<PAGE>
[LOGO] FIFTH THIRD FUNDS
[PICTURE]
Fifth Third Funds
Money Market Mutual Fund
Institutional Shares
U.S. TREASURY MONEYMARKET FUND
For Customers of 1st Source Bank Only
==================
Prospectus
November 30, 2000
The Securities and Exchange Commission has not approved or disapproved the
shares described in this prospectus or determined whether this prospectus is
accurate or complete. Any representation to the contrary is a criminal offense.
<PAGE>
Fifth Third Funds
U.S. Treasury Money Market Fund
Institutional Shares Table of Contents
Overview
This section provides important information about the Fifth Third U.S. Treasury
Money Market Fund (the "Fund"), a separate series of Fifth Third Funds (the
"Trust"), including:
. the investment objective
. principal investment strategies
. principal risks, and
. volatility and performance information
The Fund is managed by Fifth Third Bank.
This prospectus has been arranged into different sections so that you can
easily review this important information. For more detailed information about
the Fund, please see:
<TABLE>
<S> <C>
Objectives, Strategies and Risks
------------------------------------------------
U.S. Treasury Money Market Fund 1
Shareholder Fees and Fund Expenses
------------------------------------------------
Fee Table 4
Expense Example 4
Additional Information About the Fund's
Investments
------------------------------------------------
5
Fund Management
------------------------------------------------
Investment Advisor 8
Fund Administration 8
Shareholder Information
------------------------------------------------
Purchasing and Selling Fund Shares 9
Purchasing and Adding to Your Shares 9
Selling Your Shares 10
Exchanging Your Shares 10
Dividends and Capital Gains 11
Taxation 11
Financial Highlights
------------------------------------------------
12
Back Cover
------------------------------------------------
Where to learn more about Fifth Third Funds
</TABLE>
1
<PAGE>
Fifth Third U.S. Treasury Money Market Fund
[LOGO]
Fundamental Stability of principal and current income consistent with
Objective stability of principal.
Principal The Fund manages its portfolio subject to strict SEC
Investment guidelines, which are designed so that the Fund may
Strategies maintain a stable $1.00 per share price, although there is
no guarantee that it will do so. All of the Fund's
investments are expected to mature in the short-term (397
days or less) and the dollar-weighted average portfolio
maturity of the Fund may not exceed 90 days.
The Fund invests at least 95% of its total assets in high-
quality, short-term obligations issued by the U.S.
Treasury, which are guaranteed as to principal and
interest by the U.S. government, and repurchase agreements
collateralized by U.S. Treasury securities.
The Fund reserves the right to invest up to 5% of its
portfolio in "second tier" securities, which generally are
corporate securities that, at the time of purchase, are
rated by such firms as Standard & Poor's and Moody's in
their second highest short-term major rating categories,
or unrated securities that are considered equivalent by
the Fund's investment manager.
Principal The Fund's principal risks include interest rate risk and
Investment Risks net asset value risk. Interest rate risk involves the
possibility that the Fund's yield will decrease due to a
decrease in interest rates or that the value of the Fund's
investments will decline due to an increase in interest
rates. Net asset value risk involves the possibility that
the Fund will be unable to meet its goal of a constant
$1.00 per share.
An investment in
the Fund is not
a deposit of
Fifth Third Bank
or any other
bank and is not
insured or
guaranteed by
the FDIC or any
other government
agency. Although
the Fund seeks
to preserve the
value of your
investment at
$1.00 per share,
it is possible
to lose money by
investing in
this Fund.
2
<PAGE>
Fifth Third U.S. Treasury Money Market Fund
[LOGO]
Volatility and Performance Information
The bar chart and
table provide an
indication of the
risks of an
investment in the
Fund by showing
its performance
from year to year
and over time.
The returns
assume that Fund
distributions
have been
reinvested.
Past performance
does not indicate
how the Fund will
perform in the
future.
[GRAPH]
Year-by-Year Total Returns as of 12/31 For Institutional Shares
1990 7.84%
1991 5.67%
1992 3.39%
1993 2.74%
1994 3.79%
1995 5.57%
1996 5.50%
1997 5.25%
1998 5.12%
1999 4.70%
The bar chart above does not reflect the
impact of any applicable sales charges or
account fees, which would reduce returns.
