Filed pursuant to Rule 497(e)
Registration Nos.: 333-65579
811-9051
PROSPECTUS
December 29, 1998
[Logo]
La Crosse Funds, Inc.
La Crosse Large Cap Stock Fund
P.O. Box 717
Milwaukee, Wisconsin 53201-0717
Telephone: 1-888-661-7600
The investment objective of the La Crosse
Large Cap Stock Fund (the "Fund") is long-term
capital appreciation and income. The Fund invests
primarily in common stocks of large capitalization
companies. La Crosse Advisers, L.L.C. (the
"Adviser"), a subsidiary of North Central Trust
Company ("North Central"), is the investment
adviser to the Fund. The Fund is a long-term
investment, intended to complement your other
investments.
This Prospectus contains important
information you should consider before you invest
in the Fund, including information about risks.
Please read it carefully and keep it for future
reference.
____________________
Neither the Securities and Exchange
Commission (the "SEC") nor any state securities
commission has approved or disapproved of the
securities offered by this Prospectus, nor has the
SEC or any state securities commission passed upon
the adequacy of this Prospectus. Any
representation to the contrary is a criminal
offense.
<PAGE>
TABLE OF CONTENTS
HIGHLIGHTS 3
FEES AND EXPENSES OF THE FUND 4
INVESTMENT OBJECTIVE 5
HOW THE FUND INVESTS AND RELATED RISKS 5
FUND MANAGEMENT AND DISTRIBUTION 6
YOUR ACCOUNT 7
VALUATION OF FUND SHARES 12
DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS, AND TAX
TREATMENT 13
YEAR 2000 ISSUE 13
ADDITIONAL INFORMATION 14
In deciding whether to invest in the Fund, you
should rely only on information in this Prospectus or
the Statement of Additional Information ("SAI"). The
Fund has not authorized others to provide additional
information. The Fund does not authorize use of this
Prospectus in any state or jurisdiction where the
offering cannot legally be made.
<PAGE>
HIGHLIGHTS
What is the goal of the Fund?
The Fund's goal is long-term capital appreciation
and income. This goal is sometimes referred to as the
Fund's investment objective. You should consider the
Fund's current income goal as secondary to the Fund's
goal of capital appreciation. The Fund cannot
guarantee that it will achieve its goal. For more
information, see "Investment Objective" and "Investment
Strategies."
What are the Fund's Investment Strategies?
The Fund invests primarily in common stocks. The
Fund will emphasize investments in the common stocks of
U.S. large capitalization companies. In trying to
achieve its goal, the Fund's common stocks will be
those that the Adviser believes are undervalued
relative to the company's future earnings potential and
future expected earnings growth. The Fund also tries
to choose investments that will pay current income,
usually dividends. For more information, see "How the
Fund Invests and Related Risks."
What are the main risks of investing in the Fund?
The main risks of investing in the Fund are:
Stock Market Risk. Stock funds like the Fund are
subject to stock market risks and significant
fluctuations in value. If the stock market declines in
value, the Fund is likely to decline in value.
Increases or decreases in value of stocks are generally
greater than for bonds or other income investments.
Stock Selection Risk. The stocks selected by the
Adviser for inclusion in the Fund's portfolio may
decline in value or not increase in value when the
stock market in general is rising. The Adviser has not
previously acted as an investment adviser to a mutual
fund.
Not Bank Insured. An investment in the Fund is
not a deposit of a bank and not insured or guaranteed
by the Federal Deposit Insurance Corporation or any
other government agency.
You should be aware that you may lose money by
investing in the Fund. The Fund may not be a complete
investment program for the equity portion of your
portfolio.
Is the Fund an appropriate investment for me?
The Fund is suitable for long-term investors only.
The Fund is not a short-term investment vehicle. An
investment in the Fund may be appropriate if:
your goal is long-term capital appreciation and
income;
you do not require significant current income from
this investment; and
you are willing to accept short-term to
intermediate-term fluctuations in investment value.
Because the Fund has been in operation for less
than a full calendar year, it has no annual returns
history.
