Expedition Equity Fund
Expedition Equity Income Fund
Expedition Investment
Grade Bond Fund
Expedition Tax-Free Investment
Grade Bond Fund
Investment Shares-Class A
Investment Shares-Class B
Institutional Shares
March 1, 2000
(LOGO) [Graphic Omitted] Expedition Funds (R)
Investment Adviser: COMPASS BANK
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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About This Prospectus
[Binocular Graphic Omitted]
EXPEDITION FUNDS is a mutual fund family that offers shares in separate
investment portfolios (Funds). The Funds have individual investment goals and
strategies. This prospectus gives you important information about the Investment
Shares-Class A (Class A Shares), Investment Shares-Class B (Class B Shares) and
Institutional Shares of the Expedition Equity Fund, Expedition Equity Income
Fund, Expedition Investment Grade Bond Fund and Expedition Tax-Free Investment
Grade Bond Fund that you should know before investing. Please read this
prospectus and keep it for future reference.
Expedition Funds also offers shares of the Expedition Money Market Fund and
Expedition Tax-Free Money Market Fund in separate prospectuses which are
available by calling 1-800-992-2085.
THIS PROSPECTUS HAS BEEN ARRANGED INTO DIFFERENT SECTIONS SO THAT YOU CAN EASILY
REVIEW THIS IMPORTANT INFORMATION. ON THE NEXT PAGE, THERE IS SOME GENERAL
INFORMATION YOU SHOULD KNOW ABOUT RISK AND RETURN THAT IS COMMON TO EACH OF THE
FUNDS. FOR MORE DETAILED INFORMATION ABOUT THE FUNDS, PLEASE SEE:
PAGE
Expedition Equity Fund 2
Expedition Equity Income Fund 8
Expedition Investment Grade Bond Fund 12
Expedition Tax Free Investment Grade Bond Fund 18
More Information About Risk 22
More Information About Fund Investments 23
Investment Adviser 24
Purchasing, Selling And Exchanging Fund Shares 26
Distribution of Fund Shares 36
Dividends and Distributions 37
Taxes 37
Financial Highlights 38
How To Obtain More Information About
The Expedition Funds Back Cover
Shares of the Expedition Funds are not deposits of or obligations of, or
guaranteed or endorsed by Compass Bank, Compass Bancshares, Inc. or any of their
affiliates, or any bank, and are not obligations of, guaranteed by or insured by
the U.S. Government, the Federal Deposit Insurance Corporation, the Federal
Reserve Board, or any other government agency.
An investment in shares of the Funds involves investment risk, including
the possible loss of all or a portion of the principal invested, and the
investment return and value of shares of the Funds will fluctuate so that an
investment, when liquidated, may be worth more or less than the original cost.
Compass Bank serves as investment adviser and custodian to the Expedition
Funds, and Compass Bank and various of its affiliates may provide various
services to the Funds, for which investment advisory, custodian and other
services Compass Bank and/or such other affiliates are entitled to receive
compensation.
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Risk/Return Information Common To The Funds
EACH FUND IS A MUTUAL FUND. A mutual fund pools shareholders' money and, using
professional investment managers, invests it in securities.
Each Fund has an investment goal and strategies for reaching that goal. The
investment managers invest Fund assets in a way that they believe will help a
Fund achieve its goal. Still, investing in a Fund involves risk and there is no
guarantee that a Fund will achieve its goal. An investment manager's judgments
about the markets, the economy, or companies may not anticipate actual market
movements, economic conditions or company performance, and these judgments may
affect the return on your investment. In fact, no matter how good a job an
investment manager does, you could lose money on your investment in a Fund, just
as you could with other INVESTMENTS. AN INVESTMENT IN EITHER FUND IS NOT A
DEPOSIT OF COMPASS BANK AND IS NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT
INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
The value of your investment in a Fund is based on the market prices of the
securities the Fund holds. These prices change daily due to economic and other
events that affect particular companies and other issuers. These price
movements, sometimes called volatility, may be greater or lesser depending on
the types of securities a Fund owns and the markets in which they trade. The
estimated volatility for each Fund is set forth in the fund summaries that
follow. The effect on a Fund of a change in the value of a single security will
depend on how widely the Fund diversifies its holdings.
1
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Expedition Equity Fund
[Folder Graphic Omitted]
FUND SUMMARY
- --------------------------------------------------------------------------------
Investment Goal Growth of capital with a secondary objective of income
- --------------------------------------------------------------------------------
Investment Focus Common stocks issued by large and medium sized
U.S. companies
- --------------------------------------------------------------------------------
Share Price Volatility Medium
- --------------------------------------------------------------------------------
Principal Investment
Strategy Investing in a blended portfolio of both growth
and value stocks
- --------------------------------------------------------------------------------
Investor Profile Long-term investors who want growth of capital and
dividend income, and are willing to accept the risks
of equity investing
[Binoculars Graphic Omitted]
INVESTMENT STRATEGY OF THE
EXPEDITION EQUITY FUND
The Fund invests primarily (at least 80% of its total assets) in common stocks
issued by U.S. companies with medium to large market capitalizations (in excess
of $1 billion) that the Adviser believes are attractively valued and have
favorable long-term growth potential. The Fund generally seeks to diversify its
investments across all major industry sectors. The Adviser's investment
selection process begins with the use of quantitative screening techniques to
evaluate securities based on both value characteristics (i.e., whether a
company's stock market value is attractive relative to historical earnings and
its prospects for future earnings and dividend growth) and momentum
characteristics (such as changes in a company's earnings per share estimates).
The Adviser then analyzes the fundamental characteristics of these companies to
evaluate which companies hold the best prospects for future growth. These growth
characteristics include factors such as above average sales or earnings growth,
pricing flexibility, and superior margins and profitability trends compared to a
company's industry peers.
The Adviser monitors the companies owned by the Fund and may sell a security
when there is a fundamental change in a company's outlook or when better
opportunities are available within that industry sector. By blending these value
and growth criteria, the Adviser attempts to lessen the Fund's volatility and
avoid the cycles in performance associated with "style specific" investment
management.
2
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[Life Preserver Graphic Omitted]
PRINCIPAL RISKS OF INVESTING IN THE EXPEDITION EQUITY FUND
Since it purchases common stocks, the Fund is subject to the risk that stock
prices will fall over short or extended periods of time. Historically, the
equity markets have moved in cycles, and the value of the Fund's equity
securities may fluctuate drastically from day-to-day. Individual companies may
report poor results or be negatively affected by industry and/or economic trends
and developments. The prices of securities issued by such companies may suffer a
decline in response. These factors contribute to price volatility, which is the
principal risk of investing in the Fund.
The medium capitalization companies the Fund invests in may be more
vulnerable to adverse business or economic events than larger, more established
companies. In particular, these medium sized companies may have limited product
lines, markets and financial resources, and may depend upon a relatively small
management group. Therefore, medium capitalization stocks may be more volatile
than those of larger companies.
The Fund is also subject to the risk that its investment approach, which
seeks to identify common stocks with both growth and value characteristics, may
cause it to perform differently than funds that target a specific equity market
segment or that invest in other asset classes.
3
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[Bulls Eye Graphic Omitted]
PERFORMANCE INFORMATION
The bar chart and the performance table below illustrate the risks and
volatility of an investment in the Fund. Of course, the Fund's past performance
does not necessarily indicate how the Fund will perform in the future.
The periods prior to June 13, 1997, when the Fund began operating, represent
the performance of the Adviser's similarly managed predecessor common trust
fund. This past performance has been adjusted to reflect expenses for the
Institutional Shares of the Fund. The Adviser's common trust fund was not a
registered mutual fund so it was not subject to the same investment and tax
restrictions as the Fund. If it had been, the common trust fund's performance
may have been lower.
