PROFESSIONALLY MANAGED PORTFOLIOS
497, 2000-01-11
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                           RCB GROWTH AND INCOME FUND
                               RCB SMALL CAP FUND
                   SERIES OF PROFESSIONALLY MANAGED PORTFOLIOS

                        SUPPLEMENT DATED JANUARY 11, 2000
                      TO PROSPECTUS DATED OCTOBER 18, 1999


The disclosure under the caption "Purchases at Net Asset Value" on page 9 of the
Prospectus is supplemented with the following information:

Shares of the Funds also may be purchased at net asset value by paid subscribers
to electronic or other financial  media services which have an association  with
the  Advisor,  its  principals  and  officers.  Investors  who  qualify for such
purchases should clearly identify the services to which they subscribe and their
subscriber  number in the "Reduced  Sales Charge"  section of the Funds' Account
Application.  Existing  shareholders of the Funds who qualify for this privilege
should call the Transfer Agent at (800) 282-2340 for instructions on how to make
subsequent purchases of Fund shares at net asset value.


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