PEPPER HAMILTON LLP
3000 Two Logan Square
Eighteenth and Arch Streets
Philadelphia, PA 19103-2799
(215) 981-4000
Direct Dial: (215) 981-4135
May 18, 2000
FILED VIA EDGAR
Filing Desk
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Harvest Funds (the "Trust")
File Nos. 333-71325 and 811-09211
Rule 497 Filing of Supplement to Statement of Additional
Information
Ladies and Gentlemen:
Pursuant to the requirements of Rule 497(e) under
the Securities Act of 1933, submitted via EDGAR is one copy
of the Supplement dated May 18, 2000, which will be attached
to Statement of Additional Information dated October 1,
1999, of The RISA Fund, a series of the Trust. Please
direct any questions relating to this filing to the
undersigned at (215) 981-4135. Thank you.
Very truly yours,
/s/ P. Thao Le
P. Thao Le, Esquire
cc: O. Sam Folin
Oliver St. C. Franklin
Michael V. Farrell, Esquire
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THE RISA FUND
Institutional Class Shares
Supplement dated May 18, 2000 to the
Statement of Additional Information dated October 1, 1999
The following replaces in its entirety the information appearing
under the heading "DISTRIBUTION OF FUND SHARES - Principal
Underwriter" on page 15 of the Statement of Additional Information:
"BOE Securities, Inc., a registered broker-dealer firm
located at 225 South 15th Street, Suite 928, Philadelphia, PA
19102, (the "Distributor") serves as the principal underwriter
of the Fund's shares pursuant to an Amended Distribution
Agreement (the "Distribution Agreement") with Harvest Funds.
Under the terms of the Distribution Agreement, the Distributor
agrees to assist in securing purchasers for shares of the Fund.
Harvest Funds will pay the Distributor $12,000 per annum for
distribution of shares of the Fund. The Investment Adviser will
reimburse the Distributor for out-of-pocket expenses incurred by
the Distributor in connection with the sale and distribution of
Fund shares to the extent such expenses exceed the Rule 12b-1
payments payable to the Distributor pursuant to the Distribution
Plan adopted by the Fund.
The Distribution Agreement provides that the Distributor, in
the absence of willful misfeasance, bad faith or gross negligence
in the performance of its duties or by reason of reckless
disregard of its obligations and duties under the agreement, will
not be liable to Harvest Funds or the Fund's shareholders for
losses arising in connection with the sale of Fund shares.
The Distribution Agreement became effective on May 9, 2000,
and will remain in effect an initial period of two years.
Thereafter, the Distribution Agreement continues in effect from
year to year as long as its continuance is approved at least
annually by a majority of the Trustees, including a majority of
the trustees who are not parties to the Distribution Agreement or
interested persons of any such party (the "Independent
Trustees"). The Distribution Agreement terminates automatically
in the event of its assignment. The Distribution Agreement is
also terminable without payment of any penalty with respect to
the Fund (i) by the Fund (by vote of a majority of the
Independent Trustees or by vote of a majority of the outstanding
voting securities of the Fund) on sixty (60) days' written notice
to the Distributor, or (ii) by the Distributor on sixty (60)
days' written notice to the Fund."
