FLAGSHIP TAX EXEMPT FUNDS TRUST
497, 1995-06-06
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                      Flagship Tax Exempt Funds Trust
             
             All references to the effective date of this
             Prospectus or the Statement of Additional Information
             referred to in this Prospectus are hereby changed to
             February 3, 1995.  

             Supplement dated June 6, 1995, to the Prospectus dated 
             February 3, 1995 as supplemented by supplements dated 
             February 10, 1995 and May 26, 1995.  Flagship Pennsylvania 
             Triple Tax Exempt Fund, a series of Flagship Tax Exempt 
             Funds Trust, has acquired all of the assets and liabilities 
             of Flagship Pennsylvania Triple Tax Exempt Fund as of May 31, 
             1995 and all references herein to Flagship Pennsylvania 
             Triple Tax Exempt Fund or the "Pennsylvania Fund" refer to 
             Flagship Pennsylvania Triple Tax Exempt Fund, a series of 
             Flagship Tax Exempt Funds Trust.

             References to Flagship Pennsylvania Triple Tax Exempt
             Fund on page 1 of the Prospectus are hereby deleted.  The
             first two sentences of the Prospectus are revised to read
             as follows:
             
             Flagship Tax Exempt Funds Trust (the "Trust") is an open-
             end, management investment company.  In this Prospectus
             all references to the Fund or a series or series of the
             Fund refer to the Trust and its series.
             
             "The Fund and Its Objective," is revised to delete
             references to Flagship Pennsylvania Triple Tax Exempt
             Fund as follows.  The first paragraph on page 8 of the
             Prospectus now reads:
             
             Flagship Tax Exempt Funds Trust (the "Trust") is an open-
             end management investment company which is professionally
             managed.  The Trust consists of a number of series, each
             of which is actively managed independent of each other
             series.  The diversified series are marked with an
             asterisk in "Fees and Expenses" above.  All other series
             are non-diversified.  Each non-diversified series of the
             Fund will be able to invest, subject to certain Federal
             tax requirements, a relatively high percentage of its
             assets in the securities of a limited number of issuers
             which may result in such series' securities being more
             susceptible to any single economic, political or
             regulatory occurrence than the securities of a
             diversified series.  In this Prospectus all references to
             a series or the series of the Fund or the Fund refer to
             the Trust and its series.
             
             "Economic Data and Tax Considerations -- Pennsylvania" on
             page 23 of the Prospectus, under "Tax Considerations" is
             revised to read "Fund", instead of "Pennsylvania Fund".
             
             "About the Investment Manager," on page 27 of the
             Prospectus is hereby revised as follows:  The statement
             ",including the Pennsylvania Fund" at the end of the
             first sentence is hereby deleted.
             
             "General Information--Description of Shares" on page 29
             is revised to delete references to the Pennsylvania Fund
             as a separate legal entity as follows:
             
             The first sentence is revised by deleting ",and the
             Pennsylvania Fund is an unincorporated trust established
             under the laws of the Commonwealth of Pennsylvania by a
             Declaration of Trust dated July 21, 1986."  The second
             sentence is deleted.  The third sentence of paragraph two
             is deleted.  The fourth paragraph is revised as follows:
             Shareholders of the Trust have certain rights, as set
             forth in its Declaration of Trust, including the right to
             call a meeting of shareholders for the purpose of
             electing Trustees or voting on the removal of one or more
             Trustees.  Such removal can be effected upon the action
             of two-thirds of the outstanding shares of beneficial
             interest of the Trust.  The final paragraph is revised to
             delete references to the Pennsylvania Fund as follows:
             The Trustees of the Trust may amend its Declaration of
             Trust (including with respect to any series) in any
             manner without shareholder approval, except that the
             Trustees of the Trust may not adopt any amendment
             adversely affecting the rights of shareholders of any of
             its series without approval by a majority of the shares
             of each affected series present at a meeting of
             shareholders (or such higher vote as may be required by
             the 1940 Act or other applicable law) and except that the
             Trustees of the Trust cannot amend the Declaration of
             Trust to impose any liability on shareholders, make any
             assessments on shares or impose liabilities on the
             Trustees without approval from each affected shareholder
             or Trustee, as the case may be.
             
             "Counsel and Auditors" on page 30 of the Prospectus is
             revised as follows:  The statement "and the Pennsylvania
             Fund" at the end of the first sentence is hereby deleted.
             The second paragraph is deleted.
             
             The last sentence of "Additional Information" on page 30
             of the Prospectus is revised to delete the phrase "and
             Flagship Pennsylvania Triple Tax Exempt Fund".
             
													Supplement dated February 10, 1995 to the Flagship Tax
             Exempt Funds Trust Prospectus dated February 3, 1995. On
             page 27, the section "About the Investment Manager," is
             hereby amended by adding the following sentence to the
             end of the fourth paragraph: At any time during which a
             portfolio manager is on vacation or is otherwise
             unavailable for the day-to-day management, the
             responsibility for the management of his designated funds
             will shift to one or more of the other named portfolio
             managers. 

													Supplement dated May 26, 1995 to the Prospectus
             dated February 3, 1995 as supplemented by a supplement
             dated February 10, 1995. On page 27, the section "About
             the Investment Manager" (including the table therein) is
             hereby amended by adding the following sentences to the
             end of the fourth paragraph: The funds for which Mr.
             Ashbaugh served as a designated team leader have been
             reassigned as follows: All-American and Limited Term to
             Richard Huber; Florida and Ohio to Michael Davern; North
             Carolina, South Carolina and Tennessee to Jan
             Terbrueggen.  Additionally, the Intermediate Fund for
             which Mr. Davern served as a designated team leader has
             been reassigned to Jan Terbrueggen.





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