<TABLE>
<S> <C> <C>
Best quarter: Q3 1990 1.93%
Worst quarter: Q4 1993 0.67%
Year to Date Return (1/1/00 to 9/30/00): 4.36%
</TABLE>
-------------------------
Average
Annual
Total
Returns
(for the
periods
ended
December
31,
1999)
----------
<TABLE>
<CAPTION>
Inception Date Past Year Past 5 Years Past 10 Years Since Inception
-------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Institutional Shares 12/12/88 4.70% 5.14% 4.90% 5.27%
</TABLE>
--------------------------------------------------------------------------------
To obtain current yield information, call 1-888-799-5353.
3
<PAGE>
Shareholder Fees and Fund Expenses
Fee Table
This table describes the fees and expenses that you may pay if you buy and hold
Institutional shares of the Fund.
Shareholder fees are paid by you at the time you purchase or sell your shares.
Annual Fund operating expenses are paid out of Fund assets, and are reflected
in the share price. The Fund's fees and expenses are based upon the Fund's
operating expenses for the fiscal year ended July 31, 2000.
<TABLE>
<CAPTION>
Fifth Third
U.S. Treasury
Money Market
Fund
Shareholder Fees
<S> <C> <C> <C> <C>
Maximum Sales Charge (Load) Imposed
on Purchases None
-------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed
on Reinvested Dividends None
-------------------------------------------------------------------------------
Maximum Deferred Sales
Load None
-------------------------------------------------------------------------------
Annual Fund Operating
Expenses
(as a percentage of
average net assets)
Management fees 0.40%
-------------------------------------------------------------------------------
Distribution (12b-1)
fees None
-------------------------------------------------------------------------------
Other expenses 0.22%
-------------------------------------------------------------------------------
Total Annual Fund
Operating Expenses/1/ 0.62%
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
/1/During the last fiscal year Fifth Third Bank waived Management Fees of 0.14%
for the Fund and BISYS waived Administration Fees of 0.10% for the Fund.
Therefore, Total Annual Fund Operating Expenses after fee waivers were 0.38%
for the Fund. These waivers may be discontinued at any time.
Expense Example
Use the table below to compare fees and expenses with the fees and expenses of
other mutual funds. The table illustrates the amount of fees and expenses you
and the Fund would pay, assuming a $10,000 initial investment, 5% annual
return, payment of maximum sales charges, and no changes in the Fund's
operating expenses. Amounts are presented assuming redemption at the end of
each period. Because these examples are hypothetical and for comparison only,
your actual costs may be different.
Fifth Third
U.S.
Treasury 1 3 5 10
Money
Market Fund Year Years Years Years
----------------------------------------------------------------
Institutional
Shares $ 63 $ 199 $ 346 $774
----------------------------------------------------------------
</TABLE>
4
<PAGE>
Additional Information About the Fund's Investments
Investment Practices
The Fund invests in a variety of securities and employs a number of investment
techniques. Each security and technique involves certain risks. The following
table describes the securities and techniques the Fund uses, as well as the
main risks they pose. Fixed income securities are primarily influenced by
market, credit and prepayment risks, although certain securities may be subject
to additional risks. Following the table is a more complete discussion of risk.
You may also consult the Statement of Additional Information for additional
details regarding these and other permissible investments.
<TABLE>
<CAPTION>
INSTRUMENT RISK TYPE
---------- ---------
<S> <C>
Derivatives: Instruments whose value is derived from an Management
underlying contract, index or security, or any combination Market
thereof, including futures, options (e.g., put and calls), Credit
options on futures, swap agreements, and some mortgage- Liquidity
backed securities. Leverage
Interest Rate
Illiquid Securities: Securities which may be difficult to Liquidity
sell at an acceptable price. Market
Investment Company Securities: Shares of investment Market
companies. These investment companies may include money
market funds of Fifth Third Funds and shares of other
registered investment companies for which the Adviser to a
Fund or any of their affiliates serves as investment
adviser, administrator or distributor.
Money Market Instruments: Investment-grade, U.S. dollar Market
denominated debt securities that have remaining maturities Credit
of one year or less. These securities may include U.S.
government obligations, commercial paper and other short-
term corporate obligations, repurchase agreements
collateralized with U.S. government securities,
certificates of deposit, bankers' acceptances, and other
financial institution obligations.These securities may
carry fixed or variable interest rates.
Repurchase Agreements: The purchase of a security and the Market
simultaneous commitment to return the security to the Leverage
seller at an agreed upon price on an agreed upon date.
