FIRST AMERICAN INVESTMENT FUNDS INC, 497K1, 1999-12-28

FIRST AMERICAN INVESTMENT FUNDS INC
497K1, 1999-12-28

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First American Balanced Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
us at 1-800-637-2548, or by contacting your investment professional.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Balanced Fund's objective is to maximize total return (capital appreciation plus
income).

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Balanced Fund invests in a balanced portfolio of stocks and bonds. The mix of
securities will change based on existing and anticipated market conditions. Over
the long term, the fund's asset mix is likely to average approximately 60%
equity securities and 40% debt securities.

Under normal market conditions, the equity securities portion of the fund's
portfolio will be invested primarily (at least 75% of the total assets) in
common stocks of companies that cover a broad range of industries and that have
market capitalizations of at least $5 billion at the time of purchase. The
fund's advisor will utilize separate value and growth strategies in selecting
securities for this portion of the fund. Although no limits will be placed on
the fund's equity holdings invested in the value strategy versus the growth
strategy, the advisor expects that, over the long-term, the fund will be
invested in an equal mix of value and growth securities. In implementing the
value strategy, the advisor will select securities it believes: are undervalued
relative to other securities in the same industry or market; exhibit good or
improving fundamentals; and exhibit an identifiable catalyst that could close
the gap between market value and fair value over the next one to two years. In
implementing the growth strategy, the advisor will select securities based on
such factors such as: above average growth in revenue and earnings; strong
competitive position; strong management; and sound financial condition.

Up to 25% of the equity portion of the fund may be invested in securities of
foreign issuers that are either listed on a U.S. stock exchange or represented
by American Depositary Receipts.

Under normal market conditions, the debt securities portion of the fund's
portfolio will be comprised of securities such as U.S. government securities
(securities issued or guaranteed by the U.S. government or its agencies or
instrumentalities) including zero coupon bonds, mortgage-and asset-backed
securities, and corporate debt obligations.

The fund's debt securities will be rated investment grade at the time or
purchase or, if unrated, determined to be of comparable quality by the fund's
advisor. At least 65% of these securities will be either U.S. government
securities or securities that have received at least an A or equivalent rating.
The fund may invest up to 15% of the debt portion of its portfolio in foreign
securities payable in United States dollars. Under normal market conditions the
fund attempts to maintain a weighted average maturity for the debt securities in
its portfolio of 15 years or less and an average effective duration of three to
eight years.

Additional information about the fund's investments is available in the fund's
annual and semi-annual reports to shareholders. In the fund's annual report you
will find a discussion of the market conditions and investment strategies that
significantly affected the fund's performance during the last fiscal year. You
may obtain either or both of these reports at no cost by calling us at
1-800-637-2548.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks in investing in this Fund include:

<PAGE>

Risks of Common Stocks: Stocks may decline significantly in price over short or
extended periods of time. Price changes may occur in the market as a whole, or
they may occur in only a particular company, industry or sector of the market.
In addition, value stocks and/or large capitalization stocks may underperform
the market as a whole.

Foreign Security Risk: Securities of foreign issuers, even when
dollar-denominated and publicly traded in the United States, may involve risks
not associated with the securities of domestic issuers, including the risks of
adverse currency fluctuations and of political or social instability or
diplomatic developments that could adversely affect the securities.

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

Credit Risk: An issuer of debt securities may not make timely principal or
interest payments on its securities, or the other party to a contract (such as a
securities lending agreement) may default on its obligations.

Call Risk: During periods of falling interest rates, a bond issuer may "call" --
or repay -- its high-yielding bonds before their maturity date. The fund would
then be forced to invest the unanticipated proceeds at lower interest rates,
resulting in a decline in the fund's income.

Risks of Mortgage- and Asset-Backed Securities: Falling interest rates could
cause faster than expected prepayments of the obligations underlying mortgage-
and asset-backed securities, which the fund would have to invest at lower
interest rates. On the other hand, rising interest rates could cause prepayments
of the obligations to decrease, extending the life of mortgage- and asset-backed
securities with lower interest rates.

Risks of Dollar Roll Transactions: The use of mortgage dollar rolls could
increase the volatility of the fund's share price. It could also diminish the
fund's investment performance if the advisor does not predict mortgage
prepayments and interest rates correctly.

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart shows you how performance of the fund's Class A
shares has varied from year to year. The performance of Class B and Class C
shares will be lower due to their higher expenses. Sales charges are not
reflected in the chart; if they had been, returns would be lower.

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measures of market performance. However, because Class C shares have not been
offered for a full calendar year, no information is presented for these shares.
The fund's performance reflects sales charges and fund expenses; the benchmark
is unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
12.31% 0.79% 26.51% 17.76% 16.98% 10.47%
- --------------------------------------------------------------------------
1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/97
Total return 10.08%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -5.78%

<PAGE>

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year Five Years (Class A) (Class B)
- --------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Balanced Fund (Class A) 12/14/92 _______% _______% _______% N/A
- --------------------------------------------------------------------------------------------------------
Balanced Fund (Class B) 8/15/94 _______% N/A N/A _______%
- --------------------------------------------------------------------------------------------------------
Standard & Poor's 500 Composite Index _______% _______% _______% _______%
- --------------------------------------------------------------------------------------------------------
Lehman Gov't/Corp Bond Index _______% _______% _______% _______%
- --------------------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

As an investor, you pay fees and expenses to buy and hold shares of the fund.
You pay shareholder fees directly when you buy or sell shares. You pay annual
fund operating expenses indirectly since they are deducted from fund assets. The
figures below show fund expenses during the fiscal year ended September 30,
1999.(1)

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- -------------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- -------------------------------------------------------------------------------------------------
</TABLE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.05%, 1.80% AND 1.80%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

- --------------------------------------------------------------------------------
EXAMPLE This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. It assumes that you
invest $10,000 for the time periods indicated, that your investment has a 5%
return each year, and that the fund's operating expenses remain the same.
Although your actual costs and returns may differ, based on these assumptions
your costs would be:
- --------------------------------------------------------------------------------

CLASS B CLASS B CLASS C CLASS C
assuming assuming no assuming assuming no
redemption redemption redemption redemption
at end of at end of at end of at end of
CLASS A each period each period each period each period
- --------------------------------------------------------------------------------

1 year $ 636 $ 693 $ 193 $ 391 $ 291
3 years $ 871 $ 997 $ 597 $ 691 $ 691
5 years $1,125 $1,226 $1,026 $1,116 $1,116
10 years $1,849 $2,027 $2,027 $2,300 $2,300

<PAGE>

5. WHO MANAGES THE FUND?

U.S. Bank National Association (U.S. Bank), acting through its First American
Asset Management division, is the fund's investment advisor. First American
Asset Management provides investment management services to individuals and
institutions, including corporations, foundations, pensions and retirement
plans. As of December 31, 1999, it had more than $ ____ billion in assets under
management, including investment company assets of more than $ ____ billion. As
investment advisor, First American Asset Management manages the fund's business
and investment activities, subject to the authority of the board of directors.

The fund's investments are managed by a team of persons associated with First
American Asset Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

Sales Charge--Class A Maximum
Reallowance
as a % of as a % of as a % of
Purchase Net Amount Purchase
Price Invested Price
- --------------------------------------------------------------------------------
Less than $ 50,000 5.25% 5.54% 5.00%
$ 50,000 - $ 99,999 4.25% 4.44% 4.00%
$100,000 - $249,999 3.25% 3.36% 3.00%
$250,000 - $499,999 2.25% 2.30% 2.00%
$500,000 - $999,999 1.75% 1.78% 1.50%
$1 million and over 0% 0% 0%

You may purchase shares by calling your broker or financial institution, or by
simply completing and signing a new account form, enclose a check made payable
to the fund you wish to invest in, and mailing both to: First American Funds,
c/o DST Systems, Inc., P.O. Box 219382, Kansas City, Missouri 64121-9382. New
account forms may be obtained by calling us at 1-800-637-2548.

7. HOW CAN I SELL FUND SHARES?

If you purchased shares through a broker or financial institution, simply call
them to sell your shares. If you did not purchase shares through a broker or
financial institution, you may sell your shares by calling 1-800-637-2548. To
sell shares by mail, send a written request to your broker or financial
institution, or to the fund at the following address: First American Funds, c/o
DST Systems, Inc., P.O. Box 219382, Kansas City, Missouri 64121-9382.

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Dividends from the fund's net investment income are declared and paid monthly.
Any capital gains are distributed at least once each year. For most investors,
fund dividends and distributions are considered taxable whether they are
reinvested or taken in cash (unless your investment is in an IRA or other
tax-advantaged account). Dividends from the fund's net investment income and
short-term capital gains are taxable as ordinary income. Distributions of the
fund's long-term capital gains are taxable as long-term capital gains,
regardless of how long you have held your shares.

<PAGE>

9. WHAT SERVICES ARE OFFERED BY THE FUND?

First American offers several ways to make it easier for you to manage your
account, such as: telephone transactions; wire and electronic funds transfers;
automatic investing; systematic withdrawals; and exchange privileges with other
First American Funds. Personal service is always available by calling Investor
Services at 1-800-637-2548.

<PAGE>

First American Equity Income Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Equity Income Fund's objective is long-term growth of capital and income.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Equity Income Fund invests primarily (at least
65% of its total assets) in equity securities of companies which the fund's
investment advisor believes are characterized by 1) the ability to pay above
average dividends; 2) the ability to finance expected growth; and 3) strong
management. The fund will attempt to maintain a dividend that will grow quickly
enough to keep pace with inflation. As a result, higher-yielding equity
securities will generally represent the core holdings of the fund. However, the
fund also may invest in lower-yielding, higher growth equity securities if the
advisor believes they will help balance the portfolio. The fund's equity
securities include common stocks and preferred stocks and corporate debt
securities which are convertible into common stocks. All securities held by the
fund will provide current income at the time of purchase.

The fund invests in convertible debt securities in pursuit of both long-term
growth of capital and income. The securities' conversion features provide
long-term growth potential, while interest payments on the securities provide
income. The fund may invest in convertible debt securities without regard to
their ratings, and therefore may hold convertible debt securities which are
rated lower than investment grade.

Up to 25% of the fund's total assets may be invested in securities of foreign
issuers which are either listed on a United States stock exchange or represented
by American Depositary Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

<PAGE>

Risks of Non-Investment Grade Securities: The fund may invest in securities
which are rated lower than investment grade. These securities, which are
commonly called "high-yield" securities or "junk bonds," generally have more
volatile prices and carry more risk to principal than investment grade
securities. High yield securities may be more susceptible to real or perceived
adverse economic conditions than investment grade securities. In addition, the
secondary trading market may be less liquid.

Fund Performance Information

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
_____% _____% 22.73% 19.80% 27.53% 15.68%
- --------------------------------------------------------------------------
1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/97
Total return 11.95%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -7.74%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year Five Years (Class A) (Class B)
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Equity Income Fund (Class A) 12/18/92 ____% ____% ____% N/A
- -------------------------------------------------------------------------------------------------
Equity Income Fund (Class B) 8/15/94 ____% ____% N/A ____%
- -------------------------------------------------------------------------------------------------
Standard & Poor's 500 Composite Index ____% ____% ____% ____%
- -------------------------------------------------------------------------------------------------
Lehman Gov't/Corp Bond Index ____% ____% ____% ____%
- -------------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- ------------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- ------------------------------------------------------------------------------------------------
</TABLE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.00%, 1.75% AND 1.75%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2)Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

1 year $ 633 $ 690 $ 190 $ 388 $ 288
3 years $ 862 $ 988 $ 588 $ 682 $ 682
5 years $1,110 $1,211 $1,011 $1,101 $1,101
10 years $1,817 $1,995 $1,995 $2,268 $2,268

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Equity Index Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Equity Index Fund's objective is to provide investment results that correspond
to the performance of the Standard & Poor's 500 Composite Index (S&P 500).

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Equity Index Fund invests at least 90% of its
total assets in common stocks included in the S&P 500. The S&P 500 is a
market-value weighted index consisting of 500 stocks chosen for market size,
liquidity and industry group representation. The fund's advisor believes that
the fund's objective can best be achieved by investing in common stocks of
approximately 90% to 100% of the issues included in the S&P 500, depending on
the size of the fund. A computer program is used to identify which stocks should
be purchased or sold in order to replicate, as closely as possible, the
composition of the S&P 500.

Because the fund may not always hold all of the stocks included in the S&P 500,
and because the fund has expenses and the index does not, the fund will not
duplicate the index's performance precisely. However, the fund's advisor
believes there should be a close correlation between the fund's performance and
that of the S&P 500 in both rising and falling markets. The fund will attempt to
achieve a correlation between the performance of its portfolio and that of the
S&P 500 of at least 95%, without taking into account expenses of the fund. A
perfect correlation would be indicated by a figure of 100%, which would be
achieved if the fund's net asset value, including the value of its dividends and
capital gains distributions, increased or decreased in exact proportion to
changes in the S&P 500. If the fund is unable to achieve a correlation of 95%
over time, the fund's board of directors will consider alternative strategies
for the fund.

The fund also may invest up to 10% of its total assets in stock index futures
contracts, options on stock indices, options on stock index futures and index
participation contracts based on the S&P 500. The fund makes these investments
to maintain the liquidity needed to meet redemption requests, to increase the
level of fund assets devoted to replicating the composition of the S&P 500 and
to reduce transaction costs.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

<PAGE>

Failure to Match Performance of S&P 500: The fund's ability to replicate the
performance of the S&P 500 may be affected by, among other things, changes in
securities markets, the manner in which Standard & Poor's calculates the
performance of the S&P 500, the amount and timing of cash flows into and out of
the fund, commissions, sales charges (if any) and other expenses.

