AMERIPRIME FUNDS
497, 1997-10-15
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                     NEWCAP CONTRARIAN FUND
                        (FORMERLY MAXIM CONTRARIAN FUND)
                        SUPPLEMENT DATED OCTOBER 15, 1997
                                       TO
                       PROSPECTUS DATED DECEMBER 24, 1996


         Effective September 26, 1997, the name of the MAXIM Contrarian Fund was
changed  to the NewCap  Contrarian  Fund.  In  addition,  the  Fund's  toll free
telephone number for information and shareholder  services and requests has been
changed to 1-800-466-7678, and the address of American Data Services, the Fund's
transfer  agent,  has  been  changed  to P.O.  Box  5536,  Hauppauge,  New  York
11788-0132.

         The following  should be read in  conjunction  with the section  titled
"How to  Invest  in the  Fund" on page 4 of the  Prospectus  and "How to  Redeem
Shares" on page 6 of the Prospectus:

        Investors choosing to purchase or redeem their shares
        through a securities  dealer or broker/dealer may be charged a
        fee by that  institution.  Investors  choosing  to purchase or
        redeem shares directly from the Fund will not incur charges on
        purchases or redemptions.





ASA02CDE-100897-2


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