resource or energy-related activities of such companies.

When the Investment Adviser expects a deflationary  cycle, the Trust will invest
up to 90% of its total  assets in U.S.  or  foreign  government  and  government
agency fixed-income securities of sufficient maturities to realize its objective
of long-term capital appreciation.

The Trust is  intended  for  investors  who are  willing  to accept the risks of
investments in natural  resource  companies.  Such  investments  involve certain
risks  not  assumed  by  other  investment   companies  that  do  not  emphasize
investments in particular industries or markets.

Trust Shares are not bank deposits,  federally insured,  or guaranteed,  and may
lose value.

As with all  mutual  funds,  the  Securities  and  Exchange  Commission  has not
approved or  disapproved  these  securities  or passed upon the adequacy of this
prospectus.
Any representation to the contrary is a criminal offense.

                                          CONTENTS
                                          Risk/Return Summary
                                          Fees and Expenses of the Trust
                                          What  are  the  Trust's   Investment
                                          Strategies?
                                          What  are the  Principal  Securities
                                          in Which the Trust Invests?
                                          What  are  the  Specific   Risks  of
                                          Investing in the Trust?
                                          Management and Organization
                                          Shareholder Information
                                          Other Information
                                          Financial Information
                                          Application and Registration Form

PROSPECTUS DATED MAY 1, 1999


                                       2
<PAGE>

RISK/RETURN SUMMARY

WHAT IS THE TRUST'S INVESTMENT OBJECTIVE?

The primary investment objective of the Trust is long-term growth of capital and
the  protection  of the  purchasing  power of its  shareholders'  capital.  As a
secondary investment  objective,  the Trust will seek to generate current income
consistent with the preservation of shareholders'  purchasing power.  Protection
of the purchasing power of its shareholders'  capital means that the Trust seeks
to protect generally shareholders' invested capital against erosion of the value
of the U.S. dollar through inflation.

What are the Trust's Main Investment Strategies?

Under normal  circumstances,  when,  by reason of a rising rate of change in the
U.S. Consumer Price Index (CPI),  rising interest rates, and/or a decline in the
value of the U.S.  dollar,  an  inflationary  cycle is expected,  the Trust will
pursue its primary investment  objectives by investing at least 65% of its total
assets in equity  securities of domestic and foreign  companies with substantial
natural resource assets, natural resource or energy-related  activities, or that
provide  equipment  or services  primarily  devoted to the  natural  resource or
energy-related activities of such companies.

Natural resource or energy-related activities consist primarily of:

           -exploring, mining, refining, processing, transporting, fabricating,
            dealing  in or  owning  natural  resource  assets, or  engaging  in
            energy-related activities, including utilities;

           -the generation of power from hydroelectric,  geothermal,  tidal, or
            other  naturally   occurring   sources  or  from  natural   resource
            manufacturing by-products or refuse;

           -the development of synthetic fuels;

           -transportation  of  energy-producing  sources such as coal,  oil,
            electricity, or nuclear fuels;

           -the  development  and  application  of techniques and devices for
            conservation or efficient use of energy; and

           -the  control  of  pollution  related  to  energy  industries  and
            waste disposal.


Natural  resource assets consist of precious  metals (e.g.,  gold,  silver,  and
platinum),  ferrous and nonferrous metals (e.g.,  iron,  aluminum,  and copper),
strategic metals (e.g.,  uranium, and titanium),  hydrocarbons (e.g., coal, oil,
and natural  gas),  timberland,  developed  and  undeveloped  real  property and
agricultural commodities.
                
The  Investment  Adviser will  identify  companies  that,  in its opinion,  have
substantial  holdings of such natural  resource  assets so that when compared to
the company's capitalization, revenues, or operating profits, such assets are of


                                       3
<PAGE>

enough  magnitude  that  changes in the assets'  economic  value will affect the
market value of the company.  The Investment  Adviser also will seek to identify
companies  which it believes are  attractively  priced relative to the intrinsic
value of the underlying natural resource assets or natural  resource-related  or
energy-related  business or are  especially  well  positioned to benefit  during
particular portions of inflationary or deflationary cycles. The Trust's approach
of active investment  management enables it to switch its emphasis among various
industry groups, depending upon the Investment Adviser's outlook with respect to
prevailing economic trends and developments affecting natural resource demand.


The  Investment  Adviser  believes  that,  based  upon  past  performance,   the
securities  of  specific  companies  that hold  different  types of  substantial
natural resource assets or engage in natural  resource-related or energy-related
activities may move  relatively  independently  of one another during  different
stages of inflationary or  deflationary  cycles because of different  degrees of
demand  for,  or  market  values  of,  their  respective  resource  holdings  or
resource-related  or energy-related  business during particular portions of such
cycles.  For example,  during the period 1976 to 1980, the prices of oil company
stocks  increased  relatively  more than the price of coal  company  stocks when
compared to the performance of relevant stock market indices.

When, by reason of a declining  rate of change in the U.S.  Consumer Price Index
(CPI),  declining  interest  rates,  and/or an increase in the value of the U.S.
dollar, a deflationary cycle is anticipated,  the Trust will invest up to 90% of
its  total  assets  in  U.S.  or  foreign   government  and  government   agency
fixed-income  securities  selected  on the  basis of  sufficient  maturities  to
realize  its  objective  of  long-term  capital  appreciation   consistent  with
preservation of capital. During such periods, the Trust will hold the balance of
its assets in short-term U.S. or foreign denominated securities.

If, in the opinion of the Investment Adviser,  there are periods when there is a
very small rate of change in the CPI,  and other  leading  economic  indicators,
such as interest rates and the value of the U.S. dollar, offer no clear evidence
of  inflationary  or  deflationary  trends,  then, the Trust may depart from the
principal  investment  strategies discussed above by investing up to 100% of its
assets in cash or cash equivalents (in U.S. dollars and foreign  currencies) and
high-quality  short-term securities,  including money market securities (such as
certificates  of  deposit,   commercial  paper  and  bankers'  acceptances)  and
repurchase  agreements.  The Trust may also do this to minimize potential losses
and maintain  liquidity to meet  shareholder  redemptions  during adverse market
conditions. Investing in such investments may cause the Trust to give up greater
investment  returns  while  maintaining  the  safety of  principal,  (i.e.,  the
original amount invested by shareholders).

The Investment Adviser's determination as to whether the economy is inflationary
or deflationary  will be made based upon constant study of numerous economic and
monetary factors. These factors will include, but not necessarily be limited to:

      -actual  and  anticipated  rates of  change  in the CPI  over  specified
       periods of time;
      -actual and anticipated  changes and rates of changes in the U.S. dollar
       in relation to other key currencies,  e.g., the German mark, the British
       pound and the Japanese yen;
      -actual  and  anticipated  changes,  and  rates of  change,  in short  and
       long-term interest rates and real interest rates, i.e., inflation
       adjusted interest rates;
      -actual  and  anticipated  changes  in the money  supply;  and  
      -actual and anticipated governmental fiscal and monetary policy.

                                       4
<PAGE>

         In  addition,  the  Trust  may  invest  up to  100% of its  assets  in
         securities  principally  traded on foreign  securities  markets  and in
         securities  of  foreign  issuers  that are  traded in U. S.  securities
         markets,  including American Depository Receipts.  The Trust may invest
         in  securities  of foreign  issuers of both  developed  and  developing
         countries  and emerging  markets.  Developing  countries  are generally
         defined as countries in the initial  stages of their  industrialization
         cycles  with low per  capita  income.  All the  risks of  investing  in
         foreign securities are heightened by investing in developing countries.
         The markets of  developing  countries  have been more volatile than the
         markets  of  developed  countries  with more  mature  economies.  These
         markets often have provided  higher rates of return,  and greater risks
         to investors.


What are the Main Risks of Investing in the Trust?

An investment in the Trust is subject to risks, and it is possible to lose money
by investing  in the Trust.  Changes in the value of the Trust's  portfolio  may
result from general  changes in the market or the economy.  The primary  factors
that may reduce the Trust's returns include:

       The  Investment  Adviser may be incorrect in  anticipating  the onset and
      termination of inflationary and deflationary  economic cycles.  This could
      cause  the Trust to be  disproportionately  invested  in  resource-related
      equity  securities  during  a  deflationary  cycle  or in U.S.  government
      securities during an inflationary cycle.

       Companies  perceived by the Trust to be  temporarily  undervalued  by the
      stock market relative to the intrinsic value of their  underlying  natural
      resource assets or natural  resource-related  business may turn out not to
      be undervalued  because the Trust's initial  evaluation of the company was
      mistaken.

       Value  Stocks  fall out of favor  with the stock  market,  or the  market
      continues indefinitely to undervalue the stocks in the Trust's portfolio.

       The success of the Trust's  investment  program,  including its method of
      selecting  equity  securities,  will also be dependent to a high degree on
      the  validity of the premise  that the values of  resource-related  equity
      securities  will move in a  different  direction  than the  values of U.S.
      government  securities during period of inflation or deflation.  If values
      of both resource-related  equity securities and U.S. government securities
      move down during the same period of time,  the value of the  shareholder's
      investment will decline rather than stabilize or increase, as anticipated,
      regardless of whether the Trust is primarily  invested in natural resource
      or U.S. government securities.

       The  values  of  fixed  income  investments,  including  some of the debt
      instruments in which the Trust invest, generally rise and fall in response
      to changes in interest rates. Declining interest rates generally raise the
      value of  investments  in debt  instruments,  while rising  interest rates
      generally lower the value of investments in debt  instruments.  Changes in
      the values of the Trust's investments will affect the value of the Trust's
      shares.

                                       5
<PAGE>

       If the value of  resource-related  equity securities and U.S.  government
      securities  decrease  during  the  same  period  of time,  the  value of a
      shareholder's investment in the Trust will decrease.

       Because the price of  resource-related  equity  securities  fluctuate  in
      response to stock market developments, the value of your investment in the
      Trust will go up and down. These  fluctuations  could be a sustained trend
      or a dramatic  movement.  The Trust's  portfolio  will reflect  changes in
      prices  of  individual  portfolio  assets  or  general  changes  in  asset
      valuations.  Consequently,  the  Trust's  share  price may decline and you
      could lose money.

       Because the Trust will typically  concentrate  (invest 25% or more of its
      total assets) in the global natural resource industries,  the price of the
      Trust's shares may be more volatile than that of investment companies that
      do not concentrate their investments in such a manner.

       Natural     resource-related     companies     involve     special
      considerations, including the following:

            1) The price of  resource-related  equity  securities  fluctuates in
            response to market  conditions for the particular  natural  resource
            with which the issuer is involved. In addition,  events occurring in
            nature,  inflationary  pressures and politics can affect the overall
            supply and demand of a natural resource and thereby the value of the
            companies involved in such natural resource.

            2) Historically,  many natural resource  companies have been subject
            to significant  costs associated with compliance with  environmental
            and other safety regulations and changes in the regulatory  climate.
            It is  impossible  to predict the  direction,  type or effect of any
            future regulation.

            3) Competition is intense for many natural resource companies.  Many
            of these  companies may be adversely  affected in the future and the
            value of the  securities  issued by such companies may be subject to
            increased share price volatility.

          As a result of the foregoing,  the value of the  securities  issued by
         the  companies  in which the Trust  invests may be subject to increased
         share price volatility.  The value of your investment in the Trust will
         therefore go up and down. This means you could lose money over short or
         even extended periods of time.

          Some of the debt securities of foreign corporations in which the Trust
         may  invest  will be  determined  by the  Investment  Adviser to have a
         quality  comparable to securities  receiving  investment  grade ratings
         ("BBB" by Standard & Poor's or Fitch Investors  Service,  Inc. or "Baa"
         by Moody's Investors Service,  Inc.) or higher at the time of purchase.


                                       6
<PAGE>

         Securities  rated "BBB" or "Baa," although  considered to be investment
         grade, have speculative characteristics.

          Foreign  securities pose additional  risks because foreign economic or
         political  conditions  may be less  favorable  than those of the United
         States.   Foreign  financial  markets  may  also  have  fewer  investor
         protections.  Securities  in  foreign  markets  may also be  subject to
         taxation policies that reduce returns for U.S. investors.  Due to these
         risk factors,  foreign  securities may be more volatile and less liquid
         than similar securities traded in the U.S.

          In particular,  investments  in foreign  securities are subject to the
         following specific risks:

            Country Risk.  General  securities  market  movements in any country
            where the Trust has  investments  are  likely to affect the value of
            the  securities  the Trust owns which trade in that  country.  These
            movements will affect the Trust's share price.

            The political,  economic and social  structures of some countries in
            which the Trust  invests may be less stable and more  volatile  than
            those in the U. S. The risks of investing in these countries include
            the   possibility   of  the   imposition   of   exchange   controls,
            expropriation,  restrictions on removal of currency or other assets,
            nationalization of assets and punitive taxes.

            The  Trust's  investments  in  developing  or  emerging  markets are
            subject to all of the risks of foreign investing generally, and have
            additional  heightened  risks due to a lack of legal,  business  and
            social  frameworks  to  support   securities   markets.   Developing
            countries are generally  defined as countries in the initial  stages
            of their  industrialization  cycles with low per capita income.  The
            markets of  developing  countries  have been more  volatile than the
            markets of developed  countries  with more mature  economies.  These
            markets  often have  provided  higher  rates of return,  and greater
            risks to investors.

            Company  Risk.  Foreign  companies  are not  subject  to the
            same   accounting,   auditing,   and   financial   reporting
            standards and practices as U. S.  companies and their stocks
            may not be as liquid as stocks of  similar  U.S.  companies.
            Foreign stock  exchanges,  brokers and  companies  generally
            have less government  supervision and regulation that in the
            U.S. The Trust may have greater  difficulty  voting proxies,
            exercising  shareholder rights,  pursuing legal remedies and
            obtaining  judgments with respect to foreign  investments in
            foreign  courts than with respect to U.S.  companies in U.S.
            courts.

            Currency.  Many of the Trust's  investments  are denominated
            in  foreign   currencies.   Changes   in  foreign   currency
            exchange  rates will affect the value of what the Trust owns
            and the  Trust's  share  price.  Generally,  when  the  U.S.
            dollar  rises  in  value  against  a  foreign  currency,  an
            investment  denominated  in that  country's  currency  loses
            value because that currency is worth fewer U.S. dollars.

                                       7
<PAGE>

            Euro. On January 1, 1999, the European  Monetary Union  introduced a
            new single currency,  the euro, which replaced the national currency
            for  participating  member  countries.  The Trust's  investments  in
            countries  with  currencies  replaced  by the euro,  the  investment
            process, including trading, foreign exchange, payments, settlements,
            cash accounts, custody and accounting will be affected.

            Because this change to a single  currency is new and  untested,  the
            establishment of the euro may result in market volatility.  Also, it
            is not possible to predict the impact of the euro on the business or
            financial  condition of European issuers which the Trust may hold in
            its portfolio, and their impact on the value of Trust shares. To the
            extent the Trust holds non-U.S.  dollar (euro or other)  denominated
            securities,  it will  still  be  exposed  to  currency  risk  due to
            fluctuations in those currencies versus the U.S. dollar.


          Debt  securities are subject to credit risk,  which is the possibility
         that an issuer will  default  (the issuer  fails to repay  interest and
         principal when due). If an issuer defaults, the Trust will lose money.

          Debt  securities  are  also  subject  to  call  risk,   which  is  the
         possibility  that an issuer may redeem a fixed income  security  before
         maturity  ("call")  at a price  below  its  current  market  price.  An
         increase in the likelihood of a call may reduce the  security's  price.
         Also,  if a fixed  income  security  is  called,  the Trust may have to
         reinvest  the  proceeds in other debt  securities  with less  favorable
         returns based on then-current market conditions.

For a more detailed  discussion of these and other risks,  see "Specific Risks
of Investing in the Trust."


                                       8
<PAGE>

Bar Chart and Performance Table

The bar chart and performance table below indicate the risks of investing in the
Trust.  The chart shows the annual total returns of the Trust on a calendar year
basis for each of the past four years.



[GRAPHIC OMITTED]



The graphic presentation displayed here consists of a bar chart representing the
annual total returns of Anchor  Resource and Commodity  Trust as of the calendar
year-end for each of four years.


The total  returns  displayed  for the Trust do not  reflect  the payment of any
sales  charges or recurring  shareholder  account fees. If these charges or fees
were included, the returns shown would be lower.

Within the period shown in the chart,  the Trust's highest  quarterly return was
6.52% for the quarter ended December 31, 1996. Its lowest  quarterly  return was
(10.96%) for the quarter ended December 31, 1997.


                                       9
<PAGE>

Average Annual Total Return
for the periods ended December 31, 1998

                            1 Year      Life   of
                                        Trust(1)
- --------------------------------------------------

The Trust                   (14.99%)    (0.86%)
Dow Jones Commodity Index   (14.91%)    (6.63%)
Index

(1) Initial Public Offering of shares was November 23, 1994.

The table shows the Trust's  total returns  averaged  over a period of years as
compared to the Dow Jones Commodity Index, a broad-based market index.


The bar chart and the performance table provide you with historical  performance
information  so that you can analyze the potential  fluctuations  in the Trust's
returns and analyze the risks of  investing  in the Trust.  Past  results of the
Trust,  however,  do not necessarily  indicate how the Trust will perform in the
future.

FEES AND EXPENSES OF THE TRUST

This table  describes the fees and expenses that you may pay if you buy and hold
shares of the Trust.

Shareholder Fees
(fees paid directly from your investment)

   Maximum sales charge (load) imposed  on
   purchases (as a percentage of 
   offering price)                                 None 
   Maximum deferred sales charge (load)
      (as a percentage of offering price)          None

   Redemption fee (as a percentage
   of amount redeemed)                             None
   Exchange fee                                    None

Annual Fund Operating Expenses
(expenses that are deducted from fund assets)

   Management fees                                 0.75%
   Other expenses                                  0.75%
   Total annual Fund operating expenses            1.50%



                                       10
<PAGE>

Example

The  following  example is intended to help you compare the cost of investing in
the Trust with the cost of investing in other mutual funds.

The example  assumes  that you invest  $10,000 in the Trust for the time periods
indicated.  The example also assumes that your  investment  has a 5% return each
year and that the Trust's operating expenses remain the same.

Although your actual costs may be higher or lower,  under these assumptions your
costs would be:

                               Assuming redemption at   Assuming no
                               the end of each period   redemption
One Year                       $153                     $153
Three Years:                   $474                     $474
Five Years                     $818                     $818
Ten Years                      $1,791                   $1,791

WHAT ARE THE TRUST'S INVESTMENT STRATEGIES?

Historically,  during  periods of  increasing  inflation  and during  periods of
economic or monetary instability:

othe prices of  resource-related  equity  securities  have tended to increase as
rapidly or more rapidly than the rate of inflation; ocurrencies of countries not
involved in  inflationary  circumstances  may increase in value  relative to the
U.S.  dollar;  and ointerest  rates have tended to increase,  causing the market
value of debt instruments to decline.

Conversely, during periods of deflation (when inflationary forces are reversed):
othe price of high grade debt instruments has tended to increase while the value
of commodity and  resource-related  equity securities has tended to decline; and
oforeign  currencies  (relative to the U.S. dollar) may also decline in value at
such times.

Accordingly,   the   Investment   Adviser  will  seek  to  anticipate   oncoming
inflationary  and  deflationary  economic cycles and will attempt to achieve the
Trust's investment  objectives by following two distinct  investment  approaches
depending upon whether it perceives the economy as being in an  inflationary  or
deflationary environment, as follows:

      1. Under normal  circumstances,  when the  Investment  Adviser  expects an
      inflationary   cycle,  the  Trust  will  pursue  its  primary   investment
      objectives  by  investing  at least  65% of its  total  assets  in  equity
      securities  of domestic and foreign  companies  with  substantial  natural
      resource assets,  natural resource or energy related  activities,  or that
      provide equipment or services primarily devoted to the natural resource or
      energy-related activities of such companies (Natural Resource Company).

                                       11
<PAGE>

      The Trust will  consider a company to be such a Natural  Resource  Company
      if, at the time the Trust  acquires  its  securities,  at least 50% of the
      company's assets,  capitalization,  gross revenues or operating profits in
      the most recent or current fiscal year are:

            oinvolved  in  or  result  from  (directly  or  indirectly   through
            subsidiaries) exploring, mining, refining, processing, transporting,
            fabricating, dealing in or owning resource assets; or

            oinvolved in or result from  energy-related  activities  directly or
            indirectly through subsidiaries, such as utilities.

      Energy-related  activities consist of those activities which relate to the
      development and use of energy sources, such as:

           -exploring, mining, refining, processing, transporting, fabricating,
            dealing  in or  owning  natural  resource  assets,  or  engaging  in
            energy-related activities, including utilities;

           -the generation of power from hydroelectric,  geothermal,  tidal, or
            other  naturally   occurring   sources  or  from  natural   resource
            manufacturing by-products or refuse;

           -the development of synthetic fuels;

           -transportation  of  energy-producing  sources such as coal,  oil,
            electricity, or nuclear fuels;

           -the  development  and  application  of techniques and devices for
            conservation or efficient use of energy; and

           -the  control  of  pollution  related  to  energy  industries  and 
            waste disposal.

      Generally,  a company will be considered to provide  equipment or services
      to such Natural Resource Companies if at least 50% of the company's assets
      are invested in such Natural  Resource  Companies,  or at least 50% of its
      income is derived  from  providing  equipment  or services to such Natural
      Resource Companies.

      Examples of this kind of company are:

            omanufacturers of mining or earth moving equipment

            oproviders of seismology testing services; and,

            oproviders  of  supplies  and  maintenance  services  to  offshore
            drilling sites.

      Assets of the Trust not  invested  as  described  above  will  largely  be
      invested  in debt  instruments  of the U.S.  government  and its  agencies
      having  varied  maturities  or  in  repurchase   agreements  or  loans  of
      securities.

                                       12
<PAGE>

      2. When, based on an analysis of numerous  economic and monetary  factors,
      the Investment Adviser expects a deflationary cycle, the Trust will invest
      up to 90% of its total assets in U.S. or foreign government and government
      agency  fixed-income  securities of sufficiently long maturities which the
      advisor believes would permit appreciation during a period of deflation to
      realize its  objective  of  long-term  capital  appreciation.  During such
      periods,  the Trust will hold the balance of its assets in short-term U.S.
      or foreign denominated securities.

It should be  emphasized  that the  Investment  Adviser  will not apply a rigid,
mechanical  determination in assessing whether the economy is in an inflationary
or disinflationary environment.  Rather, its determination will be the result of
its subjective judgment of all factors it considers to be relevant.

