Dear Shareholder:
The Victory LifeChoice Funds' Prospectus is being revised to reflect the
addition of INVESCO Dynamics Fund, and to revise performance, expense and other
information. This supplement supersedes all previously dated supplements. Please
discard all other supplements. This information is important and is part of your
Prospectus.
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The Victory Portfolios
LifeChoice Conservative Investor Fund
LifeChoice Moderate Investor Fund
LifeChoice Growth Investor Fund
Supplement dated June 25, 1999
To the Prospectus dated March 1, 1999
1. On page 3, under "Risk/Return Summary - Equity Funds," delete PBHG
Growth Fund and add INVESCO Dynamics Fund.
2. On page 5, under "Other Funds - Investment Objective and Strategies,"
delete the discussion of the PBHG Growth Fund and add the following
discussion of the INVESCO Dynamics Fund.
The INVESCO Dynamics Fund is a diversified mutual
fund that seeks appreciation of capital through aggressive
investment policies. It invests primarily in common stocks of
U.S. companies traded on national securities exchanges and
over-the-counter.
3. On page 6, in the Risk/Return Summary for the LifeChoice Funds, add the
following information at the end of the "Principal Risks" section:
An investment in a LifeChoice Fund is not a deposit of KeyBank
or any of its affiliates and is not insured or guaranteed by
the FDIC or any other government agency.
VF-VLCF-SUP2
<PAGE>
4. On page 7, under "Risk/Return Summary - Investment Performance,"
replace the chart on the lower right side of the page with the chart
below:
The table below shows how each LifeChoice Fund's average
annual returns for one year and since inception compare to
those of two broad-based market indices. The figures shown
assume reinvestment of dividends and distributions and reflect
all applicable sales charges.
<TABLE>
<CAPTION>
------------------------------------------------ ---------- -------------
Average Annual Total Returns (for the Periods Past Since
ended December 31, 1998) One Year Inception*
------------------------------------------------ ---------- -------------
<S> <C> <C>
Conservative Investor Fund .36% 6.34%
------------------------------------------------ ---------- -------------
Moderate Investor Fund 1.63% 8.03%
------------------------------------------------ ---------- -------------
Growth Investor Fund 2.58% 9.49%
------------------------------------------------ ---------- -------------
S&P 500 Index ** 15.09% 16.32%
------------------------------------------------ ---------- -------------
Lehman Brothers Aggregate Bond Index *** 8.67% 9.18%
------------------------------------------------ ---------- -------------
</TABLE>
* Reflects performance since each LifeChoice Fund's
inception on 12/31/96.
** The Standard & Poor's 500 Stock Index is a
broad-based unmanaged index that represents the
general performance of domestically traded common
stocks of mid- to large-size companies.
*** The Lehman Brothers Aggregate Bond Index is a
broad-based unmanaged index that represents the
general performance of longer-term (greater than one
year), investment-grade fixed-income securities.
5. On page 9, under "Fund Expenses," replace the last sentence in the
section with the following:
Total estimated expenses of the Conservative Investor Fund,
the Moderate Investor Fund, and the Growth Investor Fund are
1.28%, 1.36% and 1.43%, respectively.
6. On page 10, under "Other Funds," delete the information for PBHG Growth
Fund and add the following for INVESCO Dynamics Fund:
Conservative Moderate Growth
Expense Investor Fund Investor Fund Investor Fund
1.08% 0%-20% 0%-20% 0%-20%
7. On page 15, under "Share Price," replace the second sentence in the
first paragraph with the following:
You may buy, exchange, and sell your shares on any business
day at a price that is based on the NAV that is calculated
after you place your order.
8. On page 25, under "Organization and Management of the Funds - Victory
LifeChoice Funds - Asset Allocation Committee," add the following
paragraph:
Charles G. Crane is KAM's Chief Market Strategist. He is also
a Senior Managing Director and the Director of Research for
Spears, Benzak, Salomon & Farrell, a division of KAM. He has
been with KAM or an affiliate since 1988.
2
VF-VLCF-SUP2
<PAGE>
Please insert this Supplement in the front of your Prospectus. If you want to
obtain more information, please call the LifeChoice Funds at 800-539-FUND or
Gradison McDonald at 513-579-5999 or 800-869-5999.
3
VF-VLCF-SUP2
