VISION GROUP OF FUNDS INC
497, 2000-08-30
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VISION TREASURY MONEY MARKET FUND VISION MONEY MARKET FUND VISION NEW YORK
TAX-FREE MONEY MARKET FUND VISION U.S. GOVERNMENT SECURITIES FUND VISION NEW
YORK MUNICIPAL INCOME FUND VISION LARGE CAP VALUE FUND VISION MID CAP STOCK FUND
VISION LARGE CAP GROWTH FUND VISION LARGE CAP CORE FUND (PORTFOLIOS OF VISION
GROUP OF FUNDS,

INC.)
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SUPPLEMENT TO THE PROSPECTUSES

A Special Meeting of Shareholders of Vision Group of Funds, Inc. (the
"Corporation") will be held at 5800 Corporate Drive, Pittsburgh, Pennsylvania
15237-7000 on October 23, 2000 at 2:00 p.m., Eastern time. At this meeting,
shareholders will be asked to vote on the changes described below. If approved
by shareholders, these changes will take effect as of October 26, 2000.
Shareholders will be notified if any of these changes are not approved. Please
keep this supplement for your records.

      1.    To elect Directors of the Corporation;

     2.   To  ratify  the  selection  of  Ernst & Young  LLP as the  independent
          auditors of the Corporation;

     3.   To approve amendments to certain of the Funds' fundamental  investment
          policies:

          (a)  To amend the Funds'  fundamental  investment  policies  regarding
               diversification (applies to the Money Market Fund, New York Money
               Market Fund,  Government Securities Fund and Large Cap Value Fund
               ONLY);

            (b)   To amend the Funds' fundamental investment policies regarding
                  borrowing money and issuing senior securities (applies to all
                  Funds EXCEPT the Mid Cap Stock Fund, Large Cap Growth Fund and
                  Large Cap Core Fund);

            (c)   To amend the Funds' fundamental investment policies regarding
                  investments in real estate (applies to all Funds EXCEPT the
                  Mid Cap Stock Fund, Large Cap Growth Fund and Large Cap Core
                  Fund);

            (d)   To amend the Funds' fundamental investment policies regarding
                  investments in commodities (applies to all Funds EXCEPT the
                  Mid Cap Stock Fund, Large Cap Growth Fund and Large Cap Core
                  Fund);

            (e)   To amend the Funds' fundamental investment policies regarding
                  underwriting securities (applies to all Funds EXCEPT the Mid
                  Cap Stock Fund, Large Cap Growth Fund and Large Cap Core
                  Fund);

            (f)   To amend the Funds' fundamental investment policies regarding
                  lending (applies to all Funds EXCEPT the Mid Cap Stock Fund,
                  Large Cap Growth Fund and Large Cap Core Fund); and

            (g)   To amend the Funds' fundamental investment policies regarding
                  concentration of the Funds' investments in the securities of
                  companies in the same industry (applies to all Funds EXCEPT
                  the Mid Cap Stock Fund, Large Cap Growth Fund and Large Cap
                  Core Fund);

     4.   To approve amendments to, and the  reclassification of, certain of the
          Funds' fundamental investment policies:

            (a)   To amend, and to reclassify as non-fundamental, the Funds'
                  fundamental investment policies regarding buying securities on
                  margin (applies to all Funds EXCEPT the Mid Cap Stock Fund,
                  Large Cap Growth Fund and Large Cap Core Fund);

            (b)   To amend, and to reclassify as non-fundamental, the Funds'
                  fundamental investment policies regarding pledging assets
                  (applies to all Funds EXCEPT the Mid Cap Stock Fund, Large Cap
                  Growth Fund and Large Cap Core Fund);

            (c)   To amend, and to reclassify as non-fundamental, the Funds'
                  fundamental investment policies regarding investing in
                  securities of other investment companies (applies to the
                  Treasury Fund and Money Market Fund ONLY); and

            (d)   To amend, and to reclassify as non-fundamental, the Funds'
                  fundamental investment policies regarding investing in
                  restricted securities (applies to the Treasury Fund and Money
                  Market Fund only);

     5.   To approve  the  elimination  of  certain  of the  Funds'  fundamental
          investment policies:

            (a)   To eliminate the Funds' fundamental investment policies
                  regarding selling securities short (applies to all Funds
                  EXCEPT the Mid Cap Stock Fund, Large Cap Growth Fund and Large
                  Cap Core Fund);

            (b)   To eliminate the Funds' fundamental investment policies
                  regarding investing in issuers whose securities are owned by
                  officers and directors (applies to the Treasury Fund and Money
                  Market Fund ONLY);

            (c)   To eliminate the Funds' fundamental investment policies
                  regarding investing in puts and calls (applies to the Treasury
                  Fund and Money Market Fund ONLY);

            (d)   To eliminate the Funds' fundamental investment policies
                  regarding investing in new issuers (applies to the Treasury
                  Fund and Money Market Fund ONLY);

            (e)   To eliminate the Funds' fundamental investment policies
                  regarding investing in voting securities and revenue bonds
                  (applies to the Treasury Fund and Money Market Fund ONLY);

            (f)   To eliminate the Funds' fundamental investment policies
                  regarding investing to exercise control (applies to the
                  Treasury Fund and Money Market Fund ONLY); and

            (g)   To eliminate the Funds' fundamental investment policies
                  regarding investing in oil, gas and minerals (applies to the
                  Treasury Fund and Money Market Fund ONLY);

     6.   To approve  reclassifying  as  non-fundamental  the  Municipal  Income
          Fund's  fundamental  investment  policy regarding  investing in exempt
          interest obligations (applies to the Municipal Income Fund ONLY); and

     7.   To  approve  the  reorganization  of the  Corporation  from a Maryland
          corporation to a Delaware business trust.

            To vote upon any other business that may properly come before the
            Special Meeting or any adjournments thereof.

For more information on the above changes, please request a copy of the
Corporation's proxy statement.

                                                                 August 30, 2000



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      92830F760

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