 When it is not  discernable  whether there is an  inflationary  or deflationary
economic  environment,  the  Trust  may  depart  from the  principal  investment
strategies discussed above by investing up to 100% of its assets in cash or cash
equivalents (in U.S. dollars and foreign currencies) and high-quality short-term
securities  having minimum credit ratings of "AAA" by Standard & Poor's or Fitch
Investors Service,  Inc. or "Aaa" by Moody's Investors Service,  Inc., including
money market  securities (such as certificates of deposit,  commercial paper and
bankers' acceptances) and repurchase agreements.

Temporary Investments. The Trust may also make temporary investments to minimize
potential losses and maintain  liquidity to meet shareholder  redemptions during
adverse  market  conditions.  Investing in temporary  investments  may cause the
Trust to give up greater  investment  returns  while  maintaining  the safety of
principal, (i.e., the original amount invested by shareholders).

In  addition,  the Trust  may  invest  up to 100% of its  assets  in  securities
principally  traded on foreign  securities  markets and in securities of foreign
issuers  that  are  traded  in U.  S.  securities  markets,  including  American
Depository  Receipts.  The Trust may invest in securities of foreign  issuers of
both developed and developing countries.

WHAT ARE THE PRINCIPAL SECURITIES IN WHICH THE TRUST INVESTS?

Inflationary Cycle:

Equity  securities  of domestic  and foreign  Natural  Resource  Companies  with
substantial  natural  resource  assets,   natural  resource  or  energy  related
activities,  or that  provide  equipment  or services  primarily  devoted to the
natural resource or energy-related activities of such companies.

      oEquity  securities  means  common or preferred  shares in a  corporation,
      whether or not transferable or denominated  "stock," or similar  security,
      interests  in a limited  partnership,  or  warrants  or rights  other than
      rights to convert,  purchase,  sell or subscribe  to a share,  security or
      interest of a kind previously specified.

      oConvertible  securities  means  debentures or preferred stock that may be
      exchanged by the owner for common or preferred stock,  usually of the same
      company, in accordance with the terms of the issue.

                                       13
<PAGE>

Lending of  Portfolio  Securities:  The Trust may seek to increase its income by
lending  portfolio  securities.   Any  loan  will  be  continuously  secured  by
collateral at least equal to the market value of the security loaned.  The total
value of the  securities  loaned at any time will not exceed 30% of the  Trust's
total assets.  The Trust will make loans only to U.S.  entities  which the Trust
deems to be creditworthy.  In addition, in any loan transaction,  the Trust will
have the right to call the loan and obtain the  securities  loaned at anytime on
five days' notice.

Repurchase  Agreements:  The Trust  may  engage in  transactions  in  repurchase
agreements.  These are agreements  under which the Trust acquires a money market
instrument  (such as a  security  issued  by the U.S.  government  or one of its
agencies,  a bankers'  acceptance or a certificate of deposit) from a commercial
bank, subject to resale to the seller at an agreed-upon price and date (normally
the next business  day).  The resale price reflects an agreed upon interest rate
effective for the period that the Trust holds the security and is not related to
the interest rate or the  underlying  instrument.  The Trust may not invest more
than 10% of its assets in repurchase  agreements  having  maturities longer than
seven days or other investments subject to legal or contractual  restrictions on
resale or which are not readily marketable.

The Trust will enter into  repurchase  agreements only with banks whose deposits
are insured by the Federal Deposit Insurance  Corporation and which have capital
and undivided surplus of at least $200,000,000.  The Trust will require that the
repurchase agreements be secured by acceptable collateral.

Deflationary Cycle:

U.S. or foreign  government and government agency  fixed-income  securities of
sufficient  maturities to realize the Trust's  objective of long-term  capital
appreciation.

U.S. government  securities include  U.S. Treasury  bills, notes and bonds and
obligations of agencies and  instrumentalities  of the U.S.  government.  Such
agencies  include  Federal Land Banks;  Farmers Home  Administration;  Central
Bank of Cooperatives;  Federal  Intermediate  Credit Banks;  Federal Home Loan
Banks; and Federal National Mortgage Association.

Some obligations of the U.S. government agencies and instrumentalities,  such as
Treasury bills and Government National Mortgage Association (GNMA) certificates,
are supported by the full faith and credit of the United States; others, such as
securities of Federal Home Loan Banks,  are supported by the right of the issuer
to borrow from the U.S.  Treasury;  still  others,  such as bonds  issued by the
Federal National Mortgage Association, a private corporation, are supported only
by the credit of the  instrumentality.  These  securities are not insured by the
U.S.  government  and there can be no assurance  that the U.S.  government  will
support an instrumentality it sponsors.

Foreign  government  securities  generally  consist of fixed  income  securities
supported by national,  state or  provincial  governments  or similar  political
subdivisions.  Foreign  government  securities also include debt  obligations of
supranational  entities,   such  as  international   organizations  designed  or
supported  by  governmental  entities  to  promote  economic  reconstruction  or


                                       14
<PAGE>

development, international banking institutions and related government agencies.
Examples of these include,  but are not limited to, the  International  Bank for
Reconstruction and Development (the World Bank), the Asian Development Bank, the
European Investment Bank and the Inter-American Development Bank.

Foreign   government   securities  also  include  fixed  income   securities  of
"quasi-governmental agencies" which are either issued by entities that are owned
by a national,  state or equivalent government or are obligations of a political
unit that are not backed by the national  government's full faith and credit and
general taxing powers. Further,  foreign government securities include mortgage-
related  securities  issued  or  guaranteed  by  national,  state or  provincial
governmental instrumentalities, including quasi-governmental agencies.

When neither an inflationary  nor deflationary  cycle is discernable,  the Trust
may depart from the principal investment strategies discussed above by investing
up to 100% of its  assets  in cash or cash  equivalents  (in  U.S.  dollars  and
foreign currencies) and high-quality short-term securities having minimum credit
ratings of "AAA" by Standard & Poor's or Fitch Investors Service,  Inc. or "Aaa"
by Moody's Investors Service,  Inc.,  including money market securities (such as
certificates  of  deposit,   commercial  paper  and  bankers'  acceptances)  and
repurchase agreements.


Temporary Investment Strategy:  For temporary defensive purposes,  the Trust may
invest  in  short-term  U.S.  government   securities  and  other  money  market
instruments,  cash  or  cash  equivalents.   Money  market  instruments  include
high-grade  commercial paper (promissory notes issued by corporations to finance
their   short-term   credit   needs),   negotiable   certificates   of  deposit,
non-negotiable   fixed  time  deposits,   bankers'  acceptances  and  repurchase
agreements.

WHAT ARE THE SPECIFIC RISKS OF INVESTING IN THE TRUST?

Industry Concentration

Because the Trust will  typically  concentrate  (invest 25% or more of its total
assets) in the global  natural  resource  industries,  the price of the  Trust's
shares  may be more  volatile  than  that of  investment  companies  that do not
concentrate their investments in such a manner.

Investment Ratings

The debt  securities of foreign  corporations in which the Trust may invest will
be  determined  by the  Investment  Adviser  to  have a  quality  comparable  to
securities  receiving  investment  grade ratings  ("BBB" by Standard & Poor's or
Fitch Investors Service,  Inc. or "Baa" by Moody's Investors  Service,  Inc.) or
higher at the time of purchase.

Securities rated "BBB" or "Baa," although considered to be investment grade, may
have speculative characteristics in that changes in economic conditions or other
circumstances  are more  likely to lead to a weakened  capacity of the issuer to
make  principal  and  interest  payments  than  is the  case  for  higher  grade
securities, thereby increasing the risk of a decline in the value of the Trust's
assets.

Securities   rated  "BB"  or  "BA"  or  "B"  are  regarded  as  having   greater
vulnerability  to  defaulting  on  interest  and  principal  payments,   thereby
increasing the risk to the Trust.

                                       15
<PAGE>

Investment Strategy

The success of the Trust's investment program will be dependent to a high degree
on:

      othe Investment  Adviser's ability to anticipate the onset and termination
      of  inflationary  and  deflationary  cycles.  A failure  to  anticipate  a
      deflationary   cycle   could   result   in  the   Trust's   assets   being
      disproportionately  invested in natural  resource-related  companies,  and
      failure to predict  an  inflationary  cycle  could  result in the  Trust's
      assets being disproportionately invested in U.S. government securities.

      othe  validity of the premise  that the value of  resource-related  equity
      securities  will  move in a  different  direction  than the  value of U.S.
      government  securities  during  periods of inflation or deflation.  If the
      value of both  resource-related  equity  securities  and  U.S.  government
      securities  move down  during  the same  period of time,  the value of the
      shareholder's  investment  will decline rather than stabilize or increase,
      as anticipated,  regardless of whether the Trust is primarily  invested in
      resource-related equity securities or U.S. government securities.


Equity Securities

While stocks have  historically  outperformed  other asset classes over the long
term, they tend to go up and down more dramatically over the shorter term. These
price  movements  may result from factors  affecting  individual  companies,  or
industries or the securities market or the economy as a whole. If the stocks the
Trust holds fluctuate in price,  the value of an investment in the Trust will go
up and down. This means you could lose money over short or even extended periods
of time. Natural resource-related companies involve special considerations which
are discussed below.

The success of the Trust's  investments  in equity and debt  securities  will be
dependent to a high degree on the Investment Adviser's ability to anticipate the
onset and  termination of inflationary  and  deflationary  cycles.  A failure to
anticipate  a  deflationary  cycle  could  result in the  Trust's  assets  being
disproportionately invested in resource-related equity securities. Conversely, a
failure to predict an  inflationary  cycle could  result in the  Trust's  assets
being disproportionately invested in U.S. government securities.

The success of the Trust's investment program, including its method of selecting
equity  securities,  will also be  dependent to a high degree on the validity of
the premise that the values of resource-related equity securities will move in a
different direction than the values of U.S. government  securities during period
of inflation or deflation.  If values of both resource-related equity securities
and U.S.  government  securities  move down during the same period of time,  the
value of the  shareholder's  investment  will decline  rather than  stabilize or
increase, as anticipated,  regardless of whether the Trust is primarily invested
in natural resource or U.S.
government securities.

Natural Resource-Related Companies

Because  the Trust  concentrates  its  assets  in the  global  natural  resource
industries,  the price of the Trust's  shares may be more  volatile than that of
investment companies that do not concentrate their investments in such a manner.

                                       16
<PAGE>

In addition,  the value of the Trust's  securities will fluctuate in response to
market  conditions for the particular  natural resource with which the issuer is
involved.  The price of the commodity will fluctuate due to changes in worldwide
level of  inventory,  and  changes,  perceived  or  actual,  in  production  and
consumption.  The value of natural resources may fluctuate directly with respect
to various stages of the inflationary  cycle and perceived  inflationary  trends
and is subject to the factors listed below, including national and international
politics.

The  principal  factors  affecting  the value of equity  securities  of  natural
resource companies in which the Trust invests are:

      ochanges in the market for the particular  natural resource in which the
      issuer is involved;

      oevents  occurring in nature,  inflationary  pressures  and  international
      politics,  which can  effect  the  overall  supply and demand of a natural
      resource and thereby the value of the  companies  involved in such natural
      resource; and

      opolitical,  environmental and other governmental regulation, which may be
      greater for these industries than other industries in both the U.S.
      and foreign countries.

The nature of the political,  environmental  and other  governmental  regulation
continues  to  evolve  in both  the  U.S.  and  foreign  countries.  Changes  in
governmental  policies and the need for regulatory approvals may have a material
effect on the products and services of natural resource companies.  For example,
the exploration,  development and distribution of coal, oil and gas in the U. S.
are subject to significant federal and state regulation,  which may effect rates
of return on such investments and the kinds of services that may be offered.

Many natural resource  companies  historically  have been subject to significant
costs associated with compliance with environmental and other safety regulations
and changes in the regulatory  climate.  Such governmental  regulations may also
hamper the development of new technologies,  and it is impossible to predict the
direction, type or effect of any future regulation.

Competition is intense for many natural resource companies. As a result, many of
these  companies  may be  adversely  affected in the future and the value of the
securities  issued by such  companies  may be subject to  increased  share price
volatility.

Convertible Securities

Convertible  securities,  including  convertible  bonds and preferred stock, are
convertible into common stock.  Because of the conversion feature,  the interest
or dividend rate on a convertible  security is generally  less than would be the
case  than a  security  which is not  convertible.  The  value of a  convertible
security  will be affected by both its stated  interest or dividend rate and the
value of the  underlying  security.  Its value will thus be  affected by factors
that affect both debt securities (such as interest rates) and equity  securities
(such as stock  market  movements  generally).  In  addition,  some  convertible
securities, by their terms, permit the issuer to require the Trust to resell the
convertible  security,  which could occur at a time that is not favorable to the
Trust based on then-prevailing interest rates or equity values.

                                       17
<PAGE>

Foreign Investing

During certain periods, the Trust may invest up to 100% of its assets in foreign
equity or debt  securities.  Foreign  securities pose  additional  risks because
foreign economic or political conditions may be less favorable than those of the
United  States.   Foreign   financial  markets  may  also  have  fewer  investor
protections.  Securities  in foreign  markets  may also be  subject to  taxation
policies  that reduce  returns for U.S.  investors.  Due to these risk  factors,
foreign  securities may be more volatile and less liquid than similar securities
traded in the U.S. In particular,  investments in foreign securities are subject
to the following specific risks:

      Country Risk.  General  securities  market  movements in any country will
      likely  affect the value of the  securities  the Trust owns which trade in
      that country. These movements will affect the Trust's share price.

      The political,  economic and social  structures of some countries in which
      the Trust  invests may be less stable and more  volatile than those in the
      U. S. The risks of investing in these countries include the possibility of
      the  imposition  of  exchange  controls,  expropriation,  restrictions  on
      removal  of  currency  or other  assets,  nationalization  of  assets  and
      punitive taxes.

      The Trust's  investments in developing or emerging  markets are subject to
      all of the  risks of  foreign  investing  generally,  and have  additional
      heightened risks due to a lack of legal, business and social frameworks to
      support securities  markets.  The Trust's  investments in emerging markets
      typically will not exceed ten percent (10%) of the Trust's total assets

      Company Risk.  Foreign  companies are not subject to the same  accounting,
      auditing,  and  financial  reporting  standards  and  practices  as U.  S.
      companies  and their stocks may not be as liquid as stocks of similar U.S.
      companies.  Foreign stock exchanges,  brokers and companies generally have
      less government  supervision and regulation than in the U.S. The Trust may
      have greater  difficulty voting proxies,  exercising  shareholder  rights,
      pursuing  legal  remedies and obtaining  judgments with respect to foreign
      investments in foreign courts than with respect to U.S.
      companies in U.S. courts.

      Currency.  Many of the  Trust's  investments  are  denominated  in
      foreign  currencies.  Changes in foreign  currency  exchange rates
      will  affect  the  value of what the  Trust  owns and the  Trust's
      share  price.  Generally,  when  the  U.S.  dollar  rises in value
      against a foreign  currency,  an  investment  denominated  in that
      country's  currency  loses value  because  that  currency is worth
      fewer U.S. dollars.

      Euro. On January 1, 1999,  the European  Monetary  Union  introduced a new
      single  currency,  the euro,  which  replaced  the  national  currency for
      participating member countries.  The Trust's investments in countries with
      currencies  replaced  by  the  euro,  the  investment  process,  including
      trading, foreign exchange, payments,  settlements,  cash accounts, custody
      and accounting will be affected.

                                       18
<PAGE>

      Because  this  change  to a  single  currency  is new  and  untested,  the
      establishment of the euro may result in market volatility. Also, it is not
      possible  to predict the impact of the euro on the  business or  financial
      condition of European  issuers which the Trust may hold in its  portfolio,
      and their  impact on the value of Trust  shares.  To the  extent the Trust
      holds  non-U.S.  dollar (euro or other)  denominated  securities,  it will
      still be exposed to currency risk due to fluctuations in those  currencies
      versus the U.S. dollar.

Fixed Income Securities

      The  values  of  fixed  income  investments,  including  some of the  debt
      instruments  in which  the Trust  invests,  rise and fall in  response  to
      changes in interest  rates.  Declining  interest  rates raise the value of
      debt  instruments,  while  rising  interest  rates lower the value of debt
      instruments.  Debt instruments with longer  maturities are usually subject
      to a greater risk of an adverse  movement in interest  rates and a decline
      in the price of the  instruments.  Changes  in the  values of the  Trust's
      investments will affect the value of the Trust's shares.

      Call Risk.  Traditional  debt  instruments  typically  pay a fixed rate of
      interest  until  maturity,  when the entire  principal  amount is due.  An
      issuer may redeem its debt securities before maturity at a price below its
      current  market  price.  An issuer may also  prepay  its debt  instruments
      voluntarily or as a result of a  refinancing,  or the  instruments  may be
      prepaid  as a result  of a  foreclosure.  The  Trust  may  have to  invest
      proceeds  that it receives  from  prepayment  on its  investments  in debt
      securities  with lower interest  rates,  higher credit risks or other less
      favorable terms.

      Credit  Risk.  Credit  risk  is the  possibility  that  an  issuer  will
      default (the issuer fails to pay interest and  principal  when due).  If
      an issuer defaults, the Trust will lose money

      Many fixed income securities receive credit ratings from companies such as
      Standard & Poor's and Moody's Investor  Services.  Fixed income securities
      receive  different  credit  ratings  depending  on  the  rating  company's
      assessment  of the  likelihood  of  default by the  issuer.  The lower the
      rating of the fixed income security, the greater the credit risk.

      Fixed income  securities  generally  compensate for greater credit risk by
      paying interest at a higher rate. The difference  between the yield of the
      security  and the  yield of a U.S.  Treasury  security  with a  comparable
      maturity (the  "spread")  measures the  additional  interest  received for
      taking  risk.  Spreads  may  increase  generally  in  response  to adverse
      economic or market  conditions.  A security's  spread may also increase if
      the security's rating is lowered,  or the security is perceived to have an
      increased  credit risk.  An increase in the spread will cause the price of
      the security to decline.

      Foreign fixed income  securities  pose  additional  risks because of fewer
      investor  protections,  adverse  tax  policies,  less  public  information
      regarding issues, and more volatile political and economic  conditions and
      currency exchange rates.

                                       19
<PAGE>

Loans of Portfolio Securities and Repurchase Agreements

If the Trust makes loans of portfolio securities or uses repurchase  agreements,
there is a risk  that the  other  party  to the  transaction  may not be able to
fulfill its  obligations to the Trust. In the event a default by the borrower in
a loan of  portfolio  securities,  the  Trust  may not be  able to  recover  its
securities.  In the  event of a  default  by the  other  party  to a  repurchase
agreement, the Trust may lose its interest in the underlying security.

Year 2000

The "Year 2000" problem is the potential for computer errors or failures because
certain  computer  systems may be unable to interpret  dates after  December 31,
1999. The Year 2000 problem may cause systems to process information incorrectly
and could disrupt businesses that rely on computers, like the Trust.

While it is  impossible  to  determine in advance all of the risks to the Trust,
the Trust could  experience  interruptions  in basic  financial and  operational
functions.  Trust  shareholders  could experience errors or disruptions in Trust
share transactions or Trust communications.

The Trust's  service  providers are making changes to their computer  systems to
fix any Year 2000 problems. In addition,  they are working to gather information
from third-party providers to determine their Year 2000 readiness.

Year 2000 problems could also increase the risks of the Trust's investments.  To
assess the potential effect of the Year 2000 problem,  the Investment Adviser is
reviewing information regarding the Year 2000 readiness of issuers of securities
that the Trust may purchase.

The  financial  impact of these issues for the Trust is still being  determined.
There can be no assurance  that  potential  Year 2000 problems  would not have a
material adverse effect on the Trust.

MANAGEMENT AND ORGANIZATION

Trustees

Under the terms of the  Declaration of Trust  establishing  the Trust,  which is
governed by the laws of the Commonwealth of  Massachusetts,  the Trustees of the
Trust are ultimately responsible for the management of its business and affairs.
The  Statement  of  Additional   Information  contains  background   information
regarding each Trustee and executive officer of the Trust.

Investment Adviser

The Investment Adviser, Anchor Investment Management Corporation (formerly known
as  Meeschaert   Investment   Management   Corporation),   manages  the  Trust's
investments  and  affairs,  subject  to the  supervision  of the  Trustees.  Its
principal  services to the Trust are managing the investment and reinvestment of
the   Trust's   assets   and   providing,   either   directly   or   through   a
sub-administrator,  various administrative  services to the Trust, including the
provision of all  necessary  office  facilities,  equipment  and  personnel  for
administering the business of the Trust. The Investment Adviser has been engaged
continuously in the investment management business,  including the management of
investment  company assets,  since 1983. The principal offices of both the Trust
and the Investment Adviser are located at 579 Pleasant Street,  Suite 4, Paxton,
Massachusetts 01612.

                                       20
<PAGE>

The person who is primarily  responsible  for the  day-to-day  management of the
Trust's  portfolio is Paul Jaspard,  who is a Vice  President of the  Investment
Adviser.  Mr.  Jaspard is  president of Linden  Investment  Advisors,  S.A.,  an
investment  advisory  firm  headquartered  in  Belgium.  He  has  managed  other
portfolios  for the  Meeschaert  organization  (described  below)  for more than
nineteen years. He has been in the investment  counseling business for more than
twenty  years,  giving  investment  advice to a wide variety of  individual  and
institutional clients.

For its service  under its  Investment  Advisory  Contract  with the Trust,  the
Investment  Adviser  receives a fee,  payable  monthly,  calculated at 0.75% per
annum of the average daily net assets of the Trust. This fee is higher than that
of most other investment companies. For the fiscal year ended December 31, 1998,
the  Investment  Adviser  received  investment  advisory fees of $49,052 for its
services to the Trust. The Investment Adviser may voluntarily waive a portion of
its fee or reimburse the Trust for certain operating expenses.

The  Investment  Adviser and  Meeschaert  & Co.,  Inc.,  the  Trust's  principal
underwriter,  are affiliated  through common control with Societe D'Etudes et de
Gestion Financieres  Meeschaert,  S.A., one of France's largest  privately-owned
investment  management  firms.  The Meeschaert  organization  was established in
Roubiax, France in 1935 by Emile C. Meeschaert, and presently manages, with full
discretion,  approximately $1.5 billion (including $250 million in French mutual
funds) for about 8,000 individual and institutional customers.


SHAREHOLDER INFORMATION

Purchase of Shares

You may purchase Trust shares directly from the  Distributor,  Meeschaert & Co.,
Inc., 579 Pleasant Street, Suite 4, Paxton,  Massachusetts 01612. An application
for your use in making an initial  investment  in the Trust is  included  in the
back of the Prospectus.

