FIRSTAR FUNDS INC
497, 1999-05-24
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Firstar Funds

Money Market Fund
Institutional Money Market Fund
U.S. Treasury Money Market Fund
U.S. Government Money Market Fund
Tax-Exempt Money Market Fund
Short-Term Bond Market Fund
Intermediate Bond Market Fund
Tax-Exempt Intermediate Bond Fund
Bond IMMDEX Fund
Balanced Income Fund
Balanced Growth Fund
Growth and Income Fund
Equity Index Fund
Growth Fund
Special Growth Fund
Emerging Growth Fund
MicroCap Fund
International Equity Fund

                            May 24, 1999




            Supplement to the Prospectus dated March 1, 1999



The prospectus is amended as follows:

Page 41

The chart for the Average  Annual  Total  Return as of 12/31/98 for Retail A and
Institutional Shares of the Growth Fund is replaced with the following:

<TABLE>
<CAPTION>
Average Annual Total Return as of 12/31/98 (Retail A Shares and Institutional Shares)
                                                                                                   Since Inception
                                                1 Year            5 Years          10 Years         (Dec. 29,1992)
- ------------------------------------------------------------------------------------------------------------------
<S>                                             <C>               <C>                   <C>              <C>
Growth Fund - Retail A Shares                   24.31%            17.14%                 -               15.98%

Institutional Shares                            30.46%            18.44%                 -               17.06%

S&P 500 Index                                   28.58%            24.06%                 -               21.61%
- ------------------------------------------------------------------------------------------------------------------
</TABLE>

The S&P 500 Index is an unmanaged  index of 500 common  stocks that is generally
considered  representative  of the U.S.  stock  market.  The  Index  is  heavily
weighted  towards  stocks  with  large  market  capitalizations  and  represents
approximately  two-thirds  of the  total  market  value of all  domestic  common
stocks. The Index figures do not reflect any fees or expenses.  Investors cannot
invest directly in the Index.



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