Risks of Options and Futures: The fund will suffer a loss in connection with its
use of options, futures contracts and options on futures contracts if securities
prices do not move in the direction anticipated by the fund's advisor when
entering into the options or the futures contracts.

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
9.80% 1.02% 36.63% 22.13% 32.51% 28.24%
- ----------------------------------------------------------------------------
1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 21.30%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -9.96%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year Five Years (Class A) (Class B)
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Equity Index Fund (Class A) 12/14/92 ____% ____% _____% N/A
- ---------------------------------------------------------------------------------------------------
Equity Index Fund (Class B) 8/15/94 ____% N/A N/A _______%
- ---------------------------------------------------------------------------------------------------
Standard & Poor's 500 Composite Index ____% ____% _____% _______%
- ---------------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 0.60%, 1.35% AND 1.35%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

1 year $ 634 $ 691 $ 191 $ 389 $ 289
3 years $ 865 $ 991 $ 591 $ 685 $ 685
5 years $1,115 $1,216 $1,016 $1,106 $1,106
10 years $1,827 $2,005 $2,005 $2,279 $2,279

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The funds' distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Large Cap Growth Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Large Cap Growth Fund's objective is long-term growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Large Cap Growth Fund invests primarily (at
least 75% of its total assets) in common stocks of companies that have market
capitalizations of at least $5 billion at the time of purchase. The advisor
will select companies that it believes exhibit the potential for superior growth
based on factors such as: above average growth in revenue and earnings; strong
competitive position; strong management; and sound financial condition. Up to
25% of the fund's total assets may be invested in securities of foreign issuers
which are either listed on a United States stock exchange or represented by
American Depositary Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

<PAGE>

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measures of market performance. However, because Class C shares have not been
offered for a full calendar year, no information is presented for these shares.
The fund's performance reflects sales charges and fund expenses; the benchmark
is unmanaged and has no expenses.
Both the chart and the table assume that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
____% ____% 32.43% 22.93% 21.42% 23.56%
- -------------------------------------------------------------------------
1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 21.08%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -14.22%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year Five Years (Class A) (Class B)
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Large Cap Growth Fund (Class A) 12/15/92 ______% ______% ______% N/A
- -------------------------------------------------------------------------------------------------------
Large Cap Growth Fund (Class B) 8/15/94 ______% ______% N/A ______%
- -------------------------------------------------------------------------------------------------------
Standard & Poor's 500 Composite Index ______% ______% ______% ______%
- -------------------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.05%, 1.80% AND 1.80%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME. (2)
Certain investors may qualify for reduced sales charges. (3) Class A share
investments of $1 million or more on which no front-end sales charge is paid may
be subject to a contingent deferred sales charge.

<PAGE>

1 year $ 632 $ 689 $ 189 $ 387 $ 287
3 years $ 859 $ 985 $ 585 $ 679 $ 679
5 years $1,104 $1,206 $1,006 $1,096 $1,096
10 years $1,806 $1,984 $1,984 $2,258 $2,258

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The funds' distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Large Cap Value Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Large Cap Value Fund's primary objective is capital appreciation. Current income
is a secondary objective of the fund.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Large Cap Value Fund invests primarily (at least
75% of its total assets) in common stocks of companies that cover a broad range
of industries and that have market capitalizations of at least $5 billion at
the time of purchase. In selecting stocks, the fund's advisor invests in
securities that it believes: are undervalued relative to other securities in the
same industry or market; exhibit good or improving fundamentals; and exhibit an
identifiable catalyst that could close the gap between market value and fair
value over the next one to two years. Up to 25% of the fund's total assets may
be invested in securities of foreign issuers which are either listed on a United
States stock exchange or represented by American Depositary Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

<PAGE>

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
- -2.01% 21.46% 7.98% 15.10% 4.12% 31.94% 29.10% 22.41% 9.71%
- --------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 16.55%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -13.91%

<TABLE>
<CAPTION>
Since
AVERAGE ANNUAL TOTAL RETURNS Inception One Five Ten Years Inception
AS OF 12/31/99 Date Year Years (Class A) (Class B)
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Large Cap Value Fund (Class A) 12/22/87 _____% _____% _____% N/A
- -------------------------------------------------------------------------------------------------
Large Cap Value Fund (Class B) 8/15/94 _____% N/A N/A _____%
- -------------------------------------------------------------------------------------------------
Standard & Poor's 500 Composite Index _____% _____% _____% _____%
- -------------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- ----------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- ----------------------------------------------------------------------------------------------
</TABLE>

(1)Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.05%, 1.80% AND 1.80%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

<PAGE>

1 year $ 634 $ 691 $ 191 $ 389 $ 289
3 years $ 865 $ 991 $ 591 $ 685 $ 685
5 years $1,115 $1,216 $1,016 $1,106 $1,106
10 years $1,827 $2,005 $2,005 $2,279 $2,279

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Equity Index Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
U-Connect at 1-800-806-7009. This Profile is intended for use in connection with
the U.S. Bancorp 401(k) Savings Plan and is not intended for use by other
investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Equity Index Fund's objective is to provide investment results that correspond
to the performance of the Standard & Poor's 500 Composite Index (S&P 500).

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

<PAGE>

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart shows you how performance of the fund's shares has
varied from year to year. The table compares the fund's performance over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance. The fund's performance reflects fund expenses;
the benchmark is unmanaged and has no expenses. Both the chart and the table
assume that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
36.97% 22.44% 32.84% 28.56%
- --------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 21.39%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -9.91%

AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- --------------------------------------------------------------------------------
Equity Index Fund 2/4/94 _____% _____% _____%
- --------------------------------------------------------------------------------
Standard & Poor's 500 Composite Index _____% _____% _____%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

- --------------------------------------------------------------------------------
SHAREHOLDER FEES
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD) None
MAXIMUM DEFERRED SALES CHARGE (LOAD) None
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70%
Distribution and Service (12b-1) Fees None
Other Expenses ____%
TOTAL ____%
- --------------------------------------------------------------------------------

<PAGE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.35%. FEE WAIVERS MAY BE
DISCONTINUED AT ANY TIME.

1 year $ 90
3 years $ 281
5 years $ 488
10 years $1,084

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

Distributions from the U.S. Bancorp 401(k) Savings Plan are generally taxable
and subject to withholding in the current year unless the participant requests a
direct rollover to an IRA or another qualified plan. Certain distributions such
as distributions from an employee's after-tax account or, in some circumstances,
portions of distributions made after a participant has attained age 70-1/2 may
not be rolled over to an IRA or another qualified plan. Generally, an employee's
distribution will be taxed at ordinary income tax rates. Distributions made
before a participant attains age 59-1/2 are subject to a 10% penalty tax unless
an exception applies.

Participants in the U.S. Bancorp 401(k) Savings Plan will not be taxed on pretax
earnings reductions or on employer contributions at the time such amounts are
allocated to their accounts. Pretax contributions, however, are subject to tax
under FICA and FUTA. Participants will not be taxed on the income earned on any
securities in the trust fund until they are withdrawn or distributed under the
Plan.

<PAGE>

First American Large Cap Growth Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
U-Connect at 1-800-806-7009. This Profile is intended for use in connection with
the U.S. Bancorp 401(k) Savings Plan and is not intended for use by other
investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Large Cap Growth Fund's objective is long-term growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Large Cap Growth Fund invests primarily (at
least 75% of its total assets) in common stocks of companies that have market
capitalizations of at least $____ billion at the time of purchase. The advisor
will select companies that it believes exhibit the potential for superior growth
based on factors such as: above average growth in revenue and earnings; strong
competitive position; strong management; and sound financial condition. Up to
25% of the fund's total assets may be invested in securities of foreign issuers
which are either listed on a United States stock exchange or represented by
American Depositary Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart shows you how performance of the fund's shares has
varied from year to year. The table compares the fund's performance over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance. The fund's performance reflects fund expenses;
the benchmark is unmanaged and has no expenses. Both the chart and the table
assume that all distributions have been reinvested.

<PAGE>

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
32.78% 23.23% 21.61% 24.05%
- --------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 21.21%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -14.09%

AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- --------------------------------------------------------------------------------
Large Cap Growth Fund 8/2/94 _____% _______% _______%
- --------------------------------------------------------------------------------
Standard & Poor's 500 Composite Index _____% _______% _______%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.80%. FEE WAIVERS MAY BE
DISCONTINUED AT ANY TIME.

1 year $ 88
3 years $ 274
5 years $ 477
10 years $1,061

5. WHO MANAGES THE FUND?

<PAGE>

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

<PAGE>

First American Large Cap Value Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
U-Connect at 1-800-806-7009. This Profile is intended for use in connection with
the U.S. Bancorp 401(k) Savings Plan and is not intended for use by other
investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Large Cap Value Fund's primary objective is capital appreciation. Current income
is a secondary objective of the fund.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Large Cap Value Fund invests primarily (at least
75% of its total assets) in common stocks of companies that cover a broad range
of industries and that have market capitalizations of at least $____ billion at
the time of purchase. In selecting stocks, the fund's advisor invests in
securities that it believes: are undervalued relative to other securities in the
same industry or market; exhibit good or improving fundamentals; and exhibit an
identifiable catalyst that could close the gap between market value and fair
value over the next one to two years. Up to 25% of the fund's total assets may
be invested in securities of foreign issuers which are either listed on a United
States stock exchange or represented by American Depositary Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart shows you how performance of the fund's shares has
varied from year to year. The table compares the fund's performance over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance. The fund's performance reflects fund expenses;
the benchmark is unmanaged and has no expenses. Both the chart and the table
assume that all distributions have been reinvested.

<PAGE>

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
32.23% 29.47% 22.80% 9.99%
- -------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 16.64%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -13.85%

AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- --------------------------------------------------------------------------------
Large Cap Value Fund 2/4/94 _____% _____% _____%
- --------------------------------------------------------------------------------
Standard & Poor's 500 Composite Index _____% _____% _____%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.80%. FEE WAIVERS MAY BE
DISCONTINUED AT ANY TIME.

1 year $ 90
3 years $ 281
5 years $ 488
10 years $1,084

5. WHO MANAGES THE FUND?

<PAGE>

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

<PAGE>

First American Mid Cap Growth Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Mid Cap Growth Fund has an objective of growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Mid Cap Growth Fund invests primarily (at least
75% of total assets) in common stocks of mid capitalization companies, defined
as companies that have market capitalizations at the time of purchase within the
range of market capitalizations of companies constituting the Russell Midcap
Index. This index measures the performance of the 800 smallest companies in the
Russell 1000 Index (which is made up of the 1,000 largest U.S. companies based
on total market capitalization). As of the date of this prospectus, market
capitalizations of companies in the Russell Midcap Index ranged from
approximately $____ million to $____ billion. The advisor will select companies
that it believes exhibit the potential for superior growth based on factors such
as: above average growth in revenue and earnings; strong competitive position;
strong management; and sound financial condition. Up to 25% of the fund's total
assets may be invested in securities of foreign issuers which are either listed
on a United States stock exchange or represented by American Depositary
Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Mid Cap Stocks: While stocks of mid cap companies may be slightly less
volatile than those of small cap companies, they still involve substantial risk
and their prices may be subject to more abrupt or erratic movements than those
of larger, more established companies or the market averages in general.

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

<PAGE>

Fund Performance Information

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
65.53% 7.23% 18.46% -4.90% 39.35% 11.84% 23.40% 10.58%
- ------------------------------------------------------------------------------
1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/91
Total return 28.86%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -19.34%

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS Since Since
AS OF 12/31/99 Inception Inception Inception
Date One Year Five Years (Class A) (Class B)
- --------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Mid Cap Growth Fund (Class A) 4/23/90 ____% ____% ____% N/A
- --------------------------------------------------------------------------------------------
Mid Cap Growth Fund (Class B) 8/7/98 ____% N/A N/A ____%
- --------------------------------------------------------------------------------------------
Russell Midcap Index ____% ____% ____% ____%
- --------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- -----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- -----------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- -----------------------------------------------------------------------------------------------
</TABLE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the fund's distributor. The net expenses the
fund actually paid after waivers for the fiscal year ended September 30, 1999
were ____%, ____%, ____%, respectively, for Class A, Class B and Class C shares.
THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL
FUND OPERATING EXPENSES DO NOT EXCEED 1.15%, 1.90% AND 1.90%, RESPECTIVELY, FOR
CLASS A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY
TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

<PAGE>

1 year $ 633 $ 690 $ 190 $ 388 $ 288
3 years $ 862 $ 988 $ 588 $ 682 $ 682
5 years $1,110 $1,211 $1,011 $1,101 $1,101
10 years $1,817 $1,995 $1,995 $2,268 $2,268

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Dividends from the fund's net investment income are declared and paid monthly.
Any capital gains are distributed at least once each year. For most investors,
fund dividends and distributions are considered taxable whether they are
reinvested or taken in cash (unless your investment is in an IRA or other
tax-advantaged account). Dividends from a fund's net investment income and
short-term capital gains are taxable as ordinary income. Distributions of a
fund's long-term capital gains are taxable as long-term capital gains,
regardless of how long you have held your shares. Because of its investment
objective and strategy, distributions for the fund are expected to consist
primarily of capital gains.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Mid Cap Value Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Mid Cap Value Fund has an objective of capital appreciation.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Mid Cap Value Fund invests primarily (at least
75% of total assets) in common stocks of mid capitalization companies, defined
as companies that have market capitalizations at the time of purchase within the
range of market capitalizations of companies constituting the Russell Midcap
Index. This index measures the performance of the 800 smallest companies in the
Russell 1000 Index (which is made up of the 1,000 largest U.S. companies based
on total market capitalization). As of the date of this prospectus, market
capitalizations of companies in the Russell Midcap Index ranged from
approximately $____ million to $____ billion. In selecting stocks, the fund's
advisor invests in securities it believes: are undervalued relative to other
securities in the same industry or market; exhibit good or improving
fundamentals; and exhibit an identifiable catalyst that could close the gap
between market value and fair value over the next one to two years.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

