MONETTA FUND INC
485BPOS, 1999-05-03
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   As filed with the Securities and Exchange Commission on April 30, 1999


                           Securities Act registration no. 33-1398
                          Investment Company Act file no. 811-4466

                   SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549

                                   FORM N-1A
            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933


                       Post-Effective Amendment No. 21

                                      and

        REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

                               Amendment No. 23
                         ----------------------------
                              MONETTA FUND, INC.

                                 (Registrant)

                    1776-A South Naperville Road, Suite 100

                         Wheaton, Illinois  60187-8133

                        Telephone number:  630/462-9800

                         ----------------------------
            Robert S. Bacarella     Arthur J. Simon
            Monetta Fund, Inc.      Sonnenschein Nath & Rosenthal
            1776-A South Naperville Road, #100 8000 Sears Tower
            Wheaton, Illinois  60187-8133 Chicago, Illinois  60606

                             (Agents for service)

                          ----------------------------
                Amending Parts A, B and C and filing exhibits.

            It is proposed that this filing will become effective:

     ---    immediately upon filing pursuant to rule 485(b)

      X              April 30, 1999
     ---    On --------------------- pursuant to rule 485(b)

     ---    60 days after filing pursuant to rule 485(a)(1)

     ---    on ---------------- pursuant to rule 485(a)(1)

     ---    75 days after filing pursuant to rule 485(a)(2)

     ---    on ---------------- pursuant to rule 485(a)(2)

Registrant has elected to register an indefinite number of its shares of common
stock pursuant to Rule 24f-2. Registrant  filed its Rule 24f-2 Notice
for the fiscal year ended December 31, 1998 on  March 25, 1999.


<PAGE>







                              MONETTA FUND, INC.

                              Cross Reference Sheet
                   Between the Prospectuses and Statements of
                    Additional Information and Form N-1A Item


FORM N-1A ITEM                       CAPTION IN PROSPECTUSES

PART A

1.    Front and Back Cover Pages     Cover Pages

2.    Risk/Return Summary:           Funds/Risks/Performance Summary
      Investments, Risks, and
      Performance

3.    Risk/Return Summary:  Fee      Funds/Risks/Performance/
      Table                          Fees & Expense Summary

4.    Investment Objectives,         Investment Objectives and Strategies,
      Principal Investment           Investment Risks and Consideration
      Strategies, and Related Risks  Categories

5.    Management's Discussion of     Not Applicable
      Fund Performance

6.    Management, Organization,      Management
      and Capital Structure

7.    Shareholder Information       Shareholder's Manual; Other Information;
                                    Distributions and Taxes

8.    Distribution Arrangements     Not Applicable

9.    Financial Highlights          Financial Highlights
      Information


<PAGE>




FORM N-1A ITEM                 CAPTION IN STATEMENTS OF ADDITIONAL
                                    INFORMATION

PART B

10.   Cover Page and Table of        Cover Page; Table of Contents
      Contents

11.   Fund History                   The Funds' History

12.   Description of the Fund and    Information About the
      Its Investments and Risks      Funds




13.   Management of the Fund         Directors, Trustees and Officers/
                                     Significant Shareholders/ Investment
                                     Adviser and Administrator Categories


14.   Control Persons and Principal   Significant Shareholders/Investment
      Holders of Securities           Adviser and Administrator Categories

15.   Investment Advisory and Other   Service Providers Categories
      Services


<PAGE>

16.   Brokerage Allocation and        Brokerage Allocation
      Other Practices

17.   Capital Stock and Other         Capital Stock
      Securities

18.   Purchase, Redemption, and       Shareholders Services
      Pricing of Shares

19.   Taxation of the Fund            Taxation of The Funds



20.   Underwriters                    Distributor/Transfer Agent and Custodian
                                      Categories

21.   Calculation of Performance      Performance Information, Appendix I
      Data

22.   Financial Statements            Financial Statements



[Insert Monetta's Logo]

Prospectus April 30, 1999

Monetta Fund

Monetta Trust

      Small-Cap Equity Fund
      Mid-Cap Equity Fund
      Large-Cap Equity Fund
      Balanced Fund
      Intermediate Bond Fund
      Government Money Market Fund

The Securities and Exchange Commission has not approved or disapproved of
these securities,  or determined if this Prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.

   
Table of Contents

Summary of the Funds                            2

  Fund's Goals                                  2

  Fund's Main Investment Strategies             2

Principle Risks of Investing In The Funds       3

Performance                                     4

Fees and Expenses                               8

Investment Objectives And Strategies            9

Investment Risks & Considerations              12

Investment Restrictions                        15

Management                                     15

Other Information                              16

Shareholder Manual                             19

Financial Highlights                           32
    
<Page 1>

   
                                      FUND SUMMARY

The Monetta Small-Cap Equity Fund, ("Small-Cap Fund"), Monetta Mid-Cap Equity
Fund ("Mid-Cap Fund"), Monetta  Large-Cap  Equity  Fund ("Large-Cap Fund"),
Monetta Balanced Fund ("Balanced Fund"), Monetta Intermediate  Bond  Fund
("Intermediate  Bond  Fund"),  and  Monetta  Government  Money  Market  Fund
("Government Money Market  Fund")  are  series  of  Monetta Trust
(the "Trust").  Monetta Fund, Inc., ("Monetta Fund") and each of the Trust
series are collectively  referred  to as the "Funds."  

Growth Funds, which include Monetta Fund, Small-Cap Fund, Mid-Cap Fund and 
Large-Cap Fund are designed for long-term investors who seek growth of capital
and who can tolerate the volatility  and  risks  associated  with  common
stock  investments.  In selecting investments, emphasis is placed on stocks 
with improving earnings per share growth, a history of growth and sound
management, and a strong balance sheet.  A "bottom up" approach is used in
choosing investments.  That is to  say, they look for companies with earnings
growth potential one at a time.  Subject to market conditions,  the Monetta
Fund invests at least 70% of the Fund's assets in equity securities.  All
other growth funds  invest  at least 65% of its total assets  in  common
stocks of its respective market capitalizations.  

Fixed-Income Funds, which include the Intermediate Bond Fund and 
Government Money Market Fund, are  designed  for  long-term  investors  who
primarily seek current income associated with debt securities.  The Portfolio
Managers consider economic factors such as the effect of  interest  rates 
on  the  Fund's investments  and  then applies a "bottom up" approach in 
choosing investments.  The Manager looks for income-producing securities 
that  meet  the  investment criteria, taking into account the effect the 
investments would have on total return, credit risk and average maturity of 
the portfolio.

Balanced Fund is designed for investors who seek both growth of capital as well
as current income.  The investment composite, growth stocks versus fixed 
income securities will fluctuate based on economic and market conditions.



Fund             Fund's goals                  Fund's main investment 
                                                      strategies

Monetta Fund     Each Fund seeks long-term     Invests in common stocks
Small-Cap Fund   capital growth.               believed to have above-average
Mid-Cap Fund                                   growth potential.  The Funds
Large-Cap Fund   Monetta Fund also has         differ from each other with
                 income as a secondary         respect to the following market
                 objective                     capitalization of companies in
                                               which they invest;

                                               Monetta - $50Million - $1Billion
                                               Small-Cap - Under $1Billion
                                               Mid-Cap - $1Billion - $5Billion
                                               Large-Cap - $5Billion and over

Balanced Fund    Seeks a favorable total       Invests in fixed income and
                 rate of return through        equity securities. The market,
                 capital appreciation and      financial and economic 
                 current income consistent     conditions are factors in
                 with preservation of          determining the asset
                 capital.                      allocation mix.
                                               

Intermediate    Seeks high current income      Invests primarily in marketable
Bond Fund       consistent with the            debt securities.  At least 70%
                preservation of capital.       of total assets must be
                                               invested in securities rated in
                                               the three highest investment
                                               grade categories by Moody's or
                                               S&P with an average maturity
                                               between 3 and 10 years.

Government       Seeks maximum current income  Invests in securities issued or
Money Market     with safety of capital and    guaranteed by the
Fund             maintenance of liquidity.     U.S. Government or its agencies
                                               maturing in less than thirteen
                                               months.
    
<Page 2>

   
                                     FUND RISK

Fund              Principal Risks Of Investing In The Funds

                  No investment is suitable for everyone.  The risks
                  inherent in each Fund depends primarily upon the
                  types of securities in the Fund's portfolio, as
                  well as on market conditions.  There is no
                  guarantee that a Fund will achieve its objective.

Monetta Fund      The principle risk of investing in the growth funds
Small-Cap Fund    is that returns may vary and you could lose money.
Mid-Cap Fund      The value of a growth fund's portfolio could
Large-Cap Fund    decrease if the stock market goes down or if the
                  value of an individual stock in the portfolio
                  decreases.  If the value of the fund's portfolio
                  decreases, the funds net asset value (NAV) would
                  also decrease, which means, if you sold your
                  shares, you would receive less money. Common stocks
                  tend to be more volatile than othr investment choices.



Balanced Fund     The equity portion of the portfolio may vary and you 
                  could lose money.  In addition, the allocation
                  mix of the Fund (equities versus fixed income),
                  as well as the allocation between the various market
                  capitalizations, could negatively impact the Funds 
                  performance.


Intermediate      This Fixed-Income Fund tends to be less volatile
Bond Fund         than the growth funds that invest primarily in
                  common stocks.  The Fund's returns and yields will
                  vary, and you could lose money.  Since the Fund
                  invests in a variety of fixed-income securities, a
                  fundamental risk is that the value of these
                  securities will fall, if interest rates rise, which
                  will cause the Fund's net asset value (NAV) to also
                  decline.  In addition, there is credit risk
                  associated with the securities that the Fund
                  invests in, if an issuer is unable to make
                  principal and interest payments when due.

                 

Government        Although the Fund invests in securities issued by
Money Market      the U.S. Government, its agencies or
Fund              instrumentalities, not all such securities are
                  backed by the full faith and credit guarantee of
                  the U.S. Government.  Your investment in the Fund
                  is not insured or guaranteed by the Federal Deposit
                  Insurance Corporation or any other Government
                  Agency.  Although the Fund seeks to preserve the
                  value of your investment at $1.00 per share, it is
                  possible to lose money by investing in the Fund.
    

<Page 3>

   
PERFORMANCE

The following information illustrates how each of the Fund's performance has
varied over time and the risk associated with investing in the Fund. The 
bar charts depict the change in performance from year-to-year during the 
period indicated.  The tables compare each Fund's average annual returns 
for the periods indicated to a broad-based securities market index.

The Funds' past performance does not necessarily indicate how they will
perform in the future.

MONETTA FUND

[GRAPH DEPICTING 10 YEAR ANNUAL TOTAL RETURNS FOR MONETTA FUND.]
[CAPTION]
<TABLE>
Annual returns for periods ended 12/31
<S>   <C>
1989  15.2%
1990  11.37%
1991  55.9%
1992  5.49%
1993  0.49%
1994  -6.21%
1995  28.02%
1996  1.6%
1997  26.18%
1998  -9.03%
</TABLE>
Best Quarter:  2nd 1997, 20.6%;  Worst Quarter:  3rd 1998, (23.5)%

<TABLE>
<CAPTION>
                    Average Annual Total Returns

                      1 Year   5 Years 10 Years
<S>                   <C>      <C>    <C>
Monetta Fund          (9.0)%   7.0%   11.5%
Russell 2000 Index*   (2.5)%   11.9%  12.9%
</TABLE>
*The Russell 2000 Index is an index that measures the performance of the 2,000
 smallest companies in the Russell 3,000 Index with an average market
 capitalization of approximately $421 million..

SMALL-CAP FUND

[GRAPH DEPICTING 1 YEAR ANNUAL TOTAL RETURNS FOR MONETTA SMALL-CAP FUND.]

<TABLE>
<CAPTION>
Annual returns for periods ended 12/31
<S>   <C>
1998  -2.81%
</TABLE>
Best Quarter:  3rd 1997, 27.7%; Worst Quarter:  3rd 1998, (20.1)%

<TABLE>
<CAPTION>
                Average Annual Total Returns

                               Since Inception
                     1 Year    2/1/97
<S>                  <C>       <C>
Monetta Small-Cap
  Fund               (2.8)%    20.6%
Russell 2000 Index*  (2.5)%     8.5%
</TABLE>
*The Russell 2000 Index is an index that measures the performance of the 2,000
 smallest companies in the Russell 3,000 Index with an average market
 capitalization of approximately $421 million.

    

<Page 4>

   
MID-CAP FUND

[GRAPH DEPICTING 5 YEAR ANNUAL TOTAL RETURNS FOR MONETTA MID-CAP FUND.]

<TABLE>
<CAPTION>
Annual returns for periods ended 12/31
<S>   <C>
1994  2.17%
1995  24.54%
1996  24.20%
1997  29.14%
1998  -0.85%
</TABLE>
Best Quarter:  4th 1998, 19.6%;  Worst Quarter:  3rd 1998, (21.9)%

<TABLE>
<CAPTION>
             Average Annual Total Returns

                                  Since Inception
                  1 Year  5 Years 3/1/93
<S>               <C>      <C>    <C>
Monetta Mid-Cap
  Fund            (0.9)%   15.1%  18.9%
S&P Mid-Cap 400
 Index*            18.3%   18.7%  18.5%
</TABLE>
*The S&P Mid-Cap 400 Index is an unmanaged group of 400 domestic stocks chosen
 for their market size, liquidity and industry group representation.

LARGE-CAP FUND

[GRAPH DEPICTING 3 YEAR ANNUAL TOTAL RETURNS FOR MONETTA LARGE-CAP FUND.]

<TABLE>
<CAPTION>
Annual returns for periods ended 12/31
<S>   <C>
1996  28.20%
1997  26.64%
1998  8.99%
</TABLE>
Best Quarter:  4th 1998, 32.1%;  Worst Quarter:  3rd 1998, (21.3)%

<TABLE>
<CAPTION>
                   Average Annual Total Returns

                                   Since Inception
                         1 Year    9/1/95
<S>                      <C>      <C>
Monetta Large-Cap Fund   9.0%     20.7%
S&P 500 Index*           28.7%    28.9%
</TABLE>
*The S&P 500 Index is the Standard & Poor's Index of 500 Stocks, a widely
 recognized,  unmanaged index of common stock prices.

    

<Page 5>

   
BALANCE FUND

[GRAPH DEPICTING 3 YEAR ANNUAL TOTAL RETURNS FOR MONETTA BALANCED FUND]

<TABLE>
<CAPTION>
Annual returns for periods ended 12/31
<S>   <C>
1996  25.94%
1997  21.21%
1998  8.59%
</TABLE>
Best Quarter:  4th 1998, 17.3%;  Worst Quarter:  3rd 1998, (11.3)%

<TABLE>
<CAPTION>
                Average Annual Total Returns
    
                               Since Inception
                         1 Year  9/1/95
<S>                      <C>     <C>
Monetta Balanced
  Fund                    8.6%   18.5%
S&P 500 Index*           28.7%   28.9%
Lehman Bros. Gov't/Corp.
  Bond Index**            9.5%    8.4%
</TABLE>
*The S&P 500 Index is the Standards & Poor's Index of 500 Stocks, a widely
 recognized, unmanaged index of common stock prices.

**The Lehman Bros. Gov't/Corp. Bond Index is composed of all bonds that are of
  investment grade with at least one year until maturity.

INTERMEDIATE BOND FUND

[GRAPH DEPICTING 5 YEAR ANNUAL TOTAL RETURNS FOR MONETTA INTERMEDIATE FUND]

<TABLE>
<CAPTION>
Annual returns for periods ended 12/31
<S>   <C>
1994  -1.04%
1995  14.84%
1996   6.46%
1997   8.91%
1998   8.38%
</TABLE>
Best Quarter:  2nd 1995, 5.29%;  Worst Quarter:  3rd 1994, (2.14)%

<TABLE>
<CAPTION>
                     Average Annual Total Returns

                                       Since Inception
                       1 Year  5 Years 3/1/93
<S>                     <C>    <C>     <C>
Monetta Intermediate
  Bond Fund             8.38%  7.38%   7.73%
Lehman Gov't/Corp.
  Interm. Bond Index*   8.44%  6.60%   6.53%
</TABLE>
*The Lehman Gov't/Corp. Intermediate Bond Index is an unmanaged index of all
 bonds covered by the Lehman Brothers Government Bond Index with maturities
 between one and 9.9 years.

    

<Page 6>

   
GOVERNMENT MONEY MARKET FUND
[GRAPH DEPICTING 5 YEAR ANNUAL RETURNS FOR MONETTA GOVERNMENT MONEY 
MARKET FUND]

<TABLE>
<CAPTION>

Annual returns for periods ended 12/31
<S>          <C>
1994         4.04%
1995         5.87%
1996         5.06%
1997         5.15%
1998         5.24%
</TABLE>

Best Quarter: 3rd 1995, 1.50%     Worst Quarter: 1st 1993, 0.13% 
<TABLE>
<CAPTION>

                     Average Annual Total Return
                                      Since Inception
                      1 Year  5 Years  3/1/93
<S>                    <C>     <C>     <C>
Monetta Government     5.24%   5.07%   4.74%
   Money Market Fund

  
</TABLE>

    

<Page 7>

   
FEES AND EXPENSES


This table describes the fees and expenses that you may pay if you buy and
hold shares of the Funds.  

<TABLE>
<CAPTION>

Shareholder Fees (fees paid directly from your investment) are NONE.*

Annual Fund Operating Expenses
 (expenses that are deducted from Fund assets)

                                    Distribution             Total Annual
                        Management  and Services   Other    Fund Operating 
                           Fees      (12b-1)Fees  Expenses     Expenses
<S>                       <C>          <C>          <C>          <C>
Monetta Fund              1.00%        N/A          0.36%        1.36%
Small-Cap Fund            0.75%        0.25%        0.39%        2.39%
Mid-Cap Fund              0.75%        0.25%        0.21%        1.21%
Large-Cap Fund            0.75%        0.25%        0.86%        1.86%
Balanced Fund             0.40%        0.25%        0.19%        0.84%
Intermediate Bond Fund    0.35%(a)     0.25%        0.15%        0.75%(a)
Gov't. Money Market Fund  0.25%(a)     0.10%(a)     0.33%(a)     0.68%(a)
</TABLE>
(a)In 1998, the advisor voluntarily waived part of the management fee for 
   the Intermediate Bond Fund and all of the management fee for the 
   Government Money Market Fund.  As a result actual total annual fund 
   operating expenses were 0.55% and 0.32% respectively.  For the 
   Government Money Market Fund, the Board of Trustees elected to waive 
   the Distribution and Service (12b-1) Fees.

As of the date of the Prospectus, the waiver of management fees for the
Intermediate Bond Fund and Government Money Market Fund continues in effect,
subject to review and possible termination by the Advisor at the beginning of
each quarter.

*If you request payment of redemption proceeds by wire, you must pay the cost
of the wire (currently $12.00).  For telephone exchanges, a $5.00 fee will be
charged to your account by the transfer agent.

Example

This example is intended to help you compare the cost of investing in the
Funds with the cost of investing in other mutual funds.

The example assumes that you invest $10,000 in the Fund for the time periods
indicated and then redeem all your shares at the end of those periods.  The
example also assumes that your investment has a 5% return each year, that you
reinvest your dividends and distributions, and that the Fund's operating 
expenses remain the same.  Although your actual costs may be higher or 
lower, based on these assumptions, your costs would be:

<TABLE>
<CAPTION>
                                      One  Three  Five   Ten
                                     Year  Years  Years  Years
<S>                                  <C>   <C>   <C>     <C>
Monetta Fund, Inc.                   $143  $444   $767   $1,681
Monetta Small Cap Equity Fund         251   772  1,319    2,810
Monetta Mid-Cap Equity Fund           127   396    684    1,506
Monetta Large-Cap Equity Fund         195   604  1,038    2,244
Monetta Balanced Fund                  88   276    479    1,065
Monetta Intermediate Bond Fund         58   181    315      707
Monetta Government Money Market Fund   34   106    184      416
</TABLE>

    

<Page 8>

   
INVESTMENT OBJECTIVES AND STRATEGIES

The Funds' investment objectives differ principally in the types of securities
selected for investment and the importance each Fund places on growth
potential, current income, and preservation of capital as considerations in
selecting investments.

* Monetta Fund, Small-Cap Fund, Mid-Cap Fund, and Large-Cap Fund

The Monetta Fund, Small-Cap Fund, Mid-Cap Fund, and Large-Cap Fund each seeks
long-term capital growth by investing in common stocks believed to have above-
average growth potential.  The Funds differ from each other with respect to
the market capitalizations of the companies in which they invest.  As a 
secondary ojective, Monetta Fund places emphasis on current income, the other
Funds do not.

Each Fund's investment approach emphasizes a competitive return in rising
markets and preservation of capital in declining markets in an attempt to
generate long-term capital growth over a complete business cycle
(approximately 3 to 5 years) when compared to the broader stock market
indices.  The Advisor's emphasis is on common stocks with improving earnings
per share growth, a history of growth and sound management, and a strong
balance sheet.  The Advisor may invest up to 20% of Monetta Fund's assets and
25% of the assets of the Small-Cap Fund, Mid-Cap Fund, and Large-Cap Fund's
assets in securities not meeting the above criteria.  No Fund intends to
invest more than 5% of its assets in derivative securities (options and
futures).


The securities in which each Fund invests will be listed on a national
securities exchange or traded on an over-the-counter market.

In its investments in equity securities, the Monetta Fund, Small-Cap Fund,
Mid-Cap Fund, Large-Cap Fund, and Balanced Fund (in its investments in equity
securities, as discussed below) each pursue a selling discipline to preserve
capital gains and limit losses. Although a 12-month price objective is
established for a security, the security will not be sold purely on price
appreciation or decline.  A security will normally be sold if it becomes less
attractive compared to a new stock idea, or company fundamentals deteriorate
with little perceived prospect for improvement within a reasonable time frame.
The actual timing of the sale of a security may be affected by liquidity
constraints or other factors affecting the market for that security.  This
selling discipline may result in higher than average portfolio turnover.

The Monetta Fund's primary investment objective is to provide its Shareholders
with capital appreciation by investing at least 70% of the Fund's assets in
equity securities (common stocks) believed to have growth potential.  A
secondary objective of the Fund is to provide its Shareholders with income, in
part by investing the balance of the Fund's assets in dividend paying equity
securities or in long-term (greater than one year) debt securities.  The
Fund's investments in long-term debt securities will consist of U. S. Treasury
Notes and Treasury Bonds of various maturities and investment grade securities
rated at least A or better by either Moody's Investor Services, Inc.
("Moody's") or Standard and Poor's Corporation ("S&P").  A complete
description of the ratings is contained in an appendix to the Statement of
Additional Information.

The Monetta Fund generally invests in smaller companies with aggregate market
capitalizations ranging from $50 million to $1 billion.

The Small-Cap Fund typically invests in smaller companies with market
capitalization of less than $1 billion.  Under normal market conditions, the
Fund invests at least 65% of its total assets in common stocks of small-cap
companies.

    

<Page 9>

   
The Mid-Cap Fund typically invests in medium-sized companies with market
capitalizations of $1 billion to $5 billion.  Under normal market conditions,
the Fund invests at least 65% of its total assets in common stocks of mid-cap
companies.

The Large-Cap Fund typically invests in large companies with market
capitalizations in excess of $5 billion.  Under normal market conditions, the
Fund invests 65% of its total assets in common stocks of large-cap companies.

* Balanced Fund

The Balanced Fund seeks a favorable total rate of return through capital
appreciation and current income consistent with preservation of capital
derived from investing in a portfolio of equity and fixed income securities
such as Corporate Bonds and U.S. Government Obligations.


The investment approach for the Balanced Fund combines the equity growth
strategy (various market capitalizations) used for the Monetta Fund, Small-Cap
Fund, Mid-Cap Fund, and Large-Cap Fund and the income strategy employed by the
Intermediate Bond Fund, as discussed below.

The Balanced Fund may emphasize fixed income securities or equity securities
or hold equal amounts of both, depending upon the Advisor's analysis of
market, financial, and economic conditions.  Under normal circumstances, the
Fund invests at least 80% of its total assets in fixed income and equity
securities.  At least 25% of the Fund's assets invested in fixed income
securities will consist of corporate bonds and debentures rated A or better,
with an average maturity of 3 to 10 years and securities issued or 
guaranteed as to principal and interest by the U. S. Government and its 
agencies and instrumentalities.  The Fund does not presently intend to 
invest more than 10% of its assets in securities rated below investment 
grade (commonly called "junk bonds") or, if unrated, determined by the 
Advisor to be of comparable credit quality.

* Intermediate Bond Fund

The Intermediate Bond Fund seeks a high level of current income, consistent
with the preservation of capital, by investing primarily in marketable debt
securities.

Under normal market conditions, the Intermediate Bond Fund invests at least
70% of the value of its total assets (taken at market value at the time of
investment) in the following:

(1)  Marketable straight-debt securities of domestic issuers and of foreign
     issuers payable in U. S. dollars, rated at the time of purchase within the
     three highest grades assigned by Moody's or by S&P;

(2)  Securities issued or guaranteed by the full faith and credit of the U. S.
     Government or by its agencies or instrumentalities;

(3)  Commercial paper rated Prime-1 by Moody's or A-1 by S&P at time of
     purchase or, if unrated, issued or guaranteed by a corporation with any
     outstanding debt rated A or better by Moody's or by S&P;

(4)  Variable rate demand notes, if unrated, determined by the Advisor to be
     of credit quality comparable to the commercial paper in which the Fund may
     invest; or

    

<Page 10>

   
(5)  Bank obligations, including repurchase agreements,* of banks having total
     assets in excess of $500 million.

Under normal market conditions, the Fund invests at least 65% of its total
assets in bonds and debentures and at least 75% of its assets in securities
with an average life of less than 15 years, and expects that the dollar-
weighted average life of its portfolio will be between 3 and 10 years.



The Fund also may invest in other debt securities (including those convertible
into or carrying warrants to purchase common stocks or other equity interests
and privately placed debt securities), preferred stocks, and marketable common
stocks that the Advisor considers likely to yield relatively high income in
relation to cost.  Equity securities acquired by conversion or exercise of a
warrant will be sold by the fund as soon as possible.  The Bond Fund will not
invest more than 20% of its assets in debt securities rated below investment
grade or, if unrated, determined by the Advisor to be of comparable credit
quality.

Government Money Market Fund

The Government Money Market Fund seeks maximum current income consistent with
safety of capital and maintenance of liquidity.  The Fund invests in U. S.
Government Securities maturing in thirteen months or less from the date of
purchase and repurchase agreements for U. S. Government Securities.

U. S. Government Securities in which the Fund is permitted to invest include:

(1)   Securities issued by the U. S. Treasury such as bills, notes, bonds and
      other debt securities;

(2)   Securities issued or guaranteed as to principal and interest by agencies
      or instrumentalities of the U. S. Government that are backed by the full 
      faith and credit guarantee of the U. S. Government;

(3)   Securities issued or guaranteed as to principal and interest by agencies
      or instrumentalities of the U. S. Government that are not backed by the
      full faith and credit guarantee of the U. S. Government; and

(4)   Repurchase agreements for securities listed in (1), (2), and (3) above,
      regardless of the maturities of such underlying securities.

The Fund is a money market fund and follows procedures, described in the
Statement of Additional Information, designed to stabilize its net asset value
per share at $1.00.  In order to help maintain the stable $1.00 net asset
value, the average days to maturity of the securities can not be greater than
90 days.

*A repurchase agreement is a sale of securities to a Fund in which the seller
 (a bank or broker-dealer believed by the Advisor to be financially sound)
 agrees to repurchase the securities at a higher price, which includes an
 amount representing interest on the purchase price, within a specified time.

    

<Page 11>

   
INVESTMENT RISKS & CONSIDERATIONS

Investment Risks

All investments, including those in mutual funds, have risks.  No investment
is suitable for all investors.  The risks inherent in each Fund depends
primarily upon the types of securities in the Fund's portfolio, as well as on
market conditions.  There is no guarantee that a Fund will achieve its
objective.

The Monetta Fund, Small-Cap Fund, Mid-Cap Fund, and Large-Cap Fund are
designed for long-term investors who can accept the fluctuations in portfolio
value and other risks associated with seeking capital growth through
investment in common stocks.

The Balanced Fund is appropriate for long-term investors who can accept asset
value fluctuations from interest rate changes and credit risks associated with
fixed income investments and other risks associated with investments in common
stocks.

The Intermediate Bond Fund is appropriate for investors who seek high income
with less net asset value fluctuation (from interest rate changes) than that
of a longer-term fund.  However, the Fund has more net asset value fluctuation
than with a shorter-term fund.  The Fund is appropriate for investors who can
accept the credit and others risks associated with securities (up to 20%) that
are rated below investment grade.  A longer-term bond fund will usually
provide a higher yield than an intermediate term fund like the Intermediate
Bond Fund; conversely, an intermediate-term fund usually has less net asset
value fluctuation, although there can be no guarantee that this will be the
case.

The Government Money Market Fund is designed for investors who seek income
with minimum risk (including the risk of principal loss) other than the risk
of changes in yield caused by fluctuation in prevailing levels of interest
rates.  Because the Government Money Market Fund's investment policy permits
it to invest in U. S. Government Securities that are not backed by the full
faith and credit of the U. S. Government, investment in that Fund may involve
risks that are different in some respects from an investment in a fund that
invests only in securities that are backed by the full faith and credit of the
U. S. Government.  Such risks may include a greater risk of loss of principal
and interest on the securities in the Fund's portfolio that are supported only
by the issuing or guaranteeing U. S. Government agency or instrumentality
since the Fund must look principally or solely to that entity for ultimate
repayment.  There can be no guarantee that the Government Money Market Fund
will be able at all times to maintain its net asset value per share at $1.00.

Investment Considerations

Equity Securities.  Common stocks represent an equity interest in a
corporation.  Although common stocks have a history of long-term growth in
value, their prices tend to fluctuate in the short term.  The securities of
smaller companies, as a class, have had periods of favorable results and other
periods of less favorable results compared to the securities of larger
companies as a class.  Stocks of small- to mid-size companies tend to be more
volatile and less liquid than stocks of large companies.  Smaller companies,
as compared to larger companies, may have a shorter history of operations, may
not have as great an ability to raise additional capital, may have a less
diversified product line making them susceptible to market pressure, and may
have a smaller public market for their shares.

    

<Page 12>

   
Debt Securities.  Bonds and other debt instruments are methods for an issuer
to borrow money from investors.  Debt securities have varying levels of
sensitivity to interest rate changes and varying degrees of quality.  A
decline in prevailing levels of interest rates generally increases the value
of debt securities, while an increase in rates usually reduces the value of
those securities.  As a result, interest rate fluctuations will affect a
Fund's net asset value, but not the income received by a Fund from its
portfolio securities.  (Because yields on debt securities available for
purchase by a Fund vary over time, no specific yield on shares of a Fund can
be assured.)  In addition, if the bonds in a Fund's portfolio contain call,
prepayment, or redemption provisions, during a period of declining interest
rates, these securities are likely to be redeemed, and the Fund will probably
be unable to replace them with securities having a comparable yield.  There
can be no assurance that payments of interest and principal on portfolio
securities will be made when due.

"Investment grade" debt securities are those rated within the four highest
ratings categories of Moody's or S&P or, if unrated, determined by the Advisor
to be of comparable quality.  Bonds rated Baa or BBB have speculative
characteristics and changes in economic conditions or other circumstances are
more likely to lead to a weakened capacity of their issuers to make principal
and interest payments than is the case with higher grade bonds.  Lower-rated
debt securities (commonly called "junk bonds"), on balance, are considered
predominantly speculative with respect to the issuer's capacity to pay
interest and repay principal according to the terms of the obligation and,
therefore, carry greater investment risk, including the possibility of issuer
default and bankruptcy; they are likely to be less marketable and more
adversely affected by economic downturns than higher-quality debt securities.
Convertible debt securities are frequently unrated or, if rated, are below
investment grade.  For more information, see discussion of debt securities in
the Fund's Statement of Additional Information.

Short-Term Investment.  The Funds (other than the Government Money Market
Fund) may make short-term investments without limitation in periods when the
Advisor determines that a temporary defensive position is warranted.  Such
investments may be in U. S. Government Securities of the type in which the
Government Money Market Fund may invest; certificates of deposit, bankers'
acceptances, and other obligations of domestic banks having total assets of at
least $500 million and which are regulated by the U. S. Government, its
agencies or instrumentalities; commercial paper rated in the highest category
by a recognized rating agency; and demand notes comparable in quality, in the
Advisor's judgment, to commercial paper rated in the highest category.

Loans of Portfolio Securities.  Subject to certain restrictions, the Balanced
Fund and Intermediate Bond Fund may lend their portfolio securities to broker-
dealers and banks.  Any such loan must be continuously secured by collateral
in cash or cash equivalents maintained on a current basis in an amount at
least equal to the market value of the securities loaned by the Fund.  The
Fund would continue to receive the equivalent of the interest or dividends
paid by the issuer on the securities loaned and would also receive an
additional return that may be in the form of a fixed fee or a percentage of
the collateral. The Fund would have the right to call the loan and obtain the
securities loaned at any time on notice of not more than five business days.
In the event of bankruptcy or other default of the borrower, the Fund could
experience both delays in liquidating the loan collateral or recovering the
loaned securities and losses including (a) possible decline in the value of
the collateral or in the value of the securities loaned during the period
while the Fund seeks to enforce its rights thereto; (b) possible subnormal
levels of income and lack of access to income during this period; and (c)
expenses of enforcing its rights.

