Rule 497(c)
Reg. Nos. 333-39133; 811-8461
PROSPECTUS
December 29, 2000
[Logo]
Grand Prix Funds, Inc.
GRAND PRIX FUND
SUPER CORE FUND
Wilton Executive Campus
15 River Road, Suite 220
Wilton, Connecticut 06897
1-800-307-4880 (Fund Information)
1-800-432-4741 (Account Information)
Website: www.grandprixfund.com
Grand Prix Fund Ticker Symbol: GPFFX
The investment objective of both the Grand Prix
Fund and the Super Core Fund is capital appreciation.
The Grand Prix Fund seeks to achieve its investment
objective by investing primarily in common stocks of
companies that exhibit fast earnings growth and are
rising in price. The Super Core Fund seeks to achieve
its investment objective by investing in the common
stocks of the five largest companies, based on market
capitalization, in each of the following four market
indices: the S&P 500 Index, the S&P MidCap 400 Index,
the S&P SmallCap 600 Index and the Nasdaq Composite
Index.*
This Prospectus contains information you should
consider before you invest in the Funds. Please read
this Prospectus carefully and keep it for future
reference.
____________________
The Securities and Exchange Commission (the "SEC")
has not approved or disapproved of these securities or
passed upon the adequacy of this Prospectus. Any
representation to the contrary is a criminal offense.
*A patent has been filed relating to this product.
<PAGE>
TABLE OF CONTENTS
SUMMARY 3
PERFORMANCE 5
FUND FEES AND EXPENSES 6
INVESTMENT OBJECTIVE 7
IMPLEMENTATION OF INVESTMENT OBJECTIVE 9
FUND MANAGEMENT 11
OPENING AN ACCOUNT 12
FINANCIAL HIGHLIGHTS 18
VALUATION OF FUND SHARES 20
DISTRIBUTION AND SHAREHOLDER SERVICING PLANS 20
DIVIDENDS, CAPITAL GAIN DISTRIBUTIONS AND TAX TREATMENT 20
ADDITIONAL INFORMATION 22
PURCHASE APPLICATION INSIDE BACK COVER
<PAGE>
SUMMARY
What are the Funds' goals?
The Grand Prix Fund's investment objective or goal
is capital appreciation. The Fund attempts to achieve
this goal by choosing investments that the Fund's
investment advisor, Target Investors, Inc. (the
"Advisor"), believes have the potential for growth.
The Fund will trade actively to try to increase
returns. The Advisor will not consider dividend or
interest income in the selection of investments.
The Super Core Fund's investment objective or goal
is also capital appreciation. The Fund attempts to
achieve this goal by allocating its assets equally
among the common stocks of the five largest companies,
based on market capitalization, in each of the
following four market indices: the S&P 500 Index, the
S&P MidCap 400 Index, the S&P SmallCap 600 Index and
the Nasdaq Composite Index. Market capitalization
refers to the number of shares a company has
outstanding multiplied by the market price per share.
Since the Fund will be largely passively managed, the
Fund's portfolio turnover and trading costs should be
lower than those of the average equity fund.
What will the Funds invest in?
The Grand Prix Fund invests primarily in common
stocks of companies which the Advisor characterizes as
"growth" companies. The Fund will generally hold no
more than 25 different common stocks at any one time.
The Fund may concentrate its investments in relatively
few market sectors while being diversified among
several industries. The common stocks held for
investment are selected by the Advisor without regard
to a company's market capitalization, so the Fund's
investments may be in companies that have small, medium
or large market capitalizations. The Fund's
investments may also include American Depository
Receipts. The Fund may hold cash and/or invest in
short-term money market securities to meet anticipated
redemption requests, to pay expenses, pending
investment and to respond to adverse market or other
conditions.
The Super Core Fund invests primarily in 20
different common stocks, holding equal-weighted
positions in the five largest companies in each of the
S&P 500, the S&P MidCap 400, the S&P SmallCap 600 and
the Nasdaq Composite market indices. The "largest
companies" in each market index are the largest in
terms of market capitalization determined as of the
beginning of each year. Because the Fund's assets will
be allocated among companies in each of these market
indices, the Fund may hold positions in companies with
small, medium and large market capitalizations.
However, since the Fund will be invested in the largest
companies in each market index, the majority of the
Fund's assets will be invested in what is considered to
be large cap companies. The Fund may invest in
American Depository Receipts of foreign companies that
are included in these market indices if such companies
are among the "largest." While the Fund seeks to
remain fully invested at all times, the Fund may hold
cash and/or invest a limited amount of its assets in
short-term money market securities to meet anticipated
redemption requests, to pay expenses and pending
investment. The Fund may concentrate its investments
in relatively few industries.
Is an investment in the Grand Prix Fund appropriate for me?
The Fund is suitable for long-term investors only.
The Fund is not a short-term investment vehicle. An
investment in the Grand Prix Fund may be appropriate
for you if:
* your goal is capital appreciation;
* you want to allocate some portion of your long-
term investments to aggressive equity investing;
* you have no immediate financial requirements for
this investment;
* you are willing to accept a high degree of
volatility; and
<PAGE>
* you have the financial ability to undertake
greater risk in exchange for the possibility to
realize greater financial gains in the future.
Is an investment in the Super Core Fund appropriate for me?
The Fund is suitable for long-term investors only.
The Fund is not a short-term investment vehicle. An
investment in the Super Core Fund may be appropriate
for you if:
* your goal is capital appreciation;
* you have no immediate financial requirements for
this investment;
* you are willing to accept a level of volatility
that is somewhat higher than the stock market in
general;
* you want to capture returns similar to, and with
the potential to do better than, the overall stock
market; and
* you want to participate in a cross section of the
overall stock market.
What are the main risks of investing in the Funds?
The main risks of investing in the Funds, which are
common risks applicable to both Funds, are:
* Stock Market Risk: Equity mutual funds like the
Funds are subject to stock market risks and significant
fluctuations in value. If the stock market declines in
value, the Funds are likely to decline in value.
Stocks are generally more volatile than bonds.
* Liquidity Risk: The Advisor may not be able to
sell stocks held in a Fund's portfolio at an optimal
time or price.
* Small Cap Investing Risk: Some of the companies
in which the Funds may invest will have small market
capitalizations relative to other companies. The value
of securities of smaller, less well-known companies can
be more volatile than that of larger companies and can
react differently to political, market and economic
developments than the market as a whole and other types
of stocks. Smaller companies can have more limited
product lines, markets and financial resources.
* ADR Risk: Both Funds may invest in American
Depository Receipts which may involve risks in addition
to the risks associated with domestic securities.
Foreign securities are affected by changes in currency
rates and by political and economic developments
abroad. Foreign companies, in general, are not subject
to the regulatory requirements of U.S. companies and,
as such, there may be less publicly available
information about these companies. Moreover, foreign
accounting, auditing and financial reporting standards
generally are different from those applicable to U.S.
companies.
* Leveraging Risk: Both Funds may borrow money to
purchase investments. Leverage is a speculative
technique that provides the opportunity for greater
total return but also involves risks. If a Fund's
return on its investment from a borrowing is lower than
the interest rate on the borrowed funds, the Fund's
return will be lower than if the Fund had not borrowed
money.
* Non-Diversification Risk: Because the Funds are
not diversified, they may invest a relatively large
amount of their respective assets in a few companies,
which may increase volatility.
In addition to the risks discussed above, special
risks of investing in the Grand Prix Fund are:
* Stock Selection Risk: The stocks selected by the
Advisor for the Fund may decline in value or not
increase in value when the stock market in general is
rising.
