HIGHMARK FUNDS /MA/
497, 1998-05-18
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<PAGE>   1
 
                                 HIGHMARK FUNDS
 
                                  EQUITY FUNDS
                               FIXED INCOME FUNDS
 
                        SUPPLEMENT DATED MAY 15, 1998 TO
                RETAIL 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 sales load imposed on purchases of Class A Shares by customers who
purchase Shares without the assistance of an investment professional ("Fund
Direct"), will be waived from May 15, 1998 through August 31, 1998. All
subsequent purchases of Class A Shares by Fund Direct customers who have opened
accounts or bought Shares between May 15, 1998 and August 31, 1998 will also be
executed without the imposition of the front-end sales charge.


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