    

<Page 13>

   
When-Issued and Delayed-Delivery Securities.  The Balanced Fund, Intermediate
Bond Fund, and Government Money Market Fund may invest in securities purchased
on a when-issued or delayed-delivery basis.  Although the payment and interest
terms of these securities are established at the time the purchaser enters
into the commitment, the securities may be delivered and paid for a month or
more after the date of purchase, when their value may have changed.  A Fund
makes such commitments only with the intention of actually acquiring the
securities, but may sell the securities before settlement date if the Advisor
deems it advisable for investment reasons.  The Government Money Market Fund
may purchase securities on a standby commitment basis, which is a delayed-
delivery agreement in which the Fund binds itself to accept delivery of a
security at the option of the other party to the agreement.  When a Fund
commits to purchase securities on a when-issued or delayed-delivery basis, the
Fund segregates assets to secure its ability to perform and to avoid the
creation of leverage.

Repurchase Agreements.  The Balanced Fund, Intermediate Bond Fund, and
Government Money Market Fund may enter into repurchase agreements.  In the
event of a bankruptcy or other default of a seller of a repurchase agreement,
a Fund could experience both delays in liquidating the underlying securities
and losses, including: (a) possible decline in the value of the collateral
during the period while the Fund seeks to enforce its rights thereto; (b)
possible subnormal levels of income and lack of access to income during this
period; and (c) expenses of enforcing its rights.

Options and Futures.  Consistent with their objectives, the Balanced Fund and
Intermediate Bond Fund may each purchase and write both call options and put
options on securities and on indexes and enter into interest rate and index
futures contracts and options on such futures contracts (such put and call
options, futures contracts, and options on futures contracts are referred to
as "derivative products") in order to provide additional revenue or to hedge
against changes in security prices or interest rates.  The Fund may write a
call or put option only if the option is covered.  The Fund will limit its use
of futures contracts and options on futures contracts to hedging transactions
to the extent required to do so by regulatory agencies.  There are several
risks associated with the use of derivative products.  As the writer of a
covered call option, the Fund foregoes, during the option's life, the
opportunity to profit from increases in market value of the security covering
the call option.  Because of low margin deposits required, the use of futures
contracts involves a high degree of leverage and may result in losses in
excess of the amount of the margin deposit.  Since there can be no assurance
that a liquid market will exist when the Fund seeks to close out a derivative
product position, these risks may become magnified.  Because of these and
other risks, successful use of derivative products depends on the Advisor's
ability to correctly predict changes in the level and the direction of stock
prices, interest rates, and other market factors; but even a well-conceived
transaction may be unsuccessful because of an imperfect correlation between
the securities and derivative product markets.  When either the Balanced Fund
or Intermediate Bond Fund enter into a futures contract, it segregates assets
to secure its ability to perform and to avoid the creation of leverage.  For
additional information, please refer to the Fund's Statement of Additional
Information.

Portfolio Turnover.The Monetta Fund and Small-Cap Fund normally execute an
above average amount of equity trading. Their annual portfolio turnover rates
exceed 100%, and in some years may exceed 200%*.  The Mid-Cap Fund, Large-Cap
Fund, and Balanced Fund also have above average trading activity which results
in the turnover rate to normally range between 100% to 200%.  This increases
brokerage commission expenses for the fund.  To the extent that the trading
results in a net realized gains, the shareholder will be taxed on the
distributions.

*A portfolio turnover rate of 200% is equivalent to the Fund buying and
 selling all of the securities in its portfolio twice in the course of a year.

    

<PAGE 14>

   
INVESTMENT RESTRICTIONS

The Funds' investment restrictions, are detailed in the Statement of
Additional Information.  Investment objectives cannot be changed without
shareholder approval.

MANAGEMENT

Management Of The Funds

The Board of Directors of the Fund, the Trustees of the Trust, Investment
Advisor and the Funds management and administrative teams are instrumental in
the management of the Funds.

Board of Directors

The Board of Directors of Monetta Fund and the Board of Trustees of the Trust
oversees the management of the Funds and meets at least quarterly to review
reports about fund operations.  Although the Directors and Trustee do not
manage the Funds, it has hired the Investment Advisor to do so.

At the recommendation of the Advisor, the Board approves the transfer agent,
custodial bank and Distributor on an annual basis.

At least 40% of the Directors and Trustees are independent of the Funds'
Investment Advisor.

Investment Advisor

The investment advisor is Monetta Financial Services, Incorporated.  Subject
to the overall authority of the respective Boards, the Advisor manages the
business and investments of the Funds under investment advisory agreements.
The Advisor is controlled by Robert S. Bacarella, the President and Founder of
the Funds. The Advisor's address is 1776-A S. Naperville Road, Suite 100,
Wheaton, IL 60187.


The Advisor receives a monthly fee from each Fund based on that Fund's average
net assets, computed and accrued daily.  The annual management fee rate paid
to the Advisor by each Fund is:  Monetta Fund 1%; Small-Cap Fund, Mid-Cap Fund
and Large-Cap Fund 0.75%; Balanced Fund 0.40%; Intermediate Bond Fund 0.35% 
and Government Money Market Fund 0.25%.  Out of that fee, the Advisor pays for 
all the expenses to manage and operate the Fund except for transfer agent, 
custodial, brokerage expenses and fees and expenses of the independent Directors
and Trustees.  Legal counsel fees for the independent Directors are reviewed by
the Board to determine if the expense is to be borne by the Funds or the
Advisor.  All such legal expenses incurred through December 31, 1998 were
absorbed by the Advisor.

Investment Team

The Advisor employs a team approach to the management of the Funds.  The
investment team is comprised of the Lead Portfolio Manager, other Advisor
portfolio managers, and research analysts.  Team members share responsibility
for providing ideas, information, knowledge, and expertise in managing the
Funds.  Each team member has one or more areas of expertise that is applied to
the management of the Fund.  Daily decisions on portfolio selection rest with
the lead portfolio manager who utilizes the input and advice of the management
team in making purchase and sale determinations.

    

<Page 15>

   
Mr. Robert S. Bacarella, Mr. Timothy Detloff, Mr. Kevin Moore and Mr. Gary
Schaefer comprise the investment team.  Mr. Bacarella is the Lead Manager for
all the funds except the Small-Cap Fund.  The lead manager for the Small-Cap
Fund is Mr. Detloff.  Although Mr. Bacarella is the Lead Manager for the
Intermediate Bond Fund and Government Money Market Fund, Mr. Schaefer is
responsible for the day to day investment decisions.

Mr. Bacarella has been Chairman and CEO of the Advisor since October, 1996;
Director since 1984; and President of the Advisor from 1984 to 1996 and April
1997 to present.  He has served as the portfolio manager of the Monetta Fund
since it began operations.  Mr. Bacarella was Director - Pension Fund
Investments for Borg-Warner Corporation until 1989.  He received his Bachelors
Degree in Finance and Accounting from St. Joseph's College and his MBA from
Roosevelt University.

Mr. Detloff joined the Advisor in January 1996 as an Analyst.  He has been
Lead Manager of the Small-Cap Fund and Co-Manager of the other equity funds
since June 1998.  Prior to joining the Advisor, Mr. Detloff was an analyst for
Amoco Corp. since 1987.  He received his Bachelor's Degree in accounting from
Northern Illinois University and his MBA from the University of Illinois.

Mr. Moore joined the Advisor as senior analyst in October 1995.  He has served
as co-manager of the Large-Cap Fund and Balanced Fund since May 1996 and the
Mid-Cap Fund since December 1996.  Mr. Moore was a senior portfolio manager
and Vice President of First of America Investment Corporation from 1992 to
1995.  He was directly responsible for managing over $450 million in assets.
He has his Bachelor of Arts Degree from Greenville College, MBA from the
University of Michigan and his is a Charted Financial Analyst.

Mr. Schaefer became affiliated with the Advisor as a Fixed Income Consultant
in June 1997.  He has been responsible for the management of the Intermediate
Bond Fund, the Government Money Market Fund and the fixed income portion of
the Balanced Fund since June 1997.  Prior to becoming affiliated with the
Advisor, Mr Schaefer was Managing Director with Lehman Brothers.  He has been
involved in various aspects of the fixed income discipline since 1971. He has
his Bachelor's Degree in Finance and his MBA from the University of Detroit.

OTHER INFORMATION

Although Monetta Fund, Inc. and Monetta Trust are separate legal entities, the
Prospectus is issued on a combined base for convenience and to avoid
redundancy.

Monetta Fund, the Trust and the Funds use "Monetta" in their names by license
from the Advisor and would be required to stop using those names if Monetta
Financial Services, Inc., ceases to be the Advisor.  The Advisor has the right
to use the name for other enterprises, including other investment companies.

Promotional Activities

From time to time, the Advisor to each of the Funds may undertake various
promotional activities with the view to increasing the assets or the number of
shareholder accounts of one or more of the Funds.  Those activities may
include the purchase by the Advisor on behalf of a new or current shareholder
of a Fund of additional shares of such Fund (matching contributions).   These
purchases would be paid for by the Advisor out of its own resources.

    

<Page 16>

   
Legal Proceedings

On February 26, 1998, the Securities and Exchange Commission issued an order
instituting public administrative cease-and-desist proceedings entitled "In
the Matter of Monetta Financial Services, Inc., et al." (File No. 3-9546)
against Monetta Financial Services, Inc., Robert S. Bacarella, Richard D.
Russo, William M. Valiant, and Paul W. Henry.  The action alleges that the
defendants violated Section 17(a) of the Securities Act of 1933, Section 10(b)
of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and Section
206 of the Investment Advisors Act of 1940, because they failed to disclose
that securities issued by third parties in initial public  offerings in 1993
were allocated partly to Messrs. Russo, Valiant, and Henry, who were either
Trustees or Directors of publicly-traded mutual funds advised by the Advisor,
and partly to the mutual fund and other clients of Advisor.  The defendants do
not believe that these actions violated any of the noted Sections or rules,
and are contesting the action.

Year 2000 Issues

The Funds could be adversely affected if the computer systems used by the
Advisor and other service providers, do not properly process and calculate
data-related information before and after year 2000.  While year 2000-related
computer problems could have a negative impact on the Funds and your
investment, the Advisor, Monetta Financial Services, Inc., is working to avoid
these problems and to obtain assurances from other service providers that they
are taking similar steps. Although these steps are being taken, there can be
no assurance that the Funds will not be adversely impacted by these matters.
In addition, there can be no assurance that year 2000 issues will not affect 
companies in which the Funds invest.

    

<Page 17>

   


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<Page 18>

   
                     Monetta Family of Mutual Funds

                        Shareholder's Manual

This section provides you with:

  - Fund Reference Information                    21
    (Ticker Symbol, Fund Code)

  - How To Purchase Fund Shares                   24

  - How To Redeem Fund Shares                     25

  - Dividends, Distributions and Federal Taxes    28

  - How The Net Asset Value is Determined         29

  - Shareholder Services                          29

  - Tax-Sheltered Retirement Plans Available      30


The various account policies, procedures and services may be modified or
discontinued without shareholder approval or prior notice.

    

<Page 19>

   




This page is left intentionally blank.


    

<Page 20>

   
FUND REFERENCE INFORMATION SUMMARY

                    FUND               FUND         LISTING     INCOME
ENTITY /FILE No     NAME               No.  TICKER  NAME        DIVIDEND

Monetta Fund, Inc.  Monetta            013  MONTX   Monetta     ANNUALLY 
811-4466                                                         (IF ANY) 

Monetta Trust:
811-7360            Small-Cap          045  MSCEX   SmCapEq     ANNUALLY
                                                                  (IF ANY)

                    Mid-Cap            040  MMCEX   MidCap      ANNUALLY
                                                                  (IF ANY)

                    Large-Cap          043  MLCEX   LgCapEq     ANNUALLY
                                                                  (IF ANY)

                    Balanced           044  MBALX   Balance     QUARTERLY

                    Intermediate Bond  041  MIBFX  (Not Listed) MONTHLY    

                    Gov't Money Market 042  MONXX  (Not Listed) DAILY

Capital Gains Distriubtion, if any, are normally paid in October.

MINIMUM INVESTMENT:
Initial Investment:  $250
Subsequent Investments:  No Minimum
Automatic Investment Plan-Subsequent Investment:  $25


PLANS AVAILABLE:
Individual Retirement Accounts:  Regular, Roth, Education, and Simple
Profit Sharing, 401K and 403B


INTERNET SITE:
www.monetta.com

    

<Page 21>

   
                        SHAREHOLDER INFORMATION SUMMARY

Purchase of Fund Shares

                    New Account   Existing Account Exchange

* By Telephone:     N/A           With a bank      With telephone exchange
1-800-241-9772                    transfer*        privilege, you may exchange
8 a.m. to 7p.m.                   however, your    shares between Monetta
(Central Time)                    financial        accounts (minimum of $250,
                                  institution      $5.00 fee).
                                  must be an ACH   
                                  member (minimum
                                  of $25).       
      
* By Mail:          Enclose a     Enclose your     Enclosed written
c/o Firstar Mutual  signed and    check or money   instructions to exchange
Fund Services       completed     order with an    your shares between Monetta
P.O. Box 701        application   investment slip  accounts.
Milwaukee, WI       form with a   (see your 
53201-0701          check or      current account
                    money order   statement) or a
                    payable to    signed letter
                    Monetta       indicating your
                    Funds.        name, address 
                                  and account
                                  number.

* By Wire:          N/A           Deliver the      N/A
Call                              following wire
1-800-241-9772                    instructions to
for complete                      your bank:   
instructions                      1.) Firstar Bank-
                                      Milwaukee N.A.
                                  2.) ABA No. 
                                      0750-00022
                                  3.) Acct No. 
                                      112-952-137
                                  4.) Fund Name
                                  5.) Your Name
                                  6.) Your Monetta 
                                      Account No.



The above information is provided in summary form for your convenience,
please refer to each respective section of this manual for details.

    

<Page 22>

   
Redemption of Shares
                
                 New Account  Existing Account   Exchange

* By Telephone:  N/A          With telephone     With telephone exchange
1-800-241-9772                redemption         privilege, you may exchange
8 a.m. to 7 p.m.              privilege, you     shares between Monetta accounts
(Central Time)                may redeem shares  (minimum of $250, $5.00 fee).
                              from your account.         
                              The funds will be
                              sent directly to
                              you or a 
                              designated 
                              financial
                              institution.

                              With a bank
                              transfer, however,
                              your financial
                              institution must
                              be an ACH member
                              (minimum of $25).

* By Mail:       N/A          Enclose signed     Enclose written instructions to
c/o Firstar                   written            exchange your shares between
Mutual Fund                   instructions,      Monetta accounts.
Services                      including account
P.O. Box 701                  number, amount or
Milwaukee, WI                 number of shares      
53201-0701                    (redemptions of
(Overnight                    $50,000 or more       
Delivery)                     require a 
615 E.                        signature 
Michigan                      guarantee).
Street                        Checks written on
Milwaukee, WI                 the Gov't Money
53202                         Market Fund must
                              be at least $500 
                              to a maximum of 
                              $50,000.

* By Wire:       N/A          Available through  Available through pre-
                              pre-established    established broker dealer
                              broker dealer      agreements.   
                              agreements.   

    

<Page 23>

   
How to Purchase Shares

You may purchase shares of any of the Funds by telephone (if you have the ACH
plan), by check, by wire (into an existing account only), or by exchange from
your account into one of the other Monetta funds.  Your initial investment in
any of the Monetta Funds must be at least $250.  There is no minimum
additional investment amount.  Each Fund has a minimum account balance of
$250.  If you are purchasing shares to be held by a tax-sheltered retirement
plan sponsored by the Advisor, you must use special application forms which
you can obtain by calling the Funds at 1-800-MONETTA.  Your purchase order
must be received by the Funds' Transfer Agent before the close of regular
session trading on the New York Stock Exchange (ordinarily 3:00 p.m. Central
time) to receive the net asset value calculated on that day. Orders received
after the close will receive the next calculated net asset value.  Initial
purchases by an individual shareholder cannot be made by telephoning or faxing
an application to the Funds or the Transfer Agent.

Purchase by Telephone - Existing Accounts Only

By using the Funds' telephone purchase option, you may move money from your
bank account to your Fund account at your request.  Only bank accounts held at
domestic financial institutions that are Automated Clearing House (ACH)
members may be used for telephone transactions.  The option will become
effective approximately 15 business days after the application form is
received.  Subsequent investments may be made by calling 1-800-241-9772.  To
have your Fund shares purchased at the offering price determined at the close
of regular trading on a given date, the Transfer Agent must receive both your
purchase order and payment by Electronic Funds Transfer through the ACH System
before the close of regular trading on such a date.  Most transfers are
completed within one business day.  If money is moved by ACH transfer, you
will not be charged by the Funds for these services.  The minimum amount that
can be transferred by telephone is $25.  The Funds reserve the right to modify
or remove the ability to purchase shares by telephone at any time.

Purchase by Check

To purchase shares of a Fund by check, complete and sign the Share Purchase
Application included in this Prospectus and return it, with a check or other
negotiable bank draft made payable to MONETTA FUNDS.  Applications will not be
accepted unless accompanied by payment.  Additional purchases by check may be
made at any time by mailing a check payable to MONETTA FUNDS together with the
detachable form from a prior account statement or a letter indicating the
account number to which the subsequent purchase is to be credited and the
name(s) of the registered owner(s).

Purchases must be made in U. S. dollars and checks must be drawn on U. S.
banks.  No cash or third-party checks will be accepted.  If your order to
purchase shares is canceled because your check does not clear, you will be
responsible for a $20.00 return item fee and any resulting loss incurred by
the Fund.

Purchase by Wire

Shares may also be purchased by wire transfer of funds into an existing
account only.  Before wiring funds, call the Transfer Agent at 1-800-241-9772
to ensure prompt and accurate handling of your account.  Your bank may charge
you a fee for sending the wire.  The Funds will not be responsible for the
consequences of any delays, including delays in the banking or Federal Reserve
wire systems.

    

<Page 24>

   
Purchase by Exchange

You may purchase shares by exchange of shares from another Monetta existing
account either by phone or by mail.  Restrictions apply; please review the
information under "How to Redeem Shares - By Exchange."

Purchase through Intermediates

You may also purchase (and redeem) shares through investment dealers, banks,
or other institutions.  The Funds may enter into an arrangement with such an
institution allowing the institution to process purchase orders or redemption
requests for its customers with the Funds on an expedited basis, including
requesting share purchases and redemptions by telephone.  If you purchase
shares through an investment dealer, the dealer will be responsible for
promptly forwarding your order to the Fund's transfer agent.

Conditions of Purchase

The purchase order is considered to have been placed when it is received in
proper form by the Transfer Agent or by an authorized sub-transfer agent.
Once your purchase order has been accepted, you may not cancel or revoke it;
however, you may redeem the shares.  The Funds reserve the right not to accept
any purchase order that it determines not to be in the best interest of the
Fund or of a Fund's Shareholders.  Election of the Telephone Exchange
Privilege authorizes the Funds and the Transfer Agent to tape-record
instructions to purchase.  Reasonable procedures are used to confirm that
instructions received by telephone are genuine, such as requesting personal
identification information that appears on your application and requiring
permission to record the conversation.  You will bear the risk of loss due to
unauthorized or fraudulent instructions regarding your account, although the
Funds may have a risk of such loss if reasonable procedures were not used.
The Funds also reserve the right to waive or change the investment minimums
for any reason.  Monetta Fund and the Trust do not issue certificates for Fund
shares because of the availability of the telephone exchange and redemption
privileges.

How to Redeem Shares

Redemption for Cash

In Writing.  You may redeem all or part of the shares in your account, without
charge, by sending a written redemption request "in good order" to the
Transfer Agent.  A redemption request will be considered to have been received
in good order if the following conditions are satisfied:

(1) The request must be in writing, indicating the Fund, the number of shares
    or dollar amount to be redeemed, and the shareholder's account number;

(2) The request must be signed by the shareholder(s) exactly as the shares
    are registered;

(3) The signature(s) on the written redemption request must be guaranteed if
    the shares to be redeemed have a value of $50,000 or more or the redemption
    proceeds are to be sent to an address other than your address of record.

(4) Corporations and associations must submit, with each request, a form of
    acceptable resolution; and

(5) Other supporting legal documents may be required from organizations,
    executors, administrators, Trustees, or others acting on accounts not
    registered in their names.

Shares may not be redeemed by facsimile.

    

<Page 25>

   
Signature Guarantee. The signature on your redemption request must be
guaranteed if:
       -redemption proceeds are $50,000 or more
       -proceeds are to be mailed to an address other than your address of
        record
       -a change of address request has been received by the Fund or transfer
        agent within the last 15 days.

The guarantor must be a bank, member firm of a national securities exchange,
savings and loan association, credit union, or other entity authorized by
state law to guarantee signatures.  A notary public may not guarantee
signatures.  The signature guarantee must appear on the written redemption
request (the guarantor must use the phrase "signature guaranteed" and must
include the name of the guarantor bank or firm and an authorized signature).

By Telephone.  You may redeem shares having a value up to $50,000 by calling
the Transfer Agent at 1-800-241-9772, if telephone redemption is available for
your account.  To reduce the risk of a fraudulent instruction, proceeds of
telephone redemptions may be sent only to the shareholder's address of record
or to a bank or brokerage account designated by the shareholder, in writing,
on the purchase application or in a letter with the signature(s) guaranteed.
The Funds reserve the right to record all telephone redemption requests.

By ACH Transfer.  Redemption proceeds can be sent to your bank account by ACH
transfer.  You can elect this option by completing the appropriate section of
the purchase application.  If money is moved by ACH transfer, you will not be
charged by the Funds for these services.  There is a $25 minimum per ACH
transfer.  Typically, funds are credited to your bank account within three
business days.

Redemption by Exchange

By writing (without charge) to, or by telephoning (for a fee) the Transfer
Agent, you may exchange all or any portion of your shares of any of the
Monetta Funds for shares of another Fund offered by Monetta for sale in your
state.  A signed, properly completed Share Purchase Application must be on
file.  An exchange transaction is a sale and purchase of  shares for Federal
income tax purposes and may result in capital gain or loss.  The registration
of the account to which you are making an exchange must be exactly the same as
that of the Fund account from which the exchange is made and the amount you
exchange must meet any applicable minimum investment of the Fund being
purchased.  Unless you have elected to receive your dividends in cash, on an
exchange of all shares, any accrued unpaid dividends will be invested in the
Fund to which you exchange on the next business day.  An exchange may be made
by following the redemption procedure described above and indicating the Fund
to be purchased, except that a signature guarantee normally is not required.

To use the Telephone Exchange Privilege to exchange between your Monetta
accounts in the amount of $250 or more, call 1-800-241-9772 before 3:00 p.m.
Central time.  The Funds' Transfer Agent imposes a charge (currently $5.00)
for each Telephone Exchange.  The general redemption policies apply to
redemption of shares of Telephone Exchange.  The Funds reserve the right at
any time without prior notice to suspend or terminate the use of the Telephone
Exchange Privilege by any person or class of persons, or to terminate the
Privilege in its entirety. Because such a step would be taken only if their
respective Boards believe it would be in the best interests of the Funds, the
Funds expect to provide Shareholders with prior written notice of any such
action unless it appears that the resulting delay in the suspension,
limitation, modification, or termination of the Telephone Exchange Privilege
would adversely affect the Funds.  If the Funds were to suspend, limit,
modify, or terminate the Telephone Exchange Privilege, a shareholder expecting
to make a Telephone Exchange might find that an exchange could not be
processed or that there might be a delay in the implementation of the
exchange.

    

<Page 26>

   
Redemption by Checkwriting - Government Money Market Fund Only

An investor in the Government Money Market Fund may request on the Share
Purchase Application that the Government Money Market Fund provide redemption
checks drawn on the Fund.  Checks may be in amounts of $500 up to $50,000. The
shares redeemed by check will continue earning dividends until the check has
cleared.  Checks will not be returned.  If selected on the Application Form, a
book of 10 checks and 2 deposit forms will be sent to the shareholder.
Additional checks and deposit forms will be sent to the shareholder, upon
request, for a fee of $5.00 per book.  This amount will be deducted from the
shareholder's account.  In order to establish this Checkwriting privilege
after an account has been opened, the shareholder must send a written request
to the Monetta Government Money Market Fund, P. O. Box 701, Milwaukee,
Wisconsin 53201-0701.  A fee of $20 will be charged for each stop payment
request.  If there are insufficient shares in the shareholder's account to
cover the amount of the redemption by check, the check will be returned marked
"insufficient funds" and a fee of $20 will be charged to the shareholder's
account.  Because dividends on the Fund accrue daily, checks may not be used
to close an account, as a small balance is likely to result.  The Checkwriting
Privilege is only available to the Government Money Market Fund Shareholders.
The Checkwriting Privilege is not available for IRAs or other retirement
accounts.

Redemption Price

The redemption price will be the net asset value per share of the Fund next
determined after receipt by the Transfer Agent of a redemption request in good
order.  This means that your redemption request (including a telephone
exchange request) must be received in good order by the Transfer Agent before
the close of regular session trading on the New York Stock Exchange
(ordinarily 3:00 p.m. Central time) to receive the net asset value calculated
that day.  The principal value and return on your investment will fluctuate
and on redemption your shares may be worth more or less than your original
cost.

General Redemption Policies

You may not cancel or revoke your redemption request once instructions have
been received and accepted.  The Funds cannot accept a redemption request that
specifies a particular date or price for redemption or any special conditions.
Please telephone the Funds if you have any question about requirements for a
redemption before submitting your request.  If you wish to redeem shares held
by one of the tax-sheltered retirement plans sponsored by the Advisor, special
procedures of those plans apply.  See "Tax-Sheltered Retirement Plans."  If
you request payment of redemption proceeds by wire, you must pay the cost of
the wire (currently $12.00).

Your redemption request must be sent to the Transfer Agent.  If a redemption
request is sent directly to the Funds, it will be forwarded to the Transfer
Agent and will receive the redemption price next calculated after receipt by
the Transfer Agent.  If you redeem shares through an investment dealer, the
dealer will be responsible for promptly forwarding your request to the Fund's
transfer agent.  The Funds generally pay proceeds of a redemption no later
than seven days after proper instructions are received.  If you attempt to
redeem shares within 15 days after they have been purchased by check, a Fund
may delay payment of the redemption proceeds to you until it can verify that
payment for the purchase of those shares has been (or will be) collected.

    

<Page 27>

   
During periods of volatile economic and market conditions, you may have
difficulty placing your redemption or exchange by telephone, which might delay
implementation of the redemption or exchange. Use of the Telephone Redemption
or Exchange Privilege authorizes the Funds and the Transfer Agent to tape-
record all instructions to redeem shares. Reasonable procedures are used to
confirm that instructions received by telephone are genuine, such as
requesting personal identification information that appears on your
application and requiring permission to record the conversation.  You will
bear the risk of loss due to unauthorized or fraudulent instructions regarding
your account, although the Funds may have a risk of such loss if reasonable
procedures were not used.

Because of the relatively high cost of maintaining smaller accounts, the Funds
reserve the right to redeem shares in any account with a balance of less than
$250 in share value.  Prior to any such redemption, each Fund will give the
shareholder thirty days' written notice during which time the shareholder may
increase his investment to avoid having his shares redeemed.  The $250 minimum
balance will be waived if the account balance drops below the required minimum
due to market erosion.

               Dividends, Distributions, and Federal Taxes

The Monetta Fund, Small-Cap Fund, Mid-Cap Fund, and Large-Cap Fund declare and
pay income dividends, if any, at least annually.  The Balanced Fund pays
income dividends, if any, quarterly.  The Intermediate Bond Fund declares and
pays income dividends monthly.  Income dividends of the Government Money
Market Fund are declared daily and paid monthly. Capital gains, if any, are
distributed by each Fund at least annually. Distributions of a Fund are
automatically reinvested in additional shares of that Fund unless you elect
payment in cash.  Cash dividends can be sent to you by check or deposited
directly into your bank account.  Call the Transfer Agent at 1-800-241-9772
for more information and forms to sign up for direct deposit.

Each Fund reserves the right to reinvest the proceeds and future distributions
in additional Fund shares at the current net asset value if checks mailed to
you for distributions are returned as undeliverable or not presented for
payment within six months.

Each Fund is a separate entity for Federal income tax purposes.  Each Fund
intends to continue to qualify as a "regulated investment company" under the
Internal Revenue Code and, thus, not be subject to Federal income taxes on
amounts it distributes to Shareholders.

Each Fund will distribute all of its net income and gains to Shareholders.
Dividends from investment income and net short-term capital gains are taxable
as ordinary income.  Distributions of long-term capital gains are taxable as
long-term gains, regardless of the length of time you have held your shares in
a Fund.  Distributions will be taxable to you whether received in cash or
reinvested in shares of a Fund.  You will be advised annually as to the source
of your distributions for tax purposes.  If you are not subject to income
taxation, you will not be required to pay tax on amounts distributed to you.
If you purchase shares shortly before a record date for a distribution, you
will, in effect, receive a return of a portion of your investment, but the
distribution will be taxable to you even if the net asset value of your shares
is reduced below your cost. However, for Federal income tax purposes, your
original cost would continue as your tax basis.

If you fail to furnish your social security or other tax identification number
or to certify properly that it is correct, the Funds may be required to
withhold Federal income tax, currently at the rate of 31% ("backup
withholding"), from dividend, capital gain, and redemption payments to you.
Your dividend and capital gain payments may also be subject to backup
withholding if you fail to certify properly that you are not subject to backup
withholding due to the under-reporting of certain income. These certifications
are contained in the Share Purchase Application, which you should complete and
return when you make your initial investment.

    

<Page 28>

   
                      Determination of Net Asset Value

The purchase and redemption price of each Fund's shares is its net asset value
per share.  The net asset value of a share of each Fund is determined as of
the close of trading on the New York Stock Exchange (currently 3:00 p.m.
Central time) by dividing the difference between the values of the Fund's
assets and liabilities by the number of shares outstanding.  This is referred
to as "net asset value per share,"  which is determined as of the close of
regular session trading at the New York Stock Exchange on each day on which
that exchange is open for trading.

Valuation

Securities for which market quotations are readily available at the time of
valuation are valued on that basis.  Each security traded on a national stock
exchange is valued at its last sale price on that exchange on the day of
valuation or, if there are no sales that day, at the mean of the latest bid
and asked quotations.  Each over-the-counter security for which the last sale
price on the day of valuation is available from the Nasdaq National Market is
valued at that price.  All other over-the-counter securities for which
reliable quotations are available are valued at the mean of the latest bid and
asked quotations.  Long-term straight-debt securities for which market
quotations are not readily available are valued at a fair value based on
valuations provided by pricing services approved by the respective Boards,
which may employ electronic data processing techniques, including a matrix
system, to determine valuations.  Short-term debt securities for which market
quotations are not readily available are valued by use of a matrix prepared by
the Advisor based on quotations for comparable securities. Other assets and
securities held by a Fund for which these valuation methods do not produce a
fair value are valued by a method that the Board believes will determine a
fair value.

Valuation of the Government Money Market Fund

The Government Money Market Fund attempts to maintain its net asset value at
$1.00 per share.  Portfolio securities are valued based on their amortized
cost, which does not take into account unrealized gains or losses.  Other
assets and securities of the Fund for which this valuation method does not
produce a fair value are valued at a fair value determined by the Board.  The
extent of any deviation between the Fund's asset value based upon market
quotations or equivalents and $1.00 per share based on amortized cost will be
examined by the Board of Trustees.  If such deviation were to exceed 1/2 of
1%, the Board would consider what action, if any, should be taken, including
selling portfolio instruments; increasing, reducing, or suspending
distributions; or redeeming shares in kind.

                            Shareholder Services

Reporting to Shareholders

You will receive a confirmation statement reflecting each of your purchases
and redemptions of shares of a Fund, as well as periodic statements detailing
distributions made by each Fund of which you are a Shareholder.  You may elect
to receive a combined statement for all Funds for which you are a shareholder.
In addition, you will receive semi-annual and annual reports showing the
portfolio holdings of each Fund and annual tax information.

    

<Page 29>

   
Certain Account Changes

Investors who wish to make a change in their address of record, a change in
investments made through an automatic investment plan, or a change in the
manner in which dividends are received may do so by calling the transfer agent
at 1-800-241-9772.

Automatic Investment Plan

The Funds have an Automatic Investment Plan which permits an existing
Shareholder to purchase additional shares of any Fund (minimum $25 per
transaction) at regular intervals.  Under the Automatic Investment Plan,
shares are purchased by transferring funds from a Shareholder's checking, bank
money market, NOW account, or savings account in an amount of $25 or more
designated by the Shareholder.   At your option, the account designated will
be debited and shares will be purchased on the date elected by the
shareholder.  Payroll deduction is available for certain qualifying employers;
please call 1-800-MONETTA for further information.  There must be a minimum of
seven days between automatic purchases.  If the date elected by the
Shareholder is not a business day, funds will be transferred the next business
day thereafter.  Only an account maintained at a domestic financial
institution which is an Automated Clearing House member may be so designated.
To establish an Automatic Investment Account, complete and sign Section G of
the Shareholder Purchase Application included in this Prospectus and send it
to the Transfer Agent.  You may cancel this privilege or change the amount of
purchase at any time by calling 1-800-241-9772 or by mailing instructions to
the Transfer Agent.  The change will be effective five business days following
receipt of your notification by the Transfer Agent.  A Fund may modify or
terminate this privilege at any time or charge a service fee, although no such
fee currently is contemplated.  However, a $20.00 fee will be imposed by the
Transfer Agent if sufficient funds are not available in the Shareholder's
account at the time of the automatic transaction.

Systematic Exchange Plan

The Funds offer a Systematic Exchange Plan whereby a Shareholder may
automatically exchange shares (in increments of $250 or more) of one Monetta
fund into another on any day, either monthly or quarterly. For additional
information and a Systematic Exchange Plan form, please call the Transfer
Agent at 1-800-241-9772.  Before participating in the Systematic Exchange
Plan, an investor should consult a tax or other financial advisor to determine
the tax consequences of participation.

