July 31, 1997
PROFIT FUNDS INVESTMENT TRUST
-- Profit Lomax Value Fund
Supplement to the Prospectus, Dated May 30, 1997
Effective as of January 31, 1998, or such earlier time as the Trustees
of the Trust have determined to (a) approve and submit for approval of
shareholders of the Profit Lomax Value Fund (the "Fund") a new investment
sub-adviser, or (b) approve the assumption by Investor Resources Group, Inc.
("IRG"), the Fund's investment manager, of the responsibilities currently
delegated to The Edgar Lomax Company ("Edgar Lomax"), the Fund's investment
sub-adviser, Edgar Lomax, will no longer serve as investment sub-adviser to the
Fund.
As a result of the foregoing, effective immediately, the name of the
Fund is changed to the "Profit Value Fund."
<PAGE>
