VAM INSTITUTIONAL FUNDS INC
497, 1997-09-29
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                         VAM INSTITUTIONAL FUNDS, INC.
          (VAM FINANCIAL INSTITUTIONS INTERMEDIATE DURATION PORTFOLIO)
                   (VAM FINANCIAL INSTITUTIONS CORE PORTFOLIO)

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     SUPPLEMENT DATED SEPTEMBER 29, 1997 TO PROSPECTUS DATED APRIL 30, 1997


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         The Prospectus dated July 11, 1997 is hereby amended to notify
investors that on September 25, 1997 the Board of Directors of VAM Institutional
Funds, Inc. (the "Fund") approved a new Distribution Agreement with Dougherty
Summit Securities LLC ("DSS") effective September 30, 1997. DSS is a
broker-dealer created by an Agreement and Plan of Merger between Dougherty
Dawkins LLC, the present Underwriter for the Fund, and Summit Investment
Corporation, a Minneapolis-based broker-dealer. Fees paid under the new
agreement remain the same as in the previous agreement.


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                          VAM INSTITUTIONAL FUNDS, INC.
                     (VAM SHORT DURATION TOTAL RETURN FUND)
                  (VAM INTERMEDIATE DURATION TOTAL RETURN FUND)
                          (VAM CORE TOTAL RETURN FUND)
                            (VAM MID CAP STOCK FUND)
                             (VAM GROWTH STOCK FUND)

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      SUPPLEMENT DATED SEPTEMBER 29, 1997 TO PROSPECTUS DATED JULY 11, 1997
                        AS SUPPLEMENTED SEPTEMBER 2, 1997

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         The Prospectus dated July 11, 1997 is hereby amended to notify
investors that on September 25, 1997 the Board of Directors of VAM Institutional
Funds, Inc. (the "Fund") approved a new Distribution Agreement with Dougherty
Summit Securities LLC ("DSS") effective September 30, 1997. DSS is a
broker-dealer created by an Agreement and Plan of Merger between Dougherty
Dawkins LLC, the present Underwriter for the Fund, and Summit Investment
Corporation, a Minneapolis-based broker-dealer. Fees paid under the new
agreement remain the same as in the previous agreement.


<PAGE>




                          VAM INSTITUTIONAL FUNDS, INC.
                  SEGALL BRYANT & HAMILL GROWTH AND INCOME FUND

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     SUPPLEMENT DATED SEPTEMBER 29, 1997 TO PROSPECTUS DATED AUGUST 4, 1997


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         The Prospectus dated August 4, 1997 is hereby amended to notify
investors that on September 25, 1997 the Board of Directors of VAM Institutional
Funds, Inc. (the "Fund") approved a new Distribution Agreement with Dougherty
Summit Securities LLC ("DSS") effective September 30, 1997. DSS is a
broker-dealer created by an Agreement and Plan of Merger between Dougherty
Dawkins LLC, the present Underwriter for the Fund, and Summit Investment
Corporation, a Minneapolis-based broker-dealer. Fees paid under the new
agreement remain the same as in the previous agreement.




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