MEMORIAL FUNDS
497, 2000-10-03
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                                 MEMORIAL FUNDS

                              GOVERNMENT BOND FUND

                              INSTITUTIONAL SHARES

                       Supplement Dated October 3, 2000 to
                          Prospectus Dated May 1, 2000

Effective  September 18, 2000, sub-adviser for Government Bond Fund (the "Fund")
began  managing  the Fund's  portfolio so that under  normal  circumstances  100
percent of the Fund's total  assets will be invested in fixed and variable  rate
U.S. Government Securities,  including zero coupon bonds issued or guaranteed by
the U.S. Treasury and mortgage-backed securities.





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