<PAGE>

Fund Performance Information

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
- -6.82% 18.70% 19.33% 19.01% 6.72% 20.02% 31.94% 24.21% -13.24%
- -------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/97
Total return 17.91%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -30.84%

<TABLE>
<CAPTION>
Ten Since
AVERAGE ANNUAL TOTAL RETURNS Inception Years Inception
AS OF 12/31/99 Date One Year Five Years (Class A) (Class B)
- --------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Mid Cap Value Fund (Class A) 12/22/87 ____% ____% ____% N/A
- --------------------------------------------------------------------------------------------
Mid Cap Value Fund (Class B) 8/15/94 ____% N/A N/A ____%
- --------------------------------------------------------------------------------------------
Russell Midcap Index ____% ____% ____% ____%
- --------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

(1) The net expenses the fund actually paid for the fiscal year ended September
30, 1999 were ____%, ____%, ____%, respectively, for Class A, Class B and Class
C shares. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO
THAT TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 1.15%, 1.90% AND 1.90%,
RESPECTIVELY, FOR CLASS A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE
DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

xxx
<PAGE>

1 year $ 635 $ 692 $ 192 $ 390 $ 290
3 years $ 868 $ 994 $ 594 $ 688 $ 688
5 years $1,120 $1,221 $1,021 $1,111 $1,111
10 years $1,838 $2,016 $2,016 $2,289 $2,289

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Small Cap Growth Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the Fund at no cost by calling
us at 1-800-637-2548, or by contacting your investment professional.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Small Cap Growth Fund has an objective of growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Small Cap Growth Fund invests primarily (at
least 75% of total assets) in common stocks of small capitalization companies,
defined as companies that have market capitalizations at the time of purchase
within the range of market capitalizations of companies constituting the Russell
2000 Index. This index measures the performance of the 2,000 smallest companies
in the Russell 3000 Index (which is made up of the 3,000 largest U.S. companies
based on total market capitalization). As of the date of this prospectus, market
capitalizations of companies in the Russell 2000 Index ranged from approximately
$____ million to $____ billion.

The advisor will select companies that it believes exhibit the potential for
superior growth based on factors such as: above average growth in revenue and
earnings; strong competitive position; strong management; and sound financial
condition. Up to 25% of the fund's total assets may be invested in securities of
foreign issuers which are either listed on a United States stock exchange or
represented by American Depositary Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Small Cap Stocks: Stocks of small capitalization companies involve
substantial risk. These stocks historically have experienced greater price
volatility than stocks of larger-capitalization companies, and they may be
expected to do so in the future.

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

<PAGE>

Fund Performance Information

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
- -0.42% 40.55% 11.47% 10.98% -2.44% 20.20% 11.68% 29.23% 7.73%
- ------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 28.06%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -22.14%

<TABLE>
<CAPTION>
Since
AVERAGE ANNUAL TOTAL RETURNS Inception One Five Ten Years Inception
AS OF 12/31/99 Date Year Years (Class A) (Class B)
- ---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Small Cap Growth Fund (Class A) 3/16/87 ____% ____% ____% N/A
- ---------------------------------------------------------------------------------------
Small Cap Growth Fund (Class B) 7/31/98 ____% N/A N/A ____%
- ---------------------------------------------------------------------------------------
Russell 2000 Index ____% ____% ____% ____%
- ---------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.15%, 1.90% AND 1.90%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

<PAGE>

1 year $ 636 $ 693 $ 193 $ 391 $ 291
3 years $ 871 $ 997 $ 597 $ 691 $ 691
5 years $1,125 $1,226 $1,026 $1,116 $1,116
10 years $1,849 $2,027 $2,027 $2,300 $2,300

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Small Cap Value Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Small Cap Value Fund has an objective of capital appreciation.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Small Cap Value Fund invests primarily (at least
75% of total assets) in common stocks of small capitalization companies, defined
as companies that have market capitalizations at the time of purchase within the
range of market capitalizations of companies constituting the Russell 2000
Index. This index measures the performance of the 2,000 smallest companies in
the Russell 3000 Index (which is made up of the 3,000 largest U.S. companies
based on total market capitalization). As of the date of this prospectus, market
capitalizations of companies in the Russell 2000 Index ranged from approximately
$____ million to $____ billion.

In selecting stocks, the fund's advisor invests in securities it believes: are
undervalued relative to other securities in the same industry or market; exhibit
good or improving fundamentals; and exhibit an identifiable catalyst that could
close the gap between market value and fair value over the next one to two
years.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

<PAGE>

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
- -13.72% 60.96% 26.50% 22.60% -0.33% 47.30% 20.07% 20.07% -8.47%
- -------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/91
Total return 33.49%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -23.21%

<TABLE>
<CAPTION>
Since
AVERAGE ANNUAL TOTAL RETURNS Inception One Ten Years Inception
AS OF 12/31/99 Date Year Five Years (Class A) (Class B)
- --------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Small Cap Value Fund (Class A) 1/1/88 ____% ____% ____% N/A
- --------------------------------------------------------------------------------------------
Small Cap Value Fund (Class B) 11/24/97 ____% N/A N/A ____%
- --------------------------------------------------------------------------------------------
Russell 2000 Index ____% ____% ____% ____%
- --------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ---------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- ---------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- ---------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

1 year $ 634 $ 691 $ 191 $ 389 $ 289
3 years $ 865 $ 991 $ 591 $ 685 $ 685
5 years $1,115 $1,216 $1,016 $1,106 $1,106
10 years $1,827 $2,005 $2,005 $2,279 $2,279

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

7. HOW CAN I SELL FUND SHARES?

<PAGE>

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Mid Cap Growth Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
U-Connect at 1-800-806-7009. This Profile is intended for use in connection with
the U.S. Bancorp 401(k) Savings Plan and is not intended for use by other
investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Mid Cap Growth Fund has an objective of growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

<PAGE>

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart shows you how performance of the fund's shares has
varied from year to year. The table compares the fund's performance over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance. The fund's performance reflects fund expenses;
the benchmark is unmanaged and has no expenses. Both the chart and the table
assume that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR

10.84%
- ------------------
1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 25.88%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -19.31%

AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Inception
- --------------------------------------------------------------------------------
Mid Cap Growth Fund 2/18/97 ______% ______%
- --------------------------------------------------------------------------------
Russell Midcap Index ______% ______%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

(1) The net expenses the fund actually paid after waivers for the fiscal year
ended September 30, 1999 were ____%. THE ADVISOR INTENDS TO WAIVE FEES DURING
THE CURRENT FISCAL YEAR SO THAT TOTAL FUND OPERATING EXPENSES DO NOT EXCEED
0.90%. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.

<PAGE>

1 year $ 89
3 years $ 278
5 years $ 482
10 years $1,073

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

<PAGE>

First American Mid Cap Value Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
U-Connect at 1-800-806-7009. This Profile is intended for use in connection with
the U.S. Bancorp 401(k) Savings Plan and is not intended for use by other
investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Mid Cap Value Fund has an objective of capital appreciation.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

<PAGE>

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart shows you how performance of the fund's shares has
varied from year to year. The table compares the fund's performance over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance. The fund's performance reflects fund expenses;
the benchmark is unmanaged and has no expenses. Both the chart and the table
assume that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
20.30% 32.34% 24.53% -12.96%
- ------------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/97
Total return 17.97%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -30.80%

AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- --------------------------------------------------------------------------------
Mid Cap Value Fund 2/4/94 ______% ______% ______%
- --------------------------------------------------------------------------------
Russell Midcap Index ______% ______% ______%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

1 year $ 91
3 years $ 284
5 years $ 493
10 years $1,096

<PAGE>

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

<PAGE>

First American Small Cap Growth Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
U-Connect at 1-800-806-7009. This Profile is intended for use in connection with
the U.S. Bancorp 401(k) Savings Plan and is not intended for use by other
investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Small Cap Growth Fund has an objective of growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

<PAGE>

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart is intended to show you how performance of the
fund's shares has varied from year to year. However, because Class Y shares were
first offered in 1998, only one calendar year of information is available.

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects fund expenses; the benchmark is unmanaged and has no
expenses. Both the chart and the table assume that all distributions have been
reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR

- --------
1999

BEST QUARTER:
Quarter ending: ________
Total return ________

WORST QUARTER:
Quarter ending: ________
Total return ________

AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Inception
- --------------------------------------------------------------------------------
Small Cap Growth Fund 7/31/98 _______% _______%
- --------------------------------------------------------------------------------
Russell 2000 Index _______% _______%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

(1) The net expenses the fund actually paid after waivers for the fiscal year
ended September 30, 1999 were ____%. The advisor intends to waive fees during
the current fiscal year so that total fund operating expenses do not exceed
0.90%. Fee waivers may be discontinued at any time.

<PAGE>

1 year $ 92
3 years $ 287
5 years $ 498
10 years $1,108

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

<PAGE>

First American Small Cap Value Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
us at 1-800-806-7009. This Profile is intended for use in connection with the
U.S. Bancorp 401(k) Savings Plan and is not intended for use by other investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Small Cap Value Fund has an objective of capital appreciation.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart shows you how performance of the fund's shares has
varied from year to year. The table compares the fund's performance over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance. The fund's performance reflects fund expenses;
the benchmark is unmanaged and has no expenses. Both the chart and the table
assume that all distributions have been reinvested.

<PAGE>

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
47.33% 20.36% 20.37% -8.26%
- --------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: _______
Total return _______

WORST QUARTER:
Quarter ending: 9/30/98
Total return -23.17%

AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- --------------------------------------------------------------------------------
Small Cap Value Fund 8/1/94 _____% ______% ______%
- --------------------------------------------------------------------------------
Russell 2000 Index _____% ______% ______%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

1 year $ 90
3 years $ 281
5 years $ 488
10 years $1,084

<PAGE>

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

<PAGE>

First American Emerging Markets Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Emerging Markets Fund has an objective of long-term growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Emerging Markets Fund invests primarily (at
least 65% of its total assets) in equity securities from the world's emerging
markets. Normally, the fund will invest in securities traded in at least six
foreign countries. A country is considered to have an "emerging market" if it
has a relatively low gross national product per capita compared to the world's
major economies, and the potential for rapid economic growth. Countries with
emerging markets include: those that have an emerging stock market (as defined
by the International Financial Corporation); those with low- to middle-income
economies (according to the World Bank); and those listed in World Bank
publications as "developing."

Equity securities in which the fund invests include common and preferred stock.
In addition, the fund may invest in securities representing underlying
international securities, such as American Depositary Receipts and European
Depositary Receipts, and in securities of other investment companies. In order
to hedge against adverse movements in currency exchange rates, the fund may
enter into forward foreign currency exchange contracts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Equity Securities: Equity securities may decline significantly in price
over short or extended periods of time. Price changes may occur in the world
market as a whole, or they may occur in only a particular country, company,
industry or sector of the world market.

Risks of International Investing: International investing involves risks not
typically associated with domestic investing. Because of these risks, and
because of the sub-advisor's ability to invest substantial portions of the
fund's assets in a small number of countries, the fund may be subject to greater
volatility than mutual funds that invest principally in domestic securities.
Risks of international investing include adverse currency fluctuations,
potential political and economic instability, limited liquidity and volatile
prices of non-U.S. securities, limited availability of information regarding
non-U.S. companies, investment and repatriation restrictions, and foreign
taxation.

Risks of Emerging Markets: The risks of international investing are particularly
significant in emerging markets. Investing in emerging markets generally
involves exposure to economic structures that are less diverse and mature, and
to political systems that are less stable, than those of developed countries. In
addition, issuers in emerging markets typically are subject to a greater degree
of change in earnings and business prospects than are companies in developed
markets.

<PAGE>

Risks of Smaller Capitalization Companies: Stocks of smaller capitalization
companies involve substantial risk and their prices may be subject to more
abrupt or erratic movements than those of larger, more established companies or
of market averages in general.

Risks of Foreign Currency Hedging Transactions: If the sub-advisor's forecast of
exchange rate movements is incorrect, the fund may realize losses on its foreign
currency transactions. In addition, the fund's hedging transactions may prevent
the fund from realizing the benefits of a favorable change in the value of
foreign currencies.

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measures of market performance. However, because Class C shares were not offered
prior to the date of this profile, no information is presented for these shares.
The fund's performance reflects sales charges and fund expenses; the benchmark
is unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
- -18.10% -21.77% 29.31% -1.27% -30.08%
- --------------------------------------------------------------
1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 9/30/94
Total return 30.42%

WORST QUARTER:
Quarter ending: 3/31/95
Total return -30.83%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception One Five Inception Inception
AS OF 12/31/99 Date Year Years (Class A) (Class B)
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Emerging Markets Fund (Class A) 11/9/93 _____% _____% _____% N/A
- ----------------------------------------------------------------------------------------------
Emerging Markets Fund (Class B) 8/7/98 _____% N/A N/A _____%
- ----------------------------------------------------------------------------------------------
Morgan Stanley Capital International _____% _____% _____% _____%
Emerging Markets Free Index
- ----------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ---------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- ---------------------------------------------------------------------------------------------
Management Fees 1.25% 1.25% 1.25%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- ---------------------------------------------------------------------------------------------
</TABLE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.70%, 2.45% AND 2.45%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

1 year $ 864 $ 932 $ 432 $______ $______
3 years $1,556 $1,704 $1,304 ______ ______
5 years $2,269 $2,388 $2,188 ______ ______
10 years $4,143 $4,299 $4,299 ______ ______

5. WHO MANAGES THE FUND?

Marvin & Palmer Associates (Marvin & Palmer) is the sub-advisor to the fund, and
is responsible for the investment and reinvestment of the fund's assets and the
placement of brokerage transactions for the fund. Marvin & Palmer has been
retained by the fund's investment advisor and is paid a portion of the advisory
fee. A privately held company founded in 1986, Marvin & Palmer is engaged in the
management of global, non-United States, domestic and emerging markets equity
portfolios, principally for institutional accounts. As of December 31, 1999, the
sub-advisor managed a total of approximately $ ____ billion in investments.

