FIRSTAR STELLAR FUNDS
497, 1999-05-20
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Firstar Stellar Growth Equity Fund
Firstar Stellar Relative Value Fund
Firstar Stellar Fund
Firstar Stellar Capital Appreciation Fund
Firstar Stellar International Equity Fund
                                                                    May 20, 1999

                          Supplement to the Prospectus
                              dated March 31, 1998

We are pleased to announce that the Firstar Stellar International Equity Fund
and the Firstar Stellar Fund have a new portfolio manager.  Mr. Donald L. Keller
has agreed take over management of the two funds.

The prospectus is amended as follows:

Page 19

Under the subheading  "Portfolio Mangers" please replace the paragraph regarding
Mr. Keller with the following:

         Donald L. Keller, Senior Vice President and Chief Investment Officer of
         Firstar Bank since 1998,  has been  employed by Firstar Bank in various
         capacities  since 1982.  Mr.  Keller has managed the Growth Equity Fund
         since its  inception in October  1994.  He managed the domestic  equity
         securities  component of the Stellar Fund from its inception in October
         1991 through  December  1995. Mr. Keller became the lead manager of the
         Stellar Fund in May 1999.  Mr.  Keller also  supported the domestic and
         international   equity   and  fixed   income   components   of  Capital
         Appreciation  Fund from its  inception  in June 1994  through  December
         1995.  He became the lead manager of the Capital  Appreciation  Fund in
         March 1999. In May 1999, Mr. Keller became the portfolio manager of the
         International  Equity Fund.  Mr.  Keller  earned a Bachelor of Business
         Administration  Degree in Finance and Accounting from the University of
         Cincinnati.   He  also  earned  his  Masters  in  Finance  from  Xavier
         University.



Page 20

The first paragraph regarding T. Andrew Jones is deleted.




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