Investment Minimums

       To establish a new account,  the minimum  investment is $500. There is no
      minimum  for  shareholders  who make  additional  investments  to existing
      accounts.

       To exchange other securities for Trust shares,  the minimum investment is
      $5,000. See "EXCHANGES" below.

Share Price

The  Trust's  share  price is its net  asset  value  next  determined  after the
Distributor  receives and accepts your order. The Trust calculates its net asset
value as of 12:00  noon  Eastern  Time on each day on which  the New York  Stock
Exchange is open for trading.

                                       21
<PAGE>

 In  calculating  net asset value,  the Trust uses market  prices of  securities
traded on U.S. or foreign securities exchanges when available.  The market price
of a security  is equal to the last known  sale  price,  or if there has been no
sale of the security,  the known current bid price.  If a particular  security's
market price is not available,  the Trust will determine the  appropriate  price
based on its "fair  value." This means that the Trust may value such  securities
at fair  value as  determined  in good  faith by or under the  direction  of the
Trust's Board of Trustees.  The market prices of all of the Trust's  investments
are added  together,  liabilities of the trust are deducted from the total,  and
the resulting amount is divided by the number of shares outstanding.

Trading in foreign  securities  may be  completed  at times  which vary from the
closing of the New York Stock Exchange (NYSE). In computing its net asset value,
the Trust values foreign  securities at the latest closing price on the exchange
on which they are traded  immediately prior to the time when the net asset value
of the Trust is calculated.  All assets and liabilities of the Trust denominated
in foreign currencies are valued in U.S. dollars based on the exchange rate last
quoted by a major bank  prior to the time when the net asset  value of the Trust
is calculated.

Exchanges of Shares

The Trust will accept common or preferred  stock of companies  acceptable to the
Investment  Adviser in exchange  for shares of the Trust.  The minimum  value of
securities  accepted  for  deposit  is $5,000.  The Trust will value  securities
accepted  for  exchange in the same manner  provided  for valuing its  portfolio
securities (see "Share Price" above).

If the Trust,  upon  acceptance  of  securities  for  exchange  of fund  shares,
determines to sell these  securities,  the Trust will pay any liquidation  costs
involved in disposing of these securities.

You should forward  securities for exchange,  in proper form for transfer to the
Trust,  together with a completed and signed letter of  transmittal  in approved
form (available from the Distributor) to the Trust's custodian as follows:

      Investors Bank & Trust Company
      Financial Products Services Group
      Attn:  Anchor Resource and Commodity Trust
      200 Clarendon Street, 16th Floor
      Boston, Massachusetts 02116

Exchanges of shares must be done as follows:

   1. You must forward all securities  under a single Letter of Transmittal.  In
      certain  instances   indicated  in  the  instructions  to  the  Letter  of
      Transmittal,   multiple  Letters  of  Transmittal  must  be  attached  and
      transmitted  as  a  single  exchange.  The  Trust  may  reject  securities
      presented  for  exchange for any reason,  and will only accept  securities
      which are delivered in proper form.

   2. If you wish to exchange  securities for Trust shares, your securities must
      not be subject to any  restrictions  that would affect their resale by the
      Trust for any reason.  The Trust will not accept  securities  for exchange
      if, in the opinion of its counsel, acceptance would violate any federal or
      other law affecting  the Trust.  The Trust may reject  securities  for any
      reason.

                                       22
<PAGE>

   3. If you are  contemplating an exchange of securities for Trust shares,  you
      or your  representative  should contact the Distributor before you forward
      the securities so that the  Distributor  can determine in advance  whether
      the securities are acceptable to the Trust.

   4. If the Trust finds that  securities  presented  for  exchange  are in good
      order only in part,  the Trust may issue the  appropriate  number of Trust
      shares for that part and return the balance to you. The Trust will issue a
      confirmation for Trust shares to you after securities that it has accepted
      for exchange have cleared for transfer to the Trust. Certificates will not
      be issued unless you so request.

   5. By  tendering   securities   for   exchange,   you  agree  to  accept  the
      determination  of their  market  value that the Trust makes at the time it
      determines the Trust's net asset value per share.  The number of shares of
      the Trust to be issued in exchange for other  securities will be the value
      of the accepted securities  determined as described above,  divided by the
      net  asset  value per  Trust  share  next  determined  after  the  Trust's
      acceptance of the securities.

   6. You may realize a gain for federal income tax purposes in connection  with
      your exchange of securities for Trust shares.  You should consult your tax
      advisor  about the tax  consequences  of exchanging  securities  for Trust
      shares.

Redemption and Repurchase of Shares

You may  require  the Trust to redeem your  shares.  The Trust also  maintains a
continuous  offer to repurchase its shares.  Redemptions and repurchases will be
made in the following manner:

      1. You may mail or present a written  request  that the Trust  redeem your
      shares to the Trust's  transfer  agent at 579  Pleasant  Street,  Suite 4,
      Paxton,  Massachusetts  01612. If you have share certificates,  you should
      properly  endorse them and include them with your request.  The redemption
      price will be the net asset value next determined after the Trust receives
      your request and/or certificates.

      2. Your broker may present your request for  repurchase to the Trust.  The
      repurchase  price will be the net asset  value next  determined  after the
      Trust  receives the  request.  If the broker  receives the request  before
      12:00 p.m.  Eastern  Time and  transmits  it to the Trust before 1:00 p.m.
      Eastern  Time the same day,  the  repurchase  price  will be the net asset
      value  determined  as of 12:00 p.m.  Eastern  Time that day. If the broker
      receives the request after 12:00 p.m.,  the  repurchase  price will be the
      next asset value  determined  as of 12:00 p.m.  Eastern Time the following
      day. If you use a broker,  the broker may charge a reasonable  fee for his
      services.

The Trust will pay you for shares that it redeems or  repurchases  within  seven
days after it  receives  your  shares,  or other  required  documents,  properly
endorsed.  Your  signature  on an issued  certificate  must be  guaranteed  by a
commercial  bank or trust  company  or by a member  of the New  York,  American,
Pacific, Boston or Chicago Stock Exchange. The Trust will not accept a signature
guarantee by a savings bank or savings and loan association or notarization by a
notary public.

                                       23
<PAGE>

To  ensure  proper  authorization,   the  Trust's  transfer  agent  may  request
additional  documents.  These  may  include  stock  powers,  trust  instruments,
certificates  of death,  appointments  as  executor,  certificates  of corporate
authority or waiver of tax  (required in some states from selling or  exchanging
estates before redeeming shares).

There are no circumstances under which the Trust may redeem shares automatically
without action by the shareholder.

The right of  redemption  may be  suspended  or the payment  date  postponed  at
certain times. These include days when the New York Stock Exchange is closed for
other than customary weekend and holiday closings,  when trading on the New York
Stock  Exchange is  restricted,  as  determined by the  Securities  and Exchange
Commission,  or for any period  when an  emergency  (as  defined by rules of the
Commission)  exists,  or during any period  when the  Commission  has, by order,
permitted a suspension.  In case of a suspension of the right of  redemption,  a
shareholder who has rendered a certificate  for redemption  through a broker may
withdraw his request or certificate.  Otherwise,  he will receive payment of the
net asset value  determined next after the suspension has been  terminated.  You
may receive  more or less than you paid for your  shares,  depending  on the net
asset value of the shares at the time of redemption or repurchase.

Redemptions in Kind

Under  unusual  circumstances,  when the Board of Trustees  deems it in the best
interests of the Trust's shareholders,  the Trust may pay for shares repurchased
or redeemed  partly or entirely in securities or other assets of the Trust taken
at  current  values.  If any such  redemption  in kind is to be made,  the Trust
intends to make an  election  pursuant  to Rule  18(f)(1)  under the  Investment
Company  Act of 1940.  This will  require  the  Trust to  redeem  with cash at a
shareholder's  election  in any case  where the  redemption  involves  less than
$250,000 (or 1% of the Trust's net assets at the beginning of each 90-day period
during  which  such  redemptions  are in  effect,  if that  amount  is less than
$250,000). If payment is made in securities, the redeeming shareholder may incur
brokerage costs in converting his securities to cash.


Services for Shareholders

Open Accounts: For your convenience,  all shares of the Trust registered in your
name are  automatically  credited to an Open Account  maintained  for you on the
books of the Trust.  All shares that you  acquire  will be credited to your Open
Account  and  share  certificates  will not be  issued  unless  you so  request.
Certificates  representing fractional shares will not be issued in any case. You
may surrender  certificates  previously  acquired to the Trust's transfer agent.
These  certificates will be canceled and the shares so represented will continue
to be credited to your Open Account.

Each time shares are credited to or withdrawn  from your Open Account,  you will
receive a statement showing the details of the transaction and your then current
balance of shares.  Shortly  after the end of each  calendar  year you will also
receive a complete annual statement of your Open Account, as well as information
as to the Federal tax status of  dividends  and capital gain  distributions,  if
any, paid by the Trust during the year.

You  may  transfer  shares  credited  to an Open  Account  upon  proper  written
instructions to the Trust's  transfer agent.  You may also redeem or sell shares
in the manner shown under the "Redemption and Repurchase of Shares."

                                       24
<PAGE>

Invest-By-Mail:  An Open Account provides a single and convenient way of setting
up a flexible  investment  program for the  accumulation of shares of the Trust.
You may purchase  additional shares for your Open Account at any time by sending
a check  (payable  to the order of the  Trust) to Anchor  Investment  Management
Corp.  Shareholders  Services,  Attn:  Anchor Resource and Commodity  Trust, 579
Pleasant Street,  Suite 4, Paxton,  Massachusetts 01612 (giving the full name or
names  of  your  account).  The  Trust  will  bear  the  cost  of  administering
shareholders' Open Accounts as an expense of all its shareholders.

Distributions

The Trust currently intends to distribute any income dividends and capital gains
distributions  in  additional  Trust shares or, if you elect,  in cash.  You may
elect (1) to receive both dividends and capital gain distributions in additional
shares or (2) to receive  dividends  in cash and capital gain  distributions  in
additional   shares  or  (3)  to  receive  both   dividends   and  capital  gain
distributions in cash.

You may change your  distribution  option at any time by  notifying  the Trust's
transfer agent in writing.  The new distribution  option must be received by the
Trust's  transfer  agent at least 30 days prior to the close of the fiscal year.
If you have an account with a cash  dividend  option,  and the Trust's  transfer
agent discovers that your address of record is not current, your account will be
changed to reinvest both dividends and capital gains automatically.

Dividends and capital gain distributions  received in shares will be made to the
Trust's transfer agent, as your agent, and credited to your Open Account in full
at the closing net asset value on the record date of the distributions.

Tax Consequences

Shareholders  will be subject to federal income taxes on  distributions  made by
the  Trust  whether  they  are  received  in cash or  additional  Trust  shares.
Distributions  of net investment  income and short-term  capital gains,  if any,
will be taxable to shareholders as ordinary  income.  Distributions of long-term
capital  gains,  if any, will be taxable to  shareholders  as long-term  capital
gains,  without  regard to how long a shareholder  has held shares of the Trust.
Dividends  paid by the  Trust  will  generally  not  qualify  for the  dividends
received  deductions for corporations.  The Trust will notify  shareholders each
year of the amount of dividends and  distributions,  including the amount of any
distribution of long-term capital gains.

The Trust's foreign investments may be subject to foreign withholding taxes. The
Trust will be entitled to claim a deduction for such foreign  withholding  taxes
for federal income tax purposes.  However, any such taxes will reduce the income
available for distribution to shareholders.

The Trust is required to withhold 20% of the dividends  paid with respect to any
shareholder   who  fails  to  furnish   the  Trust   with  a  correct   taxpayer
identification  number, who  under-reported  dividend or interest income, or who
fails to certify to the Trust that he or she is not subject to such withholding.
An individual's tax identification is his or her social security number.

Please consult your tax adviser for further information  regarding your federal,
state, and local tax liability.

                                       25
<PAGE>

OTHER INFORMATION

Custodian, Transfer Agent and Paying Agent

Investors  Bank & Trust  Company,  Financial  Product  Services,  200  Clarendon
Street, 16th Floor,  Boston,  Massachusetts 02116 is the Trust's custodian bank.
The custodian bank receives and holds  securities,  cash and other assets of the
Trust  and also  makes  distributions  on behalf of the  Trust.  In cases  where
foreign  securities  must, as a practical  matter,  be held abroad,  the Trust's
custodian  bank and the Trust will make  appropriate  arrangements  so that such
securities  may legally be so held abroad.  The Trust's  custodian bank does not
decide  on  purchases  or  sales  of  portfolio  securities  or  the  making  of
distributions.  As of April 1, 1999,  Cardinal  Investment  Services,  Inc., 579
Pleasant  Street,  Suite  4,  Paxton,   Massachusetts  01612,  succeeded  Anchor
Investment  Management  Corporation,  as the transfer agent and  dividend-paying
agent for the Trust.

Capitalization

The  capitalization  of the Trust  consists of an unlimited  number of shares of
beneficial  interest,   without  par  value,  designated  Common  Shares,  which
participate equally in dividends and distributions. Issued shares are fully paid
and  non-assessable  and transferable on the books of the Trust. The shares have
no  preemptive   rights.  The  shares  each  have  one  vote  and  proportionate
liquidation rights.

Additional Information

You  can  find  more  detailed  information  about  the  Trust,  its  investment
strategies  and risks of investing in the Trust in the  Statement of  Additional
Information.

Shareholder Inquiries

For  further  information  about the  Trust,  you may call the Trust  collect at
(508)831-1171.  You may address any written  inquiries  to  Progressive  Capital
Accumulation Trust, 579 Pleasant Street, Suite 4, Paxton, Massachusetts 01612.


                                       26
<PAGE>

FINANCIAL INFORMATION

FINANCIAL HIGHLIGHTS
The  following  financial  highlights  will  help  you  understand  the  Trust's
financial performance for its past five fiscal years. Some of the information is
presented on a per share basis.  The total  returns in the table  represent  the
rate an  investor  would have  earned (or lost) on an  investment  in the Trust,
assuming reinvestment of all dividends and distributions.

This  information has been audited by Livingston & Haynes,  P. C., whose report,
along with the Trust's audited financial  statements,  is included in the Annual
Report.

                                          Year ended December 31

                              -------------------------------------------------
                              1998       1997       1996       1995      1994
                              -------------------------------------------------

Net Asset Value,
Beginning of Year             $9.83      $10.45     $9.31      $9.19     $11.17
- -------------------------------------------------------------------------------
Income From Investment
Operations:

Net Investment Income         0.72       0.09       0.06       0.57      (1.98)
Net realized and unrealized
gain (loss) on investments    (2.09)     (0.71)     1.08       0.13      --
- -------------------------------------------------------------------------------
Total income from investment
Operations                    (1.37)     (0.62)     1.14       0.70      (1.98)
- -------------------------------------------------------------------------------

Less Distributions::

Dividends from net
investment Income             (0.65)     --         --         (0.58)    --
Distributions from  
capital gains                   --       --         --          --       --
gains
- -------------------------------------------------------------------------------
Total distributions           (0.65)     --         --         (0.58)    --
Net Asset Value, End of Year  $7.81      $9.83      $10.45     $9.31     $9.19
- -------------------------------------------------------------------------------
Total Return                  (14.99%)   (5.93%)    12.24      7.63      (17.74)
- -------------------------------------------------------------------------------

Ratios/Supplemental Data:

Net  assets, end of year
(in millions)                 $0.9       $10.6      $11.5      $7.2      $0.1
Ratio of expenses to 
average net assets            1.50%      1.13%      1.10%      1.11%     20.87%
Ratio of  net income to
average Net assets            0.86%      0.89%      0.85%      2.01%     18.88%
Portfolio turnover rate       49%        9%         20%        33%       --



                                       27
<PAGE>



                     ANCHOR RESOURCE AND COMMODITY TRUST
                                (the "Trust")
                            MEESCHAERT & CO., INC.
                               ("Distributor")
                      APPLICATION AND REGISTRATION FORM1
                             Send Application to
 Meeschaert & Co., Inc., 579 Pleasant Street, Suite 4, Paxton, Massachusetts
                                    01612

                                                 Date:_____________
                                                      
I.   ACCOUNT REGISTRATION:

[GRAPHIC OMITTED] New: Social Security or Tax Number_____________________
                  (if two names below, circle which one has this number.)

[GRAPHIC OMITTED] Existing: Account Number ______________________________
                  (from your latest statement - vital for identification.)

Name(s)__________________________________________________________________
      (Type or print exactly as they are to appear on the Trust's records.)

Street __________________________________________________________________

City ________________________ State ______________________ Zip __________ 
 If  address  outside  the  U.S.A.,  please  circle I (am) (am not) a citizen
 of the U.S.A.

If  registration  requested in more than one name, shares will be registered as
"Joint Tenants with Rights of Survivorship" unless otherwise instructed.

II.  BASIS FOR OPENING NEW ACCOUNT:

[GRAPHIC OMITTED] A check for $_______________ payable to the Trust attached.
        or
[GRAPHIC OMITTED] Shares _______________ recently purchased on __________
                           (number)                              (date)

Distribution  Option:  (exercisable  only by holders of Common  Shares)  Check
only one.  If none checked, option A will be assigned.
[GRAPHIC OMITTED] A.  Dividends  and  capital  gains  in  additional  full and
fractional shares credited to shareholder's account, no certificates issued.
      OR
[GRAPHIC OMITTED] B. Dividends in cash;  capital gains in additional  full and
fractional shares credited to shareholder's account; no certificates issued.
      OR
[GRAPHIC OMITTED] C.    Dividends   in   cash;    capital   gains   in   cash.
(Certificates  will be issued to shareholders  requesting such in writing from
the Transfer Agent.)


                                       28
<PAGE>

III.  INVEST-BY-MAIL  SERVICE:  for periodic  share  accumulation  (whether or
not dividends are received in shares)

[GRAPHIC OMITTED] Please check if you wish to utilize the Trust's Invest-By-Mail
Service.  This  is  a  voluntary  service  involving  no  extra  charge  to  the
shareholder, and it may be changed or discontinued at any time.

IV.  SHAREHOLDER'S   SIGNATURE:   Should  be  the  same  as  name  in  Account
Registration.

__________________________________     ________________________________________
            Signature                         Signature of Co-Owner (if any)

(I have  received a current  prospectus of the Trust and I  understand  that my
account  will  be  covered  by  the provisions  on the  reverse  side  of  this
Application.I also understand that I may terminate any of these services at any
time.)


DEALER AUTHORIZATION:
                                    (please print)


                                    Representative

_________________________________    ______________________________________
        Dealer's Name                     (Representative's Name)

_________________________________    ______________________________________
        Home Office Address          Telephone Number(Representative's Number)


                                     Branch Office:

_________________________________    ______________________________________
City        State             Zip             Address


_________________________________    ______________________________________
Authorized Signature of Dealer       City   State       Zip

_________________________________
Telephone Number










                                       29
<PAGE>


ANCHOR RESOURCE AND COMMODITY TRUST

For investors who want more information about the Trust, the following documents
are available free upon request:

Annual  Reports:   Additional  information  about  the  Trust's  investments  is
available  in the Trust's  annual  report to  shareholders.  The Trust's  annual
report includes a discussion of the market conditions and investment  strategies
that significantly affected the Trust's performance during its last fiscal year.

Statement  of  Additional  Information  (SAI):  The SAI provides  more  detailed
information and is incorporated into this Prospectus by reference.

                  You can get free copies of the Trust's annual reports and SAIs
                  by writing or calling the Trust collect at:

                  Anchor Resource and Commodity Trust
                  579 Pleasant Street, Suite 4
                  Paxton, Massachusetts 01612
                  Telephone (collect):    (508) 831-1171
                  Fax:                    (508) 831-1191


You can also review the Trust's reports and SAIs at the Public Reference Room of
the Securities and Exchange Commission.

You can obtain copies from the Securities and Exchange Commission as follows:

                  For a fee, by writing to or calling the Commission's
                  Public Reference Room, Washington, D.C.  20549
                  Telephone:  1-800-SEC-0330

                  Free from the Commission's Internet website at
                  http://www.sec.gov.







                                     Investment Company Act File No. 811-8706




                                       30
<PAGE>


                     ANCHOR RESOURCE AND  COMMODITY  TRUST
                       579 Pleasant  Street, Suite 4 
                        Paxton, Massachusetts 01612
                                (508) 831-1171


                     STATEMENT OF ADDITIONAL INFORMATION

                              Dated May 1, 1999

This Statement of Additional Information (SAI) is not a prospectus but should be
read in conjunction with the current Prospectus of Anchor Resource and Commodity
Trust (the "Trust") dated May 1, 1999, and the financial statements contained in
the Trust's  Annual  Report for the year ended  December 31,  1998.  The Trust's
Annual  Report is  incorporated  by  reference  in this SAI.  You may obtain the
Trust's  Prospectus  and Annual Report  without charge by writing or calling the
Trust collect at (508) 831-1171.



                                       31
<PAGE>

                              TABLE OF CONTENTS

THE TRUST..................................................................B-1
INVESTMENT STRATEGIES AND RISKS............................................B-1
      Investment Strategy..................................................B-1
      Lending..............................................................B-3
      Repurchase Agreements................................................B-3
      Investment Risks.....................................................B-5
PORTFOLIO TURNOVER.........................................................B-5
INVESTMENT RESTRICTIONS....................................................B-6
MANAGEMENT OF THE TRUST....................................................B-8
      Officers and Trustees................................................B-8
      Compensation of Officers and Trustees...............................B-10
      Principal Holders of Securities ....................................B-10
      Investment Adviser..................................................B-10
      Investment Advisory Contract........................................B-11
      Administrator.......................................................B-12
      Principal Underwriter...............................................B-12
CAPITALIZATION............................................................B-12
PURCHASE, REDEMPTION AND PRICING OF SHARES................................B-13
      Purchase of Shares..................................................B-13
      Determination of Net Asset Value....................................B-14
      Redemption and Repurchase of Shares.................................B-14
      Redemptions in Kind.................................................B-15
DISTRIBUTIONS ............................................................B-15
TAXES.....................................................................B-16
      General.............................................................B-16
PORTFOLIO SECURITY TRANSACTIONS ..........................................B-17
OTHER INFORMATION.........................................................B-18
      Custodian, Transfer Agent and Dividend-Paying Agent ................B-18
      Independent Public Accountants .....................................B-18
      Registration Statement .............................................B-18
FINANCIAL STATEMENTS......................................................B-18



                                       32
<PAGE>


THE TRUST

Anchor Resource and Commodity Trust (Trust) is a diversified open-end management
investment company and was established as an unincorporated business trust under
the laws of  Massachusetts  by a Declaration of Trust dated  September 22, 1989.
The Trustees  amended the Declaration of Trust in 1990 to change the name of the
Trust from Meeschaert Equity Plus Trust to Anchor Equity Plus Trust and again in
1994 to change the name to Anchor Resource and Commodity Trust.

