ORBITEX GROUP OF FUNDS
497, 2000-06-06
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<PAGE>

                                                   ORBITEX-Registered Trademark-
                                                                  GROUP OF FUNDS








                                                     PROSPECTUS     JUNE 6, 2000
                                                     ---------------------------





                                    [GRAPHIC]






                                     THE

                                    ORBITEX-Registered Trademark-

                                     GROUP OF FUNDS






                                     ORBITEX CASH RESERVES FUND

                                                            INSTITUTIONAL SHARES

                                                            INVESTOR SHARES






<PAGE>

--------------------------------------------------------------------------------
TABLE OF CONTENTS
--------------------------------------------------------------------------------

<TABLE>
<S>                                                                           <C>
THE FUND AT A GLANCE.......................................................   3

WHO MAY WANT TO INVEST IN THE ORBITEX FUNDS................................   6

FUND DETAILS...............................................................   7

YOUR ACCOUNT...............................................................   8

         Types of Accounts.................................................   8

         Purchasing Shares.................................................   8

         Selling Shares....................................................   11

         How to Reach the Fund ............................................   13

PRICING OF FUND SHARES.....................................................   14

DISTRIBUTIONS..............................................................   14

FEDERAL TAX CONSIDERATIONS.................................................   14

         Taxes on Distributions............................................   14

         Tax Withholding...................................................   14

         Other State and Local Tax Matters..................................   14

MANAGEMENT.................................................................   15

         Investment Adviser................................................   15

         Other Service Providers...........................................   15

WHERE TO GO FOR MORE INFORMATION...........................................   16
</TABLE>

PLEASE READ THIS PROSPECTUS. This prospectus explains the investment objective,
risks and policies of the Orbitex Cash Reserves Fund. Reading the prospectus
will help you decide whether the Fund is the right investment for you. The
Prospectus also includes information that you will need to open your account and
to buy or sell (redeem) shares of the Fund. Please keep it for future reference.

IMPORTANT NOTE. The Orbitex Cash Reserves Fund features two separate classes of
shares: Institutional Shares and Investor Shares. INSTITUTIONAL SHARES REQUIRE A
MINIMUM INITIAL INVESTMENT OF $1 MILLION. INVESTOR SHARES REQUIRE A MINIMUM
INITIAL INVESTMENT OF $2,500. Investor Shares are available through certain
financial institutions. Institutional Shares and Investor Shares do not have the
same expenses; as a result, the performance of these two classes will differ.


<PAGE>

--------------------------------------------------------------------------------
THE FUND AT A GLANCE - ORBITEX CASH RESERVES FUND
--------------------------------------------------------------------------------

This risk/return summary briefly describes the Orbitex Cash Reserves Fund's
goals, principal investments, risks, expenses and performance. For further
information on how this Fund is managed, please read the section entitled "Fund
Details."

[GRAPHIC]

                             MASTER-FEEDER STRUCTURE

The Orbitex Cash Reserves Fund (the "Fund") operates under a master-feeder
structure. This means that the Fund seeks to meet its investment objective by
investing all of its investable assets in the Money Market Portfolio of the AMR
Investment Services Trust (the "Portfolio"). The Portfolio has an investment
objective and employs investment strategies that are substantially the same as
the Fund. For the period that the Fund invests its assets in the Portfolio, AMR
Investment Services, Inc. is the Portfolio's investment adviser ("Portfolio
Adviser"). For any period that the Fund does not invest in the portfolio,
Orbitex Management, Inc. is the investment adviser ("Manager" or "Adviser").

[GRAPHIC]                     INVESTMENT OBJECTIVE

The objective of the Fund is to provide current income while maintaining
liquidity and a stable share price of $1.00.

[GRAPHIC]                    PRINCIPAL INVESTMENTS

The Fund invests primarily in high-quality, short-term, dollar-denominated money
market instruments, including commercial paper, notes and bonds issued by U.S.
corporations, obligations issued by the U.S. Government and its agencies and
instrumentalities, and obligations issued by U.S. and foreign banks, such as
banker's acceptances and certificates of deposit. The Fund also invests in
repurchase agreements backed by U.S. Government obligations.

The Fund invests more than 25% of its total assets in obligations issued by the
banking industry. However, for temporary defensive purposes when the Portfolio
Adviser believes that maintaining this concentration may be inconsistent with
the best interests of shareholders, the Fund may not maintain this
concentration. Although the Fund may invest in banker's acceptances and
certificates of deposit issued by foreign banks, it invests only in securities
denominated in U.S. dollars. To be considered high-quality, a security generally
must be rated in one of the two highest credit-quality categories for short-term
securities by at least two nationally recognized rating services (or by one, if
only one rating service has rated the security). If a security is unrated, the
Portfolio Adviser must determine that it is of equivalent quality to those in
the two highest credit-quality categories.

The Fund will not exceed an average dollar weighted portfolio maturity of 90
days or less.

[GRAPHIC]                       PRINCIPAL RISKS

Although money market funds are considered to be among the safest of all
investments, they are not risk free. Here are the main risks associated with an
investment in the Fund:

-    INTEREST RATE RISK: The yield paid by the Fund will vary with changes in
     short-term interest rates. In general, the price of a debt security may
     fall when interest rates rise and may rise when interest rates fall. The
     longer the average maturity of the securities held by the Fund, the more
     sensitive the Fund will be to interest rate changes.

