OVERLAND EXPRESS FUNDS INC
497, 1996-07-24
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                         OVERLAND EXPRESS FUNDS, INC.

                       Short-Term Municipal Income Fund
                 Short-Term Government Corporate Income Fund
                           
                   Supplement dated July 24, 1996 to the
                      Prospectus dated May 1, 1996


     The following three paragraphs replace the fourth paragraph under the
prospectus section "Management of the Funds and the Master Portfolio":

     Ms. Tamyra Thomas assumed responsibility as portfolio co-manager for the 
day-to-day management of the portfolio of the Short-Term Government-Corporate
Income Master Portfolio as of July 16, 1996. Ms. Thomas is a senior vice 
president and the chief fixed income investment officer of the Investment 
Management Group Policy Committee.  Ms. Thomas has managed bond portfolios 
for over a decade.  She currently manages in excess of $1 billion of 
long-term taxable bond portfolios for various foundations, defined benefit 
plans and other clients.  Prior to joining Wells Fargo Bank in early 1988, 
she held a number of senior investment positions for the Valley Bank & Trust
Company of Utah, including vice president and manager of the investment 
department and chairman of the Trust Investment Committee.  She holds a B.S. 
from the University of Utah and was past president of the Utah Bond Club.  
Ms. Thomas is a chartered financial analyst.

     Ms. Madeline Gish aslo assumed responsibility as portfolio co-manager for
the day-today management of thr portfolio of the Short-Term Government-Corporate
Income Master Portfolio as of July 16, 1996.  Ms. Gish joined Wells fargo Bank
in 1989 as the portfolio coordinator for the Mutual Funds Division and played
an integral part in the rapid growth of the Overland Express Funds.  Since
joining the fixed-income group in 1992, Madeline has assisted in the research
and trading for the adjustable-rate mortgage fund and is currently managing 
taxable liquidity portfolios.  She holds a bachelor of science degree in 
business administration from the University of Kansas and is a chartered 
financial analyst candidate.

     Mr. Scott Smith also assumed responsibility as portfolio co-manager for
the day-to-day management of the portfolio of the Short-Term 
Government-Corporate Income Master Portfolio as of July 16, 1996.  He joined
Wells fargo bank in 1988 as a taxable money market portfolio specialist.  His
experience includes a postition with a private money management firm with 
mutual fund investment operations.  Mr. Smith holds a B.A. degree from the
University of San Diego and is a chartered financial analyst.
 






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