PROFESSIONALLY MANAGED PORTFOLIOS
497, 1999-09-21
Previous: HEARTLAND GROUP INC, PRES14A, 1999-09-21
Next: CITICORP MORTGAGE SECURITIES INC, 8-K, 1999-09-21



                       DUNCAN-HURST AGGRESSIVE GROWTH FUND
                     DUNCAN-HURST LARGE CAP GROWTH-20 FUND,
                   SERIES OF PROFESSIONALLY MANAGED PORTFOLIOS

                       SUPPLEMENT DATED SEPTEMBER 21, 1999
                       TO PROSPECTUS DATED MARCH 31, 1999


     1. On September  21, 1999,  the  Duncan-Hurst  Aggressive  Growth Fund will
begin offering Class I shares for sale. Class I shares are offered primarily for
direct  investment  by  investors  such as  pension  and  profit-sharing  plans,
employee benefit trusts, endowments,  foundations and corporations. You may open
a Class I Fund account with a minimum  investment  of $1 million and add to your
account at any time with $100,000 or more. The minimum  investment  requirements
may be waived  from time to time by the Funds.  PLEASE  NOTE THAT CLASS I SHARES
FOR THE DUNCAN-HURST LARGE CAP GROWTH-20 FUND ARE NOT CURRENTLY BEING OFFERED.

     2. The following  replaces the section "Fees and Expenses" on pages 3 and 4
of the Fund's Prospectus:

                                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>
                                                     LARGE CAP           AGGRESSIVE
                                                   GROWTH-20 FUND        GROWTH FUND
                                                  -----------------   ------------------
                                                  Class R   Class I   Class R    Class I
                                                  Shares    Shares    Shares     Shares
                                                  ------    ------    ------     ------
<S>                                                <C>        <C>      <C>        <C>
SHAREHOLDER FEES
(fees paid directly from your investment)

Maximum sales charge (load) imposed on purchases   None      None      None       None
Maximum deferred sales charge (load)               None      None      None       None

ANNUAL FUND OPERATING EXPENSES*
(expenses that are deducted from Fund assets)

Management Fees                                    1.00%      1.00%    1.00%      1.00%
Distribution and Services (12b-1) Fees             0.25%      None     0.25%      None
Other Expenses                                     2.50%      2.50%    2.50%      2.50%
                                                  -----      -----    -----      -----
Total Annual Fund Operating Expenses               3.75%      3.50%    3.75%      3.50%
Fee Reduction and/or Expense Reimbursement        (2.27)%    (2.27)%  (2.27)%    (2.27)%
                                                  -----      -----    -----      -----
Net Expenses                                       1.48%      1.23%    1.48%      1.23%
                                                  =====      =====    =====      =====
</TABLE>

- ----------
* Other  Expenses  are  estimated  for the first  fiscal year of each Fund.  The
Adviser has contractually  agreed to reduce its fees and/or pay expenses of each
Fund for an indefinite  period to ensure that Total Fund Operating  Expenses for
each class of shares will not exceed the net expense amounts shown.  The Adviser
reserves the right to be reimbursed  for any waiver of its fees or expenses paid
on behalf of the Funds if a Fund's expenses are less than the limit agreed to by
the Funds. The Trustees may terminate this expense reimbursement  arrangement at
any time.
<PAGE>
EXAMPLE

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

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

                                               1 Year               3 Years
                                         ------------------    -----------------
                                         Class R    Class I    Class R   Class I
Duncan-Hurst Large Cap Growth-20 Fund     $151       $125       $468      $390
Duncan-Hurst Aggressive Growth Fund       $151       $125       $468      $390

     3. The third  paragraph  under the section "How to Buy Shares" on page 9 of
the  Funds'  Prospectus  refers to Class R shares  only.  Further,  only Class R
shareholders  may  choose to enroll in the  Automatic  Investment  Plan as it is
described on page 11 of the Funds' Prospectus.

     4.  Shareholders  of the Funds may  exchange  their  shares  for  shares of
Duncan-Hurst   International  Growth  Fund  ("International  Fund").   Beginning
September 30, 1999 Class R  shareholders  of the Funds may also  exchange  their
shares for Class R shares of Duncan-Hurst  Technology Fund ("Technology  Fund").
These  exchanges are subject to the same terms and conditions as set forth under
"How to Exchange Shares" on page 11 of the Funds=  Prospectus.  Before making an
investment in either the International Fund or the Technology Fund, shareholders
should obtain a copy of the relevant prospectus and read it carefully.

     5. The following is added to page 14 of the Funds' Prospectus:

MULTIPLE CLASS INFORMATION

The Funds offer two classes of shares B the Institutional  Class ("Class I") and
the Retail Class ("Class R").  While each class invests in the same portfolio of
securities,  the  classes  have  separate  expense  structures  and  shareholder
privileges.  The net  asset  value of Class I and  Class R  shares  will  differ
because they have different expenses. The difference in the fee structures among
the classes is the result of their separate  arrangements  for  shareholder  and
distribution services and not the result of any difference in amounts charged by
the  Adviser  for  core  investment  advisory  services.  Accordingly,  the core
investment advisory expenses do not vary by class.


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission