SBSF FUNDS INC
497, 1997-03-03
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                                Key Mutual Funds
               Supplement dated February 28, 1997 to the following
         Prospectuses and Statements of Additional Information ("SAI"):


     1. Prospectus  dated June 12, 1996, as supplemented  December 17, 1996, and
Statement of Additional  Information,  dated June 12, 1996, as  supplemented  on
December 11, 1996 and December 17, 1996, for the following Funds:

              Key Stock Index Fund
              Key International Index Fund

     2.  Prospectus and Statement of Additional Information, dated December 16, 
1996, for the following Funds:

              KeyChoice Growth Fund
              KeyChoice Moderate Growth Fund
              KeyChoice Income and Growth Fund

         Effective February 28, 1997,  KeyCorp Mutual Fund Advisers,  Inc. ("Key
Advisers"),  Society Asset Management,  Inc. and Applied Technology Investments,
Inc., all indirect wholly owned subsidiaries of KeyCorp,  were consolidated into
Spears,  Benzak, Salomon & Farrell, Inc., which was renamed Key Asset Management
Inc. ("KAM"). KAM is a wholly owned subsidiary of KeyBank National  Association.
As a result of such  consolidation,  KAM  became the  investment  adviser to the
Funds  listed  above  under  the  terms of the  Investment  Advisory  and  Asset
Management Agreements that previously were in place.

         The  Prospectuses  for the Funds are hereby  amended by  replacing  the
first  two  paragraphs  under  the  heading  "Management  of  the  Funds  -- The
Investment  Adviser,"  and the SAIs for the Funds are amended by  replacing  the
first two paragraphs under the heading "The Investment Adviser and Administrator
- - Investment Adviser," with the following paragraphs:

                           The  investment  adviser  to the  Funds is Key  Asset
         Management Inc. ("KAM" or the "Adviser"),  a New York  corporation that
         is registered as an investment adviser with the Securities and Exchange
         Commission.  The  Adviser  is a  wholly  owned  subsidiary  of  KeyBank
         National Association which is a wholly owned subsidiary of KeyCorp, one
         of the  largest  financial  services  holding  companies  in the United
         States.  KeyCorp's  principal offices are located at 127 Public Square,
         Cleveland, Ohio 44114.

                           The Adviser and its affiliates managed  approximately
         $50 billion as of  September  30,  1996 for  numerous  individuals  and
         institutional  clients.  The Adviser's principal offices are located at
         127 Public Square, Cleveland, Ohio 44114.

                           The Adviser is the  surviving  entity of the February
         28,  1997  consolidation  of  four  indirect  wholly-owned   investment
         advisory  subsidiaries of KeyCorp.  Prior to February 28, 1997, KeyCorp
         Mutual Fund Advisers,  Inc. served as investment adviser to each of the
         Funds.

         In addition,  all other  references in the Prospectuses and SAIs to the
Adviser or Key  Advisers as the current  Adviser for the Funds should be read as
referring to KAM.

         Please  keep this  Supplement  with  your  Prospectus(es)  and  SAI(s).
Investors  wishing to obtain more  information  should call the Servicing  Agent
without charge at 800-KEY-FUND.

<PAGE>




                                Key Mutual Funds
                    Supplement dated February 28, 1997 to the
                      Prospectuses dated July 12, 1996 and
        Statement of Additional Information ("SAI"), dated July 12, 1996,
                      as supplemented on December 11, 1996,
                            for the following Funds:


                          Key Money Market Mutual Fund
                          SBSF Fund
                          SBSF Convertible Securities Fund
                          SBSF Capital Growth Fund

         Effective  February  28,  1997,  KeyCorp  Mutual Fund  Advisers,  Inc.,
Society Asset Management,  Inc. and Applied  Technology  Investments,  Inc., all
indirect wholly owned  subsidiaries of KeyCorp,  were  consolidated into Spears,
Benzak,  Salomon & Farrell,  Inc.,  which was renamed Key Asset  Management Inc.
("KAM"). KAM is a wholly owned subsidiary of KeyBank National  Association.  KAM
continues to serve as the investment adviser to the Funds listed above under the
terms of the Investment Advisory Agreement that previously was in place.

         The  Prospectuses  for the Funds are hereby  amended by  replacing  the
first  two  paragraphs  under  the  heading  "Management  of  the  Funds  -- The
Investment Adviser," and the SAI for the Funds is amended by replacing the first
two paragraphs  under the heading "The  Investment  Adviser,  Administrator  and
Sub-Administrator - Investment Adviser," with the following paragraphs:

                           The  investment  adviser  to the  Funds is Key  Asset
         Management Inc. ("KAM" or the "Adviser"),  a New York  corporation that
         is registered as an investment adviser with the Securities and Exchange
         Commission.  The  Adviser  is a  wholly  owned  subsidiary  of  KeyBank
         National Association which is a wholly owned subsidiary of KeyCorp, one
         of the  largest  financial  services  holding  companies  in the United
         States.  KeyCorp's  principal offices are located at 127 Public Square,
         Cleveland, Ohio 44114.

                           The Adviser and its affiliates managed  approximately
         $50 billion as of  September  30,  1996 for  numerous  individuals  and
         institutional  clients.  The Adviser's principal offices are located at
         127 Public Square, Cleveland, OH 44114.

                           The Adviser is the  surviving  entity of the February
         28,  1997  consolidation  of  four  indirect  wholly-owned   investment
         advisory subsidiaries of KeyCorp. The name of KAM prior to February 28,
         1997 was Spears, Benzak, Salomon & Farrell, Inc.

         In addition,  all  references  in the  Prospectuses  and SAI to Spears,
Benzak, Salomon & Farrell, Inc. as the current Adviser and Sub-Administrator for
the Funds should be read as referring to KAM.

         Please keep this Supplement with your Prospectus(es) and SAI. Investors
wishing to obtain more  information  should  call the  Servicing  Agent  without
charge at 800-KEY-FUND.



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