<PAGE>
FEES AND EXPENSES OF THE FUND
This table describes the fees and expenses that
you may pay if you buy and hold shares of the Fund.
Shareholder Fees (fees paid directly from your
investment)
Maximum sales charge (load) imposed on purchases
(as a percentage of offering price) None
Maximum deferred sales charge (load) imposed on
redemptions (as a percentage of amount redeemed) None
Redemption fee (as a percentage of amount redeemed)(1) None
Annual Fund Operating Expenses (expenses that are
deducted from Fund assets) (2)
Management fees 0.75%
Distribution and service (12b-1) fees None
Other expenses(3) 0.41%
Total annual Fund operating expenses(3) 1.16%
____________
(1)If you redeem shares by wire, you will be charged a
$15 service fee. See "Your Account_Redeeming
Shares."
(2)These expenses do not appear on your account
statement, but instead reduce the amount of total
return you receive.
(3)Based on estimated amounts for the current fiscal
year. The Adviser has agreed until December 31,
1999 to waive its management fee and/or reimburse
the Fund's operating expenses to the extent
necessary to ensure that the total annual operating
expenses for the Fund, which include management and
administration fees, but which exclude interest,
taxes, brokerage commissions and other costs
incurred in connection with the purchase and sale
of portfolio securities, and extraordinary items,
do not exceed 1.00%. "Other expenses" are
presented before any such waivers/reimbursements.
If "other expenses" were calculated based on such
waivers and/or reimbursements, other expenses and
total annual operating expenses for the Fund would
be 0.25% and 1.00%, respectively. The Adviser is
entitled to recoup amounts waived or reimbursed for
a period of up to three years from the date such
amounts were reimbursed or waived. For additional
information, see "Fund Management and
Distribution_Management."
<PAGE>
Example
The following Example is intended to help you
compare the cost of investing in the 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 redeem all of your
shares at the end of those periods. The Example also
assumes that your investment has a 5% return each year
and that the Fund's total annual operating expenses
remain the same each year. Although your actual costs
may be higher or lower, based on these assumptions,
your costs would be as follows:
1 Year 3 Years
$118 $368
INVESTMENT OBJECTIVE
The Fund's investment objective is to seek long-
term capital appreciation and income.
HOW THE FUND INVESTS AND RELATED RISKS
The Adviser will attempt to achieve the Fund's
investment objective by investing the Fund's assets in
U.S. companies that have a large market capitalization
("large-cap companies"). A large-cap company is one
with a market capitalization of at least $1 billion.
The Adviser currently intends to invest at least 70% of
the Fund's assets in companies with market
capitalizations of $5 billion or more. The Adviser's
strategy under normal market conditions is to be fully
invested, holding securities for their long-term total
return potential over a three- to five-year time frame.
When making purchase decisions for the Fund, the
Adviser uses a blend of value and growth investing.
The Adviser values each company in which it may invest
based on its future earnings potential and future
expected earnings growth. Using its own model, the
Adviser establishes this value by reviewing estimates
of a particular company's future earnings and
considering other information, including sales and
earnings data and risks associated with that particular
company and with the economy as a whole. The Adviser
reviews and may adjust its valuation in light of
valuations and fundamental research reports prepared by
others in the securities industry. The Adviser then
prepares a list of securities for inclusion in the
Fund's portfolio based upon these valuations and
purchases the securities when their prices fall within
a pre-determined range. Securities included on this
list as well as those securities which are purchased
for the Fund are monitored for variations from
expectations regarding capital growth or dividend
policy. The Adviser intends to maintain broad
diversification within industries and economic sectors,
including between 50 and 100 different stocks in the
Fund's portfolio at any given time.
The Adviser makes sell decisions for the Fund
based on a number of factors, including significant
deterioration in a company's underlying fundamentals,
strong price appreciation suggesting an overweighted
position or overvalued security, change in theme or
sector orientation, or better relative value in other
securities.
The Fund will invest primarily in common stocks.
Common stocks generally increase or decrease in value
based on the earnings of a company and on general
industry and market conditions. Because the Fund
invests a significant amount of its assets in common
stocks, it is likely to have greater fluctuations in
share price than a fund that invests a significant
portion of its assets in fixed-income securities.
