Firstar Funds, Inc.
615 East Michigan Street
Milwaukee, WI 53201-3011
June 30, 1998
VIA EDGAR TRANSMISSION
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Firstar Funds, Inc.
(1933 Act Registration No. 33-18255)
(1940 Act Registration No. 811-5380)
Ladies and Gentlemen:
On behalf of Firstar Funds, Inc. (the "Company") and pursuant to
paragraph (e) of Rule 497 of the Securities Act of 1933 (the "1933 Act"),
attached herewith for filing please find:
(1) the Supplement dated June 30, 1998 for the Retail Prospectus dated
February 1, 1998 for the Short-Term Bond Market Fund, Intermediate Bond
Market Fund, Tax-Exempt Intermediate Bond Fund, Bond IMMDEXTM Fund, Balanced
Growth Fund, Growth and Income Fund, Equity Index Fund, Growth Fund, Special
Growth Fund, Emerging Growth Fund, MicroCap Fund and International Equity
Fund; and
(2) the Supplement dated June 30, 1998 for the Institutional Prospectus dated
February 1, 1998 for the Institutional Money Market Fund, Short-Term Bond
Market Fund, Intermediate Bond Market Fund, Tax-Exempt Intermediate Bond Fund,
Bond IMMDEXTM Fund, Balanced Growth Fund, Growth and Income Fund, Equity
Index Fund, Growth Fund, Special Growth Fund, Emerging Growth Fund, MicroCap
Fund and International Equity Fund; and
If you should have any questions or comments regarding this filing, do not
hesitate to contact Joan O. Swirsky, Esq. at (215) 988-2601.
Very truly yours,
Firstar Funds, Inc.
by: /s/ Mary Ellen Stanek
Vice President
Firstar Funds
Institutional Shares
June 30, 1998
Supplement to the Prospectus dated February 1, 1998
We are pleased to announce institutional shares of the Firstar Funds are
available through Jack White & Company and Waterhouse Securities, Inc.
Over the next several months, we hope to offer the Funds through additional
"fund supermarkets."
The prospectus is amended as follows:
For the Balanced Growth Fund, the Growth and Income Fund, the Growth Fund,
the Special Growth Fund and the Emerging Growth Fund, the limitation on the
percentage of assets invested outside of the stated market capitalization ranges
is eliminated by deletion of the phrase, "not to exceed 20% at the time of
purchase," in the following sentences:
Page 23
The last sentence of the second paragraph under the caption "Balanced Growth
Fund - Investment Techniques"
Page 24
The fifth sentence of the second paragraph under the caption "Growth and
Income Fund - Investment Objective"
Page 26
The last sentence of the third paragraph under the caption "Growth Fund -
Investment Objective"
The last sentence of the third paragraph under the caption "Special Growth
Fund - Investment Objective"
Page 27
The last sentence of the third paragraph under the caption "Emerging Growth
Fund - Investment Objective"
Page 28
The second sentence of the fourth paragraph under the caption "MicroCap Fund -
Investment Objective," is replaced by the following:
However, the Fund will not invest more than 10% of the value of its total
assets in the securities of unseasoned companies.
Page 40
The first three sentences of the third paragraph under the caption "Purchase of
Shares" are replaced by the following:
Institutional Shares of the Bond and Equity Funds are exclusively sold to and
held by (a) trust, agency or custodial accounts opened through a Firstar
Corporation trust department, trust company or trust affiliate; (b) employer-
sponsored qualified retirement plans; (c) clients of FIRMCO and (d) those
purchasing through certain broker-dealers who have agreed to provide certain
services with respect to shares of the Funds, including Jack White & Company
and Waterhouse Securities, Inc. All share purchases are effected pursuant to
a customer's account at Firstar Trust Company ("Firstar Trust") or at another
chosen institution or broker-dealer pursuant to procedures established in
connection with the requirements of the account. Confirmations of share
purchases and redemptions will be sent to Firstar Trust or the other
institution or broker-dealer involved. Firstar Trust and the other
institutions and broker-dealers (or their nominees) (collectively referred to
as "Institutions") will normally be the holders of record of Fund shares, and
will reflect their customers' beneficial ownership of shares in the account
statements provided by them to their customers.
Page 41
The first sentence of the fourth paragraph under the caption "Purchase of
Shares" is replaced by the following:
Institutional Shares and Shares of the Money Market Funds are sold without
a charge imposed by the Fund, although Institutions may charge transaction or
other fees for providing administrative or other services in connection with
investments in Fund shares.
Page 42
The following is inserted after the sixth paragraph under the caption "Purchase
of Shares."
In the case of participants in certain employee benefit plans investing in
certain Funds, purchase and redemption orders will be processed on a
particular day based on whether a service organization acting on their behalf
received the order by the close of regular trading on that day.