INVESTMENT STRATEGIES AND RISKS

The Trust's Prospectus  describes the investment  objectives and policies of the
Trust.  The Prospectus also briefly  describes  specialized  techniques that the
Trust may use in order to achieve  its  investment  objectives.  There can be no
assurance that the Trust will achieve its investment  objectives.  The following
discussion  is intended to provide  further  information  concerning  investment
techniques and risk  considerations  which the Investment Adviser believes to be
of interest to investors.

Investment Strategy

The Trust's  investments will vary depending upon whether the Investment Adviser
anticipates an inflationary or deflationary economic cycle.

The Investment Adviser's determination as to whether the economy is inflationary
or deflationary  will be made based upon constant study of numerous economic and
monetary factors. These factors will include, but not necessarily be limited to:

oactual and  anticipated  rates of change in the Consumer Price Index (CPI) over
specified periods of time; oactual and anticipated  changes and rates of changes
in the U.S. dollar in relation to other key  currencies,  e.g., the German mark,
the British pound and the Japanese yen;  oactual and  anticipated  changes,  and
rates of change, in short and long-term  interest rates and real interest rates,
i.e.,  inflation adjusted interest rates; oactual and anticipated changes in the
money  supply;  and oactual and  anticipated  governmental  fiscal and  monetary
policy.

The  Investment  Adviser  believes  that,  based  upon  past  performance,   the
securities  of  specific  companies  that hold  different  types of  substantial
resource  assets  or  engage  in  natural   resource-related  or  energy-related
activities may move  relatively  independently  of one another during  different
stages of inflationary or  deflationary  cycles because of different  degrees of
demand for, or market values of, their respective  natural resource  holdings or
resource-related  or energy-related  business during particular portions of such
cycles.  For example,  during the period 1976 to 1980, the prices of oil company
stocks  increased  relatively  more than the price of coal  company  stocks when
compared to the performance of relevant stock market indices.

The  Investment  Adviser will seek to identify  companies  which it believes are
attractively  priced relative to the intrinsic value of the underlying  resource
assets or  resource-related  or  energy-related  business or are especially well
positioned to benefit during particular portions of inflationary or deflationary
cycles.  The Trust's  approach  of active  investment  management  enables it to
switch its emphasis among various industry groups, depending upon the Investment
Adviser's  outlook with respect to prevailing  economic trends and  developments
affecting natural resource demand.

                                       33
<PAGE>

Investment  in U.S. and other  government  debt  securities in  anticipation  of
deflationary  periods  is  intended  to  preserve  capital,  while  providing  a
relatively secure income, and to provide an opportunity for capital appreciation
if interest rates decline in such deflationary periods.

U. S. government  securities  include Treasury bills,  notes and bonds,  which
differ in their interest rates,  maturities,  and times of issuance.  Treasury
bills have  maturities of one year or less.  Treasury notes have maturities of
one to ten years,  and  Treasury  bonds have  maturities  of greater  than ten
years  at the  date of  issuance.  U.S.  government  securities  also  include
obligations  of  agencies  and   instrumentalities  of  the  U.S.  government.
Agencies and  instrumentalities  of the U.S. government  include,  but are not
limited to: Federal Land Banks; Farmers Home  Administration;  Central Bank of
Cooperatives;  Federal Intermediate Credit Banks; Federal Home Loan Banks; and
Federal National Mortgage Association.

Some obligations of the U.S. government agencies and instrumentalities,  such as
Treasury bills,  government National Mortgage  Association (GNMA)  certificates,
are supported by the full faith and credit of the United States; others, such as
securities of Federal Home Loan Banks,  are supported by the right of the issuer
to borrow from the U.S.  Treasury;  still  others,  such as bonds  issued by the
Federal National Mortgage Association, a private corporation, are supported only
by the credit of the  instrumentality.  These  securities are not insured by the
U.S.  government  and there can be no assurance  that the U.S.  government  will
support an instrumentality it sponsors.  The Trust will invest in the securities
issued by such an  instrumentality  only when its Investment  Adviser determines
that the  credit  risk with  respect  to the  instrumentality  does not make its
securities unsuitable investments.

   Foreign securities are securities of issuers based outside the U.S. They are
   primarily  denominated  in foreign  currencies  and are traded outside of the
   U.S. In addition to the risks  associated  with U.S.  securities  of the same
   type,  investments in foreign securities involve risks relating to political,
   social and economic  developments  abroad as well as risks resulting from the
   differences  between the  regulations  to which U.S. and foreign  issuers and
   markets are subject.

         These  risks  may  include   expropriation,   confiscatory   taxation,
         withholding taxes on dividends and interest,  limitations on the use or
         transfer of portfolio assets, and political or social instability.

         Enforcing  legal rights may be  difficult,  costly and slow in foreign
         countries,  and there may be special problems  enforcing claims against
         foreign governments.  In addition, foreign companies may not be subject
         to accounting standards or governmental  supervision comparable to U.S.
         companies,  and  there  may be  less  public  information  about  their
         operations.

         Foreign markets may be less liquid and more volatile than U.S. markets
         and may offer less  protection to investors  such as the Trust.  Equity
         securities  traded  in  certain  foreign  countries  may  trade at high
         price-earnings multiples that are unsustainable.

         Since foreign securities often trade in currencies other that the U.S.
         dollar,  changes in currency exchange rates will affect the Trust's net
         asset value, the value of dividends and interest earned,  and gains and
         losses  realized  on the sale of  securities.  An  increase in the U.S.
         dollar  relative to these other  currencies  will adversely  affect the
         value of the Trust.

                                       34
<PAGE>

          The Trust may invest in issuers located in developing countries.

            Developing  countries  are  generally  defined as  countries in the
            initial stages of their industrialization cycles with low per capita
            income.

            All the risks of investing in foreign  securities are heightened by
            investing in developing countries.

            The markets of  developing  countries  have been more volatile than
            the markets of developed countries with more mature economies. These
            markets  often have  provided  higher  rates of return,  and greater
            risks to investors.


If, in the opinion of the Investment Adviser,  there are periods when there is a
very  small  rate of change  in the  Consumer  Price  Index,  and other  leading
economic  indicators,  such as interest rates and the value of the U.S.  dollar,
offer no clear evidence of inflationary or deflationary  trends, then, the Trust
may invest in  short-term  U.S.  government  securities  and other money  market
instruments,  cash  or  cash  equivalents.   Money  market  instruments  include
high-grade  commercial paper (promissory notes issued by corporations to finance
their   short-term   credit   needs),   negotiable   certificates   of  deposit,
non-negotiable   fixed  time  deposits,   bankers'  acceptances  and  repurchase
agreements.  Investments  in  commercial  paper will be rated Prime-1 by Moody's
Investors  Services,  Inc. or "A-1" by Standard & Poor's corporation or "F-1" by
Fitch Investors  Service,  Inc., which are the highest ratings assigned by these
agencies.  Money market  instruments will be limited to U.S. dollar  denominated
instruments  which  are  rated  in the  top  two  categories  by an  independent
nationally  recognized  rating  organization or, if not rated, are of comparable
quality as determined by the Trustees.  Investments in bank  instruments will be
in  instruments  which are issued by U.S. or foreign  banks  having  capital and
undivided  surplus at the time of investment of  $200,000,000  or more and which
mature in one year or less from the date of acquisition.

Lending

The Trust may seek to increase its income by lending portfolio  securities.  Any
such loan will be  continuously  secured  by  collateral  at least  equal to the
market  value of the security  loaned.  The Trust would have the right to call a
loan and obtain the securities loaned at any time upon five days' notice. During
the existence of a loan,  the Trust would  continue to receive the equivalent of
the interest or dividends paid by the issuer on the securities  loaned and would
also receive a fee, or the interest on investment of the collateral, if any.

The total value of the  securities  loaned at any time will not be  permitted to
exceed 30% of the Trust's  total  assets.  As with other  extensions  of credit,
there are risks of delay in  recovery  or even loss of rights in the  collateral
should the borrower of the securities fail financially. However, the loans would
be made only to U.S. domestic  organizations deemed by the Trust's management to
be of good  standing and when,  in the judgment of the Trust's  management,  the
consideration to be earned justified the attendant risk.

Repurchase Agreements

Repurchase Agreements are transactions in which the Trust buys a security from a


                                       35
<PAGE>

dealer or bank and agrees to sell the  security  back at a mutually  agreed upon
time and price. The resale price reflects an agreed upon interest rate effective
for the  period  the  instrument  is held by the Trust and is  unrelated  to the
interest rate on the underlying instrument.

The Trust will effect repurchasing  agreements only with large  well-capitalized
banks whose deposits are insured by the Federal  Deposit  Insurance  Corporation
and which have the capital and undivided surplus of at least  $200,000,000.  The
instrument  acquired  by the  Trust in  these  transactions  (including  accrued
interest)  must have a total  value in  excess  of the  value of the  repurchase
agreement and will be held by the Trust's custodian bank until repurchased.

The  Trustees  of the  Trust  will  monitor  the  Trust's  repurchase  agreement
transactions  on a  continuous  basis  and  will  require  that  the  applicable
collateral  will be  retained  by the Trust's  custodian  bank.  No more than an
aggregate of 10% of the Trust's total assets, at the time of investment, will be
invested in repurchase  agreements  having maturities longer than seven days and
other  investments  subject to legal or contractual  restrictions on resale,  or
which are not readily  marketable.  There is no limitation on the Trust's assets
with respect to investments in repurchase  agreements  having maturities of less
than seven days.

Investment Risks

Because of the following  considerations,  an investment in the Trust should not
be considered a complete investment program.

oInvestment Strategy

The success of the Trust's investment program will be dependent to a high degree
on the Investment  Adviser's  ability to anticipate the onset and termination of
inflationary  and  deflationary  cycles.  A failure to anticipate a deflationary
cycle could result in the Trust's  assets being  disproportionately  invested in
natural resource-related equity securities.  Conversely, a failure to predict an
inflationary  cycle could result in the Trust's assets being  disproportionately
invested in U.S. government securities.

The success of the Trust's investment program, including its method of selecting
equity  securities,  will also be  dependent to a high degree on the validity of
the premise that the values of resource-related equity securities will move in a
different direction than the values of U.S. government  securities during period
of inflation or deflation.  If values of both resource-related equity securities
and U.S.  government  securities  move down during the same period of time,  the
value of the  shareholder's  investment  will decline  rather than  stabilize or
increase, as anticipated,  regardless of whether the Trust is primarily invested
in natural resource or U.S.
government securities.

oNatural Resource-Related Companies

The value of natural  resources may  fluctuate  directly with respect to various
stages  of the  inflationary  cycle and  perceived  inflationary  trends  and is
subject to numerous factors,  including national and international politics. The
Trust's  investments  in  companies  are  expected  to be subject  to  irregular
fluctuations in earnings, because these companies are effected by changes in the
availability of money, the level of interest rates, and other factors.

                                       36
<PAGE>

oForeign Investments

Investment  on an  international  basis  involves  certain risks not involved in
domestic investments,  including  fluctuations in foreign exchange rates, higher
foreign  brokerage  costs,  costs of  currency  conversion,  currency  blockage,
different accounting standards, difficulty in obtaining foreign court judgments,
future  political  and economic  developments,  and the possible  imposition  of
exchange  controls  or  other  foreign  governmental  laws or  restrictions.  In
addition,  the Trust may be unable to obtain  accurate or  complete  information
regarding foreign companies and their securities.

Since the Trust may invest in  securities  denominated  or quoted in  currencies
other than the U.S.  dollar,  changes in foreign  currency  exchange  rates will
affect the value of securities in the portfolio and the unrealized  appreciation
or depreciation of investments.

In addition,  with respect to certain foreign countries there is the possibility
of expropriation and nationalization of assets, confiscatory taxation, political
or social instability or diplomatic  developments which could affect investments
in those countries.  Interest and dividends, and possibly other amounts received
by the Trust in respect of foreign  investments,  may be subject to  withholding
and other taxes at the source,  depending  upon the laws of the country in which
the investment is made.

oRepurchase Agreements

The use of repurchase  agreements  involves certain risks.  For example,  if the
seller under a repurchase agreement defaults on its obligation to repurchase the
underlying  instrument at a time when the value of the  instrument has declined,
the Trust may incur a loss upon its disposition. If the seller becomes insolvent
and subject to liquidation or  reorganization  under bankruptcy or other laws, a
bankruptcy court may determine that the underlying  instrument is collateral for
a loan  by the  Trust  and  therefore  is  subject  to sale  by the  trustee  in
bankruptcy.

Finally,  it is  possible  that the  Trust may not be able to  substantiate  its
interest in the underlying instrument.

Prepayment Risks Associated with GNMA Certificates

GNMA certificates have yield and maturity  characteristics  corresponding to the
underlying  mortgage loans.  Thus, unlike U.S. Treasury bonds, which pay a fixed
rate of interest  until  maturity  when the entire  principal  amount comes due,
payments on GNMA certificates  include both interest and a partial prepayment of
principal.  Additional  prepayments of principal may result from the prepayment,
refinancing or foreclosure of the underlying mortgage loans. Although maturities
of the underlying  mortgage loans range up to 30 years, such prepayments shorten
the  effective   maturities  to  approximately  12  years  (based  upon  current
government  statistics).  GNMA  certificates  currently offer yields higher than
those available from other types of U.S. government  securities,  but because of
the prepayment feature may be less effective than other types of securities as a
means of "locking in" attractive long-term interest rates. This is caused by the
need to reinvest  prepayments  of principal  generally  and the  possibility  of
significant unscheduled prepayments resulting from declines in mortgage interest
rates.  As a result,  GNMA  certificates  may have less  potential  for  capital
appreciation  during periods of declining  interest rates than other investments
of  comparable  maturities,  while  having a comparable  risk of decline  during
periods of rising interest rates.

                                       37
<PAGE>

There are certain other risks associated with GNMA certificates. Prepayments and
scheduled payments of principal will be reinvested at prevailing  interest rates
which may be less than the rate of  interest  for the  securities  on which such
payments are made.  When  prevailing  interest rates rise, the value of the GNMA
security may decrease as do other debt securities,  but when prevailing interest
rates  decline,  the  value  of  GNMA  securities  is not  likely  to  rise on a
comparable basis with other debt securities because of the prepayment feature of
GNMA securities. If a GNMA certificate is purchased at a premium above principal
because its fixed rate of interest exceeds the prevailing  level of yields,  the
premium is not  guaranteed and a decline in value to par may result in a loss of
the premium especially in the event of prepayments.

Portfolio Turnover

The Trust will generally purchase securities for possible long-term appreciation
and not for short-term  trading profits.  However,  when the Investment  Adviser
deems  changes  appropriate,  it will not be  limited  by the rate of  portfolio
turnover.  The Trust's annual  portfolio  turnover rate will normally not exceed
50%. A rate of turnover of 100% could occur,  for  example,  if the value of the
lesser of purchases  and sales of  portfolio  securities  for a particular  year
equaled the average monthly value of portfolio  securities owned during the year
(excluding short-term securities).

If the  Trust  has a high  rate  of  portfolio  turnover,  it will  pay  greater
brokerage commissions and other costs. The Trust must bear these increased costs
directly and thus its shareholders will bear them indirectly.  There may also be
the realization of larger amounts of short-term  capital gains which are taxable
to shareholders as ordinary income.

The  portfolio  turnover  rates for the  years  1998 and 1997 were 49% and 9%,
respectively.

INVESTMENT RESTRICTIONS

The  Trust  has  adopted  the  following   investment   restrictions  which  are
fundamental  policies and cannot be changed without approval by the holders of a
majority  of the  outstanding  voting  securities  of the  Trust  (which  in the
Prospectus  and this  Statement of  Additional  Information  means the lesser of
either (i) a majority of the outstanding shares of the Trust or (ii) 67% or more
of the  shares  represented  at a meeting  if more than 50% of such  shares  are
present or represented by proxy at the meeting):

1. The Trust will not purchase any securities (other than securities of the U.S.
government,  its agencies,  or instrumentalities) if as a result more than 5% of
the Trust's  total  assets  (taken at current  value)  would then be invested in
securities of a single issuer.

2. The Trust  will not make  loans,  except  that the Trust may (a)  purchase  a
portion of an issue or publicly distributed bonds,  debentures,  or similar debt
securities (including so-called "repurchase agreements" whereby the Trust's cash
is, in effect,  deposited on a secured basis with a bank for a period and yields
a  return;  provided,  however,  that no more  than an  aggregate  of 10% of the
Trust's total assets,  immediately  after such  investment,  will be invested in
repurchase  agreements  having  maturities  longer  than  seven  days and  other
investments subject to legal or contractual restrictions on resale, or which are
not readily marketable),  and (b) lend portfolio securities upon such conditions
as may be imposed from time to time by the Securities  and Exchange  Commission,
provided that the value of  securities  loaned at any time may not exceed 30% of
the Trust's total assets.

                                       38
<PAGE>

3. The Trust  will not  borrow in  excess  of 5% of its total  assets,  taken at
market or other fair value,  at the time such  borrowing  is made,  and any such
borrowing may be undertaken  only as a temporary  measure for  extraordinary  or
emergency purposes;  and the Trust may not pledge,  mortgage, or hypothecate its
assets taken at market to an extent greater than 15% of the Trust's gross assets
taken at cost. The Trust has no current intention of pledging its assets.

4. The Trust will not purchase any  securities if such purchase would cause more
than 10% of the total  outstanding  voting securities of such issuer (other than
any wholly-owned subsidiary of the Trust) to be held by the Trust.

5. The purchase or retention of the  securities  of any issuer is  prohibited if
the  officers  and  Trustees  of the  Trust  or its  Investment  Adviser  owning
beneficially  more than 1/2 of 1% of the securities of such issuer  together own
beneficially more than 5% of the securities of such issuer.

6. The purchase of the securities of any other investment company is prohibited,
except that the Trust may make such a purchase in the open market  involving  no
commission or profit to a sponsor or dealer  (other than the customary  broker's
commission),  provided  that not more than 10% of the trust's total asset (taken
at market or other fair value) would be invested in such securities and not more
than 3% of the voting stock of another  investment company would be owned by the
Trust  immediately  after the making of any such  investment,  and the Trust may
make  such a  purchase  as part of a merger,  consolidation  or  acquisition  of
assets.  The Trust has no current  intention of  investing  in other  investment
companies.

7. The purchase of  securities  of companies  with a record  (including  that of
their predecessors) of less than three years' continuous operation is prohibited
if such purchase would cause the Trust's  investments in such companies taken at
cost to exceed 5% of the total  assets  of the Trust  taken at  current  values,
except that this restriction  shall not apply to any of the Trust's  investments
in any of its wholly-owned subsidiaries.

8. The  Trust  will  not  participate  in a joint  venture  or on a joint  and
several basis in any securities trading account.

9. The Trust  will not act as an  underwriter  of  securities  issued by others,
except to the extent it may be deemed such in connection with the disposition of
securities owned by it.

10. The Trust will not make short sales of securities unless at all times when a
short  position  is open,  it owns an equal  amount of such  securities  or owns
securities  convertible into or exchangeable for, without payment of any further
consideration, securities of the same issue as, and at least equal in amount to,
the  securities  sold  short.  The Trust has no  current  intention  of  selling
securities short.

11. The Trust  will not  purchase  securities  on  margin,  but may obtain  such
short-term  credits as may be necessary for the clearance of purchases and sales
of securities.

12.  The Trust will not make investments in real estate or indirect  interests
    in real estate.

13.  The Trust will not issue senior securities.

14.  The Trust will not invest in commodities or commodity contracts.

As a  diversified  investment  company,  the Trust is subject  to the  following
limitations  as to 75% of its total  assets:  (a) the Trust may not invest  more


                                       39
<PAGE>

than  5% of its  total  assets  in the  securities  of any  one  issuer,  except
obligations of the U.S. government and its agencies and  instrumentalities;  (b)
the Trust may not own more than 10% of the outstanding  voting securities of any
one issuer.  These  policies  are  fundamental  policies  and may not be changed
without shareholder approval.

For purposes of the above  limitations:  (i) all  percentage  limitations  apply
immediately  after a purchase  or initial  investment;  and (ii) any  subsequent
change in any applicable  percentage resulting from market fluctuations or other
changes in total or net assets does not require elimination of any security from
the portfolio.

As a  non-fundamental  policy,  the Trust  presently  does not  intend to invest
directly in: (a) physical  commodities  or in other natural  resource  assets or
contracts related to natural resource assets; (b) option transactions  involving
portfolio  securities and securities indices; (c) options on foreign currencies;
(d) financial  futures and related options.  The Trust presently does not intend
to invest directly in natural  resource  assets or contracts  related to natural
resource assets.

MANAGEMENT OF THE TRUST

Officers and Trustees

The Trustees of the Trust are  responsible  for  managing  the Trust's  business
affairs and for exercising all the powers of the Trust, except those reserved to
the  shareholders.  The Trust's officers and Trustees,  their positions with the
Trust and their  principal  occupations  during  the past five  years are listed
below.  Unless otherwise noted, the business address of each officer and Trustee
is 579 Pleasant Street, Suite 4, Paxton,  Massachusetts 01612, which is also the
address of the Trust's Investment  Adviser,  Progressive  Investment  Management
Incorporated.  An asterisk (*) indicates Trustees who are interested persons, as
defined  in the  Investment  Company  Act of 1940,  of  either  the Trust or the
Investment Adviser.

                                 Positions with       Principal Occupation
Name, Address and Birth date     the Trust            During the Past 5 Years
- ----------------------------     ---------            -----------------------

ERNEST BUTLER,                   Trustee              President, I.E. Butler
Born June 17, 1928                                    Securities (securities
11809 Hinson Road, Suite 400                          dealer); formerly Senior
Little Rock, AR 72212                                 Executive Vice President
                                                      Stephens, Inc.
                                                      (securities dealer)
                                                      (1982-February 1998).

