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ATLAS FUNDS
Atlas Assets, Inc.
Supplement dated December 8, 2000 to
Prospectus dated May 1, 2000
Page 16 of the Prospectus is amended to reflect the resignation of John Doney
as a Portfolio Manager of the ATLAS GROWTH AND INCOME FUND, effective October
1, 2000. Chris Leavy joined Bruce Bartlett in the management of the fund on
that date. Mr. Leavy is a Senior Vice President, Portfolio Manager and a team
leader for the Value Team at OppenheimerFunds. From 1997 to 2000, Mr. Leavy
was a member of the investment team at Morgan Stanley Investment Management.
While at Morgan Stanley, he led the management of approximately $6 billion in
large cap equities between 1999 and 2000 and also managed a $900 million
small cap mutual fund from 1997 to 1999. From 1995 to 1997, Mr. Leavy worked
at Crestar Asset Management, first as an equity analyst and subsequently as a
portfolio manager.
Page 17 of the Prospectus is amended to indicate that effective June 2, 2000,
Jay W. Tracey, III resigned as a Portfolio Manager of the ATLAS EMERGING
GROWTH FUND. Effective October 19, 2000 Laura Granger assumed responsibility
for managing the fund. During the interim, the OppenheimerFunds' Growth Team
led by Bruce Bartlett assumed management responsibilities for the fund. Prior
to joining OppenheimerFunds as a Vice President and Portfolio Manager, Ms.
Granger was a Vice President and Portfolio Manager at Fortis Advisors, where
since July 1998 she managed a small cap aggressive growth mutual fund. Prior
to that, she was a portfolio manager at General Motors Investment Management,
where she managed small cap growth assets in General Motors pension and
foundation accounts from July 1993 to July 1998. As of December 1999, Susan
Switzer no longer assists in the management of the fund.