-    CREDIT RISK: Because the Fund only invests in high-quality obligations,
     credit risk is very low. Nevertheless, if an issuer fails to pay interest
     or repay principal, the value of your investment could decline.

-    REPURCHASE AGREEMENTS. Repurchase agreements carry the risk that the other
     party may not fulfill its obligations under the agreement. This could cause
     the value of your investment to decline.

-    SHARE PRICE. There is no guarantee that the Fund will be able to preserve
     the value of your investment at $1.00 per share.

-    INFLATION RISK: There is a possibility that rising prices of goods and
     services may have the effect of offsetting the Fund's total return.

-    SELECTION OF INVESTMENTS. The Portfolio Adviser evaluates the risk and
     reward presented by all securities purchased by the Fund and how they
     advance the Fund's investment objective. It is possible, however, that
     these evaluations may be inaccurate.

AN INVESTMENT IN THE FUND IS NOT A DEPOSIT OF ANY BANK AND IS NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT
AGENCY. ALTHOUGH THE FUND SEEKS TO PRESERVE THE VALUE OF YOUR INVESTMENT AT
$1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUND.


                                 Prospectus - 3
<PAGE>

PERFORMANCE AND VOLATILITY

As of the date of this Prospectus, the Fund had not commenced operations and,
therefore, historical performance information is not available. The chart and
table below show the performance of the Institutional Class of Shares of the
American AAdvantage Money Market Fund ("AAdvantage Fund"). Like the Fund, the
AAdvantage Fund invests all of its investable assets in the Portfolio. The
AAdvantage Fund has been managed by the Portfolio Adviser since its inception on
September 1, 1987.

During certain years, the expense ratio for the AAdvantage Fund was lower than
the expense ratio of the Institutional Class of the Cash Reserves Fund. For the
years ended October 31, the expense ratios of the AAdvantage Fund were 0.24%
(1999), 0.23% (1998), 0.23% (1997), 0.24% (1996), 0.23% (1995), 0.21% (1994),
0.23% (1993), 0.26% (1992), 0.24% (1991), and 0.20% (1990). Because the
AAdvantage Fund had lower expenses during these years, its performance was
better than the Fund would have realized in the same period.

The bar chart and table below provide some indication of the risk of an
investment in the Fund by showing how the performance of the Portfolio in which
the AAdvantage Fund invests has varied from year to year.

Investors may call 1-888-ORBITEX to obtain the Fund's current seven-day yield.

Past performance of the AAdvantage Fund is not necessarily indicative of how the
Fund will perform in the future.

[GRAPH]

           AMERICAN AADVANTAGE MONEY MARKET FUND-INSTITUTIONAL CLASS
                  TOTAL RETURN FOR THE YEAR ENDED DECEMBER 31

<TABLE>
<S>                 <C>
1990                8.40%
1991                6.77%
1992                4.02%
1993                3.28%
1994                4.22%
1995                6.04%
1996                5.50%
1997                5.64%
1998                5.56%
1999                5.18%
</TABLE>

During the period shown in the bar chart, the highest return for a quarter was
2.06% (quarter ended 6/30/90) and the lowest return for a quarter was 0.80%
(quarters ended 6/30/93, 12/31/93 and 3/31/94).

Average Annual Total Return (for the periods ended December 31, 1999)

<TABLE>
<CAPTION>
                                                                     1 year         5 years          10 years
                                                                     ------         -------          --------
<S>                                                                  <C>            <C>              <C>
          American AAdvantage Money Market Fund-
          Institutional Class                                         5.18%          5.58%            5.45%
</TABLE>


                                 Prospectus - 4
<PAGE>

--------------------------------------------------------------------------------
THE FUND AT A GLANCE - ORBITEX CASH RESERVES FUND
--------------------------------------------------------------------------------

INVESTOR EXPENSES

     This table describes the fees and expenses that you may pay if you buy and
hold shares of the Fund.(1)

<TABLE>
<CAPTION>
                                                                                     INSTITUTIONAL   INVESTOR
                                                                                     SHARES          SHARES
                                                                                     -------------   --------
<S>                                                                                  <C>             <C>
        SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
             Maximum Sales Charge (Load) Imposed on Purchase                         None            None
             Maximum Deferred Sales Charge (Load)                                    None            None
             Maximum Sales Charge (Load) Imposed on Reinvested Dividends             None            None
        Distributions
             Redemption Fee                                                          None            None
             Exchange Fee                                                            None            None
        ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT ARE DEDUCTED FROM FUND
        ASSETS)
             Management Fees                                                         0.10%           0.10%
             Distribution and/or Service Fee (12b-1) Fees(2)                         0.00%           0.25%
             Other Expenses(3)                                                       0.17%           0.32%
                                                                                     -----           -----
             Total Annual Operating Expenses(3)                                      0.27%           0.67%
             Fee Waiver and Expense Reimbursement                                    0.03%(4)        0.07%(4)
                                                                                     -----           -----
             Net Expenses                                                            0.24%           0.60%
                                                                                     =====           =====
</TABLE>

     (1)  The expense table and the example below reflect the expenses of both
          the Fund and the Portfolio.

     (2)  The Fund may pay financial institutions and investment professionals
          for providing investment and account services a fee of up to 0.25% of
          the total assets attributable to Investor Shares held by their
          customers.

