<PAGE> 1
PILOT INTERNATIONAL EQUITY FUND
CLASS A SHARES AND CLASS B SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED JANUARY 2, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved an Agreement and Plan of
Reorganization (the "Reorganization Agreement") relating to the proposed
reorganization of the Fund into Nations International Growth Fund, a series of
Nations Fund, Inc. (the "Reorganization"). Nations Fund, Inc. is an open-end
management investment company registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for Nations International Growth Fund.
The Reorganization is subject to the satisfaction of a number of conditions,
including approval by Fund shareholders. It is currently anticipated Fund
shareholders will meet in April 1997 to consider a proposal to approve the
Reorganization Agreement.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
<PAGE> 2
PILOT INTERNATIONAL EQUITY FUND
PILOT SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED JANUARY 2, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved an Agreement and Plan of
Reorganization (the "Reorganization Agreement") relating to the proposed
reorganization of the Fund into Nations International Growth Fund, a series of
Nations Fund, Inc. (the "Reorganization"). Nations Fund, Inc. is an open-end
management investment company registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for Nations International Growth Fund.
The Reorganization is subject to the satisfaction of a number of conditions,
including approval by Fund shareholders. It is currently anticipated Fund
shareholders will meet in April 1997 to consider a proposal to approve the
Reorganization Agreement.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
<PAGE> 3
PILOT DIVERSIFIED BOND INCOME FUND
PILOT U.S. GOVERNMENT SECURITIES FUND
PILOT INTERMEDIATE U.S. GOVERNMENT SECURITIES FUND
PILOT MUNICIPAL BOND FUND
PILOT INTERMEDIATE MUNICIPAL BOND FUND
CLASS A SHARES AND CLASS B SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED JANUARY 2, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved Agreements and Plans of
Reorganization (the "Reorganization Agreements") relating to the proposed
consolidation of the portfolios of the Trust (each a "Pilot Fund") with
corresponding portfolios of Nations Fund, Inc. and Nations Fund Trust (each a
"Nations Fund"). Nations Fund, Inc. and Nations Fund Trust are each open-end
management investment companies registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for each Nations Fund. Pursuant to the
applicable Reorganization Agreement, each Pilot Fund described in this
Prospectus will reorganize into the corresponding Nations Fund indicated below
(a "Reorganization"). Each Reorganization is subject to the satisfaction of a
number of conditions, including approval by shareholders of the affected Pilot
Fund. It is currently anticipated that shareholders of each Pilot Fund will meet
in April 1997 to consider proposals to approve each Reorganization.
PILOT FUND CORRESPONDING NATIONS FUND
- ---------- --------------------------
Pilot Diversified Bond Income Fund Nations Strategic Fixed Income Fund
Pilot Intermediate Municipal Bond Fund Nations Intermediate Municipal Bond
Fund
Pilot Intermediate U.S. Government Nations Short-Intermediate Government
Securities Fund Fund
Pilot Municipal Bond Fund Nations Municipal Income Fund
Pilot U.S. Government Securities Fund Nations U.S. Government Bond Fund
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
<PAGE> 4
PILOT DIVERSIFIED BOND INCOME FUND
PILOT U.S. GOVERNMENT SECURITIES FUND
PILOT INTERMEDIATE U.S. GOVERNMENT SECURITIES FUND
PILOT MUNICIPAL BOND FUND
PILOT INTERMEDIATE MUNICIPAL BOND FUND
PILOT SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED JANUARY 2, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved Agreements and Plans of
Reorganization (the "Reorganization Agreements") relating to the proposed
consolidation of the portfolios of the Trust (each a "Pilot Fund") with
corresponding portfolios of Nations Fund, Inc. and Nations Fund Trust (each a
"Nations Fund"). Nations Fund, Inc. and Nations Fund Trust are each open-end
management investment companies registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for each Nations Fund. Pursuant to the
applicable Reorganization Agreement, each Pilot Fund described in this
Prospectus will reorganize into the corresponding Nations Fund indicated below
(a "Reorganization"). Each Reorganization is subject to the satisfaction of a
number of conditions, including approval by shareholders of the affected Pilot
Fund. It is currently anticipated that shareholders of each Pilot Fund will meet
in April 1997 to consider proposals to approve each Reorganization.
