MEMBERS Mutual Funds
Supplement Dated January 27, 1998 to
MEMBERS Mutual Funds Prospectus Dated November 19, 1997
Investment Adviser Performance Record. The Investment Adviser's Performance
Records for the portfolios within the Ultra Series Fund and the Investment
Subadviser's Performance Records for the MFS(R) High Income Fund A are hereby
updated for the one, five and ten year returns and expanded to include three
year returns for each portfolio as of December 31, 1997. To reflect these
changes, the charts showing Performance of Advisor and Subadviser on pages 7, 9,
11, 13 and 15 are deleted and replaced with the following information:
"Average Annual Total Return One Year Three Year Five Year Ten Year
(as of December 31, 1997) -------- ---------- --------- --------
USF Bond Fund 7.47% 8.75% 6.30% 7.96%
USF Balanced Fund 16.88% 16.53% 11.71% 11.58%
MFS(R)High Income Fund A 12.86% 14.17% 10.59% 10.71%
USF Growth & Income Stock Fund 31.43% 28.31% 19.50% 16.71%
USF Capital Appreciation Stock Fund 31.59% 27.84% n/a n/a"
