BRAZOS MUTUAL FUNDS
BRAZOS SMALL CAP GROWTH AND REAL ESTATE SECURITIES PORTFOLIOS
(CLASSES A, B AND II SHARES)
Supplement to the Prospectus dated August 1, 1999
The text under the column heading "Principal Investment Techniques"
under the question "WHAT ARE THE PORTFOLIOS' INVESTMENT GOALS, STRATEGIES AND
TECHNIQUES?" with respect to the Brazos Small Cap Growth Portfolio on page 2 of
the Prospectus should be replaced in its entirety with the following:
invests primarily by active trading in common stocks and
securities convertible into common stocks that demonstrate
the potential for capital appreciation, issued by companies
with market capitalizations of (a) $1.8 billion or lower or
(b) companies represented in the Russell 2000 Index.
The first sentence in footnote (2) under the question "WHAT ARE THE
PORTFOLIOS' EXPENSES?" on page 4 of the Prospectus should be replaced in its
entirety with the following:
Purchases of Class A shares over $1 million will be
subject to a contingent deferred sales charge (CDSC) on
redemptions made within one year or two years of purchase.
The sentence under the sub-heading "INVESTMENTS OF $1 MILLION OR MORE"
in the section entitled "CALCULATION OF SALES CHARGES" on page 7 of the
Prospectus should be replaced in its entirety with the following:
Class A shares are available with no front-end sales
charge. However, a 1% CDSC is charged on shares you sell
within one year of purchase and a 0.50% CDSC is charged on
shares you sell after the first year and within the second
year after purchase.
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The second and third sentences under the sub-heading "DIVIDENDS" in the
section entitled "TAX, DIVIDEND AND ACCOUNT POLICIES" on page 13 of the
Prospectus should be replaced in its entirety with the following:
Income dividends and capital gains distributions, if
any, of the Small Cap Growth Portfolio and capital gains
distributions, if any, of the Real Estate Securities
Portfolio will be paid at least annually. Income dividends,
if any, of the Real Estate Securities Portfolio will be paid
at least quarterly.
The parenthetical "(up to 10%)" under the section entitled "MORE
INFORMATION ABOUT THE PORTFOLIOS--INVESTMENT STRATEGIES" on page 15 of the
Prospectus relating to repurchase agreements which the Brazos Small Cap Growth
Portfolio and the Brazos Real Estate Securities Portfolio can invest in should
be deleted in its entirety.
The definition of "Small companies" under the section entitled "MORE
INFORMATION ABOUT THE PORTFOLIOS--GLOSSARY--INVESTMENT TERMINOLOGY" on page 16
of the Prospectus should be replaced in its entirety with the following:
SMALL COMPANIES are companies with market
capitalizations of (a) $1.8 billion or lower or (b)
companies represented in the Russell 2000 Index.
The first sentence in the definition of "Small market capitalization"
under the section entitled "MORE INFORMATION ABOUT THE PORTFOLIOS--GLOSSARY--
RISK TERMINOLOGY" on page 17 of the Prospectus should be replaced in its
entirety with the following:
SMALL MARKET CAPITALIZATION: Companies with smaller
market capitalizations ($1.8 billion or lower, or
capitalization of companies represented in the Russell 2000
Index) tend to be at the early stages of development with
limited product lines, market access for products, financial
resources, access to new capital, or depth in management.
Dated: October 22, 1999
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BRAZOS MUTUAL FUNDS
BRAZOS SMALL CAP GROWTH AND REAL ESTATE SECURITIES PORTFOLIOS
(CLASSES A, B AND II SHARES)
Supplement to the Statement of Additional Information dated August 1, 1999
The first sentence under the section entitled "INVESTMENT OBJECTIVES
AND POLICIES--INVESTMENT IN SMALL, UNSEASONED COMPANIES" on page B-8 of the
Statement of Additional Information should be replaced in its entirety with the
following:
As described in the Prospectus, the Brazos Small Cap
Growth Portfolio will invest, and Brazos Real Estate
Securities Portfolio may invest, in the securities of small
companies with market capitalizations of (a) $1.8 billion or
lower or (b) companies represented in the Russell 2000
Index.
The second paragraph under the section entitled "EXCHANGE PRIVILEGE" on
page B-46 of the Statement of Additional Information should be replaced in its
entirety with the following:
If a shareholder acquires Class A shares through an
exchange from another Portfolio or fund distributed by SACS
where the original purchase of such fund's Class A shares
was not subject to an initial sales charge because the
purchase was in excess of $1 million, such shareholder will
remain subject to any CDSC, as described in the Prospectus,
applicable to such redemptions. In such event, the period
for which the original shares were held prior to the
exchange will be "tacked" with the holding period of the
shares acquired in the exchange for purposes of determining
whether a CDSC is applicable upon a redemption of any of
such shares.
The first sentence under the section entitled "DIVIDENDS, DISTRIBUTIONS
AND TAXES--DIVIDENDS AND DISTRIBUTIONS" on page B-51 should be replaced in its
entirety with the following:
Dividends from net investment income, if any, with
respect to each Portfolio of the Trust (other than the
Brazos Real Estate Securities Portfolio), and the excess of
net realized long-term capital gains over net capital losses
("capital gain distributions"), if any, will be distributed
at least annually to the registered holders of such
Portfolios. Dividends from net investment income, if any,
with respect to the Brazos Real Estate Securities Portfolio
will be distributed at least quarterly to the registered
holders of such Portfolio.
Dated: October 22, 1999
