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497(e) File Nos. 2-90519 and 811-4007
Supplement dated August 24, 1998 to Prospectus dated March 2, 1998
CitiFunds(SM) Small Cap Growth Portfolio
The third paragraph appearing in the "Management -- Investment Manager"
section on page 14 is deleted and replaced with the following:
Lawrence P. Keblusek, U.S. Chief Investment Officer of Citibank since 1995,
has been the portfolio manager of the Fund since August 1998. Prior to joining
Citibank in 1995, Mr. Keblusek, who has 25 years experience in the investment
management industry, was Senior Vice President and Director of Portfolio
Management for The Northern Trust Company with responsibility for investment
performance in the organization's High Net Worth, Corporate and Institutional
and Mutual Fund Group. Earlier in his career, Mr. Keblusek held senior
investment positions with Maryland National Bank and the National Bank of
Washington.