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[FRONT COVER]
[MOUNTAIN LOGO]
WESTCORE FUNDS
EQUITY & BOND FUNDS PROSPECTUS
[Black and white photograph of mountain and trees]
October 1, 1999
WESTCORE EQUITY FUNDS
Westcore MIDCO Growth Fund
Westcore Growth and Income Fund
Westcore Blue Chip Fund
Westcore Mid-Cap Opportunity Fund
Westcore Small-Cap Opportunity Fund
WESTCORE BOND FUNDS
Westcore Long-Term Bond Fund
Westcore Intermediate-Term Bond Fund
Westcore Colorado Tax-Exempt Fund
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Westcore Funds are managed by Denver Investment Advisors LLC.
THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THE
FUNDS' SHARES OR DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. IT IS A
CRIMINAL OFFENSE TO STATE OTHERWISE.
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[MOUNTAIN LOGO] WESTCORE FUNDS Better research makes the difference.
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October 1, 1999
[Black and white photograph of mountains and trees]
TABLE OF CONTENTS
PAGES
RISK/RETURN SUMMARY............................................................1
Westcore Equity Funds..........................................................1
Westcore Bond Funds............................................................3
Bar Charts and Performance Tables..............................................5
Fees and Expenses of the Funds.................................................9
TYPES OF INVESTMENT RISK......................................................11
HOW TO INVEST AND OBTAIN INFORMATION..........................................18
How to Contact Westcore Funds.................................................18
Purchasing Shares.............................................................19
Exchanging Shares.............................................................21
Redeeming Shares..............................................................22
Additional Information on Telephone and Online Service........................23
General Account Policies......................................................24
Distributions and Taxes.......................................................27
Management of the Funds.......................................................29
Financial Highlights..........................................................31
APPENDIX ....................................................................A-1
Prior Performance of Investment Adviser for Growth and Income Investing......A-1
Bond Rating Categories.......................................................B-1
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370 Seventeenth Street - Suite 3100 - Denver, Colorado 80202 -
1-800-392-CORE (2673)
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EQUITY & BOND FUNDS PROSPECTUS
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RISK/RETURN SUMMARY
WESTCORE EQUITY FUNDS
THE WESTCORE EQUITY FUNDS are designed for long-term investors seeking
capital appreciation who can tolerate the risks associated with investments in
common stocks.
WHAT ARE THE INVESTMENT OBJECTIVES OF THE WESTCORE EQUITY FUNDS?
WESTCORE GROWTH FUNDS:
WESTCORE MIDCO GROWTH FUND - long-term capital appreciation by
investing primarily in medium-sized growth companies.
WESTCORE GROWTH AND INCOME FUND - long-term total return by investing
in equity securities selected for their growth potential and
income-producing abilities.
WESTCORE VALUE FUNDS:
WESTCORE BLUE CHIP FUND - long-term total return by investing in stocks
of large, well-established companies whose stocks appear to be
undervalued.
WESTCORE MID-CAP OPPORTUNITY FUND - long-term capital appreciation by
investing primarily in medium-sized companies whose stocks appear to be
undervalued.
WESTCORE SMALL-CAP OPPORTUNITY FUND - long-term capital appreciation
primarily through investments in companies with small capitalizations
whose stocks appear to be undervalued.
Upon notice to shareholders, each fund's investment objective may be changed by
the Trust's Board of Trustees without the approval of shareholders.
WHAT ARE THE MAIN INVESTMENT STRATEGIES OF THE WESTCORE EQUITY FUNDS?
WESTCORE GROWTH FUNDS: emphasize investments in companies that have the
potential to grow their earnings faster than the general economy.
The portfolio managers of the Growth Funds work with a team of analysts who
perform intensive research to identify companies in businesses and economic
sectors with attractive growth prospects. Each analyst focuses on specific
industries' products, services and competitive environments. To identify
attractive stocks for the Growth Funds, they study a company's business by
analyzing its financial information, industry, markets and competitors,
frequently visiting their operations and/or interviewing management.
Generally, a company is considered for a Fund if the portfolio managers
believe the company's management team has the ability to execute their
business plans and increase market share with innovative products or
services, strong balance sheets and/or the access to money to finance their
growth. Stocks may be sold when conditions have changed and the company's
prospects are no longer attractive.
WESTCORE MIDCO GROWTH FUND invests primarily in the common stock of
medium-sized companies. Medium-sized companies may benefit from factors
such as new products and services and more entrepreneurial management.
These companies may also have better opportunities for growth by
increasing their shares of the markets they serve.
Under normal circumstances, the Fund invests at least 65% of its assets
in common stocks of companies whose market capitalizations, at the time
of purchase, are between $500 million and $14 billion.
WESTCORE GROWTH AND INCOME FUND invests primarily in the common stock
of large- and medium-sized companies. The Fund may invest up to 25% of
its total assets in bonds convertible into common stock, which provide
greater income while maintaining similar characteristics of common
stocks. This Fund is designed to outperform
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Questions? Call 1-800-392-CORE (2673) 1
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[Mountain logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
the total return of the S&P 500 Index while seeking comparable dividend
levels and risk.
WESTCORE VALUE FUNDS: emphasize investments in companies that are undervalued
and have improving business prospects due to strong company and industry
dynamics.
The portfolio managers research historical data using computer power
and mathematical techniques to identify characteristics of companies whose stock
prices increased more than the general market in the past. They have developed
and continue to enhance proprietary computer models from this data to identify
companies with the potential for price appreciation. The process uncovers
companies that appear to be undervalued based on factors such as low
price-to-earnings, low price-to-cash flow and low price-to-book value ratios. In
addition, the model incorporates factors such as earnings and price momentum,
which assist in the timing of purchase and sell decisions. Companies that meet
this criteria are then researched by the Funds' portfolio managers for signs of
solid or improving businesses, such as new products or services, innovative
management and improving growth prospects. A Fund may sell a stock when the
model indicates it is no longer undervalued or its fundamental business changes.
The following describes our three Value Funds, which execute this strategy for
the large-, medium- and small-company universes.
WESTCORE BLUE CHIP FUND invests in approximately 50 large,
well-established companies whose stocks appear to be undervalued. Large
companies may benefit from attributes such as market dominance,
substantial financial resources and the opportunity to be global
leaders in their industries. These characteristics may result in
increased stability for the company and a lower-risk investment for the
Fund.
WESTCORE MID-CAP OPPORTUNITY FUND invests primarily in medium-sized
companies whose stocks appear to be undervalued. Medium-sized companies
may benefit from factors such as new products and services and more
entrepreneurial management. These companies may also have better
opportunities for growth by increasing their shares of the markets they
serve.
Under normal market conditions, at least 65% of the value of this
Fund's total assets is invested in companies with market
capitalizations of $500 million to $14 billion at the time of purchase.
WESTCORE SMALL-CAP OPPORTUNITY FUND invests primarily in small
companies with unrecognized potential whose stocks appear to be
undervalued. Small companies may benefit from factors such as new
products and services and more entrepreneurial management. Small
company stocks may have higher return/risk potential than larger
company stocks.
Under normal market conditions, at least 65% of the value of this
Fund's total assets is invested in companies with market
capitalizations of $2.5 billion or less at the time of purchase.
WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE WESTCORE EQUITY FUNDS?
As with any equity fund, the value of your investment will fluctuate
over short, or even extended periods of time in response to overall movements in
the stock market (market risk). In addition, each of the Equity Funds is subject
to the additional risk that the particular types of stocks held by the Fund will
underperform other stocks and may decline in value (management risk). Therefore,
you could lose money by investing in the Equity Funds.
Westcore Small-Cap Opportunity Fund is subject to the additional risk
that the stocks of smaller and newer issuers can be more volatile and more
speculative for reasons such as lack of financial resources, product
diversification and competitive strengths of larger companies. Therefore the
value of this Fund may be more volatile.
An investment in these Funds is not a bank deposit and is not insured
or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency.
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2
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EQUITY & BOND FUNDS PROSPECTUS
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WESTCORE BOND FUNDS
THE WESTCORE BOND FUNDS are designed for long-term investors seeking
current income who can tolerate the risks associated with investing in bonds.
WHAT ARE THE INVESTMENT OBJECTIVES OF THE WESTCORE BOND FUNDS?
WESTCORE LONG-TERM BOND FUND - long-term total rate of return by
investing primarily in investment-grade bonds.
WESTCORE INTERMEDIATE-TERM BOND FUND - current income with less
volatility of principal than funds with longer maturities by investing
primarily in investment-grade bonds.
WESTCORE COLORADO TAX-EXEMPT FUND - income exempt from both federal and
Colorado state personal income taxes by emphasizing insured Colorado
municipal bonds with intermediate maturities.
Upon notice to shareholders, each Fund's investment objective may be changed by
the Trust's Board of Trustees without the approval of shareholders.
WHAT ARE THE MAIN INVESTMENT STRATEGIES OF THE WESTCORE BOND FUNDS?
WESTCORE INTERMEDIATE-TERM BOND FUND and WESTCORE LONG-TERM BOND FUND
invest primarily in investment-grade bonds -- those rated in the top four rating
categories by nationally recognized rating agencies such as Moody's or Standard
and Poor's. The dollar-weighted average quality is expected to be "A" or better.
An "A" rating typically is the third highest of four investment-grade
categories, and includes upper medium-grade bonds with strong capacity to pay
interest or repay principal. Westcore Intermediate-Term Bond Fund maintains an
average dollar-weighted maturity of between 3 and 6 years and Westcore Long-Term
Bond Fund at least 10 years.
The Funds emphasize corporate bonds, which may generate more income
than government securities. Corporate bonds also provide opportunities for the
portfolio manager and analysts' research to identify companies with stable or
improving credit characteristics, which may result in price appreciation. In
addition, the Funds invest in other securities, including REITs and
mortgage-backed and asset-backed bonds, which may also offer higher interest
yield than government bonds. The attractiveness of REITs and corporate,
mortgage- and asset-backed bonds relative to government bonds is monitored to
determine the target weightings for each sector. The combination of valuation
and a disciplined credit research process is the basis for buy/sell decisions.
WESTCORE COLORADO TAX-EXEMPT FUND invests at least 80% of its assets in
bonds issued by or on behalf of the state of Colorado ("Colorado Obligations"),
other states, territories and possessions of the United States, the District of
Columbia and their respective authorities, instrumentalities and political
subdivisions ("Tax-Exempt Obligations"). The Fund normally will invest at least
65% of its total assets in Colorado Obligations. The Fund maintains an average
dollar-weighted maturity of between 7 and 10 years.
The investment adviser invests in Colorado municipal bonds that are
rated in one of the three highest investment-grade categories at the time of
purchase by one or more rating agencies. The Fund may invest up to 10% of its
total assets in Colorado municipal bonds rated at the time of purchase in the
fourth highest investment-grade category. The fourth category is the lowest
investment-grade category, and these obligations have speculative
characteristics. The Fund may invest in unrated bonds if the portfolio manager
determines they are comparable in quality to instruments that meet the Fund's
rating requirements.
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Questions? Call 1-800-392-CORE (2673) 3
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[Mountain logo] WESTCORE FUNDS
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The portfolio manager's strategy emphasizes quality. To fully
understand the issuers' ability to generate revenues or levy taxes in order to
meet their obligations, the portfolio manager and a team of analysts researches
the financial condition of various counties, public projects, school districts
and taxing authorities whose bonds the Fund owns or may purchase. The Fund holds
bonds from all areas of the state to reduce the risk to the portfolio of any one
local economy that is suffering. The portfolio manager enhances the quality of
the Fund by investing at least 75% of the assets in bonds where the risk of
interest and principal payment default is protected by a third-party insurer.
ALL WESTCORE BOND FUNDS
If the rating on an obligation held by a Fund is reduced below the
Fund's rating requirements, the investment adviser will sell the obligation when
it is in the Fund's best interest to do so.
WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE WESTCORE BOND FUNDS?
Although bond funds may fluctuate less in value than equity funds, bond
fund returns and yields will vary. Therefore you could lose money by investing
in the Bond Funds.
A principal risk of investing in bond funds is that the value of these
securities will fall if interest rates rise (interest rate risk). Generally, the
value of a fixed-income portfolio will decrease when interest rates rise, which
means the Fund's net asset value (NAV) will likewise decrease. Another principal
risk associated with bond funds is credit risk, which is the risk that an issuer
will be unable to make principal and interest payments when due.
A general decline in interest rates may result in prepayments of
certain obligations the Funds will acquire. These prepayments may require the
Fund to reinvest at a lower rate of return. They may also reduce the Fund's
share price, because the value of those securities may depreciate or may not
appreciate as rapidly as debt securities, which cannot be prepaid.
The Westcore Colorado Tax-Exempt Fund is subject to the additional
risk that it concentrates its investments in instruments issued by or on
behalf of the state of Colorado. Due to the level of investment in municipal
obligations issued by the state of Colorado and its political subdivisions,
the performance of the Fund will be closely tied to the economic and
political conditions in the state of Colorado. Therefore, an investment in
the Fund may be riskier than an investment in other types of municipal bond
funds. Also, the Fund's performance may be dependent upon fewer securities
than is the case with a less concentrated portfolio, such as a national
tax-exempt fund. The Westcore Colorado Tax-Exempt Fund is not diversified.
An investment in these Funds is not a bank deposit and is not insured
or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency.
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4
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EQUITY & BOND FUNDS PROSPECTUS
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BAR CHARTS AND
PERFORMANCE TABLES The bar charts and tables provide indication of
risk of investing in the Funds by showing changes
in the Funds' performance from year to year and by
showing how the Funds' average annual returns for
one, five and ten years compare with those of a
widely recognized, unmanaged index of common stock
or bond prices, as appropriate. The bar charts and
performance tables assume reinvestment of dividends
and distributions. The Funds' past performance does
not necessarily indicate how they will perform in
the future. No performance is included for the
Mid-Cap Opportunity Fund, as it has been in
operation for less than one full calendar year.
WESTCORE MIDCO GROWTH FUND
CALENDAR YEAR TOTAL RETURNS AS OF 12/31(%)
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[GRAPH]
<TABLE>
<CAPTION>
89 90 91 92 93 94 95 96 97 98
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
29.17 4.42 67.04 6.45 17.47 -1.01 27.42 16.99 14.89 10.40
</TABLE>
The Fund's year-to-date return for the period ended June 30, 1999 was 11.84%.
<TABLE>
<S> <C> <C>
BEST QUARTER: Q 1 `91 28.82%
WORST QUARTER: Q 3 `98 -18.75%
</TABLE>
THE FUND'S AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED DECEMBER 31, 1998
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<TABLE>
<CAPTION>
1 YEAR 5 YEARS 10 YEARS SINCE INCEPTION
(AUGUST 1, 1986)
<S> <C> <C> <C> <C>
WESTCORE MIDCO GROWTH FUND 10.40% 13.35% 18.08% 15.27%
RUSSELL MIDCAP GROWTH 17.87% 17.33% 17.30% 15.04%
</TABLE>
The Russell Midcap Growth Index measures the performance of those Russell Midcap
companies with higher price-to-book ratios and higher forecasted growth values.
The Russell Midcap companies are comprised of the 800 smallest companies in the
Russell 1000 Index, which represents approximately 26% of the total market
capitalization of the Russell 1000 Index.
WESTCORE GROWTH AND INCOME FUND
CALENDAR YEAR TOTAL RETURNS AS OF 12/31(%)
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[GRAPH]
<TABLE>
<CAPTION>
89 90 91 92 93 94 95 96 97 98
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
26.36 -2.80 31.21 4.96 11.33 -8.39 22.45 23.25 27.25 6.63
</TABLE>
The Fund's year-to-date return for the period ended June 30, 1999 was 11.99%.
<TABLE>
<S> <C> <C>
BEST QUARTER: Q 4 `98 19.59%
WORST QUARTER: Q 3 `98 -16.81%
</TABLE>
THE FUND'S AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED DECEMBER 31, 1998
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<TABLE>
<CAPTION>
1 YEAR 5 YEARS 10 YEARS SINCE INCEPTION
(JUNE 1, 1988)
<S> <C> <C> <C> <C>
WESTCORE GROWTH AND INCOME FUND 6.63% 13.40% 13.44% 12.77%
S&P 500 INDEX 28.58% 24.05% 19.20% 18.94%
</TABLE>
The S&P 500 Index is an unmanaged index of 500 common stocks that is generally
considered representative of the U.S. stock market. The Index is heavily
weighted toward stocks with large market capitalizations and represents
approximately two-thirds of the total market value of all domestic common
stocks. The S&P 500 Index figures do not reflect any fees or expenses. Investors
cannot invest directly in the Index.
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Questions? Call 1-800-392-CORE (2673) 5
<PAGE>
[Mountain logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
WESTCORE BLUE CHIP FUND
CALENDAR YEAR TOTAL RETURNS AS OF 12/31(%)
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[GRAPHIC]
<TABLE>
<CAPTION>
89 90 91 92 93 94 95 96 97 98
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
20.55 -0.26 34.48 2.04 12.43 0.36 36.43 21.24 30.92 17.88
</TABLE>
The Fund's year-to-date return for the period ended June 30, 1999 was 6.80%.
<TABLE>
<S> <C> <C>
BEST QUARTER: Q 4 `98 20.31%
WORST QUARTER: Q 3 `90 -15.63%
</TABLE>
THE FUND'S AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED DECEMBER 31, 1998
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<TABLE>
<CAPTION>
1 YEAR 5 YEARS 10 YEARS SINCE INCEPTION
( JUNE 1, 1988)
<S> <C> <C> <C> <C>
WESTCORE BLUE CHIP FUND 17.88% 20.69% 16.94% 15.72%
S&P 500 INDEX 28.58% 24.05% 19.20% 18.94%
</TABLE>
The S&P 500 Index is an unmanaged index of 500 common stocks that is generally
considered representative of the U.S. stock market. The Index is heavily
weighted toward stocks with large market capitalizations and represents
approximately two-thirds of the total market value of all domestic common
stocks. The S&P 500 Index figures do not reflect any fees or expenses. Investors
cannot invest directly in the Index.
WESTCORE SMALL-CAP OPPORTUNITY FUND
CALENDAR YEAR TOTAL RETURNS AS OF 12/31(%)
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[GRAPHIC]
<TABLE>
<CAPTION>
94 95 96 97 98
<S> <C> <C> <C> <C>
0.33 29.48 25.58 27.78 -5.73
</TABLE>
The Fund's year-to-date return for the period ended June 30, 1999 was -3.70%.
<TABLE>
<S> <C> <C>
BEST QUARTER: Q 3`97 15.95%
WORST QUARTER: Q 3`98 -20.56%
</TABLE>
THE FUND'S AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED DECEMBER 31, 1998
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<TABLE>
<CAPTION>
1 YEAR 5 YEARS SINCE INCEPTION
(DECEMBER 28, 1993)
<S> <C> <C> <C>
WESTCORE SMALL-CAP OPPORTUNITY FUND -5.73% 13.91% 14.43%
RUSSELL 2000 INDEX -2.57% 11.87% 11.87%
</TABLE>
The Russell 2000 Index is an unmanaged index of the smallest 2,000 companies in
the Russell 3000 Index, as ranked by total market capitalization. The Russell
2000 is widely regarded in the industry as an index that accurately reflects the
universe of small capitalization stocks. The Russell 2000 Index figures do not
reflect any fees or expenses. Investors cannot invest directly in this Index.
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6
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
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WESTCORE LONG-TERM BOND FUND
CALENDAR YEAR TOTAL RETURNS AS OF 12/31(%)
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[GRAPHIC]
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
89 90 91 92 93 94 95 96 97 98
15.69 5.14 19.44 8.93 15.92 -7.13 26.69 0.74 13.95 10.21
</TABLE>
The Fund's year-to-date return for the period ended June 30, 1999 was -5.72%.
<TABLE>
<S> <C> <C>
BEST QUARTER: Q 2 `89 9.62%
WORST QUARTER: Q 1 `96 -5.04%
</TABLE>
THE FUND'S AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED DECEMBER 31, 1998
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<TABLE>
<CAPTION>
1 YEAR 5 YEARS 10 YEARS SINCE INCEPTION
(JUNE 1, 1988)
<S> <C> <C> <C> <C>
WESTCORE LONG-TERM BOND FUND 10.21% 8.27% 10.56% 10.57%
LEHMAN BROTHERS LONG-TERM 11.76% 9.12% 11.30% 11.47%
GOVERNMENT/CORPORATE BOND INDEX
</TABLE>
The Lehman Brothers Long-Term Government/Corporate Bond Index is an unmanaged
index comprised of U.S. Treasury issues, publicly issued debt of U.S. Government
agencies, corporate debt guaranteed by the U.S. Government and all publicly
issued, fixed-rate, nonconvertible investment-grade dollar-denominated,
SEC-registered corporate debt. The Index includes bonds with maturities of ten
years or longer. The Lehman Brothers Long-Term Government/Corporate Bond Index
figures do not reflect any fees or expenses. Investors cannot invest directly in
this Index.