The fund is managed by a team of persons associated with Marvin & Palmer
Associates.

<PAGE>

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Dividends and capital gains from the fund's net investment income, if any, are
declared and paid annually. For most investors, fund dividends and distributions
are considered taxable whether they are reinvested or taken in cash (unless your
investment is in an IRA or other tax-advantaged account). Dividends from the
fund's net investment income and short-term capital gains are taxable as
ordinary income. Distributions of the fund's long-term capital gains are taxable
as long-term capital gains, regardless of how long you have held your shares.

The fund may be required to pay withholding and other taxes imposed by foreign
countries. If the fund has more than 50% of its total assets invested in
securities of foreign corporations at the end of its taxable year, it may make
an election that will permit you either to claim a foreign tax credit with
respect to foreign taxes paid by the fund or to deduct those amounts as an
itemized deduction on your tax return. If the fund makes this election, you will
be notified and provided with sufficient information to calculate the amount you
may deduct as foreign taxes paid or your foreign tax credit.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American International Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

International Fund has an objective of long-term growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, International Fund invests primarily (at least
65% of its total assets) in equity securities that trade in markets other than
the United States. These securities generally are issued by companies: that are
domiciled in countries other than the United States, or that derive at least 50%
of either their revenues or their pre-tax income from activities outside of the
United States. Normally, the fund will invest in securities traded in at least
three foreign countries. Investments are expected to be made primarily in
developed markets and larger capitalization companies. However, the fund also
has the ability to invest in emerging markets and smaller capitalization
companies.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

<PAGE>

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measures of market performance. However, because Class C shares have not been
offered prior to the date of this profile, no information is presented for these
shares. The fund's performance reflects sales charges and fund expenses; the
benchmark is unmanaged and has no expenses. Both the chart and the table assume
that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
9.08% 7.84% 16.63% 25.86%
- -----------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/98
Total return 16.61%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -14.10%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year Five Years (Class A) (Class B)
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
International Fund (Class A) 4/7/94 _____% _____% _____% N/A
- ---------------------------------------------------------------------------------------------------
International Fund (Class B) 8/15/94 _____% _____% N/A _____%
- ---------------------------------------------------------------------------------------------------
Morgan Stanley Capital International _____% _____% _____% _____%
Europe, Australasia, Far East Index
- ---------------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- ----------------------------------------------------------------------------------------------
Management Fees 1.25% 1.25% 1.25%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- ----------------------------------------------------------------------------------------------
</TABLE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.60%, 2.35% AND 2.35%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

1 year $ 699 $ 759 $ 259 $ 457 $ 357
3 years $1,065 $1,196 $ 796 $ 889 $ 889
5 years $1,454 $1,560 $1,360 $1,447 $1,447
10 years $2,540 $2,712 $2,712 $2,966 $2,966

5. WHO MANAGES THE FUND?

<PAGE>

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American International Index Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

International Index Fund's objective is to provide investment results that
correspond to the performance of the Morgan Stanley Capital International
Europe, Australasia, Far East Index (the "EAFE Index").

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, International Index Fund invests at least 90% of
its total assets in common stocks included in the EAFE Index. The EAFE Index
currently includes approximately 1,077 companies representing the stock markets
of approximately 14 European countries, Australia, New Zealand, Japan, Hong Kong
and Singapore. The fund's advisor believes that the fund's objective can best be
achieved by investing in common stocks of approximately 50% to 100% of the
issues included in the EAFE Index, depending on the size of the fund. A computer
program is used to identify which stocks should be purchased or sold in order to
replicate, as closely as possible, the composition of the EAFE Index.

Because the fund may not always hold all of the stocks included in the EAFE
Index, and because the fund has expenses and the index does not, the fund will
not duplicate the index's performance precisely. The fund will attempt to
achieve a correlation between the performance of its portfolio and that of the
EAFE Index of at least 95%, without taking into account expenses of the fund. A
perfect correlation would be indicated by a figure of 100%, which would be
achieved if the fund's net asset value, including the value of its dividends and
capital gains distributions, increased or decreased in exact proportion to
changes in the EAFE Index. If the fund is unable to achieve a correlation of 95%
over time, the fund's board of directors will consider alternative strategies
for the fund.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

<PAGE>

Failure to Match the Performance of the EAFE Index: The fund's ability to
replicate the performance of the EAFE Index may be affected by, among other
things, changes in securities markets, the manner in which Morgan Stanley
calculates the performance of the EAFE Index, administrative and other expenses
incurred by the fund, taxes (including foreign withholding taxes, which will
affect the fund), the amount and timing of cash flows into and out of the fund,
commissions, sales charges (if any) and other expenses.

Fund Performance Information

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measures of market performance. However, because Class C shares have not been
offered prior to the date of this profile, no information is presented for these
shares. The fund's performance reflects sales charges and fund expenses; the
benchmark is unmanaged and has no expenses. Both the chart and the table assume
that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
4.81% 0.02% 19.29%
- ---------------------------------
1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 20.54%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -14.26%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year (Class A) (Class B)
- -----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
International Index Fund (Class A) 7/3/95 ______% ______% N/A
- -----------------------------------------------------------------------------------------
International Index Fund (Class B) 11/24/97 ______% N/A ______%
- -----------------------------------------------------------------------------------------
Morgan Stanley Capital International ______% ______% ______%
Europe, Australasia, Far East Index
- -----------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ---------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
- ---------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- ---------------------------------------------------------------------------------------
</TABLE>

<PAGE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.00%, 1.75%, AND 1.75%, RESPECTIVELY, FOR
CLASS A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY
TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

1 year $ 643 $ 700 $ 200 $______ $______
3 years $ 892 $1,018 $ 618 ______ ______
5 years $1,160 $1,262 $1,062 ______ ______
10 years $1,925 $2,102 $2,102 ______ ______

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Dividends from the fund's net investment income, if any, are declared and paid
quarterly. Any capital gains are distributed at least once each year. For most
investors, fund dividends and distributions are considered taxable whether they
are reinvested or taken in cash (unless your investment is in an IRA or other
tax-advantaged account). Dividends from the fund's net investment income and
short-term capital gains are taxable as ordinary income. Distributions of the
fund's long-term capital gains are taxable as long-term capital gains,
regardless of how long you have held your shares.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American International Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
U-Connect at 1-800-806-7009, or by contacting your investment professional. This
Profile is intended for use in connection with the U.S. Bancorp 401(k) Savings
Plan and is not intended for use by other investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

International Fund has an objective of long-term growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

<PAGE>

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart shows you how performance of the fund's shares has
varied from year to year. The table compares the fund's performance over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance. The fund's performance reflects fund expenses;
the benchmark is unmanaged and has no expenses. Both the chart and the table
assume that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
9.36% 8.13% 16.79% 26.11%
- ---------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 16.66%

WORST QUARTER:
Quarter ending: 9/30/98
Total return -14.16%

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
International Fund 4/04/94 _____% _____% _______%
- -------------------------------------------------------------------------------------------------------
Morgan Stanley Capital International Europe, Australasia,
Far East Index _____% _____% _______%
- -------------------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

- --------------------------------------------------------------------------------
SHAREHOLDER FEES
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD) None
MAXIMUM DEFERRED SALES CHARGE (LOAD) None
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 1.25%
Distribution and Service (12b-1) Fees None
Other Expenses ____%
TOTAL ____%
- --------------------------------------------------------------------------------

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 1.35%. FEE WAIVERS MAY BE
DISCONTINUED AT ANY TIME.

1 year $ 159
3 years $ 493
5 years $ 850
10 years $1,856

5. WHO MANAGES THE FUND?

Marvin & Palmer Associates (Marvin & Palmer) is the sub-advisor to the Fund, and
is responsible for the investment and reinvestment of the fund's assets and the
placement of brokerage transactions for the fund. Marvin & Palmer has been
retained by the fund's investment advisor and is paid a portion of the advisory
fee. A privately held company founded in 1986, Marvin & Palmer is engaged in the
management of global, non-United States, domestic and emerging markets equity
portfolios, principally for institutional accounts. As of December 31, 1999, the
sub-advisor managed a total of approximately $ ____ billion in investments.

The fund is managed by a team of persons associated with Marvin & Palmer.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

<PAGE>

First American Health Sciences Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Health Sciences Fund has an objective of long-term growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Health Sciences Fund invests primarily (at least
65% of its total assets) in common stocks of companies which develop, produce or
distribute products or services connected with health care or medicine, and
which derive at least 50% of their assets, revenues or profits from these
products or services at the time of investment. Examples of products or services
connected with health care or medicine include: pharmaceuticals; health care
services and administration; diagnostics; medical equipment and supplies;
medical technology; and medical research and development.

The fund's investments may include development stage companies (companies that
do not have significant revenues) and small- and mid-capitalization companies.
The fund may also invest in real estate investment trusts (REITs) that finance
medical care facilities. REITs are publicly traded corporations or trusts that
acquire, hold and manage real estate. Up to 25% of the fund's total assets may
be invested in securities of foreign issuers which are either listed on a United
States stock exchange or represented by American Depositary Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of Common Stocks: Stocks may decline significantly in price over short or
extended periods of time. Price changes may affect the market as a whole, or
they may affect only a particular company, industry or sector of the market.

Risks of the Health Sciences Sector: Because the fund invests primarily in
stocks related to health care or medicine, it is particularly susceptible to
risks associated with the health sciences industries. Many products and services
in the health sciences industries may become rapidly obsolete due to
technological and scientific advances. In addition, governmental regulation may
have a material effect on the demand for products and services in these
industries.

Risks of Non-Diversification: The fund is non-diversified. This means that it
may invest a larger portion of its assets in a limited number of companies than
a diversified fund. Because a relatively high percentage of the fund's assets
may be invested in the securities of a limited number of issuers, and because
those issuers will be in the same or related economic sectors, the fund's
portfolio securities may be more susceptible to any single economic,
technological or regulatory occurrence than the portfolio securities of a
diversified fund.

<PAGE>

Risks of Development Stage, Small and Mid Cap Stocks: Stocks of development
stage and small capitalization companies involve substantial risk. These stocks
historically have experienced greater price volatility than stocks of more
established and larger capitalization companies, and they may be expected to do
so in the future. While stocks of mid cap companies may be slightly less
volatile than those of small cap companies, they still involve substantial risk
and their prices may be subject to more abrupt or erratic movements than those
of larger, more established companies or the market averages in general.

Risks of REITs: REITs will be affected by changes in the values of and incomes
from the properties they own or the credit quality of the mortgages they hold.
REITs are dependent on specialized management skills which may affect their
ability to generate cash flow for operating purposes and to make distributions
to shareholders or unitholders.

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measures of market performance. However, because Class C shares have not been
offered prior to the date of this profile, no information is presented for these
shares. The fund's performance reflects sales charges and fund expenses; the
benchmark is unmanaged and has no expenses. Both the chart and the table assume
that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
16.14% -6.94%
- -----------------------------
1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 17.93%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -22.34%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year (Class A) (Class B)
- --------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Health Sciences Fund (Class A) 1/31/96 ______% ______% NA
- --------------------------------------------------------------------------------------
Health Sciences Fund (Class B) 1/31/96 ______% NA ______%
- --------------------------------------------------------------------------------------
S & P Health Care Composite Index ______% ______% ______%
- --------------------------------------------------------------------------------------
Russell 2000 Index ______% ______% ______%
- --------------------------------------------------------------------------------------
</TABLE>

<PAGE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION PROCEEDS,
WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- -------------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- -------------------------------------------------------------------------------------------------
</TABLE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.15%, 1.90% AND 1.90%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

- --------------------------------------------------------------------------------

EXAMPLE This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. It assumes that you
invest $10,000 for the time periods indicated, that your investment has a 5%
return each year, and that the fund's operating expenses remain the same.
Although your actual costs and returns may differ, based on these assumptions
your costs would be:
- --------------------------------------------------------------------------------

1 year $ 641 $ 698 $ 198 $_______ $_______
3 years $ 886 $1,012 $ 612 _______ _______
5 years $1,150 $1,252 $1,052 _______ _______
10 years $1,903 $2,080 $2,080 _______ _______

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

<PAGE>

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Real Estate Securities Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Real Estate Securities Fund's objective is to provide above average current
income and long-term capital appreciation.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Real Estate Securities Fund invests primarily
(at least 65% of its total assets) in income producing common stocks of publicly
traded companies engaged in the real estate industry. These companies derive at
least 50% of their revenues or profits from the ownership, construction,
management, financing or sale of real estate, or have at least 50% of the fair
market value of their assets invested in real estate. A majority of the fund's
total assets will be invested in real estate investment trusts (REITs). REITs
are publicly traded corporations or trusts that acquire, hold and manage
residential or commercial real estate. REITs generally can be divided into the
following three types: equity REITs, which invest the majority of their assets
directly in real property and derive their income primarily from rents and
capital gains or real estate appreciation; mortgage REITs, which invest the
majority of their assets in real estate mortgage loans and derive their income
primarily from interest payments; and hybrid REITs, which combine the
characteristics of equity REITs and mortgage REITs. The fund expects to
emphasize investments in equity REITs, although it may invest in all three kinds
of REITs.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of the Real Estate Industry: Because the fund invests primarily in the
real estate industry, it is particularly susceptible to risks associated with
that industry. The real estate industry has been subject to substantial
fluctuations and declines on a local, regional and national basis in the past
and may continue to be in the future.

