<PAGE>
[GRAPHIC]
SKYLINE Funds
SKYLINE SMALL CAP VALUE PLUS
SKYLINE SMALL CAP CONTRARIAN
Supplement dated February 24, 2000
to
Prospectus of Skyline Funds dated May 1, 1999
Skyline Small Cap Value Plus and Skyline Small Cap Contrarian will be closed to
all new purchase orders effective Thursday, February 24, 2000. The Funds will
accept properly completed purchase orders accompanied by payment received before
the close of business on Wednesday, February 23, 2000. Purchases through the
Funds'automatic investment plan scheduled to occur on or after February 24, 2000
will be canceled. Purchase applications received by fax or any other means will
not be accepted unless payment for the shares has been received before the close
of business on February 23, 2000. Purchases through reinvestment of dividends
and capital gain distributions will continue to be permitted.
Skyline reserves the right to re-open Skyline Small Cap Value Plus and Skyline
Small Cap Contrarian to purchases if the board of trustees determines that
re-opening would be in the best interest of the shareholders of the Funds.
Skyline Special Equities Portfolio remains open to new investments.
Questions may be directed to Skyline Funds at 1-800-828-2759.
Distributor: Funds Distributor, Inc., member NASD.
[GRAPHIC]
SKYLINE Funds
311 SOUTH WACKER DRIVE, SUITE 4500
CHICAGO, IL 60606
800.828.2759
