PROFESSIONALLY MANAGED PORTFOLIOS
497, 1999-02-17
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                                The Hodges Fund
                        Supplement Dated August 12, 1998
                       To Prospectus Dated August 1, 1998

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

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.

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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