US GLOBAL INVESTORS FUNDS
497, 1997-12-16
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U.S. ALL AMERICAN EQUITY FUND

                    AMERICAN (graphics: US flag and stars in letters)
     
o  4 STAR Morningstar rating (3 years as of 9/30/97).
o  INVEST in America.
o  PROTECT your assets against a downturn in the global market.
o  SAVE money with our no-load value.
o  DEPEND on U.S. Global Investors' service and expertise.

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                                                       (company logo)

(graphics: US flag in background)

o  4 STAR Morningstar rating. For the 3-year period ending 9/30/97.
o  INVEST in American companies.
o  PROTECT your assets against a downturn in the global market.
o  SAVE money with our no-load value.
o  DEPEND on U.S. Global Investors' service and expertise.

                                                           (company logo)
CALL 1-800-557-2297, ext. 230

      to receive investment literature and a prospectus.


*U.S. stands for United Services.  For more complete  information about the U.S.
All American Equity Fund, including charges and expenses, call 1-800-US-FUNDS or
visit our Web site at www.us-global.com for a free prospectus. Read it carefully
before you invest or send money.  Past  performance  is no  guarantee  of future
results.  Investment returns and principle will fluctuate so that you may have a
gain or loss when you sell shares.

Morningstar uses a proprietary  rating system to show historical,  risk-adjusted
performance. These ratings may change monthly and are calculated from the fund's
one-,  three-,  five-, and ten-year (when  available)  average annual returns in
excess of 90-day Treasury bill returns, with an appropriate  adjustment for fees
and  expenses and with a risk factor  reflecting  the fund's  performance  below
90-day  T-bill  returns.  The  one-year  ranking  is  calculated  using the same
methodology but is not a component of the overall ranking.   Morningstar  awards
five  stars to funds in the top 10% of their  category,  four  stars to the next
22.5%,  three stars to the next 35%, two stars to the next 22.5% and one star in
the  bottom  10%.  Morningstar  awarded  the fund 4, 3 and 1 stars out of 2,143,
1,187  and 638  domestic  equity  funds for the 3, 5 and 10 year  periods  ended
3/30/97. STU436



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