<PAGE>
* Short-Term Trading Risk: The Fund trades actively
and frequently. You may realize significant taxable
capital gains as a result of such frequent trading of
the Fund's assets and the Fund will incur transaction
costs in connection with buying and selling securities.
Tax and transaction costs lower the Fund's effective
return for investors.
* Sector Concentration Risk: While the Fund will
not concentrate its investments in any one industry,
the Fund may be heavily invested in relatively few
market sectors, which may increase volatility.
In addition to the risks discussed above, special
risks of investing in the Super Core Fund are:
* Passive and Full Investment Risk: Since the Fund
will be, for the most part, passively managed and seeks
to remain fully invested at all times, it may be more
difficult to shift assets from one stock or group of
stocks to another based on their prospects, or from
stocks into bonds or cash in an attempt to cushion the
impact of a market decline.
* Industry Concentration Risk: Because of the
Fund's investment strategy of investing in the five
largest companies in each of the S&P 500 Index, the S&P
MidCap 400 Index, the S&P SmallCap 600 Index and the
Nasdaq Composite Index, the Fund's investments may be
heavily concentrated in relatively few industries at
any one time, which may increase volatility.
As with any mutual fund, there can be no guarantee
that the Funds will achieve their investment objectives.
In addition, the share price of each Fund may decline so
that when you sell your shares, you may lose money.
PERFORMANCE
The performance information that follows gives you
some indication of the risks of an investment in the
Grand Prix Fund by showing changes in the Fund's
performance from year to year and by showing how the
Fund's average annual returns for one year and since
inception compare with those of a broad measure of
market performance. Please remember that the Grand
Prix Fund's past performance does not reflect how the
Fund may perform in the future. There is no
performance information to report for the Super Core
Fund, as this Fund is first being offered for sale to
the public as of the date of this Prospectus.
Grand Prix Fund
Class A Shares Calendar Year Total Returns
1998 1999*
------- -------
[insert bar chart] 111.83% 147.76%
*From January 1, 2000 through September 30, 2000, the
total return was (1.18)%
<PAGE>
Grand Prix Fund
Class A Shares
Best and Worst Quarterly Returns
BEST WORST
90.18 % 2.25 %
(4th quarter, 1999) (2nd quarter, 1999)
Grand Prix Fund
Average Annual Total Returns as of December 31, 1999
Class/Index One Year Since Inception
Class A 134.78% 123.04%(12/31/97)
S&P 500 Index* 21.04% 24.75%(12/31/97)
Class C N/A 113.48%(08/05/99)**
S&P 500 Index* N/A 13.15%(08/05/99)**
* The S&P 500 Index is an unmanaged index
generally representative of the U.S. stock market.
** Not annualized.
Please note that the returns presented in the
chart entitled "Grand Prix Fund Class A Shares Calendar
Year Total Returns" and in the table entitled "Grand
Prix Fund Class A Shares Best and Worst Quarterly
Returns" do not reflect the 5.25% maximum sales charge
imposed on the Fund's Class A shares. If this sales
charge was reflected, the returns would be less than
those shown. The returns presented in the "Grand Prix
Fund Average Annual Total Returns as of December 31,
1999" table do, however, reflect this sales charge.
FUND FEES AND EXPENSES
The following table describes the fees and
expenses that you may pay if you buy and hold shares of
the Funds:
Grand Prix Fund Super Core Fund
Class A Class C Class A Class C
Shareholder Fees (fees paid directly
from your investment)(1)
Maximum Sales Charge (Load) Imposed
on Purchases (as a percentage of
offering price) 5.25%(2) 1.00% 5.25%(2) 1.00%
Maximum Sales Charge (Load) Imposed
on Reinvested Dividends (as a
percentage of offering price) None None None None
Exchange Fee None None None None
Annual Fund Operating Expenses
(expenses that are deducted from
Fund assets)(3)
Management Fees 1.00% 1.00% 0.90% 0.90%
Rule 12b-1 (Distribution and
Service) Fees 0.25% 1.00% 0.35% 1.00%
Other Expenses 0.28%(4) 0.28%(5) 0.62%(6) 0.62%(6)
----- ----- ----- -----
Total Annual Fund Expenses 1.53% 2.28% 1.87% 2.52%
===== ===== ===== =====
Less: Fee Waiver/Expense Reimbursement 0.00%(4) 0.00%(5) 0.37%(6) 0.37%(6)
Plus: Interest Expense 0.72% 0.72% N/A N/A
----- ----- ----- -----
Net Expenses 2.25% 3.00% 1.50% 2.15%
===== ===== ===== =====
______________________
<PAGE>
(1) A $25 fee will be charged for returned checks
or electronic funds transfers. If you redeem shares
by wire, you will be charged a $12 fee. For
additional information, see "Opening an Account."
(2) Certain investors are exempt from paying some
or all of this sales load. For more information,
see "Opening an Account."
(3) Fund operating expenses are deducted from Fund
assets before computing the daily share price or
making distributions. As a result, they will not
appear on your account statement, but instead reduce
the amount of total return you receive.
(4) Pursuant to an expense cap agreement dated
February 26, 1999, as amended August 2, 1999,
between the Advisor and the Grand Prix Fund, the
Advisor has contractually agreed to limit the Class
A total operating expenses to an annual rate of
1.75% until February 28, 2002. After such date,
the expense limitation may be terminated or revised
at any time. "Other expenses" are presented before
any waivers or reimbursements.
(5) Pursuant to an expense cap agreement dated
August 2, 1999 between the Advisor and the Grand
Prix Fund, the Advisor has contractually agreed to
limit the Class C total operating expenses to an
annual rate of 2.50% until February 28, 2002. After
such date, the expense limitation may be terminated
or revised at any time. "Other expenses" are
presented before any waivers or reimbursements.
(6) "Other expenses" are based on estimated amounts
to be incurred during the fiscal year ended October
31, 2001 and are presented before any waivers or
reimbursements. Pursuant to an expense cap
agreement dated December 29, 2000 between the
Advisor and the Super Core Fund, the Advisor has
contractually agreed to limit the Class A total
operating expenses to an annual rate of 1.50% and
the Class C total operating expenses to an annual
rate of 2.15% until February 28, 2002. After such
date, the expense limitation may be terminated or
revised at any time.
Example
The following Example is intended to help you
compare the cost of investing in one or both of the
Funds with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the
respective Fund for the time periods indicated and then
redeem all of your shares at the end of those periods.
The Example also assumes that you have a 5% return each
year and that each class's total annual operating
expenses remain the same each year. Please note that
the one-year numbers are based on each class's net
expenses resulting from the expense cap agreements
described above. The three-, five- and ten- year
numbers are based on each Fund's expenses before any
waivers or reimbursements. Although your actual costs
may be higher or lower, based on these assumptions your
costs would be as follows:
Grand Prix Fund Super Core Fund
Class A(1) Class C(2) Class A(1) Class C(2)
1 year $ 741 $ 400 $ 670 $ 316
3 years $1,191 $1,018 $1,048 $ 842
5 years $1,667 $1,661 $1,450 $1,394
10 years $2,974 $3,385 $2,577 $2,900
______________________
(1) The 5.25% maximum sales charge imposed on
purchases of Class A shares is reflected in the
Example.
(2) The 1.00% maximum sales charge imposed on
purchases of Class C shares is reflected in the
Example.
<PAGE>
INVESTMENT OBJECTIVE
Grand Prix Fund
The Grand Prix Fund's investment objective is
capital appreciation. The Fund seeks to achieve its
investment objective by investing primarily in common
stocks of companies which the Advisor characterizes as
"growth" companies. The Fund may invest in companies
of all sizes.
The Advisor focuses on companies which exhibit
fast earnings growth and are rising in price.
