MEYERS PRIDE VALUE FUND
SUPPLEMENT DATED
MAY 12, 1999
TO PROSPECTUS DATED
SEPTEMBER 28, 1998
Capitalized terms not defined in this Supplement have the meaning assigned to
them in the Prospectus.
The Prospectus is amended as follows:
1. On page 9 under the section "Identification of Companies Which Satisfy the
Social Objective", delete the first sentence of the first paragraph and
replace it with the following; and
"The determination of which companies have satisfied the Social
Objective, and may therefore be considered as appropriate
investment vehicles for the Fund, is made by the Investment
Manager."
2. On page 9 of the above referenced section, in the first sentence of the
second paragraph, delete the word "recommendations" and replace it with the
word "determination".
3. Under the section "Investment Policies", delete the first sentence of the
eighth paragraph (on page 11) and replace it with the following:
"The Fund will readjust its security holdings periodically to the
extent the Investment Manager deems it prudent to do so, and
subject to the overall supervision of the Board of Trustees."
4. On page 17 under the section "Plan of Distribution," delete the second
paragraph and replace it with the following:
"BISYS LP acts as the principal underwriter of shares of the Fund
and bears the compensation of personnel necessary to provide such
services and all costs of travel, office expense (including rent
and overhead) and equipment. Under the Distribution Plan, BISYS LP
may receive a fee from the Fund at an annual rate up to but not to
exceed 0.25% of the Fund's average daily net assets as
reimbursement for costs and expenses incurred in connection with
the sale of shares of the Fund, such as payments to broker-dealers
who advise shareholders regarding the purchase, sale or retention
of shares of the Fund, payments to employees of BISYS LP,
advertising expenses and the expenses of printing and distributing
prospectuses and reports used for sales purposes, expenses of
preparing and printing sales literature and other
distribution-related expenses.
If more money for services rendered is due than is immediately
payable because of the limitation of the amounts payable under the
Distribution Plan, the unpaid amount is carried forward from period
to period while the Distribution Plan is in effect until such time
as it may be paid. Any expense payable hereunder may be carried
forward for reimbursement for up to twelve months beyond the date
in which it is incurred, subject always to the limit that not more
than .025% of the average daily net assets of the Fund is payable
per annum. No interest, carrying or other forward charge will be
borne by the Fund with respect to unpaid amounts carried forward.
In the event the Plan is terminated, the Fund shall have no
liability for expenses that were not reimbursed as of the date of
termination. The Distribution Plan has the effect of increasing the
Fund's expenses from what they would otherwise be.
The Board of Trustees reviews the Fund's distribution and
shareholder servicing fee payments in connection with its
determination as to the continuance of the Distribution Plan. BISYS
LP will provide to the Board of Trustees a quarterly written report
of amounts expended by it under the Distribution Plan and the
purposes for which such expenditures were made in order to enable
the Board of Trustees to make an informed determination of whether
the Plan should be continued, as required by Rule 12b-1. The
Distribution Plan, and forms of Related Agreements, have been
unanimously approved by a majority of the Board of Trustees of the
Trust, and of the members of the Board who are not "interested
persons" of the Trust as defined in the 1940 Act and who have no
direct or indirect financial interest in the operation of the 12b-1
Plan or any Related Agreements.
