CORTLAND TRUST INC
497, 2000-07-20
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                                                                     Rule 497(e)
                                                                File No. 2-94935
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CORTLAND TRUST, INC.                                        600 FIFTH AVENUE
                                                            NEW YORK, N.Y. 10020
                                                            (212) 830-5220
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                         SUPPLEMENT DATED JUNE 30, 2000
                    TO THE CURRENTLY EFFECTIVE PROSPECTUS AND
                     STATEMENT OF ADDITIONAL INFORMATION OF
                       CORTLAND TRUST, INC. (the "Trust")

        Nvest, L.P., and its affiliated operating partnership,  Nvest Companies,
L.P., have entered into an agreement for CDC Asset  Management to acquire all of
their  outstanding  partnership  units.  CDC Asset  Management is the investment
management arm of France's Caisse des Depots Group, which is a major diversified
financial institution.  Nvest will be renamed CDC Asset Management-North America
and will  continue  to use the  holding  company  structure.  Nvest  affiliates,
including  Reich & Tang  Asset  Management,  L.P.  ("RTAM")  will  retain  their
investment  independence,  brand names,  management and operating autonomy.  The
transaction  will  not  affect  daily  operations  of the  Trust's  Funds or the
investment management activities of RTAM.

        RTAM serves as the manager and  investment  adviser of the Trust and its
Funds.

        Consummation  of the  transaction  with CDC is  subject  to a number  of
contingencies, including regulatory approvals and approval of the unitholders of
Nvest,  L.P. and Nvest  Companies,  L.P.  Under the rules for mutual funds,  the
transaction  may  result in a change of  control  for RTAM  and,  therefore,  an
assignment  of the  Funds'  investment  advisory  agreements  with  RTAM,  which
generally  is  not  permitted   under  the  Investment   Company  Act  of  1940.
Consequently,  it is anticipated that RTAM will seek approval of new agreements,
which will be  substantially  identical  to the  existing  agreements,  from the
Trust's  Board  of  Directors  and  shareholders  prior to  consummation  of the
transaction. The transaction is expected to close in the fourth quarter of 2000.







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