Stock funds like the Fund are subject to stock market
risks and significant fluctuations in value. If the
stock market declines in value, the Fund is likely to
decline in value and such declines may not correspond
to the changes in value of the stock market overall.
For example, the Fund's decline in value may be greater
than of the market as a whole. Changes in the value of
stocks have generally been greater than for bonds or
other fixed-income investments. The Fund's portfolio
itself is subject to the risk that the Adviser may
select stocks that decline in value or not increase in
value when the stock market in general is rising. In
addition, the Adviser may not or may not be able to
sell stocks at an optimal time or price. The Adviser
has not previously acted as an investment adviser to a
mutual fund.
<PAGE>
Temporary Strategies
Prior to investing the proceeds from sales of Fund
shares, to meet ordinary daily cash needs, and to
retain the flexibility to respond promptly to adverse
changes in market and economic conditions, the Fund may
hold cash and/or invest all or a portion of its assets
in money market instruments or other investment grade
short-term fixed-income securities issued by private
and governmental institutions. It is impossible to
predict when or for how long the Adviser may employ
these strategies for the Fund. To the extent the Fund
engages in any of these temporary strategies, the Fund
may not achieve its investment objective. Although not
part of its principal investment strategy, the Fund may
occasionally invest a limited portion of its assets in
foreign securities, illiquid securities and stock index
options. See the Fund's SAI for additional
information.
FUND MANAGEMENT AND DISTRIBUTION
Management
The Fund has entered into an Investment Advisory
Agreement with the Adviser under which the Adviser
manages the Fund's investments and business affairs,
subject to the supervision of the Fund's Board of
Directors.
Adviser. The Adviser was organized as a Wisconsin
limited liability company in June 1998 and is located
at 311 Main Street, La Crosse, Wisconsin 54601. Under
the Investment Advisory Agreement, the Fund pays the
Adviser an annual management fee of 0.75% of the Fund's
average daily net assets. The advisory fee is accrued
daily and paid monthly. The Adviser has agreed until
December 31, 1999 to waive its management fee and/or
reimburse Fund operating expenses to the extent
necessary to ensure that the total annual operating
expenses for the Fund will not exceed 1.00% of average
daily net assets. Any waivers or reimbursements will
have the effect of lowering the overall expense ratio
for the Fund and increasing its overall return to
investors at the time any such amounts were waived
and/or reimbursed. The Adviser is entitled to recoup
amounts waived or reimbursed for a period of up to
three years from the date such amounts were reimbursed
or waived.
Under the Investment Advisory Agreement, not only
is the Adviser responsible for management of the Fund's
assets, but also for portfolio transactions and
brokerage. Before the Fund commenced operations, the
Adviser had no prior experience advising mutual funds.
The Fund is the Adviser's only mutual fund client.
North Central. North Central, a Wisconsin trust
company, is the parent company of the Adviser. North
Central, prior to the date hereof, managed a collective
investment fund (the "Collective Fund") since April 1,
1971 and a common trust fund (the "Common Fund," and
together with the Collective Fund, the "Trust Funds")
since June 1, 1995. North Central decided to convert
the assets of the Trust Funds into shares of the Fund.
In connection with this conversion, North Central
decided to place its advisory operations into a
separate entity, and for that purpose established the
Adviser.
Portfolio Manager. Steven J. Hulme is the
President, Secretary, portfolio manager and a Director
of the Fund. Since 1993, Mr. Hulme has served as Vice
President and head of North Central's investment
division, during which time he has managed the Trust
Funds. He is also the President, a Director and a
Member of the Adviser. Mr. Hulme received his
undergraduate degree from the University of Nebraska
and his MBA from the University of Chicago. Mr. Hulme
is a Chartered Financial Analyst.
Service Providers
Certain administrative and other functions are
performed on behalf of the Fund by related and
unrelated service providers. North Central acts as
custodian of the Fund's assets. Sunstone Financial
Group, Inc. acts as the Fund's dividend-disbursing and
transfer agent (the "Transfer Agent") and as the Fund's
administrator and fund accountant. Sunstone
Distribution Services, LLC, a registered broker-dealer
and member of the National Association of Securities
Dealers, Inc. (the "NASD"), acts as distributor of the
Fund's shares.