30-DAY YIELD AS OF MAY 31, 1999: 5.87%
CURRENT YIELD INFORMATION: For current yield information please call
1-800-392-CORE (2673).
WESTCORE INTERMEDIATE-TERM BOND FUND
CALENDAR YEAR TOTAL RETURNS AS OF 12/31(%)
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[GRAPHIC]
<TABLE>
<CAPTION>
89 90 91 92 93 94 95 96 97 98
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
11.23 1.57 20.23 7.14 9.87 -3.38 15.01 3.79 8.25 6.47
</TABLE>
The Fund's year-to-date return for the period ended June 30, 1999 was -0.35%.
<TABLE>
<S> <C> <C>
BEST QUARTER: Q 2 `89 6.12%
WORST QUARTER: Q 1 `94 -2.62%
</TABLE>
THE FUND'S AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED DECEMBER 31, 1998
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1 YEAR 5 YEARS 10 YEARS SINCE INCEPTION
(JUNE 1, 1988)
<S> <C> <C> <C> <C>
WESTCORE INTERMEDIATE-TERM BOND FUND 6.47% 5.86% 7.83% 7.76%
LEHMAN BROTHERS INTERMEDIATE-TERM 8.42% 6.59% 8.51% 8.42%
GOVERNMENT/CORPORATE BOND INDEX
</TABLE>
The Lehman Brothers Intermediate-Term Government/Corporate Bond Index is an
unmanaged index comprised of U.S. Treasury issues, publicly issued debt of U.S.
Government agencies, corporate debt guaranteed by the U.S. Government and all
publicly issued, fixed-rate, nonconvertible investment-grade dollar-denominated,
SEC-registered corporate debt. The Lehman Brothers Intermediate
Government/Corporate Bond Index figures do not reflect any fees or expenses.
Investors cannot invest directly in this Index.
30-DAY YIELD AS OF MAY 31, 1999: 5.81%
CURRENT YIELD INFORMATION: For current yield information please call
1-800-392-CORE (2673).
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Questions? Call 1-800-392-CORE (2673) 7
<PAGE>
[Mountain logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
WESTCORE COLORADO TAX-EXEMPT FUND
CALENDAR YEAR TOTAL RETURNS AS OF 12/31(%)
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[GRAPHIC]
<TABLE>
<CAPTION>
92 93 94 95 96 97 98
<S> <C> <C> <C> <C> <C> <C>
8.08 9.89 -3.24 13.03 4.29 7.35 5.59
</TABLE>
The Fund's year-to-date return for the period ended June 30, 1999 was -1.84%.
<TABLE>
<S> <C> <C>
BEST QUARTER: Q 1 `95 5.18%
WORST QUARTER: Q 1 `94 -3.64%
</TABLE>
THE FUND'S AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED DECEMBER 31, 1998
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1 YEAR 5 YEARS SINCE INCEPTION
(JUNE 1, 1991)
<S> <C> <C> <C>
WESTCORE COLORADO TAX-EXEMPT FUND 5.59% 5.27% 6.67%
LEHMAN BROTHERS 10-YEAR TAX-EXEMPT 6.76% 6.35% 7.98%
BOND INDEX
</TABLE>
The Lehman Brothers 10-Year Tax-Exempt Bond Index is an unmanaged index that
tracks the performance of municipal bonds with remaining maturities of 10 years
or less. The Lehman Brothers 10-Year Tax-Exempt Bond Index figures do not
reflect any fees or expenses. Investors cannot invest directly in this Index.
<TABLE>
<CAPTION>
30-DAY TAX
30-DAY YIELD AS EQUIVALENT YIELD
OF MAY 31, 1999 AS OF MAY 31, 1999*
--------------- -------------------
<S> <C> <C>
30-Day Yields as of May 31, 1999: 3.83% 5.58%
</TABLE>
CURRENT YIELD INFORMATION: For current yield information please call
1-800-392-CORE (2673).
* Tax-Equivalent Yield is based upon the effective combined state and federal
tax rate assumptions of 31.42% (assuming a 28% federal tax rate and a 4.75%
Colorado tax rate).
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8
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
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FEES AND EXPENSES OF THE FUNDS
THIS TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU MAY PAY IF YOU BUY AND HOLD
SHARES OF THE FUNDS.
<TABLE>
<CAPTION>
EQUITY FUNDS BOND FUNDS
- -----------------------------------------------------------------------------------------------------------------------------------
Westcore Westcore Westcore Westcore Westcore Westcore Westcore Westcore
MIDCO Growth and Blue Mid-Cap Small-Cap Long-Term Intermediate- Colorado
Growth Income Chip Opportunity Opportunity Bond Term Bond Tax-Exempt
Fund Fund Fund Fund Fund Fund Fund Fund
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Shareholder None None None None None None None None
Fees (fees paid
directly from
your investment)
- -----------------------------------------------------------------------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT ARE DEDUCTED FROM FUND ASSETS)
Management 0.65% 0.65% 0.65% 0.75% 1.00% 0.45% 0.45% 0.50%
Fees (1)
- -----------------------------------------------------------------------------------------------------------------------------------
Distribution
(12b-1) Fees None None None None None None None None
- -----------------------------------------------------------------------------------------------------------------------------------
Other 0.54% 1.10% 0.60% 4.58% 0.63% 0.77% 0.56% 0.59%
Expenses (1)
- -----------------------------------------------------------------------------------------------------------------------------------
Total Annual
Fund Operating 1.19% 1.75% 1.25% 5.33% 1.63% 1.22% 1.01% 1.09%
Expenses
- -----------------------------------------------------------------------------------------------------------------------------------
Fee Waiver
and Expense (0.04)% (0.60)% (0.10)% (4.08)% (0.33)% (0.27)% (0.16)% (0.44)%
Reimbursement(1)
- -----------------------------------------------------------------------------------------------------------------------------------
Net Annual
Fund Operating 1.15% 1.15% 1.15% 1.25% 1.30% 0.95% 0.85% 0.65%
Expenses(1)
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) The Funds' Adviser and Administrators have contractually agreed to
waive a portion of the investment advisory and/or administration fees and/or to
reimburse other expenses for the MIDCO Growth, Growth and Income, Blue Chip,
Mid-Cap Opportunity, Small-Cap Opportunity, Long-Term Bond, Intermediate-Term
Bond and Colorado Tax-Exempt Funds until at least May 31, 2000, so that Net
Annual Fund Operating Expenses will be no more than 1.15%, 1.15%. 1.15%, 1.25%,
1.30%, 0.95%, 0.85% and 0.65% for each Fund, respectively, for the current
fiscal year. You will be notified if these waivers and/or reimbursements are
discontinued after that date resulting in a material change in the expense
ratio.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 9
<PAGE>
[Mountain logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
EXAMPLE
THIS EXAMPLE IS INTENDED TO HELP YOU COMPARE THE COST OF INVESTING IN THE FUNDS
WITH THE COST OF INVESTING IN OTHER MUTUAL FUNDS.
THE EXAMPLE ASSUMES THAT YOU INVEST $10,000 IN THE FUNDS FOR THE TIME PERIODS
INDICATED AND THEN REDEEM ALL OF YOUR SHARES AT THE END OF THOSE PERIODS AND
THAT NET ANNUAL OPERATING EXPENSES FOR ONE YEAR AND GROSS ANNUAL OPERATING
EXPENSES FOR ADDITIONAL YEARS SET FORTH IN THE TABLE ON PAGE 9 ARE INCURRED. THE
EXAMPLE ALSO ASSUMES THAT YOUR INVESTMENT HAS A 5% RETURN EACH YEAR AND THAT THE
FUNDS' OPERATING EXPENSES REMAIN THE SAME. ALTHOUGH YOUR ACTUAL COSTS MAY BE
HIGHER OR LOWER, BASED ON THESE ASSUMPTIONS YOUR COSTS WOULD BE:
<TABLE>
<CAPTION>
EQUITY FUNDS BOND FUNDS
- -----------------------------------------------------------------------------------------------------------------------------------
Westcore Westcore Westcore Westcore Westcore Westcore Westcore Westcore
MIDCO Growth and Blue Mid-Cap Small-Cap Long-Term Intermediate- Colorado
Income Income Chip Opportunity Opportunity Bond Term Bond Tax-Exempt
Fund Fund Fund Fund Fund Fund Fund Fund
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
One Year $117 $117 $117 $127 $132 $97 $87 $66
- -----------------------------------------------------------------------------------------------------------------------------------
Three Years 378 551 396 1,591 514 387 321 347
- -----------------------------------------------------------------------------------------------------------------------------------
Five Years 654 948 686 2,644 886 670 550 601
- -----------------------------------------------------------------------------------------------------------------------------------
Ten Years 1,442 2,060 1,510 5,245 1,930 1,476 1,235 1,327
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
10
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
TYPES OF INVESTMENT RISK
The principal risks of investing in each Fund are described previously
in this prospectus. The following list provides more detail about some of those
risks, along with information on additional types of risks that may apply to the
Funds. Risks associated with particular types of investments each Fund makes are
described in this section and in the Statement of Additional Information
referred to on the back page.
GENERAL RISKS OF INVESTING IN EACH OF THE FUNDS
CREDIT RISK - Bond Funds and, to the extent they invest in fixed-income
securities, Equity Funds
The risk that an issuer will be unable to make principal and interest
payments when due is known as "credit risk." U.S. government securities are
generally considered to be the safest type of investment in terms of credit
risk. Tax-Exempt Obligations generally rank between U.S. government securities
and corporate debt securities in terms of credit safety. Corporate debt
securities, particularly those rated below investment grade, may present the
highest credit risk.
Securities rated below investment grade are particularly subject to
credit risk. These securities are predominantly speculative and are commonly
referred to as "junk bonds." To the extent a Fund purchases or holds convertible
or other securities that are below investment grade, a greater risk exists as to
the timely repayment of the principal of, and the timely payment of interest or
dividends on, such securities.
Ratings published by rating agencies are widely accepted measures of
credit risk. The lower a bond issue is rated by an agency, the more credit risk
it is considered to represent. Lower-rated bonds generally pay higher yields to
compensate investors for the greater risk.
INTEREST RATE RISK - Bond Funds and, to the extent they invest in fixed-income
securities, Equity Funds
Generally, a fixed-income security will increase in value when interest
rates fall and decrease in value when interest rates rise. Longer-term
securities are generally more sensitive to interest rate changes than
shorter-term securities, but they usually offer higher yields to compensate
investors for the greater risks.
Changes in interest rates may also extend or shorten the duration of
certain types of instruments, such as asset-backed securities, thereby affecting
their value and the return on your investment. Zero coupon securities, including
stripped securities in which the Bond Funds (other than the Colorado Tax-Exempt
Fund) may invest are subject to greater interest-rate risk than many of the more
typical fixed-income securities.
A bond fund's average dollar-weighted maturity is a measure of how the
fund will react to interest-rate changes. The stated maturity of a bond is the
date when the issuer must repay the bond's entire principal value to an
investor, such as a fund. A bond's term to maturity is the number of years
remaining to maturity. A bond fund does not have a stated maturity, but it does
have an average dollar-weighted maturity. This is calculated by averaging the
terms to maturity of bonds held by a fund, with each maturity "weighted"
according to the percentage of net assets it represents.
LIQUIDITY RISK - ALL FUNDS
Certain securities may be difficult or impossible to sell at the time
and price that the Fund would like. A Fund may have to lower the price, sell
other securities instead or forego an investment opportunity, any of which could
have a negative effect on fund management or performance. This risk applies, for
example, to variable and floating rate demand notes; variable amount demand
securities and restricted securities that the Funds may purchase; short-term
funding agreements that each Fund may purchase; and the futures contracts in
which each Fund (other
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 11
<PAGE>
[Mountain logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
than the Colorado Tax-Exempt Fund) may engage. Illiquid securities also include
repurchase agreements, securities loans and time deposits with
notice/termination dates of greater than seven days, certain municipal leases
and certain securities subject to trading restrictions because they are not
registered under the Securities Act of 1933. There may be no active secondary
market for these securities. Each Fund may invest up to 15% of its net assets at
the time of purchase, in securities that are illiquid. A domestically traded
security that is not registered under the Securities Act of 1933 will not be
considered illiquid if the Adviser determines that an adequate investment
trading market exists for that security. However, there can be no assurance that
a liquid market will exist for any security at a particular time. Because
illiquid and restricted securities may be difficult to sell at an acceptable
price, they may be subject to greater volatility and may result in a loss to a
Fund.
MANAGEMENT RISK - ALL FUNDS
A strategy that the Adviser uses may fail to produce the intended
results. The particular securities and types of securities a Fund holds may
underperform other securities and types of securities. There can be no assurance
a Fund will achieve its investment objective. Certain policies of each Fund,
which may not be changed without a shareholder vote, are described in the
Statement of Additional Information.
MARKET RISK - ALL FUNDS
The value of the securities in which a Fund invests may go up or down
in response to the prospects of individual companies and/or general economic
conditions. Price changes may be temporary or last for extended periods.
OTHER TYPES OF INVESTMENTS - ALL FUNDS
This prospectus describes each Fund's principal investment strategies,
and the types of securities in which each Fund principally invests. Each Fund
may, from time to time, make other types of investments and pursue other
investment strategies in support of its overall investment goal. These
supplemental investment strategies - and the risk involved - are described in
detail in the Statement of Additional Information, which is referred to on the
back cover of this prospectus.
PORTFOLIO TURNOVER RISKS - ALL FUNDS
The Adviser will not consider the portfolio turnover rate a limiting
factor in making investment decisions for a Fund. A high rate of portfolio
turnover (100% or more) involves correspondingly greater expenses, which must be
borne by a Fund and its shareholders. It may result in higher short-term capital
gains taxable to shareholders. These gains are taxable at higher rates than
long-term capital gains. Frequent trading could also mean higher brokerage
commissions and other transaction costs, which could reduce the Fund's return.
See "Financial Highlights" for the Funds' historical portfolio turnover rates.
The Westcore MIDCO Growth Fund had a portfolio turnover rate over
100% in the year ended May 31, 1999.
TEMPORARY DEFENSIVE POSITIONS -- ALL WESTCORE FUNDS
Each Fund may, from time to time, take temporary defensive positions
that are inconsistent with its principal investment strategies in attempting to
respond to adverse market, economic, political or other conditions. Such
investments include various short-term instruments. If any Fund takes temporary
position at the wrong time, the position would have an adverse impact on that
Fund's performance. The Fund may not achieve its investment objective. The Funds
reserve the right to invest all of their assets in temporary defensive
positions.
ADDITIONAL RISKS THAT APPLY TO INVESTMENTS IN CERTAIN OF THE FUNDS
EXTENSION RISKS - BOND FUNDS
This is the risk that an issuer will exercise its right to pay
principal on an obligation held by a Fund (such as a mortgage- or asset-backed
security) later than expected. This may happen when there is a rise in interest
rates. These events may lengthen the duration and potentially reduce the value
of these securities.
- --------------------------------------------------------------------------------
12
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
PREPAYMENT RISK - BOND FUNDS
This is the risk that an issuer will exercise its right to pay
principal on an obligation held by a Fund (such as a mortgage- or asset-backed
security) earlier than expected. This may happen when there is a decline in
interest rates. These events may make a Fund unable to recoup its initial
investment and may result in reduced yields.
SMALL-CAP STOCK RISK - SMALL-CAP OPPORTUNITY FUND
Smaller capitalization stocks involve greater risks than those
associated with larger, more established companies. Small company stocks may be
subject to more abrupt or erratic price movements, for reasons including that
the stocks are traded in lower volume and that the issuers are more sensitive to
changing conditions and have less certain growth prospects. Also, there are
fewer market makers for these stocks and wider spreads between quoted bid and
asked prices in the over-the-counter market for these stocks. Small-cap stocks
tend to be less liquid, particularly during periods of market disruption. There
normally is less publicly available information concerning these securities.
Small companies in which the Funds may invest may have limited product lines,
markets or financial resources, or may be dependent on a small management group.
In particular, investments in unseasoned companies present risks considerably
greater than investments in more established companies.
TAX RISK - COLORADO TAX-EXEMPT FUND
This Fund may be more adversely impacted by changes in tax rates and
policies than the other Funds. Because interest income on municipal obligations
is normally not subject to regular federal income taxation, the attractiveness
of municipal obligations in relation to other investment alternatives is
affected by changes in federal income tax rates applicable to, or the continuing
federal income tax-exempt status of, such interest income. Any proposed or
actual changes in such rates or exempt status, therefore, can significantly
affect the demand for and supply, liquidity and marketability of municipal
obligations, which, in turn, could affect a Fund's ability to acquire and
dispose of municipal obligations at desirable yield and price levels.
YEAR 2000 RISKS - ALL FUNDS
Like other investment companies and financial service providers, the Funds could
be adversely affected if the computer systems used by the Adviser and the Fund's
other service providers do not properly process and calculate date-related
information and data from and after January 1, 2000. This is commonly known as
the "Year 2000 Issue". The Year 2000 Issue arises because most computer systems
were designed to handle only handle a two-digit year, not a four-digit year.
When the year 2000 begins, these computers may interpret "00" as the year 1900
and either stop processing date-related computations or process them
incorrectly. These failures could have a negative impact on the handling of
securities trades, pricing and account services. The Adviser and Administrators
are taking steps to address the Year 2000 Issue with respect to the computer
systems that they use and to obtain assurance that comparable steps are being
taken by the Fund's other major service providers, none of whom are affiliated
with the Adviser or Administrators. As of the date of this prospectus, it is not
anticipated that shareholders will experience negative effects on their
investment, or on the services provided in connection therewith, as a result of
the Year 2000 Issue. However, there can be no assurance that these steps will be
successful, or that interaction with other non-complying computer systems will
not adversely impact the Fund as a result of the Year 2000 Issue. In addition,
the issuers of securities the Fund owns could have Year 2000 problems. For
instance, the issuers' ability to make timely payments of dividends or interest
and principal or to continue their operations or services may be impaired by the
inadequate preparation of computer systems for the Year 2000. This may adversely
affect the market values of securities of specific issuers or of securities
generally, which, in turn, could impact the Fund's performance. Also, it is
possible that the normal operations of the Funds will in any event
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 13
<PAGE>
[Mountain logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
be disrupted significantly by the failure of communications and public utility
companies, governmental entities, financial processors or others to perform
their services as a result of the Year 2000 Issue.
Year 2000 risks may be greater for foreign issuers than domestic
issuers.
ADDITIONAL RISKS THAT APPLY TO PARTICULAR TYPES OF INVESTMENTS
ASSET-BACKED SECURITIES - BOND FUNDS, OTHER THAN COLORADO TAX-EXEMPT FUND
These Funds may purchase asset-backed securities, which are securities
backed by installment sale contracts, credit card receivables or other assets.
The yield characteristics of asset-backed securities differ from traditional
debt securities. A major difference is that the principal amount of the
obligations may be prepaid at any time, because the underlying assets (i.e.,
loans) generally may be prepaid at any time. The prepayment rate is primarily a
function of current market rates and conditions. In periods of falling interest
rates, the rate of prepayment tends to increase, and the reinvestment of
prepayment proceeds by a Fund will generally be at a lower rate than the rate on
the prepaid obligation. Prepayments may also result in some loss of a Fund's
principal investment if any premiums were paid. As a result of these yield
characteristics, some high-yielding, asset-backed securities may have less
potential for growth in value than conventional bonds with comparable
maturities. These characteristics may result in a higher level of price
volatility for these assets under certain market conditions.
Asset-backed securities are subject to greater risk of default during
periods of economic downturn than conventional debt instruments, and the holder
frequently has no recourse against the entity that originated the security. In
addition, the secondary market for certain asset-backed securities may not be as
liquid as the market for other types of securities, which could result in the
Funds' experiencing difficulty in valuing or liquidating such securities.
CONVERTIBLE SECURITIES - ALL FUNDS, OTHER THAN COLORADO TAX-EXEMPT FUND
These Funds may invest in convertible securities, including bonds and
preferred stocks, which may be converted into common stock at a specified price
or conversion ratio. The Funds use the same research-intensive approach and
valuation techniques for selecting convertible securities as are used for the
selection of common stocks.
The value of a convertible security is influenced by both interest
rates and the value of the underlying common stock. Investments in convertible
securities, including in particular those with lower ratings, involve the risk
that the securities, when converted, may be worth less than the specified price.