The Funds may authorize one or more brokers and other financial intermediaries
to accept on their behalf purchase, redemption and exchange orders, and may
authorize such brokers to designate other intermediaries to accept purchase,
redemption and exchange orders on the Funds' behalf. In these cases, a Fund
will be deemed to have received an order when an authorized broker or
intermediary accepts the order, and customer orders will be priced at the
Fund's net asset value next computed after they are accepted by an authorized
broker or intermediary. Authorized brokers and intermediaries will be
responsible for transmitting accepted orders to the Funds within the period
agreed upon by them. Shareowners should contact their authorized brokers or
intermediaries to learn whether they are authorized to accept orders for Funds.
Page 43
The first two sentences under the caption "Internet Transactions" are replaced
by the following:
The Funds expect to make available a service which will permit shareowners to
request purchases, exchanges and redemptions of Fund shares after an account
is opened on-line via the Internet. Redemption requests of up to $25,000
will be accepted through the Internet. Payment for shares purchased on-line
must be made by electronic funds transfer from your banking institution. For
further information and/or instructions to authorize this service after it is
available, call Firstar Trust Company at 1-800-228-1024.
Page 46
The fourth paragraph under the caption "Management of the Funds" is replaced
by the following:
Marian Zentmyer and Walter Dewey co-manage the Growth and Income Fund.
Ms. Zentmyer has managed the Fund since February 22, 1993 and Mr. Dewey
since June 29, 1998. Mr. Dewey is a Vice President and Senior Portfolio
Manager of FIRMCO. He has been with Firstar since 1986 and has fifteen years
of investment management experience. Mr. Dewey is a Chartered Financial
Analyst.
The sixth paragraph under the caption "Management of the Funds" is replaced by
the following:
Marian Zentmyer and Walter Dewey co-manage the Growth Fund. Ms. Zentmyer
has managed the Fund since June 18, 1996 and Mr. Dewey since July 7, 1997.
Page 50
The following is inserted after the phrase "(iii) clients of FIRMCO" in the
third sentence of the second paragraph under the caption "Description of
Shares:"
and (iv) those purchasing through certain broker-dealers who have agreed to
provide certain services with respect to shares of the Funds.
Firstar Funds
Retail Shares
June 30, 1998
Supplement to the Prospectus dated February 1, 1998
We are pleased to announce institutional shares of the Firstar Funds are
available through Jack White & Company and Waterhouse Securities, Inc.
Over the next several months, we hope to offer the Funds through additional
"fund supermarkets."
The prospectus is amended as follows:
For the Balanced Growth Fund, the Growth and Income Fund, the Growth Fund,
the Special Growth Fund and Emerging Growth Fund, the limitation on the
percentage of assets invested outside of the stated market capitalization
ranges is eliminated by deletion of the phrase, "not to exceed 20% at the time
of purchase," in the following sentences:
Page 23
The last sentence of the second paragraph under the caption "Balanced Growth
Fund - Investment Techniques"
Page 24
The fifth sentence of the second paragraph under the caption "Growth and
Income Fund- Investment Objective"
Page 26
The last sentence of the third paragraph under the caption "Growth Fund-
Investment Objective"
The last sentence of the third paragraph under the caption "Special Growth
Fund- Investment Objective"
Page 27
The last sentence of the third paragraph under the caption "Emerging Growth
Fund- Investment Objective"
Page 28
The second sentence of the fourth paragraph under the caption "MicroCap Fund -
Investment Objective," is replaced by the following:
However, the Fund will not invest more than 10% of the value of its total
assets in the securities of unseasoned companies.
Page 46
The first two sentences under "Internet Transactions" are replaced by the
following:
The Funds expect to make available a service which will permit shareowners
to request purchases, exchanges and redemptions of Fund shares after an
account is opened on-line via the Internet. Redemption requests of up to
$25,000 will be accepted through the Internet. Payment for shares purchased
on-line must be made by electronic funds transfer from your banking
institution. For further information and/or instructions to authorize this
service after it is available, call Firstar Trust Company at 1-800-228-1024.
Page 50
The last paragraph under the caption "Management of the Funds" is replaced
by the following:
Marian Zentmyer and Walter Dewey co-manage the Growth and Income Fund.
Ms. Zentmyer has managed the Fund since February 22, 1993 and Mr. Dewey
since June 29, 1998. Mr. Dewey is a Vice President and Senior Portfolio
Manager of FIRMCO. He has been with Firstar since 1986 and has fifteen years
of investment management experience. Mr. Dewey is a Chartered Financial
Analyst.
Page 51
The second paragraph under the caption "Management of the Funds" is replaced
by the following:
Marian Zentmyer and Walter Dewey co-manage the Growth Fund. Ms. Zentmyer has
managed the Fund since June 18, 1996 and Mr. Dewey since July 7, 1997.
Page 56
The following is inserted after the phrase "(iii) clients of FIRMCO" in the
fourth sentence of the second paragraph under the caption "Description of
Shares:"
and (iv) those purchasing through certain broker-dealers who have agreed to
provide certain services with respect to shares of the Funds.