<PAGE>
YOUR ACCOUNT
Net Asset Value
Shares of the Fund are offered and sold on a
continual basis at the net asset value per share which
is next computed after both a properly completed
purchase application and payment are received by the
Transfer Agent.
Investing in the Fund
To open an account and invest in Fund shares, you
should:
1. Read this Prospectus carefully.
2. Determine how much you would like to invest.
When you open an account with the Fund, you
must invest at least:
Non-retirement account: $2,000
Retirement account: $250
Automatic Investment Plan ("AIP"): $100
When you add to an account, you must invest
at least:
Non-retirement account: $100
Retirement account: $50
The Fund may change or waive these minimums
at any time; you will be given at least 60
days' notice of any increase in the minimum
dollar amount of purchases.
3. Complete the appropriate parts of the
purchase application, carefully following the
instructions. If you have questions about
the purchase application, please contact the
Fund at 1-888-661-7600. Purchase
applications will be accepted by the Transfer
Agent. The Fund will not accept your account
if you are investing for another person as
attorney-in-fact. The Fund also will not
accept accounts with a "Power of Attorney" or
"POA" in the registration section of the
purchase application.
4. Make your initial investment, and any
subsequent investments, following the
instructions set forth below. Purchase
applications are not binding on the Fund
until accepted. The Fund reserves the right
to accept or reject a purchase application in
whole or in part. The Fund also reserves the
right to limit or suspend, without prior
notice, the offering of its shares.
Purchasing Shares
Opening an Account by Mail. You may open an
account by mail as follows:
Please complete the purchase application. You
may duplicate any application or you can obtain
additional copies of the purchase application
from the Fund by calling 1-888-661-7600.
Write a check in an amount equal to the amount
that you would like to invest in the Fund.
Make the check payable to "La Crosse Large Cap
Stock Fund." You must make your purchase in
U.S. dollars. Your check must be drawn on a
U.S. bank, savings and loan institution or
credit union. You may not make your purchase
with cash, credit cards or third party checks.
<PAGE>
Mail your completed purchase application and
check to:
La Crosse Funds, Inc.
P.O. Box 717
Milwaukee, WI 53201-0717
OR
Send your completed purchase application and
check by overnight or express mail to:
La Crosse Funds, Inc.
c/o Sunstone Financial Group, Inc.
207 East Buffalo Street, Suite 315
Milwaukee, WI 53202-5712
Adding to an Account by Mail. You may make
additional investments by mail as follows:
Write a check in an amount equal to the
additional amount that you would like to invest
in the Fund. The amount of your check must be
equal to or greater than the minimum amount
listed in item 2, above. Make the check
payable to "La Crosse Large Cap Stock Fund."
You must make your additional purchase in U.S.
dollars. Your check must be drawn on a U.S.
bank, savings and loan institution or credit
union. You may not make an additional purchase
with cash, credit cards or third party checks.
Complete an additional investment slip from a
recent account statement. If you do not have
an additional investment slip, write a note
which gives the full name of your account and
the account number.
Send the check with the additional investment
slip or note to the Fund by mail or by
overnight courier or express mail to the
address indicated above.
Opening an Account by Wire. You may open an
account by wire transfer as follows:
Complete a purchase application.
Send the purchase application to the Fund by
mail or by overnight or express mail to the
address indicated above.
After the Transfer Agent has received a
properly completed purchase application, you
may call the Fund at 1-888-661-7600 for wire
instructions and to obtain an investor account
number.
Wire the funds through the Federal Reserve
System as follows:
UMB Bank, n.a.
A.B.A. Number: 101000695
For credit to: La Crosse Funds, Inc.
Account Number: 9870964767
For further credit to:
(investor account number)
(name or account registration)
(Social Security or Taxpayer Identification Number)
Adding to an Account by Wire. You may make
additional investments by wire as follows:
Wire the funds through the Federal Reserve
System as indicated above.
<PAGE>
Opening an Account by Telephone. You may not open
an account by telephone.