MORTGAGE-RELATED SECURITIES - INTERMEDIATE-TERM AND LONG-TERM BOND FUNDS
The Westcore Intermediate-Term and Long-Term Bond Funds may invest in
mortgage-backed securities (including collateralized mortgage obligations) that
represent pools of mortgage loans assembled for sale to investors by various
governmental agencies and government-related organizations, such as the
Government National Mortgage Association, the Federal National Mortgage
Association and the Federal Home Loan Mortgage Corporation. Mortgage-backed
securities provide a monthly payment consisting of interest and principal
payments. Additional payments may be made out of unscheduled repayments of
principal resulting from the sale of the underlying residential property,
refinancing or foreclosure, net of fees or costs that may be incurred.
Prepayments of principal on mortgage-backed securities may tend to increase due
to refinancing of mortgages as interest rates decline. To the extent that the
Fund purchases mortgage-backed securities at a premium, mortgage foreclosures
and prepayments of principal by mortgagors (which may be made at any time
without penalty) may result in some loss of the Fund's principal investment to
the extent of the premium paid. The yield of a Fund that invests in
mortgage-backed securities may be affected by the Fund's need to reinvest
prepayments at higher or lower rates than the original investment.
- --------------------------------------------------------------------------------
14
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
Other mortgage-backed securities are issued by private companies,
generally originators of and investors in mortgage loans, including savings
associations, mortgage bankers, commercial banks, investment bankers and
special-purpose entities. These private mortgage-backed securities may be
supported by U.S. Government mortgage-backed securities or some form of
non-government credit enhancement. Mortgage-backed securities may be affected by
prepayments of principal on the underlying loans, which generally increase as
interest rates decline; as a result, when interest rates decline, holders of
these securities normally do not benefit from appreciation in market value to
the same extent as holders of other non-callable debt securities. Further, an
issuer of an obligation may exercise its right to pay principal on the
obligation later than expected. This is more likely to happen when interest
rates rise. These events may lengthen the duration and reduce the value of these
obligations. Duration is the average time it takes to receive expected cash
flows (discounted to their present value) on a particular fixed-income
instrument. In addition, like other debt securities, the values of
mortgage-related securities, including government-related mortgage pools,
generally will fluctuate in response to market interest rates.
OTHER INVESTMENT COMPANIES - ALL FUNDS
The Funds may invest their cash balances in other investment companies
that invest in high quality, short-term debt securities. A pro rata portion of
the other investment companies' expenses will be borne by the Fund's
shareholders.
INITIAL PUBLIC OFFERINGS - ALL WESTCORE EQUITY FUNDS
Each of the Equity Funds may invest a portion of its assets in
securities of companies offering shares in IPOs. Because IPO shares frequently
are volatile in price, the Funds may hold IPO shares for a very short period of
time. This may increase the turnover of the Funds' portfolio and may lead to
increased expenses to the Funds, such as commissions and transaction costs. By
selling shares, a Fund may realize taxable gains it will subsequently distribute
to shareholders. In addition, the market for IPO shares can be speculative
and/or inactive for extended periods of time. There is no assurance that a Fund
will be able to obtain allocations of IPO shares. The limited number of shares
available for trading in some IPOs may make it more difficult for the Fund to
buy or sell significant amounts of shares without an unfavorable impact on
prevailing prices. Investors in IPO shares can be affected by substantial
dilution in the value of their shares, by sales of additional shares and by
concentration of control in existing management and principal shareholders.
The Funds' investments in IPO shares may include the securities of
unseasoned companies (companies with less than three years of continuous
operations), which presents risks considerably greater than common stocks of
more established companies. These companies may have limited operating histories
and their prospects for profitability may be uncertain. These companies may be
involved in new and evolving businesses and may be vulnerable to competition and
changes in technology, markets and economic conditions. They may be more
dependent on key managers and third parties and may have limited product lines.
REITS - ALL FUNDS, OTHER THAN THE COLORADO TAX-EXEMPT FUND
The Funds may invest in securities issued by equity and mortgage REITs,
which are real estate investment trusts. Equity REITs invest directly in real
property. Mortgage REITs invest in mortgages on real property.
REITs may be subject to certain risks associated with the direct
ownership of real estate, including declines in the value of real estate,
overbuilding and increased competition, increases in property taxes and
operating expenses, and variations in rental income. Generally, increases in
interest rates will decrease the value of high-yielding securities and increase
the costs of obtaining financing, which could decrease the value of these
investments. In addition, equity REITs may be affected by changes in the value
of the underlying property owned by the trusts, while mortgage REITs may be
affected by the quality of credit extended. REITs are also heavily dependent on
cash flow and are subject to the risk that borrowers may default.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 15
<PAGE>
[Mountain logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
REPURCHASE AGREEMENTS AND REVERSE REPURCHASE AGREEMENTS - ALL FUNDS
In a repurchase agreement, a Fund agrees to purchase portfolio
securities subject to the seller's agreement to repurchase them at a mutually
agreed upon date and price. Repurchase agreements involve the risk that the
seller will fail to repurchase the securities, as agreed. In that event, the
Fund will bear the risk of possible loss because of adverse market action or
delays in liquidating the underlying obligations. Repurchase agreements are
considered to be loans under the 1940 Act.
Each Fund may borrow money for temporary purposes by entering into
reverse repurchase agreements. Under these agreements, a Fund sells portfolio
securities to financial institutions and agrees to buy them back later at an
agreed upon time and price. Reverse repurchase agreements involve the risk of
counterparty default and possible loss of collateral held by the counterparty.
SECURITIES LENDING - ALL FUNDS, OTHER THAN COLORADO TAX-EXEMPT FUND
These Funds may lend their portfolio securities to institutional
investors as a means of earning additional income. Securities loans present
risks of delay in receiving collateral or in recovering the securities loaned or
even a loss of rights in the collateral if the borrower of the securities fails
financially. A loan will not be made if, as a result, the total amount of a
Fund's outstanding loans exceeds 30% of its total assets (including the value of
the collateral for the loan).
TAX-EXEMPT OBLIGATIONS - COLORADO TAX-EXEMPT FUND
Tax-exempt obligations in which the Westcore Colorado Tax-Exempt Fund
invests include: (i) "general obligation" securities that are secured by the
issuer's full faith, credit and taxing power; (ii) revenue securities that are
payable only from the revenues derived from a particular facility or other
specific revenue source such as the user of the facility being financed; (iii)
"moral obligation" securities that are normally issued by special purpose public
authorities; and (iv) private activity bonds (such as bonds issued by industrial
development authorities) that are usually revenue securities issued by or for
public authorities to finance a privately operated facility.
In many cases, the Internal Revenue Service has not ruled on whether
the interest received on a tax-exempt obligation is tax-exempt, and,
accordingly, purchases of these securities are based on the opinion of bond
counsel to the issuers at the time of issuance. The Fund and the Adviser rely on
these opinions and will not review the bases for them.
The Fund concentrates its investments in Colorado obligations. If
Colorado or any of its political subdivisions were to suffer serious financial
difficulties that might jeopardize the ability to pay its obligations, the value
of the Fund could be adversely affected.
U.S. GOVERNMENT OBLIGATIONS - ALL FUNDS
The Funds invest in obligations issued or guaranteed by the U.S.
government, its agencies or instrumentalities. Direct obligations of the U.S.
government such as Treasury bills, notes and bonds are supported by its full
faith and credit. Indirect obligations issued by federal agencies and
government-sponsored entities generally are not backed by the full faith and
credit of the U.S. Treasury. Some of these indirect obligations may be supported
by the right of the issuer to borrow from the Treasury; others are supported by
the discretionary authority of the U.S. government to purchase the agency's
obligations; still others are supported only by the credit of the
instrumentality.
- --------------------------------------------------------------------------------
16
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
WESTCORE FUNDS SPECTRUM
The spectrum below shows the Adviser's assessment of the potential risk
of the Westcore Funds relative to one another. The spectrum is not indicative of
the future volatility or performance of the Funds and should not be used to
compare the Funds with other mutual funds or types of investments.
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
FUNDS CONSERVATIVE MODERATE AGGRESSIVE
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Westcore MIDCO Growth Fund _______________
Westcore Growth and Income Fund _______________
Westcore Blue Chip Fund _______________
Westcore Mid-Cap Opportunity Fund _______________
Westcore Small-Cap Opportunity Fund _______________
Westcore Long-Term Bond Fund _______________
Westcore Intermediate-Term Bond Fund ______________
Westcore Colorado Tax-Exempt Fund ______________
</TABLE>
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 17
<PAGE>
[Mountain Logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
HOW TO INVEST AND OBTAIN INFORMATION
<TABLE>
<CAPTION>
HOW TO CONTACT WESTCORE FUNDS
- -----------------------------------------------------------------------------------------------------------------------------------
IN PERSON BY REGULAR MAIL BY EXPRESS, CERTIFIED OR REGISTERED MAIL BY TELEPHONE
[PERSON GRAPHIC] [LETTER GRAPHIC] [PLANE GRAPHIC] [TELEPHONE GRAPHIC]
<S> <C> <C> <C>
1-800-392-CORE (2673):
Westcore Funds Westcore Funds Westcore Funds
370 17th Street, Suite P.O. Box 8319 C/O BFDS WESTCORE INVESTOR SERVICES
3100 Boston, MA 02266- 66 Brooks Drive Weekdays: 7 a.m. to 6 p.m. mountain
Denver, CO 80202 8319 Boston, MA 02184 time
-----------------------------
WESTCORE AUTOMATED SERVICE LINE
24 hours a day, seven days a week
- Access account information
- Place automatic transactions
- Order duplicate statements, tax
forms or additional checkbooks for
the BlackRock Money Market
Portfolio
- -----------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
- ---------------------------------
ONLINE
[COMPUTER GRAPHIC]
<S>
www.westcore.com:
WESTCORE
TRANS@CTION CENTER
24 hours a day, seven
days a week
- Access account
information
- Place automatic
transactions
- ---------------------------------
</TABLE>
- --------------------------------------------------------------------------------
18
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
HOW TO PURCHASE, EXCHANGE AND REDEEM
This section explains how to purchase, exchange and redeem your Westcore shares.
It also explains various services and features offered in connection with your
account. Please call us at 1-800-392-CORE (2673) if you have any questions or to
obtain a New Account Application.
<PAGE>
PURCHASING SHARES
You may purchase additional shares through any of the options below or in person
at the location listed on page 18. In addition, if you are an existing
shareholder, you may open a new account with identical registration and account
options in another fund offered by this prospectus by any of these methods.
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------
BY MAIL BY TELEPHONE BY ONLINE ACCESS
[LETTER GRAPHIC] [TELEPHONE GRAPHIC] [COMPUTER GRAPHIC]
<S> <C> <C>
OPENING A NEW ACCOUNT If you are an existing If you are an existing
Read this prospectus. shareholder, you may shareholder, you may
purchase additional shares purchase additional shares
Send a completed application with your by telephone. online.
check and mail to appropriate address.
Call 1-800-392-CORE (2673) Access the 24-hour Westcore
ADDING TO YOUR EXISTING ACCOUNT to speak with an Investor Trans@ction Center located
Complete the tear-off investment slip Service Representative from at www.westcore.com.
from your last statement and mail with 7 a.m. to 6 p.m. mountain
your check to the appropriate address. time or use the 24-hour
Westcore Automated Service
Or, send your check and a written request Line.
following instructions on page 24 and
mail to the appropriate address.
- ---------------------------------------------------------------------------------------------------------
For more information on automatic telephone and online
transactions, please see "Additional Information on
Telephone and Online Service" on page 23.
- ---------------------------------------------------------------------------------------------------------
<CAPTION>
- -------------------------------------------------------------------------
BY AUTOMATIC BY WIRE
INVESTMENT PLAN [WIRE GRAPHIC]
[CALENDAR GRAPHIC]
<S> <C>
Complete the Automatic Investment You may purchase Westcore shares
Plan Section on your application by wire transfer from your bank
to have money automatically account to your Westcore account.
withdrawn from your bank account There is a $1,000 minimum for
monthly, quarterly or annually. purchases by wire.
The minimum automatic investment To place a purchase by wire,
must be the equivalent of at least please call 1-800-392-CORE (2673)
$50 per month. to speak with an Investor Service
Representative from 7 a.m. to 6
To add this option to your p.m. mountain time.
account, please call
1-800-392-CORE (2673) or access WIRE TO:
www.westcore.com for the State Street Bank
appropriate form. ABA #011000028
DDA #99046344
ATTN: Custody and Shareholder
Services
Fund Name
Your Account Number
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</TABLE>
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19
<PAGE>
[Mountain Logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
IMPORTANT NOTES ON PURCHASING SHARES:
- - When you purchase shares, your request will be processed at the next net
asset value (NAV) calculated after your order is received and accepted.
- - Please make your check payable to Westcore Funds in U.S. dollars drawn on a
U.S. bank.
- - Cash, credit card, third-party checks or checks drawn on foreign banks will
not be accepted for purchases.
- - If you are purchasing shares in a retirement account, please indicate
whether the purchase is a rollover or a current or prior-year contribution.
- - After receipt of your order by wire, telephone or online, your bank account
will be debited the next business day for wire transfers and the second
business day for electronic fund transfers.
- - If a check does not clear your bank, Westcore reserves the right to cancel
the purchase.
- - If Westcore is unable to debit your predesignated bank account on the day
of purchase, they may make additional attempts or cancel the purchase.
- - Westcore reserves the right to reject any order.
- - If your purchase is cancelled, you will be responsible for any losses or
fees imposed by your bank and losses that may be incurred as a result of
any decline in the value of the cancelled purchase. Westcore (or their
agents) have the authority to redeem shares in your account(s) to cover any
losses due to fluctuations in share price. Any profit on such cancellation
will accrue to Westcore.
<TABLE>
<CAPTION>
INVESTMENT MINIMUMS
- -------------------
- -------------------------------------------------------------------------------
AMOUNT
- -------------------------------------------------------------------------------
<S> <C>
To open a new account $1,000
- -------------------------------------------------------------------------------
To open a new retirement or certain other accounts $250
- -------------------------------------------------------------------------------
To open an Automatic Investment Plan account $0
- -------------------------------------------------------------------------------
To add to any type of account $50
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</TABLE>
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20
<PAGE>
EQUITY AND BOND FUNDS PROSPECTUS
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EXCHANGING SHARES
You may exchange your Westcore shares for shares of other Westcore Funds offered
in this prospectus or the BlackRock Money Market Portfolio* through any of the
options below. You may also place an exchange in person at the location listed
on page 18. In addition, if you are an existing shareholder, you may exchange
into a new account copying your existing account registration and options by any
of these methods.
* BlackRock Money Market Portfolio is a no-load money market fund advised by
BlackRock Advisors, Inc., sub-advised by BlackRock Institutional Management
Corporation and distributed by BlackRock Distributors, Inc.
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
BY MAIL BY TELEPHONE BY ONLINE ACCESS AUTOMATICALLY
[MAIL GRAPHIC] [TELEPHONE GRAPHIC] [COMPUTER GRAPHIC] [CALENDAR GRAPHIC]
<S> <C> <C> <C>
Send a written request following Call 1-800-392-CORE (2673) to Access the 24-hour Westcore Call 1-800-392-CORE (2673) to
instructions on page 24 and mail speak with an Investor Service Trans@ction Center located at receive instructions for
to the appropriate address. Representative from 7 a.m. to 6 www.westcore.com. automatically exchanging shares
p.m. mountain time or use the between funds on a monthly,
24-hour Westcore Automated quarterly or annual basis.
Service Line.
- ------------------------------------------------------------------------------------------------------------------------------------
For more information on automatic telephone and online
transactions, please see "Additional Information on
Telephone and Online Service" on page 23.
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</TABLE>
Important notes on exchanging shares:
- - Exchanges must meet the minimum investment requirements described on
page 20.
- - Exchanges between accounts will be accepted only if registrations are
identical.
- - If the shares you are exchanging are held in certificate form, the
certificate must be returned with or before your exchange request.
- - Please be sure to read the prospectus for the Fund into which you are
exchanging.
- - An exchange represents the sale of shares from one fund and the purchase of
shares of another fund. This may produce a taxable gain or loss in your
non-tax-deferred account.
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Questions? Call 1-800-392-CORE (2673) 21
<PAGE>
[Mountain Logo] WESTCORE FUNDS
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REDEEMING SHARES
You may redeem your Westcore shares by any of the options below or in person at
the location listed on page 18.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------
BY MAIL BY TELEPHONE BY ONLINE ACCESS
[LETTER GRAPHIC] [TELEPHONE GRAPHIC] [COMPUTER GRAPHIC]
<S> <C> <C>
Send a written request If you are an existing If you are an existing
following instructions on shareholder, you may shareholder, you may redeem
page 24 and mail to the redeem your shares by your shares online.
appropriate address. telephone.
Access the 24-hour Westcore
Call 1-800-392-CORE Trans@ction Center located
(2673) to speak with an at www.westcore.com.
Investor Service
Representative from 7 a.m.
to 6 p.m. mountain time or
use the 24-hour Westcore
Automated Service Line.
- --------------------------------------------------------------------------------------------------------
For more information on automatic telephone and online
transactions, please see "Additional Information on
Telephone and Online Service" on page 23.
- --------------------------------------------------------------------------------------------------------
<CAPTION>
- ----------------------------------------------------------------------------
BY SYSTEMATIC WITHDRAWAL BY WIRE
PLAN [WIRE GRAPHIC]
[CALENDAR GRAPHIC]
<S> <C>
You may redeem shares You may redeem Westcore
automatically (in any multiple of shares by wire transfer from
$50) monthly, quarterly or your Westcore account to your
annually. bank account.
A systematic withdrawal plan There is a $1,000 minimum and
may be established if the shares you must have established bank
in your Fund are worth at least instructions to place wire
$10,000. redemptions.
To add this option to your
account, please call 1-800-392- To arrange a wire redemption,
CORE (2673) or access please call 1-800-392-CORE
www.westcore.com for the (2673) to speak with an Investor
appropriate form. Service Representative from 7
a.m. to 6 p.m. mountain time.
To add bank instructions to your
account, please call 1-800-392-
CORE (2673) or access
www.westcore.com for the
appropriate form.
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</TABLE>
EQUITY & BOND FUNDS PROSPECTUS
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[Black and white photograph of mountain and trees]
Important notes on redeeming shares:
- - You may redeem your Westcore shares on any business day that the New York
Stock Exchange is open.
- - Generally, redemption proceeds will be sent by check to the shareholders'
address of record within seven days after receipt of a valid redemption
request.
- - A wire transfer will be sent directly into your designated bank account the
next business day after receipt of your order, and an electronic funds
transfer will be sent the second business day after receipt of your order.
- - If the shares you are redeeming are held in certificate form, you must
return the certificate with or before your redemption request.
- - If the shares you are redeeming were purchased by check, telephone,
computer or through the Automatic Investment Plan, Westcore may delay the
mailing of your redemption check for up to 15 days from the day of purchase
to allow the purchase to clear.
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22
<PAGE>
ADDITIONAL INFORMATION ON TELEPHONE AND ONLINE SERVICE
- - All shareholders (except for certain accounts opened through Service
Organizations and certain retirement accounts) are automatically
granted automatic telephone and online transaction privileges unless
they decline them explicitly on their account application or in writing
to Westcore Funds.
- - Shareholders can follow the instructions provided at the Westcore
Automated Service Line and Westcore Trans@ction Center to access these
services using a personal identification number.
- - Automatic telephone and online purchases and redemptions are completed
by electronic funds transfer from your bank account to your Westcore
Account. (Wire transfer is not available for automatic telephone or
online transactions.) To establish this privilege, please complete the
"Bank Instructions" section of your account application. You may also
call 1-800-392-CORE (2673) or access www.westcore.com for the
appropriate form.
- - Automatic telephone and online REDEMPTIONS are not available for IRA,
business or fiduciary accounts. In addition, automatic telephone and
online EXCHANGES are not available for business or fiduciary accounts.
- - There is a $25,000 daily maximum for each account for each separate
type of automatic telephone and online transaction (purchases,
exchange-in, exchange-out and redemptions).
- - It may be difficult to reach the Funds by telephone or online during
periods of unusual market activity. If this happens, you may transact
on your account by mail as described in this prospectus.
- - The Funds or their agents may, in case of emergency, temporarily
suspend telephone and online transactions and other shareholder
services.
SECURITY ISSUES
Westcore Funds has designed procedures to enhance security, including the use of
128-bit encryption through the Westcore Trans@ction Center, testing the identity
of the shareholder placing the order and sending prompt written confirmation of
transactions. However, shareholders may give up some level of security by
choosing to transact by telephone or online rather than by mail.