Systematic Withdrawal Plan

The Funds offer a Systematic Withdrawal Plan for Shareholders who own shares
of any Fund worth at least $10,000 at current net asset value.  Under the
Systematic Withdrawal Plan, a fixed sum (minimum $500) will be distributed at
regular intervals (on any day, either monthly or quarterly).  In electing to
participate in the Systematic Withdrawal Plan, investors should realize that,
within any given period, the appreciation of their investment in a particular
Fund may not be as great as the amount withdrawn.  A Shareholder may vary the
amount or frequency of withdrawal payments or temporarily discontinue them by
notifying the Transfer Agent at 1-800-241-9772.  The Systematic Withdrawal
Plan does not apply to shares of any Fund held in Individual Retirement
Accounts or defined contribution retirement plans.  For additional information
or to request an application, please call 1-800-241-9772.

    

<Page 30>

   
                       Tax-Sheltered Retirement Plans

The Advisor offers prototype tax-sheltered retirement plans for individuals,
businesses, and nonprofit organizations.  Please call 1-800-MONETTA for
booklets describing the following programs and the forms needed to establish
them:

Individual Retirement Accounts (IRAs) for employed individuals and their non-
employed spouses.

Education IRA, providing tax-free earnings growth and tax-free withdrawals for
certain higher education expenses (contributions not deductible).

Roth IRA, providing tax-free earnings growth and tax-free withdrawals with
certain greater flexibility than Traditional IRAs (contributions not
deductibles).

Money Purchase Pension and Profit Sharing Plans, including salary deferral
(401(k)) plans, for self-employed individuals, partnerships, and corporations.

403(b) Retirement Plans for nonprofit organizations.

Savings Incentive Match Plans (Simple-IRAs) permitting employers to provide
retirement benefits, including salary deferral, to their employees using IRAs
and minimizing administration and reporting requirements.

    

<Page 31>

   
                               FINANCIAL HIGHLIGHTS

The financial highlights tables are intended to help you understand the Funds'
financial performance for the past 5 years through December 31st for each year
shown (or for Funds with a performance history shorter than 5 years, through
December 31st of each year shown).  Certain information reflects financial
results for a single Fund share.  The total returns in the table represent the
rate that an investor would have earned (or lost) on an investment in each of
the Funds (assuming reinvestment of all dividends and distributions).  This
information has been audited by KPMG LLP, whose report, along with the Funds'
financial statements, are included in the Annual Reports, which are available
upon request and incorporated by reference into the SAI.

<TABLE>
<CAPTION>
                               Monetta Fund

                               1998     1997     1996     1995      1994
<S>                        <C>       <C>      <C>      <C>      <C>
Net asset value,
 beginning of period        $17.274  $15.842  $15.591  $14.515   $15.539

Income From Investment Operations

 Net investment income      (0.104)  (0.041)  (0.079)    0.029   (0.026)
 Net gains or losses on securities (both
  realized and unrealized)  (1.554)    4.223    0.330    4.075   (0.938)
Total from investment
 operations                (1.658)    4.182    0.251    4.104   (0.964)

Less Distributions

 Dividends (from net investment
  income)                     0.000    0.000    0.000  (0.028)     0.000
 Distributions (from capital
  gains)                    (0.652)  (2.750)    0.000  (3.000)   (0.060)
 Return of Capital            0.000    0.000    0.000    0.000     0.000
Total distributions         (0.652)  (2.750)    0.000  (3.028)   (0.060)

Net asset value,
 end of period              $14.964  $17.274  $15.842  $15.591   $14.515

Total return                (9.03)%   26.18%    1.60%    28.02%  (6.21%)

Ratios/Supplemental Data

Net assets, end of period
 ($ millions)                $124.7   $163.4   $211.5   $362.7    $364.9
Ratio of expenses to
 average net assets           1.36%    1.48%    1.38%    1.36%     1.35%
Ratio of net investment income
 to average net assets      (0.64)%  (0.24)%  (0.51)%    0.18%   (0.15%)
Portfolio turnover rate      107.5%    97.8%   204.8%   272.0%    191.3%
</TABLE>
The per share ratios are calculated using the weighted average number of
 shares outstanding during the period, except distributions which are based on
 shares outstanding at record date.

    

<Page 32>

   
<TABLE>
<CAPTION>
                                           Small-Cap
                                          Equity Fund

                                                               2/1/97
                                                               Through
                                             1998             12/31/97
<S>                                       <C>                 <C>
Net asset value, beginning of
period                                    $13.900              $10.000

Income From Investment Operations

 Net investment income                    (0.272)              (0.148)
 Net gains or losses on securities (both
  realized and unrealized)                (0.136)                4.878
Total from investment operations          (0.408)                4.730

Less Distributions

 Dividends (from net investment
  income)                                   0.000                0.000
 Distributions (from capital
  gains)                                  (0.096)              (0.830)
  Return of Capital                         0.000                0.000
Total distributions                       (0.096)              (0.830)

Net asset value, end of period            $13.396              $13.900

Total return                              (2.81)%              47.17%*

Ratios/Supplemental Data

Net assets, end of period ($ thousands)    $3,980               $2,518
Ratio of expenses to average net assets     2.39%               1.75%*
Ratio of net investment income
 to average net assets                    (2.04)%             (1.13)%*
Portfolio turnover rate                    200.4%              138.8%*
</TABLE>
*Ratios and total return for the year of inception are not annualized. 
The per share ratios are calculated using the weighted average number of shares
outstanding during the period, except distributions which are based on shares
outstanding at record date.

<TABLE>
<CAPTION>
                                       Mid-Cap Equity Fund
 
                                 1998     1997        1996    1995       1994
<S>                           <C>      <C>         <C>     <C>        <C>
Net asset value, beginning of
 period                       $14.975  $14.814     $11.962 $12.199    $12.537

Income From Investment Operations

 Net investment income          0.022  (0.045)       0.044   0.059      0.071
 Net gains or losses on securities (both
  realized and unrealized)    (0.266)    4.296       2.852   2.874      0.193
Total from investment
 operations                   (0.244)    4.251       2.896   2.933      0.264

Less Distributions

 Dividends (from net investment
  income)                     (0.022)    0.000     (0.044) (0.050)    (0.069)
 Distributions (from capital
  gains)                      (1.138)  (4.090)       0.000 (3.120)    (0.533)
 Return of Capital              0.000    0.000       0.000   0.000      0.000
Total distributions           (1.160)  (4.090)     (0.044) (3.170)    (0.602)
Net asset value,
 end of period                $13.571  $14.975     $14.814 $11.962    $12.199

Total return                  (0.85%)   29.14%      24.20%  24.54%      2.17%

Ratios/Supplemental Data

Net assets, end of period
 ($ thousands)                $18,920  $21,908     $17,338 $14,216    $11,736
Ratio of expenses
 to average net assets          1.21%    1.26%       1.23%   1.25%      1.30%
Ratio of net investment income
 to average net assets          0.15%  (0.28%)       0.32%   0.44%      0.57%
Portfolio turnover rate        237.6%   137.8%       93.3%  254.4%     210.0%
</TABLE>
*Ratios and total return for the year of inception are not annualized.
The per share ratios are calculated using the weighted average number of
 shares outstanding during the period, except distributions that are based on
 shares outstanding at record date.

    

<Page 33>

   
<TABLE>
<CAPTION>
                                      Large-Cap
                                     Equity Fund
                                                                    9/1/95
                                                                    Through
                                        1998        1997    1996   12/31/95
<S>                                  <C>         <C>     <C>        <C>
Net asset value, beginning of
 period                              $13.359     $12.266 $10.571    $10.000

Income From Investment Operations

 Net investment income               (0.068)     (0.007)   0.023      0.005
 Net gains or losses on securities (both
  realized and unrealized)             1.074       3.250   2.928      0.570
Total from investment operations       1.006       3.243   2.951      0.575

Less Distributions

 Dividends (from net investment
  income)                            (0.000)     (0.000) (0.023)    (0.004)
 Distributions (from capital
  gains)                             (0.928)     (2.150) (1.233)    (0.000)
 Return of Capital                     0.000       0.000   0.000      0.000
Total distributions                  (0.928)     (2.150) (1.256)    (0.004)

Net asset value, end of period       $13.437     $13.359 $12.266    $10.571

Total return                           8.99%      26.64%  28.20%     5.74%*

Ratios/Supplemental Data

Net assets, 
 end of period ($ thousands)          $4,185      $4,265  $2,288     $1,072
Ratio of expenses to 
 average net assets                    1.86%       1.51%   1.51%     0.69%*
Ratio of net investment income
 to average net assets               (0.52%)     (0.05%)   0.31%     0.05%*
Portfolio turnover rate               207.5%      123.2%  152.7%     38.2%*
</TABLE>
*Ratios and total return of the year of inception are not annualized.
The per share ratios are calculated using the weighted average number of
 shares outstanding during the period, except distributions which are based on
 shares outstanding at record date.

    

<Page 34>

   
<TABLE>
<CAPTION>
                                           Balanced Fund
                                                                   9/1/95
                                                                   Through
                                        1998        1997    1996   12/31/95
<S>                                  <C>         <C>     <C>        <C>
Net asset value, beginning of
 period                              $14.078     $12.643 $10.605    $10.000

Income From Investment Operations

 Net investment income                 0.290       0.264   0.132      0.009
 Net gains or losses on securities (both
  realized and unrealized)             0.838       2.398   2.598      0.602
Total from investment operations       1.128       2.662   2.730      0.611

Less Distributions

 Dividends (from net investment
  income)                            (0.286)     (0.224) (0.132)    (0.004)
 Distributions (from capital
  gains)                             (0.444)     (1.003) (0.560)    (0.002)
 Return of Capital                     0.000       0.000   0.000      0.000
Total distributions                  (0.730)     (1.227) (0.692)    (0.006)

Net asset value, end of period       $14.476     $14.078 $12.643    $10.605

Total return                           8.59%      21.21%  25.94%     6.16%*

Ratios/Supplemental Data

Net assets, 
 end of period ($ thousands)         $14,489     $12,054  $2,336       $410
Ratio of Expenses
 to average net assets                 0.84%       1.02%   1.40%     0.91%*
Ratio of Net investment income
 to average net assets                 2.06%       1.88%   1.54%     0.08%*
Portfolio turnover rate               127.7%      115.9%  117.8%     54.8%*
</TABLE>

*Ratios and total return for the year of inception are not annualized.
The per share ratios are calculated using the weighted average number of
 shares outstanding during the period, except distributions which are based on
 shares outstanding at record date.

    

<Page 35>

   
<TABLE>
<CAPTION>
                                 Intermediate Bond Fund

                                  1998     1997     1996    1995     1994
<S>                          <C>        <C>      <C>     <C>      <C>
Net asset value,
 beginning of period           $10.445  $10.208  $10.244  $9.624  $10.345

Income From Investment Operations

 Net investment income           0.592    0.599    0.612   0.655    0.589
 Net gains or losses on securities (both
  realized and unrealized)       0.269    0.278    0.019   0.740  (0.690)
Total from investment
operations                       0.861    0.877    0.631   1.395  (0.101)

Less Distributions

 Dividends (from net investment
  income)                      (0.577)  (0.592)  (0.612) (0.655)  (0.580)
 Distributions (from capital
  gains)                       (0.077)  (0.048)  (0.055) (0.120)  (0.040)
  Return of Capital              0.000    0.000    0.000   0.000    0.000
Total distributions            (0.654)  (0.640)  (0.667) (0.775)  (0.620)

Net asset value,
end of period                  $10.652  $10.445  $10.208 $10.244   $9.624

Total return                     8.38%    8.91%    6.46%  14.84%  (1.04%)

Ratios/Supplemental Data

Net assets, end of period
 ($ thousands)                  $6,676   $3,933   $2,769  $3,589   $3,010
Ratio of Expenses to average
 net assets- Gross (a)           0.75%    0.87%    0.85%   0.75%    0.88%
Ratio of Expenses to average
 net assets - Net                0.55%    0.65%    0.55%   0.27%    0.28%
Ratio of Net investment income
 to average net assets-Gross (a) 5.39%    5.60%    5.45%   5.46%    5.34%
Ratio of Net investment income
 to average net assets-Net       5.59%    5.82%    5.75%   5.94%    5.94%
Portfolio turnover rate          52.0%    96.7%    28.9%   75.1%    94.5%
</TABLE>

(a) Ratios of expenses and net income adjusted to reflect investment advisory
 fees and charges of the Trust's custodian and transfer agent assumed by the
 investment advisor.

The per-share ratios are calculated using the weighted average number of
 shares outstanding during the period, except distributions which are based on
 shares outstanding at record date.

    

<Page 36>

   
<TABLE>
<CAPTION>
                                       Government Money Market Fund

                                  1998     1997     1996    1995    1994
<S>                             <C>      <C>      <C>     <C>      <C>
Net asset value, beginning of
 period                         $1.000   $1.000   $1.000  $1.000   $1.000

Income From Investment Operations

 Net investment income           0.051    0.050    0.049   0.059    0.040
 Net gains or losses on
  securities (both
  realized and unrealized)       0.000    0.000    0.000   0.000    0.000
Total from investment operations 0.051    0.050    0.049   0.059    0.040

Less Distributions

 Dividends (from net investment
  income)                      (0.051)  (0.050)  (0.049) (0.059)  (0.040)
 Distributions (from capital
  gains)                         0.000    0.000    0.000   0.000    0.000
 Return of Capital               0.000    0.000    0.000   0.000    0.000
Total distributions            (0.051)  (0.050)  (0.049) (0.059)  (0.040)

Net asset value,
 end of period                  $1.000   $1.000   $1.000  $1.000   $1.000

Total return                     5.24%    5.15%    5.06%   5.87%    4.04%

Ratios/Supplemental Data

Net assets, end of period
 ($ thousands)                  $4,095   $4,464   $6,232  $4,393   $3,315
Ratio of Expenses to
 average net assets - Gross (a)  0.68%    0.76%    0.67%   0.59%    0.66%
Ratio of Expenses to
 average net assets - Net        0.32%    0.39%    0.31%   0.07%    0.00%
Ratio of Net investment income
 to average net assets
 -Gross (a)                      4.76%    4.65%    4.59%   5.17%    3.39%
Ratio of Net investment income
 to average net assets-Net       5.11%    5.02%    4.95%   5.69%    4.04%
Portfolio turnover rate            N/A      N/A      N/A     N/A      N/A
</TABLE>
(a) Ratios of expenses and net income adjusted to reflect investment advisory
 fees and charges of the Trust's custodian and transfer agent assumed by the
 investment advisor.

The per-share ratios are calculated using the weighted average number of
 shares outstanding during the period, except distributions which are based on
 shares outstanding at record date.

    

<Page 37>

   
ADDITIONAL INFORMATION                    Distributed By Funds Distributor, Inc.
*Annual and Semi-Annual Reports
*Statement of Additional Information

The Annual and Semi-Annual Reports contain more detailed information about the
Funds' investment strategies and market conditions  that significantly
affected performance during the most recent fiscal year.

The Statement of Additional Information provides detailed information about
the Funds and is incorporated by reference into this Prospectus, making the
SAI a legal part of this Prospectus.

Information about the Funds, including these reports, can be obtained without
charge (except where noted) upon request.

                  MONETTA                       SEC

*In Person        1776-A South Naperville Road  Public Reference Room
                  Suite 100                     Washington, D.C.
                  Wheaton, IL  60187-8133

*By Telephone     1-800-MONETTA                 1-800-SEC-0330
                  1-800-684-3416 (TDD)          (Location/Hours/Fees Only)
      

*By Mail          1776-A South Naperville Road  Public Reference Section
                  Suite 100                     Washington, D.C.  20549-6009
                  Wheaton, IL  60187-8133       (Payment of duplication fee
                                                required with request)

*By Internet:     http://www.monetta.com        http://www.sec.gov

INVESTMENT COMPANY ACT FILE NO:                 Monetta Fund 811-4466
                                                Monetta Trust 811-7360

Monetta Family of Mutual Funds
1776-A South Naperville Road, Suite 100
Wheaton, IL  60187-8133

    

<Page 38>

[LOGO]               Share Purchase Application         [LOGO]

Use  this  form  for individual custodial, trust, profit sharing, or
pension plan accounts.   Do  not  use this form for Monetta Funds-sponsored
IRA, Defined Contribution (401(k) or  403(b))  plans  which  require  forms
available from Monetta Funds.  For information please call 1-800-666-3882.

            1-800-MONETTA                       WWW.MONTTA.COM

A. Account Registration

[_]Individual                             [_]Joint Owner*

Name_______________________________     Birthdate________________
Social Security Number__________________Citizen of   [_] US   [_] Other
Joint Owner Name________________________Birthdate________________
Social Security Number__________________Citizen of   [_] US   [_] Other

* Registration will be Joint Tenants with Rights of Survivorship (JTWROS)
unless otherwise specified.

[_]Gift to Minor
Custodian_______________________________________________________________
Minor__________________________________________ Minor's Birthdate_________
Minor's Social Security Number__________________Citizen of  [_] US  [_] Other

   
[_]Corporation, Partnership, or Other Entity
Name of Legal Entity______________________________________________________
Taxpayer Identification Number______________________________________________
A  corporation resolution form or certificate is required  for
corporation accounts.
    
   
[_]Trust, Estate,or Guardianship
Name___________________________________________________________________
Name of Fiduciary(s)______________________________________________________
Taxpayer Identification Number________________________Date of Trust__________
Additional documentation and certification may be requested.
    
B. Mailing Address                      []Send Duplicate Confirmation To:

_____________________________________   ___________________________________
Street Address, Apt. #                  Name

_____________________________________   ___________________________________
City, State, Zip Code                   Street Address, Apt #

_____________________________________   ___________________________________
Daytime Phone Number                    City, State, Zip Code 


- -----------------------------------------------------------------------------
   
C. Investment Choices

The minimum initial investment is $250 for shares in any of the
Monetta Funds. There is no minimum for subsequent investments; however, for the
Automatic Investment Plan, the minimum is $25 per quarter.  
    
   
                                        Distribution Options
                                             Capital
                                             Gains and  
                                            Distributions   Amount Frequency Day
                            Contributions  Reinvested Cash         Month Qrt  
MONETTA FUND                     $         [_]        [_]   ______ []    []  ___
MONETTA SMALL-CAP EQUITY FUND    $         [_]        [_]   ______ []    []  ___
MONETTA MID-CAP EQUITY FUND      $         [_]        [_]   ______ []    []  ___
MONETTA LARGE-CAP EQUITY FUND    $         [_]        [_]   ______ []    []  ___
MONETTA BALANCED FUND            $         [_]        [_]   ______ []    []  ___
MONETTA INTERMEDIATE BOND FUND   $         [_]        [_]   ______ []    []  ___
MONETTA GOV'T MONEY MARKET FUND  $         [_]        [_]   ______ []    []  ___
           Total Amount Enclosed $_______
                                        
   
Please see Section G for Bank Information

(If no distribution option is checked, dividends and capital gains will be
reinvested.)

D. Telephone Options

Your signed Application must be received at least 15 business days prior to
initial transaction.

An unsigned voided check (for checking accounts) or a savings
account deposit slip is required with your Application.

[_]Check if savings account

TELEPHONE REDEMPTION.  The proceeds will be mailed to the address in
Section B. The  telephone  redemption  privilege automatically
applies unless you check the box below.

                [_]I DO NOT authorize telephone redemption

If you have not declined telephone redemption and you  elect  to  have  the
amount deposited (via wire payment) to your bank account, complete bank
account  information  below.   A $12.00 fee will be charged to your account
for each wire transfer.

TELEPHONE  EXCHANGE.   Permits   the   exchange  of  shares  between
identical  registered  accounts. The  telephone   exchange   privilege
automatically applies unless you check the box below.

                 [_]I DO NOT authorize telephone exchange

[_]Telephone Redemption (ACH).  The proceeds will be electronically sent to
your bank account.  Complete bank account information below.

[_]Telephone  Purchase  (ACH).   Permits  the purchase of additional shares
using  your  bank  account to clear the transaction.   Minimum  of  $25.00.
Complete bank account information below. 


    
   
Name(s) on Bank Account_____________________________________________________
Bank Name______________________________ Bank Account Number_________________
Bank Address________________________________________________________________
    
______________________________________________________________________________

E. Checkwriting

   
(Monetta Government Money Market Fund Only.  Not available for IRA or
other retirement accounts).
       
                  _____________________
   Account Number|_____________________|
                 |_____________________|
                  (for Bank Use Only)

[_]Check  this  box  if  you  would  like  to  establish  check  redemption
privileges for the Monetta Government Money Market Fund and have 10  checks
and  2  deposit  forms printed.  Each additional book of checks and deposit
forms will be $5.00.   This  amount  will  be  deducted  from your account.
Check redemption privileges are subject to the conditions  on  the  reverse
side.

______________________________________________________________________________
Name  on Monetta Government Money Market Fund Account (must be the same  as
Account Registration-please print)

______________________________________ ____________________________________
Authorized Signature(s) (For joint accounts, all owners must sign)
For a corporate, trust, other entity, or joint account, how many authorized
signatures are required?__________________

<PAGE>
______________________________________________________________________________

F. Backup Withholding

   
[] Check this box only if  the  IRS  has  notified  you  that  you  are
subject  to backup withholding.
    
______________________________________________________________________________
   
G. Bank Information for Automatic Investment Plan (AIP)
    

Your signed Application must be received at least 15 business days prior to
initial transaction.

An  unsigned  voided  check from your checking account or a savings account
deposit slip is required with your application.

[_]Check if savings account


   

Name(s) on Bank Account____________________________________________________
Bank Name____________________________Bank Account Number__________________
Bank Address ______________________________________________________________
_________________________________________  ________________________________
Signature of Bank Account Owner            Signature of Joint Owner
    
*  Termination  must be in writing or by calling Firstar Trust Company.
Allow 5 business days  to become effective.  Your participation in the Plan
will terminate automatically if you redeem all your Monetta fund shares.
* IRA contributions apply  as a current year purchase (purchases may not be
used for prior year contributions).
______________________________________________________________________________

H. Signature & Certification

I affirm that I have received  a  current  prospectus  of the Funds and
agree to be bound by its terms.  I certify that I have full  authority  and
legal  capacity  to purchase shares of the Fund(s) and to establish and use
any related privileges,  and agree that such privileges and their terms and
conditions shall be governed  by  Illinois  law.   If I have not provided a
social  security  or  other  tax identification number in  Part  A  of  the
application, by signing the application, I: (i) certify, under penalties of
perjury, that I have not been  issued  a number but have applied (or
soon will apply) for one;  and  (ii)  understand that if I do
not  provide  the  Funds  or their transfer agent with a  certified  number
within 60 days, they will be  required  to  withhold 31% from all dividend,
capital gain, and redemption payments  from  my  account(s)  until I
provide them with a certified number.

I  understand that the Telephone Redemption and Exchange Privilege(s)  will
apply  to  my  account unless I have specifically declined the privilege in
Part D of this  application.   I  understand  that  by  signing this
application, unless the Privilege(s) is declined, I agree that neither  the
Funds  nor  their  transfer  agent,  their  agents,  officers,  trustees or
employees  will  be  liable  for  any loss, liability, cost or expense  for
acting instructions given under the  Privilege(s),  placing the risk of any
loss on me.  See "How to Redeem Shares - By Exchange" in the prospectus.

I agree that any of the Funds and their transfer agent  may  redeem  shares
and retain the proceeds from any of my account(s) with any Fund(s) up  to a
total  of  (a) any IRS penalties attributed to my failure to provide any of
the Funds or  their  transfer  agent  with correct and complete information
requested by either, and (b) any tax not  withheld from distributions to me
which should have been withheld by them.

UNDER THE PENALTY OF PERJURY, I CERTIFY THAT (1) THE SOCIAL SECURITY NUMBER
OR TAXPAYER IDENTIFICATION NUMBER SHOWN ON THIS FORM IS MY CORRECT TAXPAYER
IDENTIFICATION NUMBER AND (2) I AM NOT SUBJECT  TO  BACKUP WITHHOLDING AS A
RESULT OF A FAILURE TO REPORT ALL INTEREST OR DIVIDENDS,  OR  THE  IRS  HAS
NOTIFIED  ME  THAT  I  AM NO LONGER SUBJECT TO BACKUP WITHHOLDING.  THE IRS
DOES NOT REQUIRE YOUR CONSENT  TO ANY PROVISION OF THIS DOCUMENT OTHER THAN
THE CERTIFICATION IN THIS PARAGRAPH REQUIRED TO AVOID BACKUP WITHHOLDING.
   
(Note: you must check the box in  Part F of this application if the
IRS has notified you that you are subject to backup withholding due to
your failure to report such income).
    
____________________________________  ______________________________________
Signature*                      Date  Signature of Co-Owner, if any     Date
   
*  If  shares are to be registered in the name of (1) two persons jointly, both
persons  must  sign,  (2)  a  custodian  for a minor, the custodian must
sign, (3) a trust, the trustee(s) must sign, or (4) a corporation
or other entity, an officer must sign and print name and title on space below.
    
______________________________________________________________________________
Print name and title of officer signing for a corporation or other entity.
______________________________________________________________________________

I. Dealer Information

Please be sure to complete representative's first name and middle initial.

____________________________________  _________________________________________
Dealer Name                           Representative's Last Name  First Name MI


DEALER HEAD OFFICE                    REPRESENTATIVE'S BRANCH OFFICE

____________________________________  _________________________________________
Address                               Address
____________________________________  _________________________________________
City, State Zip                       City, State, Zip
____________________________________  _________________________________________
Telephone Number                      Telephone Number

B.N.   0___ ___ ___ ___               _________________________________________
For Internal Use Only                 Rep's A.E. Number
______________________________________________________________________________
   
                         Make Checks Payable to Monetta Funds

Overnight Express Mail to:                   Mail Completed Application to:
Monetta Funds                                Monetta Funds
c/o Firstar Trust Company                    c/o Firstar Trust Company
615 East Michigan Street                     Mutual Fund Services
3rd Floor                                    P.O. Box 701
Milwaukee, WI 53202                          Milwaukee, WI 53202-0701
    
_____________________________________________________________________________


J. Condition of Redemption Option

   
Checks may not be for less than $500 or such other  minimum  amounts as may
from  time  to  time be established by the Monetta Government Money  Market
Fund upon prior written  notice  to  its  shareholders.  Maximum amount for
withdrawal  is  $50,000.   Shares  purchased  by   check (including
certified or cashier's check), will not be redeemed by  checkwriting  or any
other method of redemption until the transfer agent is reasonably satisfied
that  the  check  has  been  collected,  which  could  take  up  to  7 days
from the purchase date.
    
   
By  signing this card, I appoint the Firstar Bank Milwaukee, NA, my
agent  to  present  checks  drawn  on  this  account to the transfer agent,
Firstar Trust Company, as requests to redeem shares and I authorize
the Monetta Government Money Market Fund and Firstar Trust Company to honor
such requests and redeem shares in an amount equal  to  the  amount  of the
check.   I  agree  to  be  subject  to  the  rules  pertaining to the check
redemption privileges as amended from time to time.  The Monetta Government
Money Market Fund or Firstar Trust Company may reserve  the right to modify
or terminate this account and authorization at any time.
    


                                        STATEMENT OF ADDITIONAL INFORMATION
                                                             APRIL 30, 1999


MONETTA FAMILY OF MUTUAL FUNDS
1776-A South Naperville Road Suite 100
Wheaton, IL 60187
(1-800-MONETTA)
WWW.MONETTA.COM


MONETTA FUND, INC.

MONETTA TRUST, INCLUDES THE FOLLOWING SERIES:

   MONETTA SMALL-CAP EQUITY FUND

   MONETTA MID-CAP EQUITY FUND

   MONETTA LARGE-CAP EQUITY FUND

   MONETTA BALANCED FUND

   MONETTA INTERMEDIATE BOND FUND

   MONETTA GOVERNMENT MONEY MARKET FUND



This  Statement  of  Additional  Information  (SAI)  is  not  a Prospectus,
and should be read in conjunction with the Funds' Prospectus dated April 30,
1999, which is incorporated by reference into this SAI and maybe obtained
from the Funds at the above phone number or address. 

This SAI contains additional and more detailed information about the Fund's 
operations and activities than the Prospectus.  The Annual Report, which
contains important financial information about the Funds, is incorporated 
by reference into this SAI and is also availabe, without charge, at the
above phone number or address.

<Page1>



TABLE OF CONTENTS                                               PAGE

  . THE FUNDS' HISTORY .........................................3
  . INFORMATION ABOUT THE FUNDS ................................3
      Investment Guidelines ....................................3
      Investment Strategies and Risks ..........................3
      Investment Restrictions ..................................8

 . DIRECTORS, TRUSTEES AND OFFICERS .............................11
 . SIGNIFICANT SHAREHOLDERS .....................................13
 . SERVICE PROVIDERS ............................................14
      Investment Advisor and Administrator ....................14
      Distributor .............................................15
      Transfer Agent and Custodian ............................15
      Legal Counsel ...........................................15
      Independent Auditors ....................................15
 . 12b-1 PLAN ...................................................16
 . BROKERAGE ALLOCATION .........................................17
 . CAPITAL STOCK  ...............................................19
 . SHAREHOLDER SERVICES .........................................20
 . TAXATION OF THE FUNDS ........................................21
 . PERFORMANCE INFORMATION ......................................21
 . FINANCIAL STATEMENTS .........................................24
 . APPENDIX I - FIXED INCOME SECURITIES RATINGS .................24

<Page 2>

THE FUNDS' HISTORY

Monetta Fund, Inc. ("Fund" or the "registrant") is an open-end, diversified
management investment company that was organized in 1985 as a Maryland
corporation. The inception date of the Monetta Fund is 05/06/86.

Monetta  Trust  ("TRUST"   or   the  "registrant")  is  also  an  open-end,
diversified  management  investment   company   that  was  organized  as  a
Massachusetts Trust in 1992.  The following funds  are  each  a  series  of
Monetta Trust:

<TABLE>
<CAPTION>
                                                             INCEPTION DATE
  <S>                                                         <C>
  Monetta Small-Cap Equity Fund                               02/01/97
  Monetta Mid-Cap Equity Fund                                 03/01/93  
  Monetta Large-Cap Equity Fund                               09/01/95
  Monetta Balanced Fund                                       09/01/95
  Monetta Intermediate Bond Fund                              03/01/93
  Monetta Government Money Market Fund                        03/01/93
</TABLE>


INFORMATION ABOUT THE FUNDS

INVESTMENT GUIDELINES

Each  Fund's  investment  objectives,  as  stated in the Prospectus, differ
principally  in the types of securities selected  for  investment  and  the
relative importance  each  Fund  places on growth potential, current income
and  preservation of capital as considerations  in  selecting  investments.
Each Fund's  investment objective is a fundamental policy, which may not be
changed without  the  approval  of  a  majority  of  the outstanding voting
securities of that Fund.  This means that the approval of the lesser of (i)
67% of the Fund's shares present at a meeting, if more  than  50% of all of
the  shares  outstanding  are present or (ii) more than 50% of all  of  the
Fund's outstanding shares is required.

   
Since each of the Funds are  registered under The Investment Company Act of
1940 as diversified, open-ended  investment companies, each Fund agrees that
it  will  not  own more than 5% of its  total  assets  in  a  single  issue
security.  This  applies  only  to 75% of the total assets.  That is to say
that  if  it  does own more than 5%  of  its  total  assets  in  individual
securities, the total of those over 5% cannot exceed 25%.
    
   
Within the restrictions  outlined  here, and in the Prospectus, the Advisor
has full discretion on the investment decision of the Funds.
    

INVESTMENT STRATEGIES AND RISKS

The following is a detailed description, along with associated risks, of
the various securities that some or all of the Funds may invest in.

EQUITY SECURITIES
Common  stocks represent an equity interest  in  a  corporation.   Although
common stocks  have  a  history  of long-term growth in value, their prices
tend to fluctuate in the short term.   The securities of smaller companies,
as a class, have had periods of favorable results and other periods of less
favorable  results 

<page 3>

compared to the securities  of  larger  companies  as  a
class.  Stocks of small to mid-sized companies tend to be more volatile and
less liquid than stocks of large companies.  Smaller companies, as compared
to larger companies, may have a shorter history of operations, may not have
as  great  an  ability  to  raise  additional  capital,  may  have  a  less
diversified product line making them susceptible to market pressure and may
have a smaller public market for their shares.

DEBT SECURITIES
   
In pursuing  its  investment  objective,  each  Fund  may  invest  in  debt
securities  of  corporate  and governmental issuers.  The risks inherent in
debt securities depend primarily on the term and quality of the obligations
in a Fund's portfolio, as well  as  on market conditions.  A decline in the
prevailing levels of interest rates generally  increases  the value of debt
securities, while an increase in rates usually reduces the  value  of those
securities.   As  a result, interest rate fluctuations will affect a Fund's
net asset value but  not  the  income received by a Fund from its portfolio
securities.*  In addition, if the bonds in a Fund's portfolio contain call,
prepayment or redemption provisions,  during a period of declining interest
rates these securities are likely to be  redeemed  and a Fund will probably
be unable to replace them with securities having a comparable yield.  There
can  be no assurance that payments of interest and principal  on  portfolio
securities will be made when due.
    
CONVERTIBLE SECURITIES
   
Convertible  securities  include  any  corporate debt security or preferred
stock that may be converted into underlying  shares  of  common stock.  The
common stock underlying convertible securities may be issued by a different
entity   than  the  issuer  of  the  convertible  securities.   Convertible
securities  entitle  the  holder  to  receive  interest  payments  paid  on
corporate  debt  securities or the dividend preference on a preferred stock
until such time as the convertible security matures, is redeemed or 
the holder elects to exercise the conversion privilege.
    