Companies considered by the Advisor as "growth"
companies are often in the same or related market
sectors. One sector, however, like technology, may
include various industries, like networking,
telecommunications, software, semiconductors or
voice-processing. Thus, the Fund may be heavily
invested in one sector, while being diversified among
several industries and may take relatively large
positions in a single company. The Fund will be more
susceptible to adverse economic, political, regulatory
or market developments affecting a single sector,
industry or company. This may increase the Fund's
volatility.
In identifying securities for the Fund, the
Advisor uses a computer-driven model. In the research
process, the Advisor screens for certain fundamental
and quantitative attributes that it believes a security
should have for the Fund to invest in it, including:
* projected earnings growth of at least 20%;
* top 10% relative price strength; and
* projected positive earnings surprises of at least 5%.
The Advisor values securities by assigning scores to
them based on such factors and ranks the securities
accordingly. Pursuant to that ranking, the Advisor
constructs a list of securities for the Fund and
purchases the highest ranking securities for its
portfolio. The Advisor rescores stocks and rebalances
the portfolio weekly according to the highest ranked
scores.
The Advisor will sell a stock when the price has
deteriorated significantly or other securities are a
better value. As a means to increase returns, the Fund
expects to trade actively and frequently. The annual
portfolio turnover rate could range from 300% to 600%,
but generally will not exceed 800%. The annual
portfolio turnover rate indicates changes in the Fund's
securities holdings; generally if all the securities in
the Fund at the beginning of an annual period are
replaced by the end of the period, the turnover rate
would be 100%. You may realize significant taxable
capital gains as a result of such frequent trading of
the Fund's assets and the Fund will incur transaction
costs in connection with buying and selling securities.
Tax and transaction costs lower the Fund's effective
return for investors.
Under normal market conditions, the Fund expects
to invest at least 95% of its assets in equity
securities, holding positions in generally no more than
25 companies at any one time. However, to meet
anticipated redemption requests, to pay Fund expenses,
pending investment and to respond to adverse market or
other conditions, the Fund may invest up to 35% of its
assets in short-term money market securities and cash.
The Fund may also invest a limited amount of its
assets, generally not more than 20% of its net assets,
in American Depositary Receipts.
Super Core Fund
The Super Core Fund's investment objective is
capital appreciation. The Fund seeks to achieve its
investment objective by investing primarily in 20
different common stocks, holding equal-weighted
positions in the five largest companies, based on
market capitalization determined as of the beginning of
each year, in each of the S&P 500, the S&P MidCap 400,
the S&P SmallCap 600 and the Nasdaq Composite market
indices.
The S&P 500 Index is an unmanaged stock index
comprised of 500 common stocks from primarily large
capitalization companies that represent a broad
spectrum of the U.S. economy and a substantial part of
the U.S.
<PAGE>
stock market's total capitalization. The S&P
MidCap 400 Index is an unmanaged stock index comprised
of 400 common stocks from the mid-to-large-size company
segment of the U.S. market. The S&P SmallCap 600 Index
is an unmanaged stock index comprised of 600 common
stocks from the small company segment of the U.S.
market. The Nasdaq Composite Index is a broad-based,
unmanaged stock index comprised of all common stocks
listed on the Nasdaq Stock Market. Currently, the
Nasdaq Composite Index includes the common stock of
over 5,000 large, mid-size and small companies.
Because the Fund's assets will be allocated among
companies in each of these market indices, the Fund may
hold positions in companies with small, medium and
large market capitalizations. However, since the Fund
will be invested in the largest companies in each
market index, the majority of the Fund's assets will be
invested in what is considered to be large cap
companies given that the largest companies in each of
the S&P 500 Index, the S&P MidCap 400 Index and the
Nasdaq Composite Index are large cap companies. The
Fund may also invest in American Depository Receipts of
foreign companies that are included in these market
indices if such companies are among the "largest." The
Fund's investments may also be concentrated in
relatively few industries.
The Fund does not attempt to buy securities based
on the Advisor's economic, financial or market
analyses, but instead employs a passive investment
approach. This means that when buying securities, the
Advisor simply selects the top five companies, based
entirely on market capitalization, in each applicable
market index. If the same security appears as one of
the top five securities in more than one market index,
the Advisor will not purchase duplicate positions in
the security. Instead, the Advisor will buy the
security as part of its overall investment in one
market index and with respect to the other index or
indices in which the security appears, the Advisor will
skip the security and purchase the next largest
security. For example, if Microsoft is one of the five
largest companies in both the S&P 500 and the Nasdaq
Composite market indices, the Advisor will purchase the
security as part of its overall investment in the S&P
500 Index, but will not purchase the security as a part
of its overall investment in the Nasdaq Composite
Index. Rather, the Advisor will purchase the top five
securities in the Nasdaq Composite Index without regard
to Microsoft.
When selling securities, the Advisor employs a
mixed passive/active investment approach. On the
passive side of the equation, the Advisor will
rebalance the Fund's holdings in January of each year
and will sell a security if necessary to ensure that
the Fund's assets are equally allocated among the five
largest companies in each of the applicable market
indices from which the Fund invests. On the active
side of the equation, the Advisor will also sell a
security prior to the time of the Fund's annual
rebalance of assets if the price of the security has
deteriorated significantly such that it is no longer
among the top five securities in the applicable market
index.
Since the Fund will be, for the most part,
passively managed, the Fund will not trade actively or
frequently, which should result in lower portfolio
turnover and trading costs relative to the average
equity fund. The annual portfolio turnover rate could
range from 25% to 50%, but generally will not exceed
75%. It is anticipated that the turnover rate will be
lower when applied to the original stocks held in the
portfolio at the start of each year.
The Fund's portfolio is not constructed to have
aggregate investment characteristics similar to those
of the market indices from which it invests, nor does
the Fund seek to parallel the performance of any or all
of these market indices. The Fund intends to remain
fully invested at all times, but may invest a limited
amount of its assets in short-term money market
securities and cash to meet anticipated redemption
requests, to pay Fund expenses and pending investment.
The Fund's investment in such instruments will
generally not exceed 5% of its assets.
The Super Core Fund is not sponsored by or
affiliated with Standard & Poor's or the Nasdaq Stock
Market.
IMPLEMENTATION OF INVESTMENT OBJECTIVE
The Funds may invest in the following securities
and use the following investment techniques in
implementing their respective investment objectives.
Some of these securities and investment techniques
involve special risks, which are described below and in
the Funds' Statement of Additional Information ("SAI").
<PAGE>
Common Stocks and Other Equity Securities
Both Funds will invest in common stocks. In
addition, the Grand Prix Fund may invest in other
equity securities. Other equity securities may include
depositary receipts and warrants and other securities
convertible or exchangeable into common stock. Common
stocks are units of ownership of a corporation. Equity
mutual funds like the Funds are subject to stock market
risks and significant fluctuations in value. If the
stock market declines in value, the Funds are likely to
decline in value. Increases or decreases in the value
of stocks are generally greater than for bonds or other
debt instruments.
Unseasoned Companies
The Grand Prix Fund may invest up to 10% of its
assets in the securities of unseasoned companies.
These are companies that have been in operation for
less than three years. The securities of such
companies may have limited liquidity and the prices of
such securities may be volatile.
Non-Diversification
Both Funds are "non-diversified," which means that
they invest in a more limited number of companies than
other mutual funds. Each Fund may invest up to 50% of
its assets in the securities of as few as two
companies, up to 25% each, so long as the Fund does not
control the two companies or so long as the two
companies are engaged in different businesses. Each
Fund may also invest the other 50% of its assets in the
securities of as few as 10 companies, up to 5% each,
provided that the Fund does not own more than 10% of
any company's outstanding voting stock. The Grand Prix
Fund generally expects to invest in no more than 25
companies at any one time, while the Super Core Fund
intends to invest in no more than 20 companies. Non-
diversification involves an increased risk of loss to
the Funds if the market value of a security held by the
Funds declines.