This bar chart shows changes in the performance of the Fund's Institutional
Shares from year to year.*
[BAR CHART OMITTED]
[PERCENTAGES FOLLOW]
1994 1995 1996 1997 1998 1999
(1.20%) 25.78% 18.61% 31.33% 28.49% 26.37%
BEST QUARTER WORST QUARTER
23.47% (12.09%)
(12/31/98) (09/30/98)
* THE PERFORMANCE INFORMATION SHOWN ABOVE IS BASED ON A CALENDAR YEAR.
4
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EXPEDITION EQUITY FUND
This table compares the Fund's average annual total returns for the periods
ended December 31, 1999 to those of the S&P 500 Index, S&P MidCap 400 Index and
the Lipper Large-Cap Core Funds Classification.
Equity Fund 1 Year 5 Years Since Inception
- --------------------------------------------------------------------------------
Institutional Shares 26.37% 26.04%* 20.23%*
- --------------------------------------------------------------------------------
Class A Shares 20.84% 24.90%** 19.36%**
- --------------------------------------------------------------------------------
Class B Shares 20.08% 25.66%*** 19.99%***
- --------------------------------------------------------------------------------
S&P 500 Index 21.04% 28.55% 22.89%+
- --------------------------------------------------------------------------------
S&P MidCap 400 Index 14.72% 23.04% 18.05%+
- --------------------------------------------------------------------------------
Lipper Large-Cap Core Funds
Classification 22.30% 25.53% 19.91%+
- --------------------------------------------------------------------------------
* Institutional Shares of the Fund were offered beginning June 13, 1997. The
performance information shown prior to that date represents performance of
the Adviser's similarly managed common trust fund which commenced
operations on October 13, 1993. The performance of the common trust fund
has been adjusted to reflect the expenses applicable to Institutional
Shares.
** Class A Shares of the Fund were offered beginning November 24, 1997. The
performance information shown prior to that date represents performance of
Institutional Class Shares, which were offered June 13, 1997. The
performance of Institutional Shares has been adjusted for the sales charge
applicable to Class A Shares, but does not reflect the Class A Shares'
Rule 12b-1 fees. Had that adjustment been made, performance would be
lower than that shown.
*** Class B Shares of the Fund were offered beginning November 16, 1998. The
performance information shown prior to that date represents performance
of Institutional Shares, which were offered June 13, 1997. The
performance of the Institutional Shares has been adjusted for the maximum
contingent deferred sales charge applicable to Class B Shares but has not
been adjusted to reflect the Class B Shares' higher Rule 12b-1 fees. Had
that adjustment been made, performance would be lower than that shown.
+ Since October 31, 1993.
[Graph Graphic Omitted]
WHAT IS AN INDEX?
An index measures the market prices of a specific group of securities in a
particular market or securities in a market sector. You cannot invest directly
in an index. Unlike a mutual fund, an index does not have an investment adviser
and does not pay any commissions or expenses. If an index had expenses, its
performance would be lower. The S&P 500 Index is a widely-recognized, market
value-weighted (higher market value stocks have more influence than lower market
value stocks) index of 500 stocks designed to mimic the overall equity market's
industry weightings. The S&P MidCap 400 Index is a widely-recognized,
capitalization-weighted (companies with larger market capitalizations have more
influence than those with smaller market capitalizations) index of 400 domestic
mid-cap stocks chosen for market size, liquidity, and industry group
representation.
WHAT IS AN AVERAGE?
An average is a composite of mutual funds with similar investment goals.
The Lipper Large-Cap Core Funds Classification is a widely-recognized average of
mutual funds which invest in large-cap equity securities.
5
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EXPEDITION EQUITY FUND
[Dollar Sign Graphic Omitted]
FUND FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and hold
Fund shares.
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Class A Class B Institutional
Shares Shares Shares
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed on 4.00% None None
Purchases (as a percentage of offering price)*
- --------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as a None 5.00% None
percentage of net asset value)**
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed on None None None
Reinvested Dividends and other Distributions
(as a percentage of offering price)
- --------------------------------------------------------------------------------
Redemption Fee (as a percentage of amount
redeemed, if applicable) None None None
- --------------------------------------------------------------------------------
Exchange Fee None None None
- --------------------------------------------------------------------------------
* THIS SALES CHARGE VARIES DEPENDING UPON HOW MUCH YOU INVEST. SEE "FRONT-END
SALES CHARGES - CLASS A SHARES."
** THIS SALES CHARGE IS IMPOSED IF YOU SELL CLASS B SHARES WITHIN ONE YEAR OF
YOUR PURCHASE AND DECREASES OVER TIME, DEPENDING ON HOW LONG YOU OWN YOUR
SHARES. SEE "CONTINGENT DEFERRED SALES CHARGES CLASS B SHARES."
ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)
Class A Class B Institutional
Shares Shares Shares
- --------------------------------------------------------------------------------
Management Fees .75% .75% .75%
- --------------------------------------------------------------------------------
Distribution and Service (12b-1) Fees .25% 1.00% None
- --------------------------------------------------------------------------------
Other Expenses .30% .30% .30%
- --------------------------------------------------------------------------------
Total Annual Fund Operating Expenses 1.30% 2.05% 1.05%
- --------------------------------------------------------------------------------
For more information about these fees, see "Investment Adviser" and
"Distribution of Fund Shares."
6
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EXPEDITION EQUITY FUND
EXAMPLE
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated.
The Example also assumes that each year your investment has a 5% return,
Fund operating expenses remain the same and you reinvest all dividends and
distributions. Although your actual costs and returns might be different, your
approximate costs of investing $10,000 in the Fund would be:
IF YOU SELL YOUR SHARES AT THE END OF THE PERIOD:
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
Institutional Shares $107 $334 $579 $1,283
- --------------------------------------------------------------------------------
Class A Shares $527 $796 $1,084 $1,905
- --------------------------------------------------------------------------------
Class B Shares $708 $943 $1,203 $2,184*
- --------------------------------------------------------------------------------
IF YOU DO NOT SELL YOUR SHARES AT THE END OF THE PERIOD:
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
Institutional Shares $107 $334 $579 $1,283
- --------------------------------------------------------------------------------
Class A Shares $527 $796 $1,084 $1,905
- --------------------------------------------------------------------------------
Class B Shares $208 $643 $1,103 $2,184*
- --------------------------------------------------------------------------------
* CLASS B SHARES AUTOMATICALLY CONVERT TO CLASS A SHARES AFTER EIGHT YEARS.
7
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EXPEDITION EQUITY INCOME FUND
[Folder Graphic Omitted]
FUND SUMMARY
- --------------------------------------------------------------------------------
Investment Goal Long-term growth of capital, with an emphasis on
current income
- --------------------------------------------------------------------------------
Investment Focus Dividend-paying common stocks issued by large and
medium sized U.S. companies
- --------------------------------------------------------------------------------
Share Price Volatility Medium
- --------------------------------------------------------------------------------
Principal Investment
Strategy Investing in stocks which have potential for capital
appreciation and an above-average dividend yield
relative to the Standard & Poor's 500 Index (S&P 500)
- --------------------------------------------------------------------------------
Investor Profile Long-term investors who want growth of capital and
income and who can tolerate share price volatility
- --------------------------------------------------------------------------------
[Binoculars Graphic Omitted]
INVESTMENT STRATEGY OF THE EXPEDITION EQUITY INCOME FUND
The Fund invests primarily (at least 65% of its total assets) in dividend-paying
common stocks and other equity securities including preferred stock and
convertible securities, issued by U.S. companies with medium to large market
capitalization (in excess of $1 billion) that the Adviser believes are
attractively valued, relative to historical earnings and dividend trends, and
offer potential for moderate long-term growth. The Adviser analyzes a company's
appreciation potential based on factors such as sales or earnings growth,
pricing flexibility, and profitability trends compared to a company's industry
peers. The Fund generally seeks to diversify its investments across all major
industry sectors.
The Fund pursues the income portion of its investment goal by choosing
stocks of those companies that have historical dividend yields which are higher
than the dividend yield of the average company in the S&P 500, or which the
Adviser believes have the ability to grow their dividends in future years. The
Fund expects to hold more stocks with value characteristics (i.e., whether a
company's stock market value is attractive relative to historical earnings and
its prospects for future earnings and dividend growth) than growth
characteristics because value stocks typically pay higher dividends.