Westcore Funds has designed procedures to confirm that telephone and online
transaction requests are genuine. Westcore Funds and their agents will not be
responsible for any losses resulting from unauthorized telephone or online
transactions when these procedures are followed, and Westcore has a reasonable
belief that the transaction is genuine.
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Questions? Call 1-800-392-CORE (2673) 23
<PAGE>
[Mountain Logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
GENERAL ACCOUNT POLICIES
Westcore Funds may modify or terminate account policies, services and features,
but, subject to the Funds' right to limit account activity or redeem
involuntarily as described below, will not materially modify or terminate them
without giving shareholders 60 days' written notice. The Funds reserve the right
to modify the general account policies from time to time or to waive them in
whole or in part for certain types of accounts.
Written Instructions
To process transactions in writing, your request should be sent to Westcore
Funds, P.O. Box 8319, Boston, MA 02266-8319 and must include the following
information:
- - The name of the Fund(s).
- - The account number(s).
- - The amount of money or number of shares.
- - The name(s) on the account.
- - The signature(s) of all registered account owners (signature guaranteed, if
applicable).
- - Your daytime telephone number.
Signature Guarantee
A signature guarantee assures that a signature is genuine. The signature
guarantee protects shareholders from unauthorized transfers. A signature
guarantee is not the same as a notarized signature. You can obtain a signature
guarantee from a bank or trust company, credit union, broker, dealer, securities
exchange or association, clearing agency or savings association.
The guarantee must be an ink stamp or medallion that states "Signature(s)
Guaranteed" and must be signed in the name of the guarantor by an authorized
person with that person's title and the date. Westcore Funds may reject a
signature guarantee if the guarantor is not a member of or participant in a
signature guarantee program. Call your financial institution to see if they have
the ability to guarantee a signature.
Shareholders living abroad may acknowledge their signatures at an overseas
branch of a U.S. bank, member firm of a stock exchange or any foreign bank
having a branch office in the U.S.
To protect your accounts from fraud, the following transactions will require a
signature guarantee:
- - Transferring ownership of an account.
- - Redeeming more than $25,000 from your account.
- - Redeeming by check payable to someone other than the account owner(s).
- - Redeeming by check mailed to an address other than the address of record.
- - Redemption check mailed to an address that has been changed within the last
30 days of the redemption request without a signature guarantee.
The Funds reserve the right to require a signature guarantee under other
circumstances or to reject or delay a redemption on certain legal grounds.
Redemption of Low Balance Accounts
If your account balance falls below the required minimums presented on page 19,
a letter will be sent advising you to either bring the value of the shares held
in the account up to the minimum or establish an automatic investment that is
the equivalent of at least $50 per month. If action is not taken within 90 days
of the notice, the shares held in the account will be redeemed and the proceeds
will be sent by check to your address of record. We reserve the right to
increase the investment minimums.
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24
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
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[Black and white photograph of mountain and trees]
Limit on Account Activity
Because excessive account transactions can disrupt management of the Funds and
increase the Funds' cost for all shareholders, Westcore reserves the right to
refuse a share purchase and/or revoke an investor's exchange privilege at any
time.
Involuntary Redemptions
We reserve the right to close an account if the shareholder is deemed to engage
in activities that are illegal or otherwise believed to be detrimental to the
Fund.
Address Changes
To change the address on your account, call 1-800-392-CORE (2673) or send a
written request signed by all account owners. Include the name of the Fund, the
account number(s), the name(s) on the account and both the old address and new
address. Certain options may be suspended for 30 days following an address
change unless a signature guarantee is provided.
Registration Changes
To change the name on an account, the shares are generally transferred to a new
account. In some cases, legal documentation may be required. Certain
registration changes may have tax implications. Please contact your tax adviser.
For more information call 1-800-392-CORE (2673).
Share Certificates
The Funds will issue share certificates upon written request only. Share
certificates will not be issued until the shares have been held for at least 15
days and will not be issued for accounts that do not meet the minimum
requirements.
Quarterly Consolidated Statements and Shareholder Reports
Westcore Funds will send you a consolidated statement quarterly and, with the
exception of automatic investment plan transactions and dividend reinvestment
transactions, a confirmation after every transaction that affects your share
balance or your account registration. A statement with tax information regarding
the tax status of income dividends and capital gain distributions will be mailed
to you by January 31 of each year and filed with the Internal Revenue Service.
Each year, we will send you an annual and a semi-annual report. The annual
report includes audited financial statements and a list of portfolio securities
as of the fiscal year end. The semi-annual report includes unaudited financial
statements for the first six months of the fiscal year, as well as a list of
portfolio securities at the end of the period. You will also receive an updated
prospectus at least once each year. Please read these materials carefully, as
they will help you understand your investments in Westcore Funds. Duplicate
mailings of Fund materials to shareholders who reside at the same address may be
eliminated.
Price of Fund Shares
All purchases, redemptions and exchanges will be processed at the net asset
value (NAV) next calculated after your request is received in good order by the
transfer agent or certain authorized broker-dealers, other institutions or
designated intermediaries in proper form. A Fund's NAV is determined by the
Administrators as of the close of regular trading on the New York Stock Exchange
(NYSE), currently 4:00 p.m. (Eastern time), on each day that the NYSE is open.
In order to receive a day's price, your order must be received by the transfer
agent or certain authorized broker-dealers or designated intermediaries by the
close of regular trading on the NYSE on that day. If not, your request will be
processed at the Fund's NAV at the close of regular trading
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Questions? Call 1-800-392-CORE (2673) 25
<PAGE>
[Mountain Logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
on the next business day. To be in proper form, your order must include your
account number and must state the Fund shares you wish to purchase, redeem or
exchange.
In the case of participants in certain employee benefit plans investing in
certain Funds and certain other investors, purchase and redemption orders will
be processed at the NAV next determined after the Service Organization (as
defined below) acting on their behalf receives the purchase or redemption order.
Westcore has authorized certain broker-dealers and other institutions to accept
on its behalf purchase and redemption orders made through a `mutual fund
supermarket'. Such authorized institutions may designate other intermediaries to
accept purchase and redemption orders on behalf of Westcore.
A Fund's NAV is calculated by dividing the total value of its investments and
other assets, less liabilities, by the total number of shares outstanding. Each
Fund's investments are valued at market value or, when market quotations are not
readily available, at fair value as determined in good faith by or under the
direction of the Board of Trustees. Debt securities with maturities of 60 days
or less are valued at amortized cost, which generally equals market value.
Accounts Opened Through a Service Organization
You may purchase or sell Fund shares through an account you have with any
qualified broker/dealer, any bank or any other institution (your "Service
Organization"). Your Service Organization may charge transaction fees on the
purchase and/or sale of Fund shares and may require different minimum initial
and subsequent investments than Westcore requires. Service Organizations may
impose charges, restrictions, transaction procedures or cut-off times different
from those applicable to shareholders who invest in Westcore directly.
A Service Organization may receive fees from the Trust or Denver Investment
Advisors for providing services to the Trust or its shareholders. Such services
may include, but are not limited to, shareholder assistance and communication,
transaction processing and settlement, account set-up and maintenance, tax
reporting and accounting. In certain cases, a Service Organization may elect to
credit against the fees payable by its customers all or a portion of the fees
received from the Trust or Denver Investment Advisors with respect to their
customers' assets invested in the Trust. The Service Organization, rather than
you, may be the shareholder of record of your Fund shares. Westcore is not
responsible for the failure of any Service Organization to carry out its
obligations to its customers.
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26
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
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[Black and white photograph of mountain and trees]
DISTRIBUTIONS AND TAXES
Distributions
A Fund's income from dividends and interest and any net realized short-term
capital gains are paid to shareholders as income dividends. A Fund realizes
capital gains whenever it sells securities for a higher price than it paid for
them. Net realized long-term gains are paid to shareholders as capital gain
dividends. A dividend will reduce the net asset value of a Fund share by the
amount of the dividend on the ex-dividend date.
<TABLE>
<CAPTION>
Distribution Schedule
- ------------------------------------------------------------------------------------------------------------------
Income Dividends Capital Gains
- ------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Equity Funds Declared and Generally declared and
paid quarterly* paid in December
- ------------------------------------------------------------------------------------------------------------------
Bond Funds Declared and Generally declared and
paid monthly paid in December
- ------------------------------------------------------------------------------------------------------------------
</TABLE>
*THE WESTCORE MIDCO GROWTH FUND DISTRIBUTES INCOME DIVIDENDS IN DECEMBER ONLY.
When you open an account, all dividends and capital gains will be automatically
reinvested in the distributing Fund unless you specify on your Account
Application that you want to receive your distributions in cash or reinvest them
in another Fund. Income dividends and capital gain distributions will be
reinvested without a sales charge at the net asset value on the ex-dividend
date. You may change your distribution option at any time by writing or calling
1-800-392-CORE (2673).
TAXES
Federal Taxes
Each year, the Funds distribute all or substantially all of its taxable
income, including its net capital gain (the excess of long-term capital gain
over short-term capital loss). Distributions attributable to the net capital
gain of a Fund will be taxable to you as long-term capital gain, regardless of
how long you have held your shares. Other Fund distributions (other than
exempt-interest dividends, discussed on the following page) will generally be
taxable as ordinary income. You will be subject to income tax on Fund
distributions regardless whether they are paid in cash or reinvested in
additional shares. You will be notified annually of the tax status of
distributions to you.
You should note that if you purchase shares just before a distribution,
the purchase price will reflect the amount of the upcoming distribution. You
will incur taxes on the entire amount of the distribution received, even though,
as an economic matter, you did not participate in these gains and the
distribution simply constitutes a return of capital. This is known as "buying
into a dividend." It is generally not to your advantage to purchase shares just
before a distribution.
You will recognize taxable gain or loss on a sale, exchange or
redemption of your shares, including an exchange for shares of another Fund,
based on the difference between your tax basis in the shares and the amount you
receive for them. (To aid in computing your tax basis, you generally should
retain your account statements for the periods during which you held shares.)
Any loss realized on shares held for six months or less will be treated
as a long-term capital loss to the extent of any capital gain dividends that
were received on the shares.
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Questions? Call 1-800-392-CORE (2673) 27
<PAGE>
[Mountain Logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
The one major exception to these tax principles is that distributions
on, and sales, exchanges and redemptions of, shares held in an IRA (or other
tax-qualified plan) will not be currently taxable.
The Westcore Colorado Tax-Exempt Fund anticipates that substantially
all of its income dividends will be "exempt interest dividends," which are
exempt from federal income taxes. However, some dividends will be taxable, such
as dividends that are derived from occasional taxable investments, and
distributions of short- and long-term capital gains.
Interest on indebtedness incurred by a shareholder to purchase or carry
shares of the Westcore Colorado Tax-Exempt Fund generally will not be deductible
for federal income tax purposes.
You should note that a portion of the exempt-interest dividends paid by
the Westcore Colorado Tax-Exempt Fund may constitute an item of tax preference
for purposes of determining federal alternative minimum tax liability.
Exempt-interest dividends will also be considered along with other adjusted
gross income in determining whether any Social Security or railroad retirement
payments received by you are subject to federal income taxes.
If you receive an exempt-interest dividend with respect to any share
and the share is held by you for six months or less, any loss on the sale or
exchange of the share will be disallowed to the extent of such dividend amount.
The foregoing is only a summary of certain tax considerations under
current law, which may be subject to change in the future. Shareholders who are
nonresident aliens, foreign trusts or estates, or foreign corporations or
partnerships may be subject to different United States federal income tax
treatment. You should consult your tax adviser for further information regarding
federal, state, local and/or foreign tax consequences relevant to your specific
situation.
Colorado State Taxes
Because the Westcore Colorado Tax-Exempt Fund intends to invest
substantially all of its assets in tax-exempt obligations of the state of
Colorado or its political subdivisions, shareholders who are subject to Colorado
state income tax will generally not be subject to such tax on dividends paid by
the Fund to the extent that the dividends are attributable to interest income of
the Fund. However, to the extent dividends are not attributable to
exempt-interest income, such as distributions of short- or long-term capital
gain, they will not be exempt from Colorado income tax (except to the limited
extent that Colorado may exempt all investment income from state income tax).
There are no municipal income taxes in Colorado. Moreover, because
shares of the Westcore Funds are intangibles, they are not subject to Colorado
property tax.
State and Local Taxes
Shareholders may also be subject to state and local taxes on
distributions and redemptions. State income taxes may not apply, however, to the
portions of each Fund's distributions, if any, that are attributable to interest
on Federal Securities or interest on securities of the particular state or
localities within the state. Shareholders should consult their tax advisers
regarding the tax status of distributions in their state and locality.
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28
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
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[Black and white photograph of mountain and trees]
MANAGEMENT OF THE FUNDS
INVESTMENT ADVISER
Denver Investment Advisors LLC, with principal offices at 1225 17th Street, 26th
Floor, Denver, Colorado 80202, serves as the investment adviser to the Funds.
The Adviser was organized in 1994. It is owned by the principal officers and
employees of its predecessor firm. As of May 31, 1999, it had approximately
$10.5 billion in assets under active management, including $732 million for nine
investment company portfolios.
Denver Investment Advisors provides a continuous investment program for the
Funds, including investment research and management. The Adviser makes
investment decisions for the Funds and places orders for all purchases and sales
of the Funds' portfolio securities.
MANAGEMENT EXPENSES
For the fiscal year ended May 31, 1999, each Fund paid the Adviser an advisory
fee. The fees are set forth below and are expressed as an annual percentage of a
Fund's average daily net assets.
<TABLE>
<CAPTION>
Effective Advisory Fees for the
Fee Schedule fiscal Year Ended May 31, 1999
- -------------------------------------------------------------------------------------------
<S> <C>
Westcore MIDCO Growth Fund .61%
- -------------------------------------------------------------------------------------------
Westcore Growth and Income Fund .09%
- -------------------------------------------------------------------------------------------
Westcore Blue Chip Fund .56%
- -------------------------------------------------------------------------------------------
Westcore Mid-Cap Opportunity Fund .75%*
- -------------------------------------------------------------------------------------------
Westcore Small-Cap Opportunity Fund .69%
- -------------------------------------------------------------------------------------------
Westcore Long-Term Bond Fund .21%
- -------------------------------------------------------------------------------------------
Westcore Intermediate-Term Bond Fund .31%
- -------------------------------------------------------------------------------------------
Westcore Colorado Tax-Exempt Fund .00%
- -------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------
</TABLE>
* The Mid-Cap Opportunity Fund has operated for less than a full fiscal
year. The fee stated represents the maximum advisory fee.
INVESTMENT PERSONNEL
TODGER ANDERSON, CFA, President of Denver Investment Advisors, has been
primarily responsible for the day-to-day management of Westcore MIDCO Growth
Fund since its inception. Mr. Anderson has been a portfolio manager with Denver
Investment Advisors and its predecessor, Denver Investment Advisors, Inc., since
1975. Mr. Anderson works with other securities analysts of the Adviser who from
time to time purchase and sell specific securities under his supervision.
VARILYN K. SCHOCK, CFA, a Vice President and the Director of Quantitative
Strategies with Denver Investment Advisors, has been primarily responsible for
the day-to-day management of Westcore Blue Chip Fund since 1991 and Westcore
Small-Cap Opportunity Fund since its inception. Ms. Schock has been with Denver
Investment Advisors and its predecessor, Denver Investment Advisors, Inc., since
1984 and has been a portfolio manager with the company since 1987.
MILFORD H. SCHULHOF, II, a Vice President of Denver Investment Advisors, has
been primarily responsible for the day-to-day management of Westcore Growth and
Income Fund since October 1995. Mr. Schulhof has been a Vice President and
portfolio manager with Denver Investment Advisors and its predecessor, Denver
Investment Advisors, Inc., since 1985. Mr. Schulhof works with other securities
analysts of the Adviser who from time to time purchase and sell specific
securities under his supervision.
CHRISTIANNA WOOD, CFA, a Vice President of Denver Investment Advisors, is
primarily responsible for the day-to-day management of Westcore Mid-Cap
Opportunity Fund. Ms. Wood has been a portfolio manager of small- to mid-cap
companies for over 17 years, and has been with Denver Investment Advisors since
1996.
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Questions? Call 1-800-392-CORE (2673) 29
<PAGE>
[Mountain Logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
JEROME R. POWERS, CFA, a Vice President of Denver Investment Advisors, has been
primarily responsible for the day-to-day management of Westcore
Intermediate-Term Bond and Long-Term Bond Funds since October 1, 1997. He has
been with the Adviser since 1997 and has been active in the management of fixed-
income securities for 18 years.
THOMAS B. STEVENS, CFA, a Vice President of Denver Investment Advisors, has been
primarily responsible for the day-to-day management of the Westcore Colorado
Tax-Exempt Fund since May 28, 1999. Mr. Stevens has 29 years' experience in the
institutional bond market and has been with the Adviser since 1986.
CO-ADMINISTRATORS
ALPS Mutual Fund Services, Inc. and Denver Investment Advisors serve as
co-administrators to the Funds and receive fees in such capacity. Pursuant to a
separate agreement, ALPS has agreed to maintain the financial accounts and
records of each Fund and to compute the net asset value and certain other
financial information relating to each Fund. Pursuant to another agreement, ALPS
responds to certain shareholder inquiries and transaction requests received via
telephone.
The Trust has agreed to reimburse Denver Investment Advisors for costs incurred
by Denver Investment Advisors for providing recordkeeping and sub-accounting
services to persons who beneficially own shares of a Fund through omnibus
accounts ("Beneficial Shares"). The amount reimbursed with respect to a Fund
will not exceed the lesser of the costs actually borne by Denver Investment
Advisors or the effective rate for transfer agency services borne by a Fund
without taking into account such Beneficial Shares and applying such rate to
such Beneficial Shares. The Administrators are also authorized to make payments
from their administrative fees or other sources to persons for providing
services to a Fund or its shareholders.
- --------------------------------------------------------------------------------
30
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
FINANCIAL HIGHLIGHTS
THE FINANCIAL HIGHLIGHTS TABLES ARE INTENDED TO HELP YOU UNDERSTAND EACH
FUND'S FINANCIAL PERFORMANCE FOR THE PAST 5 YEARS OR, IF SHORTER, THE
PERIOD OF THE FUND'S OPERATIONS. CERTAIN INFORMATION REFLECTS FINANCIAL
RESULTS FOR A SINGLE FUND SHARE. THE TOTAL RETURNS IN THE TABLE REPRESENT
THE RATE THAT AN INVESTOR WOULD HAVE EARNED OR LOST ON AN INVESTMENT IN
EACH FUND (ASSUMING REINVESTMENT OF ALL DIVIDENDS AND DISTRIBUTIONS). THIS
INFORMATION HAS BEEN AUDITED BY DELOITTE & TOUCHE LLP, WHOSE REPORT, ALONG
WITH THE FUNDS' FINANCIAL STATEMENTS, ARE INCLUDED IN THE ANNUAL REPORT,
WHICH IS AVAILABLE UPON REQUEST.
WESTCORE MIDCO GROWTH FUND
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED MAY 31,*
---------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net asset value
beginning of the period $20.54 $20.92 $22.90 $17.12 $16.09
- ------------------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net investment income/(loss) (0.23) (0.17) (0.15) (0.08) 0.00
Net realized and unrealized
gain/(loss) on investments 2.22 3.03 1.19 6.58 1.56
- ------------------------------------------------------------------------------------------------------------------------------------
Total income/(loss) from 1.99 2.86 1.04 6.50 1.56
investment operations
- ------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
- ------------------------------------------------------------------------------------------------------------------------------------
Dividends from net investment
income 0.00 0.00 0.00 0.00 0.00
Distributions from net realized (2.50) (3.24) (3.02) (0.72) (0.53)
gain on investments
- ------------------------------------------------------------------------------------------------------------------------------------
Total distributions (2.50) (3.24) (3.02) (0.72) (0.53)
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $20.03 $20.54 $20.92 $22.90 $17.12
TOTAL RETURN 11.87% 15.10% 5.27% 38.62% 10.05%
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in
thousands) $277,924 $565,293 $590,008 $656,490 $401,760
Ratio of expenses to average
net assets 1.15% 1.13% 1.14% 1.08% 0.94%
Ratio of expenses to average
net assets without fee waivers 1.19% 1.13% 1.14% 1.10% 0.96%
Ratio of net income/(loss) to
average net assets (0.63%) (0.71%) (0.70%) (0.42%) (0.03%)
Ratio of net investment
income/(loss) to average net (0.68%) (0.71%) (0.71%) (0.44%) (0.05%)
assets without fee waivers
Portfolio turnover rate (1) 116.46% 75.79% 60.78% 62.83% 50.19%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A portfolio turnover rate is, in general, the percentage computed by
taking the lesser of purchases or sales of portfolio securities (excluding
securities with a maturity date of one year or less at the time of acquisition)
for a period and dividing it by the monthly average of the market value of such
securities during the period. Purchases and sales of investment securities
(excluding short-term securities) for the period ended May 28, 1999, were
$472,523,632 and $816,019,036, respectively.