     (3)  Other Expenses for the current fiscal year of the Fund are estimated
          without taking into account any applicable fee waivers and/or
          reimbursements.

     (4)  The Distributor has contractually agreed to reimburse expenses to the
          extent necessary so that Institutional Shares total annual operating
          expenses do not exceed 0.24% of the Fund's average daily net assets
          and Investor Shares total annual operating expenses do not exceed
          0.60% of the Fund's average daily net assets. This contractual
          arrangement will remain in effect until at least December 31, 2000.

EXAMPLE

This example is intended to help you compare the cost of investing in the
Orbitex Cash Reserves Fund with the cost of investing in other mutual funds. The
example assumes that you invest $10,000 in the Fund for the time periods
indicated and then sell all of your shares at the end of those periods. The
example also assumes that your investment has a 5% annual return, the
reinvestment of all dividends and distributions and that the Fund's operating
expenses remain the same as shown in the table above. Although your actual costs
and the return on your investment may be higher or lower, based on these
assumptions your costs would be:

<TABLE>
<CAPTION>
                        INSTITUTIONAL SHARES         INVESTOR SHARES
                        --------------------         ---------------
<C>                     <C>                          <C>
1 Year                          $ 25                      $ 61
3 Years                         $ 85                      $208
</TABLE>


                                 Prospectus - 5
<PAGE>

--------------------------------------------------------------------------------
WHO MAY WANT TO INVEST IN THE ORBITEX CASH RESERVES FUND
--------------------------------------------------------------------------------

We designed the ORBITEX CASH RESERVES FUND for investors who:

     -    are making short-term investments
     -    are investing emergency reserve money
     -    want to avoid high volatility or possible losses on their investment
     -    are seeking regular income consistent with these goals

The ORBITEX CASH RESERVES FUND is NOT appropriate for investors who seek one or
more of the following:

     -    high long-term growth
     -    tax-exempt income

IF YOU ARE SEEKING INVESTMENTS WITH THESE CHARACTERISTICS, YOU MAY WISH TO
CONSIDER OTHER FUNDS IN THE ORBITEX GROUP OF FUNDS. TO OBTAIN A FREE PROSPECTUS,
PLEASE CALL US AT 1-888-ORBITEX (OR 1-888-672-4839).


                                 Prospectus - 6
<PAGE>

--------------------------------------------------------------------------------
FUND DETAILS - ORBITEX CASH RESERVES FUND
--------------------------------------------------------------------------------

INVESTMENT DETAILS OF THE ORBITEX CASH RESERVES FUND

[GRAPHIC]                     INVESTMENT OBJECTIVE

          The objective of the Fund is to provide current income while
maintaining liquidity and a stable share price of $1.00.

[GRAPHIC]               PRINCIPAL INVESTMENT STRATEGIES

The Fund invests in high quality, short-term, dollar-denominated money market
instruments. Money market instruments are short-term investments, usually with a
maturity of 13 months or less. Some common money market instruments are:

-    Treasury bills and notes, which are securities issued by the U.S.
     government or its agencies and instrumentalities.

-    Commercial paper, which is a promissory note issued by a large company or
     financial firm.

-    Banker's acceptances, which are credit instruments guaranteed by a bank.

-    Negotiable certificates of deposit, which are issued by banks in large
     denominations.

To be considered high-quality, a security generally must be rated in one of the
two highest credit-quality categories for short-term securities by at least two
nationally recognized rating services (or by one, if only one rating service has
rated the security). If a security is unrated, the Portfolio Adviser must
determine that its credit quality is equivalent to that of a security rated in
one of the two highest credit-quality categories, pursuant to guidelines
approved by the Board of Trustees of the AMR Investment Services Trust.

The Fund may also invest in repurchase agreements backed by U.S. Government
obligations. Repurchase agreements are transactions in which the Fund buys
securities from a seller (usually a bank or broker-dealer) that agrees to buy
them back from the Fund on a certain date and at a certain price.

The Fund will maintain a dollar-weighted average maturity of 90 days or less and
will not invest in securities with remaining maturity of more than 397 days.

[GRAPHIC]                    MASTER-FEEDER STRUCTURE

The Fund operates in a "master-feeder" structure. This means that the Fund is a
"feeder" fund that invests all of its investable assets in a "master" fund
(I.E., the Portfolio) with the same investment objective. The "master" fund
purchases securities for investment.

The Fund can withdraw its investment in the Portfolio at any time if the Adviser
and the Board determine that it is in the best interest of the Fund and its
shareholders to do so. If this happens, the Fund's assets will be invested
according to the investment policies and restrictions described in this
Prospectus.


                                 Prospectus - 7
<PAGE>

--------------------------------------------------------------------------------
YOUR ACCOUNT
--------------------------------------------------------------------------------

[GRAPHIC]

This section describes the services that are available to shareholders.

TYPES OF ACCOUNTS

If you are making an initial investment in the Fund, you will need to open an
account. You may establish the following types of accounts:

-    INDIVIDUAL OR JOINT OWNERSHIP. One person owns an individual account while
     two or more people own a joint account. We will treat each individual owner
     of a joint account as authorized to give instructions on purchases, sales
     and exchanges of shares without notice to the other owners. However, we
     will require each owner's signature guarantee for any transaction requiring
     a signature guarantee.