<PAGE>

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measures of market performance. However, because Class C shares have not been
offered prior to the date of this profile, no information is presented for these
shares. The fund's performance reflects sales charges and fund expenses; the
benchmark is unmanaged and has no expenses. Both the chart and the table assume
that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
30.63% 19.21% -16.16%
- --------------------------------------
1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/96
Total return 16.59%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -9.78%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year (Class A) (Class B)
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Real Estate Securities Fund (Class A) 9/29/95 ______% ______% NA
- -------------------------------------------------------------------------------------------
Real Estate Securities Fund (Class B) 9/29/95 ______% NA ______%
- -------------------------------------------------------------------------------------------
Morgan Stanley REIT Index ______% ______% ______%
- -------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 5.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION PROCEEDS,
WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- ---------------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- ---------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

1 year $ 639 $ 696 $ 196 $_______ $_______
3 years $ 880 $1,006 $ 606 _______ _______
5 years $1,140 $1,242 $1,042 _______ _______
10 years $1,882 $2,059 $2,059 _______ _______

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Technology Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Technology Fund has an objective of long-term growth of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Technology Fund invests primarily (at least 65%
of its total assets) in common stocks of companies which the fund's advisor
believes either have, or will develop, products, processes or services that will
provide or will benefit significantly from technological innovations, advances
and improvements. These may include: inexpensive computing power, such as
personal computers; improved methods of communications, such as satellite
transmission; and technology related services such as internet related marketing
services.

Under certain market conditions, the fund may frequently invest in companies at
the time of their initial public offering (IPO). By virtue of its size and
institutional nature, the advisor may have greater access than individual
investors have to IPOs, including access to so-called "hot issues" which are
generally traded in the aftermarket at prices in excess of the IPO price. IPOs
will frequently be sold within 12 months of purchase which may result in
increased short-term capital gains.

Up to 25% of the fund's total assets may be invested in securities of foreign
issuers which are either listed on a United States stock exchange or represented
by American Depositary Receipts.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The value of your investment in this fund will change daily, which means you
could lose money. The main risks of investing in this fund include:

Risks of the Technology Sector: Because the fund invests primarily in technology
related stocks, it is particularly susceptible to risks associated with the
technology industry. Competitive pressures may have a significant effect on the
financial condition of companies in that industry.

<PAGE>

Risks of Development Stage and Small Cap Stocks: Stocks of development stage and
small capitalization companies involve substantial risk. These stocks
historically have experienced greater price volatility than stocks of more
established and larger capitalization companies, and they may be expected to do
so in the future.

Risks of IPOs: Companies involved in IPOs generally have limited operating
histories and prospects for future profitability are uncertain. Prices of IPOs
may also be unstable due to the absence of a prior public market, the small
number of shares available for trading and limited investor information. IPOs
will frequently be sold within 12 months of purchase. This may result in
increased short-term capital gains, which will be taxable to shareholders as
ordinary income.

Risks of Securities Lending: The fund is subject to the risk that the other
party to a securities lending agreement will default on its obligations.

Fund Performance Information

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measures of market performance. However, because Class C shares have not been
offered prior to the date of this profile, no information is presented for these
shares. The fund's performance reflects sales charges and fund expenses; the
benchmark is unmanaged and has no expenses. Both the chart and the table assume
that all distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
40.93% 22.12% 6.91% 32.47%
- --------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 12/31/98
Total return 41.56%

WORST QUARTER:
Quarter ending: 9/30/98
Total Return -18.20%

<TABLE>
<CAPTION>
Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year Five Years (Class A) (Class B)
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Technology Fund (Class A) 4/4/94 _____% _____% _____% N/A
- -------------------------------------------------------------------------------------------------
Technology Fund (Class B) 8/15/94 _____% _____% N/A _____%
- -------------------------------------------------------------------------------------------------
S & P Technology Composite Index _____% _____% _____% _____%
- -------------------------------------------------------------------------------------------------
Russell 2000 Index _____% _____% _____% _____%
- -------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 1.15%, 1.90% AND 1.90%, RESPECTIVELY, FOR CLASS
A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

CLASS B CLASS B CLASS C CLASS C
assuming assuming assuming assuming
redemption no redemption redemption no redemption
at end of at end of at end of at end of
CLASS A each period each period each period each period
- --------------------------------------------------------------------------------

1 year $ 636 $ 693 $ 193 $_______ $_______
3 years $ 871 $ 997 $ 597 _______ _______
5 years $1,125 $1,226 $1,026 _______ _______
10 years $1,849 $2,027 $2,027 _______ _______

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

<PAGE>

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Corporate Bond Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Corporate Bond Fund's objective is to provide investors with a high level of
current income consistent with prudent risk to capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Corporate Bond Fund will invest primarily in a
combination of: corporate debt obligations; U.S. dollar denominated debt
obligations of foreign issuers; securities issued or guaranteed by the U.S.
government or its agencies and instrumentalities; and mortgage- and asset-backed
securities.

The fund invests primarily in securities rated investment grade at the time of
purchase or in unrated securities of comparable quality. However, up to 35% of
the fund's debt securities may be rated lower than investment grade at the time
of purchase or unrated and of comparable quality. The fund will not invest in
securities rated lower than B or equivalent rating at the time of purchase or in
unrated securities of equivalent quality. Unrated securities will not exceed 25%
of the Fund's total assets. The fund may invest up to 25% of its total assets in
foreign securities payable in U.S. dollars.

Under normal market conditions the fund attempts to maintain a weighted average
maturity for its portfolio securities of 15 years or less and an average
effective duration of four to nine years.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Risks of High-Yield Securities: A significant portion of the fund's portfolio
may consist of lower-rated debt obligations, which are commonly called
"high-yield" securities or "junk bonds." High-yield securities generally have
more volatile prices and carry more risk to principal than investment grade
securities.

Fund Performance Information

Because Corporate Bond Fund shares were not offered prior to the date of this
profile, no performance information is presented for these shares.

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 4.25%(1) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF OFFERING PURCHASE PRICE OR REDEMPTION PROCEEDS, WHICHEVER IS LESS 0.00%(2) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- ----------------------------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses(3) ____% ____% ____%
TOTAL(4) ____% ____% ____%
- ----------------------------------------------------------------------------------------------------------------
</TABLE>

(1) Certain investors may qualify for reduced sales charges.
(2) Investments of $1 million or more on which no front-end sales charge is paid
may be subject to a contingent deferred sales charge.
(3) Other expenses are based on estimated amounts for the current fiscal year.
(4) THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.75%, 1.50% AND 1.50%,
RESPECTIVELY, FOR THE CLASS A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE
DISCONTINUED AT ANY TIME.

1 year $______ $______ $______ $______ $______
3 years $______ $______ $______ $______ $______

<PAGE>

5. WHO MANAGES THE FUND?

U.S. Bank National Association (U.S. Bank), acting through its First American
Asset Management division, is the fund's investment advisor. First American
Asset Management provides investment management services to individuals and
institutions, including corporations, foundations, pensions and retirement
plans. As of December 31, 1999, it had more than $ ____ billion in assets under
management, including investment company assets of more than $ ____ billion.
As investment advisor, First American Asset Management manages the fund's
business and investment activities, subject to the authority of the board of
directors.

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

Sales Charge--Class A Maximum
Reallowance
as a % of as a % of as a % of
Offering Net Asset Purchase
Price Value Price
- --------------------------------------------------------------------------------
Less than $ 50,000 4.25% 4.44% 4.00%
$ 50,000 - $ 99,999 4.00% 4.17% 3.75%
$100,000 - $249,999 3.25% 3.36% 3.00%
$250,000 - $499,999 2.25% 2.30% 2.00%
$500,000 - $999,999 1.75% 1.78% 1.50%
$1 million and over 0% 0% 0%

7. HOW CAN I SELL FUND SHARES?

If you purchased shares through a broker or financial institution, simply call
them to sell your shares. If you did not purchase shares through a broker or
financial institution, you may sell your shares by calling us at 1-800-637-2548.
To sell shares by mail, send a written request to your broker or financial
institution, or to the fund at the following address: First American Funds, c/o
DST Systems, Inc., P.O. Box 219382, Kansas City, Missouri 64121-9382.

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

<PAGE>

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Fixed Income Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Fixed Income Fund's objective is to provide investors with high current income
consistent with limited risk to capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Fixed Income Fund invests in investment grade
debt securities, such as: U.S. government securities, (securities issued or
guaranteed by the U.S. government or its agencies or instrumentalities),
including zero coupon securities; mortgage- and asset-backed securities; and
corporate debt obligations.

Debt securities in the fund will be rated investment grade at the time of
purchase or, if unrated, determined to be of comparable quality by the fund's
advisor. At least 65% of the fund's debt securities must be either U.S.
government securities or securities that have received at least an A or
equivalent rating. Unrated securities will not exceed 25% of the fund's total
assets. At least 65% of the fund's total assets will be invested in fixed rate
obligations. The fund may invest up to 15% of its total assets in foreign
securities payable in U.S. dollars.

Under normal market conditions the fund attempts to maintain a weighted average
maturity for its portfolio securities of 15 years or less and an average
effective duration of three to eight years. To generate additional income, the
fund may lend securities representing up to one-third of the value of its total
assets to broker-dealers, banks and other institutions. It also may invest up to
25% of total assets in dollar roll transactions. In a dollar roll transaction,
the fund sells mortgage-backed securities for delivery in the current month
while contracting with the same party to repurchase similar securities at a
future date.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

The table compares the fund's performance for Class A and Class B shares over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance. However, because Class C shares have not been
offered for a full calendar year, no information is presented for these shares.
The fund's performance reflects sales charges and fund expenses; the benchmark
is unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
7.66% 14.43% 6.46% 9.65% -2.42% 17.02% 3.20% 8.47% 8.67%
- --------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/89
Total Return 7.06%

WORST QUARTER:
Quarter ending: 3/31/94
Total Return -2.04%

<TABLE>
<CAPTION>
Since
AVERAGE ANNUAL TOTAL RETURNS Inception Ten Years Inception
AS OF 12/31/99 Date One Year Five Years (Class A) (Class B)
- ---------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Fixed Income Fund (Class A) 12/22/87 _____% _____% _____% N/A
- ---------------------------------------------------------------------------------------------
Fixed Income Fund (Class B) 8/15/94 _____% N/A N/A _____%
- ---------------------------------------------------------------------------------------------
Lehman Aggregate Bond Index _____% _____% _____% _____%
- ---------------------------------------------------------------------------------------------
Lehman Gov't/Corp Bond Index _____% _____% _____% _____%
- ---------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- ------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 4.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- ------------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- ------------------------------------------------------------------------------------------------
</TABLE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%, ____%, ____%, respectively, for Class A, Class B and Class C shares. THE
ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND
OPERATING EXPENSES DO NOT EXCEED 0.95%, 1.70% AND 1.70%, RESPECTIVELY, FOR THE
CLASS A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY
TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Investments of $1 million or more on which no front-end sales charge is paid
may be subject to a contingent deferred sales charge.

1 year $ 533 $ 689 $ 189 $ 387 $ 287
3 years $ 763 $ 985 $ 585 $ 679 $ 679
5 years $1,011 $1,206 $1,006 $1,096 $1,096
10 years $1,719 $1,984 $1,984 $2,258 $2,258

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Intermediate Term Income Fund Profile
Class A Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Intermediate Term Income Fund's objective is to provide investors with current
income to the extent consistent with preservation of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Intermediate Term Income Fund invests in
investment grade debt securities, such as: U.S. government securities,
(securities issued or guaranteed by the U.S. government or its agencies or
instrumentalities), including zero coupon securities; mortgage- and asset-backed
securities; and corporate debt obligations.

Debt securities in the fund will be rated investment grade at the time of
purchase or, if unrated, determined to be of comparable quality by the fund's
advisor. At least 65% of the fund's debt securities must be either U.S.
government securities or securities that have received at least an A or
equivalent rating. Unrated securities will not exceed 25% of the fund's total
assets. The fund may invest up to 15% of its total assets in foreign securities
payable in U.S. dollars.

Under normal market conditions the fund attempts to maintain a weighted average
maturity for its portfolio securities of two to seven years and an average
effective duration of two to six years. To generate additional income, the fund
may lend securities representing up to one-third of the value of its total
assets to broker-dealers, banks and other institutions. It also may invest up to
25% of total assets in dollar roll transactions. In a dollar roll transaction,
the fund sells mortgage-backed securities for delivery in the current month
while contracting with the same party to repurchase similar securities at a
future date.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects sales charges and fund expenses; the benchmark is
unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
6.86% -1.35% 14.62% 4.22% 7.11% 8.36%
- ----------------------------------------------------------------------
1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/95
Total Return 4.71%

WORST QUARTER:
Quarter ending: 3/31/94
Total Return -1.29%

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- -----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Intermediate Term Income Fund (Class A) 12/14/92 _______% _______% _______%
- -----------------------------------------------------------------------------------------
Lehman Intermediate Gov't/Corp Bond Index _______% _______% _______%
- -----------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

- --------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 2.50%(2)
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70%
Distribution and Service (12b-1) Fees 0.25%
Other Expenses ____%
TOTAL ____%
- --------------------------------------------------------------------------------

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%. THE DISTRIBUTOR INTENDS TO LIMIT ITS 12b-1 FEE TO
0.15% DURING THE CURRENT FISCAL YEAR. IN ADDITION, THE ADVISOR INTENDS TO WAIVE
FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND OPERATING EXPENSES DO NOT
EXCEED 0.85%. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges. Investments of $1
million or more on which no front-end sales charge is paid may be subject to a
contingent deferred sales charge.

