Pennsylvania Mutual Fund
(Consultant Class)
Supplement to Prospectus dated April 30, 1997
The following information replaces the information on page 2 of the
Pennsylvania Mutual Fund - Consultant Class prospectus.
Shares of Pennsylvania Mutual Fund's Consultant Class purchased after
December 31, 1997 are subject to a contingent deferred sales charge if
redeemed within the first year after purchase. The charge (which replaces
the 1% redemption fee previously payable to the Fund on such redemptions)
is equal to 1.00% of the purchase price of the shares being redeemed and is
payable to Royce Fund Services, Inc., the Fund's distributor.
FUND EXPENSES The following table summarizes the maximum
transaction costs and estimated expenses and fees
that you would incur as a Consultant Class
shareholder of the Fund. The Fund offers one other
class of shares, not available through broker-dealers
offering Consultant Class shares to their customers,
which has a different expense structure than the
Consultant Class, resulting in different performance
for that class.
Shareholder Transaction Expenses
--------------------------------
Maximum Initial Sales Charge Imposed on a
Purchase (as a % of offering price)...............0.00%
Maximum Contingent Deferred Sales Charge
(as a % of offering price)(1).....................1.00%
(1) On purchased shares held for less than 1 year. Does not
apply to shares issued on reinvestment of distributions.
Annual Fund Operating Expenses
------------------------------
Management Fees......................................0.74%
12b-1 Fees (after waiver)............................0.67%
Other Expenses.......................................0.24%
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Total Operating Expenses.............................1.65%
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The purpose of the above tables is to assist you in
understanding the various costs and expenses that you
would bear directly or indirectly as an investor in
shares of the Consultant Class of the Fund. 12b-1
Fees would be 1.00% and Total Operating Expenses
would be 1.98% without the waiver of 12b-1 fees by
Royce Fund Services, Inc. ("RFS"), the Fund's
distributor. See "Management of the Trust--
Distribution."
Examples
The following example illustrate the expenses that
you would incur on a hypothetical $1,000 investment
for the periods specified, assuming a 5% annual
return , reinvestment of distributions and redemption
at the end of each period.
1 Year 3 Years 5 Years 10 Years
------- ------- ------- --------
$17 $52 $90 $195
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY
BE HIGHER OR LOWER THAN THOSE SHOWN.
Long-term Consultant Class shareholders may pay more
than the economic equivalent of the maximum front-end
sales charge of 6.25% of the amount invested
permitted by the Rules of Fair Practice of NASD
Regulation, Inc.
January 2, 1998