Concentration
While the Grand Prix Fund will not concentrate its
investments in any one industry, the Fund may be
heavily invested in relatively few market sectors since
companies considered by the Advisor to be "growth"
companies are often in the same or related sectors.
The Super Core Fund, on the other hand, may concentrate
its investments in relatively few industries at any one
time if necessary in order to effect its investment
strategy of investing in the largest companies in each
of the S&P 500, the S&P MidCap 400, the S&P SmallCap
600 and the Nasdaq Composite market indices. By
concentrating their securities holdings in this manner,
the volatility of the Funds' investment performance may
increase and the Funds could incur greater losses than
mutual funds that invest in a broader spectrum of
market sectors or industries.
Temporary Strategies
To meet anticipated redemption requests, to pay
Fund expenses, pending investment and to respond to
adverse market, economic, political or other
conditions, the Grand Prix Fund may hold cash and/or
invest up to 35% of its assets in short-term fixed-
income securities issued by private and governmental
institutions. The Super Core Fund, on the other hand,
intends to be fully invested at all times and,
therefore, will only hold cash and/or invest in short-
term fixed income securities to meet anticipated
redemption requests, to pay Fund expenses and pending
investment which, in any case, generally will not
exceed 5% of its assets. Short-term fixed income
securities include:
* U.S. government securities;
* certificates of deposit;
* bankers' acceptances;
* commercial paper and commercial paper master notes;
* repurchase agreements; and
<PAGE>
* other short-term fixed-income securities.
With respect to the Grand Prix Fund, if these
temporary strategies are used for responding to adverse
market, economic, political or other conditions, it is
impossible to predict when or for how long the Advisor
may employ these strategies for the Fund. To the
extent the Fund engages in these temporary strategies,
the Fund may not achieve its investment objective.
ADRs
The Grand Prix Fund may invest up to 20% of its
net assets in American Depositary Receipts ("ADRs") or
other foreign instruments denominated in U.S. dollars.
The Super Core Fund may also invest in ADRs to the
extent foreign companies are included in the market
indices from which the Fund invests. ADRs are receipts
typically issued by a U.S. bank or trust company
evidencing ownership of the underlying foreign security
and denominated in U.S. dollars. Investments in
securities of foreign companies involve risks which are
in addition to the usual risks inherent in domestic
investments. Foreign economies may differ favorably or
unfavorably from the U.S. economy in various respects,
and many foreign securities are less liquid and their
prices are more volatile than comparable U.S.
securities. From time to time, foreign securities may
be difficult to liquidate rapidly without adverse price
effects. Certain costs attributable to foreign
investing, such as custody charges and brokerage costs,
are higher than those attributable to domestic
investing. In addition, the value of the Funds' assets
will increase or decrease in response to fluctuations
in the value of foreign currencies.
FUND MANAGEMENT
[Photo of Bob Zuccaro] Nationally acclaimed
portfolio manager with 30
years of investment
experience managing money
through 7 bull markets, 6
bear markets and 5
recessions. Former
President and portfolio
manager of the Axe-
Houghton Stock Fund.
Portfolio Manager
Bob Zuccaro, CFA
Management
The Funds have entered into an Investment Advisory
Agreement with the Advisor under which the Advisor
manages the Funds' investments and business affairs,
subject to the supervision of the Funds' Board of
Directors.
Advisor. Target Investors, Inc., 15 River Road,
Suite 220, Wilton, Connecticut 06897, is a Florida
corporation. The Advisor has been serving clients
since 1983. As of October 31, 2000, the Advisor
managed approximately $800 million for individual and
institutional clients.
Under the Investment Advisory Agreement, the
Advisor receives an annual management fee of 1.00% of
the Grand Prix Fund's average daily net assets and
0.90% of the Super Core Fund's average daily net
assets. The management fee is accrued daily and paid
monthly. Pursuant to an expense cap agreement, the
Advisor agreed to limit the Grand Prix Fund's operating
expenses to an annual rate of 1.75% of the Fund's
average daily net assets attributable to the Class A
shares and 2.50% of the Fund's average daily net assets
attributable to the Class C shares until February 28,
2002. While the Advisor is contractually obligated to
limit the Grand Prix Fund's operating expense in this
way, the Fund's expenses are such that it is unlikely
that this expense limitation will be invoked during the
remainder of the term of the agreement. The Advisor
has also agreed to limit the Super Core Fund's
operating expenses to an annual rate of 1.50% of the
Fund's average daily net assets attributable to the
Class A shares and 2.15% of the Fund's average daily
net assets attributable to the Class C shares until
February 28, 2002. After such date, the Advisor may
voluntarily waive all or a portion of its management
fee and/or reimburse certain Fund expenses without
further notification of the commencement or termination
of such waiver or reimbursement. Any waivers or
reimbursements will have the effect of temporarily
lowering a Fund's overall
<PAGE>
expense ratio and increasing its overall return to
investors. For the fiscal year ended October 31, 2000,
the Grand Prix Fund paid the Advisor $4,126,531 in
management fees.
Under the Investment Advisory Agreement, not only
is the Advisor responsible for management of the Funds'
assets, but also for portfolio and brokerage
transactions.
Portfolio Manager. President of the Advisor since
1983, Robert Zuccaro received a Bachelor's Degree from
the University of Bridgeport in 1965 and a Master's in
Business Administration from Pace University in 1968.
Mr. Zuccaro entered the investment management business
in 1967 as an analyst with the Value Line Survey.
Prior to founding the Advisor in 1983, Mr. Zuccaro
spent six years with Axe-Houghton, where he was
President and a Director of Axe-Houghton Stock Fund and
Vice President and Director of Portfolio Management of
E.W. Axe & Co. Mr. Zuccaro is a Chartered Financial
Analyst and has more than 30 years of experience in the
investment business.
Custodian
Firstar Bank, N.A., 777 East Wisconsin Avenue,
Milwaukee, Wisconsin 53202, acts as custodian of the
Funds' assets.
Transfer Agent and Administrator
Firstar Mutual Fund Services, LLC ("Firstar"), 615
East Michigan Street, Milwaukee, Wisconsin 53202,
serves as transfer agent for the Funds (the "Transfer
Agent") and as the Funds' administrator.
Distributor
T. O. Richardson Securities, Inc., 2 Bridgewater
Road, Farmington, Connecticut 06032-2256, a registered
broker-dealer and member of the National Association of
Securities Dealers, Inc. (the "NASD"), acts as
distributor of the Funds' shares (the "Distributor").
As compensation for its services, the Distributor may
retain a portion of (i) the initial sales charge from
purchases of Fund shares and (ii) the Rule 12b-1 fees.
The Distributor may pay all or a portion of its fee to
registered dealers who sell Fund shares, pursuant to a
written dealer agreement. The Distributor may pay Rule
12b-1 fees to persons entering into 12b-1 related
agreements. Such persons may include the Advisor. The
Distributor and the Advisor, at their own expense, may
also periodically sponsor programs that offer
additional compensation in connection with the sale of
Fund shares. In some circumstances, this compensation
may be made available only to certain dealers whose
representatives have sold or are expected to sell
significant amounts of Fund shares.
OPENING AN ACCOUNT
Choosing a Fund
This Prospectus offers two Funds: the Grand Prix
Fund and the Super Core Fund. Both Funds seek capital
appreciation as their primary investment objective.
The Grand Prix Fund attempts to achieve its investment
objective by investing in common stocks of companies
which the Advisor characterizes as "growth" companies.