Adding to an Account by Telephone. If you filled
out the "Bank Information" section of your purchase
application which authorizes the Fund to withdraw the
payment for shares of the Fund from your bank account
by electronic funds transfer, then you may make
additional investments by telephone as follows:
Please call 1-888-661-7600 to place your
telephone purchase order.
You must purchase shares by telephone in
amounts equal to at least $100.
Payment for the shares purchased by telephone
will be withdrawn from the bank account listed
on your purchase application within
approximately 2-3 days after the purchase order
is placed.
Purchasing Shares Through Other Institutions. If
you purchase shares through a program of services
offered or administered by a broker-dealer, financial
institution, or other service provider, you should read
the program materials, including information relating
to fees, in addition to the Fund's Prospectus. Certain
services of the Fund may not be available or may be
modified in connection with the program of services
provided. The Fund may only accept requests from the
broker-dealer to purchase additional shares through a
broker-dealer street name account.
The Fund has authorized one or more broker-
dealers, financial institutions or other service
providers ("Brokers") to receive on its behalf purchase
and redemption orders for Fund shares. Such Brokers
may charge transaction fees on the purchase and/or sale
of Fund shares. Such Brokers are authorized to
designate other intermediaries to receive purchase and
redemption orders on the Fund's behalf. The Fund will
be deemed to have received a purchase or redemption
order when an authorized Broker, or, if applicable, the
Broker's authorized designee, receives the order.
Orders for the purchase or redemption of Fund shares
will be priced at the Fund's net asset value next
computed after the authorized Broker or its authorized
designee receives such orders. It is the
responsibility of the Broker to place the order with
the Fund on a timely basis. If payment is not received
within the time specified in the agreement, the Broker
could be held liable for any resulting fees or losses.
Additional Purchase Information.
The Fund will charge a $20 service fee against
your account for any check or electronic funds
transfer that is returned unpaid for any reason
and your purchase will be canceled. You will
also be responsible for any losses suffered by
the Fund as a result.
In order to relieve you of responsibility for
the safekeeping and delivery of stock
certificates, the Fund does not issue
certificates.
When a purchase is made by check and a
redemption is requested shortly thereafter, the
Fund may delay payment of redemption proceeds
for up to 10 calendar days. This delay allows
the Fund to verify that a check used to
purchase Fund shares will not be returned due
to insufficient funds. This delay also
protects the other Fund investors from loss.
By completing and submitting a purchase
application and providing bank account
information, you are automatically granted the
privilege to make purchases and request
redemptions by telephone. You may waive this
privilege by checking the appropriate box on
the purchase application. If you have any
questions as to how to waive this privilege, or
how to add or delete this privilege after you
open an account, please call the Fund at 1-888-
661-7600. Generally, after you open an
account, your request to waive, add or delete a
privilege must be in writing and signed by each
registered holder of the account with
signatures guaranteed by a U.S. commercial bank
or trust company, a member firm 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 Shares
- Important Note About Wire and Telephone
Redemptions."
<PAGE>
Automatic Investment Plan. The Automatic
Investment Plan ("AIP") is a method of purchasing Fund
shares using dollar cost averaging, which is an
investment strategy that involves investing a fixed
amount of money at a regular time interval. By always
investing the same amount, you will be purchasing more
shares when the price is low and fewer shares when the
price is high. The AIP allows you to make regular,
systematic investments in shares of the Fund from your
bank account on the 5th, 10th, 15th, 20th, 25th or last
day of each month. If one of these dates falls on a
weekend, the investment will be made on the next
business day. The minimum initial investment for
investors using the AIP is $100. To maintain an AIP,
you must invest at least $50 per month in the Fund.
Please call 1-888-661-7600 for instructions as to how
you may establish an AIP for your account.
Redeeming Shares
You may redeem some or all of your shares of the
Fund at any time. The price at which your shares will
be redeemed is the net asset value per share next
determined after the Fund receives proper redemption
instructions from you. See "Valuation of Fund Shares."
