DEAN FAMILY OF FUNDS
497, 1999-11-17
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DEAN FAMILY OF FUNDS

Supplement dated November 15, 1999 to
August 1, 1999 Prospectus

The  Prospectus  for the  Dean  Family  of  Funds,  dated  August  1,  1999,  is
supplemented as follows:

On page fourteen (14) of the Prospectus, the Subsection "Opening a New Account,"
under the general Section "Buying Fund Shares," is amended as follows:

Opening A New  Account.  To open an  account  with us,  please  follow the steps
outlined below.

1.  Complete the enclosed Account  Application.  Be sure to indicate the Fund(s)
    and type of  account(s)  you wish to open,  the  amount of money you wish to
    invest,  and  which  class of  shares  you wish to  purchase.  If you do not
    indicate  which class you wish to purchase,  we will invest your purchase in
    Class A shares.

2.  Write a check for your  initial  investment  to "Dean Family of Funds." Mail
    your completed Account Application and your check to the following address:

                              Dean Family of Funds
                         c/o Unified Fund Services, Inc.
                                  P.O. Box 6110
                        Indianapolis, Indiana 46206-6110

You may also  establish  an  account  through a  broker-dealer  that has a sales
agreement with the Trust's  principal  underwriter,  2480  Securities,  LLC (the
"Underwriter").  Since  your  broker-dealer  may  charge you fees for his or her
services  other  than those  described  in this  Prospectus,  you should ask you
broker dealer about fees before investing.

Adding to Your Account.  You may make  additional  purchases for your account at
any time.  These  purchases may be made by mail,  wire transfer or by contacting
your  broker-dealer  (as  your  broker-dealer  about  any  fees  for  his or her
services).  Use the address above for additional  purchases by mail, and call us
c/o our transfer agent,  Unified Fund Services,  Inc. (the "Transfer Agent"), at
888-899-8343 for wiring  instructions.  Your additional  purchase  requests must
contain your name and account number to permit proper crediting.


On page nineteen (19) of the Prospectus,  under the general  Section  "Redeeming
Your  Shares,"  and  preceding  the  Subsection  "Additional  Information  About
Accounts and Redemptions" the Prospectus is amended as follows:

REDEEMING YOUR SHARES
To redeem your shares,  send a written  request to our Transfer  Agent,  Unified
Fund Services,  Inc. with your name,  account number, and the amount you wish to
redeem.  You must sign your  request  exactly as your name appears on the Fund's
account records. Mail your written redemption request to:

                              Dean Family of Funds
                         c/o Unified Fund Services, Inc.
                                  P.O. Box 6110
                        Indianapolis, Indiana 46206-6110





<PAGE>



The outside back cover of the Prospectus is amended as follows:

Effective November 15, 1999, the Transfer Agent is:

UNIFIED FUND SERVICES, INC.
P.O. Box 6110
Indianapolis, Indiana 46206-6110



All  portions of the  Prospectus  not  specifically  amended by this  Supplement
remain in full force and effect.

This  Supplement,  and the Prospectus dated August 1 1999,  contain  information
that you should know before  investing  in the Funds and should be retained  for
future  reference.  Additional  information  is  included  in the  Statement  of
Additional  Information  dated  August 1,  1999,  which has been  filed with the
Securities and Exchange Commission and is incorporated  herein by reference.  It
is available upon request and without charge by calling 1-888-899-8343.




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