December 1, 1999
COUNTRYWIDE STRATEGIC TRUST
EQUITY FUND
UTILITY FUND
SUPPLEMENT TO PROSPECTUS DATED AUGUST 1, 1999
THE FOLLOWING SHOULD BE READ IN CONJUNCTION WITH THE SECTION ENTITLED "OPERATION
OF THE FUNDS":
Charles E. Stutenroth IV, Vice President and Senior Portfolio Manager of the
Adviser, and Charles A. Ulbricht, Portfolio Manager of the Adviser, are
primarily responsible for managing the portfolio of the Equity Fund and have
been managing the Fund since November 30, 1999. Mr. Stutenroth has served as
Vice President and Senior Portfolio Manager of Fort Washington Investment
Advisors, Inc. since 1999. From 1996 until 1999, he was Senior Vice President
and Portfolio Manager of Bank of America Investment Management, prior to which
he served as Vice President and Portfolio Manager of National City Investment
Management & Trust. Mr. Ulbricht has served as a Senior Research Manager of Fort
Washington Investment Advisors, Inc. since 1995. From 1984 until 1995, he was
Vice President-Research of Cowgill-Haberer Investment Counselors.
John C. Holden, Vice President and Senior Portfolio Manager of the Adviser, and
William H. Bunn, Assistant Vice President of the Adviser, are primarily
responsible for managing the portfolio of the Utility Fund and have been
managing the Fund since November 30, 1999. Mr. Holden has served as Vice
President and Senior Portfolio Manager of Fort Washington Investment Advisors,
Inc. since 1997. From 1993 until 1997, he was Vice President and Senior
Portfolio Manager of Mellon Private Asset Management. Mr. Bunn has been employed
by Fort Washington Investment Advisors, Inc. since 1994 as a securities analyst
for the telecommunications and utilities industries.
On October 29, 1999, Fort Washington Investment Advisors, Inc., a wholly-owned
subsidiary of The Western-Southern Life Insurance Company ("Western-Southern")
acquired all of the outstanding stock of Countrywide Financial Services, Inc.
(the "Acquisition"). Countrywide Investments, Inc. (the "Adviser"), which
provides investment advisory and distribution services to the Trust, and
Countrywide Fund Services, Inc. (the "Transfer Agent"), which provides transfer
agency, accounting and administrative services to the Trust, are wholly-owned
subsidiaries of Countrywide Financial Services, Inc. As a result of the
Acquisition, the Adviser and the Transfer Agent are each an indirect
wholly-owned subsidiary of Western-Southern. Western-Southern provides life and
health insurance, annuities, mutual funds, business planning insurance, asset
management and other related financial services.
On October 27, 1999, 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 the Funds voted to approve new investment advisory agreements
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 Funds also voted to approve new sub-advisory
agreements with Mastrapasqua & Associates, Inc. containing substantially
identical terms, in all material respects, as the sub-advisory agreements in
effect prior to the Acquisition. Shareholders also elected the following
individuals to serve on the Board of Trustees of the Trust effective upon the
closing of the Acquisition: William O. Coleman, Phillip R. Cox, H. Jerome
Lerner, Robert H. Leshner, Jill T. McGruder, Oscar P. Robertson, Nelson Schwab,
Jr., Robert E. Stautberg and Joseph S. Stern, Jr.
The investment objectives and policies of the Funds have not been affected by
the Acquisition.
THE FOLLOWING SHOULD BE READ IN CONJUNCTION WITH THE SECTION ENTITLED "HOW TO
PURCHASE SHARES":
As a result of the Acquisition, the InvestPlus Plan will no longer be offered.
Therefore, Countrywide Home Loans mortgage holders may no longer write one check
for their mortgage payment and their investment in a Fund. The paragraph
describing the InvestPlus Plan should be disregarded and is no longer
applicable.
