October 2, 1997
PROFIT FUNDS INVESTMENT TRUST
PROFIT VALUE FUND
Supplement to the Prospectus, Dated May 30, 1997
as supplemented July 31, 1997
The Trustees of Profit Funds Investment Trust (the
"Trust") have voted to authorize the assumption by Investor
Resources Group ("IRG"), the investment manager of Profit
Value Fund (the "Fund"), a series of the Trust, of the
investment subadvisory responsibilities currently being
performed by the Fund's investment subadviser, The Edgar Lomax
Company. Such change becomes effective at the close of
business on October 31, 1997.
Under the Fund's current arrangements, the Fund pays IRG
a fee at the annual rate of 1.25% of the average value of the
Fund's daily net assets. IRG has, to date, reimbursed the
Fund for expenses incurred to the extent necessary to enable
the Fund to maintain total operating expenses at a maximum
level of 1.95% per annum of the Fund's average daily net
assets. There is no assurance, however, that such
reimbursement will continue to be made in the future and
expenses of the Fund may therefore exceed 1.95% of the Fund's
average daily net assets.
Under the Fund's current arrangements, IRG pays Lomax an
investment subadvisory fee at the annual rate of 0.50% of the
average value of the Fund's daily net assets. Effective as of
the close of business on October 31, 1997, IRG will no longer
pay Lomax and, as such, will retain the full 1.25% of the
average value of the Fund's daily net assets.
Eugene A. Profit, President and founder of IRG, will
serve as the Fund's portfolio manager. Mr. Profit receive his
B.A. degree in economics from Yale College in 1986. Prior to
founding IRG, Mr. Profit's experience in the financial service
industry included positions as a stockbroker with Securities
America and Legg Mason Wood Walker. He is licensed as a
general securities principal.
IRG has informed the Trustees that it intends to manage
the Fund's portfolio in a substantially similar manner to that
currently employed by Lomax in its management. The Fund's
investment objective, policies and restrictions remain
unchanged.
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