This is treated as a loan.
Restricted Securities: Securities not registered under the Liquidity
Securities Act of 1933, such as privately placed Market
commercial paper and Rule 144A securities.
Reverse Repurchase Agreement: The sale of a security and Market
the simultaneous commitment to buy the security back at an Leverage
agreed upon price on an agreed upon date. This is treated
as a borrowing by the Fund.
U.S. Government Agency Securities: Securities issued by Interest Rate
agencies and instrumentalities of the U.S. government. Credit
These include Ginnie Mae, Fannie Mae, and Freddie Mac.
U.S. Treasury Obligations: Bills, notes, bonds, separately Interest Rate
traded registered interest and principal securities, and
coupons under bank entry safekeeping.
</TABLE>
5
<PAGE>
Additional Information About the Fund's Investments
<TABLE>
<CAPTION>
INSTRUMENT RISK TYPE
---------- ---------
<S> <C>
When-Issued and Delayed Delivery Transactions: Purchase or Market
contract to purchase securities at a fixed price for Leverage
delivery at a future date. Under normal market Liquidity
conditions, when-issued purchases and forward commitments Credit
will not exceed 20% of the value of the Fund's total
assets.
Yankee Bonds and Similar Debt Obligations: U.S. dollar Market
denominated bonds issued by foreign corporations or Credit
governments. Sovereign bonds are those issued by the Interest Rate
government of a foreign country. Supranational bonds are
those issued by supranational entities, such as the World
Bank and European Investment Bank. Canadian bonds are
those issued by Canadian provinces.
</TABLE>
Investment Risks
Below is a more complete discussion of the types of risks inherent in the
securities and investment techniques listed above as well as those risks
discussed in "Principal Investment Risks." Because of these risks, the value of
the securities held by the Fund may fluctuate, as will the value of your
investment in the Fund. Certain investment are more susceptible to these risks
than others.
Credit Risk. The risk that the issuer of a security, or the counterparty to a
contract, will default or otherwise become unable to honor a financial
obligation. Credit risk is generally higher for non-investment grade
securities. The price of a security can be adversely affected prior to actual
default as its credit status deteriorates and the probability of default rises.
Interest Rate Risk. The risk that debt prices overall will decline over short
or even long periods due to rising interest rates. A rise in interest rates
typically causes a fall in values, while a fall in rates typically causes a
rise in values. Interest rate risk should be modest for shorter-term
securities, moderate for intermediate-term securities, and high for longer-term
securities. Generally, an increase in the average maturity of the Fund will
make it more sensitive to interest rate risk. The market prices of securities
structured as zero coupon are generally affected to a greater extent by
interest rate changes. These securities tend to be more volatile than
securities which pay interest periodically.
Leverage Risk. The risk associated with securities or practices that multiply
small index or market movements into large changes in value. Leverage is often
associated with investments in derivatives, but also may be embedded directly
in the characteristics of other securities.
Hedged. When a derivative (a security whose value is based on another
security or index) is used as a hedge against an opposite position that the
Fund also holds, any loss generated by the derivative should be
substantially offset by gains on the hedged investment, and vice versa.
Hedges are sometimes subject to imperfect matching between the derivative
and underlying security, and there can be no assurance that the Fund's
hedging transactions will be effective.
Speculative. To the extent that a derivative is not used as a hedge, the
Fund is directly exposed to the risks of that derivative. Gains or losses
from speculative positions in a derivative may be substantially greater than
the derivatives original cost.
Liquidity Risk. The risk that certain securities may be difficult or impossible
to sell at the time and the price that would normally prevail in the market.
The seller may have to lower the price, sell other securities instead or forego
an investment opportunity, any of which could have a negative effect on Fund
management or performance. This includes the risk of missing out on an
investment opportunity because the assets necessary to take advantage of it are
tied up in less advantageous investments.
6
<PAGE>
Additional Information About the Fund's Investments
Management Risk. The risk that a strategy used by the Fund's portfolio manager
may fail to produce the intended result. This includes the risk that changes in
the value of a hedging instrument will not match those of the asset being
hedged. Incomplete matching can result in unanticipated risks.