The value of convertible  securities  is  influenced  by  both the yield of
nonconvertible  securities  of  comparable issuers and by the  value  of  a
convertible security viewed without regard to its conversion feature and is
generally referred to as its investment value.  The investment value of the
convertible security will typically  fluctuate  inversely  with  changes in
prevailing  interest  rates.   

However,  at  the same time, the convertible
security will be influenced by its conversion  value,  which  is the market
value   of  the  underlying  common  stock  that  would  be  obtained  upon
conversion.   Conversion  value  fluctuates  directly with the price of the
underlying common stock.


By investing in convertible securities, a Fund obtains the right to benefit
from  the  capital  appreciation potential in the  underlying  stock,  upon
exercise of the conversion  right, while earning higher current income than
would be available if the stock  were  purchased  directly.  In determining
whether  to  purchase  a  convertible security, the Advisor  will  consider
substantially the same criteria  that would be considered in purchasing the
underlying  stock.   Convertible  securities   purchased   by  a  Fund  are
frequently  rated  investment  grade.   Convertible securities rated  below
investment grade tend to be more sensitive  to  interest  rate and economic
changes,  may  be  obligations  of  issuers who are less creditworthy  than
issuers of higher quality convertible  securities  and  may  be more thinly
traded  due  to  such  securities  being less well known to investors  than
either common stock or conventional debt securities.


*Yields on debt securities available for purchase by a Fund vary over time,
no specific yield on shares of a Fund can be assured.

<Page 4>

LENDING OF PORTFOLIO SECURITIES
   
Subject to certain restrictions (see section Information About The Funds), the 
Balance Fund and the Intermediate Bond Fund may lend their portfolio securities 
to broker-dealers  and  banks.   Any such loan must be continuously secured by
collateral in cash or cash equivalents, maintained on a current basis, in an
amount at least equal to the market value of the securities loaned by these
funds.   These  funds  would  continue to receive  the  equivalent  of  the
interest or dividends paid by the issuer on the securities loaned and would
also receive an additional return that may be in the form of a fixed fee or
a percentage of the collateral.   These  funds would have the right to call
the loan and obtain the securities loaned at any time on notice of not more
than five business days.  These funds would  not have the right to vote the
securities during the existence of the loan but  would  call  the  loan  to
permit  voting  of the securities if, in the Advisor's judgment, a material
event requiring a  Shareholder's vote would otherwise occur before the loan
was repaid.  In the  event  of bankruptcy or other default of the borrower,
these funds could experience  delays  in  liquidating  the  loan collateral
and/or  recovering  the  loaned  securities and losses, including  possible
decline in the value of the collateral  or  in  the value of the securities
loaned  during  the  period while seeking to enforce  its  rights  thereto,
possible subnormal levels  of  income  and  lack of access to income during
this period and expenses of enforcing its rights.
    
WHEN-ISSUED AND DELAYED DELIVERY SECURITIES
   
The Balanced Fund, Intermediate Bond Fund and Government Money Market Fund
may  purchase  securities  on  a  when-issued  or  delayed-delivery  basis.
Although the payment and interest terms of these securities are established
at  the  time  a  fund  enters into the commitment, the securities  may  be
delivered and paid for 30  days  or  more  after the date of purchase, when
their value may have changed.  A fund makes  such commitments only with the
intention of actually acquiring the securities, but may sell the securities
before  settlement date if the Advisor deems it  advisable  for  investment
reasons.   At  the time a fund enters into a binding obligation to purchase
securities on a  when-issued  or delayed-delivery basis, assets of the fund
having a market value at least  as  great  as  the  purchase  price  of the
securities to be purchased will be segregated on the books of the fund  and
held  by the custodian throughout the period of the obligation.  The use of
this investment strategy may increase net asset value fluctuation.
    

REPURCHASE AGREEMENTS

A repurchase  agreement  is  a  sale  of  securities to a fund in which the
seller (a bank or broker-dealer believed by  the  Advisor to be financially
sound)  agrees  to  repurchase  the  securities  at a higher  price,  which
includes an amount representing interest on the purchase  price,  within  a
specified  time.  In the event of a bankruptcy or other default of a seller
of  a  repurchase  agreement,  a  fund  could  experience  delays  in  both
liquidating  the  underlying  securities and losses, including the possible
decline in the value of the collateral  during  the period while seeking to
enforce its rights thereto, possible below-normal levels of income and lack
of  access  to  income  during this period and expenses  of  enforcing  its
rights.

OPTIONS ON SECURITIES AND INDICES

The Balanced Fund and the  Intermediate Bond Fund may purchase and sell put
and call options on securities  and  indices,  enter into interest rate and
index futures contracts and options on futures contracts.

An option on a security (or index) is a contract  that  gives the purchaser
(holder)  of  the option, in return for a premium, the right  to  buy  from
(call), or sell  to  (put),  the seller (writer) of the option the security
underlying the option (or the  cash  value  of  the  index)  at a specified
exercise  price  at  any  time during the term of the option (normally  not
exceeding nine months).  The  writer of an option on an individual security
has the obligation upon exercise  of  the  option to deliver the underlying
security upon payment of the exercise price

<Page 5>

or to pay the exercise price upon delivery of the underlying security.  Upon
exercise, the writer of an option  on  an  index is obligated to pay the
difference between the cash value of the index  and  the  exercise  price
multiplied by the specific multiplier for the index option.  (An index is
designed to reflect specific facets of a particular financial or securities
market, a specific group of financial instruments or securities or certain
economic indicators.)

A fund will write call options and put options only if they are "covered."
This  means,  in  the  case  of  a call option on a security, the option is
"covered"  if  a fund owns the security  underlying  the  call  or  has  an
absolute and immediate  right  to  acquire that security without additional
cash  consideration  (or, if additional  cash  consideration  is  required,
assets having a value  at  least  equal  to  that  amount  are  held  in  a
segregated  account  by its custodian) upon conversion or exchange of other
securities held in its portfolio.

If an option written by  a  fund  expires, the fund realizes a capital gain
equal to the premium received at the  time  the  option was written.  If an
option purchased by a fund expires, the fund realizes  a capital loss equal
to the premium paid.

Prior to the earlier of exercise or expiration, an option may be closed out
by  an offsetting purchase or sale of an option of the same  series  (type,
exchange,  underlying  security  or  index, exercise price and expiration).
There  can  be  no assurance, however, that  a  closing  purchase  or  sale
transaction can be affected when a fund elects to do so.  A capital gain or
loss will be realized  from  a  closing purchase transaction if the cost of
the closing option is less or more  than  the premium received from writing
the option.  If the premium received from a  closing  sale  transaction  is
more  or  less  than the premium paid to purchase the option, the fund will
realize a capital gain or loss.  The principal factors affecting the market
value of a put or  a call option include supply and demand, interest rates,
the current market price of the underlying security or index in relation to
the exercise price of the option, the volatility of the underlying security
or index and the time remaining until the expiration date.
   
A put or call option  purchased  by  a fund is an asset of the fund, valued
initially at the premium paid for the  option.  The premium received for an
option written by a fund is recorded as a deferred credit.  The value of an
option purchased or written is marked-to-market  daily and is valued at the
closing price on the exchange on which it is traded or, if not traded on an
exchange or no closing price is available, at the mean between the last bid
and ask prices.
    
There  are  several  risks associated with transactions  in  options.   For
example, there are significant  differences between the securities markets,
the  currency markets and the options  markets  that  could  result  in  an
imperfect correlation between these markets causing a given transaction not
to achieve  its  objectives.  A decision as to whether, when and how to use
options involves the  exercise  of  skill  and  judgment  and  even a well-
conceived transaction may be unsuccessful to some degree because  of market
behavior or expected events.

There can be no assurance that a liquid market will exist when a fund seeks
to  close  out  an option position.  If a fund were unable to close out  an
option that it had  purchased  on a security, it would have to exercise the
option in order to realize any profit  or  the  option  would expire.  If a
fund were unable to close out a covered call option that  it had written on
a security, it would not be able to sell the underlying security  until the
option  expired.   As  the writer of a covered call option on a security  a
fund foregoes, during the  option's  life,  the  opportunity to profit from
increases  in  the market value of the security covering  the  call  option
above the sum of the premium and the exercise price of the call.

If trading were  suspended in an option purchased or written by a fund, the
fund would not be  able  to  close  out  the  option.   If  restrictions on
exercise  of  options  were imposed, a fund might be unable to exercise  an
option it had purchased.

<Page 6>

FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS
   
A fund may use interest rate futures contracts, index futures contracts and
options on such futures contracts.  An interest rate, index or option on a
futures contract provides for the future sale by one party, and purchase by
another party, of a specified  quantity  of  a  financial instrument or the
cash  value  of an index at a specified price and time.   A  public  market
exists in futures  contracts  covering  a number of indices (including, but
not limited to, the S&P 500 Index, the Value  Line  Composite Index and the
New  York Stock Exchange Composite Index) as well as financial  instruments
(including,  but not limited to U. S. Treasury bonds, U. S. Treasury notes,
Eurodollar certificates  of  deposit  and foreign currencies).  Other index
and  financial  instrument  futures contracts  are  available   and  it  is
expected that additional types  of  futures contracts will be developed and
traded.
    
A  fund  may  purchase and write call and  put  futures  options.   Futures
options possess  many  of the same characteristics as options on securities
and indices, as discussed  above.   A  futures  option gives the holder the
right, in return for the premium paid, to assume  a long position (call) or
short position (put) in a futures contract at a specified exercise price at
any time during the period of the option.  Upon exercise  of a call option,
the holder acquires a long position in the futures contract  and the writer
is assigned the opposite short position.  In the case of a put  option, the
opposite  is  true.  A fund may use futures contracts to hedge against,  or
increase its exposure  to,  fluctuations  in  the  general  level  of stock
prices, anticipated changes in interest rates or currency fluctuations that
might adversely affect either the value of a fund's securities or the price
of  the  securities  that  a  fund  intends  to  purchase.   Although other
techniques  may  be used to reduce or increase a fund's exposure  to  stock
price, interest rate  and  currency  fluctuations,  a  fund  may be able to
achieve its desired exposure more efficiently and cost effectively by using
futures contracts and futures options.

A fund will only enter into futures contracts and futures options  that are
standardized and traded on an exchange, Board of Trade or similar entity or
quoted   on  an  automated  quotation  system.   There  are  several  risks
associated  with  the  use  of  futures  contracts  and futures options.  A
purchase or sale of a futures contract may result in  losses  in  excess of
the  amount  invested  in  the futures contract.  In trying to increase  or
reduce market exposure, there  can  be  no  guarantee  that there will be a
correlation  between  price movements in the futures contract  and  in  the
portfolio exposure desired.  In addition, there are significant differences
between  the securities  and  futures  markets  that  could  result  in  an
imperfect  correlation between the markets, causing a given transaction not
to achieve its  objectives.   The  degree  of  imperfection  of correlation
depends  on  circumstances such as variations in speculative market  demand
for  futures,  futures   options  and  the  related  securities,  technical
influences in futures and  futures  options trading and differences between
the securities market and the securities  underlying the standard contracts
available  for  trading.   In  the  case of index  futures  contracts,  for
example,  the  composition  of the index  including  the  issuers  and  the
weighting of each issue, may  differ  from  the  composition  of  a  fund's
portfolio.   In  the  case of interest rate futures contracts, the interest
rate levels, maturities  and  creditworthiness of the issues underlying the
futures contract may differ from the financial instruments held in a fund's
portfolio.  A decision as to whether, when and how to use futures contracts
involves the exercise of skill  and  judgment  and  even  a  well-conceived
transaction  may be unsuccessful to some degree because of market  behavior
or unexpected stock price or interest rate trends.

Futures exchanges  may limit the amount of fluctuation permitted in certain
futures contract prices  during  a  single  trading  day.   The daily limit
establishes  the  maximum  amount that the price of a futures contract  may
vary either up or down from  the previous day's settlement price at the end
of the current trading session.  Once the daily limit has been reached in a
futures contract subject to the  limit,  no more trades may be made on that
day  at  a price beyond that limit.  The daily  limit  governs  only  price
movements  during  a  particular  trading  day and therefore does not limit
potential  losses  because  the  daily  limit  may   work  to  prevent  the
liquidation  of  unfavorable positions.  For example, futures  prices  have
occasionally moved  to the daily limit for several consecutive trading days
with  little  or  no trading,  thereby  preventing  prompt  liquidation  of
positions and subjecting  some  holders of futures contracts to substantial
losses.  Stock index futures contracts  are  not  normally  subject to such
daily price change limitations.

<Page 7>

There can be no assurance that a liquid market will exist at  a time when a
fund seeks to close out a futures or futures option position.   A  fund may
be exposed to possible loss on a position during such an interval and would
continue to be required to meet margin requirements until the position  was
closed.   In  addition,  many of the types of contracts discussed above are
relatively new instruments  with  no  significant  trading  history.   As a
result,  there  can  be  no  assurance that an active secondary market will
develop or continue to exist.

INVESTMENT RESTRICTIONS

The MONETTA FUND operates under the following investment restrictions:

1)  The Fund will not issue any senior securities;

2)  The Fund will not (i) sell  securities  short  (unless the Fund owns an
    equal amount of such securities or owns securities that are convertible
    or  exchangeable,  without  payment of further consideration,  into  an
    equal amount of such securities), (ii) purchase securities on margin or
    (iii) write put and call options;

3)  The Fund will not borrow money  in  excess  of  5%  of the value of its
    total assets, or pledge, mortgage or hypothecate its  assets, at market
    value, to an extent greater than 10% of the Fund's total assets at cost
    (and  no borrowing may be undertaken except from banks as  a  temporary
    measure for extraordinary or emergency purposes);

4)  The Fund  will  not  invest  more  than  5%  of its total assets in the
    securities  of  any  one issuer (this limitation  shall  not  apply  to
    obligations issued or  guaranteed  by the United States Government, its
    agencies and instrumentalities);

5)  The Fund will not purchase the securities  of companies in a particular
    industry if, thereafter, more than 25% of the Fund's total assets would
    consist  of  securities  issued  by companies in  that  industry  (this
    limitation shall not apply to obligations  issued  or guaranteed by the
    United States Government, its agencies and instrumentalities);

6)  The  Fund  will  not  acquire  more than 10% of the outstanding  voting
    securities, or 10% of all of the securities, of any one issuer;

7)  The  Fund  will not purchase the securities  of  any  other  investment
    company;

8)  The Fund will  not  purchase securities of any company with less than 3
    years  continuous  operation   (including   that   of  any  predecessor
    companies) if such purchase would cause the Fund's investments  in  all
    such  companies, taken at cost, to exceed 5% of the value of the Fund's
    total assets;

9)  The Fund  will  not  purchase or retain the securities of any issuer if
    the  Officers  and  Directors   of   the  Fund,  or  its  Advisor,  own
    individually more than 1/2 of 1% of the  securities  of  such issuer or
    together own more than 5% of the securities of such issuer;

10) The Fund will not act as securities underwriter, except to  the  extent
    necessary  in connection with the disposition of Fund shares, or invest
    in real estate  (although  it  may  purchase  shares  of  a real estate
    investment  trust) or invest in commodities, commodities contracts,  or
    financial futures contracts;

11) The Fund will  not  invest  in  companies for the purpose of exercising
    control or management of such company;

<Page 8>

12) The  Fund  will  not  invest  in securities  commonly  referred  to  as
    "restricted securities" which are  required  to be registered under the
    Securities  Act  of 1933 before the securities can  be  resold  to  the
    public;

13) The Fund will not  invest in repurchase agreements which mature in more
    than seven days;

14) The Fund will not purchase shares which are not readily marketable;

15) The Fund will not make  loans  other than in accordance with the Fund's
    investment objectives, including  the purchase of a portion of an issue
    of publicly distributed bonds, debentures  or other securities, whether
    or  not  the  purchase  was  made  upon the original  issuance  of  the
    securities.

Each of the restrictions noted above is  "fundamental"  which means that it
cannot  be  changed  without  the  approval  of  a  majority of the  Fund's
outstanding voting securities.

THE  TRUST  AND  EACH  OF ITS SERIES OF FUNDS operate under  the  following
investment restrictions:

1)  The Funds, except for  the Government Money Market Fund, may not invest
    more than 5% of its total  assets (valued at the time of investment) in
    securities of a single issuer,  with  respect  to 75% of the value of a
    Fund's total assets, except that this restriction  does  not  apply  to
    U.S. Government Securities;

    For the Government Money Market Fund, the fund may not invest more than
    5% of its total assets (valued at the time of investment) in securities
    of  a single issuer, except that this restriction does not apply to (i)
    U.S. Government Securities or (ii) repurchase agreements;

2)  The Funds  may  not  acquire  securities of any one issuer, that at the
    time of investment, represent more  than  10% of the outstanding voting
    securities of the issuer;

3)  The Funds may not invest more than 25% of its  total  assets (valued at
    the time of investment) in securities of companies in any one industry,
    except  that  this  restriction  does  not  apply  to  U.S.  Government
    Securities  or,  for  the  Government  Money Market Fund, to repurchase
    agreements;

4)  The Funds may not make loans, but this restriction  shall  not  prevent
    the funds from buying bonds, debentures or other debt obligations  that
    are   publicly   distributed   or   privately   placed  with  financial
    institutions, investing in repurchase agreements  or  lending portfolio
    securities, provided that it may not lend securities if,  as  a result,
    the  aggregate  value of all securities loaned would exceed 33% of  its
    total assets (taken at market value at the time of such loan*);
   
    For the Government  Money  Market Fund, the above restriction shall not
    prevent the Fund from purchasing U.S. Government Securities or entering
    into repurchase agreements;
    
   
5)  The Funds may not borrow money  except  from  banks  for  temporary  or
    emergency  purposes  in  amounts  not exceeding 10% of the value of the
    Fund's total assets at the time of  borrowing,  provided  that the Fund
    will not purchase additional securities when its borrowings  exceed  5%
    of total assets;
    
    For  the  Balanced  Fund and the Intermediate Bond Fund only, the funds may
    not borrow money in connection  with  transactions for options, futures and
    options on futures;
   
6)  The  Funds  may  not underwrite the distribution  of  securities  of  other
    issuers except insofar  as  it  maybe  deemed  to  be  an "underwriter" for
    purposes  of  the  Securities  Act  of  1933 on  disposition of  securities
    subject to legal or contractual restrictions on resale;**
    

<Page 9>

   
7)  The Funds may not purchase and sell real  estate  or  interests in real
    estate,  although  the  funds  may  invest in marketable securities  of
    enterprises that invest in real estate or interests in real estate;
    
   
8)  The  Funds may not purchase and sell commodities  or  commodity  contracts,
    except futures and options on futures;
    
   
    For the  Balanced  Fund and the Intermediate Bond Fund, these Funds may not
    enter into any futures and options on futures;
    
   
9)  The Funds may not make  margin  purchases  of securities, except for use of
    such  short-term  credits as are needed for clearance  of  transactions  in
    connection with transactions in options, futures, and options on futures;
    
   
    For the Balanced Fund  and  the Intermediate Bond Fund, these Funds may not
    make margin purchase of securities  for  contracts  on  option, futures and
    options on futures;
    
   
10) The  Funds  may  not  sell  securities short or maintain a short  position,
    except securities that the Fund  owns  or  has the right to acquire without
    payment of additional consideration;
    
   
11) The Funds may not issue any senior security  except to the extent permitted
    under the Investment Company Act of 1940.
    
   
Each of the above-noted restrictions are "fundamental."   In  addition,  the
Small-Cap  Fund,  Mid-Cap Fund, Large-Cap Fund, Balanced Fund, Intermediate
Bond Fund and Government  Money   Market  Fund  are  subject to a number of
restrictions  that  may be changed by the Board of Trustees  of  the  Trust
without Shareholders'  approval.  Under these non-fundamental restrictions,
a fund may not:
    
1)  Invest in companies for the purpose of management or the exercise of
    control;
   
2)  Invest more than 5% of its total assets (valued at time of investment)
    in  securities  of  issuers  with  less  than  three  years' operation,
    including any predecessors;
    
3)  Acquire securities of  other registered investment companies, except in
    compliance with the Investment  Company  Act of 1940 and any applicable
    state laws;

4)  Invest more than 10% of its net assets (valued  at  the  time  of  such
    investment)  in  illiquid  securities,  including repurchase agreements
    maturing in more than seven days.
   
*Although they have the power to do so, the Balanced Fund and the Intermediate
 Bond Fund do not intend to lend portfolio securities.
    
   
**The Funds do not currently intend to invest in restricted securities.
    

<Page 10>

DIRECTORS, TRUSTEES AND OFFICERS

The following table lists the Board of Directors  of  the  Monetta Fund and
Trustees of the Monetta Trust.

The individuals marked by an asterisk (*) are considered interested persons
(as  defined  in the Investment Company Act of 1940) as a result  of  their
affiliation with  various entities, including the Monetta Fund, the Advisor
and the Monetta Trust.

The address for each Board member and Trustee listed below is 1776-A South
Naperville Road, Suite 100, Wheaton, IL  60187.
<TABLE>
<CAPTION>
                            Position(s) Position(s)
                               Held       Held      Principal Occupations
NAME                   AGE   With Fund  With Trust  and Other Affiliations
<S>                     <C>  <C>        <C>         <C>
Robert S. Bacarella*    49   Director   Trustee     Chairman, Chief Executive
                               and        and       Officer, and  President of
                             President  President   MFSI since April 1997;
                                                    Chairman and Chief 
                                                    Executive Officer of
                                                    MFSI, October 1, 1996,
                                                    to April 1997; President,
                                                    September 1996; Director,
                                                    MFSI, since 1984; Secretary,
                                                    Treasurer, and Director,
                                                    MIS LLC., (formerly Monetta
                                                    Brokerage,Inc.), since 1987;
                                                    President and Director, Fund
                                                    since 1985; President and
                                                    Trustee, Trust since 1993.
                          
John W. Bakos*          51   Director   Trustee     Division Placement
                                                    Manager, Sears, Roebuck & 
                                                    Co., since 1969; Director  
                                                    and Vice President, MFSI, 
                                                    1984 to 1991.     


John L. Guy Jr.         46   Director   Trustee     President, Heller  Small
                                                    Business Lending Corp.  
                                                    (formerly Heller First 
                                                    Capital Corp.), since May
                                                    1995; Senior Vice  
                                                    President and Treasurer,
                                                    Heller Financial Inc.,
                                                    (August 1992 to May 1995);
                                                    Senior Vice President, 
                                                    Director Internal Audit 
                                                    (November 1989 to August
                                                    1992).

Mark F. Ogan            56   Director   Trustee     President, DuPage Capital
                                                    Management, Ltd., since  
                                                    1995; President and 
                                                    Secretary Salida Corp.
                                                    (formerly Pollenex Corp.),
                                                    February 1993 to April 1995.


<Page 11>

   
Paul W. Henry*          56   Director     N/A      SPR, Inc., Project Manager 
                                                   Computer Systems, since June 
                                                   1997; Manager, Financial  
                                                   Systems, Signature Group
                                                   (Telemarketing),1994 to 1997;
                                                   Manager, Computer Systems, 
                                                   Baah International (Computer 
                                                   Software), December 1993 to 
                                                   June 1994; Manager, Special
                                                   Projects, Waste Management,
                                                   Inc. (waste collection of 
                                                   hazardous and chemical 
                                                   waste materials),April 1987
                                                   to December 1993; Director
                                                   MFSI, 1984 to 1996, Vice
                                                   President, MFSI, 
                                                   1984 to 1991.
    
William M. Valiant      73   N/A        Trustee    Director,  MFSI,  February
                                                   1991 to 1997; Director, MIS,
                                                   1988 to 1997; Vice President
                                                   and Treasurer, Borg-Warner
                                                   Corporation, retired, 
                                                   July 1990.

William R. Bacarella    47   Vice       Vice       Vice Pres., Fund and Trust,
                             Pres.      Pres.      since May 1997; President, 
                                                   MIS LLC (formerly Monetta
                                                   Brokerage, Inc.), since 
                                                   June 1995.

Maria Cesario DeNicolo  49   CFO        CFO        Chief Financial Officer, 
                             Treasurer  Treasurer  MFSI, since May 1997; 
                             and        and        Secretary, MFSI, since 
                             Secretary  Secretary  October 1996; Treasurer, 
                                                   MFSI, since February 1994;
                                                   Controller, MFSI, since June 
                                                   1992; Secretary, Trust, since
                                                   1993; Treasurer, Trust, 
                                                   since 1994; Treasurer, 
                                                   Fund, since 1993; Chief 
                                                   Chief Financial Officer, 
                                                   MIS LLC,(formerly Monetta 
                                                   Brokerage,Inc.), since 
                                                   1995; Sole proprietor, 
                                                   Cesario DeNicolo CPA
                                                   and Associates, May 1990
                                                   to June 1993.

Christina M. Curtis     36   Asst.      Asst.     Asst. Secretary, Fund and 
                             Secretary  Secretary Trust since November, 1998;
                                                  Asst. Secretary, MFSI 
                                                  since Octoer 1996.

</TABLE>


Mr.  Bacarella and Mr. Bakos serve as members of the Executive Committee of the
Monetta  Fund  and  Monetta  Trust. The Executive Committee, which meet between
regular meetings of the respective  Boards,  are  authorized to exercise all of
the Boards' powers.
   
None of the Directors or Trustees received or accrued any compensation such
as Pension or Retirement Benefits.
    

<Page 12>

   
The following table sets forth compensation paid by  the  Monetta  Fund and the
Monetta Trust to their respective Directors and Trustees during the year
ended December 31, 1998:
    

<TABLE>
<CAPTION>
   
                                                    Pension or
                                                    Retirement   Total Compen-
                                                    Benefits     sation From
                          Aggregate    Aggregate    Accrued As   Fund Complex
                          Compensation Compensation Part of Fund Paid to
Name of Person, Position  From Fund    From Trust   Expenses     Directors

<S>                       <C>          <C>          <C>          <C>
Robert S. Bacarella,
 Pres., Dir./Trustee(1)   $N/A         $N/A         $0           $N/A
John W. Bakos,Director(1) 500          500          0            1,000
John L. Guy, Jr.,
 Director/Trustee         2,500        2,000        0            4,500
Paul W. Henry,Director(1) 1,000        N/A          0            1,000
Mark F. Ogan,
 Director/Trustee         2,500        2,000        0            4,500
William Valiant,Trustee   N/A          2,000        0            2,000
</TABLE>
    
   
   (1) Directors and/or Trustees who are interested persons, including
       all employees of MFSI, receive no compensation from the Fund or the
       Trust.  Compensation reflected above is for the period of January
       through December, 1998 and was paid by the Advisor.
    
   (2) The Monetta Fund Complex consists of the Monetta Fund, Inc. and the
       series of funds of the Monetta Trust.  Neither the Monetta Fund nor
       the Monetta Trust offers any retirement or deferred compensation
       benefits to the members of the Boards of Directors.

SIGNIFICANT SHAREHOLDERS
   
At March 31, 1999, the Advisor and the Directors and Officers of the Monetta
Fund, as a group, owned 58,505 shares which represents less than 1% of the
issued and outstanding shares of common stock of the Monetta Fund.  In 
addition, the Funds are unaware of any shareholders, beneficial or of record,
who owned more than 5% of a Fund's outstanding shares as of that date.
    
   
Shares of the Trust owned by the Advisor, Trustees and Officers, as of March 31,
1999, were as follows:
    
<TABLE>
<CAPTION>
   
                                                              Advisor,
                                  Advisor                Trustees & Officers
                            Shares   % of Funds          Shares   % of Funds
<S>                           <C>        <C>               <C>       <C>
Small-Cap Fund                18,092     7.02%             58,360    22.63%
Mid-Cap Fund                  4,758      0.39%             61,928    5.13%
Large-Cap Fund                7,395      2.40%             22,941    7.45%
Balanced Fund                 39,752     6.97%             104,456   18.30%
Intermediate Bond Fund        32,348     3.35%             85,552    8.87%
Government Money Market Fund  28,399     0.67%             184,163   4.34%
</TABLE>
    
   
The  share ownership for the Trustees and Officers  as  a  group  includes  the
following shares owned by the Advisor over which Mr. Bacarella exercises voting
control: 18,092 shares of the Small-Cap Fund; 4,758 shares of Mid-Cap Fund,
7,395 shares of the Large-Cap Fund; 39,752 shares of the Balanced Fund; 32,348
shares of the Intermediate Bond Fund; and 28,399 shares of the Government 
Money Market Fund.  The share ownership for the Trustees and Officers as a
group does includes the following shares held in a 401(k) Plan for the  
employees of MFSI for which Mr. Bacarella is the Trustee of the plan and has
voting

<Page 13>

control: 1,382 shares of the Small-Cap Fund; 14,449 shares of the Mid-Cap
Fund; 3,471 shares of the Large-Cap Fund; 7,381 shares of the Balanced Fund;
630 shares of the Intermediate Bond Fund; and 5,190 shares of the Government
Money Market Fund.
    
   
Ownership  of  a  significant percentage  of  the  outstanding  shares  of  the
Small-Cap Fund and the Balanced Fund reduces the number of other shares that
must be voted in accordance with the Advisor's vote to approve or disapprove
any proposal requiring the approval of the Shareholders of the Trust or of
the Funds.
    
SERVICE PROVIDERS

The  Funds  utilize  the  services  of  various  providers to conduct the daily
activities  of  the  Funds.   Each  of  the service providers  described  below
fulfills a specific function and is necessary to ensure the efficient operation
to the Funds.

INVESTMENT ADVISOR AND ADMINISTRATOR
   
The investment advisor and administrator for the Monetta Fund and Monetta Trust
is  Monetta  Financial  Services, Inc., ("MFSI").   Under  separate  Investment
Advisory Agreements, dated November 10, 1988 and February 1, 1997 respectively,
the Advisor provides various  services to the Monetta Fund and Monetta Trust.  A
description  of the responsibilities of the Advisor appears in the "Management"
section of the Prospectus.
    
Robert S. Bacarella  owns  71%  of the outstanding voting stock of the Advisor.
Paul W. Henry and John W. Bakos each  own 3% of the outstanding voting stock of
the Advisor.
   
The Advisor owns 98% of the common stock of Monetta Investment Services, L.L.C.
(or  "MIS), a registered broker-dealer,  and  as  a  result  of  his  ownership
interest  in the Advisor, Mr. Bacarella has a 71% beneficial ownership interest
in MIS.  The Investment Advisory Agreements, between the Funds and the Advisor,
authorize MIS  to act as a broker for the purchase and/or sale of securities by
the Funds.
    
For the services provided to the Funds, the advisor is paid a monthly fee based
on a percentage  of the average net assets of each Fund.  Investment management
fees paid by each  Fund, for the fiscal years ended December 31, 1998, 1997 and
1996, are as follows:

                                       INVESTMENT MANAGEMENT FEES
<TABLE>
<CAPTION>
FUND                           1998          1997                1996
<S>                            <C>         <C>                 <C>
   
Monetta Fund                   $1,447,513  $1,664,886          $2,946,088
Monetta Trust-
   Mid-Cap Fund                  155,677      153,402             162,014
   Small-Cap Fund                 25,563        6,627               N/A
   Large-Cap Fund                 30,387       28,120              14,030
   Balanced Fund                  58,089       33,561               5,316
   Intermediate Bond Fund         16,513       11,485              19,829
   Government Money Market Fund   11,772       13,868              20,637
</TABLE>
    
Investment management  fees  waived  for  the  Intermediate  Bond  Fund and the
Government  Money  Market  Fund, for the fiscal years ended December 31,  1998,
1997 and 1996, are as follows:


<TABLE>
<CAPTION>
                                        __________Waived Fees___________
FUND                                    1998           1997          1996
<S>                                     <C>          <C>           <C>
   
Intermediate Bond Fund                  $9,430       $6,929        $9,915
Government Money Market Fund            11,772       13,868        20,637
</TABLE>
    

<Page 14>

   
In addition, custodian and transfer agent charges of $330, $6,008 and $800, for
the fiscal years ended December  31,  1998,  1997  and 1996, respectively, were
absorbed by the Advisor for the Government Money Market Fund.
    
DISTRIBUTOR
   
The  shares  of  each Fund are offered for sale on a continuous  basis  through
Funds Distributor,  Inc., ("Distributor"), a registered broker-dealer, pursuant
to written Distribution Agreements with the Monetta Fund and the Monetta Trust.
Those agreements continue  from  year  to  year,  provided  such continuance is
approved annually (i) by a majority of the Board members or by  a  majority  of
the outstanding voting securities of each Fund and (ii) by a majority
of the  Board  members  who  are  not  parties  to the Agreements or interested
persons of any such party.  There are no sales commissions  or charges directly
to  shareholders  of  the Funds.  The fees and expenses of the Distributor  are
paid (i) by each Fund Series  of  the  Monetta  Trust  to  the extent available
within the limits of the Distribution and Service Plan (12b-1 plan) and (ii) to
the extent Fund assets are not available under the Plan, by the Advisor.
    
For  the  Monetta  Fund,  the  Advisor  pays all the fees and expenses  of  the
Distributor.

As agent, the Distributor offers shares of  each Fund to investors at net asset
value, without sales commissions or other sales  load.  The  Distributor offers
the Funds' shares only on a best-efforts basis.
   
The Distributor's principal business location is 60 State Street,  Suite  1300,
Boston, MA  02109.
    