You may redeem your shares of the Fund by mail, wire or
telephone, if you have not waived the right to make
telephone redemptions. The Fund may delay payment of
redemption proceeds until amounts for purchases which
you made by check, telephone or pursuant to the AIP
have been collected. Collection may take up to 10 days
from the date on which you made the purchase.
Depending upon the redemption price you receive, you
may realize a capital gain or loss for federal income
tax purposes.
Redeeming Shares by Mail. You may redeem your
shares by mail as follows:
Write a letter instructing the Fund to redeem your
shares. In your letter, indicate your account number,
the name(s) in which the account is registered, and the
dollar value or number of shares you wish to sell. If
the dollar amount requested to be redeemed is greater
than the current account value as determined by the net
asset value on the effective date of the redemption,
the entire account balance will be redeemed.
Include in your letter all required signatures.
The letter must be signed exactly as the shares are
registered. Enclose any additional documents that may
be required. See "Redeeming Shares_Special
Situations," below.
Send the letter, along with any required
additional documents, to the Transfer Agent at the
address listed above.
The Transfer Agent will mail a check in the amount
of the redemption proceeds to the address of the person
in whose name(s) the account is registered. If the
amount requested is greater than $10,000, or if the
proceeds are to be sent to a person other than the
shareholder(s) of record or to an address other than
the address of record, or if the redemption request is
made within 30 days of an address change, then each
required signature on the letter of instruction must be
guaranteed by a U.S. commercial bank or trust company,
a member firm of the NASD or other eligible guarantor
institution. 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. See "Redeeming
Shares - Special Situations - Corporate Accounts" for
instructions on redeeming shares in corporate accounts.
Additional documentation is required for the redemption
of shares held by persons acting pursuant to a power of
attorney. If you have any questions about redemptions
by mail, call the Fund in advance of making the
redemption request.
The Fund will mail payment for redemption proceeds
within seven days after it receives proper instructions
for redemption.
Important Note About Wire and Telephone
Redemptions. Unless you waive telephone redemption
privileges on the "Telephone Authorization" section of
your purchase application when you first opened your
account, you automatically have the privilege to make
redemptions by wire or telephone. To verify that you
have telephone redemption privileges, call the transfer
agent at 1-888-661-7600. If you do not have telephone
privileges
<PAGE>
and you now want to arrange for wire or
telephone redemptions, or if you do have telephone
privileges and you now want to change the bank, the
account or the address designated to receive redemption
proceeds, then you must send a letter making this
request to the Transfer Agent. The letter must be
signed by each person who is listed on the account.
The signatures must be guaranteed. The Transfer Agent
may request additional documents from corporations,
executors, administrators, trustees and guardians. See
"Redeeming Shares - Special Situations - Corporate
Accounts," below.
The Fund reserves the right to refuse any wire or
telephone redemption request. The Fund may further
limit the dollar amount or number of shares that you
may redeem. You may not cancel or modify a telephone
or wire redemption request after you make the request.
Neither the Fund nor the Transfer Agent will be
responsible for the authenticity of redemption
instructions received by telephone. Accordingly, you
bear the risk of loss. However, the Fund will use
reasonable procedures to ensure that instructions
received by telephone are genuine, including recording
telephonic transactions and sending written
confirmation of redemptions to you. You may experience
difficulty in implementing a telephone redemption
during periods of drastic economic or market changes.
If you are unable to contact the Transfer Agent by
telephone, you may also redeem shares by written
request, as described above.
Redeeming Shares by Wire. You may redeem your
shares by wire as follows:
Please call 1-888-661-7600 to place your wire
redemption request.
You may request redemptions by wire in amounts
equal to at least $1,000 but not more than $10,000.
You must make redemption requests for less than $1,000
or more than $10,000 in writing.
Funds will be wired on the next business day. A
$15 fee will be deducted from your redemption proceeds.
Redeeming Shares by Telephone. You may redeem
your shares by telephone as follows:
Please call 1-888-661-7600 to place your telephone
redemption request.
You may request redemptions by telephone in
amounts equal to at least $1,000 but not more than
$10,000. You must make redemption requests for less
than $1,000 or more than $10,000 in writing.
Proceeds redeemed by telephone will be mailed or
transferred only to your address or bank of record as
shown on the records of the Transfer Agent.
