FIRST UNION FUNDS/, 497, 1995-04-05

FIRST UNION FUNDS/
497, 1995-04-05

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FIRST UNION GROWTH FUNDS
(Portfolios of First Union Funds)
Class A Investment Shares
Class B Investment Shares
Class C Investment Shares
Y Shares
Supplement to Prospectuses dated February 28, 1995

      Please delete the last paragraph under the sub-section entitled 
      "Investment Adviser" on page 21 of the Class A, B and C Investment 
      Shares Prospectus and page 19 of the Y Shares Prospectus and replace 
      it with the following:
      "Richard K. Wagoner is Executive Vice President and Chief Investment
      Officer of First Union's  Capital Management Group. He is a Chartered
      Financial Analyst with more than 30 years experience in managing
      investments. Mr. Wagoner has been with First Union since 1973. Mr.
      Wagoner is a member of the Institute of Chartered Financial Analysts
      and the New York Stock Exchange, Inc. Mr. Wagoner has managed the Funds
      since March 20, 1995."


April 11, 1995


    FEDERATED SECURITIES CORP.

    Distributor
    A subsidiary of Federated Investors
    Federated Investors Tower
    Pittsburgh, PA  15222-3779
     535858
     G00960-04 (3/95)