AMERIPRIME FUNDS
497, 2001-01-19
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                                                            January 17, 2001

                        MARTIN CAPITAL OPPORTUNITY FUNDS

                            SUPPLEMENT TO PROSPECTUS

                              DATED August 30, 2000

The Board of Trustees has  determined  to redeem all  outstanding  shares of the
Texas Opportunity Fund and the Austin  Opportunity Fund, due to their relatively
small  asset size and lack of  investor  interest.  It is clear that these funds
will not bring in enough assets within the  foreseeable  future to justify their
respective expenses.  Each Fund will be shut down on January 31, 2001. Effective
immediately, each Fund will no longer pursue its stated investment objective and
instead will begin  liquidating its portfolio and investing in cash equivalents,
money  market  funds and  investment  grade debt  securities.  These  changes in
strategy and investments will begin  immediately and will remain in effect until
each Fund's shares have been redeemed.  Any shareholders  that have not redeemed
their  shares in these Funds  prior to January  31, 2001 will have their  shares
automatically  redeemed as of that date, with proceeds being sent to the address
of record.

This decision does not impact the U.S.  Opportunity  Fund, whose operations will
continue.

         This  supplement  and the  Prospectus  dated August 1, 2000 provide the
information a prospective  investor ought to know before investing and should be
retained for future  reference.  A Statement of Additional  Information has been
filed with the Securities and Exchange Commission dated August 1, 2000, which is
incorporated  herein by reference and can be obtained  without charge by calling
the Funds at 1-888-336-9757.



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