SPENCER H. LEMENAGER,            Trustee              President, Equity, Inc.
Born January 25, 1938                                 (private investment
222 Wisconsin Avenue                                  company)
P.O. Box 390
Lake Forest, IL 60045

                                       40
<PAGE>

DAVID W. C.                      Chairman             Chairman and Trustee,
PUTNAM,                          and Trustee          Progressive Capital
Born October 8, 1939                                  Accumulation Trust
10 Langley Road                                       (formerly Anchor Capital
Newton Centre, MA 02159                               Accumulation Trust),
                                                      Anchor  International Bond
                                                      Trust,   Anchor  Strategic
                                                      Assets    Trust,    Anchor
                                                      Resource   and   Commodity
                                                      Trust, and Anchor Gold and
                                                      Currency Trust (investment
                                                      companies);  President and
                                                      Director,   F.  L.  Putnam
                                                      Securities  Company,  Inc.
                                                      and           subsidiaries
                                                      (investment advisor).

J. STEPHEN PUTNAM,               Vice President and   President, Robert Thomas
Born May 21, 1943                Treasurer            Securities, Inc.
880 Carillon Parkway                                  (securities dealer);
P.O. Box 12749                                        Director, F.L. Putnam
St. Petersburg, FL 33733                              Securities Company, Inc.
                                                      (investment advisor)

DAVID Y. WILLIAMS2*,             Trustee, President   President and Director,
Born November 24, 1930           & Secretary          Anchor Investment
579 Pleasant St., Suite 4                             Management Corporation
Paxton, MA 01612                                      (investment adviser);
                                                      President and Director,
                                                      Meeschaert & Co., Inc.
                                                      (securities dealer);
                                                      Vice President,
                                                      Secretary and Treasurer,
                                                      Progressive Investment
                                                      Management,
                                                      Inc.(investment adviser)

CHRISTOPHER Y. WILLIAMS2,        Vice President and   Vice President and Asst.
Born December 12, 1964           Asst. Secretary      Secretary, Progressive
579 Pleasant St., Suite 4                             Investment Management
Paxton, MA 01612                                      Inc. (investment
                                                      adviser),; Vice
                                                      President and Secretary,
                                                      Anchor Investment
                                                      Management Corporation
                                                      (investment adviser);
                                                      Vice President and
                                                      Secretary, Meeschaert &
                                                      Co. Inc. (securities
                                                      dealer); President and
                                                      Secretary, Cardinal
                                                      Investment Services,
                                                      Inc. (financial
                                                      administrative services)

                                       41
<PAGE>

JOSEPH C.                        Vice President and   Vice President and Asst.
WILLIAMS2,                       Asst. Treasurer      Treasurer, Progressive
Born January 13, 1971                                 Investment Management
579 Pleasant St., Suite 4                             Inc. (investment
Paxton, MA 01612                                      adviser); Vice President
                                                      and Treasurer, Anchor
                                                      Investment Management
                                                      Corporation; Vice
                                                      President and Treasurer,
                                                      Meeschaert & Co. Inc.
                                                      (securities dealer);
                                                      Vice President and
                                                      Treasurer, Cardinal
                                                      Investment Services,
                                                      Inc. (financial
                                                      administrative services)

1. David W.C. Putnam and J. Stephen Putnam are brothers.

2. David Y.  Williams is the father of  Christopher  Y. Williams and Joseph C.
Williams. Christopher Y. Williams and Joseph C. Williams are brothers.

The Officers and Trustees of the Trust as group owned less than one percent (1%)
of the Trust's shares outstanding on December 31, 1998.

Messrs.  David Putnam,  Ernest  Butler and Spencer  LeMenager are the Trustees
who are not interested  persons (as defined in the  Investment  Company Act of
1940) of the Trust.

The  standing  audit  committee is composed of Messrs.  LeMenager  and Butler.
The Trust does not have a nominating or compensation committee.
Compensation of Officers and Trustees

The Trust does not and will not pay any  compensation  to any of its officers or
Trustees who are interested persons (as defined in the Investment Company Act of
1940) of the Trust or of any investment adviser or distributor of the Trust. The
Trust  pays  an  annual  fee  of up to  $1,000  to  each  Trustee  who is not an
interested  person.  The  Trust  did not pay any  person,  including  directors,
officers,  or employees,  in excess of $60,000.00  during its most recent fiscal
year.

Principal Holders of Securities

As of the date of this SAI,  Wendel & Co., c/o Bank of New York,  P.O. Box 1066,
Wall Street Station, New York, New York, 10268 as an indirect nominee of Societe
D'Etudes et de Gestin Financieres Meeschaert,  S.A. 23 Rue Drouot, 75009, Paris,
France, a privately owned corporation  organized under the laws of France,  held
of record 99.47% of the outstanding shares of the Trust.

Shareholders  owning 25% or more of  outstanding  Trust shares may be in control
and be able to affect the  outcome of certain  matters  presented  for a vote of
shareholders.

Investment Adviser

The Investment Adviser,  Anchor Investment  Management  Corporation  (formerly
Meeschaert  Investment  Management  Corporation),  is located at 579  Pleasant
Street, Suite 4, Paxton, Massachusetts 01612.

                                       42
<PAGE>

The  Investment  Adviser and  Meeschaert  & Co.,  Inc.,  the  Trust's  principal
underwriter,  are affiliated  through common control with Societe D'Etudes et de
Gestion Financieres  Meeschaert,  S.A., one of France's largest  privately-owned
investment  management  firms.  The Meeschaert  organization  was established in
Roubaix,  France in 1935 by Emile C.  Meeschaert.  The  Meeschaert  organization
presently  manages,  with full discretion,  an aggregate amount of approximately
$1.5 billion,  including  $250 million in French  mutual funds,  for about 8,000
individual and institutional customers.

On September 7, 1983, Emile C. Meeschaert and David Y. Williams  purchased the
Investment Adviser from F. L. Putnam Securities Company Incorporated  ("Putnam
Securities").  As of November 14, 1990,  Luc E.  Meeschaert  purchased  all of
the outstanding  shares of the Investment Adviser previously owned by Emile C.
Meeschaert.

The Investment Adviser's Directors and Officers are as follows:

Luc E.  Meeschaert,  Chairman - Mr.  Meeschaert is Chief Executive  Officer of
Societe D'Etudes et de Gestion  Financieres  Meeschaert,  S.A., 23 Rue Druout,
75009, Paris, France.

David Y.  Williams,  President and Director - Mr.  Williams is also a Trustee of
the Trust and President and a Director of  Meeschaert & Co.,  Inc.,  the Trust's
Distributor.

Paul Jaspard,  Vice President - Mr. Jaspard is President of Linden  Investment
Advisors,  S.A.  67 Avenue  Terlinden,  La Hulpe,  Belgium  B1310  (investment
adviser).   Mr.   Jaspard   manages  other   portfolios   for  the  Meeschaert
organization.  He is primarily  responsible  for the  investment  decisions of
the Trust.

Christopher Y. Williams,  Vice President and Assistant Secretary Mr. Williams is
also the Vice President and Assistant  Secretary of the Trust and Vice President
and Secretary of the Distributor.

Joseph C.  Williams,  Vice President and Assistant  Treasurer - Mr.  Williams is
also the Vice President and Assistant  Treasurer of the Trust and Vice President
and Treasurer of the Distributor.

Investment Advisory Contract

The  Trust  and the  Investment  Adviser  entered  into an  Investment  Advisory
Contract  dated June 22,  1998 which was  approved  on such date by the  Trust's
shareholders.

The Investment Adviser manages the investments and affairs of the Trust, subject
to the  supervision  of the Trust's Board of Trustees.  The  Investment  Adviser
furnishes  to  the  Trust  investment  advice  and  assistance,   administrative
services, office space, equipment and clerical personnel. The Investment Adviser
also furnishes investment advisory, statistical and research facilities.

The Trust pays all its  expenses  not  specifically  assumed  by the  Investment
Adviser under the contract,  including without limitation, the fees and expenses
of the Trust's  custodian and transfer agent;  costs incurred in determining the
Trust's net asset value and keeping its books;  the cost of share  certificates;
membership dues in investment company organizations; distributions and brokerage
commissions and fees;  fees and expenses of registering its shares;  expenses of
reports to shareholders,  proxy statements and other expenses of  shareholders';
meetings; insurance premiums; printing and mailing expenses; interest, taxes and


                                       43
<PAGE>

corporate fees; legal and accounting expenses; and fees and expenses of Trustees
not  affiliated  with the  Investment  Adviser.  The  Trust  will  also bear any
expenses  incurred in connection  with  litigation in which the Trust is a party
and the  related  legal  obligation  that the  Trust may have to  indemnify  its
officers and trustees.  For the fiscal year ended  December 31, 1998,  the Trust
paid  expenses of $98,382,  which  represented  1.5% of the Trust's  average net
assets.

The Trust pays the  Investment  Adviser,  as  compensation  under the Investment
Advisory  Contract,  a monthly fee at the rate of 0.75% per annum of the average
daily net  assets of the  Trust.  This fee may be higher  than that paid by most
other investment companies.  For the Investment Adviser's services to the Trust,
Trust paid the Investment  Adviser fees of $63,710 in 1996,  $90,466 in 1997 and
$49,052 in 1998. The Investment  Adviser may voluntarily  waive a portion of its
fee or reimburse the Trust for certain operating expenses.

The  Investment  Advisory  Contract  remains in effect until June 21,  2000.  In
general,  the contract may be extended from year to year upon its  expiration if
approved  at least  annually  (a) by the vote of a majority  of the  outstanding
shares of the Trust or by the Board of Trustees, and in either case, (b) by vote
of a majority of the  Trustees of the Trust who are not parties to the  contract
or interested  persons (as that term is defined in the Investment Company Act of
1940) of any such  party  cast in person at a meeting  called  for the  purpose.
Amendments to the contract  require  similar  approval by the  shareholders  and
disinterested  Trustees.  The contract is terminable at any time without penalty
by the  Trustees  of the Trust or by vote of the  holders of a  majority  of the
Trust's  shares on 60 days' written  notice or by the  Investment  Adviser on 90
days' written notice. The contract terminates  automatically in the event of its
assignment  (which  includes  the  transfer  of a  controlling  interest  in the
Investment Adviser).

The Investment  Advisory Contract provides that the Investment Advisor shall not
be liable to the Trust or its  shareholders  for  anything  other  than  willful
misfeasance,   bad  faith,   gross  negligence  or  reckless  disregard  of  its
obligations or duties.  The Investment  Advisory Contract also provides that the
Investment Advisor and its officers, directors and employees may engage in other
business,  devote time and attention to any other business  whether of a similar
or dissimilar nature, and render investment advisory services to others.

Administrator

The Trust has  entered  into an  administration  agreement  (the  Administration
Agreement) with Anchor Investment  Management  Corporation (the  Administrator),
579 Pleasant  Street,  Paxton,  Massachusetts  01612.  Under the  Administration
Agreement,  the  Administrator  is required  generally to administer the Trust's
business.   The   Administrator's   duties,   which   may  be   assigned   to  a
sub-administrator,   include  specifically  the  following.   The  Administrator
calculates  the Trust's net asset value and prepares and files all  registration
or other  material  required by federal and state laws for the  registration  or
other  qualification  of the  Trust  and its  shares  for sale to the  public as
required by those laws. The  Administrator  also prepares and files or mails all
reports and  statements  that the Trust is required by federal and state laws to
file or send to all authorities and shareholders of the Trust. The Administrator
maintains  contact with and  coordinates the Trust's public  accountants,  legal
counsel, custodian,  transfer and service agent and other service providers, all
of whose  fees are paid  independently  by the  Trust.  The  Administrator  also
coordinates  the Trust's  portfolio  transactions  and cash  management with the
Trust's custodian and receives,  confirms and pays over to the Trust's custodian


                                       44
<PAGE>

the proceeds of sales by the Trust of its shares. The Administrator  administers
and confirms to the Trust's  transfer agent and  shareholders the sales of Trust
shares and  prepares  and  maintains  on behalf of the Trust such records of the
Trust's business  transactions as are not maintained by other service  providers
to the Trust. The Administrator is also required, at its own expense, to furnish
office space, facilities,  and equipment necessary for the administration of the
Trust. For its services under the  Administration  Agreement,  the Administrator
receives  a monthly  fee at the  annual  rate of  $14,500.  The  Trust  paid the
administrator, Anchor Investment Management Corporation, fees of $6,000, $14,500
and $14,500 in 1996, 1997 and 1998 respectively, for its services to the Trust.

The  Administration  Agreement will remain in effect until  terminated by either
party.  The  Administration  Agreement  may be  terminated,  without  payment of
penalty,  at any time upon mutual consent of the Trust and the  Administrator or
by either  party upon not more than 60 days' and not less than 30 days'  written
notice to the other party.

The Administration  Agreement also provides that the Administrator  shall not be
liable  to the  Trust  or its  shareholders  for  anything  other  than  willful
misfeasance,   bad  faith,   gross  negligence  or  reckless  disregard  of  its
obligations  or duties.  The  Administration  Agreement  also  provides that the
Administrator  and its  officers,  directors  and  employees may engage in other
business,  devote time and attention to any other business  whether of a similar
or dissimilar nature, and render investment advisory services to others.

Principal Underwriter

Meeschaert & Co., Inc. (the  Distributor) is the principal  underwriter of the
Trust's shares.  The Distributor is located at 579 Pleasant  Street,  Suite 4,
Paxton,  Massachusetts  01612.  Several of the officers  and  directors of the
Distributor  are also officers and Trustees of the Trust.  See  "MANAGEMENT OF
THE FUND - Officers and Trustees" above.

CAPITALIZATION

The  capitalization  of the Trust  consists of an unlimited  number of shares of
beneficial  interest,  without par value,  designated as "common  shares," which
participate equally in dividends and distributions. Issued shares are fully paid
and  non-assessable  and are  transferable on the books of the Trust. The shares
have no  preemptive  rights.  The  shares  each have one vote and  proportionate
liquidation rights.

The Trust will  normally  not hold  annual  meetings  of  shareholders  to elect
Trustees.  If less than a majority  of the  Trustees  holding  office  have been
elected  by  shareholders,  a meeting  of  shareholders  will be called to elect
Trustees.  The Trust will,  if  requested by at least ten percent of the Trust's
outstanding shares, call a meeting for the purpose of voting on the removal of a
Trustee or Trustees.  Under the Declaration of Trust and the Investment  Company
Act of 1940, the record holders of not less than  two-thirds of the  outstanding
shares of the Trust may  remove a Trustee by votes cast in person or by proxy at
a meeting  called  for the  purpose or by a written  declaration  filed with the
Trust's  custodian  bank.  In  connection  with  shareholder  rights  to  remove
Trustees,  the Trust  will  provide  shareholders  with  certain  assistance  in
communicating with other  shareholders.  Except as described above, the Trustees
will continue to hold office and may appoint successor Trustees.

Under  Massachusetts law,  shareholders could, under certain  circumstances,  be
held  personally  liable  for  the  obligations  of  the  Trust.   However,  the
Declaration of Trust disclaims  shareholder liability for acts or obligations of
the  Trust  and  requires  that  notice  of this  disclaimer  be  given  in each
agreement,  obligation or instrument  entered into or executed by the Trust or a
Trustee.  The Declaration of Trust provides for indemnification  from the assets


                                       45
<PAGE>

of the Trust for all losses and  expenses  of any  shareholder  held  personally
liable  for the  obligations  of the  Trust.  Thus,  the  risk of a  shareholder
incurring a financial  loss on account of his or her  liability as a shareholder
of the Trust is  limited to  circumstances  in which the Trust  itself  would be
unable to meet its obligations.  The possibility that these  circumstances would
occur is  remote.  Upon  payment of any  liability  incurred  by the Trust,  the
shareholder  paying the  liability  will be entitled to  reimbursement  from the
general  assets of the Trust.  The Trustees  intend to conduct the operations of
the Trust to avoid, to the extent possible,  ultimate  liability of shareholders
for liabilities of the Trust.

PURCHASE, REDEMPTION AND PRICING OF SHARES

Purchase of Shares

Investors may purchase  shares of the Trust from the Distributor at 579 Pleasant
Street, Suite 4, Paxton,  Massachusetts 01612.  Investors pay no sales charge or
commission  upon  investment.  For new  shareholders  initiating  accounts,  the
minimum investment is $500, except for exchanges of securities for Trust shares,
where the minimum is $5,000.  (See  "SHAREHOLDER  INFORMATION  --  Exchanges  of
Shares"  in  the  Prospectus).  There  is no  minimum  for  shareholders  making
additional investments to existing accounts.

The  Distributor  sells  shares to the  public as agent for the Trust and is the
sole principal  underwriter for the Trust under a  Distributor's  Contract dated
November 23, 1994. The contract automatically  terminates upon assignment (which
includes the transfer of a controlling  interest in the  Distributor)  by either
party.  The contract also  provides  that it may be continued  from year to year
upon approval by a majority of the Trust's shares or by the Board of Trustees as
well as,  the  approval,  by vote cast in person  at a  meeting  called  for the
purpose,  by a majority of the  Independent  Trustees.  Under the contract,  the
Distributor pays expenses of sales  literature,  including copies of the Trust's
Prospectus  delivered  to  investors.  The Trust pays for its  registration  and
registration of its shares under the federal  Securities and Investment  Company
Acts and  state  securities  acts and  other  expenses  in which it has a direct
interest.

During the years ended  December  31,  1998,  December  31,1997 and December 31,
1996, the Distributor received no sales commission from the Trust.


                                       46
<PAGE>

Determination of Net Asset Value

The Trust's net asset value is determined as of 12:00 p.m.  Eastern Time on each
business day on which the New York Stock Exchange is open for trading. The Trust
may  determine  net asset  value on any day that the Trust is open,  but the New
York Stock  Exchange  is not open for  business if an event  occurs  which might
materially affect the net asset value.

The  manner of  determination  of the net asset  value is  briefly  as  follows:
securities  traded on a United  States  national,  or other  foreign  securities
exchange are valued at the last sale price on the primary exchange on which they
are  listed,  or if there has been no sale that day,  at the  current bid price.
Other  United  States and foreign  securities  for which market  quotations  are
readily  available are valued at the last known sales price, or, if unavailable,
the known current bid price which most nearly  represents  current market value.
Other securities  (including  limited trade securities) and all other assets are
valued at market value as determined in good faith by the Trustees of the Trust.
The market price of all the Trust's investments are added together,  liabilities
are deducted from the total,  and the resulting  amount is divided by the number
of shares outstanding.

Each day  investment  securities  traded on a national  securities  exchange are
valued at the noon sales price; securities traded in the over-the-counter market
are valued at the last sale price as of 12:00 p.m. Eastern Time. Gold bullion is
valued  each day at 12:00  p.m.  Eastern  Time  based on the New York  spot gold
price. Gold coins,  foreign currencies,  and foreign denominated  securities for
which market quotations are readily available are valued at the known bid prices
as of 12:00 p.m. Eastern Time. Temporary cash investments are stated at cost. In
the absence of a reliable market for a particular  metal,  security or currency,
an  investment  therein will be valued at fair value as determined in good faith
by the Trustees.

Redemption and Repurchase of Shares

Any  shareholder  may  require  the Trust to redeem his  shares.  The Trust also
maintains a continuous offer to repurchase its shares. If a shareholder uses the
services of a broker in selling his shares in the  over-the-counter  market, the
broker may charge a reasonable fee for his service.  Redemptions and repurchases
will be made in the following manner:

1. A shareholder may mail or present a written request that the Trust redeem his
shares to the Trust's transfer agent, Anchor Investment Management  Corporation,
at 579 Pleasant Street,  Suite 4, Paxton,  Massachusetts 01612. If a shareholder
has  share  certificates,   the  investor  should  properly  endorse  them  with
signatures  guaranteed in the manner  described  below and include them with the
written  request.  The  redemption  price  will  be the  net  asset  value  next
determined  after the  Trust  receives  the  request  and,  if  applicable,  the
certificates.

2. A shareholder's  broker may present request for repurchase to the Trust.  The
repurchase  price  will be the net  asset  value  next  determined  after  Trust
receives  the  request.  If the broker  receives  the request  before 12:00 p.m.
Eastern Time and  transmits  it to the Trust  before 1:00 p.m.  Eastern Time the
same day,  the  repurchase  price will be the net asset value  determined  as of
12:00 p.m. Eastern Time that day. If the broker receives the request after 12:00
p.m.  Eastern Time, the repurchase  price will be the net asset value determined
as of 12:00  p.m.  Eastern  Time the  following  day.  If an  investor  uses the
services of a broker in having his shares  repurchased,  the broker may charge a
reasonable fee for his services.

                                       47
<PAGE>

The Trust will pay for shares redeemed or repurchased within seven days after it
receives  the  request  and  any  required  documents,  properly  endorsed.  The
signature(s)  on the  share  certificate  or  request  must be  guaranteed  by a
commercial  bank or trust  company  or by a member  of the New  York,  American,
Pacific  Coast,  Boston or  Chicago  Stock  Exchange.  The Trust will not accept
signature  guarantees  by a savings  bank,  or savings and loan  association  or
notarization by a notary public.

To  insure  proper  authorization,   the  Trust's  transfer  agent  may  request
additional documents, including stock powers, trust instruments, certificates of
death,  appointments as executor,  certificates of corporate authority or waiver
of tax forms (required in some states from selling or exchanging  estates before
redeeming shares).

The right of  redemption  may be  suspended  or the payment  date  postponed  at
certain times. These include days when the New York Stock Exchange is closed for
other than  customary  weekend or holiday  closings,  or when trading on the New
York Stock Exchange is restricted,  as determined by the Securities and Exchange
Commission,  or for any period  when an  emergency  (as  defined by rules of the
Commission)  exists or during  any period  when the  Commission  has,  by order,
permitted a suspension.  In case of a suspension of the right of  redemption,  a
shareholder  who has tendered a certificate for redemption or made a request for
redemption through a broker may withdraw his request or certificate.  Otherwise,
he will  receive  payment  of the net  asset  value  determined  next  after the
suspension has been terminated.

A shareholder may receive more or less than he paid for his shares, depending on
the net asset value of the shares at the time of redemption or repurchase.

Redemptions in Kind

Under  unusual  circumstances,  when the Board of Trustees  deems it in the best
interests of the Trust's shareholders,  the Trust may pay for shares repurchased
or redeemed  partly or entirely in securities or other assets of the Trust taken
at  current  values.  If any such  redemption  in kind is to be made,  the Trust
intends to make an  election  pursuant  to Rule  18(f)(1)  under the  Investment
Company  Act of 1940.  This will  require  the  Trust to  redeem  with cash at a
shareholder's  election  in any case  where the  redemption  involves  less than
$250,000 (or 1% of the Trust's net assets at the beginning of each 90-day period
during  which  such  redemptions  are in  effect,  if that  amount  is less than
$250,000). If payment is made in securities, the redeeming shareholder may incur
brokerage costs in converting his securities to cash.

