PUGET SOUND ALTERNATIVE INVESTMENT SERIES TRUST
497, 1999-06-24
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                      PUGET SOUND MARKET NEUTRAL PORTFOLIO

        SUPPLEMENT DATED JUNE 24, 1999 TO PROSPECTUS DATED JUNE 16, 1998


EFFECTIVE  JULY  1,  1999,  the  disclosure  under  the  following  captions  is
supplemented by the information contained on this page:

         CAPTION                                                 PAGE NUMBER
         -------                                                 -----------
         Administrator, Transfer Agent and Custodian                  15
         Distributor                                                  15
         How to Purchase Shares                                       17
         How to Redeem Shares                                         21
         Additional Information About the Fund                    Cover Page
         Back Page                                                 Back Page

ADMINISTRATOR, TRANSFER AGENT AND CUSTODIAN

Investment  Company  Administration,  L.L.C.  (the  "Administrator"),   2020  E.
Financial Way, Suite 100, Glendora,  CA 91741, acts as the Fund's  Administrator
under an  Administration  Agreement.  Under that  agreement,  the  Administrator
prepares  various federal and state  regulatory  filings,  prepares  reports and
returns  for the Fund,  prepares  reports  and  materials  to be supplied to the
Trustees,  monitors the activities of the Fund's  custodian,  transfer agent and
accountants,  coordinates  the  preparation  of and  payment  of Fund  expenses,
reviews  the  Fund's   expense   accruals   and  provides  a  variety  of  other
administrative  services  to the  Fund.  For such  services,  the  Administrator
receives a monthly fee based on the following  annual rate (subject to an annual
minimum of $40,000 per Fund and $15,000 for each additional share class):

         AVERAGE NET ASSETS                     FEE RATE(1)
         ------------------                     -----------
         Under $200 million                    .10% of average net assets
         $200 million to $500 million          .05% of average net assets
         Over $500 million                     .03% of average net assets

(1)  THE  ADMINISTRATOR  HAS  AGREED  TO  REDUCE  ITS FEES FOR  EIGHTEEN  MONTHS
     STARTING JULY 1, 1999, TO .05% ON THE FUND'S  AVERAGE NET ASSETS UP TO $500
     MILLION  AND .03% ON ASSETS IN EXCESS OF $500  MILLION.  IN  ADDITION,  THE
     ADMINISTRATOR WILL REDUCE ITS ANNUAL MINIMUM TO $30,000 PER FUND AND $5,000
     FOR EACH ADDITIONAL SHARE OF CLASS FOR TWELVE MONTHS STARTING JULY 1, 1999.

National  Financial  Data Services (the  "Transfer  Agent"),  330 W. 9th Street,
Kansas  City,  MO 64105,  has entered  into an  agreement  with the Fund for the
provision of transfer agency services and dividend  disbursing  services for the
Fund.

DISTRIBUTOR

First Fund Distributors, Inc. (the "Distributor"), 4455 E. Camelback Road, Suite
261-E,  Phoenix,  AZ 85108,  serves as the distributor to the Fund pursuant to a
Distribution  Agreement.  In  addition  to any  fees  received  pursuant  to the
Distribution  Plan, the Fund will pay the  Distributor a one time  Broker/Dealer
usage fee of $5,000.
<PAGE>
HOW TO PURCHASE SHARES

Beginning on July 1, 1999, in order to make an initial or subsequent purchase of
shares of the Fund, send a completed application form and payment to:

         Puget Sound Alternative Investment Series Trust
         P.O. Box 219407
         Kansas City, MO 64121-9407

Subsequent  investments  may also be made by federal  funds  wire.  To  purchase
shares by wire,  call  toll-free at  1-877-77-PUGET  (1-877-777-8438)  to obtain
instructions  regarding  the bank  account  number to which the funds  should be
wired and other pertinent information.

HOW TO REDEEM SHARES

Beginning  on July 1, 1999,  in order to redeem your shares of the Fund,  send a
written request to Puget Sound  Alternative  Investment  Series Trust,  P.O. Box
219407, Kansas City, Missouri 64121-9407. You may also redeem your shares of the
Fund by calling toll free 1-877- 77-PUGET (1-877-777-8438).

ADDITIONAL INFORMATION ABOUT THE FUND

The SAI may be  obtained,  upon  request  and without  charge,  along with other
information  about the Fund,  by writing to Puget Sound  Alternative  Investment
Series  Trust,  P.O.  Box  219407,  Kansas  City,  MO 64121,  or by calling  our
Shareholder Services Department toll free at 1-877-77-PUGET (1-877-777-8438).

BACK PAGE

                 PUGET SOUND ALTERNATIVE INVESTMENT SERIES TRUST
                                 P.O. Box 219407
                           Kansas City, MO 64121-9407

                                   DISTRIBUTOR
                          First Fund Distributors, Inc.
                       4455 E. Camelback Road, Suite 261-E
                             Phoenix, Arizona 85108

                                 TRANSFER AGENT
                        National Financial Data Services
                                330 W. 9th Street
                           Kansas City, Missouri 64105


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