-    TRUST. A trust can open an account. You must include the name of each
     trustee, the name of the trust and the date of the trust agreement on the
     application.

-    CORPORATIONS, PARTNERSHIPS AND OTHER LEGAL ENTITIES. Corporations,
     partnerships and other legal entities may also open an account. A general
     partner of the partnership or an authorized officer of the corporation or
     other legal entity must sign the application and resolution form.

PURCHASING SHARES

Once you have chosen the type of account you are ready to establish an account.
YOU MUST COMPLETE AND SIGN AN APPLICATION FOR EACH ACCOUNT YOU OPEN WITH THE
FUND.

Institutional Shares of the Fund are available to investors making a minimum
initial investment of $1,000,000. The minimum for subsequent investments is
$100,000.

Investor Shares of the Fund are available to investors making a minimum initial
investment of $2,500. The minimum for subsequent investments is $500. YOU MAY
PURCHASE INVESTOR SHARES THROUGH A FINANCIAL INSTITUTION, INVESTMENT
PROFESSIONAL OR DIRECTLY FROM THE FUND.

The Trust or the distributor of the Fund's shares, Orbitex Fund Distributors,
Inc. (the "Distributor"), may waive or lower these minimums in certain cases.

ADDITIONAL INFORMATION FOR PURCHASING INVESTOR SHARES

THROUGH A FINANCIAL INSTITUTION OR INVESTMENT PROFESSIONAL

You should contact your financial institution -- a securities dealer, bank or
other financial service firm -- or investment professional ("Financial
Consultant") to establish an account.

After your account is established, submit your purchase order to your Financial
Consultant. You should consult with your Financial Consultant to determine the
time at which you must submit your order in order to begin receiving dividends
that day. If the Financial Consultant forwards the order to the Fund and the
Fund receives payment by 3:00 p.m. Eastern time, you will become the owner of
Shares and begin receiving dividends that day. If the Fund receives the order
and payment after 3:00 p.m. Eastern time, you will become the owner of the
Shares and begin earning dividends on the next day the Fund is open for
business.

Financial Consultants should send payments according to the instructions in the
sections "By Wire" or "By Check."

DIRECTLY FROM THE FUND

You can establish your account with the Fund by submitting a completed account
application and sending your payment by Federal Reserve wire or check.

PURCHASE ORDER PROCEDURES

The price for Fund shares is the Fund's net asset value per share (NAV). We
determine the NAV at 4:00 p.m. Eastern time every day that the Federal Reserve
Bank of New York is open. We will price your order at the next NAV calculated
after the Fund accepts your order. For more information on how we price shares,
see "Pricing of Fund Shares" on page 14.


                                 Prospectus - 8
<PAGE>

Before your payment can be invested in the Fund, it must be converted to
"federal funds," which are Federal Reserve deposits that banks and other
financial institutions draw upon to meet short-term cash needs, and which the
Fund uses to pay for the securities it buys.

No sales charges are assessed on the purchase or sale of Fund shares. Shares of
the Funds are offered and purchase orders accepted between the hours of 8:30
a.m. (Eastern) until 5:30 p.m. (Eastern) on any day on which the Federal Reserve
Bank of New York (the "Federal Reserve") is open ("Fund Business Day").

If a purchase order is received in good order prior to the applicable Fund's
deadline, the purchase price will be the NAV per share next determined on that
day, and you will begin earning dividends on your investment that day. If a
purchase order is received in good order after the applicable deadline, the
purchase price will be the NAV, and you will begin earning dividends, on
following day that the Fund is open for business. Checks to purchase shares are
accepted subject to collection at full face value in U.S. funds and must be
drawn in U.S. dollars on a U.S. bank. The Funds will not accept "starter"
checks, credit card checks or third party checks.

If you pay for your shares by check, it will typically take us one business
day to convert your payment to federal funds. Because of this conversion
period, if we receive your check before 3:00 p.m. Eastern time, your account
will be credited with the purchase, and normally you will begin earning
dividends on the next business day.

The Fund, the Adviser and the Distributor each reserve the right to reject any
purchase for any reason and to cancel any purchase due to non-payment. You must
make all purchases in United States dollars and draw all checks on United States
banks. If we cancel your purchase due to non-payment, you will be responsible
for any loss the Fund incurs. We will not accept cash or third-party checks for
the purchase of shares.

SHAREHOLDER SERVICES PLAN

The Trustees of the Orbitex Group of Funds has adopted a shareholder services
plan for Investor Shares of the Fund. This plan allows the Distributor to enter
into shareholder services agreements on the Fund's behalf with certain financial
institutions and investment professionals ("Financial Consultants"). Under these
shareholder service agreements, the Fund may pay fees to these Financial
Consultants for providing investment and account services to their customers
that hold Investor Shares of the Fund.

BECAUSE INVESTOR SHARES PAY THESE SERVICE FEES ON AN ONGOING BASIS, YOUR
INVESTMENT COST MAY BE HIGHER OVER TIME THAN INSTITUTIONAL SHARES OF THE FUND,
WHICH ARE NOT SUBJECT TO THESE SHAREHOLDER SERVICE FEES.


