COMPOSITE CASH MANAGEMENT CO INC
497, 1997-11-28
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Supplement dated November 30, 1997 to the Prospectus, as supplemented to date,of


                        COMPOSITE CASH MANAGEMENT COMPANY

                              MONEY MARKET PORTFOLIO
                                       and
                               TAX-EXEMPT PORTFOLIO
                              (dated April 30, 1997)


The Prospectus referred to above is amended and supplemented as follows:

     On September 23, 1997, the Fund's  Board of Directors approved an amendment
to each Portfolio's fundamental investment restrictions to permit each Portfolio
to invest  in restricted  securities if the securities  are eligible  for resale
pursuant to Rule 144A under the Securities Act of 1933, as amended.

     The  Fund's Board also  approved additional amendments  to the Money Market
Portfolio's fundamental investment restrictions to  permit that Portfolio (i) to
invest in (a)"asset-backed securities" (interests in a pool of assets consisting
of  commercial  obligations such  as motor vehicle  installment purchase obliga-
tions, credit card receivables and home  equity loans) and (b) securities issued
by U.S. and  foreign  financial institutions  (including brokerage, finance  and
insurance  companies), and state and  local governments  and municipalities, and
(ii) to  invest in securities  issued by  foreign governments, their agencies or
instrumentalities or by supranational entities (such as The World Bank).

     The Fund's Board  also approved an  amended Investment Management Agreement
for  each  Portfolio  with  Composite  Research  &  Management  Co. which  would
eliminate the  obligation to reimburse each  Portfolio for  certain  expenses in
excess  of  specified amounts;  this obligation  was not in effect  for the most
recently completed fiscal  year of any Portfolio as  expenses did not exceed the
specified amount.

     The  Fund's Board  also approved an  amendment of the  Class A Distribution
Plan of each Portfolio to change that Plan from a "reimbursement" type plan to a
"compensation" type plan.

     All of the foregoing matters are  subject to shareholder approval.  Special
shareholder meetings  have been  called for  December 23, 1997.  If  approved by
shareholders, the  foregoing changes  to the  Investment Management  Agreements,
Class A Distribution Plans, and fundamental investment restrictions would become
effective at the end of December 1997, or shortly thereafter.

     For  further  information  about  the  foregoing  or to  request  the Proxy
Statement of  the Composite Funds  for the special  shareholder meetings, please
call 1-800-453-8072.




              PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE



                       Composite Cash Management Company
                            Money Market Portfolio
                             Tax-Exempt Portfolio
                        601 West Main Avenue, Suite 300
                        Spokane, Washington 99201-0613
 


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