The Super Core Fund attempts to achieve its investment
objective by allocating its assets equally among the
common stocks of the five largest companies, based on
market capitalization, included in each of the S&P 500,
the S&P MidCap 400, the S&P SmallCap 600 and the Nasdaq
Composite market indices.
Choosing a Class
Each Fund offers two classes of shares: Class A
and Class C. Each Class has its own cost structure.
Class A Class C
* Maximum front-end * Maximum front-end sales
sales charge of 5.25% charge of 1.00%.
with break points and
certain exceptions.
<PAGE>
* Distribution and * Distribution and service
service fees equal fees equal to 1.00%
to 0.25% of average of average net assets.
net assets with respect
to the Grand Prix Fund,
or 0.35% of average net
assets with respect to
the Super Core Fund.
Purchasing Shares
In General. Fund shares may be purchased through
any dealer that has entered into a sales agreement with
the Distributor, or through the Distributor directly.
The Transfer Agent may also accept purchase
applications.
Class A Shares. Class A shares are offered and
sold on a continual basis at the next offering price
(the "Offering Price"), which is the sum of the net
asset value per share (next computed following receipt
of a purchase request in good order by a dealer, the
Distributor or the Transfer Agent, as the case may be)
and the sales charge as set forth below. See
"Valuation of Fund Shares." No sales charge is imposed
on the reinvestment of dividends or capital gains. The
sales charge imposed on purchases of Class A shares is
as follows:
Total Sales Charge
As a Percentage As a Percentage
Your Investment of Offering Price of Your Investment
Less than $50,000 5.25% 5.54%
$50,000 but less than $100,000 4.50% 4.71%
$100,000 but less than $250,000 3.50% 3.63%
$250,000 but less than $500,000 2.50% 2.56%
$500,000 but less than $1,000,000 2.00% 2.04%
$1,000,000 or more 1.00% 1.01%
Class A shares are also subject to Rule 12b-1
fees. For the Grand Prix Fund, these fees amount to
0.25% of the average daily net assets of the Fund's
Class A Shares. For the Super Core Fund, these fees
amount to 0.35% of the average daily net assets of the
Fund's Class A Shares. See "Distribution and
Shareholder Servicing Plans."
Class C Shares. Class C shares are offered and
sold on a continual basis at the next Offering Price,
which is the sum of the net asset value per share (next
computed following receipt of a purchase request in
good order by a dealer, the Distributor or the Transfer
Agent, as the case may be) and the 1.00% initial sales
charge. See "Valuation of Fund Shares." No sales
charge is imposed on the reinvestment of dividends or
capital gains. Class C shares are also subject to Rule
12b-1 fees in an aggregate amount of 1.00% of the
average daily net assets of the applicable Fund
attributable to the Class C shares. See "Distribution
and Shareholder Servicing Plans."
Sales Charge Waivers. The following investors may
purchase Class A shares at net asset value without the
imposition of any sales charge:
* institutional retirement plans, including profit-
sharing, pension, 401(k) and simplified employee
pension plans (SEPs and SIMPLEs), subject to minimum
requirements with respect to the amount of purchase
(minimum of at least $1,000,000);
* beneficial owners of wrap accounts who are clients
of registered broker-dealers having a selling or
service agreement with the Distributor;
* clients of fee-only financial planners or fee-only
registered investment advisors and financial planners
or investment advisors who have entered into an
agreement with the Distributor or Advisor for clients
participating in comprehensive fee programs;
<PAGE>
* owners of private accounts managed by the Advisor;
* persons who owned Grand Prix Fund shares on
November 30, 1998 may purchase shares of the Grand Prix
Fund at net asset value;
* persons who sell shares in either Fund, invest the
proceeds in the Federated Prime Cash Series fund and
subsequently reinvest in shares of either Fund;
* directors, officers and full-time employees of the
Funds, the Distributor, Firstar and affiliates of such
companies (including the Advisor) and spouses and
family members of such persons; and
* registered broker-dealers who have entered into a
selling or service agreement with the Distributor for
their investment account only, and registered personnel
and employees of such broker-dealers.
Certain investors may purchase Class A shares at a
reduced sales charge. For additional information on
sales charge reductions for Class A shares, please see
the SAI or call the Funds at 1-800-307-4880.
Minimum Investment. Required minimum investments
are as follows:
INITIAL MINIMUM ADDITIONAL MINIMUM
TYPE OF ACCOUNT INVESTMENT INVESTMENT
Regular $5,000 $1,000
Automatic Investment Plan $5,000 $ 250
Gift to Minors $5,000 $1,000
IRAs $5,000 $1,000
The Funds reserve the right to reject any order
for the purchase of shares or to limit or suspend,
without prior notice, the offering of shares. The
required minimum investments may be waived by the Funds
at any time.
Opening an Account by Mail. Please complete the
Purchase Application. You may duplicate any
application or you can obtain additional copies of the
Purchase Application from the Funds by calling
1-800-307-4880.
Your completed Purchase Application should be
mailed to:
Grand Prix Funds, Inc.
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
To purchase shares by overnight or express mail,
please use the following street address:
Grand Prix Funds, Inc.
c/o Firstar Mutual Fund Services, LLC
615 East Michigan Street, Third Floor
Milwaukee, Wisconsin 53202
All applications must be accompanied by payment in
the form of a check made payable to "Grand Prix Funds."
All purchases must be made in U.S. dollars and checks
must be drawn on U.S. banks. No cash, credit cards or
third party checks will be accepted. Payment may be
delayed for up to 12 calendar days on redemption
requests for recent purchases made by check in order to
ensure that the check has cleared. If you contemplate
redeeming your investment shortly after purchase, you
should purchase the shares by wire as discussed below.
Opening an Account by Wire. You may make
purchases by direct wire transfers. To ensure proper
credit to your account, please call the Funds at
1-800-432-4741 for instructions. A Purchase
Application must be
<PAGE>
submitted prior to or at the time of wiring funds.
Funds should be wired through the Federal Reserve System
as follows:
Firstar Bank, N.A.
A.B.A. Number: 042000013
For credit to: Firstar Mutual Fund Services, LLC
Account Number: 112-952-137
For further credit to: Grand Prix Funds, Inc.
(investor account number)
(name or account registration)
(Social Security or Taxpayer Identification Number)
A Purchase Application must be received by the
Funds to establish privileges and to verify your
account information. Payment of redemption proceeds
may be delayed and taxes may be withheld unless the
Funds receive a properly completed and executed
purchase application. The Funds reserve the right to
refuse a telephone transaction if the Funds believe it
advisable to do so. If you have any questions, please
call the Funds at 1-800-432-4741.
Adding to an Account by Mail. When adding to an
account by mail, you should send your check to the
Funds, together with a subsequent investment slip from
a recent statement. If an investment slip is
unavailable, you should send a signed note giving the
full name of the account and the account number. See
"Additional Purchase Information" below for more
information regarding purchases made by check or
electronic funds transfer.
Adding to an Account by Electronic Funds Transfer.
You may also make additional investments by telephone
or in writing through electronic funds transfers if you
have previously selected this service. By selecting
this service, you authorize the Funds to draw on your
preauthorized bank account as shown on the records of
the Funds and receive the proceeds by electronic funds
transfer. Electronic funds transfers may be made
commencing 13 business days after receipt by the Funds
of your request to adopt this service. This time
period allows the Funds to verify your bank
information. Investments made by electronic funds
transfer in any one account must be in an amount of at
least $1,000 and will be effective at the Offering
Price next computed after receipt by the Funds of the
proceeds from your bank account, which is typically the
same day. See "Additional Purchase Information" below
for more information. Changes to bank information must
be made in writing and signed by all registered holders
of the account with the signatures guaranteed by a
commercial bank or trust company in the United States,
a member firm of the NASD or other eligible guarantor
institution. A Notary Public is not an acceptable
guarantor. To select this service, please call the
Funds at 1-800-307-4880 for the necessary form and
instructions.