                                 Prospectus - 9
<PAGE>

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------
METHOD OF PURCHASE       PURCHASE PROCEDURES
---------------------------------------------------------------------------------------------------------
<S>                      <C>
THROUGH A                Contact your Financial Consultant. Your Financial Consultant can tell you the
FINANCIAL                time by which you must submit your order in order to begin receiving dividends
CONSULTANT               that day. Your Financial Consultant must transmit the order to the Funds before
(INVESTOR SHARES         3:00 p.m.
ONLY)

[GRAPHIC]
---------------------------------------------------------------------------------------------------------
BY MAIL OR FAX           Send your completed application with your check, payable to "Orbitex Group of
                         Funds - Cash Reserves Fund" to:
[GRAPHIC]

                                   Orbitex Group of Funds
                                   c/o American Data Services, Inc.
                                   P.O. Box 5786
                                   Hauppauge, New York 11788-0132

                         You may also fax your application. Our fax number is 1-631-951-0577. Please note
                         that we cannot open your account until we receive your payment by check or
                         federal funds wire.
---------------------------------------------------------------------------------------------------------
BY WIRE                  -    INITIAL PURCHASE: Call the Fund at 1-888-ORBITEX for instructions and to
                              receive an account number. You will need to instruct a Federal Reserve
[GRAPHIC]                     System member bank to wire Funds to: State Street Bank and Trust Company,
                              ABA No. 011000028, Attn.: Custody & Shareholder Services, Credit: Orbitex
                              Cash Reserves Fund, DDA No. 9905-295-3, FBO: [Shareholder Name], Orbitex
                              Cash Reserves Fund, [Shareholder Account Number]. You must also complete
                              and mail or fax an application to the address shown above under "By Mail."

                         -    SUBSEQUENT PURCHASE: Wire Funds to the designated account at State Street
                              Bank and Trust Company.

                         You may wire funds between 8:30 a.m. and 3:00 p.m. Eastern time. To make a
                         same-day wire investment, please notify Orbitex by 2:00 p.m. Eastern time of
                         your intention to wire Funds, and make sure your wire arrives by 3:00 p.m.
                         Eastern time. Please note that your bank may charge a fee for the wire.
---------------------------------------------------------------------------------------------------------
BY TELEPHONE             If you have not declined or canceled your telephone investment privilege, you
                         may make subsequent purchases in your account by telephoning 1-888-ORBITEX
[GRAPHIC]                between 8:30 a.m. and 5:30 p.m. Eastern time on any day the Fund is open.
                         Purchase requests received after 3:00 p.m. Eastern time will be executed on the
                         next day that the Fund is open for business. We will electronically transfer
                         money from the bank account you designate on your Application to your account
                         with the Trust.
---------------------------------------------------------------------------------------------------------
IMPORTANT NOTES          Once you have requested a telephone transaction, and a confirmation number has
                         been assigned, the transaction cannot be revoked. We reserve the right to refuse
                         any purchase request.

                         You can redeem shares that you purchased by check. However, while we will
                         process your redemption request at the next-determined net asset value after we
                         receive it, your redemption proceeds will be not available until your check
                         clears. This could take up to ten calendar days.
---------------------------------------------------------------------------------------------------------
</TABLE>


                                Prospectus - 10
<PAGE>

SELLING SHARES

You have the right to sell all or any part of your shares subject to certain
restrictions. Selling your shares in the Fund is a "redemption" because the Fund
buys back its shares. We will redeem your shares at the net asset value next
computed following receipt of your redemption request.

We will mail your redemption proceeds to your current address or transmit them
electronically to your designated bank account. Except under certain conditions
discussed below, we will send your redemption to you within seven days after we
receive your redemption request. Delivery of proceeds from shares purchased by
check or pre-authorized automatic investment may be delayed until the funds have
cleared. This may take up to 15 days.

The Fund reserves the right to suspend redemptions or postpone the date of
payment (i) when the NYSE or Federal Reserve is closed (other than for customary
weekend and holiday closings); (ii) when trading on the NYSE is restricted;
(iii) when the SEC determines that an emergency exists so that disposal of a
Fund's investments or determination of its NAV is not reasonably practicable; or
(iv) by order of the SEC for protection of the Funds' shareholders.

Although the Fund intends to redeem shares in cash, it reserves the right to pay
the redemption price in whole or in part by a distribution of readily marketable
securities held by the Portfolio. Unpaid dividends credited to an account up to
the date of redemption of all shares of the Fund generally will be paid at the
time of redemption.

The Fund cannot accept requests that specify a certain date for redemption or
which specify any other special conditions.

Please call 1-888-ORBITEX for further information. WE WILL NOT PROCESS YOUR
REDEMPTION REQUEST IF IT IS NOT IN PROPER FORM (SEE CHART BELOW). WE WILL NOTIFY
YOU IF YOUR REDEMPTION REQUEST IS NOT IN PROPER FORM.

If, as a result of your redemption, your account value drops below $750,000 for
Institutional Shares or $2,000 for Investor Shares, we may redeem the remaining
shares in your account. We will notify you in writing of our intent to redeem
your shares. We will allow at least sixty days thereafter for you to make an
additional investment to bring your account value up to at least $750,000 for
Institutional Shares and $2,000 for Investor Shares before we will process the
redemption.

