NORTHSTAR ADVANTAGE SPECIAL FUND
497, 1998-07-07
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                                 NORTHSTAR FUNDS

                           PROSPECTUS SUPPLEMENT DATED

                 JULY 1, 1998 TO PROSPECTUS DATED MARCH 1, 1998

The following information supplements or replaces the information contained in
the section of the Funds' prospectus entitled "MEET THE PORTFOLIO MANAGERS" on
pages 24 and 25:

- --------------------------------------------------------------------------------
MEET THE
PORTFOLIO
MANAGERS
- --------------------------------------------------------------------------------
MARY LISANTI
Mary Lisanti has been the manager of the Northstar Special Fund since July 1998.

She joined Northstar in May 1998. Ms. Lisanti has over 20 years of experience in
small and mid-cap investments. Before joining Northstar, Ms. Lisanti was a
Portfolio Manager at Strong Capital Management where she managed the Strong
Small Cap Fund and co-managed the Strong Mid Cap Fund. From 1993 to 1996, Ms.
Lisanti was a Managing Director and Head of Small and Mid-Capitalization Equity
Strategies at Bankers Trust Corp. where she managed the BT Small Cap Fund and
the BT Capital Appreciation Fund and in 1996 she was nominated Portfolio Manager
of the year by Barron's. Prior to Bankers Trust, Ms. Lisanti was a Portfolio
Manager with the Evergreen Funds. She began her career as an analyst
specializing in emerging growth stocks with Donaldson, Lufkin & Jenrette and
Shearson Lehman Hutton, was ranked number one Institutional Investor emerging
growth stock analyst in 1989 and was named to that survey two other times.

Ms. Lisanti earned her BA with honors from Princeton University. She is a
Chartered Financial Analyst, member of the New York Society of Security Analysts
and the Financial Analyst Federation.


<PAGE>


- --------------------------------------------------------------------------------
The disclosure on pages 6 and 24 of the Prospectus is hereby amended to reflect
that:

Effective July 1, 1998, the Northstar Special Fund's manager will be Mary
Lisanti, and the sub-advisory fee for the Northstar Growth +Value Fund is 0.50%.

                          ---------------------------

The following information replaces the information contained in the section of
the Northstar Government Securities Fund's prospectus entitled "Northstar
Government Securities Fund: Investment Strategy":

Effective May 29, 1998, the language on page 22 of the Prospectus has been
changed to read as follows: "The portfolio manager selects U.S. Government
Securities of various terms depending on interest rates and market
opportunities."

                          ---------------------------

The disclosure in the section entitled "WAYS TO REDUCE OR ELIMINATE SALES
CHARGES" is hereby amended to reflect that:

                          ---------------------------

Effective May 29, 1998, the following waiver category has been added to the
waiver categories listed on page 31:

     o  asset allocation and other fee-based programs for the benefit of clients

                          ---------------------------

The disclosure on pages 20 and 22 of the Prospectus is hereby amended to reflect
that:

Effective May 1, 1998, the Northstar Strategic Income Fund's co-managers will be
Ole Dial and Jeffrey Aurigemma and the Northstar Government Securities Fund's
sole portfolio manager will be Jim Mahnke.

                          ---------------------------

The following information supplements or replaces the information contained in
the section of the Fund's prospectus entitled "MEET THE PORTFOLIO MANAGERS":

Effective May 1, 1998, the language on page 24 of the Prospectus has been
changed to read as follows:

JEFFREY AURIGEMMA
Jeffrey Aurigemma has managed the Northstar High Yield Fund since May 1997,
co-managed the Northstar High Total Return Fund II and the Northstar High Total
Return Fund since March 1998 and has co-managed the Northstar Strategic Income
Fund since May 1998. He joined Northstar in October 1993.

THOMAS OLE DIAL
Thomas Ole Dial has managed the Northstar High Total Return Fund II since its
inception and the Northstar Balance Sheet Opportunities Fund since May 1997, and
has co-managed the Northstar Strategic Income Fund since May 1998. He has
managed the Northstar High Total Return Fund since its inception in November
1993. Mr. Dial, who has over 11 years of investment management experience,
joined Northstar in October 1993.

JIM MAHNKE
Jim Mahnke has managed the Northstar Government Securities Fund since May 1998.

Mr. Mahnke has over 13 years of investment management experience. At ReliaStar
Investment Research, an affiliate of Northstar, he serves as a Senior Vice
President and Portfolio Manager. Prior to joining ReliaStar, Mr. Mahnke was a
Vice President and Portfolio Manager of Alliance Capital Management.

                          ---------------------------

             THIS SUPPLEMENT SUPERSEDES ALL PRECEDING SUPPLEMENTS.



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