PILOT FUND CORRESPONDING NATIONS FUND
- ---------- --------------------------
Pilot Diversified Bond Income Fund Nations Strategic Fixed Income Fund
Pilot Intermediate Municipal Bond Fund Nations Intermediate Municipal Bond
Fund
Pilot Intermediate U.S. Government Nations Short-Intermediate Government
Securities Fund Fund
Pilot Municipal Bond Fund Nations Municipal Income Fund
Pilot U.S. Government Securities Fund Nations U.S. Government Bond Fund
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
<PAGE> 5
PILOT SHORT-TERM U.S. TREASURY FUND
PILOT SHORT-TERM DIVERSIFIED ASSETS FUND
PILOT SHORT-TERM TAX-EXEMPT DIVERSIFIED FUND
PILOT MISSOURI SHORT-TERM TAX-EXEMPT FUND
INVESTOR SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED JANUARY 2, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved Agreements and Plans of
Reorganization (the "Reorganization Agreements") relating to the proposed
consolidation of the portfolios of the Trust (each a "Pilot Fund") with
corresponding portfolios of Nations Fund, Inc. and Nations Fund Trust (each a
"Nations Fund"). Nations Fund, Inc. and Nations Fund Trust are each open-end
management investment companies registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for each Nations Fund. Pursuant to the
applicable Reorganization Agreement, each Pilot Fund described in this
Prospectus will reorganize into the corresponding Nations Fund indicated below
(a "Reorganization"). Each Reorganization is subject to the satisfaction of a
number of conditions, including approval by shareholders of the affected Pilot
Fund. It is currently anticipated that shareholders of each Pilot Fund will meet
in April 1997 to consider proposals to approve each Reorganization.
PILOT FUND CORRESPONDING NATIONS FUND
- ---------- --------------------------
Pilot Missouri Short-Term Tax-Exempt Fund Nations Tax Exempt Fund
Pilot Short-Term Diversified Assets Fund Nations Prime Fund
Pilot Short-Term Tax-Exempt Diversified Fund Nations Tax Exempt Fund
Pilot Short-Term U.S. Treasury Fund Nations Treasury Fund
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
<PAGE> 6
PILOT SHORT-TERM U.S. TREASURY FUND
PILOT SHORT-TERM DIVERSIFIED ASSETS FUND
PILOT SHORT-TERM TAX-EXEMPT DIVERSIFIED FUND
PILOT MISSOURI SHORT-TERM TAX-EXEMPT FUND
ADMINISTRATION SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED JANUARY 2, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved Agreements and Plans of
Reorganization (the "Reorganization Agreements") relating to the proposed
consolidation of the portfolios of the Trust (each a "Pilot Fund") with
corresponding portfolios of Nations Fund, Inc. and Nations Fund Trust (each a
"Nations Fund"). Nations Fund, Inc. and Nations Fund Trust are each open-end
management investment companies registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for each Nations Fund. Pursuant to the
applicable Reorganization Agreement, each Pilot Fund described in this
Prospectus will reorganize into the corresponding Nations Fund indicated below
(a "Reorganization"). Each Reorganization is subject to the satisfaction of a
number of conditions, including approval by shareholders of the affected Pilot
Fund. It is currently anticipated that shareholders of each Pilot Fund will meet
in April 1997 to consider proposals to approve each Reorganization.
PILOT FUND CORRESPONDING NATIONS FUND
- ---------- --------------------------
Pilot Missouri Short-Term Tax-Exempt Fund Nations Tax Exempt Fund
Pilot Short-Term Diversified Assets Fund Nations Prime Fund
Pilot Short-Term Tax-Exempt Diversified Fund Nations Tax Exempt Fund
Pilot Short-Term U.S. Treasury Fund Nations Treasury Fund
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
<PAGE> 7
PILOT GROWTH AND INCOME FUND
PILOT EQUITY INCOME FUND
PILOT GROWTH FUND
PILOT SMALL CAPITALIZATION EQUITY FUND
CLASS A SHARES AND CLASS B SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED
JANUARY 2, 1997 AS SUPPLEMENTED JANUARY 31, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved Agreements and Plans of
Reorganization (the "Reorganization Agreements") relating to the proposed
consolidation of the portfolios of the Trust (each a "Pilot Fund") with
corresponding portfolios of Nations Fund, Inc. and Nations Fund Trust (each a
"Nations Fund"). Nations Fund, Inc. and Nations Fund Trust are each open-end
management investment companies registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for each Nations Fund. Pursuant to the
applicable Reorganization Agreement, each Pilot Fund described in this
Prospectus will reorganize into the corresponding Nations Fund indicated below
(a "Reorganization"). Each Reorganization is subject to the satisfaction of a
number of conditions, including approval by shareholders of the affected Pilot
Fund. It is currently anticipated that shareholders of each Pilot Fund will meet
in April 1997 to consider proposals to approve each Reorganization.