1 year $ 360
3 years $ 594
5 years $ 846
10 years $1,568

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

Sales Charge--Class A Maximum
Reallowance
as a % of as a % of as a % of
Offering Net Asset Purchase
Price Value Price
- --------------------------------------------------------------------------------
Less than $ 50,000 2.50% 2.56% 2.25%
$ 50,000 - $ 99,999 2.00% 2.04% 1.75%
$100,000 - $249,999 1.50% 1.52% 1.25%
$250,000 - $499,999 1.00% 1.01% 0.75%
$500,000 - $999,999 0.75% 0.76% 0.50%
$1 million and over 0% 0% 0%

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Limited Term Income Fund Profile
Class A Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Limited Term Income Fund's objective is to provide investors with current income
while maintaining a high degree of principal stability.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Limited Term Income Fund invests in investment
grade debt securities, such as: mortgage- and asset-backed securities; corporate
debt obligations; U.S. government securities, which are securities issued or
guaranteed by the U.S. government or its agencies or instrumentalities; and
commercial paper.

Debt securities in the fund will be rated investment grade at the time of
purchase or, if unrated, determined to be of comparable quality by the fund's
advisor. At least 65% of the fund's debt securities must be either U.S.
government securities or securities that have received at least an A or
equivalent rating. Unrated securities will not exceed 25% of the fund's total
assets. The fund may invest up to 15% of its total assets in foreign securities
payable in U.S. dollars. Under normal market conditions the fund attempts to
maintain a weighted average maturity and an average effective duration for its
portfolio securities of one to three years.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects sales charges and fund expenses; the benchmark is
unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
4.14% 1.79% 8.23% 5.60% 5.93% 6.08%
- ---------------------------------------------------------------------
1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/95
Total Return 2.47%

WORST QUARTER:
Quarter ending: 3/31/94
Total Return 0.03%

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Limited Term Income Fund (Class A) 12/14/92 ______% ______% ______%
- -------------------------------------------------------------------------------------------------
Lehman Gov't/Corporate Index 1-3 Year Bond Index ______% ______% ______%
- -------------------------------------------------------------------------------------------------
Merrill Lynch 1-Year U.S. Treasury Index ______% ______% ______%
- -------------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%. THE DISTRIBUTOR INTENDS TO LIMIT ITS 12b-1 FEE TO
0.15% DURING THE CURRENT FISCAL YEAR. IN ADDITION, THE ADVISOR INTENDS TO WAIVE
FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND OPERATING EXPENSES DO NOT
EXCEED 0.60%. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges. Investments of $1
million or more on which no front-end sales charge is paid may be subject to a
contingent deferred sales charge.

1 year $ 361
3 years $ 597
5 years $ 851
10 years $1,579

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The funds' distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

Sales Charge--Class A Maximum
Reallowance
as a % of as a % of as a % of
Offering Net Asset Purchase
Price Value Price
- --------------------------------------------------------------------------------
Less than $ 50,000 2.50% 2.56% 2.25%
$ 50,000 - $ 99,999 2.00% 2.04% 1.75%
$100,000 - $249,999 1.50% 1.52% 1.25%
$250,000 - $499,999 1.00% 1.01% 0.75%
$500,000 - $999,999 0.75% 0.76% 0.50%
$1 million and over 0% 0% 0%

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Strategic Income Fund Profile
Class A, Class B and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Strategic Income Fund's objective is to provide investors with a high level of
current income.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Strategic Income Fund invests primarily (at
least 65% of its total assets) in a combination of: securities issued or
guaranteed by the U.S. government or its agencies or instrumentalities,
including mortgage-backed securities, and investment grade debt obligations
issued by domestic issuers; high-yield (non-investment grade) debt obligations
issued by domestic issuers; and investment grade and high-yield debt obligations
issued by foreign governments and other foreign issuers. Normally, the fund's
assets will be invested in each of these three categories, with no more than 50%
invested in any one category. However, the fund may from time to time invest up
to 100% of its total assets in any one category if the advisor believes it will
help the fund achieve its objective without undue risk to principal. The fund's
foreign investments may include investments in emerging markets.

The fund's investments may include securities which do not pay interest
currently, such as zero coupon securities and delayed interest securities. The
fund also may invest in payment-in-kind bonds, where interest is paid in other
securities rather than cash. In addition to debt obligations, the fund may
invest in preferred stock, convertible securities and equity securities,
including common stock and warrants. These investments may be denominated in
U.S. dollars or foreign currencies. There is no minimum rating requirement for
securities in which the fund may invest. In addition, there is no limitation on
the average maturity or average effective duration of securities held by the
fund.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Risks of Foreign Securities: Investing in foreign securities involves risks not
typically associated with U.S. investing. Risks of foreign investing include
adverse currency fluctuations, potential political and economic instability,
limited liquidity and volatile prices of non-U.S. securities, limited
availability of information regarding non-U.S. companies, investment and
repatriation restrictions and foreign taxation.

<PAGE>

Risks of Emerging Markets: The fund may invest in emerging markets, where the
risks of foreign investing are higher. Investing in emerging markets generally
involves exposure to economic structures that are less diverse and mature, and
to political systems that are less stable, than those of developed countries. In
addition, issuers in emerging markets typically are subject to a greater degree
of change in earnings and business prospects than are companies in developed
markets.

Income Risk: The fund's income could decline due to falling market interest
rates.

Risks of Common Stocks: The fund's investments may include common stock and
warrants to purchase, or securities convertible into, common stocks. Stocks may
decline significantly in price over short or extended periods of time. Price
changes may occur in the market as a whole, or they may occur in only a
particular company, industry or sector of the market.

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, past performance does not guarantee
future results. The bar chart is intended to show you how performance of the
fund's Class A shares has varied from year to year. However, because Class A
shares were first offered in 1998, only one calendar year of information is
available. The performance of Class B and Class C shares will be lower due to
their higher expenses. Sales charges are not reflected in the chart; if they had
been, returns would be lower.

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects sales charges and fund expenses; the benchmark is
unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
____%
- ---------
1999

BEST QUARTER:
Quarter ending: __/__/__
Total Return _____%

WORST QUARTER:
Quarter ending: __/__/__
Total Return _____%

<PAGE>

Since Since
AVERAGE ANNUAL TOTAL RETURNS Inception Inception Inception
AS OF 12/31/99 Date One Year (Class A) (Class B)
- --------------------------------------------------------------------------------
Strategic Income Fund (Class A) 7/24/98 ____% ____% NA
- --------------------------------------------------------------------------------
Strategic Income Fund (Class B) 7/24/98 ____% NA ____%
- --------------------------------------------------------------------------------
Lehman Aggregate Bond Index ____% ____% ____%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS B CLASS C
- -----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 4.25%(2) 0.00% 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(3) 5.00% 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- -----------------------------------------------------------------------------------------------
Management Fees 0.70% 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00% 1.00%
Other Expenses ____% ____% ____%
TOTAL ____% ____% ____%
- -----------------------------------------------------------------------------------------------
</TABLE>

(1)Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%, ____%, ____% , respectively, for Class A, Class B
and Class C shares. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL
YEAR SO THAT TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 1.15%, 1.90% AND 1.90%,
RESPECTIVELY, FOR CLASS A, CLASS B AND CLASS C SHARES. FEE WAIVERS MAY BE
DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Investments of $1 million or more on which no front-end sales charge is paid
may be subject to a contingent deferred sales charge.

1 year $ 552 $ 708 $ 208 $ 406 $ 306
3 years $ 820 $1,043 $ 643 $ 736 $ 736
5 years $1,108 $1,303 $1,103 $1,192 $1,192
10 years $1,926 $2,187 $2,187 $2,455 $2,455

5. WHO MANAGES THE FUND?

<PAGE>

Federated Global Investment Management Corp. is a sub-advisor to the fund. The
sub-advisor has been retained by the fund's investment advisor and is paid a
portion of the advisory fee. Federated Global Investment Management Corp.
manages the fund's investments in investment grade and high-yield foreign
government and foreign corporate debt obligations.

The sub-advisor and other subsidiaries of Federated Investors serve as
investment advisors to a number of investment companies and private accounts.

First American Asset Management manages the fund's investments in U.S.
government and investment grade domestic debt obligations, high-yield debt
obligations and U.S. dollar denominated foreign corporate debt obligations, and
determines how the fund's assets will be allocated among the three sectors in
which the fund invests. The sub-advisor and other subsidiaries of Federated
Investors serve as investment advisors to a number of investment companies and
private accounts.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

7. HOW CAN I SELL FUND SHARES?

<PAGE>

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Fixed Income Fund Profile
U.S. Bancorp 401(k) Savings Plan - Class Y Shares
February 1, 2000

This Profile summarizes key information about the fund that is included in the
fund's prospectus. The fund's prospectus includes additional information about
the fund, including a more detailed description of the risks associated with
investing in the fund that you may want to consider before you invest. You may
obtain the prospectus and other information about the fund at no cost by calling
U-Connect at 1-800-806-7009. This Profile is intended for use in connection with
the U.S. Bancorp 401(k) Savings Plan and is not intended for use by other
investors.

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Fixed Income Fund's objective is to provide investors with high current income
consistent with limited risk to capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
17.29% 3.46% 8.85% 8.93%
- ---------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/95
Total Return 6.13%

WORST QUARTER:
Quarter ending: 3/31/96
Total Return -1.63%

AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- --------------------------------------------------------------------------------
Fixed Income Fund 2/4/94 _____% _____% _____%
- --------------------------------------------------------------------------------
Lehman Aggregate Bond Index _____% _____% _____%
- --------------------------------------------------------------------------------
Lehman Gov't/Corp Bond Index _____% _____% _____%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

- --------------------------------------------------------------------------------
SHAREHOLDER FEES
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD) None
MAXIMUM DEFERRED SALES CHARGE (LOAD) None
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70%
Distribution and Service (12b-1) Fees None
Other Expenses _____%
TOTAL _____%
- --------------------------------------------------------------------------------

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor. The net expenses the fund
actually paid after waivers for the fiscal year ended September 30, 1999 were
____%. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.70%. FEE WAIVERS MAY BE
DISCONTINUED AT ANY TIME.

1 year $ 88
3 years $ 274
5 years $ 477
10 years $1,061

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I REVIEW AND MAKE CHANGES TO MY INVESTMENT OPTIONS?

You may review and make changes to your investment options by calling U-Connect
at 1-800-806-7009 or logging on to the U.S. Bancorp 401(k) Savings Plan Web site
at www.rsweb.com/60587.

7. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Distributions may be requested by calling U-Connect at 1-800-806-7009.

<PAGE>

First American California Intermediate Tax Free Fund Profile
Class A Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

California Intermediate Tax Free Fund has an objective of providing current
income that is exempt from both federal income tax and California state income
tax to the extent consistent with preservation of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, California Intermediate Tax Free Fund invests at
least 80% of its net assets in municipal securities that pay interest that is
exempt from federal and California income tax, including the federal alternative
minimum tax. The fund normally may invest up to 20% of its net assets in taxable
obligations, including obligations the interest on which is subject to the
federal alternative minimum tax. The fund may invest in: "general obligation"
bonds, which are backed by the full faith, credit and taxing power of the
issuer; "revenue" bonds, which are payable only from the revenues generated by a
specific project or from another specific revenue source; participation
interests in municipal leases; zero coupon municipal securities, which pay no
cash income to their holders until they mature; and inverse floating rate
municipal securities (up to 10% of the fund's total assets).

The fund only invests in securities that, at the time of purchase, are either
rated investment grade or are unrated and determined to be of comparable quality
by the fund's advisor. Unrated securities will not exceed 25% of the fund's
total assets (not including unrated securities that have been pre-refunded with
U.S. Government securities and U.S. Government agency securities). The fund will
attempt to maintain the weighted average maturity of its portfolio securities at
3 to 10 years under normal market conditions.

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Risks of Municipal Lease Obligations: Many municipal leases and contracts
contain "non-appropriation" clauses that provide that the governmental issuer
has no obligation to make future payments under the lease or contract unless
money is appropriated for this purpose by the appropriate legislative body.

Political and Economic Risk: Because the fund invests primarily in municipal
securities issued by the state of California and its political subdivisions, the
fund will be particularly affected by political and economic conditions and
developments in that state. The value of municipal securities owned by the fund
also may be adversely affected by future changes in federal or state income tax
laws, including rate reductions or the imposition of a flat tax.

Risks of Non-Diversification: The fund is non-diversified. This means that it
may invest a larger portion of its assets in a limited number of issuers than a
diversified fund. Because a relatively high percentage of the fund's assets may
be invested in the securities of a limited number of issuers, the fund may be
more susceptible to any single economic, political or regulatory occurrence than
a diversified fund.

Fund Performance Information

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects sales charges and fund expenses; the benchmark is
unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
8.88% -3.04% 12.50% 4.34% 6.75% 5.82%
- -------------------------------------------------------------------------------
1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/95
Total Return 5.11%

WORST QUARTER:
Quarter ending: 3/31/94
Total Return -3.44%

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
California Intermediate Tax Free Fund 5/31/92 ____% ____% ____%
- -------------------------------------------------------------------------------------------
Lehman Brothers 7-Year Municipal Bond Index ____% ____% ____%
- -------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

- --------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD) AS A % OF OFFERING PRICE 2.50%(2)
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70%
Distribution and Service (12b-1) Fees 0.25%
Other Expenses ____%
TOTAL ____%
- --------------------------------------------------------------------------------

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%. THE DISTRIBUTOR INTENDS TO WAIVE PAYMENT OF ALL
12b-1 FEES DURING THE CURRENT FISCAL YEAR. IN ADDITION, THE ADVISOR INTENDS TO
WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND OPERATING EXPENSES
DO NOT EXCEED 0.70%. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges. Investments of $1
million or more on which no front-end sales charge is paid may be subject to a
contingent deferred sales charge.