* Year ended May 30 for 1997, Year ended May 29 for 1998 and Year ended
May 28 for 1999.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 31
<PAGE>
[Mountain Logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
WESTCORE GROWTH AND INCOME FUND (1)
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED MAY 31,*
---------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1999(3) 1998 1997 1996 1995
------- ---- ---- ---- ----
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net asset value
beginning of the period $13.74 $13.03 $12.32 $10.50 $10.62
- ------------------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net investment income/(loss) 0.00(4) 0.01 0.07 0.15 0.20
Net realized and unrealized
gain/(loss) on investments 0.66 2.54 2.19 2.57 0.15
- ------------------------------------------------------------------------------------------------------------------------------------
Total income/(loss) from 0.66 2.55 2.26 2.72 0.35
investment operations
- ------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
- ------------------------------------------------------------------------------------------------------------------------------------
Dividends from net investment
income (0.01) (0.07) (0.11) (0.24) (0.21)
Distributions from net realized (2.09) (1.77) (1.44) (0.66) (0.26)
gain on investments
- ------------------------------------------------------------------------------------------------------------------------------------
Total distributions (2.10) (1.84) (1.55) (0.90) (0.47)
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $12.30 $13.74 $13.03 $12.32 $10.50
TOTAL RETURN 6.25% 20.74% 19.71% 27.25% 3.73%
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in
thousands) $12,789 $15,160 $20,725 $25,387 $27,029
Ratio of expenses to average
net assets 1.15% 1.15% 1.15% 1.22% 1.17%
Ratio of expenses to average
net assets without fee waivers 1.75% 1.71% 1.56% 1.51% 1.22%
Ratio of net income/(loss) to
average net assets 0.02% 0.40% 0.75% 1.34% 2.09%
Ratio of net investment
income/(loss) to average net (0.58%) (0.16%) 0.33% 1.05% 2.04%
assets without fee waivers
Portfolio turnover rate (2) 72.59% 41.40% 39.80% 88.31% 81.14%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) The Westcore Equity Income Fund is the former name of the Westcore Growth
and Income Fund. The Fund's name was changed as of January 1, 1996, to reflect a
different investment objective and different investment policies. Prior to
January 1, 1996, the Fund's investment objective was to seek reasonable income
through investments in income-producing securities. As of January 1, 1996, the
Fund's investment objective was revised to seek long-term total return through
capital appreciation and current income. A new portfolio manager has managed the
Fund since October 1995. Past performance is not intended to be indicative or
representative of future performance.
(2) A portfolio turnover rate is, in general, the percentage computed by taking
the lesser of purchases or sales of portfolio securities (excluding securities
with a maturity date of one year or less at the time of acquisition) for a
period and dividing it by the monthly average of the market value of such
securities during the period. Purchases and sales of investment securities
(excluding short-term securities) for the period ended May 28, 1999, were
$9,324,065 and $11,974,565, respectively.
(3) Per share amounts calculated based on the average shares outstanding during
the period.
(4) Less than $.005 per share.
* Year ended May 30 for 1997, Year ended May 29 for 1998 and Year ended
May 28 for 1999.
- --------------------------------------------------------------------------------
32
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
WESTCORE BLUE CHIP FUND
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED MAY 31,*
---------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net asset value
beginning of the period $18.81 $18.15 $17.41 $14.70 $12.70
- ------------------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net investment income/(loss) 0.04 0.13 0.19 0.25 0.23
Net realized and unrealized
gain/(loss) on investments 1.07 4.66 3.65 4.03 2.12
- ------------------------------------------------------------------------------------------------------------------------------------
Total income/(loss) from 1.11 4.79 3.84 4.28 2.35
investment operations
- ------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
- ------------------------------------------------------------------------------------------------------------------------------------
Dividends from net investment
income (0.07) (0.14) (0.22) (0.27) (0.16)
Distributions from net realized (2.62) (3.99) (2.88) (1.30) (0.19)
gain on investments
- ------------------------------------------------------------------------------------------------------------------------------------
Total distributions (2.69) (4.13) (3.10) (1.57) (0.35)
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $17.23 $18.81 $18.15 $17.41 $14.70
TOTAL RETURN 7.42% 29.53% 24.28% 30.48% 19.03%
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in
thousands) $69,354 $72,477 $66,450 $68,286 $52,545
Ratio of expenses to average
net assets 1.15% 1.15% 1.15% 1.10% 1.01%
Ratio of expenses to average
net assets without fee waivers 1.25% 1.23% 1.21% 1.25% 1.06%
Ratio of net income/(loss) to
average net assets 0.19% 0.60% 1.02% 1.52% 1.78%
Ratio of net investment
income/(loss) to average net 0.09% 0.52% 0.97% 1.38% 1.73%
assets without fee waivers
Portfolio turnover rate (1) 73.39% 48.50% 43.47% 65.11% 61.72%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A portfolio turnover rate is, in general, the percentage computed by
taking the lesser of purchases or sales of portfolio securities (excluding
securities with a maturity date of one year or less at the time of acquisition)
for a period and dividing it by the monthly average of the market value of such
securities during the period. Purchases and sales of investment securities
(excluding short-term securities) for the period ended May 28, 1999, were
$48,287,791 and $55,786,517, respectively.
* Year ended May 30 for 1997, Year ended May 29 for 1998 and Year ended
May 28 for 1999.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 33
<PAGE>
[Mountain Logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
WESTCORE MID-CAP OPPORTUNITY FUND
<TABLE>
<CAPTION>
- ---------------------------------------------------------------
FOR THE YEAR ENDED MAY 31,*
- ---------------------------
- ---------------------------------------------------------------
1999
----
- ---------------------------------------------------------------
<S> <C>
Net asset value
beginning of the period $10.00
- ---------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net investment income/(loss) (0.01)
Net realized and unrealized
gain/(loss) on investments 1.06
- ---------------------------------------------------------------
Total income/(loss) from 1.05
investment operations
- ---------------------------------------------------------------
DISTRIBUTIONS
- ---------------------------------------------------------------
Dividends from net investment
income 0.00
Distributions from net realized
gain on investments 0.00
- ---------------------------------------------------------------
Total distributions 0.00
- ---------------------------------------------------------------
Net asset value, end of period $11.05
TOTAL RETURN 10.50%
- ---------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in
thousands) $2,585
Ratio of expenses to average
net assets 1.25%**
Ratio of expenses to average
net assets without fee waivers 5.33%**
Ratio of net income/(loss) to
average net assets (0.11%)**
Ratio of net investment
income/(loss) to average net (4.19%)**
assets without fee waivers
Portfolio turnover rate (1) 71.65%
- ---------------------------------------------------------------
</TABLE>
(1) A portfolio turnover rate is, in general, the percentage computed by
taking the lesser of purchases or sales of portfolio securities (excluding
securities with a maturity date of one year or less at the time of acquisition)
for a period and dividing it by the monthly average of the market value of such
securities during the period. Purchases and sales of investment securities
(excluding short-term securities) for the period ended May 28, 1999, were
$4,245,771 and $1,737,775 respectively.
* Year ended May 28 for 1999.
** Annualized
- --------------------------------------------------------------------------------
34
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
WESTCORE SMALL-CAP OPPORTUNITY FUND
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED MAY 31,*
---------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net asset value
beginning of the period $26.71 $23.87 $21.35 $15.95 $14.97
- ------------------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net investment income/(loss) 0.08 0.01 0.03 0.04 0.09
Net realized and unrealized
gain/(loss) on investments (5.35) 6.83 3.37 5.86 1.11
- ------------------------------------------------------------------------------------------------------------------------------------
Total income/(loss) from (5.27) 6.84 3.40 5.90 1.20
investment operations
- ------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
- ------------------------------------------------------------------------------------------------------------------------------------
Dividends from net investment
income (0.05) (0.03) (0.02) (0.06) (0.10)
Distributions from net realized (1.21) (3.97) (0.86) (0.44) (0.12)
gain on investments
- ------------------------------------------------------------------------------------------------------------------------------------
Total distributions (1.26) (4.00) (0.88) (0.50) (0.22)
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $20.18 $26.71 $23.87 $21.35 $15.95
TOTAL RETURN (19.72%) 30.40% 16.28% 37.49% 8.15%
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in
thousands) $88,635 $61,069 $35,962 $23,951 $9,703
Ratio of expenses to average
net assets 1.30% 1.30% 1.30% 1.30% 1.27%
Ratio of expenses to average
net assets without fee waivers 1.63% 1.66% 1.69% 2.20% 2.77%
Ratio of net income/(loss) to
average net assets 0.37% 0.03% 0.11% 0.24% 0.61%
Ratio of net investment
income/(loss) to average net 0.04% (0.33%) (0.28%) (0.67%) (0.89%)
assets without fee waivers
Portfolio turnover rate (1) 82.47% 78.48% 77.73% 47.83% 59.17%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A portfolio turnover rate is, in general, the percentage computed by
taking the lesser of purchases or sales of portfolio securities (excluding
securities with a maturity date of one year or less at the time of acquisition)
for a period and dividing it by the monthly average of the market value of such
securities during the period. Purchases and sales of investment securities
(excluding short-term securities) for the period ended May 28, 1999, were
$107,762,418 and $65,207,999, respectively.
* Year ended May 30 for 1997, Year ended May 29 for 1998 and Year ended May
28 for 1999.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 35
<PAGE>
[Mountain Logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
WESTCORE LONG-TERM BOND FUND
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED MAY 31,*
---------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net asset value
beginning of the period $10.36 $9.67 $9.59 $9.87 $9.22
- ------------------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net investment income/(loss) 0.57 0.60 0.62 0.61 0.59
Net realized and unrealized
gain/(loss) on investments (0.43) 0.96 0.26 (0.27) 0.66
- ------------------------------------------------------------------------------------------------------------------------------------
Total income/(loss) from 0.14 1.56 0.88 0.34 1.25
investment operations
- ------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
- ------------------------------------------------------------------------------------------------------------------------------------
Dividends from net investment
income (0.57) (0.60) (0.63) (0.62) (0.60)
Distributions from net realized (0.06) (0.27) (0.17) 0.00 0.00
gain on investments
- ------------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.63) (0.87) (0.80) (0.62) (0.60)
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $9.87 $10.36 $9.67 $9.59 $9.87
TOTAL RETURN 1.21% 16.63% 9.40% 3.41% 14.37%
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in
thousands) $21,789 $18,466 $20,160 $25,070 $33,440
Ratio of expenses to average
net assets 0.95% 0.95% 0.95% 0.90% 0.94%
Ratio of expenses to average
net assets without fee waivers 1.22% 1.23% 1.15% 1.07% 0.99%
Ratio of net income/(loss) to
average net assets 5.47% 5.87% 6.37% 6.07% 6.54%
Ratio of net investment
income/(loss) to average net 5.21% 5.58% 6.18% 5.90% 6.49%
assets without fee waivers
Portfolio turnover rate (1) 15.97% 11.05% 27.76% 33.10% 25.09%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A portfolio turnover rate is, in general, the percentage computed by
taking the lesser of purchases or sales of portfolio securities (excluding
securities with a maturity date of one year or less at the time of acquisition)
for a period and dividing it by the monthly average of the market value of such
securities during the period. Purchases and sales of investment securities
(excluding short-term securities) for the period ended May 28, 1999, were
$7,158,147 and $3,218,902, respectively.
* Year ended May 30 for 1997, Year ended May 29 for 1998 and Year ended
May 28 for 1999
- --------------------------------------------------------------------------------
36
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
WESTCORE INTERMEDIATE-TERM BOND FUND
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED MAY 31,*
---------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net asset value
beginning of the period $10.51 $10.23 $10.10 $10.27 $10.02
- ------------------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net investment income/(loss) 0.61 0.61 0.60 0.60 0.58
Net realized and unrealized
gain/(loss) on investments (0.24) 0.28 0.13 (0.17) 0.27
- ------------------------------------------------------------------------------------------------------------------------------------
Total income/(loss) from 0.37 0.89 0.73 0.43 0.85
investment operations
- ------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
- ------------------------------------------------------------------------------------------------------------------------------------
Dividends from net investment
income (0.61) (0.61) (0.60) (0.60) (0.60)
Distributions from net realized 0.00 0.00 0.00 0.00 0.00
gain on investments
- ------------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.61) (0.61) (0.60) (0.60) (0.60)
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $10.27 $10.51 $10.23 $10.10 $10.27
TOTAL RETURN 3.54% 8.88% 7.43% 4.26% 8.93%
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in
thousands) $41,155 $50,159 $63,169 $83,039 $97,619
Ratio of expenses to average
net assets 0.85% 0.85% 0.85% 0.81% 0.77%
Ratio of expenses to average
net assets without fee waivers 1.01% 0.98% 0.97% 0.92% 0.80%
Ratio of net income/(loss) to
average net assets 5.72% 5.77% 5.81% 5.78% 5.86%
Ratio of net investment
income/(loss) to average net 5.57% 5.65% 5.68% 5.67% 5.83%
assets without fee waivers
Portfolio turnover rate (1) 24.68% 23.45% 27.47% 71.97% 60.86%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A portfolio turnover rate is, in general, the percentage computed by
taking the lesser of purchases or sales of portfolio securities (excluding
securities with a maturity date of one year or less at the time of acquisition)
for a period and dividing it by the monthly average of the market value of such
securities during the period. Purchases and sales of investment securities
(excluding short-term securities) for the period ended May 28, 1999, were
$10,907,758 and $19,558,326, respectively.
* Year ended May 30 for 1997, Year ended May 29 for 1998 and Year ended
May 28 for 1999.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE 37
<PAGE>
[Mountain Logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
WESTCORE COLORADO TAX-EXEMPT FUND
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED MAY 31,*
---------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net asset value
beginning of the period $11.06 $10.78 $10.61 $10.70 $10.52
- ------------------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net investment income/(loss) 0.47 0.50 0.50 0.52 0.52
Net realized and unrealized
gain/(loss) on investments (0.05) 0.28 0.17 (0.10) 0.20
- ------------------------------------------------------------------------------------------------------------------------------------
Total income/(loss) from 0.42 0.78 0.67 0.42 0.72
investment operations
- ------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
- ------------------------------------------------------------------------------------------------------------------------------------
Dividends from net investment
income (0.47) (0.50) (0.50) (0.51) (0.54)
Distributions from net realized 0.00 0.00 0.00 0.00 0.00
gain on investments
- ------------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.47) (0.50) (0.50) (0.51) (0.54)
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $11.01 $11.06 $10.78 $10.61 $10.70
TOTAL RETURN 3.80% 7.32% 6.46% 3.97% 7.16%
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in
thousands) $45,506 $31,501 $21,348 $13,992 $10,792
Ratio of expenses to average
net assets 0.53% 0.50% 0.50% 0.44% 0.42%
Ratio of expenses to average
net assets without fee waivers 1.09% 1.17% 1.21% 1.43% 1.62%
Ratio of net income/(loss) to
average net assets 4.21% 4.54% 4.73% 4.87% 5.03%
Ratio of net investment
income/(loss) to average net 3.65% 3.87% 4.02% 3.88% 3.83%
assets without fee waivers
Portfolio turnover rate (1) 12.12% 24.94% 30.78% 10.23% 3.15%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A portfolio turnover rate is, in general, the percentage computed by
taking the lesser of purchases or sales of portfolio securities (excluding
securities with a maturity date of one year or less at the time of acquisition)
for a period and dividing it by the monthly average of the market value of such
securities during the period. Purchases and sales of investment securities
(excluding short-term securities) for the period ended May 28, 1999, were
$19,692,877 and $4,530,137, respectively.
* Year ended May 30 for 1997, Year ended May 29 for 1998 and Year ended
May 28 for 1999
- --------------------------------------------------------------------------------
38
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
APPENDIX I
PRIOR PERFORMANCE OF INVESTMENT ADVISER FOR GROWTH AND INCOME INVESTING
On January 1, 1996, the name of Westcore's "Equity Income Fund" was changed
to "Growth and Income Fund." The name change reflected a change to a growth
and income investment objective and changes to investment policies of the
Fund. This section provides performance information for the Investment
Adviser's growth and income-investing composite.
The table on page A-2 includes historical performance data of the
Investment Adviser for the only actual discretionary accounts managed by
the Investment Adviser during the periods indicated that had investment
objectives, policies, strategies and risks substantially similar to those
of the Westcore Growth and Income Fund. For the periods prior to October 1,
1995, the performance reflects that of a non-fee paying commingled account.
For the period from October 1, 1995, through June 30, 1997, performance
reflects that of the Growth and Income Fund. Subsequent to June 30, 1997,
the performance also includes that of separately managed account(s) advised
by the Investment Adviser. The Investment Adviser's Growth and Income
performance has been restated to reflect certain expenses, as set forth in
footnote 2 to the table.
The data is provided to illustrate the past performance of the Adviser in
managing substantially similar accounts as measured against a specified
market index and does not represent the performance of the Westcore Growth
and Income Fund. Investors should not consider this performance data as an
indication of future performance of the Westcore Growth and Income Fund or
of the Investment Adviser. Share prices and investment returns will
fluctuate reflecting market conditions, as well as changes in
company-specific fundamentals of portfolio securities. All returns
presented were calculated on a total return basis and include all dividends
and interest, accrued income and realized and unrealized gains and losses.
All returns reflect the deduction of custodial fees, if any, and brokerage
commissions and execution costs paid by the account, without provision for
federal or state income taxes. The performance presentation is not audited.
The commingled account and separately managed accounts whose performance is
reflected on the following page was not subject to the same types of
expenses to which the Westcore Growth and Income Fund is subject nor to the
diversification requirements, specific tax restrictions and investment
limitations imposed on the Westcore Growth and Income Fund by the
Investment Company Act or Subchapter M of the Internal Revenue Code.
Consequently, the performance results for the commingled account and
separately managed accounts could have been adversely affected if the
accounts had been regulated as an investment company under the federal
securities laws.
The Investment Adviser's advisory fee schedule for growth and income
investing is .65% of assets. Additional information concerning fees charged
for investment services offered by the Investment Adviser is contained in
Part II of the Investment Adviser's Form ADV, which is on file with the
Securities and Exchange Commission and is available upon request.
---------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) A-1
<PAGE>
[Mountain Logo] WESTCORE FUNDS
- --------------------------------------------------------------------------------
[Black and white photograph of mountain and trees]
INVESTMENT ADVISER'S GROWTH AND INCOME PERFORMANCE
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Westcore Growth Assets Included in
and Income Fund Investment Adviser's Growth
(formerly Westcore Adviser's Growth and Income
Equity Income and Income Performance(1) Standard & Poor's
Year(1) Fund)(2) Performance(2) ($ thousands) 500 Index(3)
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
1989 26.36% 25.53% $49,554 31.61%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1990 (2.80)% (3.67)% $42,455 (3.05)%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1991 31.21% 42.51% $58,368 30.46%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1992 4.96% 12.09% $63,106 7.63%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1993 11.33% 16.55% $72,620 10.08%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1994 (8.39%) (4.29)% $69,021 1.32%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1995 22.45% 29.53% $25,125 37.58%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1996 23.25% 22.85% $20,294 26.00%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1997 27.25% 27.84% $41,203 33.36%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1998 6.63% 8.74% $42,000 28.58%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
1999 11.99% 10.28% $47,097 12.38%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
Compounded
Annual Return For
5 Years Ended
June 30, 1999 17.37% 20.00% -- 27.85%
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
Compounded
Annual Return For
10 Years Ended
June 30, 1999 13.18% 16.42% -- 18.77%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) All periods are ended December 31 (and assets are provided at that date)
except 1999 figures are for period ended (and assets at) June 30, 1999,
and are not annualized.
(2) Annual total return is presented for each year ended December 31 except
for period ended June 30, 1999, and compounded annual return is presented
for each period, net of expenses. The performance of the Westcore Growth
and Income Fund reflects voluntary fee waivers and/or expense
reimbursements by the adviser and administrators of the Westcore Growth
and Income Fund. These waivers and/or reimbursements may be modified or
terminated. The Investment Adviser's Growth and Income performance has
been restated so that each year's expenses reflect total expenses (before
waivers) that were applicable to the Westcore Growth and Income Fund for
the fiscal year ended immediately following that year.
(3) Annual total return is presented for each year ended December 31 except
for period ended June 30, 1999, and compounded annual return is presented
for each period. The S&P 500 Index is an unmanaged Index containing
common stocks of 500 industrial, transportation, utility and financial
companies, regarded as generally representative of the U.S. stock market.