Adding to an Account by Wire. For additional
investments made by wire transfer, you should use the
wiring instructions set forth above. Be sure to include
your account number. Wired funds are considered
received in good order on the day they reach the Funds'
bank account by the Funds' cut-off time for purchases
and all required information is provided in the wire
instructions. The wire instructions will determine the
terms of the purchase transaction.
Automatic Investment Plan. You may make purchases
of shares of the Funds automatically on a regular basis
($250 minimum per transaction). You must meet the
Funds' minimum initial investment of $5,000 before the
Automatic Investment Plan ("AIP") may be established.
You may adopt the AIP at the time an account is opened
by completing the appropriate section of the Purchase
Application. The sales charge for Class A shares will
be reduced to 1% for those persons who adopt the AIP.
You may obtain an application to establish the AIP
after an account is opened by calling the Funds at
1-800-307-4880. For additional information on the AIP,
please see the Funds' SAI.
Individual Retirement Accounts. You may invest in
the Funds by establishing a tax-sheltered individual
retirement account ("IRA"). The Funds offer the
Traditional IRA, Roth IRA, SEP-IRA and SIMPLE IRA. For
additional information on IRA options, please see the
Funds' SAI.
<PAGE>
Purchasing Shares through Other Broker-Dealers.
If you choose to purchase Fund shares through a
securities dealer that has not entered into a sales
agreement with the Distributor, you may also pay a
transaction fee, as determined by the dealer. That fee
will be in addition to the sales charge payable by you
upon purchase of such shares.
Additional Purchase Information. Payment may be
delayed for up to 12 calendar days on redemption
requests for recent purchases made by check in order to
ensure that the check has cleared. This delay allows
the Funds to verify that proceeds used to purchase Fund
shares will not be returned due to insufficient funds
and is intended to protect the remaining investors from
loss. The Funds will charge a $25 service fee against
your account for any check or electronic funds transfer
that is returned for any reason and your purchase will
be canceled. You may also be responsible for any
losses suffered by the Funds as a result.
When you open an account, you are automatically
provided with the privilege to initiate telephone
redemptions. If you have any questions as to how to
waive this privilege, or how to add or delete a
privilege after an account is established, please call
the Funds at 1-800-432-4741. Generally, after the
account has been established, a request to authorize,
waive, add or delete a privilege must be in writing and
signed by each registered holder of the account with
signatures guaranteed by a commercial bank or trust
company in the United States, a member of the NASD or
other eligible guarantor institution. A Notary Public
is not an acceptable guarantor. For a more detailed
discussion of the rights, responsibilities and risks of
telephone transactions, please refer to "Redeeming by
Telephone" below.
In order to relieve you of responsibility for the
safekeeping and delivery of stock certificates, the
Funds do not issue certificates.
If you redeem shares of the Super Core Fund, you
may not repurchase shares of the Fund for a period of
30 days.
Exchange of Shares
The Funds have established a program through which
you can exchange shares of the Funds for shares of the
Federated Prime Cash Series fund. Exchange requests
are available for exchanges of $1,000 or more. This
exchange privilege is a convenient way to buy shares in
a money market fund. To use the exchange privilege,
you must first invest in one or both of the Funds.
Before exchanging into the Federated Prime Cash Series
fund, please read the prospectus for the fund, which
may be obtained by calling 1-800-307-4880. A $5.00 fee
will be charged for each exchange transaction that is
executed via the telephone.
You may also exchange Class A shares of the Grand
Prix Fund for Class A shares of the Super Core Fund and
Class C shares of the Grand Prix Fund for Class C
shares of the Super Core Fund (and vice versa) at any
time so long as the minimum initial investment
requirement is met. The value of the shares being
exchanged and the price of the shares being purchased
will be the net asset value next determined after
receipt of instructions for exchange. In other words,
no sales charge will be imposed on any exchange of
shares between Funds as described above.
The Funds reserve the right to modify or terminate
the exchange privilege at any time. An exchange is not
a tax-free transaction.
Redeeming Shares
In General. You may redeem shares of either class
at any time; provided, however, that the Funds reserve
the right to refuse any purchase following a redemption
and may limit the amount involved. The price at which
the shares will be redeemed is the net asset value per
share next determined after proper redemption
instructions are received by the Funds. See "Valuation
of Fund Shares." There are no sales charges for the
redemption of shares except that a fee of $12 is
charged for each wire redemption. Depending upon the
redemption price you receive, you may realize a capital
gain or loss for federal income tax purposes.
<PAGE>
Redeeming by Mail. To redeem shares by mail,
simply send an unconditional written request to the
Funds specifying the number of shares or dollar amount
to be redeemed, the name(s) on the account registration
and the account number. If the dollar amount requested
to be redeemed is greater than the current account
value, the entire account balance will be redeemed. A
request for redemption must be signed exactly as the
shares are registered. Each signature must be
guaranteed by a commercial bank or trust company in the
United States, a member firm of the NASD or other
eligible guarantor institution if:
* the proceeds are to be sent to a person other than
the shareholder(s) of record;
* the proceeds are to be sent to a location other
than the address of record;
* the redemption request is made within 30 days of
an address change; or
* the redemption request is for $50,000 or more.
A Notary Public is not an acceptable guarantor.
Additional documentation may be required for the
redemption of shares held in corporate, partnership or
fiduciary accounts. Additional documentation is
required for the redemption of shares held by persons
acting pursuant to a Power of Attorney.
The Funds will mail payment for redemption
proceeds within seven days after proper instructions
for redemption are received. However, the Funds may
delay payment on redemptions of recent purchases made
by check until the Funds verify that the check used to
purchase Fund shares will not be returned due to
insufficient funds. This is intended to protect the
remaining investors from loss.
Redeeming by Telephone. You may redeem shares in
an amount of $1,000 to $50,000 by calling the Funds at
1-800-432-4741. Proceeds redeemed by telephone will be
mailed to your address, or wired or transmitted by
electronic funds transfer to your preauthorized bank
account as shown on the records of the Funds. A
redemption request in excess of $50,000 must be made in
writing and signed by each registered holder. If you
make a redemption request within 30 calendar days after
changing your address, the request must be in writing
and signed by each registered holder of the account
with signatures guaranteed. A Notary Public is not an
acceptable guarantor.
A wire payment of redemption proceeds will
normally be made in federal funds on the next business
day. There is currently a $12 fee for each wire
redemption. This fee will be deducted from your
redemption proceeds. Electronically transferred funds
will ordinarily arrive at your bank within two to three
banking days after transmission. To change the
designated account, send a written request with the
signature(s) guaranteed to the Funds. Once the funds
are transmitted, the time of receipt and the
availability of the funds are not within the Funds'
control. The Funds reserve the right to delay payment
for a period of up to seven days after receipt of the
redemption request.
The Funds reserve the right to refuse a telephone
redemption request if the Funds believe it is advisable
to do so. Procedures for redeeming shares of the Funds
by telephone may be modified or terminated by the Funds
at any time. In an effort to prevent unauthorized or
fraudulent redemption requests by telephone, the Funds
have implemented procedures designed to reasonably
assure that telephone instructions are genuine. These
procedures include:
* requesting verification of certain personal
information;
* recording telephone transactions;
* confirming transactions in writing; and
* restricting transmittal of redemption proceeds to
preauthorized designations.
<PAGE>
Other procedures may be implemented from time to time.