The Adviser monitors the companies held by the Fund and may sell a security
when it achieves a designated price target, there is a fundamental change in a
company's prospects or better investment opportunities become available.
8
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[Life Preserver Graphic Omitted]
PRINCIPAL RISKS OF INVESTING IN THE EXPEDITION EQUITY INCOME FUND
Since it purchases equity securities, the Fund is subject to the risk that stock
prices will fall over short or extended periods of time. Historically, the
equity markets have moved in cycles, and the value of the Fund's equity
securities may fluctuate drastically from day-to-day. Individual companies may
report poor results or be negatively affected by industry and/or economic trends
and developments. The prices of securities issued by such companies may suffer a
decline in response. These factors contribute to price volatility, which is the
principal risk of investing in the Fund.
The Fund also invests in preferred stocks which have characteristics of both
equity and fixed income securities. Since preferred stocks receive their income
in a fixed or variable stream of dividends, their value tends to decrease if
interest rates rise and vice versa. Also, like common stock, preferred stock's
value is subject to short- or long-term fluctuations of stock prices in general.
Unlike with fixed income securities, a company which issues preferred stock is
under no obligation to pay dividends to the shareholder (although most preferred
stock dividends accumulate and must be paid at a later date before common
dividends). Although preferred stocks do evidence ownership in a company,
preferred stocks usually do not carry any voting rights.
Companies which have historically paid dividends may discontinue dividend
payments or pay dividends at lower levels. This may affect the Fund's ability to
produce current income.
The medium capitalization companies the Fund invests in may be more
vulnerable to adverse business or economic events than larger, more established
companies. In particular, these medium sized companies may have limited product
lines, markets and financial resources, and may depend upon a relatively small
management group. Therefore, medium capitalization stocks may be more volatile
than those of larger companies.
The convertible securities the Fund invests in have characteristics of both
fixed income and equity securities. The value of securities convertible into
equity securities are subject to equity risks, because the value of the
convertible security tends to move with the market value of the underlying
stock, as well as fixed income risks such as prevailing interest rates, the
credit quality of the issuer and any call provisions of the issue.
The Fund is also subject to the risk that its investment approach, which
seeks to identify dividend-paying equity securities with both growth and value
characteristics, may cause it to perform differently than funds that target a
specific equity market segment or that invest in other asset classes.
9
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EXPEDITION EQUITY INCOME FUND
[Bulls Eye Graphic Omitted]
PERFORMANCE INFORMATION
The Fund had not yet commenced operations and did, therefore, not have a full
calendar year of performance information at the time this prospectus was
printed.
[Dollar Sign Graphic Omitted]
FUND FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and hold
Fund shares.
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Class A Class B Institutional
Shares Shares Shares
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed on 4.00% None None
Purchases (as a percentage of offering price)*
- --------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as a None 5.00% None
percentage of net asset value)**
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed on None None None
Reinvested Dividends and other Distributions
(as a percentage of offering price)
- --------------------------------------------------------------------------------
Redemption Fee (as a percentage of amount
redeemed, if applicable) None None None
- --------------------------------------------------------------------------------
Exchange Fee None None None
- --------------------------------------------------------------------------------
* THIS SALES CHARGE VARIES DEPENDING UPON HOW MUCH YOU INVEST. SEE "FRONT-END
SALES CHARGES - CLASS A SHARES."
** THIS SALES CHARGE IS IMPOSED IF YOU SELL CLASS B SHARES WITHIN ONE YEAR OF
YOUR PURCHASE AND DECREASES OVER TIME, DEPENDING ON HOW LONG YOU OWN YOUR
SHARES. SEE "CONTINGENT DEFERRED SALES CHARGES - CLASS B SHARES."
ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)
Class A Class B Institutional
Shares Shares Shares
- --------------------------------------------------------------------------------
Management Fees .75% .75% .75%
- --------------------------------------------------------------------------------
Distribution and Service (12b-1) Fees .25% 1.00% None
- --------------------------------------------------------------------------------
Other Expenses .50% .50% .50%
- --------------------------------------------------------------------------------
Total Annual Fund Operating Expenses 1.50% 2.25% 1.25%
- --------------------------------------------------------------------------------
For more information about these fees, see "Investment Adviser" and
"Distribution of Fund Shares."
10
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EXPEDITION EQUITY INCOME FUND
EXAMPLE
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated.
The Example also assumes that each year your investment has a 5% return,
Fund operating expenses remain the same, and you reinvest all dividends and
distributions. Although your actual costs and returns might be different, your
estimated costs of investing $10,000 in the Fund would be:
IF YOU SELL YOUR SHARES AT THE END OF THE PERIOD:
1 Year 3 Years
- --------------------------------------------------------------------------------
Institutional Shares $127 $ 397
- --------------------------------------------------------------------------------
Class A Shares $547 $ 855
- --------------------------------------------------------------------------------
Class B Shares $728 $1,003
- --------------------------------------------------------------------------------
IF YOU DO NOT SELL YOUR SHARES AT THE END OF THE PERIOD:
1 Year 3 Years
- --------------------------------------------------------------------------------
Institutional Shares $127 $397
- --------------------------------------------------------------------------------
Class A Shares $547 $855
- --------------------------------------------------------------------------------
Class B Shares $228 $703
- --------------------------------------------------------------------------------
11
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EXPEDITION INVESTMENT GRADE BOND FUND
(FORMERLY EXPEDITION BOND FUND)
[Folder Graphic Omitted]
FUND SUMMARY
- --------------------------------------------------------------------------------
Investment Goal Current income
- --------------------------------------------------------------------------------
Investment Focus High grade bonds and other fixed income securities
- --------------------------------------------------------------------------------
Share Price Volatility Low to medium
- --------------------------------------------------------------------------------
Principal Investment Investing in U.S. dollar denominated bonds and
Strategy other fixed income securities
- --------------------------------------------------------------------------------
Investor Profile Investors who want current income, and who are
willing to accept the risks of owning a portfolio
of fixed income securities
- --------------------------------------------------------------------------------
[Binoculars Graphic Omitted]
INVESTMENT STRATEGY OF THE EXPEDITION INVESTMENT GRADE BOND FUND
The Fund invests primarily (at least 65% of its total assets) in bonds and may
invest in other fixed income securities issued by the U.S. government and its
agencies and instrumentalities, including mortgage-backed securities, as well as
in U.S. corporate fixed income securities. All such instruments must be
denominated in U.S. dollars and must be rated "A" or better by one or more
nationally recognized statistical rating organization(s) at the time of
purchase.
The Adviser's investment selection process begins with a top-down analysis
of general economic conditions to determine how the Fund's investments will be
weighted between the U.S. Treasury, government agency and corporate sectors. The
Adviser maintains a relatively "duration neutral" posture, meaning it does not
attempt to anticipate future interest rate changes and does not significantly
adjust the duration of the Fund. The Fund's average weighted maturity will be
maintained at 3 to 7 years. The individual maturity is limited to 10 years for
all securities, except mortgage backed securities, which have no individual
maturity limit. The Adviser conducts credit analysis of the corporate issues it
buys and diversifies the Fund's investments in corporate debt among the major
industry sectors. The Adviser monitors the sector weighting of the Fund and may
sell a security when there is a fundamental change in a company's or sector's
outlook or when better opportunities become available. If a security's credit
rating is downgraded, the Adviser will promptly review that security and take
appropriate action, including the possible sale of that security.
12
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EXPEDITION INVESTMENT GRADE BOND FUND
[LIFE PRESERVER GRAPHIC OMITTED]
PRINCIPAL RISKS OF INVESTING IN THE EXPEDITION INVESTMENT GRADE BOND FUND
The prices of the Fund's fixed income securities respond to economic
developments, particularly interest rate changes, as well as to perceptions
about the creditworthiness of individual issuers. Generally, the Fund's fixed
income securities will decrease in value if interest rates rise and vice versa,
and the volatility of lower rated securities is even greater than that of higher
rated securities. Also, longer-term securities are generally more volatile, so
the average maturity or duration of these securities affects risk.