The Index reflects the investment of income dividends and capital gain
distributions, if any, but does not reflect fees, brokerage commissions,
or other expenses of investing.
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A-2
<PAGE>
EQUITY & BOND FUNDS PROSPECTUS
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APPENDIX II
BOND RATING CATEGORIES
MOODY'S INVESTORS SERVICE, INC.
BOND RATING EXPLANATION
- ------------------------------------
Aaa Highest quality, smallest degree of investment risk.
Aa High quality; together with Aaa bonds, they compose the
high-grade bond group.
A Upper medium-grade obligations; some favorable
investment attributes.
Baa Medium-grade obligations; neither highly protected nor
poorly secured. Interest and principal payments appear
adequate for the present, but certain protective
elements may be lacking or may be unreliable over any
great length of time. Some speculative characteristics.
Ba More uncertain, with speculative elements. Questionable
protection of interest and principal payments.
B Lack characteristics of desirable investment;
potentially low assurance of timely interest and
principal payments or maintenance of other contract
terms over time.
Caa Poor standing, may be in default; elements of danger
with respect to principal or interest payments.
Ca Speculative in a high degree; may be in default.
C Lowest-rated; extremely poor prospects of ever
attaining investment standing; may be in default.
Con Bonds for which the security depends upon completion of
some act; rated conditionally.
STANDARD & POOR'S RATINGS GROUP, DIVISION OF MCGRAW HILL
BOND RATING EXPLANATION
- ------------------------------------
AAA Highest rating; extremely strong capacity to pay
interest and repay principal.
AA High quality; very strong capacity to pay interest and
repay principal.
A Strong capacity to pay interest and repay principal;
somewhat more susceptible to the adverse effects of
changing circumstances and economic conditions.
BBB Adequate capacity to pay interest and repay principal;
normally exhibit adequate protection parameters, but
adverse economic conditions or changing circumstances
more likely to lead to a weakened capacity to pay
interest and repay principal than for higher rated
bonds.
BB, B, Predominantly speculative with respect to the issuer's
CCC, capacity to meet required interest and principal
CC, C payments. BB - lowest degree of speculation, C -
highest degree of speculation. Quality and protective
characteristics outweighed by large uncertainties or
major risk exposure to adverse conditions.
D In default.
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Questions? Call 1-800-392-CORE (2673) B-1
<PAGE>
[Mountain Logo] WESTCORE FUNDS
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[BACK COVER]
WHERE TO FIND MORE INFORMATION
More Fund information is available to you upon request and without charge:
ANNUAL AND SEMI-ANNUAL REPORT
The Annual and Semi-Annual Reports provide additional information about the
Funds' investments, performance and portfolio holdings. The Annual Report also
contains a discussion of the market conditions and investment strategies that
significantly affected the Funds' performance during the last fiscal year.
STATEMENT OF ADDITIONAL INFORMATION (SAI)
The SAI includes additional information about the Funds' investment policies,
organization and management. It is legally part of this prospectus (it is
incorporated by reference).
Investors can get free copies of the Funds' Annual Report, Semi-Annual Report or
SAI. They may also request other information about the Funds and make
shareholder inquiries.
Write to:
Westcore Funds
370 17th Street
Suite 3100
Denver, CO 80202
By phone:
1-800-392-CORE (2673)
E-mail: www.westcore.com
Information about the Funds (including the Funds' SAI) can be reviewed and
copied at the Securities and Exchange Commission's Public Reference Room in
Washington, DC. Information about the operation of the Public Reference Room may
be obtained by calling the SEC at 1-800-SEC-0330. Reports and other information
about the Funds are available on the SEC's Internet site at www.sec.gov. Copies
of this information may be obtained, upon payment of a duplicating fee, by
writing the Public Reference Section of the SEC, Washington, DC 20549-6009.
The Westcore Funds Investment Company Act File No. is 811-3373
Funds distributed by ALPS Mutual Funds Services, Inc., member NASD.
WC110
<PAGE>
[FRONT COVER]
[MOUNTAIN LOGO]
WESTCORE FUNDS
WESTCORE FUNDS PROSPECTUS
[Black and white photograph of mountain and trees]
October 1, 1999
Westcore International Equity Fund
Westcore Small-Cap Growth Fund
Westcore Select Fund
THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THE
FUNDS' SHARES OR DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. IT IS A
CRIMINAL OFFENSE TO STATE OTHERWISE.
-------------------------------------------------------------
Westcore Funds are managed by Denver Investment Advisors LLC.
<PAGE>
[Mountain logo] WESTCORE FUNDS Better research makes the difference.
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October 1, 1999
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGES
<S> <C>
RISK/RETURN SUMMARY
Westcore Funds..............................................................1
Fees and Expenses of the Funds..............................................4
TYPES OF INVESTMENT RISK
HOW TO INVEST AND OBTAIN INFORMATION
How to Contact Westcore Funds...............................................6
Purchasing Shares..........................................................13
Exchanging Shares..........................................................15
Redeeming Shares...........................................................17
General Account Policies...................................................18
Additional Information on Telephone Service................................19
Distributions and Taxes....................................................21
Management of the Funds....................................................22
</TABLE>
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370 Seventeenth Street - Suite 3100 - Denver, Colorado 80202 -
1-800-392-CORE (2673)
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[Mountain logo] WESTCORE FUNDS
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RISK/RETURN SUMMARY
WESTCORE INTERNATIONAL EQUITY FUND
THE WESTCORE INTERNATIONAL EQUITY FUND is designed for investors seeking
long-term growth of capital and who can tolerate the risks associated with
investments in international common stocks.
WHAT IS THE INVESTMENT OBJECTIVE OF THE WESTCORE INTERNATIONAL EQUITY FUND?
WESTCORE INTERNATIONAL EQUITY FUND seeks long-term growth of capital
primarily through investments in international companies.
Upon notice to shareholders, the Board of Trustees may change the Fund's
investment objective without the approval of shareholders.
WHAT ARE THE MAIN INVESTMENT STRATEGIES OF THE WESTCORE INTERNATIONAL EQUITY
FUND?
WESTCORE INTERNATIONAL EQUITY FUND invests primarily in the common stock of
international companies of all sizes. Under normal circumstances, the Fund
invests at least 65% of its assets in common stocks of foreign companies in
at least five different developed countries. However, at times the Fund may
invest in fewer than five developed countries or even a single developed
country.
The portfolio manager emphasizes those developed countries that appear
strongest from a macro-economic view based on the investment adviser's
analysis. Within each country, the manager performs intensive research to
identify companies in businesses and economic sectors with attractive
growth prospects. To identify attractive stocks for the Fund, the manager
studies a company's business by analyzing its financial information,
industry, markets and competitors, visiting their operations and/or
interviewing management. Generally, a company is considered for the Fund if
the investment adviser believes the company's management team has the
ability to execute their business plans and increase their market share
within their country or internationally though innovative products or
services, strong balance sheets and/or the access to money to finance their
growth. Stocks may be sold when conditions have changed and the company's
prospects and/or valuations are no longer attractive.
The Fund considers foreign companies to include those domiciled outside the
United States, deriving at least half of their revenue from sales or
production outside the United States, or with the principal trading market
of their securities outside the United States. The Fund considers developed
countries to include Australia, Austria, Belgium, Canada, Denmark, Finland,
France, Germany, Hong Kong, Ireland, Italy, Japan, the Netherlands, New
Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the
United Kingdom. Emerging market countries are considered to be those
countries not listed as developed countries above.
The Fund may enter into foreign currency exchange transactions from time to
time to hedge the risks of fluctuations in foreign currencies.
WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE WESTCORE INTERNATIONAL EQUITY
FUND?
As with any equity fund, the value of your investment will fluctuate over
short, or even extended periods of time in response to overall movements in the
stock market (market risk). In addition, the Fund is subject to the additional
risk that the particular types of stocks held by the Fund will underperform
other types of stocks and may decline in value (management risk). Therefore, you
could lose money by investing in the Fund.
Westcore International Equity Fund's exposure to foreign markets can
regularly effect the net asset value (NAV) and total return of the Fund due to
fluctuations in currency exchange rates or changing political or economic
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Questions? Call 1-800-392-CORE (2673) 1
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[Mountain logo] WESTCORE FUNDS
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conditions in a particular country (foreign risk). Emerging market securities
are particularly subject to foreign risks. Therefore the value of this Fund may
be more volatile than equity funds investing only in domestic companies.
The Fund may use a variety of currency hedging techniques to manage
exchange rate risk. The manager believes the use of these techniques will
benefit the Fund, however the Fund's performance could be worse if the manager's
judgement proves incorrect.
An investment in this Fund is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency.
WESTCORE SMALL-CAP GROWTH FUND
THE WESTCORE SMALL-CAP GROWTH FUND is designed for investors seeking
long-term growth of capital and who can tolerate the risks associated with
investments in common stocks.
WHAT IS THE INVESTMENT OBJECTIVE OF THE WESTCORE SMALL-CAP GROWTH FUND?
WESTCORE SMALL-CAP GROWTH FUND seeks long-term growth of capital primarily
through investments in small companies with growth potential.
Upon notice to shareholders, the Board of Trustees may change the Fund's
investment objective without the approval of shareholders.
WHAT ARE THE MAIN INVESTMENT STRATEGIES OF THE WESTCORE SMALL-CAP GROWTH FUND?
WESTCORE SMALL-CAP GROWTH FUND invests primarily in the common stock of
small companies which appear to have above average revenue and earnings
growth potential. This includes, but is not limited to, Initial Public
Offerings ("IPO"), a corporation's first offering of stock to the public.
Small companies may benefit from factors such as new products and services
and more entrepreneurial management. Small company stocks may have higher
return/risk potential than larger company stocks.
The portfolio manager of the Westcore Small-Cap Growth Fund performs
intensive research to identify companies in businesses and economic sectors
with attractive growth prospects. To identify attractive stocks for the
Fund, the manager studies a company's business by analyzing its financial
information, industry, markets and competitors, frequently visiting their
operations and/or interviewing management. Generally, the company is
considered for the Fund if the investment adviser believes the company's
management team has the ability to execute their business plans and
increase their market share with innovative products or services, strong
balance sheets and/or the access to money to finance their growth. Stocks
may be sold when conditions have changed and the company's prospects and/or
valuations are no longer attractive.
Under normal market conditions at least 65% of the value of this Fund's
total assets is invested in companies with market capitalizations of $2.5
billion or less at the time of purchase.
WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE WESTCORE SMALL-CAP GROWTH FUND?
As with any equity fund, the value of your investment will fluctuate over
short, or even extended periods of time in response to overall movements in the
stock market (market risk). In addition, the Fund is subject to the additional
risk that the particular types of stocks held by the Fund will underperform
other types of stocks and may decline in value (management risk). Therefore, you
could lose money by investing in the Fund.
Westcore Small-Cap Growth Fund is subject to the additional risk that the
stocks of smaller and newer issuers can be more volatile due to lack of
financial resources, product diversification and competitive strengths of larger
companies. Therefore the value of this Fund may be more volatile.
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2
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IPO shares, in particular, are subject to market risk and liquidity risk.
The price of IPO shares can be highly unstable, due to factors including the
absence of a prior public market, unseasoned trading, the small number of shares
available for trading and limited investor information. The purchase of IPO
shares may involve higher transaction costs.
An investment in this Fund is not a bank deposit and is not insured or
guaranteed by the FDIC or any other government agency.
WESTCORE SELECT FUND
THE WESTCORE SELECT FUND is designed for investors seeking long-term growth
of capital and who can tolerate the risks associated with investments in common
stocks.
WHAT IS THE INVESTMENT OBJECTIVE OF THE WESTCORE SELECT FUND?
WESTCORE SELECT FUND seeks long-term growth of capital primarily through
investments in companies of any size selected for their growth potential.
Upon notice to shareholders, the Board of Trustees may change the Fund's
investment objective without the approval of shareholders.
WHAT ARE THE MAIN INVESTMENT STRATEGIES OF THE WESTCORE SELECT FUND?
WESTCORE SELECT FUND invests in the common stock of companies of any size,
with an emphasis on larger companies. The portfolio manager looks for
companies in attractive industries with above average revenue and earnings
growth opportunities. The Fund normally invests in a core group of 20 to 35
common stocks. If the portfolio manager is unable to find investments with
above average revenue and earnings growth potential, a significant portion
of the Fund's assets may be in cash or similar investments.
The portfolio manager of the Westcore Select Fund performs intensive
research to identify companies in businesses and economic sectors with
attractive growth prospects. To identify attractive stocks for the Fund,
the manager studies a company's business by analyzing its financial
information, industry, markets and competitors, frequently visiting their
operations and/or interviewing management. Generally, a company is
considered for the Fund if the portfolio manager believes the company's
management team has the ability to execute their business plans, increase
their market share and become market leaders through innovative products or
services, strong balance sheets and/or the access to money to finance their
growth. Stocks are sold when conditions have changed and the company's
prospects and/or valuations are no longer attractive.
WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE WESTCORE SELECT FUND?
As with any equity fund, the value of your investment will fluctuate over
short, or even extended periods of time in response to overall movements in the
stock market (market risk). In addition, the Fund is subject to the additional
risk that the particular types of stocks held by the Fund will underperform
other types of stocks and may decline in value (management risk). Therefore, you
could lose money by investing in the Fund.
Westcore Select Fund may from time to time invest in fewer companies and/or
industries than other Westcore portfolios. These companies and or industries may
react similarly to certain negative market or industry conditions (concentration
risk). Also the appreciation or depreciation of a single stock may have a
greater impact on net asset value than if the Fund held a greater number of
issues. Therefore the value of this Fund may be more volatile than funds which
hold a greater number of issuers.
An investment in this Fund is not a bank deposit and is not insured or
guaranteed by the FDIC or any other government agency.
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Questions? Call 1-800-392-CORE (2673) 3
<PAGE>
[Mountain logo] WESTCORE FUNDS
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FEES AND EXPENSES OF THE FUNDS
THIS TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU MAY PAY IF YOU BUY AND HOLD
SHARES OF THE FUNDS.
<TABLE>
<CAPTION>
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Westcore Westcore Westcore
International Equity Small-Cap Select
Fund Growth Fund Fund
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Shareholder Fees
(fees paid directly None None None
from your investment)
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ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT ARE DEDUCTED FROM FUND ASSETS)
- -------------------------------------------------------------------------------------------------------------------
Management Fees(1) 1.00% 0.65%
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Distribution Fees None None
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Other Expenses(1) 3.76% 2.07%
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Total Annual Fund 4.76% 2.72%
Operating Expenses
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Fee Waiver and (3.46)% (1.57)%
Expense Reimbursement(1)
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Net Annual Fund 1.30% 1.15%
Operating Expenses(1)
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</TABLE>
(1) The Funds are new and the Adviser and Administrators have contractually
agreed to waive a portion of the investment advisory and/or administration fees
and/or to reimburse other expenses, which are estimated, for the Small-Cap
Growth and Select Funds until at least May 31, 2000, so that Net Annual Fund
Operating Expenses will be no more than 1.30% and 1.15% for each Fund,
respectively, for the current fiscal year. You will be notified if these waivers
and/or reimbursements are discontinued after that date resulting in a material
change in the expense ratio.
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4
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EXAMPLE
THIS EXAMPLE IS INTENDED TO HELP YOU COMPARE THE COST OF INVESTING IN THE FUNDS
WITH THE COST OF INVESTING IN OTHER MUTUAL FUNDS.
THE EXAMPLE ASSUMES THAT YOU INVEST $10,000 IN THE FUNDS FOR THE TIME PERIODS
INDICATED AND THEN REDEEM ALL OF YOUR SHARES AT THE END OF THOSE PERIODS AND
THAT NET ANNUAL OPERATING EXPENSES FOR ONE YEAR AND GROSS ANNUAL OPERATING
EXPENSES FOR ADDITIONAL YEARS SET FORTH IN THE TABLE ON PAGE 4 ARE INCURRED. THE
EXAMPLE ALSO ASSUMES THAT YOUR INVESTMENT HAS A 5% RETURN EACH YEAR AND THAT THE
FUNDS' OPERATING EXPENSES REMAIN THE SAME. ALTHOUGH YOUR ACTUAL COSTS MAY BE
HIGHER OR LOWER, BASED ON THESE ASSUMPTIONS YOUR COSTS WOULD BE:
<TABLE>
<CAPTION>
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Westcore
Westcore Small-Cap Westcore
International Equity Growth Select
Fund Fund Fund
------------------------------------------------------------------
<S> <C> <C> <C>
One Year --- $132 $117
------------------------------------------------------------------
Three Years --- $1,433 $844
------------------------------------------------------------------
</TABLE>
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Questions? Call 1-800-392-CORE (2673) 5
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TYPES OF INVESTMENT RISK
The principal risks of investing in each Fund are described previously in
this prospectus. The following list provides more detail about some of those
risks, along with information on additional types of risks that may apply to the
Funds. Risks associated with particular types of investments each Fund makes are
described in this section and in the Statement of Additional Information
referred to on the back page.
GENERAL RISKS OF INVESTING IN EACH OF THE FUNDS
LIQUIDITY RISK - ALL FUNDS
Certain securities may be difficult or impossible to sell at the time and
price that the Fund would like. A Fund may have to lower the price, sell other
securities instead or forego an investment opportunity, any of which could have
a negative effect on fund management or performance. This risk applies, for
example, to variable and floating rate demand notes; variable amount demand
securities and restricted securities that the Funds may purchase; short-term
funding agreements that each Fund may purchase; and the futures contracts in
which each Fund may engage. Illiquid securities also include repurchase
agreements, securities loans and time deposits with notice/termination dates of
greater than seven days, certain municipal leases and certain securities subject
to trading restrictions because they are not registered under the Securities Act
of 1933. There may be no active secondary market for these securities. Each Fund
may invest up to 15% of its net assets at the time of purchase, in securities
that are illiquid. A domestically traded security that is not registered under
the Securities Act of 1933 will not be considered illiquid if the Adviser
determines an adequate investment trading market exists for that security.
However, there can be no assurance that a liquid market will exist for any
security at a particular time. Because illiquid and restricted securities may be
difficult to sell at an acceptable price, they may be subject to greater
volatility and may result in a loss to a Fund.
MANAGEMENT RISK - ALL FUNDS
A strategy that the Adviser uses may fail to produce the intended results.
The particular securities and types of securities a Fund holds may underperform
other securities and types of securities. There can be no assurance a Fund will
achieve its investment objective. Certain policies of each Fund, which may not
be changed without a shareholder vote, are described in the Statement of
Additional Information.
MARKET RISK - ALL FUNDS
The value of the securities in which a Fund invests may go up or down in
response to the prospects of individual companies and/or general economic
conditions. Price changes may be temporary or last for extended periods.
OTHER TYPES OF INVESTMENTS - ALL FUNDS
This prospectus describes each Fund's principal investment strategies, and
the types of securities in which each Fund principally invests. Each Fund may,
from time to time, make other types of investments and pursue other investment
strategies in support of its overall investment goal. These supplemental
investment strategies - and the risk involved - are described in detail in the
Statement of Additional Information, which is referred to on the back cover of
this prospectus.
PORTFOLIO TURNOVER RISKS - ALL FUNDS
The Adviser will not consider the portfolio turnover rate a limiting factor in
making investment decisions for a Fund. A high rate of portfolio turnover (100%
or more) involves correspondingly greater expenses, which must be borne by
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6
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[Black and white photograph of mountain and trees]
a Fund and its shareholders. It may also result in higher short-term capital
gains taxable to shareholders. These gains are taxable at higher rates than
long-term capital gains. Frequent trading could also mean higher brokerage
commissions and other transaction costs, which could reduce the Fund's return.
See "Financial Highlights" for the Funds' historical portfolio turnover rates.
TEMPORARY DEFENSIVE POSITIONS - ALL FUNDS
Each Fund may, from time to time, take temporary defensive positions that
are inconsistent with its principal investment strategies in attempting to
respond to adverse market, economic, political or other conditions. Such
investments include various short-term instruments. If any Fund takes temporary
position at the wrong time, the position would have an adverse impact on that
Fund's performance. The Fund may not achieve its investment objective. The Funds
reserve the right to invest all of their assets in temporary defensive
positions.
ADDITIONAL RISKS THAT APPLY TO INVESTMENTS IN CERTAIN OF THE FUNDS
DERIVATIVE RISK - ALL FUNDS
The term derivative covers a wide number of investments, but in general it
refers to any financial instrument whose value is derived, at least in part,
from the price of another security or a specified index, asset or rate. Some
derivatives may be more sensitive to or otherwise not react in tandem with
interest rate changes or market moves, and some may be susceptible to changes in
yields or values due to their structure or contract terms. Loss may result from
a Fund's investments in options, futures, swaps, structured securities and other
derivative instruments which may be leveraged. A Fund may use derivatives to:
increase yield; hedge against a decline in principal value; invest with greater
efficiency and lower cost than is possible through direct investment; adjust the
Fund's duration; or provide daily liquidity.