TRANSFER AGENT AND CUSTODIAN
   
Firstar Mutual Funds  Services,  LLC,  615  East  Michigan  Street,  3rd Floor,
Milwaukee,  Wisconsin  53202,  acts  as  the  transfer  agent and Firstar Bank,
Milwaukee, N.A. (same location) is the custodian for the Funds.  It  is
responsible for holding all securities and cash  of  the  Funds,  receiving and
paying  for  securities purchased, delivering against payment securities  sold,
receiving and  collecting income from investments, making all payments covering
expenses of the  Funds  and  performing  other  administrative  duties,  all as
directed  by  authorized persons of the Funds.  The custodian does not exercise
any supervisory  function  in  such  matters  as purchase and sale of portfolio
securities, payment of dividends, or payment of  expenses  of  the  Funds.  The
Funds have authorized the custodian to deposit certain portfolio securities  in
central  depository  systems  as  permitted  under  federal law.  The Funds may
invest in obligations of the custodian and may purchase from  or sell 
securities to the custodian.
    
LEGAL COUNSEL
   
The legal counsel for the Monetta Fund and the Monetta Trust is Sonnenschein
Nath & Rosenthal, 8000 Sears Towers, Chicago, Illinois 60606.
    
INDEPENDENT AUDITORS
   
The  independent auditors for the Funds are KPMG LLP,  303  East
Wacker  Drive, Chicago, Illinois 60601.  The independent auditors report on the
Funds' annual  financial  statements, review certain regulatory
reports and the Fund's income tax returns and  perform other professional
accounting, auditing, tax and business advisory services when engaged to do
so by the Funds.
    

<Page 15>

RULE 12B-1 PLAN

Effective  February  1,  1997,  the   Monetta   Trust  adopted  a  Service  and
Distribution  Plan  ("12b-1  Plan")  pursuant  to Rule  12b-1  under  the  1940
Investment  Company  Act.  The maximum aggregate amount  a  fund  may  pay  for
service fees and other  distribution  related  expenses, as a percentage of the
Fund's average net assets, is as follows:

<TABLE>
<CAPTION>
FUND                              % OF COMPENSATION
<S>                                          <C>
   
Small-Cap Fund                               .0025%
Mid-Cap Fund                                 .0025%
Large-Cap Fund                               .0025%
Balanced Fund                                .0025%
Intermediate Bond Fund                       .0025%
Government Money Market Fund                 .0010%
</TABLE>
    
Any  excess fees and or expenses incurred, for such  service  and  distribution
activities, may be paid directly by the Advisor.

The principal  types  of  activities,  for  which 12b-1 payments have been made
and/or incurred, for the Monetta Trust, during  the  fiscal year ended December
31, 1998, are as follows:
<TABLE>
<CAPTION>
   
                                   Small-Cap Mid-Cap Large-Cap Balance Bond
                                   Fund      Fund    Fund      Fund    Fund

<S>                                <C>       <C>     <C>       <C>     <C>
Advertising                        $0.00     $10,943 $0.00     $0.00   $0.00    
Printing and mailing                    
 of Prospectus to other
 than current shareholders         0.00      33,210  0.00      0.00    0.00 
Compensation to personnel          0.00      0.00    0.00      0.00    0.00
Compensation to Broker-Dealers     3,765     6,610   1,652     21,048  7,774    
Compensation to Sales Personnel    0.00      0.00    0.00      0.00    0.00
Other-State registration
 filing fees                       4,756     25,825  8,899     14,203  4,280
Other-Distributor charges          0.00      3,829   0.00      0.00    0.00     
</TABLE>
    
The 12b-1 Plan will continue in effect only so long as it is approved, at least
annually, and any material amendment or agreement related  thereto  is approved
by  the  Trust's  Board  of  Trustees,  including  those  Trustees  who are not
"interested persons" of the Trust and who have no direct or indirect  financial
interest  in  the  operation of the 12b-1 Plan or any agreement related to  the
12b-1 Plan ("Qualified Trustees") acting in person at a meeting called for that
purpose, unless terminated  by vote of a majority of the Qualified Trustees, or
by vote of a majority of the outstanding voting securities of a Fund.
   
It is the opinion of the Board  of Trustees that the 12b-1 Plan is necessary to
maintain a flow of subscriptions  to  offset redemptions and to encourage sales
of  shares  to  permit  the  Funds  to  reach   an  economically  viable  size.
Redemptions  of  mutual fund shares are inevitable.   If  redemptions  are  not
offset by subscriptions,  a  fund  shrinks  in size and its ability to maintain
quality Shareholder services declines.  Eventually,  redemptions  could cause a
fund to become uneconomic.  Furthermore, an extended period of significant  net
redemptions may be detrimental to the orderly management of the portfolio.  The
offsetting  of  redemptions  through sales  efforts  benefits  shareholders  by
maintaining the viability of a  fund.   Additional
benefits may accrue from net sales  of  shares relative to portfolio 
management  and  increased  shareholder servicing capability.   Increased
assets enable a fund to further diversify its portfolio,  which  spreads
and reduces investment risk while increasing opportunity.  In addition,
increased assets enable the

<Page 16>

establishment and maintenance of a better shareholder  servicing  staff  
which  can respond more effectively and promptly to shareholder's inquiries
and needs.
    
BROKERAGE ALLOCATION
   
The Advisor has discretion to select brokers, dealers and market, to execute
portfolio  transactions.   The  main  objective  is  to  seek the best
combination  of  net  price  and  execution  for  the  Funds.   When  executing
transactions  for  the  Funds,  the  Advisor will consider all factors it deems
relevant, including the breadth of the  market  in  the security, the price of
the security, the financial condition and execution capability of the broker or
dealer and the reasonableness of the commission.  Transactions  of the Funds in
the over-the-counter market are executed with primary market makers  acting  as
principal  except  where it is believed that better prices and execution may be
obtained otherwise.
    
   
All securities transactions,  of  the Intermediate Bond Fund and the Government
Money Market Fund, in 1998, 1997 and  1996,  respectively,  were  executed on a
principal basis.  That is to say, a mark-up or mark-down was taken by the broker
rather than charge a separate commission.
    
In  selecting  brokers  or  dealers to execute particular transactions  and  in
evaluating  the  best  net  price  and  execution  available,  the  Advisor  is
authorized to consider "brokerage  and  research  services" (as those terms are
defined in Section 28(e) of the Securities Exchange  Act  of 1934), statistical
quotations (specifically the quotations necessary to determine the Funds' asset
values)  and  other  information  provided  to the Funds or the  Advisor.   The
Advisor is also authorized to cause the Funds  to  pay  a  broker or dealer who
provides  such  brokerage  and research services a commission for  executing  a
portfolio transaction which  is  in  excess of the amount of commission another
broker  or  dealer  would have charged for  effecting  that  transaction.   The
Advisor must determine  in  good  faith,  however,  that  such  commission  was
reasonable  in  relation  to  the  value of the brokerage and research services
provided, viewed in terms of that particular transaction or in terms of all the
accounts  over  which  the  Advisor exercises  investment  discretion.   It  is
possible that certain of the services received by the Advisor attributable to a
particular transaction will benefit  one  or  more  other  accounts  for  which
investment discretion is exercised by the Advisor.

In valuing research services, the Advisor makes a judgment of the usefulness of
research  and other information provided by a broker to the Advisor in managing
the Funds'  investment  portfolios.  In some cases, such information, including
data  or  recommendations concerning  particular  securities,  relates  to  the
specific transaction placed with the broker.  In general, however, the research
consists of  a  wide  variety  of information concerning companies, industries,
investment  strategy  and economic,  financial  and  political  conditions  and
prospects useful to the Advisor in advising the Funds.

The Advisor is the principal  source of information and advice to the Funds and
is responsible for making and initiating  the execution of investment decisions
by the Funds.  However, the respective Boards  recognize  that  it is important
for the Advisor, in performing its responsibilities to the Funds,  to  continue
to   receive  and  evaluate  the  broad  spectrum  of  economic  and  financial
information   that  many  securities  brokers  have  customarily  furnished  in
connection with  brokerage  transactions.   In  compensating  brokers for their
services, it is in the interest of the Funds to take into account  the value of
the information received for use in advising the Funds.  The extent, if any, to
which the obtaining of such information may reduce the expenses of the  Advisor
in  providing  management  services  to  the  Funds  is  not  determinable.  In
addition, it is understood by the respective Boards that other  clients  of the
Advisor might also benefit from the information obtained for the Funds, in  the
same  manner that the Funds might also benefit from the information obtained by
the Advisor in performing services for others.
   
Although  investment  decisions for the Funds are made independently from those
for other investment advisory  clients  of the Advisor, it may develop that the
same investment decision is made for a Fund and one or more other advisory
clients. If a Fund and other clients purchase or sell the same class of 

<Page 17>

securities on the same day, the transactions will be 
allocated as to amount and price in a manner considered equitable to each.
    
MFSI and its affiliates, Officers, Directors  and  employees  may, from time to
time,  have  long  or  short  positions in, and buy or sell, the securities  or
derivatives of companies held,  purchased  or sold by individual clients or the
funds.  MFSI has adopted guidelines to avoid  any  conflict of interest between
the  interests of Monetta Trust, Monetta Fund, individually  managed  accounts,
affiliates,  Officers,  Directors  and  employees.   In any situation where the
potential  for  conflict  exists,  transactions  for the Funds  and  individual
clients take precedence over any Advisor or affiliate transactions.  Guidelines
include a restriction on trading in any security which  the  Advisor  knows, or
has reason to believe, is being purchased or sold or considered for purchase or
sale  by a mutual fund or individual client until these transactions have  been
completed or considered abandoned.  Initial public offerings are allocated only
to the Advisor's mutual fund clients.

The Board of Directors of Monetta Fund and the Board of Trustees of the Monetta
Trust have  each  determined  that  portfolio  brokerage transactions for their
respective  Funds  may  be executed through MIS if,  in  the  judgment  of  the
Advisor, the use of MIS is likely to result in prices and execution at least as
favorable to the Fund as  those  available from other qualified brokers and if,
in such transaction, MIS charges the  Fund  commission  rates  consistent  with
those   charged   by  MIS  to  comparable  unaffiliated  customers  in  similar
transactions.  The  Board  of  Directors  of  Monetta  Fund  and Monetta Trust,
including  a  majority  of the Directors and Trustees who are not  "interested"
Directors and Trustees, have  each  adopted  procedures  which  are  reasonably
designed  to  provide that any commissions, fees or other remuneration paid  to
MIS are consistent  with  the  foregoing  standard.   The Funds will not affect
principal transactions with MIS.

For  the  fiscal  years  ended  December  31,  1998, 1997 and  1996,  aggregate
brokerage commissions of each Fund were as follows:

<TABLE>
<CAPTION>
FUND                           1998              1997                1996
<S>                            <C>               <C>                 <C>
   
Monetta Fund                   $561,819          $418,742            $839,203 
Monetta Trust-                 
    Small-Cap Fund             19,865            8,172               N/A
    Mid-Cap Fund               173,989           78,449              41,223
    Large-Cap Fund             20,956            10,537              3,499
    Balanced Fund              48,918            24,205              2,540
</TABLE>
    
   
Of the aggregate broker commissions paid by the Funds for the fiscal years ended
December 31, 1998, 1997 and 1996, the following amounts were paid to MIS:
    
<TABLE>
<CAPTION>
   
                         1998          1997         1996
                      COMMISSIONS   COMMISSIONS  COMMISSIONS
                              % OF         %OF           % OF
                      AMOUNT  TOTAL AMOUNT TOTAL AMOUNT  TOTAL
<S>                   <C>     <C>  <C>     <C>   <C>     <C>
Monetta Fund          $22,650 2.7% $7,750  1.9%  $32,700 3.9% 
Monetta Trust-
    Small-Cap Fund    800     0.1%  -0-    0.0%  N/A     N/A      
    Mid-Cap Fund      16,200  2.0%  750    1.0%  -0-     0.0%
    Large-Cap Fund    900     0.1%  50     0.5%  -0-     0.0%
    Balanced Fund     4,530   0.5%  100    0.4%  -0-     0.0%
</TABLE>
    

<Page 18>

CAPITAL STOCK AND OTHER SECURITIES

 .  MONETTA FUND

The Fund has one class of capital stock, $0.01 par  value.   Each full share is
entitled to one vote and to participate equally in dividends and  distributions
declared  by  the Fund (fractional shares have the same rights, proportionally,
as full shares).  Fund shares are fully paid and non-assessable when issued and
have no pre-emptive,  conversion  or  exchange  rights.   The  obligations  and
liabilities  associated  with  ownership, or shares, in the Fund are limited to
the extent of the shareholder's investment in the Fund.  Voting rights are non-
cumulative so that the holders of  more  than  50%  of the shares voting in any
election may, if they so choose, to elect all of the Directors of the Fund.

 . MONETTA TRUST

Under the terms of the Trust's agreement and Declaration of Trust ("Declaration
of Trust"), the Trustees may issue an unlimited number  of shares of beneficial
interest  without  par  value  for  each  series  of shares authorized  by  the
Trustees.  All shares issued are fully paid and non-assessable  when issued and
have no pre-emptive, conversion or exchange rights.
   
Each Fund's shares are entitled to participate pro-rata in any dividends  and
other distributions declared by the Board of Trustees with respect to shares of
that Fund.  All  shares of a Fund have equal rights in the event of liquidation
of that Fund.
    
Under Massachusetts  law,  the  shareholders  of  the  Trust may, under certain
circumstances, be held personally liable for the Trust's obligations.  However,
the Declaration of Trust disclaims liability of the Shareholders,  Trustees and
Officers  of the Trust for acts or obligations, of any Fund, which are  binding
only on the  assets  and  property  of  that  Fund.   The  Declaration of Trust
requires that notice of such disclaimer be given in each agreement,  obligation
or  contract  entered  into  or executed by the Trust of the Board of Trustees.
The Declaration of Trust provides for indemnification out of a Fund's assets of
all losses and expenses of any  Fund shareholder held personally liable for the
Fund's obligations.  Thus, the risk  of  a shareholder incurring financial loss
on  account  of  shareholder  liability  is remote,  since  it  is  limited  to
circumstances in which the disclaimer is inoperative  and  the  Fund  itself is
unable  to  meet  its  obligations.  The  risk  of  a particular Fund incurring
financial loss as a result of an unsatisfied liability  of  another Fund of the
Trust is also believed to be remote since it would also be limited to claims to
which the disclaimer did not apply and to circumstances in which the other Fund
was unable to meet its obligations.

Each  share  has one vote and fractional shares have fractional  votes.   As  a
business trust,  the Trust is not required to hold annual shareholder meetings.
However, special meetings  may  be  called  for  purposes  such  as electing or
removing  Trustees,  changing  fundamental investment policies or approving  an
investment  advisory  agreement.   On  any  matters  submitted  to  a  vote  of
Shareholders, shares are  voted  by individual series and not in the aggregate,
except when voting in the aggregate  is required by the 1940 Investment Company
Act or other applicable laws.  Shares of a Fund are not entitled to vote on any
matter not affecting that Fund.  All shares  of  the Trust vote together in the
election of Trustees.

The  Trustees  serve  indefinite  terms  of unlimited duration.   The  Trustees
appoint  their  own  successors,  provided that  at  least  two-thirds  of  the
Trustees, after any such appointment,  have  been  elected by the Shareholders.
Shareholders may remove a trustee, with or without cause,  upon the declaration
in writing or vote of the two-thirds of the outstanding shares of the Trust.  A
trustee may be removed with our without cause upon the written declaration of a
majority of the Trustees.

<Page 19>

SHAREHOLDER SERVICES

BUYING AND SELLING SHARES

Detailed information regarding the purchase, redemption and  exchange  of  Fund
shares is contained in the Funds' Prospectus, which is available free of charge
by calling our toll-free number (1-800-MONETTA).

The Funds reserve the right to suspend or postpone redemptions of shares of any
Fund during any period when (a) trading on the New York Stock Exchange ("NYSE")
is restricted, as determined by the Securities and Exchange Commission ("SEC"),
or  the  NYSE  is closed for other than customary weekend and holiday closings,
(b) the SEC has  by  order  permitted  such  suspension or (c) an emergency, as
determined  by  the  SEC, exists making disposal  of  portfolio  securities  or
valuation of net assets of such Fund not reasonably practicable.
   
The Monetta Fund and the Monetta Trust have each elected to be governed by Rule
18f-1, under the 1940 Investment  Company Act, pursuant to which it is obligated
to redeem shares of each Fund solely in cash up to the lesser of $250,000 or 1%
of the net asset value of that Fund  during  any  90-day  period  for  any  one
shareholder.  Redemptions  in excess of the above amounts will normally be paid
in cash but may be paid wholly  or  partly  by  a distribution of securities in
kind.
    
VALUATION OF FUNDS' SHARES

Each Fund's net asset value is determined on days on which the NYSE is open for
trading.  The NYSE is regularly closed on Saturdays  and  Sundays  and  on  New
Year's  Day,  the  third  Monday in January, the third Monday in February, Good
Friday, the last Monday in  May,  Independence Day, Labor Day, Thanksgiving and
Christmas.   If one of these holidays  falls  on  a  Saturday  or  Sunday,  the
Exchange will  be  closed  on  the  preceding  Friday  or the following Monday,
respectively.

For purposes of calculating the net asset value per share,  the  assets  of the
Fund are valued as follows:

1) VALUATION - Securities for which market quotations are readily available  at
the  time  of  valuation  are  valued on that basis.  Each security traded on a
national stock exchange or on the  Nasdaq National Market is valued at its last
sale price on that day or, if there  are  no sales that day, at the mean of the
latest bid and ask quotations.  All other over-the-counter securities for which
reliable quotations are available are valued  at the mean of the latest bid and
ask quotations.  Long-term straight-debt securities for which market quotations
are  not  readily  available are valued at a fair  value  based  on  valuations
provided by pricing services approved by the Board, which may employ electronic
data processing techniques, including a matrix system, to determine valuations.
Short-term  debt  securities  for  which  market  quotations  are  not  readily
available are valued  by  use  of  a  matrix  prepared  by the Advisor based on
quotations for comparable securities.  Other assets and securities  held  by  a
Fund  for  which these valuation methods do not produce a fair value are valued
by a method that the Board believes will determine a fair value.
   
2) VALUATION  OF  GOVERNMENT  MONEY  MARKET FUND -  Government Money Market Fund
values its portfolio by the "amortized  cost  method"  by  which it attempts to
maintain  its  net  asset value at $1.00 per share.  This involves  valuing  an
instrument at its cost  and  thereafter  assuming  a  constant  amortization to
maturity  of  any discount or premium, regardless of the impact of  fluctuating
interest rates  on  the  market  value of the instrument.  Although this method
provides certainty in valuation, it  may  result in periods during which value,
as determined by amortized cost, is higher  or  lower  than  the price the Fund
would  receive if it sold the instrument.  Other assets are valued  at  a  fair
value determined in good faith by the Board of Trustees.
    

<Page 20>

In connection with the Government Money Market Fund's use of amortized cost and
the maintenance of the Fund's per-share net asset value of $1.00, the Trust has
agreed (i)  to  seek  to  maintain a dollar-weighted average portfolio maturity
appropriate  to  the Fund's objective  of  maintaining  relative  stability  of
principal and not  in  excess  of  90  days,  (ii)  not to purchase a portfolio
instrument with a remaining maturity of greater than  thirteen months and (iii)
to limit its purchase of portfolio instruments to those  instruments  that  are
denominated  in  U.S.  dollars which the Board of Trustees determines represent
minimal credit risks and  that  are  of  eligible  quality as determined by any
major rating service as defined under SEC Rule 2a-7  or,  in  the  case  of any
instrument  that is not rated, of comparable quality as determined by the Board
of Directors.

The Trust has  established  procedures  reasonably  designed  to  stabilize the
Fund's price per share as computed for the purpose of sales and redemptions  at
$1.00.  Those procedures include review of the Fund's portfolio holdings by the
Board  of  Trustees  at  such  intervals  as  it deems appropriate to determine
whether  the  Fund's  net asset values calculated  by  using  available  market
quotations  or  market equivalents  deviate  from  $1.00  per  share  based  on
amortized cost.   Calculations are made to compare the value of its investments
valued at amortized  cost  with  market  value.   Market values are obtained by
using actual quotations provided by market makers,  estimates  of market value,
values  from  yield data obtained from the Advisor's matrix or values  obtained
from an independent  pricing  service.   Any  such service may value the Fund's
investments based on methods which include consideration of yields or prices of
securities of comparable quality, coupon, maturity  and type, indications as to
values from dealers and general market conditions.  The service may also employ
electronic data processing techniques, a matrix system  or  both  to  determine
valuations.
   
In  connection  with  the  Fund's use of the amortized cost method of portfolio
valuation to maintain its net  asset  value  at $1.00 per share, the Fund might
incur  or  anticipate  an  unusual  expense,  loss,   depreciation,   gain   or
appreciation  that  would  affect its net asset value per share or income for a
particular period.  The extent  of  any  deviation between the Fund's net asset
value based upon available market quotations  or  market  equivalents and $1.00
per share based on amortized cost will be examined by the Board  of Trustees as
it  deems  appropriate.   If  such  deviation  exceeds 1/2 of 1%, the Board  of
Trustees will promptly consider what action, if  any,  should be initiated.  In
the  event the Board of Trustees determines that a deviation  exists  that  may
result  in  material  dilution or other unfair results to investors or existing
shareholders, it will take such action as it considers appropriate to eliminate
or  reduce, to the extent  reasonably  practicable,  such  dilution  or  unfair
results.   Actions  which  the  Board  might take include (i) selling portfolio
instruments prior to maturity to realize  capital  gains or losses (ii) shorten
average portfolio maturity (iii) increasing, reducing,  or suspending dividends
or  distributions  from  capital or capital gains or (iv) redeeming  shares  in
kind.  The Board might also  establish  a  net  asset  value per share by using
market values, which may result in a deviation of net asset value from $1.00 per
share.
    
TAXATION OF THE FUNDS

Each  Fund intends to continue to qualify as a "regulated  investment  company"
under Subchapter  M  of  the  Internal  Revenue  Code  of 1986 (the "Code"), as
amended.  Such qualification exempts the Funds from federal income taxes to the
extent that is distributes substantially all of its net  investment  income and
net realized capital gains to the shareholders.

PERFORMANCE INFORMATION

YIELD

The Balanced Fund and Intermediate Bond Fund may quote yield figures from  time
to  time.  Yield  is  computed  by dividing the net investment income per share
earned during a 30-day period (using  the

<Page 21>

average number of shares entitled to receive dividends) by the net asset
value per  share  on  the  last  day of the period.   The  Yield  formula
provides for semiannual compounding which assumes that net investment income
is  earned  and  reinvested  at a constant rate and annualized at the end of
a six-month period.

The Yield formula is as follows:

    YIELD = 2(((a-b/cd) + 1) - 1)

     a =   dividends and interest earned during the period  (for
           this  purpose,  the  Fund will recalculate  the  yield  to
           maturity based on market  value of each portfolio security
           on  each  business  day  on  which   net  asset  value  is
           calculated);

     b =   expenses accrued for the period (net of reimbursements);

     c =   the average daily number of shares outstanding during
           the period that were entitled to receive dividends;

     d =   the net asset value of the Fund.

The Intermediate Bond Fund's yield for the 30 days ended December 31, 1998, was
5.23 %.

CURRENT OR EFFECTIVE YIELD

The Government Money  Market  Fund  may  quote  a "Current Yield" or "Effective
Yield", or both, from time to time.  The Current  Yield  is an annualized yield
based on the actual total return for a seven-day period.   The  Effective Yield
is  an  annualized  yield  based  on a daily compounding of the Current  Yield.
These yields are each computed by first  determining the "Net Change in Account
Value" for a hypothetical account having a  share  balance  of one share at the
beginning of a seven-day period ("Beginning Account Value"),  excluding capital
changes.  The Net Change in Account Value will always equal the total dividends
declared  with respect to the account, assuming a constant net asset  value  of
$1.00.

The Yields are then computed as follows:

Current Yield    = Net Change in Account Value     X     365
                   ---------------------------           ---
                   Beginning Account Value                 7

Effective Yield = (1 + Net Change in Account Value) 365/7 - 1
                  ---------------------------------
                  Beginning Account Value
   
In addition  to  fluctuations  reflecting  changes  in  net  income of the Fund
resulting from changes in income earned on its portfolio securities  and in its
expenses, the Fund's yield also would be affected if the Fund were to  restrict
or  supplement its dividends in order to maintain its net asset value at  $1.00
(see "Shareholder Information" in the Prospectus and "Valuation of Fund Shares"
herein).   Portfolio changes resulting from net purchases or net redemptions of
Fund shares  may affect yield.  Accordingly, the Fund's yield may vary from day
to  day  and  the   yield  stated  for  a  particular  past  period  is  not  a
representation as to  its  future  yield.  The Fund's yield is not assured, and
its principal is not insured, however,  the  Fund  will attempt to maintain its
net asset value per share at $1.00.
    
For the seven days ended December 31, 1998, the Government  Money Market Fund's
current seven-day yield was 5.08% and the effective yield was 5.21%.

<Page 22>

TOTAL RETURN

From  time  to  time,  each Fund may give information about its performance  by
quoting figures in advertisements  and sales literature.  "Average Annual Total
Return" is the average annual compounded rate of change in value represented by
the total return percentage for the period.

Average Annual Total Return is computed as follows:

     ERV = P(1+T)n

     P =   the amount of an assumed initial investment of $1,000 in Fund
           shares;

     T =   average annual total return;

     n =   number of years from initial investment to the end of the period

     ERV = ending redeemable value of $1,000 investment held until the
           end of such period.


ADVERTISING INFORMATION

In  advertising  and  sales literature,  a  Fund  may  compare  its  yield  and
performance with that of  other  mutual  funds,  indices  or  averages of other
mutual  funds, indices of related financial assets or data and other  competing
investment  and  deposit  products  available  from  or through other financial
institutions. The composition of these indices or averages differs from that of
the Funds.  Comparison of a Fund to an alternative investment  should  be  made
with consideration of differences in features and expected performance.

All  of  the  indices  and  averages  used  will be obtained from the indicated
sources  or  reporting  services,  which  the Funds  believe  to  be  generally
accurate.  A Fund may also note its mention  in  newspapers, magazines or other
media from time to time.  However, the Funds assume  no  responsibility for the
accuracy  of such data.  Newspapers and magazines which might  mention  a  Fund
include, but are not limited to, the following:

Business Week                          Los Angeles Times
Changing Times                         Money
Chicago Tribune                        Mutual Fund Letter
Chicago Sun-Times                      Morningstar
Crain's Chicago Business               Newsweek
Consumer Reports                       The New York Times
Consumer Digest                        Pensions and Investment
Financial World                        Personal Investor
Forbes                                 Stanger Reports
Fortune                                Time
Investor's Daily                       USA Today
Kiplinger's                            U.S. News and World Report
L/G No-Load Fund Analyst               The Wall Street Journal

When a newspaper, magazine, or other publication mentions the Fund, 
such mention may include (i) listings of some or all of the Fund's holdings,
(ii) descriptions of characteristics of some or all of the securities held by
the Fund, including price-earnings ratios, earnings, growth rates and other 
statistical information and comparisons of that information to similar
statistics for the securities comprising any of the indices or averages
listed above and (iii) descriptions of the Fund's or a portfolio manager's
economic and market outlook.

A Fund's performance is a result of conditions in the securities markets, 
portfolio management and operating expenses. Although information such as 
that described above may be useful in reviewing a Fund's performance and in 
providing some basis for comparison with other investment alternatives, it 
is not 

<Page 23>

necessarily indicative of future performance and should not be used 
for comparison with other investments using different reinvestment 
assumptions or time periods.

The Funds may also compare their performances to various stock indices 
(groups of unmanaged common stocks), including Standard & Poor's 500 Stock 
Index, the Value Line Composite Average the Russell Indices, the Nasdaq 
Composite Index, the Dow Jones Industrial Average or to the Consumer Price 
Index or groups of comparable mutual funds, including rankings determined by 
Lipper Analytical Services, Inc. (an independent service that monitors the 
performance of over 1,000 mutual funds), Morningstar, Inc. or that of any
other service.

The Funds may also cite its ranking, recognition or other mention by 
Morningstar.  Morningstar's ranking system is based on risk-adjusted total 
return performance and is expressed in a star-rated format. The risk-adjusted 
number is computed by subtracting a fund's risk score (which is a function of 
the fund's monthly return less the 3-month Treasury bill return) from the 
fund's load-adjusted total return score. This numerical score is then 
translated into ranking categories, with the top 10% labeled five star,
the next 22.5% labeled four star, the next 35% labeled three star, and next 
22.5% labeled two star, and the bottom 10% one star.  A high ranking 
reflects either above-average performance or below-average risk or both.

FINANCIAL STATEMENTS
   
The financial statements for the Fund and Trust, including the Statement of 
Assets and Liabilities and the Statement of Operations for the fiscal year 
ended December 31, 1998, and the Statements of Changes in Net Assets for the 
fiscal years ended December 31, 1998, and 1997, are included in the Monetta
Family of Mutual Funds Annual Report to shareholders for the fiscal year 
ended December 31, 1998.  Also included in the Annual Report are the financial
highlights for the Fund and the Trust, each such Annual Report is 
incorporated herein by reference.  You may receive copies of the reports
without charge by calling 1-800-MONETTA.  
    
APPENDIX I - FIXED INCOME SECURITIES RATINGS

GENERAL RATINGS INFORMATION

A rating by a rating service represents the service's opinion as to the 
credit quality of the security being rated.  However, the ratings are general 
and are not absolute standards of quality or guarantees as to the 
credit-worthiness of an issuer.  Consequently, the Advisor believes that the 
quality of debt securities in which the Fund invests should be continuously 
reviewed and that individual analysts give different weightings to the 
various factors involved in credit analysis.  A rating is not a 
recommendation to purchase, sell or hold a security, because it does not
take into account market value or suitability for a particular investor.
When a security has received a rating from more than one service, each rating
should be evaluated independently.  Ratings are based on current information
furnished by the issuer or obtained by the rating services from other
sources which they consider reliable.  Rating may be changed, suspended or
withdrawn as a result of changes in, or unavailability of, such information
or for other reasons.  The following is a description of the characteristics
of rating used by Moody's and S&P.


BOND RATINGS

Ratings by Moody's
   
Bonds rated Aaa are judged to be the best quality.  They carry the smallest 
degree of investment risk and are generally referred to as "gilt edge."  
Interest payments are protected by a large or an exceptionally stable margin
and principal is secure.  Although the various protective elements are likely
to change, such changes are not likely to impair the fundamentally strong 
position of such bonds.
    

<Page 24>

Bonds rated Aa are judged to be of high quality by all standards.  Together 
with the Aaa group, they comprise what are generally known as high-grade 
bonds.  They are rated lower than the best bonds because margins of 
protections may not be as large as in the Aaa Bonds, fluctuation of 
protective elements may be of greater amplitude or there may be other 
elements present which make the long-term risks appear somewhat larger than 
in Aaa bonds.

Bonds rated A possess many favorable investment attributes and are to be 
considered as upper medium grade obligations.  Factors giving security to 
principal and interest are considered adequate, but elements may be present 
which suggest a susceptibility to impairment sometime in the future.

Bonds rated Baa are considered as medium grade obligations (i.e., they are 
neither highly protected nor poorly secured).  Interest payments and 
principal security appear adequate for the present but certain protective 
elements may be lacking or may be characteristically unreliable over any 
great length of time. Such bonds lack outstanding investment characteristics
and, in fact, have speculative characteristics as well.
   
Bonds rated Ba are judged to have speculative elements and their future 
cannot be considered as well assured.  Often the protection of interest and 
principal payments may be very moderate and thereby not well safeguarded 
during future periods of significant economic change. Uncertainty of position
characterizes bonds in this class. 
    
   
Bonds rated B generally lack characteristics of a desirable investment.  
Assurance of interest and principal payments or of maintenance of other 
terms of the contract over any length of time, may be minimal.
    
Bonds rated Caa are of poor quality.  Such issues may be in default or there
may be present negative elements with respect to principal or interest.

NOTE: Moody's applies numerical modifiers 1, 2, and 3 in each of these 
generic rating classifications in its corporate bond rating systems.  The 
modifier 1 indicates that the security ranks in the higher end of its 
generic rating category.

RATINGS BY STANDARD AND POOR'S

Debt rated AAA has the highest rating available.  Ability to pay interest 
and repay principal is extremely strong.

Debt rated AA has a very strong ability to pay interest and repay principal
and differs only minimally from the highest rated issues.

Debt rated A has a strong ability to pay interest and repay principal, 
although it is somewhat more susceptible to the adverse effects of changes 
in economic conditions than debt in higher rated categories.

Debt rated BBB is regarded as having an adequate ability to pay interest 
and repay principal. Whereas it normally exhibits adequate protection 
parameters, adverse economic conditions are more likely to lead to a 
weakened ability to pay interest and repay principal for debt in this 
category than for debt in higher rated categories.

Bonds rated BB, B, and CC are regarded, on balance, as predominantly 
speculative with respect to the issuer's capacity to pay interest and repay 
principal in accordance with the terms of the obligations.  While such bonds
will likely have some quality and protective characteristics, these are 
outweighed by large uncertainties and major risk exposures to adverse 
conditions.

NOTE: These ratings may be modified by the addition of a plus (+) 
or minus (-) sign to show relative standing within the major rating 
categories.

<Page 25>

Commercial Paper Ratings

Ratings by Moody's

The rating Prime-1 (P-1) is the highest commercial paper rating assigned by 
Moody's.  Among the factors considered by Moody's in assigning ratings are 
the following:

(1)  evaluation of the management of the issuer;

(2)  economic evaluation of the issuer's industry or industries and an 
     appraisal of speculative type risks which may be inherent in certain 
     areas;

(3)  evaluation of the issuer's products in relation to competition and 
     customer acceptance;

(4)  liquidity;

(5)  amount and quality of long-term debt;

(6)  trend of earnings over a period of ten years;

(7)  financial strength of a parent company and the relationships which 
     exist with the issuer;

(8)  recognition by the management of obligations which may be present or 
     may arise as a result of public interest questions and preparations to 
     meet such obligations. 

