<PAGE> 1
AMSOUTH MUTUAL FUNDS
INCOME FUNDS
SUPPLEMENT DATED MAY 16, 1997 TO
PROSPECTUS DATED NOVEMBER 30, 1996
Capitalized terms used in this Supplement and not defined have the meaning
assigned to them in the Prospectus.
The Prospectus is hereby amended as follows:
1. The FEE TABLES on pages 2 and 3 of the Prospectus are hereby restated
to read as follows:
<TABLE>
<CAPTION>
LIMITED GOVERNMENT
BOND MATURITY INCOME FLORIDA MUNICIPAL
FUND FUND FUND FUND BOND FUND
---- -------- ---------- ------- ---------
<S> <C> <C> <C> <C> <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Load Imposed on Purchases
(as a percentage of offering price)... 4.00% 4.00% 4.00% 4.00% 4.00%
Maximum Sales Load Imposed on Reinvested
Dividends (as a percentage of offering
price)................................ 0 % 0% 0% 0% 0%
Deferred Sales Load (as a percentage of
original purchase price or redemption
proceeds as applicable)............... 0 % 0% 0% 0% 0%
Redemption Fees (as a percentage of
amount redeemed, if applicable)(2).... 0 % 0% 0% 0% 0%
Exchange Fee............................ $0 $0 $0 $0 $0
ANNUAL FUND OPERATING EXPENSES
(as a percentage of net assets)
Management Fees (After Voluntary Fee
Reduction)(3)...................... 0.50% 0.50% 0.30% 0.30% 0.40%
12b-1 Fees............................ 0.00% 0.00% 0.00% 0.00% 0.00%
Other Expenses (After Voluntary Fee
Reductions)(4)..................... 0.25% 0.26% 0.35% 0.29% 0.30%(5)
---- ---- ---- ---- ----
Total Fund Operating Expenses(6)...... 0.75% 0.76% 0.65% 0.59% 0.70%
---- ---- ---- ---- ----
</TABLE>
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(1) Amsouth Bank of Alabama and its correspondent or affiliated banks may charge
a Customer's (as defined in the Prospectus) account fees for automatic
investment and other cash management services provided in connection with
investment in the Fund. (See "HOW TO PURCHASE AND REDEEM SHARES -- Purchases
of Shares.")
(2) A wire redemption charge is deducted from the amount of a wire redemption
payment made at the request of a shareholder. (See "HOW TO PURCHASE AND
REDEEM SHARES -- Redemption by Telephone.")
(3) Absent the voluntary reduction of investment advisory fees, Management Fees
as a percentage of average net assets would be .65% for each of the Bond
Fund, the Limited Maturity Fund, the Government Income Fund, the Florida
Fund and the Municipal Bond Fund. (See "MANAGEMENT OF AMSOUTH MUTUAL
FUNDS -- Investment Advisor.")
(4) Absent the voluntary reduction of administration fees, Other Expenses as a
percentage of average net assets would be 0.33% for the Bond Fund, 0.34% for
the Limited Maturity Fund, 0.45% for the Government
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Income Fund, and 0.39% for the Florida Fund and are estimated to be 0.38%
for the Municipal Bond Fund. (See "MANAGEMENT OF AMSOUTH MUTUAL FUNDS --
Administrator and Distributor.")
(5) "Other Expenses" for the Municipal Bond Fund are based on estimated
amounts for the current fiscal year.
(6) In the absence of any voluntary reduction in investment advisory fees and
administration fees, Total Fund Operating Expenses would be 0.98% for the
Bond Fund, 0.99% for the Limited Maturity Fund, 1.10% for the Government
Income Fund, 1.04% for the Florida Fund and are estimated to be 1.03% for
the Municipal Bond Fund.
EXAMPLE
You would pay the following expenses on a $1,000 investment,
assuming (1) 5% annual return and (2) redemption at the end of each
period:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
<S> <C> <C> <C> <C>
Bond Fund........................................ $ 47 $63 $80 $129
Limited Maturity Fund............................ $ 47 $63 $81 $130
Government Income Fund........................... $ 46 $60 $75 $118
Florida Fund..................................... $ 46 $58 $72 $111
Municipal Bond Fund.............................. $ 47 $61 N/A N/A
</TABLE>
The purpose of the table above is to assist an investor in the Income Funds
in understanding the various costs and expenses that an investor in an Income
Fund will bear directly or indirectly. See "MANAGEMENT OF AMSOUTH MUTUAL FUNDS"
for a more complete discussion of annual operating expenses of the Income Funds.
THE FOREGOING EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
2. The chart under SALES CHARGE on page 23 of the Prospectus is hereby
amended to read as follows:
<TABLE>
<CAPTION>
SALES CHARGE AS DEALER ALLOWANCE
A PERCENTAGE OF SALES CHARGE AS AS A
NET AMOUNT A PERCENTAGE OF PERCENTAGE OF
AMOUNT OF PURCHASE INVESTED OFFERING PRICE OFFERING PRICE
---------------------------------------- --------------- --------------- ----------------
<S> <C> <C> <C>
Less than $100,000...................... 4.17% 4.00% 3.60%
$100,000 but less than $250,000......... 3.09% 3.00% 2.70%
$250,000 but less than $500,000......... 2.04% 2.00% 1.80%
$500,000 but less than $1,000,000....... 1.01% 1.00% .90%
$1,000,000 or more...................... 0% 0% 0%
</TABLE>
(3) Paragraphs 5 and 6 under "Investment Advisor" on page 32, are amended to
read as follows: effective May 15, 1997, Dorothy E. Thomas is the
portfolio manager for the Municipal Bond Fund and the Florida Tax-Free
Fund, and as such, has primary responsibility for the day-to-day
management of each Fund's portfolio. Ms. Thomas has been associated with
AmSouth's Trust Investment Group for over ten years and is currently
Vice President and Trust Investment Officer.
(4) The new address for the TRANSFER AGENT is AMSOUTH MUTUAL FUNDS,
PO BOX 182733, COLUMBUS, OH 43218-2733.
(5) The paragraph under CUSTODIAN on page 36 is hereby amended to read as
follows:
AmSouth became Custodian for the Trust on April 17, 1997. Pursuant to
the Custodian Agreement with the Trust, the Custodian receives
compensation from each Fund for such services in an amount equal to an
asset-based fee.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE
AS2S051697