DISTRIBUTIONS

The Trust distributes any income dividends and any capital gain distributions in
additional  Common  Shares,  or, at the option of the  shareholder,  in cash. In
accordance with his distribution  option, a shareholder may elect (1) to receive
both dividends and capital gain distributions in additional Common Shares or (2)
to receive dividends in cash and capital gain distributions in additional Common
Shares or (3) to receive both dividends and capital gain  distributions in cash.
A shareholder  may change his  distribution  option at any time by notifying the
transfer agent in writing. To be effective with respect to a particular dividend
or  distribution,  the Trust's  transfer agent must receive the new distribution
option at least 30 days prior to the close of the fiscal year. All accounts with
a cash dividend  option will be changed to reinvest  both  dividends and capital
gains automatically if the Trust's transfer agent determines that the address of
record for the account is not current.

                                       48
<PAGE>

Dividends and capital gain distributions  received in shares will be made to the
Trust's  transfer  agent,  as agent for the  shareholder,  and  credited  to the
shareholder's  Open Account in full and fractional shares computed at the record
date closing net asset value.

Interest and  dividends,  and possible  other  amounts  received by the Trust in
respect of foreign investments, may be subject to withholding and other taxes at
the source,  depending  upon the laws of the country in which the  investment is
made.

TAXES

General

The Trust intends to qualify each year as a regulated  investment  company under
Subchapter M of the Internal Revenue Code, as subsequently amended or reenacted.
In order to so qualify,  the Trust,  must, among other things, do the following:
(i) derive at least 90% of its gross income from dividends,  interest,  payments
as to  certain  securities  loans and gains  from the sale of  securities;  (ii)
derive  less  than 30% of its gross  income  from  gains  from the sale or other
disposition of securities held for less than three months;  (iii)  distribute at
least 90% of its dividend,  interest and certain other taxable income each year;
(iv) maintain at least 50% of the value of its total assets in cash, cash items,
U.S. government securities,  securities of other regulated investment companies,
and other  securities  so that no more than 5% of its assets are invested in the
securities  of one  issuer  and it owns no more  than  10% of the  value  of any
issuer's voting securities; and (v) have no more than 25% of its assets invested
in the securities  (other than those of the U.S.  government or other  regulated
investment  companies)  of any one  issuer or of two or more  issuers  which the
Trust controls and which are engaged in the same,  similar or related trades and
businesses.  To the extent the Trust  qualifies  for  treatment  as a  regulated
investment  company,  the Trust will not be  subject  to  Federal  income tax on
income  paid to its  shareholders  in the form of  dividends  or  capital  gains
distributions.

Dividends   paid   by  the   Trust   will   generally   not   qualify   for  the
dividends-received   deductions   for   corporations.   The  Trust  will  notify
shareholders each year of the amount of dividends and  distributions,  including
the amount of any distribution of long-term capital gains.

The Trust will be subject to a nondeductible  4% excise tax in any calendar year
to the extent that its fails to distribute  at least 98% of its ordinary  income
for that  calendar  year and 98% of its capital gain net income for the one-year
period  ending on October 31 of that calendar  year. In addition,  to the extent
that the Trust fails to  distribute  100% of its  ordinary  and capital gain net
income for any  calendar  year,  the amount of the  shortfall  is subject to the
excise  tax  unless   distributed  for  the  following   calendar  year.  For  a
distribution  to  qualify  as a  distribution  for a  calendar  year  under  the
foregoing  rules,  the Trust must declare it before  December 31 of the year and
pay it before the following  February 1. These  distributions will be taxable to
taxable  shareholders in the year the distributions are declared rather than the
year in which the distributions are received.

The Trust's foreign  investments may be subject to foreign withholding taxes and
other taxes at the source.  The Trust will be entitled to claim a deduction  for
any foreign  withholding taxes for federal income tax purposes.  Any such taxes,
however, will reduce the income available for distribution to shareholders.

                                       49
<PAGE>

Under the  Interest  and  Dividend  Compliance  Act of 1983,  the Trust  will be
required to withhold  and remit to the U.S.  Treasury 20% of the  dividends  and
proceeds of redemptions  paid to any  shareholder who fails to furnish the Trust
with a correct taxpayer  identification  number, who underreported  dividends or
interest  income,  or who fails to certify that he or she is not subject to such
withholding.  An  individual's  tax  identification  number is his or her social
security number.

PORTFOLIO SECURITY TRANSACTIONS

Decisions to buy and sell  portfolio  securities for the Trust are made pursuant
to  recommendations by the Trust's Investment  Adviser.  The Trust,  through the
Investment Adviser, seeks to execute portfolio security transactions on the most
favorable  terms  and in the most  effective  manner  possible.  The  Investment
Adviser uses its best judgment in evaluating the terms of a transaction and will
give  consideration to various relevant factors,  including the size and type of
the transaction,  the nature and character of the markets for the security,  the
confidentiality,  speed and  certainty of effective  execution  required for the
transaction,   the  reputation,   experience  and  financial  condition  of  the
broker-dealer and the quality of services rendered by the broker-dealer in other
transactions, and the reasonableness of the brokerage commission, if any.

The Trust expects that many broker-dealer firms will meet the foregoing criteria
for a particular  transaction.  In selecting among the firms, the Trust, through
the Investment  Adviser,  may give consideration to those firms which have sold,
or are selling,  shares of the Trust.  In addition,  the Investment  Adviser may
allocate  Trust  brokerage  business  on the  basis of  brokerage  and  research
services  and other  information  provided  by  broker-dealer  firms,  which may
involve  the  payment of  reasonable  brokerage  commissions  in excess of those
chargeable by other  broker-dealer  firms for  effecting the same  transactions.
These  brokerage  and research  services may be used for some of the  Investment
Adviser's  other advisory  accounts.  The Investment  Adviser may not use all of
these services in managing the Trust. The term "brokerage and research services"
includes  services as to the value of securities;  the advisability of investing
in,  purchasing  or selling  securities;  the  availability  of  securities,  or
purchasers  or sellers of  securities;  the  furnishing  of analyses and reports
concerning  issuers,  industries,   securities,  economic  factors  and  trends;
portfolio  strategy and the  performance  of account;  and effecting  securities
transactions   and  performing   related   functions   (such  as  clearance  and
settlement).

This policy of considering sales or shares of the Trust as one of the factors in
the selection of broker-dealer firms to execute portfolio transactions,  subject
to the  requirement of seeking best execution,  is  specifically  permitted by a
rule of the  National  Association  of  Securities  Dealers,  Inc. The rule also
provides,  however, that no member firm shall favor or disfavor the distribution
of shares  of any  particular  fund or group of funds on the basis of  brokerage
commissions received or expected by such firm from any source.

The Trust and one or more of the other  investment  companies  or  accounts  for
which the Investment Adviser or its affiliates  services may occasionally engage
in the  purchase or sale of the same  security at the same time.  In this event,
the Investment Adviser will usually average the price and allocate the amount of
the security purchased or sold among the several clients or accounts in a manner
deemed  equitable  to all.  In some cases this system  could have a  detrimental
effect on the price or volume of the security  allocated to the Trust.  In other
cases,  however,  the ability to participate in volume  transactions may produce
better executions for the Trust.

To the extent consistent with the policy of seeking best price and execution,  a
portion of the  Trust's  portfolio  transactions  may be  executed  through  the
Trust's  Distributor,  which is an affiliate of the Investment  Adviser. If this
occurs,  it will be on the  basis  of what  management  believes  to be  current
information as to rates which are generally competitive with the rates available
from other responsible  brokers and the lowest rates, if any,  currently offered
by the Distributor.

                                       50
<PAGE>

During 1998,  1997 and 1996,  the Trust paid  commissions to  broker-dealers  of
$28,848, $9,315 and $10,228. During 1998, 1997 and 1996 the Trust paid brokerage
commissions of $17,563, $7,815 and $4,078 to the Distributor. For the year ended
December 31, 1998, the percentage of total  commissions  paid to the Distributor
was  60.88%.  During  1998,  the  Trust's  purchases  and  sales of  securities,
exclusive of United States government  securities and short-term notes, amounted
to $2,385,679 and $9,072,941,  respectively. Of these transactions,  $287,531 in
purchases and $7,617,829 in sales were effected through the Distributor.

The Trust's portfolio turnover rates were 49% for 1998 and 9% for 1997.

OTHER INFORMATION

Custodian, Transfer Agent and Dividend-Paying Agent

All securities, cash and other assets of the Trust are received, held in custody
and delivered or distributed  by the Trust's  custodian  bank,  Investors Bank &
Trust Company,  Financial Products Services,  200 Clarendon Street,  16th Floor,
Boston,  Massachusetts  02116.  In cases where  foreign  securities  must,  as a
practical matter, be held abroad,  the Trust's custodian bank and the Trust will
make  appropriate  arrangements  so that foreign  securities may be legally held
abroad.  The Trust's  custodian  bank does not decide on  purchases  or sales of
portfolio  securities  or the  making  of  distributions.  As of April 1,  1999,
Cardinal  Investment  Services,  Inc.,  579  Pleasant  Street,  Suite 4, Paxton,
Massachusetts  01612,  succeeded  Anchor  Investment  Management  Corporation as
transfer agent and dividend-paying agent for the Trust.

Independent Public Accountants

For the fiscal year ending  December 31, 1998, the Trust  employed  Livingston &
Haynes,  P.C., 40 Grove Street,  Wellesley,  Massachusetts 02181, to certify its
financial statements and to prepare its federal and state income tax returns.

Registration Statement

This Statement of Additional  Information  does not contain all the  information
set forth in the Registration  Statement and the exhibits and schedules relating
thereto,  which  the  Trust has filed  with,  and  which  are  available  at the
Securities and Exchange commission,  Washington,  D.C., under the Securities Act
of 1933, as amended,  and the  Investment  Company Act of 1940,  as amended,  to
which reference is hereby made.

FINANCIAL STATEMENTS

The  financial  statements  and related  report of  Livingston  & Haynes,  P.C.,
independent  public  accountants,  contained in Anchor  Resource  and  Commodity
Trust's Annual Report to shareholders  for the year ended December 31, 1998, are
hereby  incorporated  by reference.  A copy of the Trust's  Annual Report may be
obtained without charge by writing to Anchor Investment Management  Corporation,
579 Pleasant Street, Suite 4, Paxton,  Massachusetts 01612, or by calling Anchor
Investment Management Corporation at (508) 831-1171.

                                       51
<PAGE>

      PART C.           OTHER INFORMATION

Item 23.  Exhibits

Exhibit Number             Description of Exhibit

(1)                        Restated Declaration of Trust, as amended.
                           (Previously filed as Exhibit 1 to Amendment No. 1)

(2)                        By-Laws of the Registrant,  as amended.  (Previously
                           filed as Exhibit 2 to Amendment No. 1)

(3)                        Not applicable.

(4)                        Specimen Certificates  representing Common Shares of
                           Beneficial  Interest of the Registrant.  (Previously
                           filed as Exhibit 4 to Amendment No. 1)

(5)             p. 59      Investment    Advisory    Agreement    between   the
                           Registrant   and   Anchor   Investment    Management
                           Corporation.

(6)                        Distributor's  Contract  between the  Registrant and
                           Meeschaert & Co., Inc.  (Previously filed as Exhibit
                           6 to Amendment No. 2)

(7)                        Not applicable.

(8)                        Custodian   Agreement  between  the  Registrant  and
                           Investors  Bank & Trust Company.  (Previously  filed
                           as Exhibit 8 to Amendment No. 1)

(9)             p. 62      Transfer  Agency and Service  Agreement  between the
                           Registrant   and   Cardinal  Investment  Services,
                           Inc. (Previously  filed  as  Exhibit  9  to
                           Amendment No. 1)

(10)                       Opinion and Consent of  Counsel.  (Previously  filed
                           as Exhibit 10 to Amendment No. 1)

(11)            p. 69      Consent of Independent Public Accountants.
                           (to be filed by Amendment prior to effectiveness)

(12)            p. 70      Trust's Annual Report to Shareholders,  December 31,
                           1998.
                           (to be filed by Amendment prior to effectiveness)

(13)                       Not applicable.

(14)                       Not applicable.

(15)                       Distribution  Plan  of the  Registrant.  (Previously
                           filed as Exhibit 15 to Amendment No. 1)

                                       52
<PAGE>

(16)                       Not applicable.

(17)            p. 86      Power  of   Attorney,   dated  March  22,  1999  and
                           Certified Resolutions.

(27)            p. 88      Financial Data Schedule

Item 24.    Persons Controlled by or Under Common Control with the Trust.

            Not applicable.

Item 25.    Indemnification.

            No amendment.  The  information  was filed in Item 27 of Amendment
            No. 1.

Item 26.    Business and Other Connections of Investment Advisor.

            The information in the Statement of Additional  Information  under
      the caption of    "Management-Investment      Adviser"     is     hereby
      incorporated herein by reference thereto.

Item 27.    Principal Underwriters.

      (a)   The  Distributor  currently acts as distributor  for the following
      investment companies:

            Progressive Capital Accumulation Trust
            (formerly, Anchor Capital Accumulation Trust)
            S.E.C. file # 811-00972

            Anchor International Bond Trust
            S.E.C. file # 811-4644

            Anchor Strategic Assets Trust
            S.E.C. file # 811-5963

      (b)
             -------------------------------------------------------------------
             Name and Principal      Positions and        Positions and the
             Business Address        Officers with        Trust Offices
                                   Underwriter
             -------------------------------------------------------------------
             -------------------------------------------------------------------
             David Y. Williams       President and        President, Secretary
             579 Pleasant Street,    Director             and Director
             Suite 4
             Paxton, MA 01612
             -------------------------------------------------------------------
             -------------------------------------------------------------------
             Christopher Y. Williams Vice President and   Vice President and
             579 Pleasant Street,    Secretary            Assistant Secretary
             Suite 4
             Paxton, MA 01612
             -------------------------------------------------------------------
             -------------------------------------------------------------------
             Joseph C. Williams      Vice President and   Vice President and
             579 Pleasant Street,    Treasurer            Assistant Treasurer
             Suite 4
             Paxton, MA 01612
             -------------------------------------------------------------------

                                       53
<PAGE>

      (c)   Not applicable

Item 28           Location of Accounts and Records.

      Persons  maintaining  physical  possession of accounts,  books,  and other
      documents  required to be maintained  by Section  31(a) of the  Investment
      Company  Act of 1940 and rules  under that  section  include  the  Trust's
      Secretary,  David Y. Williams;  Registrant's  Investment  Advisor,  Anchor
      Investment Management Corporation;  and Registrant's custodian,  Investors
      Bank & Trust Company. The address of the Trust's Secretary is 579 Pleasant
      Street,  Suite  4,  Paxton,   Massachusetts  01612.  The  address  of  the
      investment adviser and the transfer agent and dividend paying agent is 579
      Pleasant St.,  Suite 4, Paxton,  Massachusetts  01612.  The address of the
      custodian is c/o  Financial  Product  Services,  200  Clarendon  St., 16th
      Floor, Boston, Massachusetts 02116.

Item 29.    Management Services.

            Not applicable.

Item 30.    Undertakings.

            Not applicable.


                                       54
<PAGE>


SIGNATURES

Pursuant to the  requirements  of the  Securities Act of 1933 and the Investment
Company Act of 1940, the Trust  certifies that it has duly caused this Amendment
to the  Registration  Statement  to be signed on its behalf by the  undersigned,
duly authorized,  in the City of Paxton and the Commonwealth of Massachusetts on
the 22 day of March, 1999.

                                    ANCHOR RESOURCE AND COMMODITY TRUST

                                    By:   /s/  DAVID Y. WILLIAMS
                                          David Y. Williams, President

Pursuant to the  Securities  Act of 1933,  this  Amendment to this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the date indicated.

Signature                  Title                      Date

/s/DAVID W.C. PUTNAM*      Chairman and Trustee       March 22, 1999
David W. C. Putnam

/s/J. STEPHEN PUTNAM*      Treasurer (Principal       March 22, 1999
J. Stephen Putnam          Financial Officer)

/s/SPENCER H. LEMENAGER*   Trustee                    March 22, 1999
Spencer H. LeMenager

/s/DAVID Y. WILLIAMS*      President, Secretary and   March 22, 1999
David Y. Williams          Trustee

/s/ ERNIE BUTLER*          Trustee                    March 22, 1999
Ernie Butler





*By: PETER K. BLUME                                   March 22, 1999


/s/ Peter K. Blume
Peter K. Blume
Attorney-in-Fact



                                       55
<PAGE>

==============================================================================


                      SECURITIES AND EXCHANGE COMMISSION
                            Washington D.C. 20549

                                  FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933              /x/

Pre-Effective Amendment No.                                          / /

Post-Effective Amendment No. 5                                       /x/

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT
  OF 1940                                                            /x/

Amendment No. 6                                                      /x/


==============================================================================

                     ANCHOR RESOURCE AND COMMODITY TRUST

==============================================================================


                                       56
<PAGE>

                                   EXHIBITS

                              INDEX TO EXHIBITS
Exhibit Number             Description of Exhibit

(1)                        Restated Declaration of Trust, as amended.
                           (Previously filed as Exhibit 1 to Amendment No. 1)

(2)                        By-Laws of the Registrant, as amended.  (Previously
                           filed as Exhibit 2 to Amendment No. 1)

(3)                        Not applicable.

(4)                        Specimen Certificates representing Common Shares of
                           Beneficial Interest of the Registrant.  (Previously
                           filed as Exhibit 4 to Amendment No. 1)

(5)             p. 59      Investment Advisory Agreement between the
                           Registrant and Anchor Investment Management
                           Corporation.

(6)                        Distributor's Contract between the Registrant and
                           Meeschaert & Co., Inc. (Previously filed as Exhibit
                           6 to Amendment No. 2)

(7)                        Not applicable.

(8)                        Custodian Agreement between the Registrant and
                           Investors Bank & Trust Company. (Previously filed
                           as Exhibit 8 to Amendment No. 1)

(9)             p. 62      Transfer Agency and Service Agreement between the
                           Registrant and Cardinal Investment Services,
                           Inc. (Previously filed as Exhibit 9 to
                           Amendment No. 1)

(10)                       Opinion and Consent of Counsel.  (Previously filed
                           as Exhibit 10 to Amendment No. 1)

(11)            p. 69      Consent of Independent Public Accountants.
                           

(12)            p. 70      Trust's Annual Report to Shareholders, December 31,
                           1998.
                           

(13)                       Not applicable.

(14)                       Not applicable.

(15)                       Distribution Plan of the Registrant.  (Previously
                           filed as Exhibit 15 to Amendment No. 1)

                                       57
<PAGE>

(16)                       Not applicable.

(17)            p. 86      Power of Attorney, dated March 22, 1999 and
                           Certified Resolutions.

(27)            p. 88      Financial Data Schedule



                                       58
<PAGE>



                          INVESTMENT ADVISORY CONTRACT

      AGREEMENT made this 22nd day of June, 1998 by and between ANCHOR RESOURCE
AND COMMODITY TRUST, a Massachusetts business trust (hereinafter  called the
"Trust") and  ANCHOR   INVESTMENT   MANAGEMENT   COPR.,  an   Massachusetts
corporation (hereinafter sometimes called the "Advisor").

                              W I T N E S S E T H :

      WHEREAS, the Trust and the Advisor wish to enter into an agreement setting
forth the terms on which the Advisor will perform  certain  investment  advisory
and management services for the Trust;

      NOW  THEREFORE,  in  consideration  of  the  premises  and  the  covenants
hereinafter contained, the Trust and the Advisor agree as follows:

      l. The Trust  hereby  employs  the  Advisor to manage the  investment  and
reinvestment of the assets of the Trust, subject to the supervision of the Board
of Trustees of the Trust,  for the period and on the terms in this agreement set
forth. The Advisor hereby accepts such employment and agrees during such period,
at its own expense,  to render the services and to assume the obligations herein
set forth,  for the  compensation  herein  provided.  The Advisor  shall for all
purposes  herein be deemed to be an  independent  contractor  and shall,  unless
otherwise  expressly  provided or  authorized,  have no  authority to act for or
represent the Trust in any way or otherwise be deemed an agent of the Trust.

      2. The Advisor, at its own expense, shall furnish or cause to be furnished
to the Trust  office  space in the offices of the Advisor or in such other place
as may be agreed upon from time to time,  and arrange for all  necessary  office
facilities,  equipment and personnel for managing the  investments of the Trust,
and shall  arrange,  if  desired  by the Trust,  for  members  of the  Advisor's
organization  to serve without  salaries from the Trust as officers or agents of
the Trust. The Advisor assumes and shall pay or reimburse the Trust for: (l) the
compensation (if any) of the Trustees of the Trust who are affiliated persons of
the  Advisor  and of all  officers  of the  Trust as such  and (2) all  expenses
incurred by the Advisor or by the Trust in connection with the management of the
investment  and  reinvestment  of the  assets of the  Trust,  other  than  those
specifically assumed by the Trust herein. Except as otherwise expressly provided
above,  the Trust  assumes and shall pay,  (l) all  charges and  expenses of any
custodian or depository  appointed by the Trust for the safekeeping of its cash,
securities and other  property,  (2) the charges and expenses of auditors and of
keeping the books of the Trust,  (3) the charges  and  expenses of any  transfer
agents and registrars  appointed by the Trust,  (4) the fees of all Trustees not
affiliated  with the  Advisor,  (5) broader  commissions  and issue and transfer
taxes  chargeable to the Trust in connection  with  securities  transactions  to
which the Trust is a party,  (6) all taxes and  corporate  fees  payable  by the
Trust to federal,  state or other governmental  agencies,  (7) the cost of stock
certificates representing shares of the Trust, (8) fees and expenses involved in


                                       1


                                       59
<PAGE>

registering  and maintaining  registrations  of the Trust and of its shares with
the Securities and Exchange  Commission and qualifying its shares under state or
other securities laws including the preparation and printing of prospectuses for
filing  with  said  Commission  and  other  authorities,  (9)  all  expenses  of
shareholders'  and trustees'  meetings and of preparing and printing  reports to
shareholders,  (l0)  charges  and  expenses  of legal  counsel  for the Trust in
connection  with  legal  matters  relating  to  the  Trust,   including  without
limitation,  legal services  rendered in connection  with the Trust's  corporate
existence,   corporate   and  financial   structure   and  relations   with  its
shareholders,  registrations  and  qualifications  of securities  under federal,
state and other laws,  issues of  securities  and  expenses  which the Trust has
herein assumed, and (11) the charges of the Trust's  administrator for providing
and coordinating the foregoing administrative services to the Trust.

