AMERIPRIME FUNDS
497, 1999-08-31
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                       SUPPLEMENT DATED AUGUST 31, 1999
                        TO PROSPECTUS DATED MARCH 1, 1999

                      THE MARTIN CAPITAL OPPORTUNITY FUNDS


         UNTIL FURTHER NOTICE, THE MARTIN CAPITAL TEXAS OPPORTUNITY FUND IS NOT
AVAILABLE FOR PURCHASE.


This Supplement, and the Prospectus dated March 1, 1999, contain information
that you should know before investing in a Fund and should be retained for
future reference. Additional information is included in the Statement of
Additional Information dated March 1, 1999, which has been filed with the
Securities and Exchange Commission and is incorporated herein by reference. It
is available upon request and without charge by calling 888-336-9757.



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