March 3, 1997
MIDWEST GROUP TAX FREE TRUST
Supplement to Prospectuses for the Tax-Free Money Fund, Tax-Free Intermediate
Term Fund, Ohio Insured Tax-Free Fund, California Tax-Free Money Fund and
Royal Palm Florida Tax-Free Money Fund Dated November 1, 1996.
Supplement to Prospectuses for the Ohio Tax-Free Money Fund Dated January 7,
1997.
The following should be read in conjunction with the section entitled
"Management of the Fund(s)":
On February 28, 1997 Leshner Financial, Inc. became a wholly-owned
subsidiary of Countrywide Credit Industries, Inc. ("Countrywide"), as a result
of the acquisition by Countrywide of all of the outstanding stock of Leshner
Financial, Inc. in exchange for newly issued common stock of Countrywide (the
"Acquisition"). Midwest Group Financial Services, Inc. (the "Adviser"), which
provides investment advisory and distribution services to the Trust, and MGF
Service Corp. (the "Transfer Agent"), which provides transfer agency, accounting
and administrative services for the Trust, are wholly-owned subsidiaries of
Leshner Financial, Inc. As a result of the Acquisition, the Adviser and the
Transfer Agent are each an indirect wholly-owned subsidiary of Countrywide.
Countrywide is a New York Stock Exchange listed company principally engaged in
the business of residential mortgage lending.
On February 28, 1997, a Special Meeting of Shareholders of the Trust
was held in order for shareholders to vote on certain matters relating to the
Acquisition. Shareholders of each Fund voted to approve a new investment
advisory agreement with the Adviser containing substantially identical terms and
conditions, in all material respects, as the advisory agreements in effect prior
to the Acquisition. Shareholders also elected the following individuals to serve
on the Board of Trustees of the Trust: Donald L. Bogdon, M.D., John R. Delfino,
H. Jerome Lerner, Robert H. Leshner, Angelo R. Mozilo, Oscar P. Robertson, John
F. Seymour, Jr. and Sebastiano Sterpa.
Immediately following the Acquisition, the Trust's name was changed to
Countrywide Tax-Free Trust. Leshner Financial, Inc.'s name was changed to
Countrywide Financial Services, Inc., the Adviser's name was changed to
Countrywide Investments, Inc. and the Transfer Agent's name was changed to
Countrywide Fund Services, Inc. In addition, the Royal Palm Florida Tax-Free
Money Fund's name was changed to the Florida Tax-Free Money Fund.
The investment objectives and policies of the Funds and the persons
providing investment management services to the Funds have not been affected by
the Acquisition.
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