Market Risk. The risk that the market value of a security may move up and down,
sometimes rapidly and unpredictably. These fluctuations may cause a security to
be worth less than the price originally paid for it, or less than it was worth
at an earlier time. Market risk may affect a single issuer, industrial sector
of the economy or the market as a whole. There is also the risk that the
current interest rate may not accurately reflect existing market rates. For
fixed income securities, market risk is largely, but not exclusively,
influenced by changes in interest rates. A rise in interest rates typically
causes a fall in values, while a fall in rates typically causes a rise in
values. Finally, key information about a security or market may be inaccurate
or unavailable. This is particularly relevant to investments in foreign
securities.
7
<PAGE>
Fund Management
Investment Advisor
Fifth Third Bank, 38 Fountain Square Plaza, Cincinnati, Ohio 45263, serves as
investment advisor to the Fund.
As of September 30, 2000, Fifth Third Bank had approximately $22.2 billion of
assets under management, including approximately $5.3 billion of assets of
Fifth Third Funds.
The management fees paid by the Fund, after voluntary fee waivers, for the
fiscal year ended July 31, 2000 were as follows:
<TABLE>
<CAPTION>
As a percentage of
average net assets
---------------------------------------------------------------
<S> <C>
Fifth Third U.S. Treasury Money Market Fund 0.26%
---------------------------------------------------------------
</TABLE>
Fund Administration
BISYS Fund Services Limited Partnership ("BISYS") serves as the administrator
of the Fund. The administrator generally assists in all aspects of the Fund's
administration and operation, including providing the Fund with certain
administrative personnel and services necessary to operate the Fund, such as
legal and accounting services. BISYS provides these at an annual rate as
specified below.
<TABLE>
<CAPTION>
Maximum Average Aggregate Daily
Administrative Fee Net Assets of the Trust
------------------ -----------------------
<S> <C>
0.20% of the first $1 billion
0.18% of the next $1 billion
0.17% in excess of $2 billion
</TABLE>
BISYS may periodically waive all or a portion of its administrative fee which
will cause the yield of the Fund to be higher than it would otherwise be in the
absence of such a waiver.
Pursuant to a separate agreement with BISYS, Fifth Third Bank performs sub-
administrative services on behalf of the Fund, including providing certain
administrative personnel and services necessary to operate the Fund. Fifth
Third Bank receives a fee from BISYS for providing sub-administrative services
at an annual rate of 0.035% of the average aggregate daily net assets of the
Fund.
8
<PAGE>
Shareholder Information
Purchasing and Selling Fund Shares
Pricing Fund Shares
The price of the Fund's shares is based on the Fund's Net Asset Value (NAV).
The value of each portfolio instrument held by the Fund is determined by using
amortized cost.
Fifth Third U.S. Treasury Money Market Fund calculates its NAV at 1 p.m.
Cincinnati time. The Fund's NAV is calculated each day the New York Stock
Exchange is open for regular trading and the Federal Reserve Bank of Cleveland
is open for business. The Fund will be closed on those days that Fifth Third
Bank is closed and on the following holidays: New Year's Day, Martin Luther
King Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor
Day, Columbus Day, Veterans' Day, Thanksgiving Day and Christmas.
Purchasing and Adding to Your Shares
You may purchase shares on days when the New York Stock Exchange is open for
regular trading and the Federal Reserve Bank of Cleveland is open for business.
Your purchase price will be the next NAV after your purchase order, completed
application and full payment have been received by the Fund or its transfer
agent. All orders must be received by the Fund or its transfer agent by 1 p.m.
(Cincinnati time) in order to receive that day's NAV.
Institutional shares only may be purchased through broker-dealers, investment
advisers, financial planners or other financial institutions which have an
agreement with Fifth Third Bank to place trades for themselves or their clients
for a fee. In order to purchase Institutional shares through one of those
entities, you must have an account with it. That account will be governed by
its own rules and regulations, which may be more stringent than the rules and
regulations governing an investment in the Fund, and you should consult your
account documents for full details. Your shares in the Fund may be held in an
omnibus account in the name of that institution.
The entity through which you are purchasing your shares is responsible for
transmitting the order to the Fund, and it may have an earlier cut-off time for
purchase requests. Consult that entity for specific information. If your
purchase order has been received by the Fund prior to the time designated by
the Fund for receiving orders, you will receive the dividend declared for that
day.
Minimum
Investments
The minimum initial investment in Institutional Shares of
the Fund offered by this Prospectus is $1,000. Subsequent
investments must be in amounts of at least $50. An
institutional investor's minimum investment will be
calculated by combining all accounts it maintains with the
Trust.
