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GOVERNOR FUNDS
(THE "TRUST")
PROSPECTUS
Supplement dated February 15, 2000
to Prospectus dated November 1, 1999
Capitalized terms not defined in this Supplement have the meaning assigned
to them in the Prospectus.
The following replaces the first and second paragraphs of the section "Fund
Management -- Portfolio Managers."
William C. Martindale, Jr. is responsible for the day-to-day management of
the Established Growth Fund's portfolio and the Aggressive Growth Fund's
portfolio. Mr. Martindale has over 25 years of equity investment experience. Mr.
Martindale also managed the corresponding CIF of the Aggressive Growth Fund
since July 1, 1994. Mr. Martindale co-founded the Sub-Advisor in 1989 and serves
as its Chief Investment Officer. Prior to 1989, Mr. Martindale served in various
investment-related capacities with Dean Witter Reynolds.
At a meeting of the Board of Trustees held on February 3, 2000, the Board
of the Trust approved the liquidation of the Emerging Growth Fund. It is
expected that the liquidation will be effected on or about March 31, 2000. The
Emerging Growth Fund has begun and will continue to sell its portfolio
securities and invest in short-term obligations and cash in order to effect the
liquidation. Shareholders can redeem and exchange their shares of the Emerging
Growth Fund at any time prior to liquidation.
The Trust will no longer accept requests to purchase shares of the Emerging
Growth Fund effective February 3, 2000. Consequently, the Lifestyle Growth Fund
will not invest in additional shares of the Emerging Growth Fund.
18B-1617ADD1
