AMERIPRIME FUNDS
497, 1999-03-11
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                       THE JUMPER STRATEGIC ADVANTAGE FUND
                       SUPPLEMENT DATED March 10, 1999 To
                         PROSPECTUS DATED July 15, 1998


         Effective  March 10, 1999,  The Jumper  Strategic  Advantage Fund began
offering two classes of shares.  All shares  outstanding prior to that date were
redesignated  "Institutional  Class"  shares  by the  Board  of  Trustees.  This
Supplement  to the  Prospectus  provides  information  about the  "Institutional
Class" and the  "Investor  Class"  and  describes  the  difference  between  the
classes.  The expense information for the Investor Class and Institutional Class
shares is based on estimated amounts for the current fiscal year.
Replace the operating expense table on page 3 with the following:

                                   Investor Class            Institutional Class

Annual Fund Operating Expenses (as a percentage of average net assets)1

Management Fees..........................0.75%.....................0.75%
12b-1 Charges............................0.25%.....................none
Other Expenses 2 ........................0.00%.....................0.00%
Total Fund Operating Expenses 1..........1.00%.....................0.75%

1   The  Fund's total  operating  expenses are equal to the  management fee paid
to the Advisor (plus the 12b-1 charges,  if applicable) because the Advisor pays
all operating expenses of the Fund except brokerage, taxes, interest, 12b-1
charges,  fees and expenses of non-interested  person trustees and extraordinary
expenses.

2   The  Fund  estimates  that other  expenses  (fees and  expenses of the
trustees who are not "interested  persons" as defined in the Investment  Company
Act) will be .00032 of 1% of average net assets for the first fiscal year.

The tables above are provided to assist an investor in understanding  the direct
and indirect  costs and expenses that an investor may incur as a shareholder  in
the Fund.


Replace the expense example on page 3 with the following:

You would pay the following expenses on a $1,000 investment, assuming
(1) 5% annual return and (2) redemption at the end of each time period:

                                    1 Year           3 Years
                                    ------           -------

Investor Class                      $10              $32
Institutional Class                 $ 8              $24

The Example  above  should not be  considered  a  representation  of future Fund
performance or expenses, both of which may vary.

Read the following in conjunction  with the sections titled "The Fund" on page 4
and "Shareholder Rights" on page 17:

     The Fund  currently  offers two  classes of shares:  "Institutional  Class"
shares and "Investor Class" shares.  The classes differ as follows:  1) Investor
Class shares pay 12b-1  expenses of 0.25%,  and 2) each class may bear differing
amounts of certain class specific expenses.


<PAGE>


Replace the first paragraph of the section titled "How To Invest In The Fund" on
page 11 with the following:

     Shares of the Fund are sold on a continuous  basis,  and you may invest any
amount  you  choose,  as often as you wish,  subject to the  applicable  minimum
initial  investment.  Investors  choosing  to purchase  or redeem  their  shares
through  a  broker/dealer  or other  institution  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.  To the  extent
investments  of individual  investors  are  aggregated  into an omnibus  account
established by an investment advisor, broker or other intermediary,  the account
minimums  apply to the omnibus  account,  not to the  account of the  individual
investor.

     The minimum initial  investment for Investor Class shares is $5,000 ($2,000
for IRAs and  other  retirement  plans).  The  minimum  initial  investment  for
Institutional Class shares is $5 million. The minimum subsequent  investment for
either Class is $100.

     The Advisor may waive the minimum initial  investment  amount.  The minimum
initial investment amount will be waived for the following investors:
o    Banks, bank or broker-affiliated trust departments and savings and loan
     associations, in their fiduciary capacity or for their own accounts. To the
     extent permitted by regulatory  authorities, a bank trust  department  may
     charge  fees to  clients  for whose  account it purchases shares.
o    Federal and state credit unions.
o    Investors purchasing through a broker dealer or other financial institution
     authorized  by the  Distributor  to  hold  shares  in an  omnibus  account.
     Investors  may be  charged a fee by the  broker/dealer  or other  financial
     institution for this service.
o    Investors purchasing through certain broker/dealer wrap fee investment
     programs.
o    Broker-dealers  who have a sales agreement with the Distributor,  and their
     registered  personnel  and  employees,  including  members of the immediate
     families of such registered personnel and employees.
o    Trustees,  directors,  officers and employees of the Trust, the Advisor and
     service  providers to the Trust,  including members of the immediate family
     of  such  individuals  and  employee  benefit  plans  established  by  such
     entities.
o    Clients of the Advisor, including members of the immediate family of such
     individuals.

     When  purchasing  shares,  specify  which  Class  you are  purchasing.  All
purchase orders that fail to specify a Class will  automatically  be invested in
Investor  Class  shares.  The  differing  expenses  applicable  to the different
classes of the  Fund's  shares may  affect  the  performance  of those  classes.
Broker/dealers  and others  entitled  to  receive  compensation  for  selling or
servicing  Fund shares may receive more with respect to one class than  another.
The Board of  Trustees of the Trust does not  anticipate  that there will be any
conflicts  among the interests of the holders of the  different  classes of Fund
shares.  On an ongoing basis,  the Board will consider whether any such conflict
exists and, if so, take appropriate action.
 Add the following section:
                                DISTRIBUTION PLAN

     The  Investor  Class has  adopted a plan,  pursuant to Rule 12b-1 under the
Investment  Company Act of 1940 (the "Plan"),  which permits the Fund to pay for
certain  distribution and promotion expenses related to marketing Investor Class
shares.  The expenses  paid by the Fund pursuant to the Plan shall be determined
by the Trustees of the Trust,  but in no event may such  expenditures  exceed in
any fiscal year 0.25% of the average daily net asset value of the Investor Class
shares.  Payments for distribution  activities may be made directly by the Fund,


<PAGE>


or the Fund's  investment  Advisor and  distributor  may pay such  expenses  and
obtain  reimbursement  from the  Trust.  Expenditures  pursuant  to the Plan and
related agreements will reduce current yield after expenses.

