PROFESSIONALLY MANAGED PORTFOLIOS
497, 1998-09-11
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                                The Hodges Fund

                        Supplement Dated August 31, 1998
                       To Prospectus Dated August 1, 1998

      Discussion in the Fund's  prospectus is supplemented with the following
      information:

      o    On page 12, under the caption "Check-A-Matic Plan," please note:

           The minimum  monthly amount for new investors who agree to open an
           automatic  investment plan whereby a check is automatically  drawn
           on the  investor's  personal  checking  account  each  month for a
           predetermined  amount has been reduced to $50.  This amount may be
           revised or discontinued upon further notice to shareholders.

      o    On page 15,  under the  caption  "Shareholder  Inquiries,"  please
           note:

           Shareholder   inquiries   should  be   directed  to  the  Fund  at
           (800)282-2340.


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