The mortgages underlying mortgage-backed securities may be paid off early,
which makes it difficult to determine their actual maturity and therefore
calculate how they will respond to changes in interest rates. The Fund may have
to reinvest prepaid amounts at lower interest rates. This risk of prepayment is
an additional risk of mortgage-backed securities.
Although the Fund's U.S. government securities are considered to be among
the safest investments, they are not guaranteed against price movements due to
changing interest rates. Obligations issued by some U.S. government agencies are
backed by the U.S. Treasury, while others are backed solely by the ability of
the agency to borrow from the U.S. Treasury or by the agency's own resources.
The Fund is also subject to the risk that its investment approach, which
focuses on a blend of U.S. government and U.S. corporate fixed income
securities, may cause it to perform differently than funds that target other
fixed income market segments or that invest in other asset classes.
13
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EXPEDITION INVESTMENT GRADE BOND FUN
[BULLS EYE GRAPHIC OMITTED]
The bar chart and the performance table below illustrate the risks and
volatility of an investment in the Fund. Of course, the Fund's past performance
does not necessarily indicate how the Fund will perform in the future.
This bar chart shows changes in the performance of the Fund's Class A Shares
from year to year. The chart does not reflect sales charges. If sales charges
had been reflected, returns would be less than those shown below.*
[BAR CHART OMITTED]
[PERCENTAGES FOLLOW]
1993 1994 1995 1996 1997 1998 1999
6.73% (1.51%) 12.52% 2.76% 6.76% 7.44% (0.83%)
BEST QUARTER WORST QUARTER
4.39% (2.42%)
(9/30/98) (03/31/94)
* THE PERFORMANCE INFORMATION SHOWN ABOVE IS BASED ON A CALENDAR YEAR.
14
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EXPEDITION INVESTMENT GRADE BOND FUND
This table compares the Fund's average annual total returns for the periods
ended December 31, 1999 to those of the Lehman Brothers Intermediate Government/
Corporate Bond Index and the Lipper Short/Intermediate Government Bond Average.
Expedition Investment Grade Bond Fund 1 Year 5 years Since Inception
- --------------------------------------------------------------------------------
Institutional Shares (0.68)% 5.74%*** 5.27%***
- --------------------------------------------------------------------------------
Class A Shares (4.80)% 4.77% 4.65%*
- --------------------------------------------------------------------------------
Class B Shares (6.16)% 5.81%** 5.42%**
- --------------------------------------------------------------------------------
Lehman Brothers Intermediate Government/ 0.39% 7.09% 6.42%+
Corporate Bond Index
- --------------------------------------------------------------------------------
Lipper Short/Intermediate Government
Bond Average 0.64% 6.00% 5.37%+
- --------------------------------------------------------------------------------
* Since April 20, 1992.
** Class B Shares were offered beginning November 16, 1998. The performance
information shown prior to that represents performance of Class A Shares,
which were offered beginning April 20, 1992. Class A Shares' performance
has been adjusted in year one to reflect Class B Shares' maximum
contingent deferred sales charge, but has not been adjusted to reflect
Class B Shares' higher Rule 12b-1 fees. Had that adjustment been made,
performance would be lower than that shown.
*** Institutional Class Shares were offered beginning June 16, 1997. The
performance information shown prior to that represents performance of
Class A Shares, which were offered beginning April 20, 1992. Class A Shares'
performance reflects the maximum front-end sales charge and reflects
Class A Shares' Rule 12b-1 fees neither of which applies to Institutional
Shares.
+ Since April 30, 1992
[Graph Graphic Omitted] WHAT IS AN INDEX?
An index measures the market prices of a specific group of securities in a
particular market or securities in a market sector. You cannot invest directly
in an index. Unlike a mutual fund, an index does not have an investment adviser
and does not pay any commissions or expenses. If an index had expenses, its
performance would be lower. The Lehman Brothers Intermediate
Government/Corporate Bond Index is a widely-recognized,
market value-weighted (higher market value bonds have more influence than
lower market value bonds) index of U.S. Treasury securities, U.S. government
agency obligations, corporate debt backed by the U.S. government,
fixed-rate nonconvertible corporate debt securities, Yankee bonds and
nonconvertible debt securities issued by or guaranteed by foreign governments
and agencies. All securities in the index are rated investment grade (BBB)
or higher, with maturities of 1 to 10 years.
WHAT IS AN AVERAGE?
An average is a composite of mutual funds with similar investment goals. The
Lipper Short/Intermediate Government Bond Average is a widely recognized
average of mutual funds which invest in fixed income obligations of the U.S.
Government, with maturities of one to five years.
15
<PAGE>
EXPEDITION INVESTMENT GRADE BOND FUND
[Dollar Sign Graphic Omitted]
FUND FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and hold
Fund shares.
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Class A Class B Institutional
Shares Shares Shares
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed 4.00% None None
on Purchases (as a percentage of offering price)*
- --------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) None 5.00% None
(as a percentage of net asset value)**
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed on None None None
Reinvested Dividends and other Distributions
(as a percentage of offering price)
- --------------------------------------------------------------------------------
Redemption Fee (as a percentage of amount
redeemed, if applicable) None None None
- --------------------------------------------------------------------------------
Exchange Fee None None None
- --------------------------------------------------------------------------------
* THIS SALES CHARGE VARIES DEPENDING UPON HOW MUCH YOU INVEST. SEE "FRONT-END
SALES CHARGES - CLASS A SHARES."
** THIS SALES CHARGE IS IMPOSED IF YOU SELL CLASS B SHARES WITHIN ONE YEAR OF
YOUR PURCHASE AND DECREASES OVER TIME, DEPENDING ON HOW LONG YOU OWN YOUR
SHARES. SEE "CONTINGENT DEFERRED SALES CHARGES - CLASS B SHARES."
ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)*
Class A Class B Institutional
Shares Shares Shares
- --------------------------------------------------------------------------------
Management Fees .50% .50% .50%
- --------------------------------------------------------------------------------
Distribution and Service (12b-1) Fees .25% 1.00% None
- --------------------------------------------------------------------------------
Other Expenses .40% .40% .40%
- --------------------------------------------------------------------------------
Total Annual Fund Operating Expenses 1.15% 1.90% .90%
- --------------------------------------------------------------------------------
* THE FUND'S TOTAL ACTUAL ANNUAL OPERATING EXPENSES SHOULD BE LESS THAN THE
AMOUNT SHOWN BECAUSE THE ADVISER INTENDS TO WAIVE 0.10% OF ITS FEES. THIS
FEE WAIVER REMAINS IN PLACE AS OF THE DATE OF THIS PROSPECTUS, BUT THE
ADVISER MAY DISCONTINUE ALL OR PART OF ITS WAIVER AT ANY TIME. WITH THIS
FEE WAIVER, THE FUND'S ACTUAL TOTAL ANNUAL OPERATING EXPENSES ARE EXPECTED
TO BE:
CLASS A SHARES 1.05%
CLASS B SHARES 1.80%
INSTITUTIONAL SHARES .80%
For more information about these fees, see "Investment Adviser" and
"Distribution of Fund Shares."
16
<PAGE>
EXPEDITION INVESTMENT GRADE BOND FUND
EXAMPLE
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated.
The Example also assumes that each year your investment has a 5% return,
Fund operating expenses remain the same and you reinvest all dividends and
distributions. Although your actual costs and returns might be different, your
approximate costs of investing $10,000 in the Fund would be:
IF YOU SELL YOUR SHARES AT THE END OF THE PERIOD:
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
Institutional Shares $ 92 $287 $ 498 $1,108
- --------------------------------------------------------------------------------
Class A Shares $513 $751 $1,008 $1,742
- --------------------------------------------------------------------------------
Class B Shares $693 $897 $1,126 $2,025*
- --------------------------------------------------------------------------------
IF YOU DO NOT SELL YOUR SHARES AT THE END OF THE PERIOD:
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
Institutional Shares $ 92 $287 $ 498 $1,108
- --------------------------------------------------------------------------------
Class A Shares $513 $751 $1,008 $1,742
- --------------------------------------------------------------------------------
Class B Shares $193 $597 $1,026 $2,025*
- --------------------------------------------------------------------------------
* CLASS B SHARES AUTOMATICALLY CONVERT TO CLASS A SHARES AFTER EIGHT YEARS.
17
<PAGE>
EXPEDITION TAX-FREE INVESTMENT GRADE BOND FUND
[Folder Graphic Omitted]
FUND SUMMARY
- --------------------------------------------------------------------------------
Investment Goal Current income exempt from Federal income tax
- --------------------------------------------------------------------------------
Investment Focus High grade municipal bonds and other fixed income
securities
- --------------------------------------------------------------------------------
Share Price Volatility Medium
- --------------------------------------------------------------------------------
Principal Investment Investing in municipal obligations which pay interest
Strategy that is exempt from Federal income tax
- --------------------------------------------------------------------------------
Investor Profile Taxable investors who want current income exempt from
Federal income tax and who are willing to accept the
risks of owning a portfolio of municipal securities
- --------------------------------------------------------------------------------
[Binoculars Graphic Omitted]
INVESTMENT STRATEGY OF THE EXPEDITION
TAX-FREE INVESTMENT GRADE BOND FUND
The Fund invests substantially all (at least 80% of net assets) of its assets in
municipal securities that generate income exempt from Federal income tax. These
securities include securities of municipal issuers located in any of the fifty
states, the District of Columbia, Puerto Rico and other U.S. territories and
possessions. All such investments must be rated "A" or better by one or more
nationally recognized rating organizations at the time of purchase. In selecting
securities for the Fund, the Adviser will consider each security's
creditworthiness, yield relative to comparable issuers and maturities,
appreciation potential and liquidity. The Fund's average weighted maturity will
be maintained at 15 years or less. If a security's credit rating is downgraded
to below "A", the adviser will promptly review that security and take
appropriate action, including the possible sale of that security. The Adviser
monitors the securities held by the Fund and may sell a security to adjust the
maturity of the Fund or when better opportunities become available or if
liquidity is needed. It is a fundamental policy of the Fund to invest at least
80% of its net assets in securities that are not subject to Federal tax, but it
may invest up to 20% of its total assets in other fixed-income securities,
including taxable securities. This policy cannot be changed without shareholder
approval. The Fund will not purchase securities that pay interest subject to the
alternative minimum tax.
18
<PAGE>
EXPEDITION TAX-FREE INVESTMENT GRADE BOND FUND
[Life Saver Graphic Omitted]
PRINCIPAL RISKS OF INVESTING IN THE EXPEDITION EQUITY FUND
The prices of the Fund's fixed income securities respond to economic
developments, particularly interest rate changes, as well as to perceptions
about the creditworthiness of individual issuers including governments.
Generally, the Fund's fixed income securities will decrease in value if interest
rates rise and vice versa, and the volatility of lower rated securities is even
greater than that of higher rated securities. Also, longer-term securities are
generally more volatile, so the average maturity or duration of these securities
affects risk. Fixed income securities are also subject to credit risk, which is
the possibility that an issuer will be unable to make timely payments of either
principal or interest.
There may be economic or political changes that impact the ability of
municipal issuers to repay principal and to make interest payments on municipal
securities. Changes in the financial condition or credit rating of municipal
issuers also may adversely affect the value of the Fund's municipal securities.
Constitutional or legislative limits on borrowing by municipal issuers may
result in reduced supplies of municipal securities. Moreover, certain municipal
securities are backed only by a municipal issuer's ability to levy and collect
taxes.
Since the Fund may purchase securities supported by credit enhancements from
banks and other financial institutions, changes in the credit quality of these
institutions could cause losses to the Fund and affect its share price.
The Fund is subject to the risk that its market segment, municipal fixed
income securities, may underperform other fixed income market segments or the
fixed income markets as a whole.
19
<PAGE>
EXPEDITION TAX-FREE INVESTMENT GRADE BOND FUND
[BullsEye Graphic Omitted]
PERFORMANCE INFORMATION
The Fund had not yet commenced operations and, therefore, did not have a full
calendar year of performance information at the time this prospectus was
printed.
[Dollar Sign Graphic Omitted]
FUND FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and hold
Fund shares.
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Class A Class B Institutional
Shares Shares Shares
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed on 4.00% None None
Purchases (as a percentage of offering price)*
- --------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as a None 5.00% None
percentage of net asset value)**
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed on None None None
Reinvested Dividends and other Distributions
(as a percentage of offering price)
- --------------------------------------------------------------------------------
Redemption Fee (as a percentage of amount
redeemed, if applicable) None None None
- --------------------------------------------------------------------------------
Exchange Fee None None None
- --------------------------------------------------------------------------------
* THIS SALES CHARGE VARIES DEPENDING UPON HOW MUCH YOU INVEST. SEE "FRONT-END
SALES CHARGES CLASS A SHARES."
** THIS SALES CHARGE IS IMPOSED IF YOU SELL CLASS B SHARES WITHIN ONE YEAR OF
YOUR PURCHASE AND DECREASES OVER TIME, DEPENDING ON HOW LONG YOU OWN YOUR
SHARES. SEE "CONTINGENT DEFERRED SALES CHARGES CLASS B SHARES."
20
<PAGE>
EXPEDITION TAX-FREE INVESTMENT GRADE BOND FUND
ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)*
Class A Class B Institutional
Shares Shares Shares
- --------------------------------------------------------------------------------
Management Fees .50% .50% .50%
- --------------------------------------------------------------------------------
Distribution and Service (12b-1) Fees .25% 1.00% None
- --------------------------------------------------------------------------------
Other Expenses .60% .60% .60%
- --------------------------------------------------------------------------------
Total Annual Fund Operating Expenses 1.35% 2.10% 1.10%
- --------------------------------------------------------------------------------
* THE FUND'S TOTAL ANNUAL FUND OPERATING EXPENSES SHOULD BE LESS THAN THE AMOUNT
SHOWN ABOVE BECAUSE THE ADVISER AND THE ADMINISTRATOR INTENDS TO WAIVE A
PORTION OF THE FEES IN ORDER TO KEEP TOTAL OPERATING EXPENSES AT A
SPECIFIED LEVEL. THESE FEE WAIVERS REMAIN IN PLACE AS OF THE DATE OF THIS
PROSPECTUS, BUT THE ADVISER MAY DISCONTINUE ALL OR PART OF THESE WAIVERS AT
ANY TIME. WITH THESE FEE WAIVERS, THE FUND'S ESTIMATED TOTAL OPERATING
EXPENSES ARE EXPECTED TO BE AS FOLLOWS:
CLASS A SHARES 1.13%
CLASS B SHARES 1.88%
INSTITUTIONAL SHARES .88%
For more information about these fees, see "Investment Adviser" and
"Distribution of Fund Shares."
EXAMPLE
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated.
The Example also assumes that each year your investment has a 5% return,
Fund operating expenses remain the same, and you reinvest all dividends and
distributions. Although your actual costs and returns might be different, your
estimated costs of investing $10,000 in the Fund would be:
IF YOU SELL YOUR SHARES AT THE END OF THE PERIOD:
1 Year 3 Years
- --------------------------------------------------------------------------------
Institutional Shares $112 $350
- --------------------------------------------------------------------------------
Class A Shares $532 $811
- --------------------------------------------------------------------------------
Class B Shares $713 $958
- --------------------------------------------------------------------------------
IF YOU DO NOT SELL YOUR SHARES AT THE END OF THE PERIOD:
1 Year 3 Years
- --------------------------------------------------------------------------------
Institutional Shares $112 $350
- --------------------------------------------------------------------------------
Class A Shares $532 $811
- --------------------------------------------------------------------------------
Class B Shares $213 $658
- --------------------------------------------------------------------------------
21
<PAGE>
[Life Saver Graphic Omitted]
MORE INFORMATION ABOUT RISK
EQUITY RISK -- Equity securities include public and privately issued equity
securities, common and preferred stocks, warrants, rights to subscribe to common
stock and convertible securities, as well as instruments that attempt to track
the price movement of equity indices. Investments in equity securities and
equity derivatives in general are subject to market risks that may cause their
prices to fluctuate over time. The value of securities convertible into equity
securities, such as warrants or convertible debt, is also affected by prevailing
interest rates, the credit quality of the issuer and any call provision.
Fluctuations in the value of equity securities in which a mutual fund invests
will cause a fund's net asset value to fluctuate. An investment in a portfolio
of equity securities may be more suitable for long-term investors who can bear
the risk of these share price fluctuations.
FIXED INCOME RISK -- The market value of fixed income investments change in
response to interest rate changes and other factors. During periods of
falling interest rates, the values of outstanding fixed income securities
generally rise. Moreover, while securities with longer maturities tend to
produce higher yields, the prices of longer maturity securities are also
subject to greater market fluctuations as a result of changes in interest
rates. During periods of falling interest rates, certain debt obligations with
high interest rates may be prepaid (or "called") by the issuer prior to
maturity. This may cause a Fund's average weighted maturity to fluctuate,
and may require a Fund to invest the resulting proceeds at lower interest rates.
In addition to these fundamental risks, fixed income securities may be
subject to credit risk, which is the possibility that an issuer will be
unable to make timely payments of either principal or interest.
MORTGAGE-BACKED SECURITIES -- Mortgage-backed securities are fixed income
securities representing an interest in a pool of underlying mortgage loans.
They are sensitive to changes in interest rates, but may respond to these
changes differently from other fixed income securities due to the possibility of
prepayment of the underlying mortgage loans. As a result, it may not be possible
to determine in advance the actual maturity date or average life of a
mortgage-backed security. Rising interest rates tend to discourage refinancings,
with the result that the average life and volatility of the security will
increase exacerbating its decrease in market price. When interest rates fall,
however, mortgage-backed securities may not gain as much in market value because
of the expectation of additional mortgage prepayments that must be reinvested at
lower interest rates. Prepayment risk may make it difficult to calculate the
average maturity of a portfolio of mortgage-backed securities and, therefore, to
assess the volatility risk of that portfolio.
Municipal Issuer Risk -- There may be economic or political changes that impact
the ability of municipal issuers to repay principal and to make interest
payments on municipal securities. Changes to the financial condition or credit
rating of municipal issuers may also adversely affect the value of the Fund's
municipal securities. Constitutional or legislative limits on borrowing by
municipal issuers may result in reduced supplies of municipal securities.
Moreover, certain municipal securities are backed only by a municipal issuer's
ability to levy and collect taxes.
EQUITY FUND
EQUITY INCOME FUND
INVESTMENT GRADE BOND FUND
TAX-FREE INVESTMENT GRADE BOND FUND
INVESTMENT GRADE BOND FUND
TAX-FREE INVESTMENT GRADE BOND FUND
22
<PAGE>
MORE INFORMATION ABOUT FUND INVESTMENTS
[Folder Graphic Omitted]
THIS PROSPECTUS DESCRIBES THE FUNDS' PRIMARY STRATEGIES, and the Funds
will normally invest in the types of securities described in this
prospectus. However, in addition to the investments and strategies described
in this prospectus, the Funds also may invest in other securities, use other
strategies and engage in other investment practices. These investments and
strategies, as well as those described in this prospectus, are described in
detail in our Statement of Additional Information. Of course, we cannot
guarantee that any Fund will achieve its investment goal.
The investments and strategies described in this prospectus are those that we
use under normal conditions. During unusual economic or market conditions, or
for temporary defensive or liquidity purposes, a Fund may invest up to 100% of
its assets in cash, shares of money market mutual funds and short-term
repurchase agreements that would not ordinarily be consistent with a Fund's
objectives. A Fund will do so only if the Adviser believes that the risk of loss
outweighs the opportunity for capital gains or higher income.
23
<PAGE>
INVESTMENT ADVISER
[Pointing Hand Graphic Omitted]
THE INVESTMENT ADVISER makes investment decisions for the Funds and continuously
reviews, supervises and administers the Funds' respective investment programs.
The Board of Trustees of Expedition Funds supervises the Adviser and establishes
policies that the Adviser must follow in its management activities. The Funds
are managed by a team of investment professionals from the Adviser's Portfolio
Management Team. No one person is primarily responsible for making investment
recommendations to the team.
Compass Bank, a wholly-owned subsidiary of Compass Bancshares, Inc. (Compass
Bancshares) serves as the Adviser to the Funds. Compass Bank has served as an
investment adviser to mutual funds since 1990. Through the Compass Asset
Management Group, the Adviser and its affiliates provide investment advisory and
management services for the assets of individuals, pension and profit sharing
plans, endowments and foundations. As of December 31, 1999, Compass Bank had
approximately $8.4 billion in assets under administration, with investment
discretion over $3.1 billion. For the fiscal year ended October 31, 1999,
Compass Bank received advisory fees as a percentage of average daily net assets
of:
Equity Fund .75%
Investment Grade Bond Fund .50%
For its Advisory Services, Compass Bank is entitled to receive .75% of the
Equity Income Fund's and .50% of the Investment Grade Bond Fund's average daily
net assets, but may receive less due to waivers.
24
<PAGE>
ADDITIONAL COMPENSATION
Compass Bank and its affiliates may act as fiduciary or provide services in
various non-fiduciary capacities with respect to plans subject to the Employee
Retirement Income Security Act of 1974 (ERISA) and other trust and agency
accounts that invest in the Funds. In addition to the compensation payable
directly by such accounts for fiduciary and non-fiduciary services, Compass Bank
receives compensation for acting as the Funds' investment adviser. Compass Bank
and its affiliates also receive compenstion in connection with the following:
COMMISSIONS, DISTRIBUTION AND SERVICING FEES. As described above, brokerage
firms affiliated with Compass Bank, including Compass Brokerage, Inc., acting as
dealer in connection with the sale of Class A or Class B shares of the Funds
will be entitled to receive a commission of up to the entire amount of the sales
charge. In addition, to the extent that Class A or Class B shares are held
through Compass Bank or any of its affiliates providing custodial, brokerage or
investment-related services, including Compass Brokerage, Inc., those entities
may receive the distribution and servicing fees, payable from the Funds' assets,
applicable to that class of shares.
CUSTODY SERVICES. Compass Bank serves as custodian to the Funds, and for
such services is paid an annual fee payable from the Funds' assets of .02% of
each Fund's average daily net assets.
SUB-ADMINISTRATION SERVICES. Compass Bank provides sub-administrative
services to the Funds. For providing these services, Compass Bank is compensated
by the Funds' administrator (not by the Funds) at an annual rate of up to .02%
of each Fund's average daily net assets.
BROKERAGE TRANSACTIONS. When purchasing and selling portfolio securities for
the Funds, Compass Bank, as the Funds' investment adviser, may place trades
through its affiliates providing brokerage services, including Compass
Brokerage, Inc., which brokerage affiliates will earn commissions on these
transactions.
25
<PAGE>
Purchasing, Selling and Exchanging Fund Shares
This section tells you how to buy, sell (sometimes called "redeem") and exchange
Class A Shares, Class B Shares and Institutional Shares of the Funds.
Class A Shares and Class B Shares have different expenses and other
characteristics, allowing you to choose the class that best suits your needs.
You should consider the amount you want to invest, how long you plan to have it
invested, and whether you plan to make additional investments.
CLASS A SHARES
[Bullet] Front-end sales charge
[Bullet] Lower annual expenses
[Bullet] $1,000 minimum initial investment for regular accounts
[Bullet] $500 minimum initial investment for IRA accounts
CLASS B SHARES
[Bullet] Contingent deferred sales charge
[Bullet] Higher annual expenses
[Bullet] $1,000 minimum initial investment for regular accounts
[Bullet] $500 minimum initial investment for IRA accounts
[Bullet] Automatically convert to Class A Shares after eight years
For some investors the minimum initial investment for Class A and Class B Shares
may be lower.
Institutional Shares are available solely to individuals and entities
establishing certain fiduciary, trust, agency, custody or similar relationships
with the Asset Management Group of Compass Bank or trust divisions or trust
companies that are affiliated with Compass Bancshares. Institutional Shares are
also available for financial institutions investing for their own or their
customers' accounts. For information on how to open an account and set up
procedures for placing transactions call 1-800-992-2085.
Class A and Class B Shares are for individual and institutional investors.
26
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
[Money Graphic Omitted]
HOW TO PURCHASE FUND SHARES
You may purchase shares by:
[Bullet] Mail
[Bullet] Telephone, or
[Bullet] Wire
To purchase Class A or Class B Shares directly from us, complete and send in an
account application. If you need an application or have questions, please call
1-800-992-2085. Unless you arrange to pay by wire, write your check, payable in
U.S. dollars, to "Expedition Funds" and include the name of the appropriate
Fund(s) on the check. A Fund cannot accept third-party checks, credit cards,
credit card checks or cash.
Institutional Shares are available for eligible investors through the Asset
Management Group of Compass Bank or through trust divisions or trust companies
that are affiliated with Compass Bancshares or through other qualifying
financial institutions. To purchase Institutional Shares, eligible Compass Asset
Management Group customers should contact their authorized Compass Asset
Management representative and other eligible customers should contact their
financial institutions.
You may also purchase shares through accounts with brokers and other
institutions that are authorized to place trades in Fund shares for their
customers. If you invest through an authorized institution, you will have to
follow its procedures, which may be different from the procedures for investing
directly. Your institution may charge a fee for its services, in addition to the
fees charged by the Fund. You will also generally have to address your
correspondence or questions regarding the Fund to your institution.
GENERAL INFORMATION
You may purchase shares on any day that the New York Stock Exchange (NYSE) is
open for business (a Business Day). Shares cannot be purchased by Federal
Reserve wire on days that either the NYSE or the Federal Reserve is closed.
A Fund may reject any purchase order if it is determined that accepting the
order would not be in the best interests of the Fund or its shareholders.
27
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
The price per share (the offering price) will be the net asset value per
share (NAV) next determined after the Fund receives your purchase order plus, in
the case of Class A Shares, the applicable front-end sales charge.
Each Fund calculates its NAV once each Business Day at the regularly-
scheduled close of normal trading on the NYSE (normally, 3:00 p.m. Central
time). So, for you to receive the current Business Day's NAV, generally
the Fund must receive your purchase order before 3:00 p.m. Central time.
HOW WE CALCULATE NAV
NAV for one Fund share is the value of that share's portion of the net assets of
the Fund.
In calculating NAV, each Fund generally values its investment portfolio at
market price. If market prices are unavailable or the Fund thinks that they are
unreliable, fair value prices may be determined in good faith using methods
approved by the Board of Trustees.
MINIMUM PURCHASES
To purchase Class A Shares or Class B Shares for the first time, you must invest
at least $1,000 in any Fund. To open an IRA account, you must invest at least
$500 in any Fund. The minimum is $25 in the case of directors, officers and
employees of Compass Bancshares and its affiliates (and members of their
immediate families) participating in the Systematic Investment Plan. Your
subsequent investments in a Fund must be made in amounts of at least $100 ($25
for directors, officers and employees of Compass Bancshares and its affiliates
and members of their immediate families). A Fund may accept investments of
smaller amounts for either class of shares at its discretion.
To purchase Institutional Shares, eligible Compass Asset Management Group
customers should contact their Compass Asset Management Group authorized
representative and other eligible customers should contact their financial
institutions.
28
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
SYSTEMATIC INVESTMENT PLAN
If you have a checking or savings account with a bank, you may purchase shares
of each Fund automatically through regular deductions from your account. Once
your account has been opened, you may begin regularly scheduled investments of
at least $100 ($25 in the case of directors, officers and employees of Compass
Bancshares and its affiliates and members of their immediate families) for each
Fund. Purchases of Class A Shares made through the Systematic Investment Plan
are subject to the applicable sales charge.
[Dollar Sign Graphic Omitted]
SALES CHARGES
FRONT-END SALES CHARGES - CLASS A SHARES
The offering price of Class A Shares is the NAV next calculated after the Fund
receives your request, plus the front-end sales load.
The amount of any front-end sales charge included in your offering price
varies, depending on the amount of your investment:
Your Sales Charge Your Sales Charge
as a Percentage as a Percentage
If Your Investment is: of Offering Price of Your Net Investment
- --------------------------------------------------------------------------------
Less than $100,000 4.00% 4.17%
- --------------------------------------------------------------------------------
$100,000 but less 3.50% 3.63%
than $250,000
- --------------------------------------------------------------------------------
$250,000 but less 2.75% 2.83%
than $500,000
- --------------------------------------------------------------------------------
$500,000 but less 1.00% 1.01%
than $1,000,000
- --------------------------------------------------------------------------------
$1,000,000 and over* 0.00% 0.00%
- --------------------------------------------------------------------------------
* EVEN THOUGH YOU DO NOT PAY A SALES CHARGE ON PURCHASES OF $1,000,000 OR MORE,
THE DISTRIBUTOR MAY PAY DEALERS A 1% COMMISSION FOR THESE TRANSACTIONS.
29
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
WAIVER OF FRONT-END SALES CHARGE - CLASS A SHARES
The front-end sales charge will be waived on Class A Shares purchased:
[BULLET] by reinvestment of dividends and distributions;
[BULLET] by persons repurchasing shares they redeemed within the last 30
days (see "Repurchase of Class A Shares");
[BULLET] by investors who purchase shares with redemption proceeds (but only
to the extent of such redemption proceeds) from another investment
company within 90 days of such redemption, provided that, the
investors paid either a front-end or contingent deferred sales charge
on the original shares redeemed;
[BULLET] by directors, officers and employees and members of their immediate
\family, of Compass Bancshares and its affiliates and dealers that
enter into agreements with the Distributor;
[BULLET] by Trustees and officers of Expedition Funds;
[BULLET] through wrap fee and asset allocation programs and financial
institutions that, under their dealer agreements with the Distributor
or otherwise, do not receive any or receive a reduced portion of the
front-end sales charge;
[BULLET] by persons purchasing shares of a fund through a payroll deduction plan
or a qualified employee benefit retirement plan which permits
purchases of shares of a Fund; or [BULLET] by a shareholder
purchasing additional Class A Shares of the Investment Grade Bond
Fund who previously purchased any or all of their shares prior to
June 9, 1997.
30
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
REPURCHASE OF CLASS A SHARES
You may repurchase any amount of Class A Shares of any Fund at NAV (without the
normal front-end sales charge), up to the limit of the value of any amount of
Class A Shares (other than those which were purchased with reinvested dividends
and distributions) that you redeemed within the past 30 days. In effect, this
allows you to reacquire shares that you may have had to redeem, without
re-paying the front-end sales charge. You may only exercise this privilege once.
To exercise this privilege, we must receive your purchase order within 30 days
of your redemption. In addition, you must notify us in writing and indicate on
your purchase order that you are repurchasing shares.
