BRAZOS MUTUAL FUNDS
497, 1998-10-01
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BRAZOS MUTUAL FUNDS



BRAZOS/JMIC SMALL CAP GROWTH PORTFOLIO

BRAZOS/JMIC REAL ESTATE SECURITIES PORTFOLIO

BRAZOS/JMIC MICRO CAP GROWTH PORTFOLIO





Supplement Dated September 30, 1998

to

the Prospectus Dated February 17, 1998





Effective October 1, 1998, Firstar Mutual Fund Services, LLC
will act as Transfer Agent for the Brazos Mutual Funds, which
currently consist of the Brazos/JMIC Small Cap Growth Portfolio,
the Brazos/JMIC Real Estate Securities Portfolio, and the
Brazos/JMIC Micro Cap Growth Portfolio (collectively the
"Portfolios").  Additionally, Rafferty Capital Markets, Inc. has
been appointed Distributor of the Portfolios effective October
1, 1998.



Shares of the Portfolios may be purchased by mailing a completed
application to the address shown below.  Correspondence sent by
overnight courier should also be sent to the address shown
below.  The telephone number for all inquiries will continue to
be 1-800-426-9157.



Prior to purchasing shares by wire transfer, please contact
Firstar Mutual Fund Services, LLC at the above telephone number.
 The Transfer Agent charges a $12.00 service fee for each
payment of redemption proceeds made by wire.  The fee will be
deducted from the shareholders account.  A $20.00 fee will be
imposed by the Transfer Agent if any check used for investment
in an account does not clear due to insufficient funds.
Additional services provided to the Portfolios by Firstar Mutual
Fund Services, LLC include:  Custody, Fund Accounting, and Fund
Administration.



Effective October 1, 1998, the Brazos Mutual Funds will have new
wire transfer instructions, as well as a new address, for share
purchases.  Payment for fund shares should be transmitted to:



WIRING INSTRUCTIONS

Firstar Bank Milwaukee, N.A.

ABA #0750-00022

Account #112952137

For further credit to:

(Name of Specific Brazos Portfolio)

(Investor's Account Number)

(Name/Registration of Account)



REGULAR MAIL

Brazos Mutual Funds

Firstar Mutual Fund Services

P.O. Box 701

Milwaukee, WI  53201-0701









OVERNIGHT MAIL

Brazos Mutual Funds

Firstar Mutual Fund Services

615 E. Michigan Street

Milwaukee, WI  53202



(This information supplements the material on pages 17-22 and
pages 32-34 of the Brazos Mutual Funds Prospectus dated February
17, 1998.)



Please note that you will be assigned a new account number that
will appear on your next statement.  The toll free number will
remain the same (1-800-426-9157).  We look forward to these
changes and thank you for your continued support of the Brazos
Mutual Funds.



This supplement should be retained with your Prospectus for
future reference.




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