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GOVERNOR FUNDS
STATEMENT OF ADDITIONAL INFORMATION
Supplement dated May 21, 1999
to Statement of Additional Information dated January 4, 1999
Capitalized terms not defined in this Supplement have the meaning
assigned to them in the Statement of Additional Information.
The following should be added to the section "Investment Advisor and
Investment Subadvisors."
Mr. Mark Stevenson is primarily responsible for the day-to-day
management of the Lifestyle Funds' portfolios. Mr. Stevenson has been
with the Sub-Advisor since 1990, and for the past five years has
managed retirement plan and personal trust assets for the Sub-Advisor's
clients.
Footnote 2 to the table in the section "Additional Information --
Calculation of Total Return" should be restated as follows:
Commenced operations October 7, 1996, July 1, 1997, January 1, 1995
(the Established Growth Fund's predecessor CIF), July 1, 1994 (the
Aggressive Growth Fund's predecessor CIF), December 2, 1996, October
31, 1995 (the Government Securities Fund's predecessor CIF), and
October 1, 1996, respectively.