These factors are all considered in determining whether the commercial paper
is rated P-2 or P-3.

RATINGS BY STANDARD & POOR'S

The rating A-1+ is the highest, and A-1 the second highest, commercial paper
rating assigned by S&P. Paper rated A-1+ must have either the direct credit
support of an issuer or guarantor that possesses excellent long-term 
operating and financial strengths combined with strong liquidity 
characteristics (typically, such issuers or guarantors would display credit 
quality characteristics which would warrant a senior bond rating of AA or 
higher) or the direct credit support of an issuer or guarantor that possess
above average long-term fundamental operating and financing capabilities 
combined with ongoing excellent liquidity characteristics.

Paper rated A-1 must have the following characteristics:

1)  liquidity ratios are adequate to meet cash requirements,

2)  long-term senior debt is rated A or better,

3)  the issuer has access to at least two additional channels of borrowing,
   
4)  basic earnings and cash flow have an upward trend with allowances made 
    for unusual circumstances.  Typically, the issuer's industry is well 
    established and the issuer has a strong position within the industry and 
    the reliability and quality of management are unquestioned. 
    
   
Relative strength or weakness of the above factors determines whether the
issuer's commercial paper is rated A-2 or A-3.
    

<Page 26>


<TABLE>
<CAPTION>
Table of Contents

Performance Highlights
      
<S>                                         <C>
      Monetta Fund                           4
      Monetta Small-Cap Equity Fund          5
      Monetta Mid-Cap Equity Fund            6
      Monetta Large-Cap Equity Fund          7
      Monetta Balanced Fund                  8
      Monetta Intermediate Bond Fund         9
      Monetta Government Money Market Fund  10

Independent Auditors Report                 11

Schedule of Investments

      Monetta Fund                          12
      Monetta Small-Cap Equity Fund         14
      Monetta Mid-Cap Equity Fund           15
      Monetta Large-Cap Equity Fund         16
      Monetta Balanced Fund                 17
      Monetta Intermediate Bond Fund        19
      Monetta Government Money Market Fund  19

Financial Statements

      Statements of Assets & Liabilities    20
      Statements of Operations              21
      Statements of Changes in Net Assets   22
      Notes to Financial Statements         24
</TABLE>

Footnote:
Past performance is no guarantee of future results.  The principal value and
return on your investment will fluctuate and, on redemption, may be worth more
or less than your original cost.  Historically, small company stocks have been
more volatile than large company stocks, U. S. Government Bonds, and Treasury
Bills.  An investment in the Government Money Market Fund is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other Government
Agency.  Although the Fund seeks to preserve the value of your investment at
$1.00 per share, it is possible to loose money by investing in the Fund.

References to individual securities are the views of the Advisor at the date of
this report and may change.  References are not a recommendation to buy or sell
any security.  Fund holdings are subject to change.

Since indices are unmanaged, it is not possible to invest in them.

Sources for performance data include Lipper Analytical Services, Inc., and
Frank Russell Company.
Page 2

Dear Fellow Shareholders:                                     January 15, 1999

The financial markets continued their winning streak in 1998, especially in the
larger capitalization stocks.  The markets moved higher primarily due to low
interest rates and continued steady economic growth, in spite of international
turbulence, presidential impeachment proceedings and economic concerns.

In 1998, large capitalization stocks outperformed both mid and small
capitalization stocks.  In fact, the 30% performance variance between the S&P
500 (Large-Cap) and Russell 2000 (Small-Cap) indices was the widest in 68
years!  The primary reason for this variance was that large-cap securities
possessed desirable investment characteristics in a slower growth economic
environment as their earnings are more predictable and stable.

The best industry sectors in 1998 were computer peripherals, networking,
specialty retail and biotechnology.  Of course, we cannot forget the emerging
internet stocks, which posted astounding returns in 1998.

The majority of small-cap managers posted negative returns in 1998, and
unfortunately, our  two small-cap funds were no exception.  Our Large-Cap Fund
benefited from the preference for larger company stocks in 1998.  Our fixed
income funds posted strong returns due to the high-quality emphasis of our
government/corporate investments.

History suggests that the huge disparity between small and large company
performance will eventually narrow.  1998 was a reminder that a sound
investment approach includes a basket of investments across the small and large
capitalization sectors.  It is for this reason that we offer a family of seven
mutual funds for your diversification needs.

Investment Outlook

Entering 1998, "experts" forecasted modest stock market gains after the strong
returns that were posted in 1997.  They were partially right as small-cap
stocks performed poorly.  However, large-cap stocks exceeded even the most
optimistic forecasts.

Our outlook for the U.S. economy and the stock market in 1999 is cautiously
optimistic.  Low interest rates, benign inflation and the elimination of the
annual government deficit are strong positive signals for continued economic
growth in 1999.  However, the Asian economies are suffering and now Latin
America is beginning to show serious signs of weakness.  The United States has
been a bastion of relative prosperity, but there is the continued concern that
foreign economic weakness will eventually spill into the U.S.

Our investment strategy is unwavering, and we will continue to focus on
identifying strong companies with solid and predictable earnings growth. We
like the technology sector, which is expected to provide strong unit growth and
productivity gains in 1999 and into the year 2000.  Other attractive areas are
the healthcare and specialty retail sectors where growth is steady and earnings
visibility good.

Our equity mutual funds are all growth funds which invest in rapidly growing
companies.  We are especially excited about the prospects for a potential
rebound in the small-cap sector.  We offer two small-cap mutual funds which
provide investors with an opportunity to invest in this exciting investment
class.  Many of these small companies have the potential to grow into
recognizable large-cap companies in the years to come.

As always, we want to thank you for your investment and/or interest in the
Monetta Family of Funds.

Best personal regards,



Robert S. Bacarella
President and Founder

<Page 3>


Monetta Fund                                             Period ended 12/31/98

Investment Objective:          Market Capitalization Range:   Total Net Assets:
Capital Appreciation/Income    $50 million - $1 billion       $124.7 million

<TABLE>
<CAPTION>
PERFORMANCE:     
                  Average Annual Total Return
                  1 Year    5 Year    10 Year
<S>               <C>       <C>       <C>
Monetta Fund      (9.0)%    7.0%      11.5%
Russell 2000*     (2.5)%    11.9%     12.9%
</TABLE>
*Source Frank Russell Company

[Performance Graph Appears Here]

<TABLE>
<CAPTION>
Measurement Period        Monetta             Russell
(Fiscal Period Covered) Equity Fund            2000
<S>                       <C>                 <C>
3/89                      10,312              10,770
6/89                      11,136              11,456
9/89                      11,664              12,230
12/89                     11,523              11,624
3/90                      12,140              11,367
6/90                      13,576              11,806
9/90                      10,958              8,909
12/90                     12,832              9,357
3/91                      15,209              12,139
6/91                      15,665              11,951
9/91                      17,785              12,926
12/91                     20,004              13,666
3/92                      20,132              14,691
6/92                      18,848              13,688
9/92                      19,408              14,081
12/92                     21,102              16,182
3/93                      19,703              16,873
6/93                      19,849              17,242
9/93                      21,393              18,749
12/93                     21,207              19,241
3/94                      20,647              18,731
6/94                      19,528              18,001
9/94                      20,903              19,251
12/94                     19,889              18,891
3/95                      21,806              19,762
6/95                      23,313              21,614
9/95                      26,218              23,749
12/95                     25,463              24,263
3/96                      25,855              25,501
6/96                      26,656              26,777
9/96                      26,608              26,868
12/96                     25,874              28,266
3/97                      23,995              26,804
6/97                      28,929              31,149
9/97                      34,712              35,784
12/97                     32,650              34,586
3/98                      36,241              28,064
6/98                      32,991              36,290
9/98                      25,238              28,978
12/98                     29,700              33,704
</TABLE>
 
The graph above to the right compares the change in value of a $10,000
investment in the Monetta Fund and the Russell 2000 Stock Index, with dividend
and capital gains reinvested.  The Russell 2000 Stock Index is a broad measure
representative of the general market.  Since the NASDAQ Composite is not an
appropriate index, it is no longer reflected on the above graph.  Had it been
reflected, the value of a $10,000 investment at the end of 10 years per the
NASDAQ Composite would be $57,499.  Please refer to footnote at bottom of Page
2.

<TABLE>
<CAPTION>
PORTFOLIO COMPOSITION
   <S>                  <C>
   Consumer Related   - 38.9% 
   Technology         - 18.9%
   Medical            - 18.2%
   Industrial         - 14.9%
   S/T Investments(A) -  5.4%
   Financial          -  3.7%
</TABLE>
(A) Short-term investments net of other assets and liabilities


                                     TOP 5 EQUITY HOLDINGS:
<TABLE>
<CAPTION>
                                                               % of Net Assets
                                     <S>                                 <C>
                                     Consolidated Graphics, Inc.          5.4%
                                     AeroFlex, Inc.                       5.0%
                                     Medicis Pharmaceutical Corp. - CL A  4.5%
                                     D&K Healthcare Resources, Inc.       4.4%
                                     VDI Media                            3.4%
                                     Total Top 5 Holdings                22.7%
</TABLE>

COMMENTARY

The Monetta Fund posted a return in 1998 of negative 9.0% versus the Russell
2000 benchmark return of negative 2.5%.  Over the previous two year period, the
Monetta Fund reported an annualized return of 7.1%, which is in line with the
Russell 2000 return of 9.2% during this same period.

Within the small-cap sector in 1998, performance was differentiated in great
part by the size of company invested in.  Generally, small-cap funds which
invested in the largest companies did much better than funds which gravitated
towards the smaller companies.  The Monetta Fund had a much lower market
capitalization than the average small-cap fund in 1998, which helps explain why
the Monetta Fund lagged in 1998.

Without question, 1998 was a difficult year for small-cap equities.  The
majority of small-cap equity funds posted negative returns in 1998, whereas
large-cap equity funds posted very strong returns.  One industry pundit
recently stated that, "There are three sure things in life: death, taxes and
the cheapness of small-cap stocks relative to large caps."  Report after report
states that small-cap equities over a host of valuation parameters are at or
near all-time lows.  On a brighter note, a number of industry experts feel that
1999 will mark a turnaround in the small-cap sector.

We are excited about our portfolio of companies as we enter 1999.  Our five
largest companies in the Monetta Fund are demonstrating extremely high growth
rates along with consistent and predictable earnings growth.  Our portfolio
composition continues to favor the high growth segments, including consumer
discretionary, medical and technology.

We are managing the Monetta Fund with the same investment disciplines that we
outlined two years ago in our Annual Report.  Our focus on early-stage growth
companies with strong fundamentals at reasonable valuation levels served us
very well in 1997 when we outperformed our index and peers significantly.
Unfortunately, in 1998 the smaller companies within the small-cap sector
significantly underperformed, impacting our relative performance for the year.
We feel that by consistently applying our investment disciplines, we will best
position ourselves to provide solid long-term returns to our shareholders.  We
look forward to reporting our progress to you in the quarters and years to
come.

<Page 4>

Monetta Small-Cap Equity Fund                            Period ended 12/31/98

Investment Objective:       Market Capitalization Range:      Total Net Assets:
Capital Appreciation        under $1 billion                  $4.0 million

<TABLE>
<CAPTION>

PERFORMANCE:
                           Average Annual Total Return
                                  Since Inception
                                1 Year      2/1/97
<S>                             <C>         <C>
Monetta Small-Cap Equity Fund   (2.8)%      20.6%
Russell 2000*                   (2.5)%      8.5%
</TABLE>
*Source Frank Russell Company.

[Performance Graph Appears Here]

<TABLE>
<CAPTION>
                             Small-Cap     Russell
Month                          Fund         2000
<S>                           <C>           <C>
12/96                         10,000        10,000
3/97                          9,490         9,297   
6/97                          11,820        10,804     
9/97                          15,089        12,412            
12/97                         14,716        11,996           
3/98                          15,956        12,203               
6/98                          15,317        12,588                
9/98                          12,237        10,051                 
12/98                         14,278        11,690                 
</TABLE>
 
The graph above to the right compares the change in value of a $10,000
investment in the Monetta Small-Cap Equity Fund and the Russell 2000 Stock
Index with dividend and capital gains reinvested.  The Russell 2000 index is a
broad measure representative of the general market.  Please refer to footnote
at bottom of Page 2.

<TABLE>
<CAPTION>

PORTFOLIO COMPOSITION
  <S>                    <C>
  Consumer Related     - 36.4% 
  Medical              - 21.1%
  Technology           - 20.9%
  Industrial           - 13.5%
  S/T Investments (A)  -  5.9%
  Financial            -  2.2%
</TABLE>
(A) Short-term investments net of other assets and liabilities


                                         TOP 5 EQUITY HOLDINGS:
<TABLE>
<CAPTION>

                                                               % of Net Assets
                                         <S>                             <C>
                                         Aeroflex, Inc.                   5.7%
                                         D&K Healthcare Resources, Inc.   5.6%
                                         Consolidated Graphics, Inc.      5.1%
                                         VDI Media                        4.8%
                                         MAXIMUS, Inc.                    4.7%
                                         Total Top 5 Holdings            25.9%

</TABLE>

COMMENTARY

The Monetta Small-Cap Equity Fund posted respectable results in 1998, recording
a negative 2.8% one-year return, compared to the Russell 2000 benchmark return
of negative 2.5%.  Inception-to-date, the Monetta Small-Cap Equity Fund posted
an annualized return of 20.6% versus the Russell 2000 benchmark return of 8.5%.

As we have explained in previous communications to our shareholders, the
Monetta Small-Cap Equity Fund is an extremely focused portfolio of small-cap
equities.  We generally hold only 25-35 positions in the Fund.  This
concentration has served us well to-date as we have handily outpaced the
Russell 2000 benchmark return since the Funds inception on February 1, 1997.

You will notice that four of the top five holdings are also held in the Monetta
Fund.  Aeroflex is a rapidly growing technology company which supplies Lucent,
Motorola and other recognizable large technology companies.  D&K Healthcare is
a pharmaceutical distributor which is posting very strong results as it takes
market share away from the larger distributors.  Consolidated Graphics is a
printing company which is growing organically and through acquisition.  In
1998, they easily beat aggressive earnings targets and are expected to continue
this performance in 1999.

VDI Media provides video duplication and editing services to the major
advertising agencies and movie studios.  While it posted very strong growth in
1998, the stock was a poor performer, in large part due to its small size.  We
look for this stock to break out in 1999 as they accelerate their growth.
Lastly, MAXIMUS provides program management and consulting services to federal
and state governments.  This company is expected to continue to benefit from
the outsourcing of traditional government functions to the
private sector.

As was detailed in our comments on the Monetta Fund, the small-cap sector
performed poorly in 1998.  Despite the rapid growth enjoyed in 1998 by our
portfolio of companies, the investment community chose to focus on larger
companies .  Many studies point out that historically small-cap stocks have
outperformed large-cap stocks.  Unfortunately, there can be spells during which
time small-cap stocks lag.  Meanwhile, we are attempting to identify the small-
cap stocks which will benefit most when the investment community begins to
focus on this sector.

<Page 5>

Monetta Mid-Cap Equity Fund                              Period ended 12/31/98

Investment Objective:      Market Capitalization Range:      Total Net Assets:
Capital Appreciation       $1 billion - $5 billion           $18.9 million

<TABLE>
<CAPTION>

PERFORMANCE:
                             Average Annual Total Return
                                        Since Inception
                              1 Year    5 Year   3/1/93
<S>                           <C>       <C>      <C>
Monetta Mid-Cap Equity Fund   (0.9)%    15.1%    18.9%
S&P 400*                       18.3%    18.7%    18.5%
</TABLE>
*Source Lipper Analytical Services, Inc.

[Performance Graph Appears Here]

<TABLE>
<CAPTION>

Measurement Period          Mid-Cap         S&P 400
(Fiscal Year Covered)        Fund
<S>                         <C>             <C>
3/1/93                      10,000          10,000
3/93                        11,670          10,220
6/93                        11,880          10,445
9/93                        13,120          10,978
12/93                       13,540          11,274
3/94                        13,475          10,793
6/94                        13,109          10,399
9/94                        13,887          11,103
12/94                       13,835          10,817
3/95                        14,835          11,692
6/95                        16,536          12,723
9/95                        17,603          13,965
12/95                       17,233          14,165
3/96                        18,717          15,037
6/96                        19,106          15,470
9/96                        19,855          15,920
12/96                       21,402          16,885
3/97                        21,314          16,634
6/97                        24,277          19,085
9/97                        27,761          22,145
12/97                       27,639          22,329
3/98                        30,239          24,787
6/98                        29,362          24,257
9/98                        22,920          20,800
12/98                       27,408          26,472
</TABLE>
The graph above to the right compares the change in value of a $10,000
investment in the Monetta Mid-Cap Equity Fund to the S&P 400.  The S&P 400
index is a broad measure representative of the general market.  Please refer to
footnote at bottom of Page 2.
<TABLE>
<CAPTION>
PORTFOLIO COMPOSITION
  <S>                    <C>
  Consumer Related     - 42.0%
  Technology           - 26.3%
  Medical              - 13.7%
  Financial            - 10.6%
  Industrial           -  5.8%
  S/T Investements (A) - 1.6%
</TABLE>

(A) Short-term investments net of other assets and liabilities

                                            TOP 5 EQUITY HOLDINGS:

<TABLE>
<CAPTION>
                                                               % of Net Assets
                                            <S>                          <C>
                                            Consolidated Graphics, Inc.   5.4%
                                            Outback Steakhouse, Inc.      4.9%
                                            VDI Media                     4.1%
                                            Platinum Technology, Inc.     4.0%
                                            Newcourt Credit Group, Inc.   3.7%
                                            Total Top 5 Holdings         22.1%
</TABLE>

COMMENTARY

The Monetta Mid-Cap Equity Fund declined 0.9% in 1998 versus the S&P 400 index
return of 18.3%.  The Monetta Mid-Cap Equity Fund has posted a five-year
annualized return of 15.1%, which is in line with the S&P 400 index return of
18.7%.

The 1998 underperformance occurred almost entirely in the second half of the
year.  In an effort to control risk, the Fund was underweighted in technology
due to concerns of slowing demand overseas.  The market dismissed these
concerns and bid up technology stocks dramatically in the second half of 1998,
causing a large portion of our negative variance.

The Fund's underperformance in 1998 was frustrating given its solid long-term
track record.  We have always managed the fund to provide competitive returns
while minimizing risk.  The markets indifference to certain industry groups,
and infatuation with others, caused 1998 to be a difficult year if you were not
invested fully in the proper sectors, as the divergence in returns between
sectors was extreme.  We have not changed the investment philosophy which has
provided competitive long-term returns.  However, we are currently being more
diligent in matchingindustry weightings in the Fund more closely to their
respective S&P 400 index industry weightings.  As evidence of this, in late
1998, we increased our exposure in the technology and biotechnology areas. 
In addition, with investors' increasing concern over trading liquidity, we
are putting more emphasis on those companies which are at the higher end of
the mid-cap capitalization range.  As a result, the average market 
capitalization of the portfolio has increased from approximately $1.2 billion
to $3.5 billion.

The mid-cap sector underperformed large-caps in 1998.  Many industry observers
feel that, due to the relative higher valuations in the large-cap sector, more
money will flow into the mid-cap sector in 1999.  This would certainly be
welcome news for mid-cap investors.

<Page 6>

Monetta Large-Cap Equity Fund                            Period ended 12/31/98

Investment Objective:      Market Capitalization Range:      Total Net Assets:
Capital Appreciation       $5 billion +                      $4.2 million

<TABLE>
<CAPTION>

PERFORMANCE:
                             Average Annual Total Return
                                      Since Inception
                              1 Year   2 Year  9/1/95
<S>                            <C>     <C>     <C>
Monetta Large-Cap Equity Fund   9.0%   17.5%   20.7%
S&P 500*                       28.7%   31.0%   28.9%
</TABLE>
*Source Lipper Analytical Services, Inc.

[Performance Graph Appears Here]

<TABLE>
<CAPTION>

Measurement Period          Large-Cap      S&P 500
(Fiscal Year End)             Fund
<S>                         <C>            <C>
9/95                        10,000         10,482
12/95                       10,574         11,105
3/96                        11,344         11,701
6/96                        11,923         12,225
9/96                        12,864         12,603
12/96                       13,555         13,653
3/97                        13,842         14,020
6/97                        15,621         16,465
9/97                        17,333         17,699
12/97                       17,167         18,207
3/98                        18,413         20,745
6/98                        18,008         21,433
9/98                        14,165         19,307
12/98                       18,716         23,441
</TABLE>

The graph above to the right compares the change in value of a $10,000
investment in the Monetta Large-Cap Equity Fund to the S&P 500.  The S&P 500
Composite index is a broad measure representative of the general market.
Please refer to footnote at bottom of Page 2.

<TABLE>
<CAPTION>
PORTFOLIO COMPOSITION
  <S>                   <C>
  Consumer Related    - 33.0%
  Technology          - 28.9%
  Financial           - 14.6%
  Medical             - 11.1%
  Industrial          - 8.1%
  S/T Investments (A) - 4.3%
</TABLE>
(A) Short-term investments net of other assets and liabilities

                                           TOP 5 EQUITY HOLDINGS:

<TABLE>
<CAPTION>

                                                               % of Net Assets
                                            <S>                          <C>
                                            MCI Worldcom, Inc.            5.1%
                                            Cisco Systems, Inc.           4.4%
                                            Int'l. Business Machine Corp. 4.4%
                                            FDX Corp.                     4.3%
                                            Lucent Technologies, Inc.     4.0%
                                            Total Top 5 Holdings         22.2%

</TABLE>

COMMENTARY

The Monetta Large-Cap Equity Fund appreciated 9.0% during 1998, while posting a
stellar fourth quarter return of 32.1%.  The S&P 500 index posted a 28.7%
return in 1998.  For the three year period ending December 31, 1998, the
Monetta Large-Cap Equity Fund has provided an annualized return of 20.9%.

The Fund's performance for 1998 lagged the S&P 500 index return which was
powered by a narrow band of stocks that performed extremely well in 1998.  As
we reported to you in our 1998 Semi-Annual Report, our focus on risk control
caused us to avoid many of the "nifty-fifty" stocks, which performed very well.
In the third quarter of 1998, we decided that investors would continue to
gravitate toward the handful of premier blue-chip companies whose stocks were
performing well.  Therefore, we concentrated our portfolio in these strong
companies whose valuations were high, but provided above-average earnings
stability and predictability.  This proved to be the correct strategy, as our
superior fourth quarter return indicates.

In 1998, the stock market handsomely rewarded companies in strong sectors that
posted earnings which exceeded expectations.  Historically, sound companies
with good franchise value were treated harshly for any misstep.  We expect
these trends to continue in 1999, placing extreme value on proper stock
selection.

We will continue our investment strategy of emphasizing premier growth stocks
in the most attractive industries.  Although valuation levels appear high by
historical standards, we believe the underlying demand for these securities
should continue to remain strong.

<Page 7>

Monetta Balanced Fund                                    Period ended 12/31/98

Investment Objective:      Market Capitalization Range:      Average Maturity: 
Capital Appreciation       $50 million                       8.2 Years

Total Net Assets:
$14.5 million

<TABLE>
<CAPTION>
PERFORMANCE:
                             Average Annual Total Return
                                      Since Inception
                              1 Year   2 Year   9/1/95
<S>                           <C>      <C>      <C>
Monetta Balanced Fund          8.6%    14.7%    18.5%
Lipper Balanced Fund Index*   15.1%    17.7%    16.7%
</TABLE>
*Source Lipper Analytical Services, Inc.

<TABLE>
<CAPTION>
Measurement Period    Monetta         Lipper
(Fiscal Year End)     Balanced        Balanced            
<S>                   <C>             <C>
9/95                  10,000          10,239
12/95                 10,616          10,697
3/96                  11,131          10,936
6/96                  11,913          11,158
9/96                  12,547          11,453
12/96                 13,369          12,093
3/97                  13,358          12,150
6/97                  14,642          13,460
9/97                  16,431          14,325
12/97                 16,205          14,549
3/98                  17,321          15,698
6/98                  16,923          15,932
9/98                  15,004          15,009
12/98                 17,602          16,737
</TABLE>
The graph above to the right compares the change in value of a $10,000
investment in the Monetta Balanced Fund to the Lipper Balanced Fund Index with
dividends and capital gains reinvested. Please refer to footnote at bottom of
Page 2.

<TABLE>
<CAPTION>
PORTFOLIO COMPOSITION
  <S>                <C>
  Fixed Income (A) - 33.6%
  Consumer Related - 27.9%
  Technology       - 21.2%
  Medical          -  6.9%
  Industrial       -  6.4%
  Financial        -  4.0%
</TABLE>
(A) Fixed income net of other assets and liabilities

                                            TOP 5 EQUITY HOLDINGS:
<TABLE>
<CAPTION>

                                                               % of Net Assets
                                            <S>                          <C>
                                            Tyco Int'l Ltd.               2.6%
                                            Int'l Business Machine Corp.  2.6%
                                            MCI Worldcom, Inc.            2.5%
                                            Intel Corp.                   2.5%
                                            Merrill Lynch & Co., Inc.     2.3%
                                            Total Top 5 Holdings         12.5%
</TABLE>
                                        
COMMENTARY

The Monetta Balanced Fund posted an 8.6% return in 1998, finishing the year
with a strong 17.3% return in the fourth quarter.  The average 1998 return of
the Lipper Analytical Service, Inc., Balance Fund category was 13.5%.  From
inception, September 1, 1995 through December 31, 1998, the Fund's average
annual return was 18.5% versus the Lipper Balance Fund Index of 16.7%

While the Fund posted a respectable return, the Fund's overall performance was
negatively affected by its balanced weightings in the small, mid and large
capitalization areas of the market due to the significant underperformance of
small-cap stocks in 1998.  In fact, the 30% return disparity between large-cap
and small-cap stocks was the widest since 1930.

Given the relative attractiveness of small-cap securities, we are hesitant to
significantly shift the equity group weightings.  However, we have lightened
our exposure somewhat to the smallest companies in the small-cap sector, as it
appears likely that when investors begin to focus on the small-cap sector, they
will gravitate toward the larger companies within the group.

A number of holdings across market capitalization sectors posted strong results
in the fourth quarter.  Small and mid-cap contributors include Consolidated
Graphics, Medicis Pharmaceutical and QRS Corp.  Strong performers in the large-
cap area included AirTouch Communications, Best Buy Company and Federal Express
Corp.

The Monetta Balanced Fund is unique in its exposure to small- and mid-cap
equities, as many balanced funds ignore these sectors completely.  We are
optimistic that our approach will pay off handsomely should investor interest
returns to these groups.

We intend to maintain an overall portfolio mix of 65% stocks and 35% bonds.
The fixed income position of the Fund has an average maturity of approximately
eight years and is invested in investment grade
securities.

<Page 8>

Monetta Intermediate Bond Fund                           Period ended 12/31/98

Investment Objective:      30-Day SEC Yield: Average Maturity: Total Net Assets:
Capital Appreciation/Income     5.23%            4.7 Years        $6.7 million

<TABLE>
<CAPTION>

PERFORMANCE:
                         Average Annual Total Return
                                  Since Inception
                           1 Year  5 Year  3/1/93
<S>                         <C>    <C>     <C>
Monetta Intermediate
      Bond Fund             8.38%  7.38%   7.73%
Lehman Gov't/Corp
      Interm. Bond Index*   8.44%  6.60%   6.53%
</TABLE>

*Source Lipper Analytical Services, Inc.

[Performance Graph Appears Here]

<TABLE>
<CAPTION>

Measurement Period      Monetta Intermediate      Lehman
(Fiscal Year Covered)       Bond Fund
<S>                          <C>                  <C>
3/1/93                       10,000               10,007                        
3/93                         10,000               10,028
6/93                         10,399               10,255
9/93                         10,732               10,486
12/93                        10,817               10,504
3/94                         10,585               10,291
6/94                         10,494               10,229
9/94                         10,613               10,313
12/94                        10,705               10,302
3/95                         11,270               10,754
6/95                         11,866               11,292
9/95                         12,046               11,479
12/95                        12,282               11,883
3/96                         12,245               11,784
6/96                         12,428               11,859
9/96                         12,702               12,068
12/96                        13,074               12,364
3/97                         13,041               12,350
6/97                         13,485               12,715
9/97                         13,908               13,058
12/97                        14,238               13,338
3/98                         14,443               13,546
6/98                         14,748               13,800
9/98                         15,382               14,420
12/98                        15,431               14,463
</TABLE>

The graph above to the right compares the change in value of a $10,000
investment in the Monetta Intermediate Bond Fund to the Lehman
Government/Corporate Intermediate Bond Index.  The Lehman Government/Corporate
Intermediate Bond Index measures that specific segment of the bond market.
Please refer to footnote at bottom of Page 2.

<TABLE>
<CAPTION>
PORTFOLIO COMPOSITION
  <S>                       <C>
  Corporate Bonds         - 71.5%
  US Treasury             - 14.4%
  Government Agencies     -  9.5%
  Government Obligations  -  9.5%
  S/T Investments (A)     -  3.0%
  Preferred Stock         -  1.6%
</TABLE>
(A) Short-term investments net of other assets and liabilities

                                                        MATURITY PROFILE:
<TABLE>
<CAPTION>

                                                               % of Net Assets
                                                        <S>             <C>
                                                        1 Year of Less    5.1%
                                                        1-3 Years        23.1%
                                                        4-6 Years        43.4%
                                                        7-10 Years       28.2%
                                                        Over 10 Years     0.2%
                                                        Total           100.0%
</TABLE>

COMMENTARY

The Monetta Intermediate Bond Fund appreciated 8.38% in 1998 versus an average
return of 7.25% of Lipper Analytical Services, Intermediate Investment Grade
Debt Funds category ranking the fund in the top 26th percentile out of 239
funds.  For the five years ending December 31, 1998, the Fund generated a
cumulative return of 42.8%, ranking it in the top 10 percentile of its Lipper
category out of 109 funds.

The Fund's performance benefited from its emphasis on a high quality corporate
investment portfolio and a shorter average maturity of 4.7 years.  The Fund's
appreciation in 1998 was particularly significant considering that the
corporate credit sector underperformance was the worst of any other period
since the inception of the benchmark fixed income indices in 1973.

Last year was plagued by concern over the slowing economic conditions in Asia,
Russia, and Latin America.  The Federal Reserve took on the role of the world's
Central Banker with a series of three short-term interest rate cuts in the
second half of the year, which helped stabilize the markets.  The 30-year
Treasury yield reached a low of 4.70% before ending the year at 5.10%.  At one
point, the yield difference between the two-year note and 30-year bond was only
12 basis points.

Looking into 1999, we believe that the higher yielding sectors of the corporate
bond market will be the initial performance leaders.  We expect the Fed will
resume an easing monetary policy, and that bond yields will remain at or below
current levels.

We feel that the inordinately wide corporate spreads are an opportunity to add
incremental yield to the portfolio.  As the markets continue to stabilize and
the economic outlook clears, the lower-investment-grade sectors may warrant
consideration for capital appreciation opportunities.

The Fund will continue to follow the same course that has made it a strong
performer since its inception over five years ago - overweight higher yielding
corporate sectors and minimize duration or maturity risk.

<Page 9>

Monetta Government Money Market Fund                     Period ended 12/31/98

Investment Objective:              7-Day Yield:      Average Days to Maturity: 
Income and Capital Preservation         5.08%                40 Days            

Total Net Assets:
$4.1 million


<TABLE>
<CAPTION>

PERFORMANCE:
                           Average Annual Total Return
                                        Since Inception
                            1 Year    5 Year    (3/1/93)
<S>                         <C>       <C>       <C>
Monetta Government Money
      Market Fund           5.24%**   5.07%**   4.74%**
Lipper US Gov't Money
      Market Funds Avg.*    4.89%     4.72%     4.41%
</TABLE>
*Source Lipper Analytical Services, Inc.

[Performance Graph Appears Here]

<TABLE>
<CAPTION>
Measurement Period      Money Market     Lipper Average
(Fiscal Year Covered)
<S>                     <C>              <C>
3/1/93                  10,000           10,000
3/93                    10,013           10,023
6/93                    10,072           10,088
9/93                    10,147           10,154
12/93                   10,224           10,222
3/94                    10,301           10,290
6/94                    10,396           10,374
9/94                    10,507           10,475
12/94                   10,637           10,597
3/95                    10,788           10,738
6/95                    10,950           10,885
9/95                    11,110           11,030
12/95                   11,262           11,174
3/96                    11,401           11,309
6/96                    11,539           11,440
9/96                    11,683           11,579
12/96                   11,832           11,711
3/97                    11,977           11,846
6/97                    12,126           11,988
9/97                    12,281           12,135
12/97                   12,441           12,284
3/98                    12,599           12,433
6/98                    12,760           12,585
9/98                    12,927           12,738
12/98                   13,091           12,894
</TABLE>

**Total returns are net of advisory fees waived and voluntary absorption of all
or part of the Fund's operating expenses by the Advisor.  Had the advisory fee
not been waived, the 7-day SEC yield would have been 4.73%, versus 5.08% on
December 31, 1998.  An investment in the Monetta Government Money Market Fund
is neither insured or guaranteed by the U.S. Government.  There can be no
assurance that the Fund will be able to maintain a stable $1.00 per share net
asset value.  Please refer to footnote at bottom of Page 2.