<PAGE>

1 year $ 370
3 years $ 624
5 years $ 898
10 years $1,679

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The funds' distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

Sales Charge - Class A Maximum
Reallowance
As a % of As a % of as a % of
Offering Net Asset Purchase
Price Value Price
- --------------------------------------------------------------------------------
Less than $ 50,000 2.50% 2.56% 2.25%
$ 50,000 - $ 99,999 2.00% 2.04% 1.75%
$100,000 - $249,999 1.50% 1.52% 1.25%
$250,000 - $499,999 1.00% 1.01% 0.75%
$500,000 - $999,999 0.75% 0.76% 0.50%
$1 million and over 0.00% 0.00% 0.00%

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Dividends from the fund's net investment income are declared and paid monthly.
Any capital gains are distributed at least once each year. The fund intends to
meet certain federal tax requirements so that distributions of tax-exempt
interest income may be treated as "exempt-interest dividends." These dividends
are not subject to regular federal income tax. However, the fund may invest up
to 20% of its net assets in municipal securities the interest on which is
subject to the alternative minimum tax. Any portion of exempt-interest dividends
attributable to interest on these securities may increase some shareholders'
alternative minimum tax. The fund expects that its distributions will consist
primarily of exempt-interest dividends.

The fund intends to comply with certain California state tax requirements so
that dividends it pays that are attributable to interest on California municipal
securities will be excluded from the California taxable income of individuals,
trusts and estates. To meet these requirements, at least 50% of the value of the
fund's total assets must consist of obligations which pay interest that is
exempt from California personal income tax. Exempt-interest dividends are not
excluded from the California taxable income of corporations and financial
institutions. In addition, dividends derived from interest paid on California
municipal bonds (including securities treated for federal purposes as private
activity bonds) will not be subject to the alternative minimum tax that
California imposes on individuals, trusts and estates.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Colorado Intermediate Tax Free Fund Profile
Class A Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Colorado Intermediate Tax Free Fund has an objective of providing current income
that is exempt from both federal income tax and Colorado state income tax to the
extent consistent with preservation of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Colorado Intermediate Tax Free Fund invests at
least 80% of its net assets in municipal securities that pay interest that is
exempt from federal and Colorado income tax, including the federal alternative
minimum tax. The fund normally may invest up to 20% of its net assets in taxable
obligations, including obligations the interest on which is subject to the
federal alternative minimum tax. The fund may invest in: "general obligation"
bonds, which are backed by the full faith, credit and taxing power of the
issuer; "revenue" bonds, which are payable only from the revenues generated by a
specific project or from another specific revenue source; participation
interests in municipal leases; zero coupon municipal securities, which pay no
cash income to their holders until they mature; and inverse floating rate
municipal securities (up to 10% of the fund's total assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects sales charges and fund expenses; the benchmark is
unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
12.33% 3.86% 7.07% 5.44%
- ----------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/95
Total Return 5.18%

WORST QUARTER:
Quarter ending: 3/31/96
Total Return -0.36%

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- --------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Colorado Intermediate Tax Free Fund 4/4/94 ____% ____% ____%
- --------------------------------------------------------------------------------------------
Lehman Brothers 7-Year Municipal Bond Index ____% ____% ____%
- --------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

- --------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD) AS A % OF OFFERING PRICE 2.50%(2)
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70%
Distribution and Service (12b-1) Fees 0.25%
Other Expenses ____%
TOTAL ____%
- --------------------------------------------------------------------------------

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%. THE DISTRIBUTOR INTENDS TO WAIVE PAYMENT OF ALL
12b-1 FEES DURING THE CURRENT FISCAL YEAR. IN ADDITION, THE ADVISOR INTENDS TO
WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL OPERATING EXPENSES DO
NOT EXCEED 0.70%. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges. Investments of $1
million or more on which no front-end sales charge is paid may be subject to a
contingent deferred sales charge.

<PAGE>

1 year $ 366
3 years $ 612
5 years $ 878
10 years $1,635

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The funds' distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Dividends paid by Colorado Intermediate Tax Free Fund will be exempt from
Colorado income taxes for individuals, trusts, estates and corporations to the
extent that they are derived from interest on Colorado municipal securities. In
addition, dividends derived from interest on Colorado municipal securities
(including securities treated for federal purposes as private activity bonds)
will not be subject to the alternative minimum tax that Colorado imposes on
individuals, trusts and estates.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Intermediate Tax Free Fund Profile
Class A Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Intermediate Tax Free Fund has an objective of providing current income that is
exempt from federal income tax to the extent consistent with preservation of
capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGIES?

Under normal market conditions, Intermediate Tax Free Fund invests at least 80%
of its net assets in municipal securities that pay interest that is exempt from
federal income tax, including the federal alternative minimum tax. The fund
normally may invest up to 20% of its net assets in taxable obligations,
including obligations the interest on which is subject to the federal
alternative minimum tax. The fund may invest in: "general obligation" bonds,
which are backed by the full faith, credit and taxing power of the issuer;
"revenue" bonds, which are payable only from the revenues generated by a
specific project or from another specific revenue source; participation
interests in municipal leases; zero coupon municipal securities, which pay no
cash income to their holders until they mature; and inverse floating rate
municipal securities (up to 10% of the fund's total assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects sales charges and fund expenses; the benchmark is
unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
5.54% 8.44% 6.49% 8.20% -2.95% 12.89% 3.72% 6.79% 5.38%
- --------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/95
Total Return 5.10%

WORST QUARTER:
Quarter ending: 3/31/94
Total Return -4.10%

AVERAGE ANNUAL TOTAL RETURNS Inception Ten
AS OF 12/31/99 Date One Year Five Years Years
- --------------------------------------------------------------------------------
Intermediate Tax Free Fund 12/22/87 ____% ____% ____%
- --------------------------------------------------------------------------------
Lehman 7-Year Municipal Bond Index ____% ____% ____%
- --------------------------------------------------------------------------------
Lehman Brothers 7-Year G.O. Index ____% ____% ____%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

- --------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD) AS A % OF OFFERING PRICE 2.50%(2)
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70%
Distribution and Service (12b-1) Fees 0.25%
Other Expenses ____%
TOTAL ____%
- --------------------------------------------------------------------------------

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%. THE DISTRIBUTOR INTENDS TO WAIVE PAYMENT OF ALL
12b-1 FEES DURING THE CURRENT FISCAL YEAR. IN ADDITION, THE ADVISOR INTENDS TO
WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND OPERATING EXPENSES
DO NOT EXCEED 0.70%. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges. Investments of $1
million or more on which no front-end sales charge is paid may be subject to a
contingent deferred sales charge.

<PAGE>

1 year $ 360
3 years $ 594
5 years $ 846
10 years $1,568

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The funds' distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Minnesota Intermediate Tax Free Fund Profile
Class A Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Minnesota Intermediate Tax Free Fund has an objective of providing current
income that is exempt from both federal income tax and Minnesota state income
tax to the extent consistent with preservation of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Minnesota Intermediate Tax Free Fund invests at
least 80% of its net assets in municipal securities that pay interest that is
exempt from federal and Minnesota income tax, including federal and state of
Minnesota alternative minimum tax. The fund normally may invest up to 20% of its
net assets in taxable obligations, including obligations the interest on which
is subject to federal and state of Minnesota alternative minimum tax. The fund
may invest in: "general obligation" bonds, which are backed by the full faith,
credit and taxing power of the issuer; "revenue" bonds, which are payable only
from the revenues generated by a specific project or from another specific
revenue source; participation interests in municipal leases; zero coupon
municipal securities, which pay no cash income to their holders until they
mature; and inverse floating rate municipal securities (up to 10% of the fund's
total assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects sales charges and fund expenses; the benchmark is
unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
12.67% 3.82% 6.74% 5.34%
- --------------------------------------------------------
1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/95
Total Return 5.30%

WORST QUARTER:
Quarter ending: 3/31/96
Total Return -0.27%

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS Inception Since
AS OF 12/31/99 Date One Year Five Years Inception
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Minnesota Intermediate Tax Free Fund 2/25/94 ____% ____% ____%
- ----------------------------------------------------------------------------------------------
Lehman Brothers 7-Year Municipal Bond Index ____% ____% ____%
- ----------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

- --------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD) AS A % OF OFFERING PRICE 2.50%(2)
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70%
Distribution and Service (12b-1) Fees 0.25%
Other Expenses ____%
TOTAL ____%
- --------------------------------------------------------------------------------

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%. THE DISTRIBUTOR INTENDS TO WAIVE PAYMENT OF ALL
12b-1 FEES DURING THE CURRENT FISCAL YEAR. IN ADDITION, THE ADVISOR INTENDS TO
WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND OPERATING EXPENSES
DO NOT EXCEED 0.70%. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges. Investments of $1
million or more on which no front-end sales charge is paid may be subject to a
contingent deferred sales charge.

1 year $ 360
3 years $ 594
5 years $ 846
10 years $1,568

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Minnesota Intermediate Tax Free Fund intends to comply with certain state tax
requirements so that dividends it pays that are attributable to interest on
Minnesota municipal securities will be excluded from the Minnesota taxable net
income of individuals, estates and trusts. To meet these requirements, at least
95% of the exempt-interest dividends paid by the fund must be derived from
interest income on Minnesota municipal securities. A portion of the fund's
dividends may be subject to the Minnesota alternative minimum tax.
Exempt-interest dividends are not excluded from the Minnesota taxable income of
corporations and financial institutions.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Oregon Intermediate Tax Free Fund Profile
Class A Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Oregon Intermediate Tax Free Fund has an objective of providing current income
that is exempt from both federal income tax and Oregon state income tax to the
extent consistent with preservation of capital.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Oregon Intermediate Tax Free Fund invests at
least 80% of its net assets in municipal securities that pay interest that is
exempt from federal and Oregon ncome tax, including the federal alternative
minimum tax. The fund normally may invest up to 20% of its net assets in taxable
obligations, including obligations the interest on which is subject to the
federal alternative minimum tax. The fund may invest in: "general obligation"
bonds, which are backed by the full faith, credit and taxing power of the
issuer; "revenue" bonds, which are payable only from the revenues generated by a
specific project or from another specific revenue source; participation
interests in municipal leases; zero coupon municipal securities, which pay no
cash income to their holders until they mature; and inverse floating rate
municipal securities (up to 10% of the fund's total assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

The table compares the fund's performance over different time periods to that of
the fund's benchmark index, which is a broad measure of market performance. The
fund's performance reflects sales charges and fund expenses; the benchmark is
unmanaged and has no expenses. Both the chart and the table assume that all
distributions have been reinvested.

Information in the bar chart and the table is for the fund's Class Y shares,
which are offered through another profile. Class A shares were not offered prior
to the date of this profile. The Class A and Class Y shares will have
substantially similar returns, because they are invested in the same portfolio
of securities. However, Class A share returns will be lower because these shares
have higher expenses.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
7.63% 9.89% 7.19% 8.96% -2.66% 11.27% 3.31% 7.06% 5.36%
- --------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 6/30/89
Total Return 4.64%

WORST QUARTER:
Quarter ending: 3/31/94
Total Return -3.41%

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS Inception Ten
AS OF 12/31/99 Date One Year Five Years Years
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Oregon Intermediate Tax Free Fund (Class Y) 8/8/97 ____% ____% ____%
- -------------------------------------------------------------------------------------------
Lehman Brothers 7-Year Municipal Bond Index ____% ____% ____%
- -------------------------------------------------------------------------------------------
</TABLE>

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

- --------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD) AS A % OF OFFERING PRICE 2.50%(2)
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70%
Distribution and Service (12b-1) Fees 0.25%
Other Expenses ____%
TOTAL ____%
- --------------------------------------------------------------------------------

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%. THE DISTRIBUTOR INTENDS TO WAIVE PAYMENT OF ALL
12b-1 FEES DURING THE CURRENT FISCAL YEAR. IN ADDITION, THE ADVISOR INTENDS TO
WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT TOTAL FUND OPERATING EXPENSES
DO NOT EXCEED 0.70%. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges. Investments of $1
million or more on which no front-end sales charge is paid may be subject to a
contingent deferred sales charge.

1 year $ 361
3 years $ 597
5 years $ 851
10 years $1,579

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The funds' distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Dividends paid by Oregon Intermediate Tax Free Fund will be exempt from Oregon
income taxes for individuals, trusts and estates to the extent that they are
derived from interest on Oregon municipal securities. Such dividends will not be
excluded from the Oregon taxable income of corporations.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Arizona Tax Free Fund Profile
Class A and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Arizona Tax Free Fund has an objective of providing maximum current income that
is exempt from both federal income tax and Arizona state income tax to the
extent consistent with prudent investment risk.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Arizona Tax Free Fund invests at least 80% of
its net assets in municipal securities that pay interest that is exempt from
federal and Arizona income tax, including the federal alternative minimum tax.
The fund normally may invest up to 20% of its net assets in taxable obligations,
including obligations the interest on which is subject to the federal
alternative minimum tax. The fund may invest in: "general obligation" bonds,
which are backed by the full faith, credit and taxing power of the issuer;
"revenue" bonds, which are payable only from the revenues generated by a
specific project or from another specific revenue source; participation
interests in municipal leases; zero coupon municipal securities, which pay no
cash income to their holders until they mature; and inverse floating rate
municipal securities (up to 10% of the fund's total assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

Because Arizona Tax Free Fund shares were not offered prior to the date of this
prospectus, no performance information is presented for these shares.