All purchases must be in U.S. dollars. A fee may be
charged for any checks that do not clear. Third-party
checks are not accepted.
For details, call 1-800-882-6935.
The Fund may reject a purchase order for any reason.
Avoid 31% Tax Withholding
The Fund is required to withhold 31% of taxable dividends, capital gains
distributions and redemptions paid to any shareholder who has not provided the
Fund with his or her certified Taxpayer Identification Number (your Social
Security Number for individual investors) in compliance with IRS rules. To
avoid this withholding, make sure you provide your correct Tax Identification
Number.
9
<PAGE>
Shareholder Information
Selling Your Shares
You may sell your shares on days when the New York Stock Exchange is open for
regular trading and the Federal Reserve Bank of Cleveland is open for business.
Your sales price will be the next NAV after your sell order is received by the
Fund, its transfer agent, or your investment representative. All orders must be
received by the Fund or its transfer agent prior to the time the Fund
calculates its NAV in order to receive that day's NAV. If your order has been
received by the Fund prior to the time the Fund calculates its NAV, and your
shares have been sold you will not receive the dividend declared for that day.
Normally you will receive your proceeds within a week after your request is
received.
In order to sell your shares, call the broker-dealer, investment adviser,
financial planner or other institution through which you purchased your shares.
Postponement of Redemption Payments
The Fund may delay sending to you redemption proceeds for up to 7 days, or
longer if permitted by the SEC. If you experience difficulty making a telephone
redemption during periods of drastic economic or market change, you can send
your request to the broker-dealer, investment adviser, financial planner or
other institution through which you purchased your shares.
Closing of Small Accounts
If your account falls below $1,000 because of redemptions, the Fund may ask you
to increase your balance. If it is still below the minimum after 30 days, the
Fund may close your account and send you the proceeds at the current NAV.
Exchanging Your Shares
You may exchange Instructions for Exchanging Shares
your Fund shares
for Institutional To exchange your shares, call the broker-dealer,
shares of any investment adviser, financial planner or other
other Fund of the institution through which you purchased your shares for
Trust. No exchange procedures or call 1-800-882-6935.
transaction fees
are charged for
exchanges. Be
sure to read the Notes on Exchanges
Prospectus
carefully of any To prevent disruption in the management of the Fund,
Fund into which market timing strategies and frequent exchange activity
you wish to may be limited by the Fund. Although not anticipated, the
exchange shares. Fund may reject exchanges, or change or terminate rights
to exchange shares at any time.
You must meet the
minimum
investment Shares of the new Fund must be held under the same
requirements for account names with the same registration and tax
the Fund into identification numbers, as the shares of the old Fund.
which you are
exchanging. The Exchange Privilege may be changed or eliminated at
Exchanges from any time.
one Fund to
another are The Exchange Privilege is available only in states where
taxable for shares of the Fund may be sold.
investors subject
to federal or All exchanges are based on the relative net asset value
state income next determined after the exchange order is received by
taxation. the Fund.
10
<PAGE>
Shareholder Information
Dividends and Capital Gains
All dividends and capital gains will be automatically reinvested unless you
request otherwise. You can receive them in cash or by electronic funds transfer
to your bank account if you are not a participant in an IRA account or in a tax
qualified plan. There are no sales charges for reinvested distributions.
Dividends, if any, are declared daily and paid monthly. Capital gains, if any,
are distributed at least annually. The Fund does not expect to pay any capital
gains.
Taxation
Federal Income Tax
The Fund expects to distribute substantially all of its investment income
(including net capital gains and tax-exempt interest income, if any) to its
shareholders. Unless otherwise exempt, shareholders are required to pay federal
income tax on any dividends and other distributions, including capital gains
distributions received. This requirement applies whether dividends and other
distributions are received in cash or as additional shares. Distributions are
taxable to shareholders even if they are paid from income or gains earned by
the Fund before a shareholder's investment (and thus were included in the price
paid).
Any gain from the sale or exchange of Fund shares will generally also be
subject to tax.
This is a brief summary of certain federal income tax consequences relating to
an investment in the Fund, and shareholders are urged to consult their own tax
advisors regarding the taxation of their investments under federal, state and
local laws.