If reasonable procedures are not implemented, the Funds
may be liable for any loss due to unauthorized or
fraudulent transactions. In all other cases, you are
liable for any loss for unauthorized transactions.
You should be aware that during periods of
substantial economic or market change, telephone or
wire redemptions may be difficult to implement. If you
are unable to contact the Funds by telephone, you may
also redeem shares by mailing the redemption request
to: Grand Prix Funds, Inc., P.O. Box 701, Milwaukee,
Wisconsin 53201-0701. If you wish to send the
information via overnight delivery, you may send it to:
Grand Prix Funds, Inc., c/o Firstar Mutual Fund
Services, LLC, 615 East Michigan Street, Third Floor,
Milwaukee, Wisconsin 53202. Redemption requests made
via fax will not be accepted by the Funds.
Redeeming Shares through Broker-Dealers. You may
be charged a fee if you redeem Fund shares through a
broker-dealer.
Systematic Withdrawal Plan. The Systematic
Withdrawal Plan ("SWP") allows you to make automatic
withdrawals from your account at regular intervals.
Redemptions for the purpose of satisfying such
withdrawals may reduce or even exhaust your account.
If the amount remaining in your account is not
sufficient to make a SWP payment, the remaining amount
will be redeemed and the SWP will be terminated.
Please see the Funds' SAI for more information.
Additional Redemption Information. The Funds
reserve the right to suspend or postpone redemptions
during any period when:
* trading on the New York Stock Exchange (the
"Exchange") is restricted, as determined by the SEC, or
the Exchange is closed for other than customary weekend
and holiday closing;
* the SEC has by order permitted such suspension; or
* an emergency, as determined by the SEC, exists,
making disposal of portfolio securities or valuation of
net assets of the Funds not reasonably practicable.
Due to the relatively high cost of maintaining
small accounts, if your account balance falls below the
$5,000 minimum as a result of a redemption, you may be
given a 60-day notice to reestablish the minimum
balance. If this requirement is not met, your account
may be closed and the proceeds sent to you.
For redemption requests for corporate accounts,
please see the Funds' SAI for more information.
If you redeem shares of the Super Core Fund, you
may not repurchase shares of the Fund for a period of
30 days.
Redemption in Kind
The Funds have reserved the right to redeem in
kind (i.e., in securities) any redemption request
during any 90-day period in excess of the lesser of:
(i) $250,000 or (ii) 1% of the net asset value of the
class of shares being redeemed. Please see the Funds'
SAI for more information.
Shareholder Reports and Information
The Funds will provide the following statements
and reports:
Confirmation Statements. Except for AIP
transactions, after each transaction that affects your
account balance or account registration, you will
receive a confirmation statement. Participants in the
AIP will receive quarterly confirmations of all
automatic transactions.
<PAGE>
Account Statements. All shareholders will receive
quarterly account statements. If you need additional
copies of previous statements, you may order statements
for the current and preceding year at no charge. Call
1-800-432-4741 to order past statements.
Financial Reports. Financial reports are provided
to shareholders semi-annually. Annual reports will
include audited financial statements. To reduce Fund
expenses, one copy of each report will be mailed to
each Taxpayer Identification Number even though you may
have more than one account with the Funds.
FINANCIAL HIGHLIGHTS
Financial data for the Grand Prix Fund are
presented below. The financial highlights table is
intended to help you understand the Grand Prix Fund's
financial results for the period from December 31, 1997
(commencement of operations) through October 31, 2000.
The total returns in the table represent the rate that
an investor would have earned on an investment in the
Grand Prix Fund (assuming reinvestment of all dividends
and distributions). This information has been audited
by Ernst & Young LLP, whose report, along with the
Grand Prix Fund's financial statements, is included in
the Grand Prix Fund's annual report, which is available
upon request. There are no financial data to report
for the Super Core Fund.
<TABLE>
August 5, 1999(1) December 31, 1997(2)
Year Ended Year Ended through through
October 31, 2000 October 31, 1999 October 31, 1999 October 31, 1998
Class A Class C Class A Class C Class A
<S> <C> <C> <C> <C> <C>
Per share data:
Net asset value,
beginning of period $28.21 $28.17 $14.42 $20.55 $10.00
Income from investment
operations:
Net investment
loss(3) (0.89)(4) (1.10)(4) (0.32)(4) (0.13)(4) (0.10)
Net realized and
unrealized gains
on investments 7.82 7.82 16.74 7.75 4.52
Total from investment
operations 6.93 6.72 16.42 7.62 4.42
------ ------ ------ ------ ------
Less distributions
from net realized
gains (0.32) (0.32) (2.63) _ _
------ ------ ------ ------ ------
Net asset value,
end of period $34.82 $34.57 $28.21 $28.17 $14.42
====== ====== ====== ====== ======
Total return(5) 24.64% 23.92% 131.51% 37.08%(6) 44.20%(6)
Supplemental data
and ratios:
Net assets, end of
period (000's) $284,021 $99,237 $92,500 $9,730 $1,595
Ratio of operating
expenses to
average net
assets 1.62%(7)(8) 2.37%(7)(8) 1.72%(9) 2.47%(9) 1.65%(9)
Ratio of interest
expense to average
net assets 0.72% 0.72% 0.04% 0.19% --
Ratio of net
investment loss to
average net assets (1.23)%(7) (1.98)%(7) (1.45)%(9) (2.41)%(9) (1.03)%(9)
Portfolio turnover
rate(10) 834.9% 834.9% 764.3% 764.3% 521.6%
</TABLE>
______________________
(1) Effective August 5, 1999, the Grand Prix
Fund offered a second class of shares, Class C.
<PAGE>
(2) Commencement of operations of the Grand
Prix Fund.
(3) Net investment loss per share represents
net investment loss divided by the monthly average
shares of common stock outstanding.
(4) Net investment loss before interest expense
for the periods ended October 31, 2000 and
October 31, 1999 for the Class A shares was $(0.56)
and $(0.31), respectively. Net investment loss
before interest expense for the periods ended
October 31, 2000 and October 31, 1999 for the Class
C shares was $(0.91) and $(0.12), respectively.
(5) The total return does not reflect the 5.25%
and 1.00% front-end sales charge for the Class A and
Class C shares, respectively.
(6) Not annualized.
(7) For the year ended October 31, 2000, the
operating expense ratio excludes interest expense.
The ratio for the Class A and Class C shares,
including interest expense, was 2.34% and 3.09%,
respectively. The ratio of net investment loss to
average net assets, including interest expense, for
the Class A and Class C shares was (1.95)% and
(2.70)%, respectively.
(8) Ratio excludes Advisor expense waiver recovery of 0.09%.
(9) Operating expense excludes interest expense
and is net of reimbursements and waivers. The
ratio, including interest expense and excluding
reimbursements and waivers, for the Class A shares
for the periods ended October 31, 1999 and
October 31, 1998 would have been 2.28% and 15.93%,
respectively, and for the Class C shares for the
period ended October 31, 1999 would have been 3.33%.
The ratio of net investment loss to average net
assets, including interest expense and excluding
reimbursements and waivers, for Class A shares for
the periods ended October 31, 1999 and October 31,
1998 would have been (2.01)% and (15.31)%,
respectively, and for the Class C shares for the
period ended October 31, 1999 would have been (3.27)%.
(10)Portfolio turnover is calculated on the
basis of the Grand Prix Fund as a whole without
distinguishing between the classes of shares issued.
VALUATION OF FUND SHARES
The price of a Fund's shares is based on its net
asset value, and is determined as of the close of
regular trading (generally 4:00 p.m. Eastern Time) on
each day the Exchange is open for business. Net asset
value is calculated by taking the market value of each
Fund's total assets, including interest and dividends
accrued but not yet collected, less all liabilities,
and dividing by the total number of shares outstanding.