Hedging is the use of one investment to offset the effects of another
investment. To the extent that a derivative is used as a hedge against an
opposite position that the Fund also holds, a loss generated by the derivative
should be substantially offset by gains on the hedged investment, and vice
versa. While hedging can reduce or eliminate losses, it can also reduce or
eliminate gains. Hedging also involves correlation risk - the risk that changes
in the value of a hedging instrument may not match those of the asset being
hedged.
To the extent that a derivative is not used as a hedge, the Fund is
directly exposed to the risks of that derivative. Gains or losses from
speculative positions in a derivative may be substantially greater than the
derivative's original cost.
FOREIGN SECURITIES RISKS - ALL FUNDS
When a Fund invests in foreign securities, it will be subject to special
risks not typically associated with domestic issuers resulting from less
government regulation, less public information and less economic, political and
social stability. Foreign securities, and in particular foreign debt securities,
are sensitive to changes in interest rates. In addition, investment in
securities of foreign governments involves the risk that foreign governments may
default on their obligations or may otherwise not respect the integrity of their
debt. A Fund which invests in foreign securities will also be subject to the
diplomatic risk that an adverse change in the diplomatic relations between the
U.S. and another country might reduce the value or liquidity of investments.
Future political and economic developments, the possible imposition of
withholding taxes on dividend income, the possible seizure or nationalization of
foreign holdings, the possible establishment of exchange controls or freezes on
the convertibility of currency, or the adoption of other governmental
restrictions might adversely affect an investment in foreign securities.
Additionally, foreign banks and foreign branches of domestic banks may be
subject to less stringent reserve requirements, and to different accounting,
auditing and recordkeeping requirements.
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Questions? Call 1-800-392-CORE (2673) 7
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[Mountain logo] WESTCORE FUNDS
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Foreign risks will normally be greatest when a Fund invests in issuers
located in emerging markets. Securities issued in emerging market countries, in
particular, may be more sensitive to certain economic changes and less liquid.
These countries are located in the Asia/Pacific region, Eastern Europe, Latin
and South America and Africa. In general, the securities markets of these
countries are less liquid, are subject to greater price volatility, have smaller
market capitalizations and have problems with securities registration and
custody. In addition, because the securities settlement procedures are less
developed in these countries, a Fund may be required to deliver securities
receiving payment and also be unable to complete transactions during market
disruptions. As a result of these and other risks, investments in these
countries generally present a greater risk of loss to a Fund.
Investment in foreign securities also involves higher costs than investment
in U.S. securities, including higher transaction and custody costs as well as
the imposition of additional taxes by foreign governments.
Each of the Funds may invest in foreign currency denominated securities. A
Fund which invests in foreign currency denominated securities will also be
subject to the risk of negative foreign currency rate fluctuations. A change in
the exchange rate between U.S. dollars and foreign currency may reduce the value
of an investment made in a security denominated in that foreign currency. The
International Equity Fund may hedge against foreign currency risk, and the other
Funds may do so on unsettled trades, but none of the funds is required to do so.
Investments in foreign securities may be in the form of American Depository
Receipts (ADRs), European Depository Receipts (EDRs) and similar securities.
These securities may not be denominated in the same currency as the securities
they represent. ADRs are receipts typically issued by a United States bank or
trust company, and EDRs are receipts issued by a European financial institution
evidencing ownership of the underlying foreign securities. Up to 25% of the
Small-Cap Growth and Select Funds' assets may be invested in securities issued
by foreign companies, either directly (if the company is listed on a U.S.
exchange) or indirectly through ADRs.
Year 2000 risks may be greater for foreign issuers than domestic issuers.
SMALL-CAP STOCK RISK - SMALL-CAP GROWTH FUND
Smaller capitalization stocks involve greater risks than those associated
with larger, more established companies. Small company stocks may be subject to
more abrupt or erratic price movements, for reasons including that the stocks
are traded in lower volume and that the issuers are more sensitive to changing
conditions and have less certain growth prospects. Also, there are fewer market
makers for these stocks and wider spreads between quoted bid and asked prices in
the over-the-counter market for these stocks. Small-cap stocks tend to be less
liquid, particularly during periods of market disruption. There normally is less
publicly available information concerning these securities. Small companies in
which the Funds may invest may have limited product lines, markets or financial
resources, or may be dependent on a small management group. In particular,
investments in unseasoned companies present risks considerably greater than
investments in more established companies.
YEAR 2000 RISKS - ALL FUNDS
Like other investment companies and financial service providers, the Fund
could be adversely affected if the computer systems used by the Adviser and the
Fund's other service providers do not properly process and calculate
date-related information and data from and after January 1, 2000. This is
commonly known as the "Year 2000 Issue." The Year 2000 Issue arises because most
computer systems were designed to handle only a two-digit year, not a four-digit
year. When the year 2000 begins, these computers may interpret "00" as the year
1900 and either stop processing date-related computations or process them
incorrectly. These failures could have a negative impact on the handling of
securities trades, pricing and account
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8
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services. The Adviser and Administrators are taking steps to address the Year
2000 Issue with respect to the computer systems that they use and to obtain
assurance that comparable steps are being taken by the Fund's other major
service providers, none of whom are affiliated with the Adviser or
Administrators. As of the date of this prospectus, it is not anticipated that
shareholders will experience negative effects on their investment, or on the
services provided in connection therewith, as a result of the Year 2000 Issue.
However, there can be no assurance that these steps will be successful, or that
interaction with other non-complying computer systems will not adversely impact
the Fund as a result of the Year 2000 Issue. In addition, the issuers of
securities the Fund owns could have Year 2000 problems. For instance, the
issuers' ability to make timely payments of dividends or interest and principal
or to continue their operations or services may be impaired by the inadequate
preparation of computer systems for the Year 2000. This may adversely affect the
market values of securities of specific issuers or of securities generally,
which, in turn, could impact the Fund's performance. Also, it is possible that
the normal operations of the Funds will in any event be disrupted significantly
by the failure of communications and public utility companies, governmental
entities, financial processors or others to perform services as a result of the
Year 2000 Issue.
ADDITIONAL RISKS THAT APPLY TO PARTICULAR TYPES OF INVESTMENTS
CONVERTIBLE SECURITIES - ALL FUNDS
These Funds may invest in convertible securities, including bonds and
preferred stocks, which may be converted into common stock at a specified price
or conversion ratio. The Funds use the same research-intensive approach and
valuation techniques for selecting convertible securities as are used for the
selection of common stocks.
The value of a convertible security is influenced by both interest rates
and the value of the underlying common stock. Investments in convertible
securities, including in particular those with lower ratings, involve the risk
that the securities, when converted, may be worth less than the specified price.
CASH POSITION - WESTCORE SELECT FUND ONLY
When the Fund's portfolio manager believes that market conditions are
unfavorable for profitable investing, or when he is otherwise unable to locate
attractive investment opportunities, the Fund's cash or similar investments may
increase. In other words, the Fund does no always stay fully invested in stocks.
Cash or similar investments generally are a residual - they represent the assets
that remain after the portfolio manager has committed available assets to
desirable investment opportunities. However, the portfolio manager may also
temporarily increase the Fund's cash position to protect its assets or maintain
liquidity. When the Fund's investments in cash or similar investments increase,
it may not participate in market advances or declines to the same extent that it
would if the Fund remained more fully invested in stocks.
FOREIGN CURRENCY EXCHANGE TRANSACTIONS - ALL FUNDS
These Funds may buy and sell securities and receive amounts denominated in
currencies other than the U.S. dollar, and may enter into currency exchange
transactions from time to time. A Fund will purchase foreign currencies on a
"spot" or cash basis at the prevailing rate in the foreign currency exchange
market or enter into forward foreign currency exchange contracts. Under a
forward currency exchange contract, the Fund would agree with a financial
institution to purchase or sell a stated amount of a foreign currency at a
specified price, with delivery to take place at a specified date in the future.
Forward currency exchange transactions establish an exchange rate at a future
date and are transferable in the interbank market conducted directly between
currency traders (usually large commercial banks) and their customers. These
contracts generally have no deposit requirement and are traded at a net price
without commission. Neither spot transactions nor forward foreign
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 9
<PAGE>
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[Black and white photograph of mountain and trees]
currency exchange contracts eliminate fluctuations in the prices of a Fund's
portfolio securities or in foreign exchange rates or prevent loss if the prices
of these securities should decline. In addition, because there is a risk of loss
to a Fund if the other party does not complete the transaction, these contracts
will be entered into only with parties approved by the Fund's Board of Trustees.
Forward foreign currency exchange contracts allow a Fund to hedge the
currency risk of portfolio securities denominated in a foreign currency. This
technique permits the assessment of the merits of a security to be considered
separately from the currency risk. It is thereby possible to focus on the
opportunities presented by the security apart from the currency risk. Although
these contracts are of short duration, generally between one and twelve months,
they frequently are rolled over in a manner consistent with a more long-term
currency decision. Although foreign currency hedging transactions tend to
minimize the risk of loss due to a decline in the value of the hedged currency,
at the same time they tend to limit any potential gain that might be realized
should the value of the hedged currency increase. The precise matching of the
forward contract amounts and the value of the securities involved will not
generally be possible because the future value of these securities in foreign
currencies will change as a consequence of market movements in the value of
those securities between the date the forward contract is entered into and the
date it matures. The projection of currency market movements is extremely
difficult, and the successful execution of a hedging strategy is highly
uncertain.
A Fund may maintain "short" positions in forward foreign currency exchange
transactions whereby the Fund would agree to exchange currency that it currently
did not own for another currency at a future date and at a specified price. This
would be done in anticipation of a decline in the value of the currency sold
short relative to the other currency and not for speculative purposes. In order
to ensure that the short position is not used to achieve leverage with respect
to a Fund's investments, the Fund would establish with its custodian a
segregated account consisting of cash or certain liquid high-grade debt
securities equal in value to the market value of the currency involved.
INITIAL PUBLIC OFFERINGS - WESTCORE SMALL-CAP GROWTH FUND AND WESTCORE SELECT
FUND
Each of these Funds may invest a portion of its assets in securities of
companies offering shares in IPOs. Because IPO shares frequently are volatile in
price, the Funds may hold IPO shares for a very short period of time. This may
increase the turnover of the Funds' portfolio and may lead to increased expenses
to the Funds, such as commissions and transaction costs. By selling shares, a
Fund may realize taxable gains it will subsequently distribute to shareholders.
In addition, the market for IPO shares can be speculative and/or inactive for
extended periods of time. There is no assurance that a Fund will be able to
obtain allocations of IPO shares. The limited number of shares available for
trading in some IPOs may make it more difficult for the Fund to buy or sell
significant amounts of shares without an unfavorable impact on prevailing
prices. Investors in IPO shares can be affected by substantial dilution in the
value of their shares, by sales of additional shares and by concentration of
control in existing management and principal shareholders.
The Funds' investments in IPO shares may include the securities of
unseasoned companies (companies with less than three years of continuous
operations), which presents risks considerably greater than common stocks of
more established companies. These companies may have limited operating histories
and their prospects for profitability may be uncertain. These companies may be
involved in new and evolving businesses and may be vulnerable to competition and
changes in technology, markets and economic conditions. They may be more
dependent on key managers and third parties and may have limited product lines.
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10
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OTHER INVESTMENT COMPANIES - ALL FUNDS
The Funds may invest their cash balances in other investment companies that
invest in high quality, short-term debt securities. A pro rata portion of the
other investment companies' expenses will be borne by the Fund's shareholders.
REITS - ALL FUNDS
The Funds may invest in securities issued by equity and mortgage REITs,
which are real estate investment trusts. Equity REITs invest directly in real
property. Mortgage REITs invest in mortgages on real property.
REITs may be subject to certain risks associated with the direct ownership
of real estate, including declines in the value of real estate, overbuilding and
increased competition, increases in property taxes and operating expenses, and
variations in rental income. Generally, increases in interest rates will
decrease the value of high-yielding securities and increase the costs of
obtaining financing, which could decrease the value of these investments. In
addition, equity REITs may be affected by changes in the value of the underlying
property owned by the trusts, while mortgage REITs may be affected by the
quality of credit extended. REITs are also heavily dependent on cash flow and
are subject to the risk that borrowers may default.
REPURCHASE AGREEMENTS AND REVERSE REPURCHASE AGREEMENTS - ALL FUNDS
In a repurchase agreement, a Fund agrees to purchase portfolio securities
subject to the seller's agreement to repurchase them at a mutually agreed upon
date and price. Repurchase agreements involve the risk that the seller will fail
to repurchase the securities, as agreed. In that event, the Fund will bear the
risk of possible loss because of adverse market action or delays in liquidating
the underlying obligations. Repurchase agreements are considered to be loans
under the 1940 Act.
Each Fund may borrow money for temporary purposes by entering into reverse
repurchase agreements. Under these agreements, a Fund sells portfolio securities
to financial institutions and agrees to buy them back later at an agreed upon
time and price. Reverse repurchase agreements involve the risk of counterparty
default and possible loss of collateral held by the counterparty.
U.S. GOVERNMENT OBLIGATIONS - ALL FUNDS
The Funds invest in obligations issued or guaranteed by the U.S.
government, its agencies or instrumentalities. Direct obligations of the U.S.
government such as Treasury bills, notes and bonds are supported by its full
faith and credit. Indirect obligations issued by federal agencies and
government-sponsored entities generally are not backed by the full faith and
credit of the U.S. Treasury. Some of these indirect obligations may be supported
by the right of the issuer to borrow from the Treasury; others are supported by
the discretionary authority of the U.S. government to purchase the agency's
obligations; still others are supported only by the credit of the
instrumentality.
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Questions? Call 1-800-392-CORE (2673) 11
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WESTCORE FUNDS SPECTRUM
The spectrum below shows the Adviser's assessment of the potential risk of
the Westcore Funds relative to one another. The spectrum is not indicative of
the future volatility or performance of the Funds and should not be used to
compare the Funds with other mutual funds or types of investments.
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
FUNDS CONSERVATIVE MODERATE AGGRESSIVE
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Westcore International Equity Fund
----------
Westcore Small-Cap Growth Fund
----------
Westcore Select Fund
----------
- ------------------------------------------------------------------------------------------------------------------
12
</TABLE>
<PAGE>
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HOW TO INVEST AND OBTAIN INFORMATION
This section tells you how to purchase, exchange and redeem your shares. It also
explains various services and features offered in connection with your account.
You may open an account and purchase shares of the Westcore Funds by completing
an Account Application and returning it to Westcore with your check made payable
to Westcore Funds. You may obtain an Account Application by calling
1-800-392-CORE (2673).
HOW TO PURCHASE, EXCHANGE AND REDEEM
Please call Westcore Funds at 1-800-392-CORE (2673) if you have any questions or
need any information. ALPS Mutual Funds Services, Inc. is the distributor for
Westcore Funds and has its principal office at 370 Seventeenth Street, Suite
3100, Denver, CO 80202.
HOW TO CONTACT WESTCORE FUNDS
- -----------------------------
By Regular Mail, Express, Certified
or Registered Mail:
Westcore Funds
PMB 515
303 16th Street, Suite 016
Denver, CO 80202-5657
By Telephone:
Westcore Investor Service Representative
Weekdays 7 a.m. to 6 p.m. mountain time
1-800-392-CORE (2673)
PURCHASING SHARES
- -----------------
By Mail IF YOU ARE OPENING A NEW ACCOUNT:
Send a completed Account Application
with a check or money order made out to
Westcore Funds and mail to Westcore
Funds at the address above. Please be
sure to provide your Social Security or
taxpayer identification number on the
application. Westcore Funds are only
available to U.S. citizens or residents.
IF YOU ARE ADDING TO AN EXISTING ACCOUNT:
Please send a written request, following
the instructions on pg. 18, along with
the check or money order made out to
Westcore Funds at the address above.
IF YOU ALREADY HAVE AN EXISTING ACCOUNT IN A
FUND OFFERED BY THIS PROSPECTUS AND YOU WISH
TO OPEN A NEW ACCOUNT WITH IDENTICAL
REGISTRATION AND ACCOUNT OPTIONS IN ANOTHER
FUND OFFERED BY THIS PROSPECTUS:
Send a written request, following the
instructions on pg. 18 and include a
check or money order made out to
Westcore Funds.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 13
<PAGE>
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PURCHASING SHARES (continued)
By Telephone IF YOU ARE ADDING TO AN EXISTING ACCOUNT:
You can make purchases into Westcore
Funds accounts by calling 1-800-392-CORE
(2673) and speaking with a Westcore
Investor Service Representative during
normal business hours.
IF YOU ALREADY HAVE AN EXISTING ACCOUNT IN A
FUND OFFERED BY THIS PROSPECTUS AND YOU WISH
TO OPEN A NEW ACCOUNT WITH IDENTICAL
REGISTRATION AND ACCOUNT OPTIONS IN ANOTHER
FUND OFFERED BY THIS PROSPECTUS:
You can open a new account, copying your
existing Westcore Funds account
registration and account options, by
calling 1-800-392-CORE (2673) and
speaking with a Westcore Investor
Service Representative during normal
business hours.
By Automatic Investment Plan Complete the Automatic Investment Plan
Section of your new Account Application
to have money automatically withdrawn
from your bank account monthly,
quarterly or annually (minimum is the
equivalent of at least $50 per month).
Mail the application to Westcore Funds
at the address on pg. 13.
To add an Automatic Investment Plan to
your existing account, please call us
for the appropriate form.
By Wire IF YOU ARE ADDING TO AN EXISTING ACCOUNT:
You can make purchases into Westcore
Funds accounts by a wire transaction.
Please call 1-800-392-CORE (2673) and
speak with a Westcore Investor Service
Representative during normal business
hours for wiring instructions.
IF YOU ALREADY HAVE AN EXISTING ACCOUNT IN A
FUND OFFERED IN THIS PROSPECTUS AND YOU WISH
TO OPEN A NEW ACCOUNT WITH IDENTICAL
REGISTRATION AND ACCOUNT OPTIONS IN ANOTHER
FUND OFFERED BY THIS PROSPECTUS:
You can open a new account copying your
existing Westcore Funds account
registration and account options by
calling 1-800-392-CORE (2673) and
receiving wiring instructions from a
Westcore Investor Service Representative
during normal business hours.
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14
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PURCHASING SHARES (CONTINUED)
In Person IF YOU ARE OPENING A NEW ACCOUNT IN A FUND
OFFERED IN THIS PROSPECTUS OR ADDING TO AN
EXISTING ACCOUNT:
A Westcore Investor Service
Representative will be happy to assist
you in person at 370 Seventeenth Street,
Suite 3100, Denver, CO 80202 during
normal business hours to open a new
account or add to an existing account.
Please make checks payable to Westcore Funds in U.S. dollars and drawn on a bank
located in the U.S. You may not purchase shares by cash, credit card, third
party checks or checks drawn on foreign banks.
If a check does not clear your bank, the Funds reserve the right to cancel the
purchase. If the Funds are unable to debit your predesignated bank account on
the day of purchase, they may make additional attempts or cancel the purchase.
If your purchase is cancelled, you will be responsible for any losses or fees
imposed by your bank and losses that may be incurred as a result of any decline
in the value of the cancelled purchase. The Funds (or their agents) have the
authority to redeem shares in your account(s) to cover any losses due to
fluctuations in share price. Any profit on such cancellation will accrue to the
Fund. The Funds reserve the right to reject any order.
If you are purchasing shares in a retirement account (expected to be available
for these Funds on or about November 1, 1999), please indicate whether the
purchase is a rollover or a current or a prior-year contribution.
EXCHANGING SHARES
You may exchange your Fund shares for shares of the other Funds offered in this
prospectus. Exchanges must meet the "Minimum Investments" described on pg. 18.
Exchanges between accounts will be accepted only if the registrations are
identical. You should read the prospectus for the Fund into which you are
exchanging. Please remember an exchange represents the sale of shares from one
fund and the purchase of shares of another fund, which may produce a taxable
gain or loss in a non tax-deferred account. For further information on the
exchange privilege, please call a Westcore Investor Service Representative at
1-800-392-CORE (2673).
By Mail IF YOU ARE EXCHANGING INTO AN EXISTING
ACCOUNT:
Please send a written request, following
the instructions on pg. 18.
IF YOU ALREADY HAVE AN EXISTING ACCOUNT IN A
FUND OFFERED BY THIS PROSPECTUS AND YOU WISH
TO EXCHANGE INTO A NEW ACCOUNT WITH
IDENTICAL REGISTRATION AND ACCOUNT OPTIONS
IN ANOTHER FUND OFFERED BY THIS PROSPECTUS:
Please send a written request, following
the instructions on pg. 18.