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

- --------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS C
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 2.50%(1) 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(2) 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00%
Other Expenses(3) ____% ____%
TOTAL(4) ____% ____%
- --------------------------------------------------------------------------------
(1) Certain investors may qualify for reduced sales charges.
(2) Investments of $1 million or more on which no front-end sales charge is paid
may be subject to a contingent deferred sales charge.
(3) "Other expenses" are based on estimated amounts for the current fiscal year.
(4) THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.55% AND 0.95%, RESPECTIVELY, FOR
CLASS A AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.

CLASS C CLASS C
assuming assuming no
redemption redemption
at end of at end of
CLASS A each period each period
- --------------------------------------------------------------------------------

1 year $______ $______ $______
3 years $______ $______ $______

<PAGE>

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

Sales Charge--Class A Maximum
Reallowance
As a % of As a % of as a % of
Offering Net Asset Purchase
Price Value Price
- --------------------------------------------------------------------------------
Less than $ 50,000 2.50% 2.56% 2.25%
$ 50,000 - $ 99,999 2.00% 2.04% 1.75%
$100,000 - $249,999 1.50% 1.52% 1.25%
$250,000 - $499,999 1.00% 1.01% 0.75%
$500,000 - $999,999 0.75% 0.76% 0.50%
$1 million and over 0.00% 0.00% 0.00%

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

<PAGE>

Dividends paid by Arizona Tax Free Fund will be exempt from Arizona income taxes
for individuals, trust, estates and corporations to the extent they are derived
from interest on Arizona municipal securities.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American California Tax Free Fund Profile
Class A and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

California Tax Free Fund has an objective of providing maximum current income
that is exempt from both federal income tax and California state income tax to
the extent consistent with prudent investment risk.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, California Tax Free Fund invests at least 80% of
its net assets in municipal securities that pay interest that is exempt from
federal and California income tax, including the federal alternative minimum
tax. The fund normally may invest up to 20% of its net assets in taxable
obligations, including obligations the interest on which is subject to the
federal alternative minimum tax. The fund may invest in: "general obligation"
bonds, which are backed by the full faith, credit and taxing power of the
issuer; "revenue" bonds, which are payable only from the revenues generated by a
specific project or from another specific revenue source; participation
interests in municipal leases; zero coupon municipal securities, which pay no
cash income to their holders until they mature; and inverse floating rate
municipal securities (up to 10% of the fund's total assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

Because California Tax Free Fund shares were not offered prior to the date of
this profile, no performance information is presented for these shares.

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

- --------------------------------------------------------------------------------
SHAREHOLDER FEES CLASS A CLASS C
- --------------------------------------------------------------------------------
MAXIMUM SALES CHARGE (LOAD)
AS A % OF OFFERING PRICE 2.50%(1) 1.00%
MAXIMUM DEFERRED SALES CHARGE (LOAD)
AS A % OF ORIGINAL PURCHASE PRICE OR REDEMPTION
PROCEEDS, WHICHEVER IS LESS 0.00%(2) 1.00%
ANNUAL FUND OPERATING EXPENSES AS A % OF AVERAGE NET ASSETS
- --------------------------------------------------------------------------------
Management Fees 0.70% 0.70%
Distribution and Service (12b-1) Fees 0.25% 1.00%
Other Expenses(3) ____% ____%
TOTAL(4) ____% ____%
- --------------------------------------------------------------------------------
(1) Investments of $1 million or more on which no front-end sales charge is paid
may be subject to a contingent deferred sales charge.
(2) Certain investors may qualify for reduced sales charges.
(3) "Other expenses" are based on estimated amounts for the current fiscal year.
(4) THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.55% AND 0.95%, RESPECTIVELY, FOR
CLASS A AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.

CLASS C CLASS C
assuming assuming no
redemption redemption
at end of at end of
CLASS A each period each period
- --------------------------------------------------------------------------------

1 year $______ $______ $______
3 years $______ $______ $______

<PAGE>

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

<PAGE>

California Tax Free Fund intends to comply with certain state tax requirements
so that dividends it pays that are attributable to interest on California
municipal securities will be excluded from the California taxable income of
individuals, trusts and estates. To meet these requirements, at least 50% of the
value of the fund's total assets must consist of obligations which pay interest
that is exempt from California personal income tax. Exempt-interest dividends
are not excluded from the California taxable income of corporations and
financial institutions. In addition, dividends derived from interest paid on
California municipal bonds (including securities treated for federal purposes as
private activity bonds) will not be subject to the alternative minimum tax that
California imposes on individuals, trusts and estates.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Colorado Tax Free Fund Profile
Class A and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Colorado Tax Free Fund has an objective of providing maximum current income that
is exempt from both federal income tax and Colorado state income tax to the
extent consistent with prudent investment risk.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Colorado Tax Free Fund invests at least 80% of
its net assets in municipal securities that pay interest that is exempt from
federal and Colorado income tax, including the federal alternative minimum tax.
The fund normally may invest up to 20% of its net assets in taxable obligations,
including obligations the interest on which is subject to the federal
alternative minimum tax. The fund may invest in: "general obligation" bonds,
which are backed by the full faith, credit and taxing power of the issuer;
"revenue" bonds, which are payable only from the revenues generated by a
specific project or from another specific revenue source; participation
interests in municipal leases; zero coupon municipal securities, which pay no
cash income to their holders until they mature; and inverse floating rate
municipal securities (up to 10% of the fund's total assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

Because Colorado Tax Free Fund shares were not offered prior to the date of this
prospectus, no performance information is presented for these shares.

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

CLASS C CLASS C
assuming assuming no
redemption redemption
at end of at end of
CLASS A each period each period
- --------------------------------------------------------------------------------

1 year $______ $______ $______
3 years $______ $______ $______

<PAGE>

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

<PAGE>

Dividends paid by Colorado Tax Free Fund will be exempt from Colorado income
taxes for individuals, trusts, estates and corporations to the extent that they
are derived from interest on Colorado municipal securities. In addition,
dividends derived from interest on Colorado municipal securities (including
securities treated for federal purposes as private activity bonds) will not be
subject to the alternative minimum tax that Colorado imposes on individuals,
trusts and estates.

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Minnesota Tax Free Fund Profile
Class A and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Minnesota Tax Free Fund has an objective of providing maximum current income
that is exempt from both federal income tax and Minnesota state income tax to
the extent consistent with prudent investment risk.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Minnesota Tax Free Fund invests at least 80% of
its net assets in municipal securities that pay interest that is exempt from
federal and Minnesota income tax, including federal and state of Minnesota
alternative minimum tax. The fund normally may invest up to 20% of its net
assets in taxable obligations, including obligations the interest on which is
subject to federal and state of Minnesota alternative minimum tax. The fund may
invest in: "general obligation" bonds, which are backed by the full faith,
credit and taxing power of the issuer; "revenue" bonds, which are payable only
from the revenues generated by a specific project or from another specific
revenue source; participation interests in municipal leases; zero coupon
municipal, which pay no cash income to their holders until they mature; and
inverse floating rate municipal securities (up to 10% of the fund's total
assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

The following illustrations provide you with information on the fund's
volatility and performance. Of course, how the fund has performed in the past
does not necessarily indicate how it will perform in the future. The bar chart
shows you how performance of the fund's Class A shares has varied from year to
year. The performance of Class C shares will be lower due to their higher
expenses. Sales charges are not reflected in the chart; if they had been,
returns would be lower.

The table compares the fund's performance for Class A shares over different time
periods to that of the fund's benchmark index, which is a broad measure of
market performance. However, because Class C shares have not been offered for a
full calendar year, no information is presented for these shares. The fund's
performance reflects sales charges and fund expenses; the benchmark is unmanaged
and has no expenses. Both the chart and the table assume that all distributions
have been reinvested.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
6.40% 10.97% 8.14% 11.97% -5.47% 19.37% 2.73% 8.77% 6.40%
- --------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/95
Total Return 7.83%

WORST QUARTER:
Quarter ending: 3/31/94
Total Return -4.94%

AVERAGE ANNUAL TOTAL RETURNS Inception Ten
AS OF 12/31/99 Dates One Year Five Years Years
- --------------------------------------------------------------------------------
Minnesota Tax Free Fund (Class A) 7/11/88 ____% ____% ____%
- --------------------------------------------------------------------------------
Lehman Brothers Municipal Bond Index ____% ____% ____%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%, ____%, respectively, for Class A and Class C
shares. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.95% AND 1.35%, RESPECTIVELY, FOR
CLASS A AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Class A share investments of $1 million or more on which no front-end sales
charge is paid may be subject to a contingent deferred sales charge.

CLASS C CLASS C
assuming assuming no
redemption redemption
at end of at end of
CLASS A each period each period
- --------------------------------------------------------------------------------

1 year $ 356 $ 383 $ 283
3 years $ 582 $ 667 $ 667
5 years $ 825 $1,075 $1,075
10 years $1,523 $2,216 $2,216

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

Minnesota Tax Free Fund intends to comply with certain state tax requirements so
that dividends it pays that are attributable to interest on Minnesota municipal
securities will be excluded from the Minnesota taxable net income of
individuals, estates and trusts. To meet these requirements, at least 95% of the
exempt-interest dividends paid by the fund must be derived from interest income
on Minnesota municipal securities. A portion of the fund's dividends may be
subject to the Minnesota alternative minimum tax. Exempt-interest dividends are
not excluded from the Minnesota taxable income of corporations and financial
institutions

9. WHAT SERVICES ARE OFFERED BY THE FUND?

<PAGE>

First American Tax Free Fund Profile
Class A and Class C Shares
February 1, 2000

1. WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

Tax Free Fund has an objective of providing maximum current income that is
exempt from federal income tax to the extent consistent with prudent investment
risk.

2. WHAT IS THE FUND'S PRINCIPAL INVESTMENT STRATEGY?

Under normal market conditions, Tax Free Fund invests at least 80% of its net
assets in municipal securities that pay interest that is exempt from federal
income tax, including the federal alternative minimum tax. The fund normally may
invest up to 20% of its net assets in taxable obligations, including obligations
subject to the federal alternative minimum tax. The fund may invest in: "general
obligation" bonds, which are backed by the full faith, credit and taxing power
of the issuer; "revenue" bonds, which are payable only from the revenues
generated by a specific project or from another specific revenue source;
participation interests in municipal leases; zero coupon municipal securities,
which pay no cash income to their holders until they mature; and inverse
floating rate municipal securities (up to 10% of the fund's total assets).

3. WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUND?

The price and yield of this fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The main risks of
investing in this fund include:

Interest Rate Risk: Debt securities typically decrease in value when interest
rates rise. This risk is usually greater for longer-term debt securities.

Income Risk: The fund's income could decline due to falling market interest
rates.

<PAGE>

Fund Performance Information

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR
7.24% 12.03% 8.58% 14.55% -8.46% 18.54% 3.45% 9.04% 5.93%
- --------------------------------------------------------------------------------
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999

BEST QUARTER:
Quarter ending: 3/31/95
Total Return 7.99%

WORST QUARTER:
Quarter ending: 3/31/94
Total Return -7.65%

AVERAGE ANNUAL TOTAL RETURNS Inception Ten
AS OF 12/31/99 Dates One Year Five Years Years
- --------------------------------------------------------------------------------
Tax Free Fund (Class A) 7/11/88 ____% ____% ____%
- --------------------------------------------------------------------------------
Lehman Brothers Municipal Bond Index ____% ____% ____%
- --------------------------------------------------------------------------------

4. WHAT ARE THE FEES AND EXPENSES OF THE FUND?

<PAGE>

(1) Actual expenses for the fiscal year were lower than those shown in the table
because of voluntary fee waivers by the advisor and the distributor. The net
expenses the fund actually paid after waivers for the fiscal year ended
September 30, 1999 were ____%, ____%, respectively, for Class A and Class C
shares. THE ADVISOR INTENDS TO WAIVE FEES DURING THE CURRENT FISCAL YEAR SO THAT
TOTAL FUND OPERATING EXPENSES DO NOT EXCEED 0.95% AND 1.35%, RESPECTIVELY, FOR
CLASS A AND CLASS C SHARES. FEE WAIVERS MAY BE DISCONTINUED AT ANY TIME.
(2) Certain investors may qualify for reduced sales charges.
(3) Investments of $1 million or more on which no front-end sales charge is paid
may be subject to a contingent deferred sales charge.

CLASS C CLASS C
assuming assuming no
redemption redemption
at end of at end of
CLASS A each period each period
- --------------------------------------------------------------------------------

1 year $ 365 $ 392 $ 292
3 years $ 609 $ 694 $ 694
5 years $ 872 $1,121 $1,121
10 years $1,624 $2,310 $2,310

5. WHO MANAGES THE FUND?

The fund is managed by a team of persons associated with First American Asset
Management.

6. HOW DO I BUY FUND SHARES?

You may become a shareholder in the fund with an initial investment of $1,000 or
more ($250 for a retirement plan or a UGMA/UTMA account). Additional investments
can be made for as little as $100 ($25 for a retirement plan or a UGMA/UTMA
account). Your purchase price is typically the net asset value of your shares,
plus a front-end sales charge. Sales charges vary depending on the amount of
your purchase. The fund's distributor receives the sales charge you pay and
reallows a portion of the sales charge to your broker or participating
institution.

<PAGE>

7. HOW CAN I SELL FUND SHARES?

8. HOW ARE FUND DISTRIBUTIONS MADE AND TAXED?

9. WHAT SERVICES ARE OFFERED BY THE FUND?