      The  services of the Advisor to the Trust  hereunder  are not to be deemed
exclusive, and the Advisor shall be free to render similar services to others so
long as its services hereunder are not impaired thereby.

      As compensation  for the Advisor's  services to the Trust, the Trust shall
pay to the  Advisor a fee at the rate of 3/4 of 1% per annum of the  average  of
the daily  aggregate  net asset values of the Trust  computed as of the close of
business of each business day.

      Such compensation shall be payable in arrears at such intervals,  not more
frequently than monthly and not less  frequently  than quarterly  (except for an
additional  fee),  as the Board of  Trustees  of the Trust may from time to time
determine; provided that such compensation shall be paid proportionately for any
period ending with the termination of this agreement.

      3. The Trust  shall  cause its books and  accounts  to be audited at least
once each year by a reputable,  independent public accountant or organization of
public accountants who shall render a report to the Trust.

      4. Subject to and in accordance with the Declaration of Trust of the Trust
and of the Advisor respectively,  it is understood that the Trustees,  officers,
agents and stockholders of the Trust are or may be interested in the Advisor (or
any successor  thereof) as directors,  officers or  stockholders,  or otherwise,
that directors,  officers,  agents and stockholders of the Advisor are or may be
interested in the Trust as Trustees,  officers,  stockholders or otherwise, that
the  Advisor (or any such  successor)  is or may be  interested  in the Trust as
stockholder or otherwise and that the effect of any such adverse interests shall
be governed by said Declaration of Trust and the By-Laws.

      5. No Trustee or shareholder of the Trust shall be personally liable under
this Agreement, all such liability being limited to the assets of the Trust.

      6. The  Advisor  shall not be liable  for any  action  taken,  omitted  or
suffered  to be  taken  by it in its  reasonable  judgment,  in good  faith  and
believed by it to be  authorized  or within the  discretion  or rights or powers
conferred upon it by this Agreement, or in accordance with (or in the absence


                                       2



                                       60
<PAGE>

of) specific directions or instructions from the Trust, provided,  however, that
such  acts or  omissions  shall not have  resulted  from the  Advisor's  willful
misfeasance,  bad faith or gross  negligence or reckless  disregard by it of its
obligations and duties under this Agreement.

      7. This Agreement shall continue in effect from the date hereof until June
21, 2000 and from year to year thereafter (a) if its continuance is specifically
approved on or before said date and at least  annually  thereafter  by vote of a
majority of the  outstanding  voting  securities of the Trust or by the Board of
Trustees  of the Trust and (b) if the terms and any  renewal  of this  Agreement
have been  approved by the vote of a majority of the Trustees of the Trust,  who
are not parties to this Agreement or interested persons, as that term is defined
in the  Investment  Company Act of 1940, of any such party,  cast in person at a
meeting  called for the purpose of voting on such approval,  provided,  however,
that (1) this Agreement may at any time be terminated without the payment of any
penalty  either  by vote of the Board of  Trustees  of the Trust or by vote of a
majority of the  outstanding  voting  securities of the Trust,  on not more than
sixty  days' prior  written  notice to the  Advisor,  (2) this  Agreement  shall
immediately  terminate in the event of its assignment (within the meaning of the
Investment Company Act of 1940) by either party to this Agreement,  and (3) this
Agreement may be terminated by the Advisor on ninety days' prior written  notice
to the  Trust.  Any  notice  under  this  Agreement  shall be  given in  writing
addresses and  delivered or mailed  postpaid to the other party at any office of
such party.

      This  agreement  may be  amended  at any  time by  mutual  consent  of the
parties,  provided  that such  consent on the part of the Trust  shall have been
approved by a vote of a majority of the  outstanding  voting  securities  of the
Trust.  A "majority of the  outstanding  voting  securities  of the Trust" shall
have, for all purposes of this Agreement, the meaning provided therefore in said
Investment Company Act.

      IN WITNESS WHEREOF, the parties hereto have executed this agreement on the
day and year first above written.


                          ANCHOR RESOURCE AND COMMODITY TRUST


                             By:   /s/ DAVID W.C. PUTNAM
                                    Chairman


                       ANCHOR INVESTMENT MANAGEMENT CORP.


                            By: /s/ DAVID Y. WILLIAMS
                                    President


                                       3


                                       61
<PAGE>



                      TRANSFER AGENCY AND SERVICE AGREEMENT


      AGREEMENT made as of the 1ST day of April, 1999 by and between ANCHOR GOLD
AND CURRENCY TRUST,  ANCHOR  INTERNATIONAL  BOND TRUST,  ANCHOR STRATEGIC ASSETS
TRUST,  AND  ANCHOR  RESOURCE  AND  COMMODITY  TRUST  (collectively  the  Anchor
"Trusts"), Massachusetts business trusts having their principal office and place
of business at 579  Pleasant  Street,  Suite 4, Paxton,  MA 01612,  and CARDINAL
INVESTMENT  SERVICES,  INC., an Illinois corporation having its principal office
and  place  of  business  at 579  Pleasant  Street,  Suite 4,  Paxton,  MA 01612
("Cardinal"),

                              W I T N E S S E T H:

      WHEREAS, the Trusts desire to appoint Cardinal as transfer agent, dividend
disbursing  agent and agent in  connection  with certain other  activities,  and
Cardinal desires to accept such appointment;

      NOW, THEREFORE, in consideration of the mutual covenants herein contained,
the parties hereto agree as follows:

Article 1.      Terms of Appointment; Duties of the Company

      1.01 Subject to the terms and conditions set forth in this Agreement,  the
Trusts hereby employ and appoint  Cardinal to act as, and Cardinal agrees to act
as,  transfer  agent for each of the  Trusts'  authorized  and issued  shares of
beneficial interest without part value ("Shares"),  dividend disbursing agent in
connection with any accumulation,  open-account or similar plans provided to the
shareholders  of the Trusts  ("Shareholders")  and set out in the prospectus and
statement of additional  information of the Trusts  corresponding to the date of
this Agreement.

      1.02    Cardinal agrees that it will perform the following services:

      (a) In  accordance  with  procedures  established  from  time  to  time by
agreement between the Trusts and Cardinal, Cardinal shall:

           (i) receive for acceptance and processing,  order for the purchase of
Shares, and promptly deliver payment and appropriate  documentation  therefor to
the  custodian  of the Trusts'  authorized  pursuant  to the  Trusts'  governing
documents (the "Custodian");

           (ii) pursuant to purchase orders or other  appropriate  instructions,
issue the  appropriate  number of Shares and hold such Shares in the appropriate
Shareholder  account,   and,  if  requested  and  properly   authorized,   issue
appropriate certificates therefor;

           (iii) receive for acceptance  and  processing,  redemption  requests
and redemption directions,  and deliver the appropriate  documentation therefor
to the Custodian;

           (iv) at the  appropriate  time as and when it receives monies paid to
it by the Custodian with respect to any redemption, pay over or cause to be paid
over in the  appropriate  manner  such  monies as  instructed  by the  redeeming
Shareholders;

           (v) effect transfer of Shares by the registered  owners thereof upon
receipt of appropriate documentation;


                                       62
<PAGE>
 
            (vi) prepare and transmit  payments for dividends and distributions
declared by the Trusts; and

           (vii)  maintain  records  of  account  for and advise the Trusts and
their Shareholders as to the foregoing.

      (b) In addition to and not in lieu of the  services set forth in paragraph
(a) above,  Cardinal  shall perform all of the customary  services of a transfer
agent,  dividend  disbursing  agent and, as relevant,  agent in connection  with
accumulation,  open-account or similar plans (including  without  limitation any
periodic  investment  plan or periodic  withdrawal  program),  including but not
limited to: (i) maintaining all Shareholder accounts, (ii) preparing Shareholder
meeting lists, (iii) mailing proxies, (iv) receiving and tabulating proxies, (v)
mailing of additional  information  to current  Shareholders,  (vi)  withholding
taxes on U.S. residents and non-resident alien accounts where applicable,  (vii)
preparing and filing U.S.  Treasury  Department Forms 1099 and other appropriate
forms  required  with  respect  to  dividends  and   distributions   by  federal
authorities  for all  registered  Shareholders,  (viii)  preparing  and  mailing
confirmation  forms and statements of account to Shareholders  for all purchases
and  redemptions  of Shares and other  confirmable  transactions  in Shareholder
accounts,  (ix) preparing and mailing activity statements for Shareholders,  and
(x) providing Shareholder account information. The Trusts shall provide Cardinal
with any information required in connection with the furnishing of the foregoing
services.

      (c) Additionally, Cardinal shall:

           (i) Utilize a system to identify all Share transactions which involve
purchase and redemption  orders that are processed at a time other than the time
of the  computation  of net asset value per Share next computed after receipt of
such  orders,  and  shall  compute  the  net  effect  upon  the  Trust  of  such
transactions so identified on a daily and cumulative basis.

           (ii) If on any day the  cumulative  net  effect of such  transactions
upon the Trusts are negative and exceeds a dollar amount  equivalent to 1/2 of 1
cent per Share,  Cardinal shall promptly make a payment to the Trusts in cash or
through the use of a credit, in the manner described in subparagraph (iv) below,
in such amount as may be necessary to reduce the negative  cumulative net effect
to less than 1/2 of 1 cent per Share.

           (iii) If on the last  business  day of any month the  cumulative  net
effect upon the Trusts (adjusted by the amount of all prior payments and credits
by  Cardinal  and the Trusts) are  negative,  the Trusts  shall be entitled to a
reduction in the fee next payable under this Agreement by an equivalent  amount,
except as provided in  subparagraph  (iv) below.  If on the last business day in
any month the cumulative  net effect upon the Trusts  (adjusted by the amount of
all prior payments and credits by Cardinal and the Trusts) is positive, Cardinal
shall be entitled to recover  certain past payments and  reductions in fees, and
to credit against all future  payments and fee  reductions  that may be required
under subparagraph (iv) below.

           (iv) At the end of each month,  any  positive  cumulative  net effect
upon the Trusts shall be deemed to be a credit to Cardinal  which shall first be
applied to permit Cardinal to recover any prior cash payments and fee reductions
made by it to the Trusts  under  subparagraphs  (ii) and (iii) above  during the
calendar  year, by increasing the amount of the monthly fee under this Agreement
next payable in an amount equal to prior  payments  and fee  reductions  made by
Cardinal  during such calendar  year,  but not exceeding the sum of that month's


                                       63
<PAGE>

credit and credits  arising in prior  months  during such  calendar  year to the
extent such prior credits have not previously  been utilized as  contemplated by
this  subparagraph  (iv).  Any portion of a credit to Cardinal not so used by it
shall  remain as a credit to be used as  payment  against  the  amount of future
negative  cumulative net effect that would  otherwise  require a cash payment or
fee  reduction  to be made to the Trusts  pursuant to  paragraphs  (ii) or (iii)
above  (regardless of whether or not the credit or any portion  thereof arose in
the same calendar year as that in which the negative  cumulative  net effects or
any portion thereof arose).

           (v)  Cardinal  shall  supply  to the  Trusts  from  time to time,  as
mutually agreed upon, reports  summarizing the transactions  identified pursuant
to  subparagraph  (i)  above,  and the daily and  cumulative  net effect of such
transactions,  and shall  advise  the Trusts at the end of each month of the net
cumulative effect at such time.  Cardinal shall promptly advise the Trusts if at
any time the cumulative net effect exceeds a dollar amount  equivalent to 1/2 of
1 cent per Share.

           (vi) In the event that this  Agreement  is  terminated  for  whatever
cause,  or this Section  1.02(c) is terminated  pursuant to  subparagraph  (vii)
below,  the Trust shall  promptly pay to Cardinal an amount in cash equal to the
amount by which the cumulative net effect upon the Trusts is positive or, if the
cumulative  net effect upon the Trusts is negative,  Cardinal shall promptly pay
to the  Trusts an  amount in cash  equal to the  amount of such  cumulative  net
effect.

           (vii) This Section  1.02(c) may be terminated by Cardinal at any time
without cause,  effective as of the close of business on the date written notice
(which may be by facsimile) is received by the Trusts.

      (d)  Procedures  applicable to the services  provided under this Agreement
may be  established  from  time to time by  agreement  between  the  Trusts  and
Cardinal.

Article 2.      Fees and Expenses

      2.01 For performance by Cardinal  pursuant to this  Agreement,  the Trusts
agree to pay  Cardinal  monthly a fee at the annual  rate of $20,000 as Transfer
Agent  for the  Trusts.  Such  fees  and  out-of-pocket  expenses  and  advances
identified  under Section 2.02 below may be changed from time to time subject to
mutual written agreement between the Trusts and Cardinal.

      2.02 In addition  to the fee paid under  Section  2.01  above,  the Trusts
agree to reimburse Cardinal for all out-of-pocket  expenses or advances incurred
by Cardinal in performing its duties as Transfer Agent  hereunder.  In addition,
any other  expenses  incurred  by Cardinal at the request or with the consent of
the Trusts will be reimbursed by the Trusts.

      2.03 The Trusts agree to pay all fees and reimbursable  expenses promptly.
Postage and cost of materials for mailing of dividends,  proxies,  Trust reports
and other mailings to all Shareholder  accounts shall be advanced to Cardinal by
the Trusts in  immediately  available  funds prior to the  mailing  date of such
materials.

Article 3.      Representations and Warranties of Cardinal

      Cardinal represents and warrants to the Trusts that:

      3.01 It is a corporation  duly organized and existing and in good standing
under the laws of State of Illinois.

      3.02  It  is  duly   qualified   to   carry  on  its   business   in  the
Commonwealth of Massachusetts.

                                       64
<PAGE>

      3.03 It is empowered  under  applicable laws and by its charter and bylaws
to enter into and perform this Agreement.

      3.04 All requisite  corporate  proceedings have been taken to authorize it
to enter into and perform this Agreement.

      3.05 It has and will continue to have access to the necessary  facilities,
equipment  and  personnel  to  perform  its duties  and  obligations  under this
Agreement.

Article 4.      Representations and Warranties of the Trusts

      The Trusts represent and warrant to Cardinal that:

      4.01 They are  unincorporated  business trusts duly organized and existing
and in good standing under the laws of the Commonwealth of Massachusetts.

      4.02  They  are  empowered  under  applicable  laws  and by its  governing
documents to enter into and perform this Agreement.

      4.03 All proceedings  required by said governing documents have been taken
to authorize it to enter into and perform this Agreement.

      4.04 They are investment companies registered under the Investment Company
Act of 1940.

      4.05  A  registration  statement  under  the  Securities  Act of  1933  is
currently effective and will remain effective,  and appropriate state securities
law  filings  have been made and will  continue  to be made with  respect to all
Shares of each of the Trusts being offered for sale; information to the contrary
will result in immediate notification to Cardinal.


Article 5.      Indemnification

      5.01 Cardinal shall not be responsible for, and the Trusts shall indemnify
and hold Cardinal harmless from and against, any and all losses, damages, costs,
charges,  counsel fees,  payments,  expenses and  liabilities  arising out of or
attributable to:

      (a) all actions of Cardinal or its agents or subcontractors required to be
taken pursuant to this  Agreement,  provided that such actions are taken in good
faith and without negligence or willful misconduct;

      (b) the  Trusts'  refusal  or  failure  to  comply  with the terms of this
Agreement,  or the Trusts' lack of good faith, negligence or willful misconduct,
or the breach of any representation or warranty of the Trusts hereunder;

      (c) the reliance on or use by Cardinal or its agents or  subcontractors of
information,  records or  documents  which (i) are  received  by Cardinal or its
agents or subcontractors  and furnished to it by or on behalf of the Trusts, and
(ii) have been prepared  and/or  maintained by the Trusts or any other person or
firm (other than the Company or its agents or  subcontractors)  on behalf of the
Trusts;

                                       65
<PAGE>

      (d) the  reliance  on, or the  carrying  out by Cardinal or its agents or
subcontractors    of,   any   instructions   or   requests   of   the   Trusts'
representatives; or

      (e) the offer or sale of Shares in violation of any requirement  under the
federal  securities laws or regulations or the securities laws or regulations of
any state that such Shares be registered  in such state,  or in violation of any
stop order or other  determination  or ruling by any federal agency or any state
with respect to the offer or sale of such Shares in such state.

      5.02  Cardinal  shall  indemnify  and hold the  Trusts  harmless  from and
against any and all losses,  damages,  costs,  charges,  counsel fees, payments,
expenses and liabilities arising out of or attributable to Cardinal's refusal or
failure to comply with the terms of this  Agreement,  or Cardinal's lack of good
faith, negligence or willful misconduct,  or the breach of any representation or
warranty of Cardinal hereunder.

      5.03 At any time  Cardinal  may apply to any  officer  of the  Trusts  for
instructions, and may consult with the Trusts' legal counsel with respect to any
matter arising in connection with the services to be performed by Cardinal under
this  Agreement,  and  Cardinal  and its agents or  subcontractors  shall not be
liable and shall be indemnified by the Trusts for any action taken or omitted by
it in  reliance  upon such  instructions  or upon the  opinion of such  counsel.
Cardinal,  its agents and  subcontractors  shall be protected and indemnified in
acting  upon any papers or  documents  furnished  by or on behalf of the Trusts,
reasonably  believed to be genuine and to have been signed by the proper  person
or persons,  or upon any instructions,  information,  data, records or documents
provided Cardinal or its agents or subcontractors by telephone, in person, or by
machine  readable  input,  facsimile,  CRT data  entry or  other  similar  means
authorized by the Trusts, and Cardinal,  its agents and subcontractors shall not
be held to have notice of any change of authority of any person until receipt of
written notice thereof from the Trusts.  Cardinal, its agents and subcontractors
shall also be protected and indemnified in recognizing Share  certificates which
are reasonably believed to bear the proper manual or facsimile signatures of the
officers of the Trusts, and the proper  countersignature  of any former transfer
agent or registrar, or of a co-transfer agent or co-registrar.

      5.04 In the event either party is unable to perform its obligations  under
this  Agreement  because  of acts of God,  strikes,  equipment  or  transmission
failure or damage  reasonably  beyond its control,  or other  causes  reasonably
beyond its control,  such party shall not be liable to the other for any damages
resulting from such failure to perform or otherwise from such causes.

      5.05 Neither  party to this  Agreement  shall be liable to the other party
for  consequential  damages under any provision of this Agreement or for any act
or failure to act hereunder.

      5.06 In  order  that  the  indemnification  provisions  contained  in this
Article 5 shall apply,  upon the assertion of a claim for which either party may
be required to indemnify  the other,  the party  seeking  indemnification  shall
promptly  notify  the other  party of such  assertion,  and shall keep the other
party advised with respect to all developments  concerning such claim. The party
who may be required to indemnify  shall have the option to participate  with the
party seeking  indemnification  in the defense of such claim.  The party seeking
indemnification shall in no case confess any claim or make any compromise in any
case in which the other party may be required  to  indemnify  it except with the
other party's prior written consent.


Article 6.      Covenants of the Trusts and Cardinal

      6.01    The Trust shall promptly furnish to Cardinal the following:

                                       66
<PAGE>

      (a) a  certified  copy of the  resolution  of the Board of Trustees of the
Trusts authorizing the appointment of Cardinal and the execution and delivery of
this Agreement.

      (b) A copy of the  Declaration  of Trust and Bylaws of the Trusts and all
amendments thereto.

      6.02  Cardinal  hereby  agrees to establish  and maintain  facilities  and
procedures  reasonably  acceptable  to  the  Trusts  for  safekeeping  of  Share
certificates,  check forms and facsimile  signature  imprinting devices, if any;
and for the preparation or use, and for keeping  account of, such  certificates,
forms and devices.

      6.03 Cardinal shall keep records  relating to the services to be performed
hereunder  in the  form  and  manner  as it may deem  advisable.  To the  extent
required by Section 31 of the  Investment  Company Act of 1940, as amended,  and
the rules and regulations promulgated thereunder,  Cardinal agrees that all such
records  prepared  or  maintained  by Cardinal  relating  to the  services to be
performed  by  Cardinal  hereunder  are the  property  of the Trusts and will be
preserved,  maintained  at the  expense  of the  Trusts  and made  available  in
accordance  with such section,  rules and  regulations,  and will be surrendered
promptly to the Trusts at its request.

      6.04  Cardinal and the Trusts agree that all books,  records,  information
and data  pertaining  to the business of the other party which are  exchanged or
received pursuant to the negotiation or the carrying out of this Agreement shall
remain confidential, and shall not be voluntarily disclosed to any other person,
except as may be required by law.

      6.05  In  case of any  requests  or  demands  for  the  inspection  of the
Shareholder  records of the Trusts,  Cardinal will endeavor to notify the Trusts
and to secure  instructions from an authorized  officer of the Trusts as to such
inspection.  Cardinal  reserves the right,  however,  to exhibit the Shareholder
records to any person  whenever it is advised by its counsel that it may be held
liable for the failure to exhibit the Shareholder records to such person, unless
the Trusts'  indemnify  Cardinal to its  reasonable  satisfaction  against  such
liability.


Article 7.      Termination of Agreement

      7.01 This  Agreement  may be  terminated  by either party upon one hundred
twenty (120) days written notice to the other.

      7.02 Should the Trusts exercise its right to terminate,  all out-of-pocket
expenses  associated  with the movement of records and material will be borne by
the Trust.  Additionally,  Cardinal  reserves  the right to charge for any other
reasonable  expenses  associated  with  such  termination,  but not more than an
amount equivalent to the average of the most recent three (3) months' fees.

Article 8.      Assignment

      8.01 Neither this Agreement nor any rights or obligations hereunder may be
assigned by either party without the written consent of the other party.

      8.02 This Agreement  shall inure to the benefit of and be binding upon the
parties and their respective permitted successors and assigns.


                                       67
<PAGE>

Article 9.      Amendment

      9.01 This  Agreement  may be amended or  modified  by a written  agreement
executed by both parties.

Article 10      Massachusetts Law to Apply

      10.01  This  Agreement  shall  be  construed  and  the  provisions  hereof
interpreted  under  and in  accordance  with  the  laws of The  Commonwealth  of
Massachusetts.

Article 11      Merger of Agreement

      11.01 This Agreement  constitutes the entire agreement between the parties
hereto and  supersedes  any prior  agreement  with respect to the subject hereof
whether oral or written.

Article 12.     Limitation of Liability

      12.01 A copy of the  Declaration of Trust of each of the Trusts is on file
with the Secretary of State of The Commonwealth of  Massachusetts  and notice is
hereby  given that this  Agreement  is executed on behalf of the Trustees of the
Trusts  as  trustees  and not  individually  and  that the  obligations  of this
Agreement  are not binding upon the  Trustees or holders of Shares  individually
but are binding only upon the assets or property of the Trusts.