PILOT FUND CORRESPONDING NATIONS FUND
- ---------- --------------------------
Pilot Growth and Income Fund Nations Value Fund
Pilot Equity Income Fund Nations Equity Income Fund
Pilot Growth Fund Nations Disciplined Equity Fund
Pilot Small Capitalization Equity Fund Nations Small Company Growth Fund
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
<PAGE> 8
PILOT GROWTH AND INCOME FUND
PILOT EQUITY INCOME FUND
PILOT GROWTH FUND
PILOT SMALL CAPITALIZATION EQUITY FUND
PILOT SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED JANUARY 2, 1997
AS SUPPLEMENTED JANUARY 31, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved Agreements and Plans of
Reorganization (the "Reorganization Agreements") relating to the proposed
consolidation of the portfolios of the Trust (each a "Pilot Fund") with
corresponding portfolios of Nations Fund, Inc. and Nations Fund Trust (each a
"Nations Fund"). Nations Fund, Inc. and Nations Fund Trust are each open-end
management investment companies registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for each Nations Fund. Pursuant to the
applicable Reorganization Agreement, each Pilot Fund described in this
Prospectus will reorganize into the corresponding Nations Fund indicated below
(a "Reorganization"). Each Reorganization is subject to the satisfaction of a
number of conditions, including approval by shareholders of the affected Pilot
Fund. It is currently anticipated that shareholders of each Pilot Fund will meet
in April 1997 to consider proposals to approve each Reorganization.
PILOT FUND CORRESPONDING NATIONS FUND
- ---------- --------------------------
Pilot Growth and Income Fund Nations Value Fund
Pilot Equity Income Fund Nations Equity Income Fund
Pilot Growth Fund Nations Disciplined Equity Fund
Pilot Small Capitalization Equity Fund Nations Small Company Growth Fund
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
<PAGE> 9
PILOT SHORT-TERM U.S. TREASURY FUND
PILOT SHORT-TERM DIVERSIFIED ASSETS FUND
PILOT SHORT-TERM TAX-EXEMPT DIVERSIFIED FUND
PILOT MISSOURI SHORT-TERM TAX-EXEMPT FUND
PILOT SHARES
SUPPLEMENT DATED FEBRUARY 24, 1997 TO THE PROSPECTUS DATED JANUARY 2, 1997
On January 7, 1997, Boatmen's Bancshares, Inc. merged into a wholly-owned
subsidiary of NationsBank Corporation ("NationsBank"). As a result of the
merger, Boatmen's Trust Company ("Boatmen's"), the investment adviser for each
series of The Pilot Funds (the "Trust"), became a wholly-owned subsidiary of
NationsBank.
The Board of Trustees of the Trust has approved Agreements and Plans of
Reorganization (the "Reorganization Agreements") relating to the proposed
consolidation of the portfolios of the Trust (each a "Pilot Fund") with
corresponding portfolios of Nations Fund, Inc. and Nations Fund Trust (each a
"Nations Fund"). Nations Fund, Inc. and Nations Fund Trust are each open-end
management investment companies registered under the Investment Company Act of
1940. Currently, NationsBanc Advisors, Inc., an indirect subsidiary of
NationsBank, serves as investment adviser for each Nations Fund. Pursuant to the
applicable Reorganization Agreement, each Pilot Fund described in this
Prospectus will reorganize into the corresponding Nations Fund indicated below
(a "Reorganization"). Each Reorganization is subject to the satisfaction of a
number of conditions, including approval by shareholders of the affected Pilot
Fund. It is currently anticipated that shareholders of each Pilot Fund will meet
in April 1997 to consider proposals to approve each Reorganization.
<TABLE>
PILOT FUND CORRESPONDING NATIONS FUND
<S> <C>
Pilot Missouri Short-Term Tax-Exempt Fund Nations Tax Exempt Fund
Pilot Short-Term Diversified Assets Fund Nations Prime Fund
Pilot Short-Term Tax-Exempt Diversified Fund Nations Tax Exempt Fund
Pilot Short-Term U.S. Treasury Fund Nations Treasury Fund
</TABLE>
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE