COREFUNDS INC
497, 1996-09-19
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                       Supplement dated September 24, 1996
                          to the Individual Prospectus
                              dated April 22, 1996
                                       of
                                 COREFUNDS, INC.
                            680 East Swedesford Road
                            Wayne, Pennsylvania 19087

         The prospectus dated April 22, 1996, of CoreFunds, Inc. (the "Company")
relating to the Individual Shares is hereby amended and supplemented by the
following:

1. On page 46 in the Section entitled "Taxable Fixed Income Funds -- Corporate
Securities," the last sentence which states "Corporate bonds must be rated A or
better by S&P or Moody's" shall be restated as follows:

              Corporate bonds must be of investment grade quality (rated BBB or
              better) by S&P or Moody's.

2. In the Section entitled "Management -- Investment Adviser, Sub-Advisers," the
investment sub-adviser for the Global Bond Fund, Alpha Global Fixed Income
Managers, Inc. ("Alpha Global"), has changed its name to Analytic*TSA Global
Asset Management, Inc. ("Analytic") and is in the process of merging with
Analytic. Both companies are wholly-owned subsidiaries of the parent company,
United Asset Management Corporation of Boston, Massachusetts. Alpha Global
will continue to manage the assets of the Global Bond Fund under the new
corporate entity of Analytic.

3. In the Section entitled "Management -- Advisory Fees," the fee paid to
Aberdeen Fund Managers, Inc. ("Aberdeen Managers") for services provided to the
International Growth Fund is revised from .50% of the Fund's assets managed by
Aberdeen Managers to .375% of such Fund assets managed.

4. In the Section entitled "Opening an Account and Purchasing Shares -- Sales
Charges" on page 77 of the Prospectus, the sales charges for Class A Shares of
the Funds are revised as follows:

                       Class A Shares of the Equity Funds

<TABLE>
<CAPTION>
                              Sales Charge as a          Sales Charge as a       
                              Percentage of              Percentage of Net
Amount of Transaction         Offering Price             Amount Invested         Broker-Dealer Reallowance
- ---------------------         -----------------          -----------------       -------------------------
<S>                           <C>                        <C>                     <C>  
Less than $50,000             5.50%                      5.82%                   5.00%

$50,000 but less than         4.75%                      4.99%                   4.25%
$100,000

$100,000 but less than        3.75%                      3.90%                   3.25%
$250,000

$250,000 but less than        2.75%                      2.83%                   2.25%
$500,000

$500,000 but less than        1.75%                      1.78%                   1.25%
$1,000,000

$1,000,000 and over           0%                         0%                      0%
</TABLE>


<PAGE>


        Class A Shares of the Bond, Pennsylvania Municipal Bond, New Jersey
Municipal Bond and Global Bond Funds

<TABLE>
<CAPTION>

                              Sales Charge as a             Sales Charge as a             
                              Percentage of Offering        Percentage of Net             Broker-Dealer
Amount of Transaction         Price                         Amount Invested               Reallowance  
- ---------------------         ----------------------        -----------------             -------------
<S>                           <C>                           <C>                           <C>  
Less than $50,000             4.75%                         4.99%                         4.25%

$50,000 but less than         4.25%                         4.44%                         3.75%
$100,000

$100,000 but less than        3.25%                         3.36%                         2.75%
$250,000

$250,000 but less than        2.25%                         2.30%                         1.75%
$500,000

$500,000 but less than        1.75%                         1.78%                         1.25%
$1,000,000

$1,000,000 and over           0%                            0%                            0%
</TABLE>

        Class A Shares of the Short-Intermediate Bond, Short Term Income,
                  Government Income and Intermediate Bond Funds

<TABLE>
<CAPTION>

                              Sales Charge as a             Sales Charge as a             
                              Percentage of Offering        Percentage of Net             Broker-Dealer
Amount of Transaction         Price                         Amount Invested               Reallowance  
- ---------------------         ----------------------        -----------------             -------------  
<S>                           <C>                           <C>                           <C>  
Less than $50,000             3.25%                         3.36%                         2.75%

$50,000 but less than         3.00%                         3.09%                         2.50%
$100,000

$100,000 but less than        2.75%                         2.83%                         2.25%
$250,000

$250,000 but less than        2.00%                         2.04%                         1.50%
$500,000

$500,000 but less than        1.25%                         1.27%                         0.75%
$1,000,000

$1,000,000 and over           0%                            0%                            0%
</TABLE>

                                        2

<PAGE>


5. In the Section entitled "Opening an Account and Purchasing Shares -- Sales
Charges" on page 78 of the Prospectus, the following description is inserted:

              From time to time, CoreFunds may waive the Funds' sales charges
              for those investors purchasing shares through sales materials
              placed in local newspapers and magazines. The advertisements will
              detail the procedure for purchasing Class A Shares of the
              portfolios of the Fund without the imposition of the sales charge,
              including, but not limited to, the duration of the offer.

               PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE

                                       3

<PAGE>

                       Supplement dated September 24, 1996
                         to the Institutional Prospectus
                              dated April 22, 1996
                                       of
                                 COREFUNDS, INC.
                            680 East Swedesford Road
                            Wayne, Pennsylvania 19087

         The prospectus dated April 22, 1996, of CoreFunds, Inc. (the "Company")
relating to Institutional Shares is hereby amended and supplemented by the
following:

1. On page 47 in the Section entitled "Taxable Fixed Income Funds -- Corporate
Securities," the last sentence which states "Corporate bonds must be rated A or
better by S&P or Moody's" shall be restated as follows:

              Corporate bonds must be of investment grade quality (rated BBB or
              better) by S&P or Moody's.

2. In the Section entitled "Management -- Investment Adviser, Sub-Advisers," the
investment sub-adviser for the Global Bond Fund, Alpha Global Fixed Income
Managers, Inc. ("Alpha Global") has changed its name to Analytic*Global Asset
Management, Inc. ("Analytic") and is in the process of merging with Analytic.
Both companies are wholly-owned subsidiaries of the parent company, United Asset
Management Corporation of Boston, Massachusetts. Alpha Global will continue to
manage the assets of the Global Bond Fund under the new corporate entity of
Analytic.

3. In the Section entitled "Management -- Advisory Fees," the fee paid to
Aberdeen Fund Managers, Inc. ("Aberdeen Managers") for services provided to the
International Growth Fund is revised from .50% of the Fund's assets managed by
Aberdeen Managers to .375% of such Fund assets managed.

               PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE


<PAGE>


                       Supplement dated September 24, 1996
                       to the Equity Index Fund Prospectus
                              dated August 21, 1996
                                       of
                                 COREFUNDS, INC.
                            680 East Swedesford Road
                            Wayne, Pennsylvania 19087

         The Equity Index Fund Prospectus dated August 21, 1996 of CoreFunds,
Inc. (the "Company") is hereby amended and supplemented by the following:

         In the Section entitled "How to Purchase and Redeem Shares -- Purchase
         of Shares," on page 29 of the Prospectus, the sales charges for Class A
         Shares of the Equity Index Fund are revised as follows:

                           Class A Shares of the Fund

<TABLE>
<CAPTION>

                              Sales Charge as a          Sales Charge as a       
                              Percentage of              Percentage of Net
Amount of Transaction         Offering Price             Amount Invested         Broker-Dealer Reallowance
- ---------------------         -----------------          -----------------       -------------------------

<S>                           <C>                        <C>                     <C>  
Less than $50,000             5.50%                      5.82%                   5.00%

$50,000 but less than         4.75%                      4.99%                   4.25%
$100,000

$100,000 but less than        3.75%                      3.90%                   3.25%
$250,000

$250,000 but less than        2.75%                      2.83%                   2.25%
$500,000

$500,000 but less than        1.75%                      1.78%                   1.25%
$1,000,000

$1,000,000 and over           0%                         0%                      0%
</TABLE>

               PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE




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