TAX-FREE FUND OF COLORADO
Supplement to the Prospectus dated April 30, 1999
for Class A Shares and Class C Shares
The following supplements the information in the Prospectus
regarding purchase and redemption of shares:
The Fund generally permits "transfer on death" registration of
shares, so that on the death of the shareholder the shares are
transferred to a designated beneficiary or beneficiaries. Ask the
Transfer Agent or your broker-dealer for the Transfer on Death
Registration Request Form. With it you will receive a copy of the
TOD Rules of the Aquilasm Group of Funds, which specify how the
registration becomes effective and operates. By opening a TOD
Account, you agree to be bound by the TOD rules.
The material on page 16 under the caption "Alternate Purchase
Plans" relating to Class A Shares is replaced by the following:
Distribution and An asset retention
Service Fees service fee of 0.05
of 1% is imposed on
the average annual
net assets
represented by the
Class A Shares.
The material under the caption "Factors to Consider in
Choosing Classes of Shares," on page 17 is replaced by the
following:
Class A Shares or Class C shares are intended to be suitable
for long-term investment. Over time, the cumulative total cost of
the 1% annual service and distribution fees on the Class C Shares
will equal or exceed the total cost of the initial 4% maximum
initial sales charge and 0.05 of 1% annual fee payable for Class A
Shares. Consult "Fees and Expenses of the Fund" to see the effect
of Fund expenses for both classes if a hypothetical investment is
held for 1, 3, 5, and 10 years. You should consider the total cost
of an investment in Class A Shares as compared with a similar
investment in Class C Shares if you expect to redeem your shares
within a reasonably short time after purchase.
The date of this supplement is May 18, 1999