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Questions? Call 1-800-392-CORE (2673) 15
<PAGE>
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EXCHANGING SHARES (CONTINUED)
By Telephone IF YOU ARE EXCHANGING INTO AN EXISTING
ACCOUNT:
Your account will automatically have
telephone privileges, unless you
specifically decline this option on the
application or in writing. You can make
exchanges into Westcore Funds accounts
by calling 1-800-392-CORE (2673) and
speaking with a Westcore Investor
Service Representative during normal
business hours.
IF YOU ALREADY HAVE AN EXISTING ACCOUNT IN A
FUND OFFERED BY THIS PROSPECTUS AND YOU WISH
TO EXCHANGE INTO A NEW ACCOUNT WITH
IDENTICAL REGISTRATION AND ACCOUNT OPTIONS
IN ANOTHER FUND OFFERED BY THIS PROSPECTUS:
Your account will automatically have
telephone privileges, unless you
specifically decline this option on the
application or in writing. You can
exchange into a new account copying your
existing Westcore Funds account
registration and account options by
calling 1-800-392-CORE (2673) and
speaking with a Westcore Investor
Service Representative during normal
business hours.
Automatically Call 1-800-392-CORE (2673) to receive
instructions for automatically
exchanging shares between Funds on a
monthly, quarterly or annual basis.
In Person IF YOU ARE EXCHANGING INTO A NEW ACCOUNT IN
A FUND OFFERED BY THIS PROSPECTUS OR AN
EXISTING ACCOUNT:
A Westcore Investor Service
Representative will be happy to
assist you in person at 370
Seventeenth Street, Suite 3100,
Denver, CO 80202 during normal
business hours to process an
exchange into a new account or
between existing accounts.
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16
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REDEEMING SHARES
You may redeem your Fund shares on any business day which the New York Stock
Exchange is open. If you have any questions about how to redeem your shares,
please call a Westcore Investor Service Representative at 1-800-392-CORE (2673).
Redemption proceeds generally will be sent by check to the shareholder(s) of
record at the address of record within seven business days after receipt of a
valid redemption request.
If you have authorized the wire redemption service, your redemption proceeds
will be wired directly into your designated bank account normally on the next
business day after receipt of a valid redemption request.
If you have authorized the electronic funds transfer service, your redemption
proceeds will be transferred directly into your designated bank account normally
on the second business day after receipt of a valid redemption request.
If the shares being redeemed were purchased by check, telephone or through the
Automatic Investment Plan, Westcore may delay the mailing of your redemption
check for up to 15 days from the day of purchase to allow the purchase to clear.
By Mail Please send a written request, following
the instructions on pg. 18.
By Telephone Your account will automatically have
telephone privileges, unless you
specifically decline this option on the
application or in writing. You can make
redemptions from Westcore Funds accounts
by calling 1-800-392-CORE (2673) and
speaking with a Westcore Investor
Service Representative during normal
business hours.
By Systematic Withdrawal Plan Complete the Systematic Withdrawal Plan
Section of your new Account Application
or call 1-800-392-CORE (2673) for the
appropriate form to have money
automatically sent to your bank account
monthly, quarterly or annually in any
multiple of $50.
To add a Systematic Withdrawal Plan to
your existing account, please call us
for the appropriate form.
Participation requires a minimum of
$10,000 in a Fund in order to initiate
this plan. All dividends and
distributions credited to your account
must be reinvested.
By Wire Call 1-800-392-CORE (2673) during normal
business hours or write Westcore Funds,
PMB 515, 303 16th Street, Suite 016,
Denver, CO 80202. You will need to
include proper written instructions as
described on pg. 18. There is a $1,000
minimum per transaction made by wire.
In Person A Westcore Investor Service
Representative will be happy to assist
you in person at 370 Seventeenth Street,
Suite 3100, Denver, CO 80202 during
normal business hours to process a
redemption order.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 17
<PAGE>
[Mountain logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
GENERAL ACCOUNT POLICIES
Westcore Funds may modify or terminate account policies, services and features,
but subject to the Funds' right to limit account activity or redeem
involuntarily as described below, will not materially modify or terminate them
without giving shareholders 60 days' written notice. The Funds reserve the right
to modify the general account policies from time to time or to waive them in
whole or in part for certain types of accounts.
<TABLE>
<CAPTION>
Minimum Investments Amount
<S> <C>
To open a new account $1,000
To open a new retirement or certain other
other accounts (expected to be available for
these Funds on or about November 1, 1999) $250
To open a new account with an
automatic investment plan 0
To add to any type of account 50
</TABLE>
Written Instructions
To process transactions in writing, your request should be sent to Westcore
Funds, PMB 515, 303 16th Street, Suite 016, Denver, Colorado 80202-5657 and must
include the following information:
- - The name of the Fund(s).
- - The account number(s).
- - The amount of money or number of shares.
- - The name(s) on the account.
- - The signature(s) of all registered account owners (signature guaranteed, if
applicable).
- - Your daytime telephone number.
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18
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ADDITIONAL INFORMATION ON TELEPHONE SERVICE
Normal business hours to speak with a Westcore Investor Service Representative
at 1-800-392-CORE (2673) are 7 a.m. - 6 p.m. mountain time, Monday through
Friday.
You must authorize, on your account application or otherwise in writing, the
ability to perform purchases and redemptions by electronic transfer from your
bank account via the telephone service.
You may choose to initiate certain transactions by telephone. Although Westcore
Funds has designed procedures to enhance security, including testing the
identity of the shareholder placing the order and sending prompt written
confirmation of transactions to the address of record, shareholders may give up
some level of security by choosing to purchase, exchange or redeem shares by
telephone rather than by mail. Westcore Funds has designed procedures to confirm
that telephone transaction requests are genuine. Westcore Funds and their agents
will not be responsible for any losses resulting from unauthorized telephone
transactions when these procedures are followed, and Westcore has a reasonable
belief that the transaction is genuine. It may be difficult to reach the Funds
by telephone during periods of unusual market activity. If this happens, you may
redeem your shares by mail as described in this prospectus.
The Funds or their agents may, in case of emergency, temporarily suspend
telephone transactions and other shareholder services.
Certain telephone transaction privileges are not available for certain
retirement accounts.
Signature Guarantee
A signature guarantee assures that a signature is genuine. The signature
guarantee protects shareholders from unauthorized transfers. A signature
guarantee is not the same as a notarized signature. You can obtain a signature
guarantee from a bank or trust company, credit union, broker, dealer, securities
exchange or association, clearing agency or savings association.
The guarantee must be an ink stamp or medallion that states "Signature(s)
Guaranteed" and must be signed in the name of the guarantor by an authorized
person with that person's title and the date. Westcore Funds may reject a
signature guarantee if the guarantor is not a member of or participant in a
signature guarantee program. Call your financial institution to see if they have
the ability to guarantee a signature.
Shareholders living abroad may acknowledge their signatures at an overseas
branch of a U.S. bank, member firm of a stock exchange or any foreign bank
having a branch office in the U.S.
To protect your accounts from fraud, the following transactions will require a
signature guarantee:
- - Transferring ownership of an account.
- - Redeeming more than $200,000 from your account.
- - Redeeming by check payable to someone other than the account owner(s).
- - Redeeming by check mailed to an address other than the address of record.
- - Redemption check mailed to an address that has been changed within the last
30 days of the redemption request without a signature guarantee.
The Funds reserve the right to require a signature guarantee under other
circumstances or to reject or delay a redemption on certain legal grounds.
Redemption of Low Balance Accounts
If your account balance falls below the required minimums presented on page 18,
a letter will be sent advising you to either bring the value of the shares held
in the account up to the minimum or to establish an automatic investment plan
that is the equivalent of at least $50 per month. If action is not taken within
90 days of the notice, the shares held in the account will be redeemed and the
proceeds will be sent by check to your address of record. We reserve the right
to increase the investment minimums.
- --------------------------------------------------------------------------------
Questions? Call 1-800-392-CORE (2673) 19
<PAGE>
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[Black and white photograph of mountain and trees]
Limit on Account Activity
Because excessive account transactions can disrupt management of the Funds and
increase the Funds' cost for all shareholders, Westcore reserves the right to
refuse a share purchase and/or revoke an investor's exchange privilege at any
time.
Involuntary Redemptions
We reserve the right to close an account if the shareholder is deemed to engage
in activities that are illegal or otherwise believed to be detrimental to the
Fund.
Address Changes
To change the address on your account, call 1-800-392-CORE (2673) or send a
written request signed by all account owners. Include the name of the Fund, the
account number(s), the name(s) on the account and both the old address and new
address. Certain options may be suspended for 30 days following an address
change unless a signature guarantee is provided.
Registration Changes
To change the name on an account, the shares are generally transferred to a new
account. In some cases, legal documentation may be required. Certain
registration changes may have tax implications. Please contact your tax adviser.
For more information call 1-800-392-CORE (2673).
Quarterly Shareholder Statements and Reports
Westcore Funds will send you a shareholder statement quarterly and, with the
exception of automatic investment plan transactions and dividend reinvestment
transactions, a confirmation after every transaction that affects your share
balance or your account registration. A statement with tax information regarding
the tax status of income dividends and capital gain distributions will be mailed
to you by January 31 of each year and filed with the Internal Revenue Service.
Each year, we will send you an annual and a semi-annual report. The annual
report includes audited financial statements and a list of portfolio securities
as of the fiscal year end. The semi-annual report includes unaudited financial
statements for the first six months of the fiscal year, as well as a list of
portfolio securities at the end of the period. You will also receive an updated
prospectus at least once each year. Please read these materials carefully, as
they will help you understand your investments in Westcore Funds. Duplicate
mailings of Fund materials to shareholders who reside at the same address may be
eliminated.
Price of Fund Shares
All purchases, redemptions and exchanges will be processed at the net asset
value (NAV) next calculated after your request and payment, if required, are
received by the transfer agent or certain authorized broker-dealers, other
institutions or designated intermediaries in proper form. A Fund's NAV is
determined by the Administrators as of the close of regular trading on the New
York Stock Exchange (NYSE), currently 4:00 p.m. (Eastern time), on each day that
the NYSE is open. In order to receive a day's price, your order must be received
by the transfer agent or certain authorized broker-dealers, other institutions
or designated intermediaries by the close of regular trading on the NYSE on that
day. If not, your request will be processed at the Fund's NAV at the close of
regular trading on the next business day. To be in proper form, your order must
include your account number and must state the Fund shares you wish to purchase,
redeem or exchange.
A Fund's NAV is calculated by dividing the total value of its investments and
other assets, less liabilities, by the total number of shares outstanding. Each
Fund's investments are valued at market value or, when market quotations are not
readily available, at fair value as determined in good faith by or under the
direction of the Board of Trustees. Debt
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20
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securities with maturities of 60 days or less are valued at amortized cost,
which generally equals market value.
In the case of participants in certain employee benefit plans investing in
certain Funds and certain other investors, purchase and redemption orders will
be processed at the NAV next determined after the Service Organization (as
defined below) acting on their behalf receives the purchase or redemption order.
Westcore has authorized certain broker-dealers and other institutions to accept
on its behalf purchase and redemption orders made through a "mutual fund
supermarket." Such authorized institutions may designate other intermediaries to
accept purchase and redemption orders on behalf of Westcore.
Accounts Opened Through a Service Organization
You may purchase or sell Fund shares through an account you have with Denver
Investment Advisors, any qualified broker/dealer, any bank or any other
institution (your "Service Organization"). Your Service Organization may charge
transaction fees on the purchase and/or sale of Fund shares and may require
different minimum initial and subsequent investments than Westcore requires.
Service Organizations may impose charges, restrictions, transaction procedures
or cut off times different from those applicable to shareholders who invest in
Westcore directly.
A Service Organization may receive fees from the Trust of Denver Investment
Advisors for providing services to the Trust or its shareholders. Such services
may include, but are not limited to, shareholder assistance and communication,
transaction processing and settlement, account set-up and maintenance, tax
reporting and accounting. In certain cases, a Service Organization may elect to
credit against the fees payable by its customers all or a portion of the fees
received from the Trust or Denver Investment Advisors with respect to their
customers' assets invested in the Trust. The Service Organization, rather than
you, may be the shareholder of record of your Fund shares. Westcore is not
responsible for the failure of any Service Organization to carry out its
obligations to its customers.
DISTRIBUTIONS AND TAXES
A Fund's income from dividends and interest and any net realized short-term
capital gains are paid to shareholders as income dividends. A Fund realizes
capital gains whenever it sells securities for a higher price than it paid for
them. Net realized long-term gains are paid to shareholders as capital gain
dividends. A dividend will reduce the net asset value of a Fund share by the
amount of the dividend on the ex-dividend date. Income dividends are declared
and paid annually and capital gain dividends are generally declared and paid in
December.
When you open an account, all dividends and capital gains will be automatically
reinvested in the distributing Fund unless you specify on your Account
Application that you want to receive your distributions in cash or reinvest them
in another Fund. Income dividends and capital gain distributions will be
reinvested without a sales charge at the net asset value on the ex-dividend
date. You may change your distribution option at any time by writing or calling
1-800-392-CORE (2673).
TAXES
FEDERAL TAXES
Each year, the Funds distribute all or substantially all of its taxable
income, including its net capital gain (the excess of long-term capital gain
over short-term capital loss). Distributions attributable to the net capital
gain of a Fund will be taxable to you as long-term capital gain, regardless of
how long you have held your shares. Other Fund distributions (other than
exempt-interest dividends, discussed below) will generally be taxable as
ordinary income. You will be subject to income tax on Fund distributions
regardless whether they are paid in cash or reinvested in additional shares. You
will be notified annually of the tax status of distributions to you.
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Questions? Call 1-800-392-CORE (2673) 21
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[Mountain logo] WESTCORE FUNDS
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[Black and white photograph of mountain and trees]
You should note that if you purchase shares just before a distribution, the
purchase price will reflect the amount of the upcoming distribution. You will
incur taxes on the entire amount of the distribution received, even though, as
an economic matter, you did not participate in these gains and the distribution
simply constitutes a return of capital. This is known as "buying into a
dividend." It is generally not to your advantage to purchase shares just before
a distribution.
You will recognize taxable gain or loss on a sale, exchange or redemption
of your shares, including an exchange for shares of another Fund, based on the
difference between your tax basis in the shares and the amount you receive for
them. (To aid in computing your tax basis, you generally should retain your
account statements for the periods during which you held shares.)
Any loss realized on shares held for six months or less will be treated as
a long-term capital loss to the extent of any capital gain dividends that were
received on the shares.
The one major exception to these tax principles is that distributions on,
and sales, exchanges and redemptions of, shares held in an IRA (or other
tax-qualified plan) will not be currently taxable.
It is expected that the Westcore International Equity Fund will be subject
to foreign withholding taxes with respect to dividends or interest received from
sources in foreign countries. The Westcore International Equity Fund may make an
election to treat a proportionate amount of such taxes as constituting a
distribution to each shareholder, which would allow each shareholder either (1)
to credit such proportionate amount of taxes against U.S. federal income tax
liability or (2) to take such amount as an itemized deduction.
The foregoing is only a summary of certain tax considerations under current
law, which may be subject to change in the future. Shareholders who are
nonresident aliens, foreign trusts or estates, or foreign corporations or
partnerships may be subject to different United States federal income tax
treatment. You should consult your tax adviser for further information regarding
federal, state, local and/or foreign tax consequences relevant to your specific
situation.
STATE AND LOCAL TAXES
Shareowners may also be subject to state and local taxes on distributions
and redemptions. State income taxes may not apply, however, to the portions of
each Fund's distributions, if any, that are attributable to interest on Federal
Securities or interest on securities of the particular state or localities
within the state. Shareowners should consult their tax advisers regarding the
tax status of distributions in their state and locality.
MANAGEMENT OF THE FUNDS
INVESTMENT ADVISER
Denver Investment Advisors LLC, with principal offices at 1225 17th Street, 26th
Floor, Denver, Colorado 80202, serves as the investment adviser to the Funds.
The Adviser was organized in 1994. It is owned by the principal officers and
employees of its predecessor firm. As of May 31, 1999, it had approximately
$10.5 billion in assets under active management, including $732 million for nine
investment company portfolios.
Denver Investment Advisors provides a continuous investment program for the
Funds, including investment research and management. The Adviser makes
investment decisions for the Funds and places orders for all purchases and sales
of the Funds' portfolio securities.
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22
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[Mountain logo] WESTCORE FUNDS
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MANAGEMENT EXPENSES
The management fees are set forth below and are expressed as an annual
percentage of a Fund's average daily net assets.
<TABLE>
<CAPTION>
Contractual Advisory Fees
Fee Schedule
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<S> <C>
Westcore International Equity Fund*
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Westcore Small-Cap Growth Fund* 1.00 %
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Westcore Select Fund* 0.65 %
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</TABLE>
* The International, Small-Cap Growth and Select Funds have operated for less
than a full fiscal year. The fees stated represents the maximum contractual
investment advisory fees.
INVESTMENT PERSONNEL
JOHN N. KARNS, a vice president of Denver Investment Advisors, has primarily
been responsible for managing the portfolios of small-cap and large-cap
institutional clients as well as managing Denver Investment Advisors' IPO
investments. Prior to joining Denver Investment Advisors in 1998, John worked as
a vice president and co-portfolio manager at Smith Barney for three years and in
institutional research for one year.
GERALD W. PETERSON, CFA, a vice president of Denver Investment Advisors, has
primarily been responsible for analyzing a diverse set of industry sectors for
the MIDCO style of investing. Upon becoming responsible for the day-to-day
management for the Select Fund at its inception (October 1, 1999), he expanded
his focus to include all industry sectors. Prior to joining Denver Investment
Advisors in 1982, Jerry served eight years as assistant vice president and
portfolio manager at National Investment Services of America and six years as an
investment officer at CAN Financial.
CO-ADMINISTRATORS
ALPS Mutual Fund Services, Inc. and Denver Investment Advisors serve as
co-administrators to the Funds and receive fees in such capacity. Pursuant to a
separate agreement, ALPS has agreed to maintain the financial accounts and
records of each Fund and to compute the net asset value and certain other
financial information relating to each Fund.
The Trust has agreed to reimburse Denver Investment Advisors for costs incurred
by Denver Investment Advisors for providing recordkeeping and sub-accounting
services to persons who beneficially own shares of a Fund through omnibus
accounts ("Beneficial Shares"). The amount reimbursed with respect to a Fund
will not exceed the lesser of the costs actually borne by Denver Investment
Advisors or the effective rate for transfer agency services borne by a Fund
without taking into account such Beneficial Shares and applying such rate to
such Beneficial Shares. The Administrators are also authorized to make payments
from their administrative fees or other sources to persons for providing
services to a Fund or its shareholders.
TRANSFER AGENT
ALPS Mutual Funds Services, Inc.
370 Seventeenth Street, Suite 3100
Denver, CO 80202
provides the Funds with transfer agency services in return for compensation.
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Questions? Call 1-800-392-CORE (2673) 23
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[BACK COVER]
[Mountain logo] WESTCORE FUNDS
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WHERE TO FIND MORE INFORMATION
More Fund information is available to you upon request and without charge:
STATEMENT OF ADDITIONAL INFORMATION (SAI)
The SAI includes additional information about the Funds' investment policies,
organization and management. It is legally part of this prospectus (it is
incorporated by reference).
Investors can get free copies of the Funds' SAI. They may also request other
information about the Funds and make shareholder inquiries.
Write to: Westcore Funds
PMB 515
303 16th Street
Suite 016
Denver, CO 80202
By phone: 1-800-392-CORE (2673)
E-mail: www.westcore.com
Information about the Funds (including the Funds' SAI) can be reviewed and
copied at the Securities and Exchange Commission's Public Reference Room in
Washington, DC. Information about the operation of the Public Reference Room may
be obtained by calling the SEC at 1-800-SEC-0330. Reports and other information
about the Funds are available on the SEC's Internet site at www.sec.gov. Copies
of this information may be obtained, upon payment of a duplicating fee, by
writing the Public Reference Section of the SEC, Washington, DC 20549-6009.
The Westcore Funds Investment Company Act File No. is 811-3373
Funds distributed by ALPS Mutual Funds Services, Inc., member NASD.
<PAGE>
OCTOBER 1, 1999
WESTCORE TRUST
(THE "TRUST")
INTERNATIONAL EQUITY FUND
SUPPLEMENT DATED OCTOBER 1, 1999 TO PROSPECTUS DATED OCTOBER 1, 1999 FOR
THE SMALL-CAP GROWTH, SELECT AND INTERNATIONAL EQUITY FUNDS
Shares of the International Equity Fund are not currently available for
purchase.