Special Situations
Attorney-in-Fact. If you are acting as an
attorney-in-fact for another person, or as a trustee or
on behalf of a corporation, additional documentation
may be required in order to effect a redemption.
Questions regarding such circumstances may be directed
to the Transfer Agent by calling 1-888-661-7600.
Signature Guarantees. The Fund requires a
signature guarantee for all authorized owners of an
account: (i) when you submit a written redemption
request for more than $10,000, (ii) when you add the
telephone redemption option to your existing account,
(iii) if you transfer ownership of your account to
another individual or entity, or (iv) if you request
redemption proceeds to be sent to an address or bank
other than the address or bank that appears on your
account. A signature guarantee may be obtained from
any eligible guarantor institution. These institutions
include U.S. banks, saving associations, credit unions,
brokerage firms, and others. A notary public stamp or
seal is not acceptable.
Corporate Accounts. You must send the following
documents, in addition to any other required documents,
to the Transfer Agent if you request any redemptions or
transfer of ownership for a corporate account:
<PAGE>
1. A written letter of instruction signed by the
required number of authorized officers, along
with their respective positions. For
redemption requests in excess of $10,000, the
written request must be signature guaranteed.
2. A certified corporate resolution that states
the date the resolution was adopted and who is
empowered to act, transfer or sell assets on
behalf of the corporation.
3. If the corporate resolution is more than 60
days old from the date of the transaction
request, a certificate of incumbency from the
corporate secretary which specifically states
that the officer or officers named in the
resolution have the authority to act on the
account. The certificate of incumbency must
be dated within 60 days of the requested
transaction. If the corporate resolution
confers authority on officers by title and not
by name, the certificate of incumbency must
name the officer(s) and their title(s).
Suspension of Redemptions. The Fund reserves the
right to suspend or postpone redemptions during any
period when: trading on the New York Stock Exchange
(the "NYSE") is restricted, as determined by the SEC,
or the NYSE 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 Fund not reasonably
practicable.
IRAs. Shareholders who have an Individual
Retirement Account must indicate on their redemption
requests whether or not to withhold federal income
taxes. Redemption requests failing to indicate an
election will be subject to withholding for taxes.
Termination of Accounts. Upon 60 days' written
notice, your account may be terminated by the Fund if,
at the time of any redemption of shares in your
account, the value of the remaining shares in your
account falls below $1,000. A check for the proceeds
of redeeming the remaining shares in your account will
be sent to you within seven days of the redemption.
VALUATION OF FUND SHARES
The price of Fund shares is based on the Fund's
net asset value, which is calculated by subtracting the
Fund's liabilities from the value of the Fund's total
assets, including interests or dividends accrued, but
not yet collected and is determined as of the close of
trading (generally 4:00 p.m., Eastern Time) on each day
the NYSE is open for business. In determining net
asset value, expenses are accrued and applied daily and
investments for which market quotations are readily
available are valued at market value. Any investments
for which market quotations are not readily available
are valued at fair value as determined in good faith by
the Board of Directors of the Fund. The Fund does not
determine net asset value on days the NYSE is closed.
The current policy of the NYSE is to close on New
Year's Day, Martin Luther King Day, President's Day,
Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day, and Christmas Day. In addition, if
any of these holidays falls on a Saturday, the NYSE
will not be open for trading on the preceding Friday,
and when such holiday falls on a Sunday, the NYSE will
not be open for trading on the succeeding Monday,
unless unusual business conditions exist, such as the
ending of a monthly 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 or request is accepted.
DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS, AND TAX
TREATMENT
For federal income tax purposes, all dividends and
distributions of net realized short-term capital gains
you receive from the Fund are taxable as ordinary
income, whether reinvested in additional shares or
received in cash. Distributions of net realized long-
term capital gains you receive from the Fund, whether
reinvested in additional shares or received in cash,
are taxable as a capital gain. The capital gain
holding period (and the applicable tax rate) is
determined by the length of time the Fund has held the
security and not the length of time you have held
shares in
<PAGE>
the Fund. 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.
