CORTLAND TRUST INC
497, 1999-12-17
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                                                                    Rule 497(e)
                                                                File No. 2-94935
- --------------------------------------------------------------------------------
CORTLAND TRUST, INC.                                   600 Fifth Avenue
                                                       New York, New York 10020
                                                       (212) 830-5280
================================================================================

SUPPLEMENT TO PROSPECTUS DATED JULY 27, 1999


Effective immediately, the first paragraph under the sub-heading "Investment
Objective" of the U.S. Government Fund on page 8 has been amended to read as
follows:


U.S. Government Fund ("Government Fund")

RISK/RETURN SUMMARY: INVESTMENTS, RISKS AND PERFORMANCE

Investment Objective
- --------------------------------------------------------------------------------
    The Government Fund seeks to provide its investors with as high a level of
current income as is consistent with preservation of capital and liquidity.


In addition, also effective immediately, the first paragraph under the
sub-heading "Investment Objective" of the Government Fund on page 11 has been
amended to read as follows:


INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS

Investment Objective
- --------------------------------------------------------------------------------
    The Government Fund seeks to provide its investors with as high a level of
current income as is consistent with preservation of capital and liquidity.
There can be no assurance that the Government Fund will achieve its investment
objective.
<PAGE>
                                                                    Rule 497(e)
                                                                File No. 2-94935
- --------------------------------------------------------------------------------
LIVE OAK SHARES                                        600 Fifth Avenue
                                                       New York, New York 10020
                                                       (212) 830-5280
================================================================================

SUPPLEMENT TO PROSPECTUS DATED JULY 27, 1999

Effective immediately, the first paragraph under the sub-heading "Investment
Objective" of the Live Oak U.S. Government Fund on page 8 has been amended to
read as follows:


LIVE OAK U.S. GOVERNMENT FUND ("LIVE OAK GOVERNMENT FUND")

RISK/RETURN SUMMARY: INVESTMENTS, RISKS AND PERFORMANCE

Investment Objective
- --------------------------------------------------------------------------------
    The Live Oak Government Fund seeks to provide its investors with as high a
level of current income as is consistent with preservation of capital and
liquidity.


In addition, also effective immediately, the first paragraph under the
sub-heading "Investment Objective" of the Live Oak Government Fund on page 11
has been amended to read as follows:


INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS

Investment Objective
- --------------------------------------------------------------------------------
    The Live Oak Government Fund seeks to provide its investors with as high a
level of current income as is consistent with preservation of capital and
liquidity. There can be no assurance that the Live Oak Government Fund will
achieve its investment objective.


<PAGE>
                                                                    Rule 497(e)
                                                                File No. 2-94935
- --------------------------------------------------------------------------------
BRADFORD SHARES                                       600 Fifth Avenue
                                                      New York, New York 10020
                                                      (212) 830-5280
================================================================================

SUPPLEMENT TO PROSPECTUS DATED JULY 27, 1999


Effective immediately, the first paragraph under the sub-heading "Investment
Objective" of the Bradford U.S. Government Money Market Fund on page 3 has been
amended to read as follows:


BRADFORD U.S. GOVERNMENT MONEY MARKET FUND

("BRADFORD U.S. GOVERNMENT FUND")
- --------------------------------------------------------------------------------
RISK/RETURN SUMMARY: INVESTMENTS, RISKS AND PERFORMANCE

Investment Objective

    The Bradford U.S. Government Fund seeks to provide its investors with as
high a level of current income as is consistent with preservation of capital and
liquidity.


In addition, also effective immediately, the first paragraph under the
sub-heading "Investment Objective" of the Bradford U.S. Government Fund on page
6 has been amended to read as follows:


INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS

Investment Objective
- --------------------------------------------------------------------------------
    The Bradford U.S. Government Fund seeks to provide its investors with as
high a level of current income as is consistent with preservation of capital and
liquidity. There can be no assurance that the Bradford U.S. Government Fund will
achieve its investment objective.


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