<TABLE>
<CAPTION>
PORTFOLIO COMPOSITION
  <S>                       <C>
  Government Agency       - 98.6%
  S/T Investments Net (A) -  1.4%
</TABLE>
(A) Short-term investements net of other assets and liabilities


                                            ALLOCATION:
<TABLE>
<CAPTION>
                                           
                                            <S>                         <C>
                                            Government Agencies          98.6%
                                            Short Term Investments-Net    1.4%
                                            Total                       100.0%
</TABLE>

COMMENTARY

The Monetta Government Money Market Fund posted an impressive return of 5.24%
in 1998 versus an average return of 4.89% for the Lipper U.S. Government Fund
category.  This performance ranked the Fund 5th of 113 Funds in this Lipper 
category for the one year period ended December 31, 1998.  For the five year
period ending December 31, 1998, the Fund ranked 6th of 85 Funds.

The Fund's positive relative performance was due in large part to the over-
weighting of agency discount notes versus short governments and bills.  Money
market yields declined steadily over the last year as evidenced by the 60-89
day Federal Farm Credit yield curve which declined from 5.52% on December 31,
1997 to 4.72% on December 31, 1998.

We are not expecting any Federal Reserve easing in the first quarter but
anticipate slower growth as the year develops and expect easing initiatives to
resume in the Spring.

At this time, we do not expect the short end of the yield curve to change
materially and do not anticipate any major changes in security selection or
maturity risk.

The Monetta Government Money Market Fund is the most conservative of the
Monetta Family of Mutual Funds.  It's primary objectives are the preservation
of capital and liquidity.  The investment emphasis is on stability and current
income.

<Page 10>

INDEPENDENT AUDITORS REPORT


The Boards of Directors and Trustees and the Shareholders of
      Monetta Fund, Inc., and Monetta Trust:

We have audited the accompanying statements of assets and liabilities of
Monetta Fund, Inc., and Monetta Trust (comprising, respectively, the Small-Cap
Equity Fund, Mid-Cap Equity Fund,Large-Cap Equity Fund, Balanced Fund,
Intermediate Bond Fund, and Government Money Market Fund), collectively
referred to as the "Funds," including the schedules of investments as of
December 31, 1998, and the related statements of operations for the period then
ended, the statements of changes in net assets for each of the periods
presented in the two-year period then ended, and the financial highlights for
each of the periods presented in the five-year period then ended.  These
financial statements and financial highlights are the responsibility of the
Funds' management.  Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements.  Our procedures included confirmation of securities
owned as of December 31, 1998, by correspondence with the custodian and
brokers.  An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Monetta Fund, Inc., and each of the respective funds constituting the Monetta
Trust as of December 31, 1998, the results of their operations for the period
then ended, the changes in their net assets for each of the periods presented
in the two-year period then ended, and the financial highlights for each of the
periods presented in the five-year period then ended, in conformity with
generally accepted accounting principles.

KPMG LLP

Chicago, Illinois
January 15, 1999

<Page 11>

Schedule of Investments                                      December 31, 1998

MONETTA FUND

      Shares or                                Quoted
      Principal                              Market Value
       Amount                               (In Thousands)

<TABLE>
<CAPTION>

COMMON STOCKS - 94.6%
<S>                                           <C>

      Consumer Related - 38.9%                 $48,401

Broadcasting/Cable TV - 5.4%
       *60,000    Metro Networks, Inc.          $2,558
      *443,300    VDI Media                      4,211
                                                 6,769

Food Processing - 0.8%
       *35,000    Celestial Seasonings, Inc.       974

Recreation/Entertainment - 1.7%
       *85,000    Avis Rent-A-Car, Inc.          2,056

Restaurants/Lodging - 2.6%
       *80,000    Outback Steakhouse, Inc.       3,190

Retail Manufacturers & Distribution - 2.3%
      *110,000    Home Products Int'l, Inc.      1,093
       *65,000    Performance Food Group Co.     1,828
                                                 2,921

Retail Trades - 2.1%
      *150,000    Just For Feet, Inc.            2,606

Miscellaneous - 24.0%
      *411,600    APAC Teleservices, Inc         1,557
       *50,000    Big Flower Holdings, Inc.      1,103
       *37,300    BHI Corp.                      1,147
      *100,000    Consolidated Graphics, Inc.    6,756
       *90,000    FirstService Corp.             1,075
       *70,000    F.Y.I., Inc.                   2,240
       *43,700    HA-LO Industries, Inc.         1,644
      *102,600    MAXIMUS, Inc.                  3,796
      *100,000    Modis Professional Services    1,450
       *36,000    QRS Corp.                      1,728
       230,000    Schawk, Inc.                   3,191
        20,000    Valassis Communications, Inc.  1,033
      *351,700    Vestcom Int'l, Inc.            3,165
                                                29,885

      Financial Related - 3.7%                  $4,662

Financial Services - 3.7%
       *60,000    LaSalle Partners, Inc.        $1,767
       *90,000    CNA Surety Corp.               1,417
       *52,800    Trammell Crow Co.              1,478
                                                 4,662

      Industrial Related - 14.9%               $18,685

Chemicals - 0.9%
        48,000    Cambrex Corp.                 $1,152

Energy Resources & Services - 1.5%
       *75,000    Hanover Compressor Co.         1,927

Industrial & Electronics Products - 9.1%
       *75,000    AFC Cable Systems, Inc.        2,522
        65,000    Applied Power, Inc. - CL A     2,454
       *77,500    JPM Co.                        1,085
        80,000    Spartech Corp.                 1,760
       *62,500    SPS Technologies, Inc.         3,539
                                                11,360

Transportation - 2.3%
       *75,000    Carey International, Inc.      1,312
       *37,000    Expeditors Int'l of
                    Washington, Inc.             1,554
                                                 2,866

Miscellaneous - 1.1%
       *80,000    Waste Industries, Inc.         1,380

      Medical Related - 18.2%                  $22,757

Medical Supplies - 0.5%
       *20,000    Conmed Corp.                    $660

Medical Technology - 2.5%
        50,000    ADAC Laboratories                998
       *80,000    SteriGenics Int'l, Inc.        2,080
                                                 3,078
<Page 12>

Pharmaceuticals - 11.2%
      *200,500    D & K Healthcare
                    Resources, Inc.              5,464
        78,500    Jones Pharma, Inc.             2,865
       *95,000    Medicis Pharmaceutical
                    Corp. - CL A                 5,664
                                                13,993

Physician Services - 3.6%
      *130,000    Castle Dental Centers, Inc.      796
       *35,300    Henry Schein, Inc.             1,580
       *55,000    MedQuist, Inc.                 2,172
                                                 4,548

Miscellaneous - 0.4%
       *10,000    FPIC Insurance Group, Inc.       478

      Technology Related - 18.9%               $23,473

Computer Software and Systems - 2.2%
       *30,000    Apex PC Solutions, Inc.         $866
      *100,000    Platinum Technology, Inc.      1,913
                                                 2,779

Computer/Office Equipment - 3.7%
       *80,000    CHS Electronics, Inc.          1,355
      *150,000    ScanSource, Inc.               3,225
                                                 4,580
Semiconductors - 5.0%
      *410,700    Aeroflex, Inc.                 6,212

Telecommunications/Equipment - 6.9%
      *120,000    Brightpoint, Inc.              1,650
      *120,000    Comdial Corp.                  1,058
       *50,000    Dycom Industries, Inc.         2,856
       *82,200    Quanta Services, Inc.          1,814
        25,000    Superior Telecom, Inc.         1,181
                                                 8,559

Miscellaneous - 1.1%
       *10,000    Catalina Marketing Corp          684
       *25,000    USWeb Corp.                      659
                                                 1,343

Total Common Stocks
            (Cost $95,489) (a)                 117,978

Variable Demand Notes - 1.6%
     1,413,900    Firstar Bank Milwaukee,
                    N.A. - 5.3%                  1,414
       269,200    General Mills - 5.23%            269
       271,000    Pitney Bowes - 5.23%             271
        36,000    Sara Lee - 5.23%                  36
Total Variable Demand Notes                      1,990

Commercial Paper - 5.2%
     1,500,000    Albertson's - 5.23%
                    Due 01/12/99                 1,498
     1,000,000    Allstate - 5.15%
                    Due 01/11/99                   999
     1,000,000    Central Illinois Light Co. - 5.15%
                    Due 01/06/66                   999
     1,500,000    General Mills - 5.25%
                    Due 01/04/99                 1,499
     1,500,000    Met Life Funding - 5.38%
                    Due 01/19/99                 1,496
Total Commercial Paper                           6,491

Total Short-Term Investments                     8,481

Total Investments - 101.4%
            (Cost $103,970) (a)                126,459

Other Assets Less Liabilities - (1.4%)         (1,770)

Net Assets - 100%                             $124,689
</TABLE>

(a) For tax purposes, cost is $104,046; the aggregate gross unrealized
 appreciation is $26,095, and aggregate gross unrealized depreciation is $3,606,
resulting in net unrealized appreciation of $22,489 (in thousands).

See accompanying notes to financial statements.

*Non-income producing security

<Page 13>

Schedule of Investments December 31, 1998

MONETTA SMALL-CAP EQUITY FUND

      Shares or                                    Quoted
      Principal                                  Market Value
      Amount                                    (In Thousands)
<TABLE>
<CAPTION>
COMMON STOCKS - 94.1%
<S>                                             <C>

      Consumer Related - 36.4%                  $1,452

Broadcasting/Cable TV - 8.0%
        *3,000    Metro Networks, Inc.            $128
       *20,000    VDI Media                        190
                                                   318

Recreation/Entertainment - 3.6%
        *6,000    Avis Rent-A-Car, Inc.            145

Retail Manufacturers & Distribution - 2.5%
       *10,000    Home Products Int'l, Inc.         99

Miscellaneous - 22.3%
        *3,000    Consolidated Graphics, Inc.      203
        *3,000    HA-LO Industries, Inc.           113
        *5,000    MAXIMUS, Inc.                    185
        *3,000    QRS Corp.                        144
         6,000    Schawk, Inc.                      83
       *18,000    Vestcom Int'l, Inc.              162
                                                   890

      Financial Related - 2.2%                     $88

Financial Services - 2.2%
        *3,000    LaSalle Partners, Inc.           $88

      Industrial Related - 13.5%                  $536

Industrial & Electronics Products - 10.4%
        *4,000    AFC Cable Systems, Inc.         $134
         5,000    Spartech Corp.                   110
        *3,000    SPS Technologies, Inc.           170
                                                   414

Transportation - 3.1%
        *7,000    Carey Int'l, Inc.                122

      Medical Related - 21.1%                     $838

Medical Technology - 3.3%
        *5,000    SteriGenics Int'l, Inc.         $130

Pharmaceuticals - 14.7%
        *8,200    D & K Healthcare Resources, Inc  223
         5,000    Jones Pharma, Inc.               183
        *3,000    Medicis Pharmaceutical
                    Corp. - CL A                   179
                                                   585

Physician Services - 3.1%
       *20,000    Castle Dental Centers, Inc.      123

      Technology Related - 20.9%                  $832

Computer/Office Equipment - 7.3%
        *7,000    CHS Electronics,  Inc.          $119
        *8,000    ScanSource, Inc.                 172
                                                   291
Semiconductors - 5.7%
       *15,000    Aeroflex, Inc.                   227

Telecommunications/Equipment - 7.9%
       *10,000    Brightpoint, Inc.                137
        *8,000    Quanta Services, Inc.            177
                                                   314

Total Common Stocks
            (Cost $2,991 ) (a)                   3,746

Variable Demand Notes - 5.6%
       150,000    Firstar Bank Milwaukee,
                    N.A. - 5.30%                   150
        59,100    General Mills - 5.23%             59
        10,000    Pitney Bowes - 5.23%              10
         2,000    Sara Lee - 5.23%                   2
Total Variable Demand Notes                        221

Total Investments - 99.7%
      (Cost $3,212 ) (a)                         3,967

Other Assets Less Liabilities - 0.3%                13

Net Assets - 100%                               $3,980
</TABLE>
(a) For tax purposes, cost is $3,219; the aggregate gross unrealized
appreciation is $798, and aggregate gross unrealized depreciation is $43,
resulting in net unrealized appreciation of $755 (in thousands).

See accompanying notes to financial statements.

*Non-income producing security

<Page 14>

Schedule of Investments December 31, 1998

MONETTA MID-CAP EQUITY FUND

      Shares or                                   Quoted
       Principal                               Market Value
        Amount                                (In Thousands)
<TABLE>
<CAPTION>

COMMON STOCKS - 98.4%
<S>                                            <C>

      Consumer Related - 42.0%                  $7,956

Broadcasting/Cable TV - 5.2%
         4,000    Media General, Inc. - CL A      $212
       *80,900    VDI Media                        769
                                                   981

Recreation/Entertainment - 3.7%
       *16,000    Galileo Int'l, Inc.              696

Restaurants/Lodging - 6.1%
       *23,000    Outback Steakhouse, Inc.         917
        *5,000    U.S. Foodservice                 245
                                                 1,162

Retail Trades - 10.1%
        *4,000    Best Buy Company, Inc.           246
        *7,000    Dollar Tree Stores, Inc.         306
       *35,000    Just For Feet, Inc.              608
        10,000    Flowers Industries, Inc.         239
        10,000    Intimate Brands, Inc.            299
        *4,000    Starbucks Corp.                  224
                                                 1,922

Miscellaneous - 16.9%
      *100,000    APAC Teleservices, Inc.          378
       *15,000    Consolidated Graphics, Inc.    1,013
       *10,000    MAXIMUS, Inc.                    370
       *25,000    Modis Professional Services      363
        40,000    Schawk, Inc.                     555
        10,000    Valassis Communications, Inc.    516
                                                 3,195

      Financial Related - 10.6%                 $2,012

Financial Services - 10.6%
        10,000    Aflac, Inc.                     $440
        10,000    Conseco, Inc.                    305
         5,000    City National Corp.              208
        *7,000    Fiserv, Inc.                     360
       *20,000    Newcourt Credit Group, Inc.      699
                                                 2,012


      Industrial Related - 5.8%                 $1,097

Energy Resources & Services - 1.6%
        10,000    NIPSCO Industries, Inc.         $304

Industrial & Electronics Products - 4.2%
        *5,000    Solectron Corp.                  465
        *5,800    SPS Technologies, Inc.           328
                                                   793

      Medical Related - 13.7%                   $2,595

Pharmaceuticals - 11.3%
        *7,000     Agouron Pharmaceuticals, Inc.  $411
        *4,000    Biogen, Inc.                     332
         4,500    McKesson Corp.                   356
        *9,000    Medicis Pharmaceutical
                    Corp. - CL A                   537
        *8,000      Watson Pharmaceuticals, Inc.   503
                                                 2,139

Physician Services - 2.4%
        *5,000    Genzyme Corp.                    249
        *7,000    Total Renal Care Holdings, Inc.  207
                                                   456

      Technology Related - 26.3%                $4,958

Computer Software and Systems - 13.6%
        *4,000     At Home Corp. - Ser. A         $297
         4,000    Ceridian Corp.                   279
        *5,000    NCR Corp.                        209
         6,000    Network Associates, Inc.         398
       *15,000    Novell, Inc.                     272
       *40,000    Platinum Technology, Inc.        765
        10,000    Unisys Corp.                     344
                                                 2,564

Computer/Office Equipment - 3.0%
       *20,000    CHS Electronics, Inc.            338
        *3,000    Jabil Circuit, Inc.              224
                                                   562

Telecommunications/Equipment - 5.5%
        *4,000    Comverse Technology, Inc.        284
       *10,000    Qwest Communications, Inc.       500
         4,000    Symbol Technologies              256
                                                 1,040
<Page 15>

Miscellaneous - 4.2%
        10,000    Reynolds & Reynolds - CL A       229
        *5,000    Sterling Commerce, Inc.          225
        10,000    Snyder Communications, Inc.      338
                                                   792

Total Common Stocks
            (Cost $16,166 ) (a)                 18,618

Variable Demand Notes - 6.0%
       625,100    Firstar Bank Milwaukee,
                    N.A. - 5.30%                   625
       211,700    Pitney Bowes - 5.23%             212
       303,700    Sara Lee - 5.23%                 303
Total Variable Demand Notes                      1,140

Commercial Paper - 25.6%
     1,000,000    AIG Funding - 4.9%
                    Due 01/04/99                 1,000
     1,000,000    Anheuser Busch - 4.95%
                    Due 01/04/99                 1,000
       500,000    Carolina Power & Light - 5.40%
                    Due 01/28/99                   498
       750,000    Coca Cola - 5.20%
                    Due 01/11/99                   749
       800,000    Ford Motor Credit - 5.40%
                    Due 01/19/99                   798
       800,000    General Motors Accept. Corp
                    5.40% Due 01/25/99             797
Total Commercial Paper                           4,842

Total Short-Term Investments                     5,982

Total Investments -130.0 %
            (Cost $22,148) (a)                  24,600

Other Assets Less Liabilities - (30.0%)        (5,680)

Net Assets - 100%                              $18,920
</TABLE>

(a) For tax purposes, cost is $22,161; the aggregate gross unrealized
appreciation is $2,741, and aggregate gross unrealized depreciation is $289,
resulting in net unrealized appreciation of $2,452 (in thousands).

See accompanying notes to financial statements.

*Non-income producing security.

MONETTA LARGE-CAP EQUITY FUND

      Shares or                                   Quoted
      Principal                                Market Value
       Amount                                 (In Thousands)
<TABLE>
<CAPTION>
COMMON STOCKS - 95.7%
<S>                                             <C>

      Consumer Related - 33.0%                  $1,381

Broadcasting/CableTV - 6.9%
        *3,000    Clear Channel Communications    $164
         2,000    Time Warner, Inc.                124
                                                   288

Retail Trades - 20.5%
        *2,000    Best Buy Company, Inc.           123
         2,000    Dayton Hudson Corp.              109
         2,000    Gap, Inc.                        112
         2,500    Home Depot, Inc.                 153
        *2,500    Kohls Corp.                      154
        *1,500    Starbucks Corp.                   84
         1,500    WalMart Stores                   122
                                                   857

Miscellaneous - 5.6%
        *1,200    General Electric Co.             123
         1,500    Tyco Int'l, Ltd.                 113
                                                   236

      Financial Related - 14.6%                   $610

Financial Services - 14.6%
         1,000    American Int'l Group             $97
         1,000    American Express                 102
         2,500    Citigroup, Inc.                  124
         2,000    Merrill Lynch & Co., Inc.        133
         3,000    Paychex, Inc.                    154
                                                   610

      Industrial Related - 8.1%                   $342

Chemicals - 2.3%
         2,000    Monsanto Corp.                   $95

Energy Resources & Services - 1.6%
         1,500    Schlumberger Ltd.                 69

Transportation - 4.2%
        *2,000    FDX Corporation                  178

      Medical Related - 11.1%                     $463

Pharmaceuticals - 11.1%
         1,500    Cardinal Health, Inc.           $114
         2,000    Schering - Plough Corp.          110
         1,500    Warner - Lambert Co.             113
        *2,000    Watson Pharmaceuticals, Inc.     126
                                                   463
<Page 16>

      Technology Related - 28.9%                $1,209

Computer Software and Systems - 11.2%
        *2,000    Cisco Systems, Inc.             $185
         1,000    Int'l Business Machines Corp.    185
          *700    Microsoft Corp.                   97
                                                   467

Semiconductors - 2.8%
         1,000    Intel Corp.                      119

Telecommunications/Equipment - 14.9%
        *1,500    Air Touch Communications, Inc.   108
         2,000    GTE Corporation                  135
         1,500    Lucent Technologies, Inc.        165
        *3,000    MCI Worldcom, Inc.               215
                                                   623

Total Common Stocks
            (Cost $3,168) (a)                    4,005

Variable Demand Notes - 3.8%
        30,700    Firstar Bank Milw., N.A. - 5.30%  31
        55,600    General Mills - 5.30%             55
        72,700    Pitney Bowes - 5.23%              73
Total Variable Demand Notes                        159

Total Investments - 99.5%
            (Cost $3,327) (a)                    4,164

Other Assets Less Liabilities - 0.5%                21

Net Assets - 100%                               $4,185
</TABLE>

(a) Cost is identical for book and tax purposes; the
aggregate gross unrealized appreciation is $871, and aggregate gross unrealized
depreciation is $34, resulting in net unrealized appreciation of $837 (in
thousands).

See accompanying notes to financial statements.

*Non-income producing security

MONETTA BALANCED FUND

      Shares or                                     Quoted
      Principal                                   Market Value
       Amount                                    (In Thousands)
<TABLE>
<CAPTION>
COMMON STOCKS - 66.4%
<S>                                            <C>

      Consumer Related - 27.9%                  $4,039

Broadcasting/Cable TV - 5.0%
        *5,000    Clear Channel Communications    $272
        *4,000    Metro Networks, Inc.             171
       *30,000    VDI Media                        285
                                                   728

Recreation/Entertainment - 0.8%
        *5,000    Avis Rent-A-Car, Inc.            121

Restaurants/Lodging - 2.2%
        *8,000    Outback Steakhouse, Inc.         319

Retail Trades - 8.5%
        *3,000    Best Buy Company, Inc.           184
         5,000    Dayton Hudson Corp.              271
        *7,000    Just For Feet, Inc.              122
         3,000    Home Depot, Inc.                 184
        *4,000    Starbucks Corp.                  224
         3,000    WalMart Stores                   244
                                                 1,229

Miscellaneous - 11.4%
       *25,000    APAC Teleservices, Inc.           95
        *3,000    Consolidated Graphics, Inc.      203
        *3,500    MAXIMUS, Inc.                    130
        *5,000    QRS Corp.                        240
         5,000    Schawk, Inc.                      69
         5,000    Tyco Int'l, Ltd.                 377
         5,000    Valassis Communications, Inc.    258
       *30,000    Vestcom Int'l, Inc.              270
                                                 1,642

      Financial Related - 4.0%                    $581

Financial Services - 4.0%
         5,000    Citigroup, Inc.                 $247
         5,000    Merrill Lynch & Co., Inc.        334
                                                   581

      Industrial Related - 6.4%                   $931

Energy Resources & Services - 1.0%
         3,000    Schlumberger Ltd.               $138

<Page 17>

Industrial & Electronics Products - 3.6%
        *6,000    AFC Cable Systems, Inc.          202
        *7,000    JPM Co.                           98
        *4,000    SPS Technologies, Inc.           226
                                                   526

Transportation - 1.8%
        *3,000    FDX Corporation                  267

      Medical Related - 6.9%                      $995

Medical Technology - 1.3%
        *7,000    SteriGenics Int'l, Inc.         $182
 
Pharmaceuticals - 5.6%
         3,000    Cardinal Health, Inc.            228
        *8,000    D&K Healthcare Resc. Inc.        218
        *3,000    Medicis Pharm. Corp. - CL A      179
         2,500    Warner-Lambert Co.               188
                                                   813

      Technology Related - 21.2%                $3,076

Computer Software and Systems - 4.5%
         2,000    Int'l Business Machines Corp.   $369
        *1,000    Microsoft Corp.                  139
        *3,000    Infoseek Corp.                   148
                                                   656

Computer/Office Equipment - 1.5%
       *10,000    ScanSource, Inc.                 215

Semiconductors - 4.5%
       *20,000    Aeroflex, Inc.                   302
         3,000    Intel Corp.                      356
                                                   658

Telecommunications/Equipment - 10.7%
        *4,000    AirTouch Communications, Inc.    289
         4,000    GTE Corporation                  270
         2,500    Lucent Technologies, Inc.        275
        *7,000    Quanta Services, Inc.            154
        *4,000    Qwest Communications Int'l       200
        *5,000    MCI Worldcom, Inc.               359
                                                 1,547

Total Common Stocks
      (Cost $7,676 ) (a)                         9,622

Variable Demand Notes - 0.2%
        24,000    Firstar Bank Milw., N.A. - 5.30%  24

Corporate Bonds - 26.8%
       300,000    Bank United Corp
                    8.875% Due 05/01/07            321
       450,000    Chase Manhattan Corp
                    9.750% Due 11/01/01            499
       500,000    Dupont
                    8.250% Due 09/15/06            594
       500,000    General Motors
                    7.100% Due 03/15/06            544
       550,000    Eli Lilly
                    8.375% Due 02/07/05            627
       500,000    Merck & Co Inc.
                    6.750% Due 09/19/05            537
       300,000    ONT- Global Bond
                    7.375% Due 01/27/03            326
       400,000    Worldcom, Inc.
                    7.550% Due 04/01/04            434
Total Corporate Bonds                            3,882

Government Obligations - 2.0%
       275,000    HUD Housing Urban Development
                    6.410% Due 08/01/05            292

Mortgage Obligations - 2.7%
       400,000    Green Tree Home Imprv. Mortg.
                    6.780% Due 06/15/28            397

Total Investments - 98.1%
      (Cost $12,150 ) (a)                       14,217

Other Assets Less Liabilities - 1.9%               272

Net Assets - 100%                              $14,489
</TABLE>

(a) Cost is identical for book and tax purposes; the aggregate gross unrealized
appreciation is $2,216, and aggregate gross unrealized depreciation is $149,
resulting in net unrealized appreciation of $2,067 (in thousands).

See accompanying notes to financial statements.

*Non-income producing security

<Page 18>

Schedule of Investments December 31, 1998

MONETTA INTERMEDIATE BOND FUND

      Shares or                                    Quoted
      Principal                                 Market Value
       Amount                                  (In Thousands)
<TABLE>
<CAPTION>

Preferred Stock - 1.6%
<S>                                                 <C>

         4,000    SI Financing - 9.50% 06/30/26       $106

Treasury Notes - 14.4%
       200,000    5.500% Due 4/15/00                   202
       175,000    8.875% Due 05/15/00                  185
       200,000    6.625% Due 04/30/02                  211
       350,000    6.000% Due 07/31/02                  365
                                                       963

Corporate Bonds - 71.5%
       260,000    Pacific Gas & Electric - 8.750%
                    01/01/01                           277
       150,000    First Chicago Corp. - 11.250% 
                    02/20/01                           167
       300,000    Chase Manhattan Corp. - 9.750%
                    11/01/01                           333
       300,000    Santa Fe Pacific - 8.375%
                    11/01/01                           321
       100,000    RJR Nabisco Inc. - 8.625% 
                    12/01/02                           102
       125,000    Texaco Capital - 8.500% 
                    02/15/03                           140
       100,000    Webb, Del E. - 9.750% 
                    3/1/03                             102
       350,000    U.S. Central Credit - 6.000% 
                    05/21/03                           361
       250,000    John Deere Credit - 6.125% 
                    05/30/03                           251
       150,000    National Rural Utility - 6.000% 
                    01/15/04                           155
       300,000    Worldcom, Inc. - 7.550%
                    04/01/04                           325
       300,000    Money Store - 8.375% 
                    04/15/04                           335
       170,000    Commercial Credit Co. - 7.875% 
                    07/15/04                           187
       225,000    Eli Lilly - 8.375%
                    02/07/05                           257
       250,000    Union Pacific Co. - 7.600%
                    05/01/05                           269
       225,000    Merck & Co , Inc. - 6.750%
                    09/19/05                           242
       100,000    Salomon, Inc. - 6.750%
                    1/15/06                            104
       250,000    Bank United Corp. - 8.875%
                    05/01/07                           267
       300,000    LCI Int'l, Inc. - 7.250% 
                    06/15/07                           309
       250,000    Calenergy Co., Inc. - 7.630%
                    10/15/07                           268
                                                     4,772

U.S. Government Agencies - 5.4%
       250,000    FHLB 4.90% Due 02/10/19              249
       100,000    FHLB 6.44% Due 11/28/20              107
                                                       356

Government Obligations - 3.9%
       250,000    HUD 6.36% Due 08/01/04               263

Mortgage Obligations - 0.2%
        12,678    GNMA, 8.50% Due 07/15/21              14

Variable Demand Notes - 1.1%
        46,000    Firstar Bank Milw., N.A .- 5.30%      46
        29,700    General Mills - 5.23%                 30
Total Variable Demand Notes                             76

Total Investments - 98.1%
      (Cost $ 6,454) (a)                             6,550

Other Assets and Liabilities - 1.9%                    126

Net Assets - 100%                                   $6,676
</TABLE>

Footnote for Intermediate Bond Fund:
(a) Cost is identical for book and tax purposes; the aggregate gross unrealized
appreciation is $101, and aggregate gross unrealized depreciation is $5,
resulting in net unrealized appreciation of $96 (in thousands).  See
accompanying notes to financial statements.

*Non-income producing security

MONETTA GOVERNMENT MONEY MARKET FUND

      Shares or
      Principal                                  Market Value
       Amount                                   (In Thousands)
<TABLE>
<CAPTION>
GOVERNMENT OBLIGATIONS - 98.6%
<S>                                             <C>
Federal Home Loan Bank Discount - 54.4%
       628,000    Due 01/04/99                    $628
       570,000    Due 01/08/99                     569
       265,000    Due 01/15/99                     265
       100,000    Due 01/20/99                     100
       252,000    Due 01/26/99                     251
       152,000    Due 02/05/99                     151
       265,000    Due 02/17/99                     263
                                                 2,227

Federal National Mortgage Assoc.
      Discount Note - 8.4%
       349,000    Due 02/11/99                     347

Federal Home Loan Mortgage Corp.
      Discount Notes - 35.8%
       684,000    Due 03/05/99                     678
       350,000    Due 03/10/99                     347
       447,000    Due 04/09/99                     441
                                                 1,466

Total Investments - 98.6%
      (Cost $4,040 ) (a)                         4,040

Other Assets Less Liabilities - 1.4%                55

Net Assets - 100%                               $4,095
</TABLE>

(a) Cost is identical for book and tax purposes.

See accompanying notes to financial statements.

<Page 19>


Statements of Assets and Liabilities                         December 31, 1998
(In Thousands)
<TABLE>
<CAPTION>
                                              Small-Cap   Mid-Cap     Large-Cap
                                    Monetta    Equity     Equity       Equity
                                     Fund       Fund       Fund         Fund
Assets:
<S>                                <C>         <C>        <C>          <C>
Investments at market value
(cost: $103,970; $3,212;
$22,148; $3,327; $12,150;
$6,454; $4,040) (Note 1)           $126,459    $3,967     $24,600      $4,164
Cash                                   0          0          0            6
Interest and dividends
receivable                            16          1          7            1
Receivable for securities
sold                                 3,317       47         918          113

Total Assets                        129,792     4,015     25,525        4,284

Liabilities:
Payables:
Custodial bank                       1,496       23          6            0
Investment advisory fees
(Note 2)                              100         2         12            2
Distribution and service
charges payable                        0          1         10            2
Investments purchased                3,410        0        6,570         89
Fund shares redeemed                   1          0          0            0
Accrued expenses                      96          9          7            6

Total Liabilities                    5,103       35        6,605         99

Net Assets                          124,689     3,980     18,920        4,185

Analysis of net assets:
Paid in capital (b)                 114,596     3,879     16,853        3,613
Accumulated undistributed
net investment income                  0          0          0            0
Accumulated undistributed
net realized gain (loss)           (12,396)     (654)      (385)        (265)
Net unrealized appreciation
on investments                      22,489       755       2,452         837

Net Assets                         $124,689    $3,980     $18,920      $4,185

Net asset value, offering price,
 and redemption price per share
 (8,333 shares of capital stock
 and 297; 1,394; 311; 1,001;
 627; 4,095 shares of beneficial
 interest issued and outstanding
 respectively)                      $14.96     $13.40     $13.57       $13.44
</TABLE>

See accompanying notes to financial statements.

(a) Rounds to less than $1,000.

(b) Amount for Monetta Fund represents $83 of $0.01 par value and $114,513 of
additional paid in capital, 100 million shares are authorized.  Each fund of
Monetta Trust has an unlimited number of no par value share of beneficial
interest authorized.



Statements of Assets and Liabilities                         December 31, 1998
(In Thousands)
<TABLE>
<CAPTION>


                                                Intermediate      Government
                                   Balanced         Bond         Money Market
                                     Fund           Fund             Fund

Assets:
<S>                                 <C>            <C>              <C>
Investments at market value
(cost: $103,970; $3,212;
$22,148; $3,327; $12,150;
$6,454; $4,040) (Note 1)            $14,217        $6,550           $4,040
Cash                                   1              2               60
Interest and dividends
receivable                            113            128               0
Receivable for securities
sold                                  228             0                0

Total Assets                        14,559          6,680            4,100

Liabilities:
Payables:
Custodial bank                         0              0                0
Investment advisory fees
Note (2)                               5              1                0
Distribution and service
charges payable                        5              1                0
Investments purchased                 55              0                0
Fund shares redeemed                   1              0                0
Accrued expenses                       4              2                5

Total Liabilities                     70              4                5

Net Assets                          14,489          6,676            4,095

Analysis of net assets:
Paid in capital (b)                 13,340          6,563            4,095
Accumulated undistributed
net investment income                  2             (a)               0
Accumulated undistributed
net realized gain (loss)             (920)           17                0
Net unrealized appreciation
on investments                       2,067           96                0

Net Assets                          $14,489        $6,676           $4,095

Net asset value, offering price,
and redemption price per share
8,333 shares of capital stock
and 297; 1,394; 311; 1,001;
627; 4,095 shares of beneficial
interest issued and outstanding
respectively)                       $14.48         $10.65            $1.00
</TABLE>

See accompanying notes to financial statements.

(a) Rounds to less than $1,000.

(b) Amount for Monetta Fund represents $83 of $0.01 par value and $114,513 of
additional paid in capital, 100 million shares are authorized.  Each fund of
Monetta Trust has an unlimited number of no par value share of beneficial
interest authorized.

