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497(e) File Nos. 2-90519 and 811-4007
SUPPLEMENT DATED NOVEMBER 3, 1997
TO
PROSPECTUS DATED MAY 1, 1997
LANDMARK EQUITY FUND
LANDMARK SMALL CAP EQUITY FUND
Currently, Landmark Equity Fund invests all of its investable assets in Large
Cap Growth Portfolio, and Landmark Small Cap Equity Fund invests all of its
investable assets in Small Cap Growth Portfolio. Large Cap Growth Portfolio and
Small Cap Growth Portfolio were formerly known as "Equity Portfolio" and "Small
Cap Equity Portfolio," respectively. Shareholders of the Funds have approved an
amendment to the Funds' Declaration of Trust and fundamental investment
restrictions to allow these Funds to invest in one or more investment companies.
The Equity Fund has no current intention to change its policy of investing all
of its investable assets in Large Cap Growth Portfolio, and the Small Cap Equity
Fund has no current intention to change its policy of investing all of its
investable assets in Small Cap Growth Portfolio.
Shareholders also approved new Management Agreements with Citibank for the Funds
and the Portfolios and new Rule 12b-1 Service Plans for the Funds. The new
Management Agreements for the Funds and Portfolios and the new Rule 12b-1
Service Plans are effective as of November 1, 1997. The Funds' total expense
ratios are not expected to increase as a result of the new Management Agreements
and Service Plans.
Under the new Fund and Portfolio Management Agreements, Citibank is responsible
for the overall management of each Fund's business affairs, and those of its
corresponding Portfolio, and provides investment advisory as well as
administrative services to the Funds and Portfolios. Under the new Fund
Management Agreements, the Equity Fund pays Citibank management fees equal on an
annual basis to 0.30% of that Fund's average daily net assets, and the Small Cap
Equity Fund pays Citibank management fees equal on an annual basis to 0.35% of
that Fund's average daily net assets.
Under the new Portfolio Management Agreements, Large Cap Growth Portfolio pays
Citibank management fees equal on an annual basis to 0.60% of that Portfolio's
average daily net assets and Small Cap Growth Portfolio pays Citibank management
fees equal on an annual basis to 0.75% of that Portfolio's average daily net
assets.
Under the new Service Plans, the Funds may pay the distributor monthly fees in
an amount not to exceed 0.25% per annum of the Funds' average daily net assets
for both distribution and service matters.
The Funds' and Portfolios' Boards of Trustees also approved a change in the
fiscal year-end for the Funds and the Portfolios from December 31st to October
31st.
As of September 1, 1997, the custodian for the assets of the Funds and the
Portfolios is State Street Bank and Trust Company, 225 Franklin Street, Boston,
MA 02110.
This Supplement does not apply to Landmark Balanced Fund.
