DE LEON FUNDS TRUST
497, 2000-08-18
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                               DE LEON FUNDS TRUST

                                   SUPPLEMENT
                              Dated August 18, 2000

                                     de Leon
                                INTERNET 100 FUND

The  prospectus  for the de Leon Internet 100 Fund ("Fund") dated March 27, 2000
is modified as follows:

o The "Annual Fund Operating Expenses" table on page 6 should read as follows:

                         Annual Fund Operating Expenses
                  (expenses that are deducted from Fund assets)
                  ---------------------------------------------

     Management Fees..........................................0.75%
     Distribution and/or Service (12b-1) Fees.................0.25%
     Other Expenses...........................................6.67%
                                                              ----
          Total Annual Fund Operating Expenses.........................7.67%*
          Fee Waivers and/or Expense Reimbursements...................(5.77)%
                                                                       ----
          Net Expenses.................................................1.90%
                                                                       ====

*  "Total Annual Fund Operating  Expenses" are based upon actual expenses
   incurred  by the Fund for the fiscal  period  from  September  8, 1999
   (commencement of operations) to June 30, 2000. The Advisor has entered
   into a contractual  agreement  with the Fund under which it has agreed
   to waive or reduce its fees and to assume other  expenses of the Fund,
   if necessary,  in an amount that limits  "Total Annual Fund  Operating
   Expenses"   (exclusive  of  interest,   taxes,   brokerage   fees  and
   commissions, and extraordinary expenses) to not more than 1.90% of the
   average  daily net assets of the Fund for the fiscal  year ending June
   30, 2001. It is expected that the contractual  agreement will continue
   from  year-to-year  provided such continuance is approved by the Board
   of  Trustees.  See  "Expense  Limitation  Agreement"  below  for  more
   detailed information.

o The table corresponding to the "Example" on page 7 should read as follows:

           ------------------------ ---------------- ----------------
               Period Invested           1 Year          3 Years
           ------------------------ ---------------- ----------------
                 Your Costs               $193           $1,733
           ------------------------ ---------------- ----------------

o The paragraphs under the "Expense  Limitation  Agreement" section on page 7 is
  modified as follows:

     Expense Limitation Agreement

     In the interest of limiting  expenses of the Fund,  the Advisor has entered
     into an expense  limitation  agreement with the Trust ("Expense  Limitation
     Agreement"), pursuant to which the Advisor has agreed to waive or limit its
     fees and to  assume  other  expenses  so that the  total  annual  operating
     expenses of the Fund (other than interest,  taxes,  brokerage  commissions,
     other  expenditures  which are  capitalized  in accordance  with  generally
     accepted  accounting  principles,  and  other  extraordinary  expenses  not
     incurred  in the  ordinary  course of the Fund's  business)  are limited to
     1.90% of the  average  daily  assets of the Fund for the fiscal year to end
     June 30,  2001.  The  Expense  Limitation  Agreement  shall  continue  from
     year-to-year  provided  such  continuance  is  specifically  approved  by a
     majority of the Trustees of the Trust who (i) are not "interested  persons"
     of the Trust or any other party to this  Agreement,  as defined in the 1940
     Act,  and  (ii)  have no  direct  or  indirect  financial  interest  in the
     operation of this Expense Limitation Agreement.

     The Fund may, at a later date, reimburse the Advisor for the fees waived or
     limited and other expenses  assumed and paid by the Advisor pursuant to the
     Expense  Limitation  Agreement  during any of the previous  five (5) fiscal
     years, provided that the Fund has reached a sufficient asset size to permit
     such  reimbursement  to be made without  causing the total  annual  expense
     ratio  of  the  Fund  to  exceed  the   percentage   limits  stated  above.
     Consequently,  no  reimbursement  by the Fund will be made unless:  (i) the
     Fund's  assets  exceed $20 million;  (ii) the Fund's  total annual  expense
     ratio is less than the  percentage  stated above;  and (iii) the payment of
     such  reimbursement has been approved by the Trust's Board of Trustees on a
     quarterly basis.

          Investors Should Retain This Supplement for Future Reference
          ------------------------------------------------------------


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