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M.S.D. & T. FUNDS, INC.
(THE "COMPANY")
GROWTH & INCOME FUND
EQUITY INCOME FUND
EQUITY GROWTH FUND
INTERNATIONAL EQUITY FUND
DIVERSIFIED REAL ESTATE FUND
SUPPLEMENT DATED MAY 31, 2000
TO PROSPECTUS DATED SEPTEMBER 28, 1999
PORTFOLIO MANAGER CHANGE - EQUITY INCOME FUND
The sidebar entitled "Portfolio Manager" on page 5 of the Prospectus is
amended to read as follows:
The Fund is managed by George S. Michaels, C.F.A. Mr. Michaels, Senior
Vice President of Mercantile, has managed institutional equity portfolios at
Mercantile for over 30 years. Mr. Michaels has managed the Fund since March 27,
2000.
PORTFOLIO MANAGER CHANGE - EQUITY GROWTH FUND
Effective March 27, 2000, Christopher G. Frink, C.F.A. is the person
primarily responsible for the day-to-day management of the Fund. See the
sidebar entitled "Portfolio Manager" on page 6 of the Prospectus for information
on Mr. Frink.
CHANGE IN CAPITAL GAIN DISTRIBUTION POLICY
The table entitled "Distribution Schedule" in the section entitled
"Dividends and Distributions" on page 20 of the Prospectus is revised to provide
that capital gains normally will be declared and paid at least semi-annually.
