COUNTRYWIDE INVESTMENT TRUST
497, 1997-03-03
Previous: ALLTEL CORP, DEF 14A, 1997-03-03
Next: MISSISSIPPI POWER CO, 35-CERT, 1997-03-03



                                                                March 3, 1997

                                  MIDWEST TRUST

                Supplement to Prospectuses Dated February 1, 1997

The  following   should  be  read  in  conjunction  with  the  section  entitled
"Management of the Fund(s)":

         On February  28, 1997 Leshner  Financial,  Inc.  became a  wholly-owned
subsidiary of Countrywide Credit Industries,  Inc. ("Countrywide"),  as a result
of the  acquisition by Countrywide  of all of the  outstanding  stock of Leshner
Financial,  Inc. in exchange for newly issued common stock of  Countrywide  (the
"Acquisition").  Midwest Group Financial Services,  Inc. (the "Adviser"),  which
provides  investment  advisory and  distribution  services to the Trust, and MGF
Service Corp. (the "Transfer Agent"), which provides transfer agency, accounting
and  administrative  services for the Trust,  are  wholly-owned  subsidiaries of
Leshner  Financial,  Inc.  As a result of the  Acquisition,  the Adviser and the
Transfer  Agent are each an indirect  wholly-owned  subsidiary  of  Countrywide.
Countrywide is a New York Stock Exchange listed company  principally  engaged in
the business of residential mortgage lending.

         On February 28, 1997, a Special  Meeting of  Shareholders  of the Trust
was held in order for  shareholders to vote on certain  matters  relating to the
Acquisition.  Shareholders  of each  Fund  voted  to  approve  a new  investment
advisory agreement with the Adviser containing substantially identical terms and
conditions, in all material respects, as the advisory agreements in effect prior
to the Acquisition.  Shareholders of the Global Bond Fund voted to approve a new
subadvisory  agreement with Rogge Global  Partners plc containing  substantially
identical  terms,  in all material  respects,  as the  subadvisory  agreement in
effect  prior  to the  Acquisition.  Shareholders  also  elected  the  following
individuals  to serve on the Board of Trustees of the Trust:  Donald L.  Bogdon,
M.D., John R. Delfino,  H. Jerome Lerner,  Robert H. Leshner,  Angelo R. Mozilo,
Oscar P. Robertson, John F. Seymour, Jr. and Sebastiano Sterpa.

         Immediately following the Acquisition,  the Trust's name was changed to
Countrywide  Investment  Trust.  Leshner  Financial,  Inc.'s name was changed to
Countrywide  Financial  Services,  Inc.,  the  Adviser's  name  was  changed  to
Countrywide  Investments,  Inc.,  and the  Transfer  Agent's name was changed to
Countrywide Fund Services, Inc.

         The  investment  objectives  and  policies of the Funds and the persons
providing investment  management services to the Funds have not been affected by
the  Acquisition,  except that Hanover Capital  Advisors Inc. no longer provides
subadvisory services to the Adjustable Rate U.S. Government Securities Fund.



<PAGE>



The  following  replaces  the final  paragraph in the section  entitled  "How to
Purchase Shares -- Purchases at Net Asset
Value":

         Trustees,  directors,  officers  and  employees  of the Trust or of the
Adviser,  MGF Service Corp. or any affiliated company,  including members of the
immediate family of such  individuals and employee benefit plans  established by
such  entities,  may also  purchase  Class A  shares  of the  Intermediate  Term
Government Income Fund, the Adjustable Rate U.S. Government  Securities Fund and
the Global Bond Fund at net asset value.










































                                                       - 2 -


<PAGE>








© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission