HUNTINGTON VA FUNDS
497, 2000-08-24
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                               HUNTINGTON VA FUNDS

                        SUPPLEMENT DATED AUGUST 23, 2000
                                       TO
                        VA INCOME EQUITY FUND PROSPECTUS
                              DATED APRIL 30, 2000

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         Investors are advised that the VA Income Equity Fund may lend its
portfolio securities on a short-term basis to brokers, dealers or other
financial institutions, provided such loans are collateralized by cash, U.S.
government obligations, or other high-quality debt obligations and marked to
market daily. As a matter of fundamental policy, the aggregate value of all
securities loaned by the Fund may not exceed 20% of the Fund's total assets. The
risks associated with securities lending include market risk, credit (or default
risk) and insolvency risk associated with the borrower or the borrower's
collateral and may result in delays in recovery of loaned securities or the loss
of all or part of the value of the loaned securities.



                     INVESTORS SHOULD RETAIN THIS SUPPLEMENT
                   WITH THEIR PROSPECTUS FOR FUTURE REFERENCE

<PAGE>   2

                               HUNTINGTON VA FUNDS

                        SUPPLEMENT DATED AUGUST 23, 2000
                                       TO
                       STATEMENT OF ADDITIONAL INFORMATION
                              DATED APRIL 30, 2000

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         Investors are advised that the first paragraph under the heading
"Lending Portfolio Securities" is revised as follows:

                  In order to generate additional income, each of the Funds may
         lend its portfolio securities on a short-term basis to certain brokers,
         dealers or other financial institutions selected by Huntington and
         approved by the Trustees. In determining whether to lend to a
         particular broker, dealer or financial institution, Huntington will
         consider all relevant facts and circumstances, including the size,
         creditworthiness and reputation of the borrower. Consistent with SEC
         guidelines, any loans made will be continuously secured by collateral
         in cash, U.S. government obligations or other high-quality debt
         obligations at least equal to 100% of the value of the securities on
         loan. As a matter of fundamental policy, the aggregate value of all
         securities loaned by a Fund may not exceed 20% of the Fund's total
         assets.


                     INVESTORS SHOULD RETAIN THIS SUPPLEMENT
                 WITH THEIR STATEMENT OF ADDITIONAL INFORMATION
                              FOR FUTURE REFERENCE



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