The result, rounded to the nearest cent, is the net
asset value per share. Net asset value is not
determined on days the Exchange is closed for trading.
The Exchange is currently closed on New Year's Day,
Martin Luther King, Jr. Day, President's Day, Good
Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day and Christmas Day. In addition, if
any of these holidays fall on a Saturday, the Exchange
will not be open for trading on the preceding Friday,
and when such holiday falls on a Sunday, the Exchange
will not be open for trading on the succeeding Monday,
unless unusual business conditions exist, such as the
ending of a quarterly or yearly accounting period. The
price at which a purchase order or redemption request
is effected is based on the next calculation of net
asset value after the order is placed or the request is
received.
DISTRIBUTION AND SHAREHOLDER SERVICING PLANS
The Funds have adopted a plan pursuant to Rule 12b-
1 under the Investment Company Act of 1940, as amended
(the "12b-1 Plan") with respect to each class of
shares, which authorizes the Funds to pay the
Distributor certain distribution and shareholder
servicing fees. Under the Class A 12b-1 Plan, the
Class A shares of the Grand Prix Fund may be required
to pay the Distributor a distribution and shareholder
servicing fee of up to 0.25% of the Fund's average
daily net assets attributable to the Class A shares.
Under the same plan, the Class A shares of the
<PAGE>
Super Core Fund may be required to pay the Distributor
a distribution and shareholder servicing fee of up to
0.35% of the Fund's average daily net assets
attributable to the Class A shares. The Class C Plan
provides that the Class C shares will be required to
pay the Distributor (i) a distribution fee of 0.75% of
each Fund's average daily net assets attributable to
the Class C shares and (ii) a shareholder servicing fee
of 0.25% of each Fund's average daily net assets
attributable to the Class C shares. The 12b-1 Plan has
the effect of increasing each class's expenses from
what they would otherwise be. Because Rule 12b-1 fees
are paid out of each Fund's net assets on an ongoing
basis, over time these fees will increase the cost of
your investment and could cost long-term investors of
the Funds more than paying other types of sales
charges. For additional information on the 12b-1
Plans, please see the Funds' SAI.
DIVIDENDS, CAPITAL GAIN DISTRIBUTIONS AND TAX TREATMENT
For federal income tax purposes, all dividends and
distributions of net realized short-term capital gains
you receive from the Funds are taxable as ordinary
income, whether reinvested in additional shares or
received in cash, unless you are exempt from taxation
or entitled to a tax deferral. Distributions of net
realized long-term capital gains you receive from the
Funds, whether reinvested in additional shares or
received in cash, are taxable as a capital gain. The
capital gain holding period is determined by the length
of time the Funds have held the security and not the
length of time you have held shares in the Funds. Each
Fund expects that, because of its investment objective,
its distributions will consist primarily of long- and
short-term capital gains (rather than dividend income).
You will be informed annually as to the amount and
nature of all dividends and capital gains paid during
the prior year. Such capital gains and dividends may
also be subject to state or local taxes. If you are
not required to pay taxes on your income, you are
generally not required to pay federal income taxes on
the amounts distributed to you.
The Funds intend to pay dividends from net
investment income annually and to distribute all net
realized capital gains at least annually. In addition,
the Funds may make additional distributions if
necessary to avoid imposition of a 4% excise tax or
other tax on undistributed income and gains. Please
note, however, that the objective of both Funds is
capital appreciation, not the production of
distributions. You should measure the success of your
investment by the value of your investment at any given
time and not by the distributions you receive.
When a dividend or capital gain is distributed,
each Fund's net asset value decreases by the amount of
the payment. If you purchase shares shortly before a
distribution, you will be subject to income taxes on
the distribution, even though the value of your
investment (plus cash received, if any) remains the
same. All dividends and capital gains distributions
will automatically be reinvested in additional Fund
shares at the then prevailing net asset value unless
you specifically request that either dividends or
capital gains or both be paid in cash. The election to
receive dividends or reinvest them may be changed by
writing to the Funds at Grand Prix Funds, Inc., P.O.
Box 701, Milwaukee, Wisconsin 53201-0701. The election
is effective for distributions with a dividend record
date on or after the date on which the Funds receive
notice of the election.
If you do not furnish the Funds with your correct
social security number or taxpayer identification
number, the Funds are required by current federal law
to withhold federal income tax from your distributions
(including applicable Fund share reinvestments) and
redemption proceeds at a rate of 31%.
An exchange of Fund shares pursuant to the Funds'
exchange privilege is treated the same as an ordinary
sale and purchase for federal income tax purposes and
you will realize a capital gain or loss. An exchange
is not a tax-free transaction.
This section is not intended to be a full
discussion of federal income tax laws and the effect of
such laws on you. There may be other federal, state,
or local tax considerations applicable to a particular
investor. You are urged to consult your own tax advisor.
<PAGE>
ADDITIONAL INFORMATION
DIRECTORS ADMINISTRATOR AND TRANSFER AGENT
Robert Zuccaro Firstar Mutual Fund Sewrvices, LLC
Mary Jane Boyle
Edward F. Ronan, Jr. For overnight deliveries, use:
Dennis K. Waldman Grand Prix Funds, Inc.
c/o Firstar Mutual Fund Services, LLC
OFFICERS 615 East Michigan Street, Third Floor
Milwaukee, Wisconsin 53202
Robert Zuccaro, President
Mary Jane Boyle, Vice-President, For regular mail deliveries, use:
Secretary and Treasurer Grand Prix Funds, Inc.
P.O. Box 701
INVESTMENT ADVISOR Milwaukee, Wisconsin 53201-0701
Target Investors, Inc. DISTRIBUTOR
15 River Road, Suite 220
Wilton, Connecticut 06897 T. O. Richardson Securities, Inc.
2 Bridgewater Road
CUSTODIAN Farmington, Connecticut 06032-2256
Firstar Bank, N.A. LEGAL COUNSEL
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202 Godfrey & Kahn, S.C.
780 N. Water Street
Milwaukee, Wisconsin 53202
INDEPENDENT AUDITORS
Ernst & Young LLP
111 East Kilbourn Avenue
Milwaukee, Wisconsin 53202
The Funds' SAI contains additional information
about the Funds. Because the Super Core Fund is first
being offered for sale to the public as of the date of
this Prospectus, there is no information available
regarding the Super Core Fund's investments or
performance. Additional information about the Grand
Prix Fund's investments, however, is contained in its
annual and semi-annual reports to shareholders. The
Grand Prix Fund's annual report provides a discussion
of the market conditions and investment strategies that
significantly affected the Fund's performance during
its last fiscal year. The Funds' SAI, which is
incorporated by reference into this Prospectus, annual
reports and semi-annual reports are available without
charge upon request to the address or toll-free
telephone number noted in this Prospectus. These
documents may also be obtained from certain financial
intermediaries, including the Distributor, through
which Fund shares may be purchased and sold.
Shareholder inquiries and requests for other
information about the Funds can be directed to the
Funds at the address and toll-free telephone numbers in
this Prospectus.
Information about the Funds (including the SAI)
can be reviewed and copied at the SEC's Public
Reference Room in Washington, D.C. Please call the SEC
at 1-202-942-8090 for information relating to the
operation of the Public Reference Room. Reports and
other information about the Funds are also available on
the EDGAR Database on the SEC's Internet Website
located at http://www.sec.gov. Alternatively, copies
of this information may be obtained, upon payment of a
duplicating fee, by e-mailing or writing the Public
Reference Section of the SEC at [email protected] or
Washington, D.C. 20549-0102.
The Funds' 1940 Act File Number is 811-8461.