     Under  the  Plan,  the Fund  may,  directly  or  indirectly,  engage in any
activities  related to the  distribution  of Investor  Class  shares of the Fund
("Shares"),  including without limitation the following: (a) payments, including
incentive compensation, to securities dealers or other financial intermediaries,
financial  institutions,  investment advisors and others that are engaged in the
sale of Shares, or that may be advising  shareholders of the Trust regarding the
purchase,  sale or retention of Shares;  (b) expenses of  maintaining  personnel
(including  personnel  of  organizations  with which the Trust has entered  into
agreements  related  to the Plans)  who  engage in or  support  distribution  of
Shares;  (c) costs of  preparing,  printing and  distributing  prospectuses  and
statements  of  additional  information  and reports of the Fund for  recipients
other than  existing  shareholders  of the Fund;  (d) costs of  formulating  and
implementing marketing and promotional  activities,  including,  but not limited
to, sales seminars,  direct mail promotions and  television,  radio,  newspaper,
magazine and other mass media advertising; (e) costs of preparing,  printing and
distributing sales literature; (f) costs of obtaining such information, analyses
and reports with respect to marketing  and  promotional  activities as the Trust
may,  from  time to time,  deem  advisable;  and (g) costs of  implementing  and
operating the Plan.

Replace  the  section  titled  "Share  Price  Calculation"  on page 10 with  the
following:

     The  value of an  individual  share in the Fund  (the net  asset  value) is
calculated  by  dividing  the total  value of the Fund's  investments  and other
assets (including  accrued income),  less any liabilities  (including  estimated
accrued expenses),  by the number of shares outstanding,  rounded to the nearest
cent.  Net asset value per share is  determined  as of the close of the New York
Stock Exchange  (4:00 p.m.,  Eastern time) on each day that the exchange is open
for business,  and on any other day on which there is sufficient  trading in the
Fund's  securities to materially affect the net asset value. The net asset value
per share of the Fund will fluctuate.

     Securities   which  are   traded  on  any   exchange   or  on  the   NASDAQ
over-the-counter market are valued at the last quoted sale price. Lacking a last
sale  price,  a security  is valued at its last bid price  except  when,  in the
Advisor's  opinion,  the last bid price does not accurately  reflect the current
value of the security.  All other securities for which  over-the-counter  market
quotations are readily available are valued at their last bid price. When market
quotations are not readily  available,  when the Advisor determines the last bid
price  does  not  accurately  reflect  the  current  value  or  when  restricted
securities  are being valued,  such  securities are valued as determined in good
faith by the Advisor, subject to review of the Board of Trustees of the Trust.

     Fixed income  securities  generally are valued by using market  quotations,
but may be valued on the basis of prices furnished by a pricing service when the
Advisor  believes such prices  accurately  reflect the fair market value of such
securities.  A pricing service  utilizes  electronic data processing  techniques
based on yield spreads  relating to securities with similar  characteristics  to
determine prices for normal institutional-size  trading units of debt securities
without regard to sale or bid prices. When prices are not readily available from
a pricing service,  or when restricted or illiquid  securities are being valued,
securities  are valued at fair value as determined in good faith by the Advisor,
subject  to review of the Board of  Trustees.  Short term  investments  in fixed
income  securities with maturities of less than 60 days when acquired,  or which
subsequently  are within 60 days of maturity,  are valued by using the amortized
cost method of valuation,  which the Board has  determined  will  represent fair
value.


Replace the first sentence of the section titled  "Dividends and  Distributions"
on page 14 with the following:

     The Fund intends to declare  substantially all of its net investment income
as  dividends  to its  shareholders  on a daily basis and to pay such  dividends
monthly,  and intends to distribute  its net long term capital gains and its net
short term capital gains at least once a year.


<PAGE>


Replace the fourth  paragraph of the section  titled  "Operation of the Fund" on
page 17 with the following:

     The  Fund is  authorized  to pay the  Advisor  a fee  equal to 0.75% of its
average daily net assets.  Unlike most other mutual funds,  the management  fees
paid by the Fund to the Advisor include  transfer  agency,  pricing,  custodial,
auditing and legal  services,  and general  administrative  and other  operating
expenses.  The  Advisor  pays all of the  operating  expenses of the Fund except
brokerage,  taxes,  interest,  expenses  which  the  Fund is  authorized  to pay
pursuant to the Distribution  Plan, fees and expenses on  non-interested  person
trustees and extraordinary expenses.

Read the following in conjunction  with the sections titled "The Fund" on page 4
and "Shareholder Rights" on page 17:

     As of February 28, 1999, Sun Trust Bank,  custodian for the Arthur F. Damos
Foundation,  may be deemed  to  control  the Fund as a result of its  beneficial
ownership of shares of the Fund.


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