EXHIBIT 11.1


__________________, 1999
Ranson Managed Portfolios North Main Minot, North Dakota  58703
Re:                         Ranson Managed Portfolios

Gentlemen:
     This opinion is being  furnished in  connection  with the  registration  of
shares of beneficial  interest  ("Shares") of the Nebraska  Municipal  Fund (the
"Ranson  Fund"),  a  series  of the  Ranson  Managed  Portfolios  ("Ranson"),  a
Massachusetts  business trust, pursuant to a Registration Statement on Form N 14
(the "Registration  Statement") under the Securities Act of 1933, as amended, to
be filed by Ranson with the  Securities and Exchange  Commission.  We understand
that the Shares of the Ranson Fund to which the Registration  Statement  relates
will be issued in  exchange  for all the assets and  stated  liabilities  of the
Lancaster  Nebraska  Tax Free Fund,  a series of the Smith  Hayes  Trust,  Inc.,
pursuant to an Agreement and Plan of Reorganization  dated  _____________,  1999
(the  "Reorganization   Agreement"),   all  as  described  in  the  Registration
Statement.
  In connection therewith,  we have examined such documents,  corporate records,
instruments  and matters of law as we have deemed  necessary or appropriate  for
the purpose of rendering the opinions  expressed  herein,  and are familiar with
the corporate  proceedings  taken by Ranson in connection with the  Registration
Statement.  In rendering such opinions,  we have assumed the  genuineness of all
signatures,  the authenticity of all documents submitted to us as originals, and
the  conformity  to  original  documents  of all  documents  submitted  to us as
certified or photostatic copies.
        Based upon and subject to the  foregoing,  after having given due regard
to such issues of law as we deem relevant and assuming that:

         1.  the  Registration  Statement  remains  effective,   and  the  Proxy
Statement/    Prospectus    which   is   a   part   thereof   and   your   Proxy
Statement/Prospectus  delivery  procedures  with respect thereto fulfill all the
requirements  of the Securities  Act of 1933 and the  Investment  Company Act of
1940 throughout all periods relevant to this opinion;
         2. all offers and  issuances  of Shares of the Ranson  Fund  registered
under the  Registration  Statement are conducted in a manner  complying with the
terms of the Reorganization Agreement and the Registration Statement; and
         3. all offers and  issuances  of Shares of the Ranson  Fund  registered
under the Registration Statement are conducted in compliance with the securities
laws of the states having jurisdiction thereof;


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we are of the  opinion  that  the  Shares  of the  Ranson  Fund  covered  by the
Registration  Statement will be, when issued,  legally and validly issued, fully
paid and  non-assessable  (except for the  potential  liability of  shareholders
described  in the Ranson  Fund's  prospectus  dated  November 28, 1998 under the
caption "Description of Shares and Rights").
     We hereby  consent  to the  filing of this  opinion  as an  exhibit  to the
Registration  Statement  relating to the Shares referred to above, to the use of
our name and to the reference to our firm in said Registration Statement.

                                         Respectfully   submitted,
                                         CHAPMAN AND CUTLER



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