        IN WITNESS WHEREOF,  the parties hereto have caused this Agreement to be
executed  in their  names and on their  behalf  under their seals by and through
their duly authorized officers, as of the day and year first above written.


                          ANCHOR TRUSTS


                          By:/S/ DAVID Y. WILLIAMS
                          President



                          CARDINAL INVESTMENT SERVICES, INC.


                          By:/S/ CHRISTOHER Y. WILLIAMS
                          President




                                       68
<PAGE>



                     Livingston & Haynes, P.C.
                   Certified Public Accountants
                          40 Grove Street
                        Wellesley, MA 02181
                          (617) 237-3339

                                         Member AICPA Division  for CPA Firms
                                         Private Companies Practice Section
                                         SEC Practice Section



                   INDEPENDENT AUDITORS' CONSENT

     We consent to the use in this  Registration  Statement of Anchor  Resource
and Commodity  Trust on the amended Form N-1A our report dated January 19,1999,
appearing in the prospectus,  which is part of such Registration Statement, and
to the reference to us under the captions, "Condensed Financial Information and
Selected Per Share Data and Ratios".




LIVINGSTON & HAYNES
Wellesley, Massachusetts
April 30, 1999






                                       69
<PAGE>






                                     ANCHOR
                                    RESOURCE
                                      AND
                                   COMMODITY
                                     TRUST



                                 ANNUAL REPORT
                               DECEMBER 31, 1998









                                       1

                                       70
<PAGE>

- --------------------------------------------------------------------------------
                      ANCHOR RESOURCE AND COMMODITY TRUST
- --------------------------------------------------------------------------------


   Comparison of the  Change in Value of a  $10,000  Investment  in the  Anchor
            Resource and Commodity Trust and the Dow Commodity Index




                           [GRAPHIC OMITTED]










                                       2

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<PAGE>

- --------------------------------------------------------------------------------
                      ANCHOR RESOURCE AND COMMODITY TRUST
- --------------------------------------------------------------------------------


                      STATEMENT OF ASSETS AND LIABILITIES
                               DECEMBER 31, 1998



Assets:
Investments at quoted market value (cost $1,266,644;
 see Schedule of Investments, Notes 1, 2, & 5).................  $     924,651
Cash  .........................................................          9,040
Dividends and interest receivable..............................            992
                                                                   ------------
     Total assets..............................................        934,683
                                                                   ------------

Liabilities:
Accrued expenses and other liabilities (Note 3 )...............         13,148
                                                                   ------------
     Total liabilities.........................................         13,148
                                                                   ------------

Net Assets:
Capital stock (unlimited shares authorized at $1.00 par value,
 amount paid in on 117,975 shares outstanding) (Note 1)........      2,257,922
Accumulated undistributed net investment income (Note 1).......          9,226
Accumulated realized loss from security transactions, net (Note 1) (1,003,620)
Net unrealized depreciation in value of investments (Note 2)...      (341,993)
                                                                   ------------
     Net assets (equivalent to $7.81 per share, based on
      117,975 capital shares outstanding)......................   $    921,535
                                                                   ============



                                       3

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<PAGE>


                      ANCHOR RESOURCE AND COMMODITY TRUST


                            STATEMENT OF OPERATIONS
                               DECEMBER 31, 1998


Income:
 Dividends.....................................................  $      78,398
 Interest......................................................         76,305
                                                                   ------------
     Total income..............................................        154,703
                                                                   ------------

Expenses:
 Management fees, net (Note 3).................................         49,052
 Pricing and bookkeeping fees (Note 4).........................         14,500
 Legal fees....................................................         14,000
 Audit and accounting fees.....................................          6,500
 Transfer fees (Note 4)........................................          6,000
 Trustees' fees and expenses...................................          3,600
 Custodian fees................................................          1,230
 Other expenses................................................          3,500
                                                                   ------------
     Total expenses............................................         98,382
                                                                   ------------

Net investment income..........................................         56,321
                                                                   ------------

Realized and unrealized loss on investments:
  Realized loss on investments-net.............................      (670,858)
  Decrease in net unrealized appreciation in investments.......    (1,092,930)
                                                                   ------------
     Net loss on investments...................................    (1,763,788)
                                                                   ============

Net decrease in net assets resulting from operations...........  $ (1,707,467)
                                                                   ============


                                       4

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<PAGE>

================================================================================
                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


                      STATEMENTS OF CHANGES IN NET ASSETS




                                                      Year Ended     Year Ended
                                                     December 31,   December 31,
                                                         1998          1997
                                                   ----------------------------
From operations:
 Net investment income...........................  $    56,321     $   108,043

 Realized loss on investments, net...............     (670,858)       (135,336)
  Decrease in net unrealized
  appreciation in investments....................   (1,092,930)       (749,780)
                                                   ------------    ------------
     Net decrease in net assets
           resulting from operations.............   (1,707,467)       (777,073)
                                                   --------------  ------------
Distributions to shareholders:
  From net investment income ($0.65 per share in       (70,599)         --
1998)
  From net realized gain on investments..........       --              --
                                                   --------------  ------------
     Total distributions to shareholders.........      (70,599)         --
                                                   --------------  ------------
                                                   
From capital share transactions:

                              Number of Shares
                              1998        1997
                            ---------- -----------
 Proceeds from
    sale of shares.......... 56,849     121,833        494,745       1,316,315
 Shares issued to share-
  holders in distributions
  reinvested................  9,026       --            70,492         --
 Cost of shares redeemed....(1,035,378)(141,349)    (8,560,276)     (1,416,537)
                             --------- --------- --------------    ------------
 Decrease in net
  assets resulting from
  capital                   (969,503)   (19,516)    (7,995,039)       (100,222)
  share transactions........========= =========== --------------   ------------

Net decrease in net assets.......................   (9,773,105)       (877,295)
Net assets:
  Beginning of period............................   10,694,640      11,571,935
                                                   ============    ============
  End of period (including undistributed net
  investment income of $9,226 and $9,172, 
  respectively)..................................  $   921,535    $ 10,694,640
                                                   ============    ============


                                       5

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                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


                       SELECTED PER SHARE DATA AND RATIOS



                                        Year Ended December 31,
                               1998     1997      1996      1995      1994
                            --------------------------------------------------
Investment income...........   $1.97   $0.22     $0.15     $0.89     $0.22
Expenses, net...............    1.25    0.13      0.09      0.32      2.20
                            --------------------------------------------------
Net investment income (loss)    0.72    0.09      0.06      0.57      (1.98)
Net realized and unrealized
  (loss) gain on investments   (2.09)   0.71)     1.08      0.13        --
Distributions to
shareholders:
   From net investment
     income.................   (0.65 )   --       --        (0.58)      --
  From net realized gain
   on investments...........   --        --       --          --        --
                            -------------------------------------------------
Net increase (decrease)
 in net asset value.........   (2.02)  (0.62)     1.14      0.12       (1.98)
Net asset value:
 Beginning of period........    9.83   10.45      9.31      9.19       11.17
                            -------------------------------------------------
 End of period..............   $7.81   $9.83    $10.45     $9.31       $9.19
                            =================================================
Ratio of expenses to
 average net assets.........  1.50%    1.13%     1.10%     1.11%      20.12%
Ratio of net investment in-
 come (loss) to average net   0.86%    0.89%     0.85%     2.01%     (18.13)%
assets......................
Portfolio turnover..........  0.49     0.09      0.20      0.33        --
Average commission rate paid  0.0633   0.0575    0.0752    0.0374      --
Number of shares out-
 standing at end of period.. 117,975  1,087,478  1,106,994 782,903    12,000
Per share data and ratios
assuming
 no waiver of advisory fees:
Expenses....................  --      --         --           --      $  2.28
Net investment loss.........  --      --         --           --      $ (2.06)
Ratio of expenses to
 average net assets.........  --      --         --           --       20.87%
Ratio of net investment
 loss to average net
 assets.....................  --      --         --           --      (18.88)%


                                       6

                                       75
<PAGE>

================================================================================
                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


                            SCHEDULE OF INVESTMENTS
                               DECEMBER 31, 1998


                                                                      Value
Quantity                                                             (Note 1)
COMMON STOCKS -- 4.55%
           Gold/Silver Mining Stocks -- 4.55%
   40,000  Miramar Mining Corporation...............................$   36,800
   30,000  Northern Orion Exploration Limited.......................     5,100
                                                                    -----------

           Total common stocks (cost $383,400)......................    41,900
                                                                    -----------

FOREIGN TIME DEPOSITS -- 95.79%
4,937,086  French Franc, maturing 01/04/99,
            at 2.875% (cost $883,244)...............................   882,751
                                                                    -----------

           Total investments (cost $1,266,644)......................   924,651
                                                                    -----------

CASH & OTHER ASSETS, LESS LIABILITIES -- (0.34)%...................     (3,116)
                                                                    -----------

           Total Net Assets.........................................$  921,535
                                                                    ===========




                                       7

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<PAGE>

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                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


                         NOTES TO FINANCIAL STATEMENTS
                               DECEMBER 31, 1998



1. Significant accounting policies:
   Anchor Resource and Commodity Trust (the "Trust"),  a Massachusetts  business
   trust is registered under the Investment Company Act of 1940, as amended,  as
   a diversified,  open-end investment  management  company.  The following is a
   summary of significant accounting policies followed by the Trust which are in
   conformity with those generally  accepted in the investment company industry.
   The preparation of financial statements in conformity with generally accepted
   accounting  principles  requires management to make estimates and assumptions
   that affect the reported  amounts of assets and liabilities and disclosure of
   contingent assets and liabilities at the date of the financial statements and
   the reported  amounts of revenues and expenses  during the reporting  period.
   Actual results could differ from those estimates.
   A. Investment securities--
     Security transactions are recorded on the date
     the investments are purchased or sold. Each day, at noon, securities traded
     on  national  security  exchanges  are valued at the last sale price on the
     primary exchange on which they are listed,  or if there has been no sale by
     noon,  at  the  current  bid  price.  Other  securities  for  which  market
     quotations are readily  available are valued at the last known sales price,
     or,  if  unavailable,  the  known  current  bid  price  which  most  nearly
     represents  current  market  value.  Options are valued in the same manner.
     Foreign  currencies  and foreign  denominated  securities are translated at
     current market  exchange rates as of noon.  Temporary cash  investments are
     stated  at cost,  which  approximates  market  value.  Dividend  income  is
     recorded on the  ex-dividend  date and  interest  income is recorded on the
     accrual basis.  Gains and losses from sales of  investments  are calculated
     using the "identified cost" method for both financial reporting and federal
     income tax purposes.
   B.Income  Taxes-- The Trust has elected to comply  with the  requirements  of
     the Internal Revenue Code applicable to regulated  investment companies and
     to distribute each year all of its taxable income to its  shareholders.  No
     provision for federal income taxes is necessary  since the Trust intends to
     qualify  for and elect the  special  tax  treatment  afforded a  "regulated
     investment company" under subchapter M of the Internal Revenue Code. Income
     and capital gains  distributions  are determined in accordance with federal
     tax  regulations  and may differ from those  determined in accordance  with
     generally accepted accounting  principles.  To the extent these differences
     are permanent,  such amounts are  reclassified  within the capital accounts
     based on their federal tax basis  treatment;  temporary  differences do not
     require such  reclassification.  During the current fiscal year,  permanent
     differences,  primarily  due  to  foreign  currency  gains  increasing  net
     investment  income,  resulted  in  a  net  increase  in  undistributed  net
     investment  income  and an  increase  in  accumulated  realized  loss  from
     security transactions. This reclassification had no affect on net assets.


                                       8

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<PAGE>


================================================================================
                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


                         NOTES TO FINANCIAL STATEMENTS
                               DECEMBER 31, 1998


                                  (Continued)


   C.Capital  Stock--  The Trust  records  the sales  and  redemptions  of its
     capital stock on trade date.
   D.Foreign Currency-- Amounts  denominated in or expected to settle in foreign
     currencies are translated into United States dollars at rates reported by a
     major Boston bank on the following basis:
      A. Market value of investment securities,  other assets and liabilities at
     the 12:00 noon Eastern Time rate of exchange at the balance sheet date.
      B.  Purchases and sales of investment  securities,  income and expenses at
     the  rate  of  exchange   prevailing  on  the  respective   dates  of  such
     transactions (or at an average rate if significant rate  fluctuations  have
     not occurred).
      The Trust  does not  isolate  that  portion of the  results of  operations
     resulting from changes in foreign  exchange  rates on investments  from the
     fluctuations arising from changes in market prices of securities held. Such
     fluctuations are included with the net realized and unrealized gain or loss
     from  investments.  Reported net realized  foreign exchange gains or losses
     arise from sales and maturities of short term securities,  sales of foreign
     currencies,  currency  gains or  losses  realized  between  the  trade  and
     settlement  dates on securities  transactions,  the difference  between the
     amounts of dividends,  interest,  and foreign withholding taxes recorded on
     the Trust's books,  and the United States dollar  equivalent of the amounts
     actually received or paid. Net unrealized foreign exchange gains and losses
     arise  from  changes  in the value of assets  and  liabilities  other  than
     investments in securities at fiscal year end, resulting from changes in the
     exchange rate.

2. Tax basis of investments:
   At December 31, 1998,  the total cost of  investments  for federal income tax
   purposes  was  identical  to the total cost on a financial  reporting  basis.
   There was no aggregate gross unrealized  appreciation in investments in which
   there was an excess of market value over tax cost. Aggregate gross unrealized
   depreciation  in  investments  in which  there was an excess of tax cost over
   market value was $341,993.  Net  unrealized  depreciation  in  investments at
   December 31, 1998 was $341,993.

3. Investment advisory service agreements:
   The  investment   advisory   contract  with  Anchor   Investment   Management
   Corporation (the "investment  adviser")  provides that the Trust will pay the
   adviser a fee for  investment  advice based on 3/4 of 1% per annum of average
   daily net assets. At December 31, 1998, investment advisory fees of $564 were
   due and were  included in "Accrued  expenses  and other  liabilities"  in the
   accompanying  Statement  of Assets  and  Liabilities.  David Y.  Williams,  a
   Trustee of the Trust, is President and a Director of the Investment Adviser.




                                       9

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<PAGE>

================================================================================
                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


                         NOTES TO FINANCIAL STATEMENTS
                               DECEMBER 31, 1998


                                  (Continued)


4. Certain transactions:
   Anchor Investment Management Corporation provides transfer agent services for
   the  Trust.  Fees  earned by Anchor  Investment  Management  Corporation  for
   transfer agent services for year ended December 31, 1998 were $6,000. Certain
   officers  and  trustees  of the Trust are  directors  and/or  officers of the
   investment  adviser and  distributor.  Meeschaert  & Co.,  Inc.,  the Trust's
   distributor,  received $17,563 in brokerage commissions during the year ended
   December 31, 1998. Fees earned by Anchor  Investment  Management  Corporation
   for expenses related to daily pricing of the Trust shares and for bookkeeping
   services for the year ended December 31, 1998 were $14,500.
5. Purchases and sales:
   Aggregate  cost of purchases  and the proceeds  from sales and  maturities on
   investments for year ended December 31, 1998 were:
     Cost of securities acquired:
       U.S. Government and investments backed by such        
       securities.......................................    $  3,454,487
       Other investments................................      38,363,540
                                                            ===============
                                                            $ 41,818,027
                                                            ===============
     Proceeds from sales and maturities:
       U.S. Government and investments backed by such         
       securities.......................................    $  4,393,989
       Other investments................................      45,345,340
                                                            ===============
                                                            $ 49,739,329
                                                            ===============


                                       10

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<PAGE>


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                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


INDEPENDENT AUDITORS' REPORT


To the Shareholders and Trustees of Anchor Resource and Commodity Trust:


We have audited the  accompanying  statement of assets and liabilities of Anchor
Resource and Commodity Trust (a  Massachusetts  business  trust),  including the
schedule of  investments,  as of December  31,  1998,  the related  statement of
operations for the year then ended,  the statements of changes in net assets for
each of the two years in the period then ended,  and the selected per share data
and ratios for each of the five years in the period then ended.  These financial
statements and per share data and ratios are the  responsibility  of the Trust's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements and per share data and ratios based on our audits.


We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance about whether the financial  statements and per share data
and ratios are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
December 31, 1998 by correspondence  with the custodian.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.


In our opinion,  the financial statements and selected per share data and ratios
referred to above  present  fairly,  in all  material  respects,  the  financial
position of Anchor  Resource and  Commodity  Trust as of December 31, 1998,  the
results of its operations for the year then ended, the changes in its net assets
for each of the two years in the period then ended,  and the  selected per share
data and  ratios  for  each of the  five  years in the  period  then  ended,  in
conformity with generally accepted accounting principles.



                                                       LIVINGSTON & HAYNES, P.C.



Wellesley, Massachusetts,
January 19, 1999.






                                       11

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                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


                             OFFICERS AND TRUSTEES




ERNIE BUTLER                                          Trustee
President, I.E. Butler Securities

MAURICE A. DONAHUE                                    Trustee
Director and Professor, Institute for Governmental
Services and Walsh-Saltonstall Professor of
Practical Politics, University of Massachusetts

SPENCER H. LE MENAGER                                 Trustee
President, Equity Inc.

DAVID W.C. PUTNAM                                     Chairman
Chairman, Board of Directors, F.L. Putnam             and Trustee
Investment Management Corporation
President and Director, F.L. Putnam Securities
Company Incorporated

J. STEPHEN PUTNAM                                     Vice President and
President, Robert Thomas Securities                   Treasurer

DAVID Y. WILLIAMS                                     President, Secretary
President and Director, Meeschaert & Co., Inc.,       and Trustee
President and Director, Anchor Investment
Management Corporation



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                      ANCHOR RESOURCE AND COMMODITY TRUST
================================================================================


             INVESTMENT ADVISER, ADMINISTRATOR AND TRANSFER AGENT
                   Anchor Investment Management Corporation
            579 Pleasant St., Suite 4, Paxton, Massachusetts 01612
                                (508) 831-1171

                                 DISTRIBUTOR
                            Meeschaert & Co., Inc.
            579 Pleasant St., Suite 4, Paxton, Massachusetts 01612

                                  CUSTODIAN
                        Investors Bank & Trust Company
                 89 South Street, Boston, Massachusetts 02111

                        INDEPENDENT PUBLIC ACCOUNTANT
                          Livingston & Haynes, P.C.
                 40 Grove St., Wellesley, Massachusetts 02482

                                LEGAL COUNSEL
                            Thorp Reed & Armstrong
            One Riverfront Center, Pittsburgh, Pennsylvania 15222








This report is not authorized for  distribution to prospective investors in the
Trust unless preceded or accompanied by an effective  prospectus which includes
information concerning the Trust's record or other pertinent information.




                                       16

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                                POWER OF ATTORNEY


         We, the  undersigned  officers  and  Trustees  of Anchor  Resource  and
Commodity Trust, hereby severally  constitute David WC Putnam,David Y. Williams,
and Peter K. Blume, and each of them singly, our true and lawful attorneys, with
full power to them and each of them  singly to sign for us, and in our names and
in the capacity  mentioned  below, any and all  Registration  Statements  and/or
Amendments  to the  Registration  Statements,  filed  with  the  Securities  and
Exchange Commission,  hereby ratifying and confirming our signatures as they may
be signed by our said attorneys to any and all  amendments to said  Registration
Statement, and all additional Registration Statements and Amendments thereto.


         Witness our hands and common seal on the dates set forth below*


Signature                       Title                   Date

Signature                       Title                   Date

/s/DAVID W.C. PUTNAM
David W. C. Putnam         Chairman and Trustee         March 22, 1999


/s/J. STEPHEN PUTNAM
J. Stephen Putnam          Treasurer (Principle         March 22, 1999
                           Financial Officer)


/s/SPENCER H. LEMENAGER
Spencer H. LeMenager       Trustee                      March 22, 1999

/s/ERNIE BUTLER
I. Ernie Butler            Trustee                      March 22, 1999

/s/DAVID Y. WILLIAMS
David Y. Williams          President, Secretary         March 22, 1999
                           and Trustee   

* This Power of Attorney may be executed in several counterparts,  each of which
shall  be  regarded  as an  original  and  all of  which  taken  together  shall
constitute one and the same Power of Attorney, and any of the parties hereto may
execute this Power of Attorney by signing any such counterpart.


                                       86
<PAGE>


                       CERTIFIED RESOLUTIONS

           The  undersigned,  Christopher  Y. Williams, Assistant  Secretary of
Anchor Resource and Commodity Trust, DOES HEREBY CERTIFY that  the  following
resolutions  were duly  adopted  by the  Trustees of the  Trust, and that such
resolutions  have not been  amended,  modified or  rescinded  and remain in full
force and effect on the date hereof.

RESOLVED:      That Peter K. Blume, Esquire, attorney for the
               Trust, be and hereby is named and constituted agent
               for service with respect to the aforesaid
               Registration Statement to receive notices and
               communication with respect to the 1993 Act and the
               1940 Act, with all power consequent upon such
               designation of and under the rules and regulations
               of the Commission.

RESOLVED:      That the signature of any officer of the Trust required by law to
               be affixed to the  Registration  Statement,  or to any  amendment
               thereof,  may be  affixed  by said  officer  personally  or by an
               attorney-in-fact  duly  constituted in writing by said officer to
               sign his name thereto.


   IN WITNESS WHEREOF,  I have executed this Certificate as of March 22, 1999.



                               /s/CHRISTOPHER Y. WILLIAMS
                               Christopher Y. Williams, Asst. Sec.



                                       87
<PAGE>

WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

      THIS SCHEDULE  CONTAINS SUMMARY FINANCIAL  INFORMATION  EXTRACTED FROM THE
ANCHOR  RESOURCE AND  COMMODITY  TRUST  DECEMBER  31, 1998 ANNUAL  REPORT AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO THE ANNUAL REPORT.



                   Item        Item Description
                   Number
                                                        1998
                    3(a)   Net asset value:
                             Beginning of year          $9.83
                    3(a)   Net investment income         
                           (loss)...........             0.72
                    3(a)   Net realized and
                           unrealized gain                
                           (loss) on
                           investments.......           (2.09) 
                    3(a)   Distributions to
                            shareholders:
                    3(a)   From net
                           investment income
                           (loss)...........            (0.65)
                    3(a)   From net realized
                           gains on
                           investments......              --
                    3(a)   Net asset value:
                             End of year....            $7.81
                                                        ======
                    3(a)   Ratio of expenses to
                           average net 
                           assets...........            1.50%



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