<PAGE> 1
HIGHMARK FUNDS
Equity Funds
Fixed Income Funds
Supplement dated February 19, 1998 to
Fiduciary Shares Prospectus dated November 30, 1997
INVESTORS SHOULD RETAIN THIS SUPPLEMENT
WITH THE PROSPECTUS FOR FUTURE REFERENCE
CAPITALIZED TERMS USED HEREIN HAVE THE SAME MEANING AS IN THE PROSPECTUS
This supplement provides new and additional information beyond that
contained in the Prospectus and should be retained and read in conjunction with
such Prospectus.
The information on the cover page under "Fiduciary Shares" is revised as
follows:
HighMark's Fiduciary Shares are offered to the following investors: (i)
fiduciary, advisory, agency, custodial and other similar accounts maintained
with Union Bank of California, N.A. or its affiliates; (ii) SelectIRA accounts
established with The Bank of California, N.A. and invested in any of HighMark's
Equity or Fixed Income Funds prior to June 20, 1994, which have remained
continuously open thereafter and which are not considered to be fiduciary
accounts; (iii) Shareholders who currently own Shares of HighMark's Equity or
Fixed Income Funds that were purchased prior to June 20, 1994 within an account
registered in their name with the Funds; (iv) present and retired directors,
officers and employees (and their spouses and children under the age of 21) of
Union Bank of California, N.A., HighMark's current or former distributors or
their respective affiliated companies who currently own Shares of HighMark Funds
which were purchased before April 30, 1997; and (v) Registered investment
advisors, regulated by a federal or state governmental authority, or financial
planners who are purchasing Fiduciary Shares for an account for which they are
authorized to make investment decisions (i.e., a discretionary account) and who
are compensated by their clients on the basis of an ad valorem fee.
The first paragraph under "PURCHASE AND REDEMPTION OF SHARES" on page 34 is
revised as follows:
The Income Equity, Value Momentum, Growth and Balanced Funds are divided
into three classes of Shares, Class A, Class B and Fiduciary. The Emerging
Growth, Intermediate-Term Bond, Bond and California Intermediate Tax-Free Bond
Funds are divided into two classes of Shares, Class A and Fiduciary, and the
Blue Chip Growth, International Equity, Convertible Securities and Government
Securities Funds are only offered in a single class of Shares, Fiduciary. Only
the following investors qualify to purchase a Fund's Fiduciary Shares: (i)
fiduciary, advisory, agency, custodial and other similar accounts maintained
with Union Bank of California, N.A. or its affiliates; (ii) SelectIRA accounts
established with The Bank of California, N.A. and invested in any of HighMark's
Equity or Fixed Funds prior to June 20, 1994, which have remained continuously
open thereafter and which are not considered to be fiduciary accounts; (iii)
Shareholders who currently own Shares of HighMark's Equity or Fixed Income Funds
that were purchased prior to June 20, 1994 within an account registered in their
name with the Funds; (iv) present and retired directors, officers and employees
(and their spouses and children under the age of 21) of Union Bank of
California, N.A., HighMark's current or former distributors or their respective
affiliated companies who currently own Shares of HighMark Funds which were
purchased before April 30, 1997; and (v) Registered investment advisors,
regulated by a federal or state governmental authority, or financial planners
who are purchasing Fiduciary Shares for an account for which they are authorized
to make investment decisions (i.e., a discretionary account) and who are
compensated by their clients on the basis of an ad valorem fee. For a
description of investors who qualify to purchase Retail Shares, see the Retail
Shares prospectus of the Funds.
HMF 298-B
<PAGE> 2
HIGHMARK FUNDS
Money Market Funds
Supplement dated February 19, 1998 to
Fiduciary Shares Prospectus dated November 30, 1997
INVESTORS SHOULD RETAIN THIS SUPPLEMENT
WITH THE PROSPECTUS FOR FUTURE REFERENCE
CAPITALIZED TERMS USED HEREIN HAVE THE SAME MEANING AS IN THE PROSPECTUS
This supplement provides new and additional information beyond that
contained in the Prospectus and should be retained and read in conjunction with
such Prospectus.
The information on the cover page under "Fiduciary Shares" is revised as
follows:
HighMark's Fiduciary Shares are offered to the following investors: (i)
fiduciary, advisory, agency, custodial and other similar accounts maintained
with Union Bank of California, N.A. or its affiliates; (ii) SelectIRA accounts
established with The Bank of California, N.A. and invested in any of HighMark's
Equity or Fixed Income Funds prior to June 20, 1994, which have remained
continuously open thereafter and which are not considered to be fiduciary
accounts; (iii) Shareholders who currently own Shares of HighMark's Equity or
Fixed Income Funds that were purchased prior to June 20, 1994 within an account
registered in their name with the Funds; (iv) present and retired directors,
officers and employees (and their spouses and children under the age of 21) of
Union Bank of California, N.A., HighMark's current or former distributors or
their respective affiliated companies who currently own Shares of HighMark Funds
which were purchased before April 30, 1997; and (v) Registered investment
advisors, regulated by a federal or state governmental authority, or financial
planners who are purchasing Fiduciary Shares for an account for which they are
authorized to make investment decisions (i.e., a discretionary account) and who
are compensated by their clients on the basis of an ad valorem fee.
The first paragraph under "PURCHASE AND REDEMPTION OF SHARES" on page 20 is
revised as follows:
As noted above, the Diversified Money Market, 100% U.S. Treasury Money
Market and California Tax-Free Money Market Funds are divided into two classes
of Shares, Class A and Fiduciary. The U.S. Government Money Market Fund is
divided into three classes of Shares, Class A, Class B and Fiduciary. Only the
following investors qualify to purchase the Funds' Fiduciary Shares: (i)
fiduciary, advisory, agency, custodial and other similar accounts maintained
with Union Bank of California, N.A. or its affiliates; (ii) SelectIRA accounts
established with The Bank of California, N.A. and invested in any of HighMark's
Equity or Fixed Funds prior to June 20, 1994, which have remained continuously
open thereafter and which are not considered to be fiduciary accounts; (iii)
Shareholders who currently own Shares of HighMark's Equity or Fixed Income Funds
that were purchased prior to June 20, 1994 within an account registered in their
name with the Funds; (iv) present and retired directors, officers and employees
(and their spouses and children under the age of 21) of Union Bank of
California, N.A., HighMark's current or former distributors or their respective
affiliated companies who currently own Shares of HighMark Funds which were
purchased before April 30, 1997; and (v) Registered investment advisors,
regulated by a federal or state governmental authority, or financial planners
who are purchasing Fiduciary Shares for an account for which they are authorized
to make investment decisions (i.e., a discretionary account) and who are
compensated by their clients on the basis of an ad valorem fee. For a
description of investors who qualify to purchase Retail Shares, see the Retail
Shares prospectus of the Money Market Funds.
HMF 298-B