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------
METHOD OF REDEMPTION     REDEMPTION PROCEDURES
-----------------------------------------------------------------------------------------------------------
<S>                      <C>
THROUGH A                Contact your financial consultant.
FINANCIAL
PROFESSIONAL
(INVESTOR SHARES
ONLY)

[GRAPHIC]
-----------------------------------------------------------------------------------------------------------
BY TELEPHONE             You may authorize redemption of some or all shares in your account with the Fund
                         by telephoning the Fund at 1-888-ORBITEX between 8:30 a.m. and 5:30 p.m. Eastern
[GRAPHIC]                time on any day the Fund is open. Redemption requests received after 3:00 p.m.
                         Eastern time will be executed on the next day that the Fund is open for
                         business. You will not be eligible to use the telephone redemption service if
                         you:

                         -    have declined or canceled your telephone investment privilege;
                         -    wish to redeem less than $25,000 for Institutional Shares or $1,000 for
                              Investor Shares; or,
                         -    must provide supporting legal documents.
-----------------------------------------------------------------------------------------------------------
BY CHECK                 Choose the check-writing feature on the account application.
(INVESTOR SHARES
ONLY)                    -    Minimum check amount is $100
                         -    A $2 service fee per check is charged for check copies
                         -    A $15 service fee will be charged when a check is presented for an amount
                              greater than the value of the shareholder's account
                         -    A $12 fee will be charged for "stop payment" requests
-----------------------------------------------------------------------------------------------------------


                                Prospectus - 11
<PAGE>

-----------------------------------------------------------------------------------------------------------
METHOD OF REDEMPTION     REDEMPTION PROCEDURES
-----------------------------------------------------------------------------------------------------------
BY MAIL                  You may mail a written request to Orbitex Group of Funds. Our mailing address is
                         c/o American Data Services, Inc. P.O. Box 5786, Hauppauge, New York 11788-0132.
[GRAPHIC]                You must include the following information in your written request:

                         -    a letter of instruction stating the name of the Fund, the number of shares
                              you are redeeming, the names in which the account is registered and your
                              account number;

                         -    other supporting legal documents, if necessary, for redemption requests by
                              corporations, trusts and partnerships; and

                         -    a signature guarantee when you request us to send the redemption proceeds
                              to an address other than the address of record or to a person other than
                              the registered shareholder(s) for the account.
-----------------------------------------------------------------------------------------------------------
BY FAX                   You may fax a written request to Orbitex Group of Funds. Our fax number is
                         1-631-951-0577. You must include the following information in your written
                         request:

                         -    a letter of instruction stating the name of the Fund, the number of shares
                              you are redeeming, the names in which the account is registered and your
                              account number;

                         NOTE: WE CANNOT ACCEPT A WRITTEN REDEMPTION REQUEST IF SUPPORTING LEGAL
                         DOCUMENTS OR A SIGNATURE GUARANTEE IS NECESSARY FOR THE REQUEST TO BE IN "GOOD
                         ORDER."
-----------------------------------------------------------------------------------------------------------
REQUEST IN "GOOD         For our mutual protection, your redemption request must include:
ORDER"
                         -    your account number;

                         -    the amount of the transaction;

                         -    for mail request, signatures of all owners EXACTLY as registered on the
                              account;

                         -    signature guarantees, if required (signature guarantees can be obtained at
                              most banks, credit unions, and licensed brokers); and

                         -    any supporting legal documentation that may be required.

                         YOUR REDEMPTION REQUEST WILL BE PROCESSED AT THE NEXT-DETERMINED SHARE PRICE
                         AFTER WE HAVE RECEIVED ALL REQUIRED INFORMATION.
-----------------------------------------------------------------------------------------------------------
IMPORTANT NOTE           Once we have processed your redemption request, and a confirmation number has
                         been given, the transaction CANNOT be revoked.
-----------------------------------------------------------------------------------------------------------
</TABLE>


                                Prospectus - 12
<PAGE>

TELEPHONE REDEMPTIONS

We will automatically establish the telephone redemption option for your
account, unless you instruct us otherwise in writing. Telephone redemptions are
easy and convenient, but this account option involves a risk of loss from
unauthorized or fraudulent transactions. We will take reasonable precautions to
protect your account from fraud. You should do the same by keeping your account
information private and by reviewing immediately any account statements and
confirmations that you receive. Please contact us immediately about any
transaction you believe to be unauthorized.

Orbitex reserves the right to refuse a telephone redemption if the caller cannot
provide:

-    the account number
-    the name and address exactly as registered on the account
-    the primary social security or employer identification number as registered
     on the account

We may also require a password from the caller.

Orbitex will not be responsible for any account losses due to telephone fraud so
long as we have taken reasonable steps to verify the caller's identity. If you
wish to cancel the telephone redemption feature for your account, please notify
us in writing.

OPTIONS FOR REDEMPTION PROCEEDS

You may receive your redemption proceeds by check or by wire.

CHECK REDEMPTIONS. Normally we will mail your check within two business days of
a redemption.

WIRE REDEMPTIONS. Before you can receive redemption proceeds by wire, you must
establish this option by completing a special form or the appropriate section of
your account application.

If we receive your request for a wire redemption by noon (Eastern), the wire
will arrive at your bank by the close of business that same day. Requests that
we receive later than noon (Eastern) will arrive at your bank by the close of
business the following business day.