Dividends, if any, are usually distributed
quarterly and capital gains, if any, are usually
distributed at least annually in December. The Fund
expects that, because of its investment objective, its
distributions will consist primarily of long-term
capital gains and dividends. You should measure the
success of your investment by both the value of your
investment at any given time and the distributions you
receive.
The Fund anticipates issuing some of its shares to
the Trust Funds in exchange for securities owned by the
Trust Funds and which are permitted investments in
transactions which are tax-free under the Internal
Revenue Code of 1986, as amended. In such
transactions, the Fund may acquire securities having
unrealized appreciation that may result in a taxable
gain when the securities are sold by the Fund.
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 dividends or capital gains or
both of $10 or more be paid in cash. The election to
receive dividends in cash or reinvest them in shares
may be changed by writing to the Fund at La Crosse
Funds, Inc., c/o Sunstone Financial Group, Inc., 207
East Buffalo Street, Suite 315, Milwaukee, Wisconsin
53202. Such notice must be received at least ten days
prior to the record date of any dividend or capital
gain distribution.
YEAR 2000 ISSUE
The Fund's operations depend on the seamless
functioning of computer systems in the financial
service industry, including those of the Adviser and
the Transfer Agent. Many computer software systems in
use today cannot properly process date-related
information after December 31, 1999 because of the
method by which dates are encoded and calculated. This
failure, commonly referred to as the "Year 2000
Problem," could adversely affect the handling of
security trades, pricing, and account servicing for the
Fund.
The Adviser has made compliance with the Year 2000
Problem a high priority and is taking steps that it
believes are reasonably designed to address the Year
2000 Problem with respect to its computer systems. The
Adviser has also been informed that comparable steps
are being taken by the Fund's other major service
providers. The Adviser does not currently anticipate
that the Year 2000 Problem will have a material impact
on its ability to continue to fulfill its duties as
investment adviser to the Fund.
<PAGE>
ADDITIONAL INFORMATION
DIRECTORS CUSTODIAN
Steven J. Hulme North Central Trust Company
Darwin F. Isaacson 311 Main Street
Ralph A. La Point La Crosse, WI 54601
Joseph T. Kastantin
OFFICERS INDEPENDENT ACCOUNTANTS
Steven J. Hulme Arthur Andersen, LLP
Darwin F. Isaacson 100 East Wisconsin Avenue
Milwaukee, WI 53202
INVESTMENT ADVISER LEGAL COUNSEL
La Crosse Advisers, L.L.C. Godfrey & Kahn, S.C.
311 Main Street 780 North Water Street
La Crosse, WI 54601 Milwaukee, WI 53202
ADMINISTRATOR AND FUND ACCOUNTANT DISTRIBUTOR
Sunstone Financial Group, Inc. Sunstone Distribution Services, LLC
207 East Buffalo Street, Suite 315 207 East Buffalo Street, Suite 315
Milwaukee, WI 53202 Milwaukee, WI 53202
DIVIDEND-DISBURSING AND TRANSFER AGENT
Sunstone Financial Group, Inc.
For overnight deliveries, use: For regular mail
deliveries, use:
La Crosse Funds, Inc. La Crosse Funds, Inc.
c/o Sunstone Financial Group, Inc. c/o Sunstone Financial Group, Inc.
207 East Buffalo Street, Suite 315 P.O. Box 717
Milwaukee, WI 53202 Milwaukee, WI 53201-0717
The SAI for the Fund contains additional information
about the Fund. The Fund's SAI, which is incorporated
by reference into this Prospectus, is available without
charge upon request to the address or toll-free
telephone number noted on the cover page of this
Prospectus. To request other information about the
Fund or to make shareholder inquiries you may call the
toll-free telephone number on the cover page of this
Prospectus.
Information about the Fund (including the SAI) may be
reviewed and copied at the SEC's Public Reference Room
in Washington, D.C. Please call the SEC at 1-888-SEC-
0330 for information relating to the operation of the
Public Reference Room. Reports and other information
about the Fund are also available 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 writing the Public
Reference Section of the SEC, Washington, D.C. 20549-
6009.
The Fund's 1940 Act File Number is 811-9051.