11
<PAGE>
Financial Highlights
The financial highlights table is intended to help you understand the Fund's
financial performance for the past five years or the period of the Fund's
operations, if shorter. Certain information reflects financial results for a
single Fund share. The total returns in the tables represent the rate that an
investor would have earned or lost on an investment in the Fund (assuming
reinvestment of all dividends and distributions). The information for the
period ended July 31, 2000 has been audited by Arthur Andersen LLP, whose
report, along with the Fund's financial statements, are included in the Fund's
annual report, which is available upon request. The information for periods
ended prior to July 31, 2000 has been audited by Ernst & Young LLP.
Fifth Third U.S. Treasury Money Market Fund
Institutional Shares
<TABLE>
<CAPTION>
Year Ended July 31,
------------------------------------------------
2000 1999 1998 1997 1996
Per share data -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of
period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
--------------------------------------------------------------------------------
Income from investment
operations
Net investment income 0.06 0.05 0.05 0.05 0.05
--------------------------------------------------------------------------------
Total from investment
operations 0.06 0.05 0.05 0.05 0.05
--------------------------------------------------------------------------------
Less distributions
Distributions to shareholders
from net investment income (0.06) (0.05) (0.05) (0.05) (0.05)
--------------------------------------------------------------------------------
Total distributions (0.06) (0.05) (0.05) (0.05) (0.05)
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net asset value, end of the
period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Total return 5.40% 4.68% 5.31% 5.11% 5.24%
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Ratios/Supplemental Data
Ratios to Average Net Assets:
Net Expenses 0.38% 0.38% 0.38% 0.42% 0.43%
Net investment income 5.26% 4.57% 5.19% 5.00% 5.10%
Expense waiver/reimbursement
(a) 0.24% 0.24% 0.24% 0.17% 0.12%
--------------------------------------------------------------------------------
Supplemental data
Net assets, end of period
(000s) $871,657 $856,286 $876,089 $539,087 $489,228
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
</TABLE>
(a) This voluntary expense decrease is reflected in both the net expense and
net investment income ratios shown above.
12
<PAGE>
Addresses
--------------------------------------------------------------------------------
Fifth Third U.S. Treasury Money Market Fund Fifth Third Funds
c/o Fifth Third Bank
38 Fountain Square Plaza
Cincinnati, Ohio 45263
--------------------------------------------------------------------------------
Investment Advisor Fifth Third Bank
38 Fountain Square Plaza
Cincinnati, Ohio 45263
--------------------------------------------------------------------------------
Custodian, Transfer Agent, Dividend Disbursing
Agent, and Sub-Administrator Fifth Third Bank
38 Fountain Square Plaza
Cincinnati, Ohio 45263
--------------------------------------------------------------------------------
Distributor, Administrator, and Sub-Transfer
Agent BISYS Fund Services
Limited Partnership
3435 Stelzer Road
Columbus, Ohio 43219
--------------------------------------------------------------------------------
Independent Auditors Arthur Andersen LLP
Suite 1500
425 Walnut Street
Cincinnati, Ohio 45202
--------------------------------------------------------------------------------
<PAGE>
The following additional information is available to you upon request and
without charge.
Annual/Semiannual Reports (Reports):
The Funds' annual and semi-annual reports to shareholders contain additional
information on the Funds' investments.
Statement of Additional Information (SAI): The SAI provides more detailed
information about the Funds, including their operations and investment policies.
It is incorporated by reference and is legally considered a part of this
prospectus.
--------------------------------------------------------------------------------
You can get free copies of Annual and Semi-Annual Reports, the SAI, prospectuses
of other Fifth Third Funds, or request other information and discuss your
questions about the Funds by contacting a broker or other financial institution
that sells the Funds. In addition, you may contact the Funds at:
Fifth Third Funds
c/o Fifth Third Bank
38 Fountain Square Plaza
Cincinnati, Ohio 45263
Telephone: 1-88-799-5353
Internet: http://www.53.com*
------------------
--------------------------------------------------------------------------------
*The Funds' website is not part of this Prospectus.
You can review the Annual and Semi-Annual Reports and the SAI at the Public
Reference Room of the Securities and Exchange Commission. You can get copies:
. For a fee, by writing the Public Reference Section of the Commission,
Washington, D.C. 20549-0102 or calling 1-202-942-8090, or by electronic
request, by e-mailing the SEC at the following address: [email protected].
. At no charge from the Commission's Website at http://www.sec.gov.
[LOGO OF FIFTH THIRD FUNDS]
11/00 Investment Company Act file no. 811-5669