We require a minimum redemption of $25,000 for the Institutional Shares and
$1,000 for the Investor Shares in order to send your redemption proceeds by
wire.

TRANSFERRING REGISTRATION

You can transfer the registration of your shares in the Fund to another owner by
completing a transfer form and sending it to American Data Services, Inc., P.O.
Box 5786, Hauppauge, New York 11788-0132.


                              HOW TO REACH THE FUND

--------------------------------------------------------------------------------
We are available to answer your questions about the Fund or your account by
telephone or by mail Monday through Friday 8:30 a.m. to 5:30 p.m. Eastern time.
Please note, however, that purchase or redemption requests must be received by
3:00 p.m. Eastern time on a day the Fund is open for business. Purchase or
redemption requests received after 3:00 p.m. Eastern time will be executed on
the next day that the Fund is open for business.
--------------------------------------------------------------------------------
By telephone             1-888-ORBITEX (or 1-888-672-4839)
                         Call for account or Fund information
[GRAPHIC]
--------------------------------------------------------------------------------
By regular mail          Orbitex Group of Funds
                         c/o American Data Services, Inc.
[GRAPHIC]                P.O. Box 5786
                         Hauppauge, New York 11788-0132
--------------------------------------------------------------------------------
By express or            Orbitex Group of Funds
registered mail          c/o American Data Services, Inc.
                         150 Motor Parkway
                         Hauppauge, New York 11788-0132
--------------------------------------------------------------------------------


                                Prospectus - 13
<PAGE>

--------------------------------------------------------------------------------
PRICING OF FUND SHARES
--------------------------------------------------------------------------------

The Fund's net asset value per share or NAV is calculated each day the Federal
Reserve is open. The NAV is the value of a single share of a Fund. The NAV is
calculated at 4:00 p.m. Eastern time. The NAV is determined by subtracting the
total of the Fund's liabilities from its total assets and dividing the remainder
by the number of shares outstanding. The securities in the Fund's portfolio are
valued at their amortized cost, which does not take into account unrealized
gains or losses on securities. This method involves initially valuing a security
at its cost and thereafter assuming a constant amortization to maturity of any
premium paid or accreting discount. The amortized cost method minimizes changes
in the market value of the Fund's portfolio securities and helps it maintain a
stable price of $1.00 per share. There can be no assurance, however, that the
Fund will maintain its net asset value at $1.00 per share.

--------------------------------------------------------------------------------
DISTRIBUTIONS
--------------------------------------------------------------------------------

As a shareholder, you are entitled to your share of the Fund's net income
(interest less expenses) and capital gains on its investments.

The Fund declares dividends from net investment income daily and pays them the
first business day after the end of each month. Shares purchased by wire before
3:00 p.m. Eastern Time begin earning dividends that day. Although the Fund does
not expect to realize net long-term capital gains, any capital gains realized
will be distributed at least annually.

You will receive distributions from the Fund in additional shares of the Fund
unless you choose to receive your distributions in cash. If you wish to change
the way in which you receive distributions, you should call 1-888-ORBITEX for
instructions.

If you have elected to receive distributions in cash, and the postal or other
delivery service returns your check to the Fund as undeliverable, you will not
receive interest on amounts represented by the uncashed checks.

--------------------------------------------------------------------------------
FEDERAL TAX CONSIDERATIONS
--------------------------------------------------------------------------------

Your investment will have tax consequences that you should consider. Some of the
more common federal tax consequences are described here but you should consult
your tax consultant about your particular situation.

TAXES ON DISTRIBUTIONS

You will generally be subject to federal income tax and possibly state taxes on
all Fund distributions. Your distributions will be taxed in the same manner
whether you receive the distributions in cash or additional shares of the Fund.
The Fund expects that all, or substantially all, of its distributions will
consist of ordinary income. Taxable dividends paid in January may be taxable as
if they had been paid the previous December. The Fund sends detailed tax
information to its shareholders about the amount and type of its distributions
by January 31 for the prior calendar year.

TAX WITHHOLDING

The Fund may be required to withhold U.S. federal income tax at the rate of 31%
from all taxable distributions payable to shareholders who fail to provide the
Fund with their correct taxpayer identification number or to make required
certifications, or who have been notified by the IRS that they are subject to
backup withholding. Any such withheld amounts may be credited against the
shareholder's U.S. federal income tax liability.

OTHER STATE AND LOCAL TAX MATTERS

Generally, shareholders may also be subject to state and local taxes on
distributions and redemption. State income taxes may not apply, however, to the
portions of the Fund's distributions, if any, that are attributable to interest
on U.S. Government securities or on securities of the particular state.


                                Prospectus - 14
<PAGE>

--------------------------------------------------------------------------------
MANAGEMENT
--------------------------------------------------------------------------------

INVESTMENT ADVISER OF THE ORBITEX CASH RESERVES FUND

Orbitex Management, Inc. (the "Manager"), 410 Park Avenue, New York, NY 10022,
is the Fund's investment adviser. The Manager is a subsidiary of Orbitex
Financial Services Group, Inc. and an affiliate of Orbitex Funds Distributor,
Inc. and American Data Services, Inc.

Under the terms of the investment advisory agreement, the Manager is responsible
for formulating the Fund's investment programs and for making day-to-day
investment decisions and engaging in portfolio transactions. For any period that
the fund is a "feeder" in a master-feeder relationship, investment decisions
will be made by the investment adviser to the "master" fund.