<Page 20>

Statements of Operations                                     December 31, 1998
(In Thousands)
<TABLE>
<CAPTION>

                                               Small-Cap   Mid-Cap    Large-Cap
                                    Monetta     Equity     Equity      Equity
                                     Fund        Fund       Fund        Fund
Investment income and
expenses:
<S>                                <C>           <C>       <C>         <C>
Investment income:
Interest                             $654         $9        $188         $28
Dividend                              333          3         91          26
Other income                          59           0          4          (a)

Total investment income              1,046        12         283         54

Expenses:
Investment advisory fee
(Note 2)                             1,447        26         156         30
Distribution expense                   0           9         52          10
Custodial fees and bank
cash management fee                   47           3         10           4
Transfer and shareholder
servicing agent fee                   477         44         33          31
Other                                  0           0          1          (a)

Total expenses                       1,971        82         252         75
Expenses waived and
reimbursed                             0           0          0           0

Expenses net of waived and
reimbursed expenses                  1,971        82         252         75

Net investment income (loss)         (925)       (70)        31         (21)

Realized and unrealized gain
(loss) on investments:
Realized gain (loss) on
investments:
Proceeds from sales                 294,212      6,526     81,067      10,875
Cost of securities sold             306,527      7,181     81,452      11,140

Net realized gain (loss) on
investments                        (12,315)      (655)      (385)       (265)

Net unrealized appreciation on
investments:
Beginning of period                 23,225        117       2,041        199
End of period                       22,489        755       2,452        837

Net change in net unrealized
appreciation (depreciation)
on investments during the
period                               (736)        638        411         638

Net realized and unrealized
gain (loss) on investments         (13,051)      (17)        26          373

Net increase (decrease) in
net assets from operations         $(13,976)     $(87)       $57        $352
</TABLE>

See accompanying notes to financial statements.

(a) Rounds to less than $1,000.


Statements of Operations                                     December 31, 1998
(In Thousands)
<TABLE>
<CAPTION>

                                                  Intermediate    Government
                                      Balanced        Bond       Money Market
                                        Fund          Fund           Fund

Investment income and
expenses:
<S>                                    <C>            <C>           <C>
Investment income:
Interest                                $386          $283           $256
Dividend                                 36             7              0
Other income                              0            (a)             0

Total investment income                  422           290            256

Expenses:
Investment advisory fee
(Note 2)                                 58            16             12
Distribution expense                     36            12              5
Custodial fees and bank
cash management fee                       8             3              2
Transfer and shareholder
servicing agent fee                      20             4             13
Other                                    (a)            0             (a)

Total expenses                           122           35             32
Expenses waived and
reimbursed                                0            (9)           (17)

Expenses net of waived and
reimbursed expenses                      122           26             15

Net investment income (loss)             300           264            241

Realized and unrealized gain
(loss) on investments:
 Realized gain (loss) on
investments:
Proceeds from sales                    22,695         2,544         26,826
Cost of securities sold                23,614         2,482         26,826

Net realized gain(loss) on
investments:                            (919)          62              0

Net unrealized appreciation on
investments:
Beginning of period                      351           57              0
End of period                           2,067          96              0

Net change in net unrealized
appreciation (depreciation)
on investments during the
period                                  1,716          39              0

Net realized and unrealized
gain (loss) on investments               797           101             0

Net increase (decrease) in
net assets from operations             $ 1,097        $ 365          $ 241
</TABLE>

See accompanying notes to financial statements.

(a) Rounds to less than $1,000.

<Page 21>


Statements of Changes in Net Assets                          December 31, 1998
(In Thousands)
<TABLE>
<CAPTION>
                                                              Small-Cap
                                      Monetta                  Equity
                                       Fund                     Fund

                                  1998        1997        1998        1997*

From investment activities:
<S>                             <C>         <C>          <C>         <C>
Operations:
Net investment income (loss)     $(925)      $(396)       $(70)      $(11)
Net realized gain (loss) on
investments                     (12,315)     31,669       (655)        140
Net change in net unrealized
appreciation (depreciation)
on investments during the
period                            (736)       5,097        638         117

Net increase (decrease) in net
assets from operations          (13,976)     36,370       (87)         246
Distribution from net
investment income                   0           0           0           0
Distribution from short-term
capital gains, net (b)           (2,369)    (15,860)      (30)        (99)
Distribution from net realized
gains                            (3,088)     (6,981)        0           0

Increase (decrease) in net
assets from investment
activities                      (19,433)     13,529       (117)        147

From capital transactions
 (Note 3):

Proceeds from shares sold        11,137      13,641       2,479       2,498
Net asset value of shares
issued through dividend
reinvestment                      5,350      22,534        29          95
Cost of shares redeemed         (35,780)    (97,806)      (929)       (222)

Increase (decrease) in net
assets from capital
transactions                    (19,293)    (61,631)      1,579       2,371

Total increase (decrease)
in net assets                   (38,726)    (48,102)      1,462       2,518

Net assets at beginning
of period                        163,415     211,517      2,518         0

Net assets at end of period**   $124,689    $163,415     $3,980      $2,518
</TABLE>

See accompanying notes to financial statements.

(a) Rounds to less than $1,000.

(b) Distributions of short-term capital gains are included as ordinary income
for tax purposes.

* For period from 2/1/97 through 12/31/97.


Statements of Changes in Net Assets                          December 31, 1998
(In Thousands)
<TABLE>
<CAPTION>

                                            Mid-Cap               Large-Cap
                                            Equity                 Equity
                                             Fund                   Fund
                                       1998        1997        1998      1997

From investment activities:
<S>                                   <C>         <C>         <C>       <C>

Operations:
Net investment income (loss)            $31       $ (56)       $(21)     $(2)
Net realized gain (loss) on
investments                            (385)       6,384       (265)      831
Net change in net unrealized
appreciation (depreciation)
on investments during the
period                                  411       (1,142)       638      (11)

Net increase (decrease) in net
assets from operations                  57         5,186        352       818
Distribution from net
investment income                      (31)         (a)          0         0
Distribution from short-term
capital gains, net (b)                 (741)      (1,696)      (208)     (296)
Distribution from net realized
gains                                 (1,028)     (3,032)      (62)      (275)

Increase (decrease) in net
assets from investment
activities                            (1,743)       458         82        247

From capital transactions
 (Note 3):

Proceeds from shares sold              5,180       5,590        829      2,135
Net asset value of shares
issued through dividend
reinvestment                           1,770       4,686        264       559
Cost of shares redeemed               (8,195)     (6,164)     (1,255)    (964)

Increase (decrease) in net
assets from capital
transactions                          (1,245)      4,112       (162)     1,730

Total increase (decrease)
in net assets                         (2,988)      4,570       (80)      1,977

Net assets at beginning
of period                             21,908      17,338       4,265     2,288

Net assets at end of period**         $18,920     $21,908     $4,185    $4,265
</TABLE>

See accompanying notes to financial statements.

(a) Rounds to less than $1,000.

(b) Distributions of short-term capital gains are included as ordinary income
for tax purposes.

* For period from 2/1/97 through 12/31/97.

<Page 22>

Statements of Changes in Net Assets                          December 31, 1998
(In Thousands)
<TABLE>
<CAPTION>

                                                            Intermediate
                                      Balanced                  Bond
                                        Fund                    Fund
                                  1998        1997        1998        1997

From investment activities:
<S>                              <C>         <C>         <C>         <C>
Operations:
Net investment income (loss)      $300        $156        $264        $182
Net realized gain (loss) on
investments                       (919)       1,171        62          18
Net change in net unrealized
appreciation (depreciation)
on investments during the
period                            1,716        236         39          70

Net increase (decrease) in net
assets from operations            1,097       1,563        365         270
Distribution from net
investment income                 (300)       (154)       (264)       (181)
Distribution from short-term
capital gains, net (b)            (395)       (676)       (23)        (14)
Distribution from net realized
gains                             (56)        (56)        (23)         (a)

Increase (decrease) in net
assets from investment
activities                         346         677         55          75

From capital transactions
(Note 3):

Proceeds from shares sold         4,715       9,742       3,943       1,371
Net asset value of shares
issued through dividend
reinvestment                       404         618         257         170
Cost of shares redeemed          (3,030)     (1,319)     (1,512)      (452)

Increase (decrease) in net
assets from capital
transactions                     (2,089)      9,041       2,688       1,089

Total increase (decrease)
in net assets                     2,435       9,718       2,743       1,164

Net assets at beginning
of period                        12,054       2,336       3,933       2,769

Net assets at end of period**    $14,489     $12,054     $6,676      $3,933
</TABLE>

See accompanying notes to financial statements.

(a) Rounds to less than $1,000.

(b) Distributions of short-term capital gains are included as ordinary income
for tax purposes.

* For period from 2/1/97 through 12/31/97.

**Including undistributed net investment income of $2 thousand for the Balanced
Fund and undistributed net investment income, which rounds to less than $1
thousand, for the Intermediate Bond Fund.


Statements of Changes in Net Assets                          December 31, 1998
(In Thousands)
<TABLE>
<CAPTION>


                                                       Government
                                                      Money Market
                                                          Fund

                                                1998                    1997

From investment activities:
<S>                                            <C>                     <C>
Operations:
Net investment income (loss)                    $241                    $267
Net realized gain (loss) on
investments                                       0                       0
Net change in net unrealized
appreciation (depreciation)
on investments during the
period                                            0                       0

Net increase (decrease) in net
assets from operations                           241                     267
Distribution from net
investment income                               (241)                   (267)
Distribution from short-term
capital gains, net (b)                            0                       0
Distribution from net realized
gains                                             0                       0

Increase (decrease) in net
assets from investment
activities                                        0                       0

From capital transactions
(Note 3):

Proceeds from shares sold                       5,724                   6,338
Net asset value of shares
issued through dividend
reinvestment                                     233                     252
Cost of shares redeemed                        (6,326)                 (8,358)

Increase (decrease) in net
assets from capital
transactions                                    (369)                  (1,768)

Total increase (decrease)
in net assets                                   (369)                  (1,768)

Net assets at beginning
of period                                       4,464                   6,232

Net assets at end of period**                  $4,095                  $4,464
</TABLE>

See accompanying notes to financial statements.

(a) Rounds to less than $1,000.

(b) Distributions of short-term capital gains are included as ordinary income
for tax purposes.

* For period from 2/1/97 through 12/31/97.

**Including undistributed net investment income of $2 thousand for the Balanced
Fund and undistributed net investment income, which rounds to less than $1
thousand, for the Intermediate Bond Fund.

<Page 23>

Notes To Financial Statements December 31, 1998

1.    SIGNIFICANT ACCOUNTING POLICIES:
      Monetta Fund, Inc. ("Monetta Fund") is an open-end diversified management
investment company registered under the Investment Company Act of 1940, as
amended.  The primary objective of Monetta Fund is capital appreciation by
investing primarily in equity securities believed to have growth potential. The
Fund generally invests in companies with a market capitalization range of $50
million to $1 billion.

Monetta Trust ("the Trust") is an open-end diversified management investment
company registered under the Investment Company Act of 1940, as amended.  The
following funds are series of the Trust:

Small-Cap Equity Fund.  The primary objective of this Fund is capital
appreciation.  The Fund typically invests in
companies with a market capitalization of less than $1 billion.

Mid-Cap Equity Fund.  The primary objective of this Fund is long-term capital
growth by investing in common stocks believed to have above average growth
potential.  The Fund typically invests in companies within a market
capitalization range of $1 billion to $5 billion.

Large-Cap Equity Fund.  The primary objective of this Fund is to seek long-term
capital growth by investing in common stocks believed to have above average
growth potential.  The Fund typically invests in companies with market
capitalization of greater than $5 billion.

Balanced Fund.  The objective of this Fund is to seek a favorable total rate of
return through capital appreciation and current income consistent with
preservation of capital, derived from investing in a portfolio of equity and
fixed income securities.


Intermediate Bond Fund.  The objective of this Fund is to seek high current
income consistent with the preservation of
capital by investing primarily in marketable debt securities.

Government Money Market Fund.  The primary objective of this Fund is to seek
maximum current income consistent with safety of capital and maintenance of
liquidity.  The Fund invests in U.S. Government securities maturing in
thirteen months or less from the date of purchase and repurchase agreements for
U.S. Government securities.  U.S. Government securities include securities
issued or guaranteed by the U.S. Government or by its agencies or
instrumentalities.

The Monetta Family of Mutual Funds is comprised of Monetta Fund, Inc. and each
of the Trust Series and is
collectively referred to as the "Funds".  The following is a summary of
significant accounting policies followed by the Funds in the preparation of
their financial statements in accordance with generally accepted accounting
principles:

      (a)   Securities Valuation
Investments are stated at market value based on the last reported sale price on
national securities exchanges, or the NASDAQ Market, on the last business day
of the period.  Listed securities and securities traded on the over-the-counter
markets that did not trade on the last business day are valued at the mean
between the
quoted bid and asked prices.  Short-term securities, including all securities
held by the Government Money Market Fund, are stated at amortized cost, which
is substantially equivalent to market value.

      (b)   Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires the Funds' management to make estimates and
assumptions that affect reported amounts of assets and liabilities and
disclosures of contingent assets and liabilities at the date of the financial
statements and the results of
operations during the reporting period.  Actual results could differ from those
estimates.

      (c)   Federal Income Taxes
It is each Fund's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
substantially all of its taxable income to its shareholders.  Accordingly, no
provision for federal income taxes is required.

<Page 24>

Notes To Financial Statements December 31, 1998

The Funds intend to utilize provisions of the federal income tax laws which
allow them to carry a realized capital loss forward for eight years following
the year of the loss and offset such losses against any future realized capital
gains.  At December 31, 1998, the Funds have accumulated capital loss
carryforwards for tax purposes, which will expire on December 31, 2006, of:
Monetta Fund, Inc., $8,865,094; Monetta Small-Cap Equity Fund, $463,923;
Monetta Mid-Cap Equity Fund, $286,883; Monetta Large-Cap Equity Fund, $262,422;
and Monetta Balanced Fund, $916,270.

Net realized gains or losses differ for financial reporting and tax purposes as
a result of losses from wash sales, post October 31 losses which are not
recognized for tax purposes until the first day of the following fiscal year,
and losses and gains from real estate investment trusts.

      (d)   General
Security transactions are accounted for on a trade date basis.  Daily realized
gains and losses from security transactions are reported on the first-in,
first-out cost basis.  Interest income is recorded daily on the accrual basis
and dividend income on the ex-dividend date.  Bond Discount/Premium is
amortized on a straight line basis over the life of each applicable security.

      (e)   Distributions of Incomes and Gains
Distributions to shareholders are recorded by the Funds (except for the
Government Money Market Fund) on the ex-dividend date.  The Government Money
Market Fund declares dividends daily and automatically reinvests such dividends
daily.  Due to inherent differences in the characterization of short-tern
capital gains under generally accepted accounting principles and for federal
income tax purposes, the amount of distributable net investment income for book
and federal income tax purposes may differ.  These differences are permanent in
nature and may result in distributions in excess of book basis net investment
income for certain periods.

Distributions from net realized gains for book purposes may include short-term
capital gains, which are included as ordinary income for tax purposes.

For federal income tax purposes, a net operating loss recognized in the current
year cannot be used to offset future years' net investment income.  Therefore,
$924,941, $69,638 and $20,949, of net operating loss generated by Monetta Fund,
Inc., Monetta Small-Cap Equity Fund, and Monetta Large-Cap Equity Fund,
respectively, has been reclassified from accumulated net investment loss to
capital.

For the year ended December 31, 1998, the Funds paid the following long-term
capital gains, Monetta Fund, Inc., $3,088,323; Monetta Mid-Cap Equity Fund,
$1,027,825; Monetta Large-Cap Equity Fund, $62,170; Monetta Balanced Fund,
$55,891; and Monetta Intermediate Bond Fund, $23,163.

2.    RELATED PARTIES:
Robert S. Bacarella is an officer and director of the Funds and also an
officer, director and majority shareholder of the investment advisor, Monetta
Financial Services, Inc. "Advisor".  For twelve months ended December 31, 1998,
renumerations required to be paid to all interested directors or trustees has
been absorbed by the Advisor.  Fees paid to outside Directors or Trustees have
been absorbed by the respective funds.

Each Fund pays an investment advisory fee to the Advisor based on that Fund's
individual net assets, payable monthly at the annual rate of 1.0% for Monetta
Fund; 0.75% for the Small-Cap, Mid-Cap, and Large-Cap Equity Funds; 0.40% for
the Balanced Fund; 0.35% for Intermediate Bond Fund; and 0.25% for the
Government Money Market Fund.  From these fees the Advisor pays all the Funds'
ordinary operating expenses other than the advisory fee, distribution charges
(Trust only) and charges of the Funds' custodian and transfer agent.
Investment advisory fees waived for the twelve months ended December 31,1998,
for the Intermediate Bond Fund were $9,430 of total fees of $16,453.
Investment advisory fees waived, 12B-1 fees waived, and expenses paid by the
Advisor through December 31, 1998, for the Government Money Market Fund were
$11,772, $4,714 and $330, respectively.  Additionally, brokerage commissions of
$22,650, $800, $16,200, $900 and $4,530, were paid by the Monetta Fund, Small-
Cap Fund, Mid-Cap Fund, Large-Cap Fund, and Balance Fund, respectively to
Monetta Investment Services, L.L.C. during the year ended December 31, 1998.

<Page 25>

Notes To Financial Statements December 31, 1998

Monetta Financial Services, Inc., as of December 31, 1998 owned 60,011 shares
or 9.6% of the Intermediate Bond Fund, 18,092 or 6.1% of the Small-Cap Equity
Fund, 39,573 shares or 4.0% of the Balanced Fund, 7,395 shares or 2.4% of the
Large-Cap Equity Fund.  Monetta Financial Services, Inc. owns less than 1% of
the Monetta Fund, the Mid-Cap Equity Fund, and the Government Money Market
Fund.

3.                   CAPITAL STOCK AND SHARE UNITS:
There are 100,000,000 shares of $0.01 par value capital stock authorized for
the Monetta Fund.  There is an unlimited number of no par value shares of
beneficial interest authorized for each series of the Trust.
<TABLE>
<CAPTION>


                                           Small-Cap    Mid-Cap   Large-Cap
                                 Monetta    Equity      Equity     Equity
(In Thousands)                    Fund       Fund*       Fund       Fund
<S>                              <C>         <C>         <C>         <C>
1997 beginning shares            13,352        0         1,170       187

Shares sold                        752        190         341        161
Shares issued upon
dividend reinvestment             1,289        7          315        42

Shares redeemed                  (5,933)     (16)        (363)      (71)

Net increase (decrease)
in shares outstanding            (3,892)      181         293        132

1998 beginning shares             9,460       181        1,463       319

Shares sold                        702        184         375        63

Shares issued upon
dividend reinvestment              412         2          144        23

Shares redeemed                  (2,241)     (70)        (588)      (94)

Net increase (decrease)
in shares outstanding            (1,127)      96         (69)        (8)

Ending shares                     8,333       297        1,394       311
</TABLE>

<TABLE>
<CAPTION>
                                                                 Government
                                                 Intermediate      Money
                                  Balanced           Bond          Market
                                    Fund             Fund           Fund
<S>                                 <C>              <C>           <C>
1997 beginning shares               185              271           6,232

Shares sold                         723              133           6,338

Shares issued upon
dividend reinvestment                43               17             252

Shares redeemed                     (95)             (44)          (8,358)

Net increase (decrease)
in shares outstanding                671              106          (1,768)

1998 beginning shares                856              377           4,464

Shares sold                          329              369           5,724

Shares issued upon
dividend reinvestment                31               24             233

Shares redeemed                     (215)            (143)         (6,326)

Net increase (decrease)
in shares outstanding                145              250           (369)

Ending shares                       1,001             627           4,095
</TABLE>

* Inception date February 1, 1997

4.    PURCHASES AND SALES OF INVESTMENT SECURITIES:
The cost of purchases and proceeds from sales of securities for the twelve
months ended December 31, 1998, excluding short-term securities were: Monetta
Fund, $142,819,724 and $168,245,024 ; Small-Cap Fund, $7,850,947 and
$6,526,200; Mid-Cap Fund, $42,036,670 and $43,913,944; Large-Cap Fund,
$7,499,377 and $7,800,684; Balanced Fund, $19,287,727 and $17,297,243; and
Intermediate Bond Fund, $4,879,284 and $2,543,936.  The cost of purchases and
proceeds from the sales of government securities included in the preceding
numbers were as follows: Balanced Fund, $0 and $2,235,159; and Intermediate
Bond Fund, $778,175 and $556,051.

5.    DISTRIBUTION PLAN:
The Trust and its shareholders have adopted a service and distribution plan
(the "Plan") pursuant to  Rule 12b-1 under the Investment Company Act of 1940.
The Plan permits the participating Funds to pay certain expenses associated
with the distribution of their shares.  Annual fees under the Plan of up to
0.25% for the Small-Cap, Mid-Cap, Large-Cap, Balanced, and Intermediate Bond
Funds and up to 0.10% for the Government Money Market Fund are accrued daily.
The distributor is Funds Distributor, Inc.

<Page 26>

Notes To Financial Statements                                December 31, 1998

6.    FINANCIAL HIGHLIGHTS:
      Financial highlights for Monetta Fund for a share of capital stock
      outstanding throughout the period is presented below:

<TABLE>
<CAPTION>

                                    MONETTA FUND

                                     1998     1997    1996     1995     1994
<S>                                 <C>      <C>     <C>      <C>      <C>
Net asset value at
 beginning of period                $17.274  $15.842 $15.591  $14.515  $15.539

Net investment income (loss)        (0.104)  (0.041) (0.079)   0.029   (0.026)

Net realized and unrealized gain
 (loss) on investments              (1.554)   4.223   0.330    4.075   (0.938)

Total from investment
 operations:                        (1.658)   4.182   0.251    4.104   (0.964)

Less:
Distributions from net investment
 income                              0.000    0.000   0.000   (0.028)   0.000
Distributions from short-term capital
 gains, net (a)                     (0.283)  (1.910)  0.000   (3.000)  (0.060)
Distributions from net realized 
 gains                              (0.369)  (0.840)  0.000    0.000    0.000
Total distributions                 (0.652)  (2.750)  0.000   (3.028)  (0.060)

Net asset value at end of period    $14.964  $17.274 $15.842  $15.591  $14.515

Total return                        (9.03%)  26.18%   1.60%   28.02%   (6.21%)

Ratio to average net assets:
 Expenses                            1.36%    1.48%   1.38%    1.36%    1.35%
 Net investment income              (0.64%)  (0.24%) (0.51%)   0.18%   (0.15%)
 Portfolio turnover                 107.5%    97.8%  204.8%   272.0%   191.3%
 Net assets ($ millions)            $124.7   $163.4  $211.5   $362.7   $364.9
</TABLE>

(a) Distributions of short-term capital gains are included as ordinary income
    for tax purposes.

The per share ratios are calculated using the weighted average number of shares
outstanding during the period, except distributions which are based on shares
outstanding at record date.

<Page 27>

Notes To Financial Statements                                December 31, 1998

Financial highlights for each Fund of the Trust for a share outstanding
throughout the period are as follows:

<TABLE>
<CAPTION>

                                           Small-Cap
                                          Equity Fund

                                                               2/1/97
                                                               Through
                                             1998             12/31/97
<S>                                         <C>                <C>
Net asset value at beginning of
 period                                     $13.900            $10.000

Net investment income (loss)                (0.272)            (0.148)

Net realized and unrealized
 gain (loss) on investments                 (0.136)             4.878

Total from investment operations            (0.408)             4.730

Less:
Distributions from net
 investment income                             0                0.000
Distributions from short-term
 capital gains, net (a)                     (0.096)            (0.830)
Distributions from net
 realized gains                                0                0.000
Total distributions                         (0.096)            (0.830)

Net asset value at end of period            $13.396            $13.900

Total return*                               (2.81%)            47.17%

Ratios to average net assets:
 Expenses*                                   2.39%              1.75%
 Net investment income*                     (2.04%)            (1.13%)
 Portfolio turnover                         200.4%             138.8%
 Net assets ($ thousands)                   $3,980             $2,518
</TABLE>

* Ratios and total return for the year of inception are calculated from
  the date of inception to the end of the period.

(a) Distributions of short-term capital gains are included as ordinary income
    for tax purposes.

The per share ratios are calculated using the weighted average number of shares
outstanding during the period, except distributions which are based on shares
outstanding at record date.


Notes To Financial Statements                                December 31, 1998
<TABLE>
<CAPTION>
                                                     Mid-Cap
                                                   Equity Fund
          
                                    1998     1997      1996     1995      1994
<S>                                <C>      <C>       <C>      <C>       <C>
Net asset value at beginning of
 period                            $14.975  $14.814   $11.962  $12.199   $12.537

Net investment income (loss)        0.022   (0.045)    0.044    0.059     0.071

Net realized and unrealized
 gain (loss) on investments        (0.266)   4.296     2.852    2.874     0.193

Total from investment operations   (0.244)   4.251     2.896    2.933     0.264

Less:
Distributions from net
 investment income                 (0.022)   0.000    (0.044)  (0.050)   (0.069)
Distributions from short-term
 capital gains, net (a)            (0.477)  (1.452)    0.000   (2.990)   (0.533)
Distributions from net
 realized gains                    (0.661)  (2.638)    0.000   (0.130)    0.000
Total distributions                (1.160)  (4.090)   (0.044)  (3.170)   (0.602)

Net asset value at end of period   $13.571  $14.975   $14.814  $11.962   $12.199

Total return*                      (0.85%)  29.14%    24.20%   24.54%     2.17%

Ratios to average net assets:
 Expenses*                          1.21%    1.26%     1.23%    1.25%     1.30%
 Net investment income*             0.15%   (0.28%)    0.32%    0.44%     0.57%
 Portfolio turnover                237.6%   137.8%     93.3%   254.4%    210.0%
 Net assets ($ thousands)          $18,920  $21,908   $17,338  $14,216   $11,736
</TABLE>

*Ratios and total return for the year of inception are calculated from the date
 of inception to the end of the period.

(a) Distributions of short-term capital gains are included as ordinary income
    for tax purposes.

The per share ratios are calculated using the weighted average number of shares
outstanding during the period, except distributions that are based on shares
outstanding at record date.

<Page 28>

Notes To Financial Statements                                December 31, 1998
<TABLE>
<CAPTION>


                                      Large-Cap
                                     Equity Fund
                                                                    9/1/95
                                                                    Through
                                        1998       1997     1996   12/31/95

<S>                                    <C>        <C>      <C>      <C>
Net asset value at beginning of
 period                                $13.359    $12.266  $10.571  $10.000

Net investment income (loss)           (0.068)    (0.007)   0.023    0.005

Net realized and unrealized
 gain (loss) on investments             1.074      3.250    2.928    0.570

Total from investment operations        1.006      3.243    2.951    0.575

Less:
Distributions from net
 investment income                      0.000      0.000   (0.023)  (0.004)
Distributions from short-term
 capital gains, net (a)                (0.714)    (1.113)  (1.188)   0.000
Distributions from net
 realized gains                        (0.214)    (1.037)  (0.045)   0.000
Total distributions                    (0.928)    (2.150)  (1.256)  (0.004)

Net asset value at end of period       $13.437    $13.359  $12.266  $10.571

Total return*                           8.99%     26.64%   28.20%    5.74%

Ratios to average net assets:
Expenses*                               1.86%      1.51%    1.51%    0.69%
Net investment income*                 (0.52%)    (0.05%)   0.31%    0.05%
Portfolio turnover                     207.5%     123.2%   152.7%    38.2%
Net assets ($ thousands)               $4,185     $4,265   $2,288   $1,072
</TABLE>

* Ratios and total return for the year of inception are calculated from the
  date of inception to the end of the period.

(a) Distributions of short-term capital gains are included as ordinary income
    for tax purposes.

The per share ratios are calculated using the weighted average number of shares
outstanding during the period, except distributions which are based on shares
outstanding at record date.


Notes To Financial Statements                                December 31, 1998
<TABLE>
<CAPTION>

                                  Balanced
                                    Fund
                                                                  9/1/95
                                                                 Through
                                    1998      1997       1996    12/31/95
<S>                                <C>       <C>        <C>       <C>
Net asset value at beginning of
 period                            $14.078   $12.643    $10.605   $10.000

Net investment income (loss)        0.290     0.264      0.132     0.009

Net realized and unrealized
 gain (loss) on investments         0.838     2.398      2.598     0.602

Total from investment operations    1.128     2.662      2.730     0.611

Less:
Distributions from net
 investment income                 (0.286)   (0.224)    (0.132)   (0.004)
Distributions from short-term
 capital gains, net (a)            (0.389)   (0.927)    (0.560)   (0.002)
Distributions from net
 realized gains                    (0.055)   (0.076)     0.000     0.000
Total distributions                (0.730)   (1.227)    (0.692)   (0.006)

Net asset value at end of period   $14.476   $14.078    $12.643   $10.605

Total return*                       8.59%    21.21%     25.94%     6.16%

Ratios to average net assets:
 Expenses*                          0.84%     1.02%      1.40%     0.91%
 Net investment income*             2.06%     1.88%      1.54%     0.08%
 Portfolio turnover                127.7%    115.9%     117.8%     54.8%
 Net assets ($ thousands)          $14,489   $12,054    $2,336     $410
</TABLE>

* Ratios and total return for the year of inception are calculated from the
  date of inception to the end of the period.

(a) Distributions of short-term capital gains are included as ordinary income
    for tax purposes.

The per share ratios are calculated using the weighted average number of shares
outstanding during the period, except distributions which are based on shares
outstanding at record date.

<Page 29>

Notes To Financial Statements                                December 31, 1998

Monetta Trust Continued:
<TABLE>
<CAPTION>
                           Intermediate Bond Fund

                                    1998      1997     1996     1995     1994
<S>                                <C>       <C>      <C>      <C>      <C>
Net asset value at beginning of
 period                            $10.445   $10.208  $10.244  $9.624   $10.345

Net investment income               0.592     0.599    0.612    0.655    0.589

Net realized and unrealized gain
 (loss) on investments              0.269     0.278    0.019    0.740   (.690)

Total from investment operations    0.861     0.877    0.631    1.395   (0.101)

Less:
Distributions from net
 investment income                 (0.577)   (0.592)  (0.612)  (0.655)  (0.580)
Distributions from short-term
 capital gains, net (a)            (0.038)   (0.047)  (0.055)  (0.120)  (0.040)
Distributions from net realized
 gains                             (0.039)   (0.001)   0.000    0.000    0.000
Total distributions                (0.654)   (0.640)  (0.667)  (0.775)  (0.620)

Net asset value at end of period   $10.652   $10.445  $10.208  $10.244  $9.624

Total return                        8.38%     8.91%    6.46%   14.84%   (1.04%)

Ratios to average net assets:
 Expenses - Net                     0.55%     0.65%    0.55%    0.27%    0.28% 
 Expenses - Gross (b)               0.75%     0.87%    0.85%    0.75%    0.88%
 Net investment income-Net          5.59%     5.82%    5.75%    5.94%    5.94%
 Net investment income-Gross (b)    5.39%     5.60%    5.45%    5.46%    5.34%
 Portfolio turnover                 52.0%     96.7%    28.9%    75.1%    94.5%
 Net assets ($ thousands)          $6,676    $3,933   $2,769   $3,589   $3,010
</TABLE>

* Ratios and total return for the year of inception are calculated from the
  date of inception to the end of the period.

(a) Distributions of short-term capital gains are included as ordinary income
    for tax purposes.

(b) Ratios of expenses and net income adjusted to reflect investment advisory
    fees and charges of the Trust's custodian and transfer agent assumed by
    the investment advisor.

The per-share ratios are calculated using the weighted average number of shares
outstanding during the period, except distributions which are based on shares
outstanding at record date.

<Page 30>

Notes To Financial Statements                                December 31, 1998
<TABLE>
<CAPTION>

Government Money Market Fund

                                1998        1997     1996     1995     1994
<S>                            <C>         <C>      <C>      <C>       <C>
Net asset value at beginning of
 period                        $1.000      $1.000   $1.000   $1.000    $1.000

Net investment income            0.051       0.050    0.049    0.059    0.040

Net realized and unrealized gain
 (loss) on investments           0.000       0.000    0.000    0.000    0.000

Total from investment operations

Less:
Distributions from net
 investment income              (0.051)    (0.050)  (0.049)  (0.059)   (0.040)
Distributions from short-term
 capital gains, net (a)          0.000       0.000    0.000    0.000    0.000
Distributions from net realized
 gains                           0.000       0.000    0.000    0.000    0.000
Total distributions            (0.051)     (0.050)  (0.049)  (0.059)   (0.040)

Net asset value at end of
 period                        $1.000      $1.000   $1.000   $1.000    $1.000

Total return                     5.24%       5.15%    5.06%    5.87%    4.04%

Ratios to average net assets:
 Expenses - Net                  0.32%       0.39%    0.31%    0.07%    0.0%
 Expenses - Gross (b)            0.68%       0.76%    0.67%    0.59%    0.66%
 Net investment income-Net       5.11%       5.02%    4.95%    5.69%    4.04%
 Net investment income-Gross(b)  4.76%       4.65%    4.59%    5.17%    3.39%
 Portfolio turnover                N/A         N/A      N/A      N/A     N/A
 Net assets ($ thousands)       $4,095      $4,464   $6,232   $4,393    $3,315
</TABLE>

(a) Distributions of short-term capital gains are included as ordinary income
    for tax purposes.

(b) Ratios of expenses and net income adjusted to reflect investment advisory
    fees and charges of the Trust's custodian and transfer agent assumed by 
    the investment advisor.

The per-share ratios are calculated using the weighted average number of shares
outstanding during the period, except distributions which are based on shares
outstanding at record date.

<Page 31>



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