The Manager also furnishes corporate officers, provides office space, services
and equipment and supervises all matters relating to the Fund's operations. The
advisory agreement also provides that the Manager may retain sub-advisers at the
Manager's own cost and expense, for the purpose of managing the investment of
the assets of the Fund.

The investment advisory agreement with the Manager provides that, as
compensation for its services, the Manager will receive a fee at an annualized
rate based on the Fund's average daily net assets. The Manager has agreed to
waive its advisory fee for the period that the Fund is a "feeder" in a
master-feeder relationship.

INVESTMENT ADVISER OF THE MONEY MARKET PORTFOLIO OF THE AMR INVESTMENT SERVICES
TRUST

AMR Investment Services, Inc. is the Portfolio's investment adviser. The
Portfolio Adviser's address is 4333 Amon Carter Boulevard, Fort Worth, Texas,
76155. The Portfolio Adviser is a wholly-owned subsidiary of AMR Corporation,
the parent company of American Airlines, Inc. The Portfolio Adviser was
organized in 1986 to provide investment management, advisory, administrative and
asset management consulting services. As of March 31, 2000, the Portfolio
Adviser had approximately $23.3 billion of assets under management, including
approximately $10.1 billion under active management and $13.2 billion as named
fiduciary or financial adviser. Of this total, approximately $14.9 billion of
assets are related to AMR Corporation.

OTHER SERVICE PROVIDERS

The Fund also relies on other companies to provide necessary services for its
day-to-day operations. Below is a list of these service providers.

ADMINISTRATOR, TRANSFER AGENT AND FUND ACCOUNTANT

     American Data Services, Inc.
     The Hauppauge Corporate Center
     150 Motor Parkway
     Hauppauge, New York 11788

DISTRIBUTOR

     Orbitex Funds Distributor, Inc.
     14747 California Street
     Omaha, Nebraska 68154

CUSTODIAN

     State Street Bank and Trust Company
     225 Franklin Street
     Boston, Massachusetts 02110

COUNSEL

     Clifford Chance Rogers & Wells LLP
     200 Park Avenue
     New York, New York 10166

INDEPENDENT ACCOUNTANTS

Fund

     PricewaterhouseCoopers LLP
     160 Federal Street
     Boston, Massachusetts 02110

Portfolio

     Ernst & Young LLP
     2121 San Jacinto #1500
     Dallas, Texas 75201

FINANCIAL HIGHLIGHTS

Financial Highlights for the ORBITEX Cash Reserves Fund are not available
because, as of the date of this Prospectus, the Fund had not commenced
operations.


                                Prospectus - 15
<PAGE>

WHERE TO GO FOR MORE INFORMATION:

You will find more information about the ORBITEX Cash Reserves Fund and the
Orbitex Group of Funds in the following documents:

     -    ANNUAL AND SEMI-ANNUAL REPORTS: Our annual and semi-annual reports
          list the Fund's holdings, describe its performance, include financial
          statements for the Fund, and discuss the market conditions and
          strategies that significantly affected the Fund's performance during
          their last fiscal year.

     -    STATEMENT OF ADDITIONAL INFORMATION: The Statement of Additional
          Information contains additional and more detailed information about
          the Fund, and is incorporated by reference into this prospectus (it is
          considered to be a part of this Prospectus).

The SAI and the financial statements included in the current annual and
semi-annual reports are incorporated by reference into (and are thus a part of)
this prospectus.

THERE ARE THREE WAYS TO GET A COPY OF THESE DOCUMENTS:

1.   Call or write for one, and a copy will be sent without charge.

         ORBITEX GROUP OF FUNDS
         C/O AMERICAN DATA SERVICES, INC.
         P.O. BOX 5786
         HAUPPAUGE, NEW YORK 11788-0132
         1-888-ORBITEX (OR 1-888-672-4839)
         www.orbitexusa.com

2.   Call or write the Public Reference Room of the Securities and Exchange
     Commission ("SEC") and ask them to mail you a copy. The SEC charges a fee
     for this service. You can also go to the Public Reference Room and copy the
     documents while you are there. Information about the Public Reference Room
     may be obtained by calling the number below.

         PUBLIC REFERENCE ROOM
         U.S. SECURITIES & EXCHANGE COMMISSION
         450 FIFTH STREET, NW, WASHINGTON, DC 20549-0102.
         1-202-942-8090

3.   Go to the SEC's website (www.sec.gov) and download a free text-only
     version.

IF YOU ARE A CURRENT FUND SHAREHOLDER AND WOULD LIKE INFORMATION ABOUT YOUR
ACCOUNT, ACCOUNT TRANSACTIONS, OR ACCOUNT STATEMENTS, PLEASE CALL US AT
1-888-ORBITEX (OR 1-888-672-4839)

IF YOU PURCHASED YOUR SHARES THROUGH A FINANCIAL INSTITUTION, YOU MAY CONTACT
THAT INSTITUTION FOR MORE INFORMATION.

      The Orbitex Group of Funds Investment Company Act File Number is 811-8037.


                                Prospectus - 16
<PAGE>


































                                                  ORBITEX-Registered Trademark-
                                                                 GROUP OF FUNDS



                                                    ORB-PRO-CRF-IS-0500



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