REDUCED SALES CHARGES - CLASS A SHARES
RIGHTS OF ACCUMULATION. In calculating the appropriate sales charge rate, this
right allows you to add the value of the Class A Shares you already own to the
amount that you are currently purchasing. The Fund will combine the value of
your current purchases with the current value of any Class A Shares you
purchased previously for (i) your account, (ii) your spouse's account, (iii) a
joint account with your spouse, or (iv) your minor children's trust or custodial
accounts. A fiduciary purchasing shares for the same fiduciary account, trust or
estate may also use this right of accumulation. The Fund will only consider the
value of Class A Shares purchased previously that were sold subject to a sales
charge. To be entitled to a reduced sales charge based on shares already owned,
you must ask us for the reduction at the time of purchase. You must provide the
Fund with your account number(s) and, if applicable, the account numbers for
your spouse and/or children (and provide the children's ages). The Fund may
amend or terminate this right of accumulation at any time.
LETTER OF INTENT. You may purchase Class A Shares at the sales charge rate
applicable to the total amount of the purchases you intend to make over a
13-month period. In other words, a Letter of Intent allows you to purchase Class
A Shares of a Fund over a 13-month period and receive the same sales charge as
if you had purchased all the shares at the same time. The Fund will only
consider the value of Class A Shares sold subject to a sales charge. As a
result, Class A Shares purchased with dividends or distributions will not be
included in the calculation. To be entitled to a reduced
31
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
sales charge based on shares you intend to purchase over the 13-month period,
you must send the Fund a Letter of Intent. In calculating the total amount of
purchases you may include in your letter purchases made up to 90 days before the
date of the Letter. The 13-month period begins on the date of the first
purchase, including those purchases made in the 90-day period before the date of
the Letter. Please note that the purchase price of these prior purchases will
not be adjusted.
You are not legally bound by the terms of your Letter of Intent to purchase
the amount of your shares stated in the Letter. The Letter does, however,
authorize the Fund to hold in escrow 4.0% of the total amount you intend to
purchase. If you do not complete the total intended purchase at the end of the
13-month period, the Fund's transfer agent will redeem the necessary portion of
the escrowed shares to make up the difference between the reduced rate sales
charge (based on the amount you intended to purchase) and the sales charge that
would normally apply (based on the actual amount you purchased).
COMBINED PURCHASE/QUANTITY DISCOUNT PRIVILEGE. When calculating the appropriate
sales charge rate, the Fund will combine same day purchases of Class A Shares
(that are subject to a sales charge) made by you, your spouse and your minor
children (under age 21).This combination also applies to Class A Shares you
purchase with a Letter of Intent.
CONTINGENT DEFERRED SALES CHARGES -
CLASS B SHARES
You do not pay a sales charge when you purchase Class B Shares. The offering
price of Class B Shares is simply the next calculated NAV. But if you sell your
shares within 5 years after your purchase, you will pay a contingent deferred
sales charge as described in the table below of either (1) the NAV of the shares
at the time of purchase, or (2) NAV of the shares next calculated after we
receive your sale request, whichever is less. The sales charge does not apply to
shares you purchase through reinvestment of dividends or distributions. So, you
never pay a deferred sales charge on any increase in your investment above the
initial offering price. This sales charge does not apply to exchanges of Class B
Shares of one Fund for Class B Shares of another Fund.
32
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
CONTINGENT DEFERRED
Sales Charge as a
Percentage of Dollar Amount
Year since Purchase Subject to Charge
- --------------------------------------------------------------------------------
First 5.00%
- --------------------------------------------------------------------------------
Second 4.00%
- --------------------------------------------------------------------------------
Third 3.00%
- --------------------------------------------------------------------------------
Fourth 2.00%
- --------------------------------------------------------------------------------
Fifth 1.00%
- --------------------------------------------------------------------------------
Sixth 0.00%
- --------------------------------------------------------------------------------
Seventh 0.00%
- --------------------------------------------------------------------------------
Eighth* 0.00%
- --------------------------------------------------------------------------------
* CLASS B SHARES AUTOMATICALLY CONVERT TO CLASS A SHARES AFTER EIGHT YEARS.
The contingent deferred sales charge will be waived if you sell your Class B
Shares for the following reasons:
[Bullet] to make certain required withdrawals from a retirement
plan (including IRAs); or
[Bullet] because of death or disability.
In addition, Class B shareholders who automatically reinvest their dividends and
distributions may redeem up to 12% of the value of their shares per year,
determined at the time of each redemption, without payment of a contingent
deferred sales charge.
GENERAL INFORMATION ABOUT SALES CHARGES
Your securities dealer is paid a commission when you buy your shares and is paid
a servicing fee as long as you hold your shares. Your securities dealer or
servicing agent may receive different levels of compensation depending on which
class of shares you buy.
From time to time, some financial institutions, including brokerage firms
affiliated with the Adviser, may be reallowed up to the entire sales charge.
Firms that receive a reallowance of the entire sales charge may be
considered underwriters for the purpose of federal securities law.
The Distributor may, from time to time in its sole discretion,institute one
or more promotional incentive programs for dealers, which will be paid for by
the Distributor from any sales charge it receives or from any other source
available to it. Under any such program, the Distributor may provide
incentives, in the form of cash or other compensation, including merchandise,
airline vouchers, trips and vacation packages, to dealers selling shares of the
Funds.
33
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARE
[MONEY GRAPHIC OMITTED]
HOW TO SELL YOUR FUND SHARES
Holders of Institutional Shares may sell shares by following procedures
established when they opened their account or accounts. If you have questions,
customers of the Compass Asset Management Group should contact their Asset
Management Group authorized representative.
If you own your shares directly, you may sell (sometimes called "redeem")
your shares on any Business Day by contacting the Fund directly by mail or
telephone at 1-800-992-2085.
You may also sell your shares by contacting your financial institution by
mail or telephone. Compass Asset Management Group customers should contact their
Asset Management Group authorized representative.
If you would like to sell $40,000 or more of your shares, please notify the
Fund in writing and include a signature guarantee by a bank or other financial
institution (a notarized signature is not sufficient).
The sale price of each share will be the next NAV determined after the Fund
receives your request less, in the case of Class B Shares, any applicable
contingent deferred sales charge.
SYSTEMATIC WITHDRAWAL PLAN
Class A shareholders with at least a $10,000 account balance, may use the
systematic withdrawal plan. Under the plan you may arrange monthly, quarterly,
semi-annual or annual automatic withdrawals from any Fund. The proceeds of each
withdrawal will be mailed to you by check or, if you have a checking or savings
account with a bank, electronically transferred to your account.
34
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
RECEIVING YOUR MONEY
Normally, we will send your sale proceeds within one Business Day after we
receive your request, and in any event within seven days. YOUR PROCEEDS CAN BE
WIRED TO YOUR BANK ACCOUNT (AMOUNTS LESS THAN $5,000 MAY BE SUBJECT TO A WIRE
FEE) OR SENT TO YOU BY CHECK. IF YOU RECENTLY PURCHASED YOUR SHARES BY CHECK,
REDEMPTION PROCEEDS MAY NOT BE AVAILABLE UNTIL YOUR CHECK HAS CLEARED (WHICH MAY
TAKE UP TO 15 DAYS FROM YOUR DATE OF PURCHASE).
REDEMPTIONS IN KIND
We generally pay sale (redemption) proceeds in cash. However, under unusual
conditions that make the payment of cash unwise (and for the protection of the
Funds' remaining shareholders) we might pay all or part of your redemption
proceeds in liquid securities with a market value equal to the redemption price
(redemption in kind). It is highly unlikely that your shares would ever be
redeemed in kind, but if they were you would probably have to pay transaction
costs to sell the securities distributed to you, as well as taxes on any capital
gains from the sale as with any redemption.
INVOLUNTARY REDEMPTIONS OF YOUR SHARES
If your account balance drops below $1,000 because of redemptions for Class A or
Class B Shares the Fund may redeem your shares. But, the Fund will always give
you at least 30 days' written notice to give you time to add to your account and
avoid the involuntary redemption of your shares.
SUSPENSION OF YOUR RIGHT TO SELL YOUR SHARES
A Fund may suspend your right to sell your shares during times when the NYSE
restricts or halts trading, or otherwise as permitted by the Securities and
Exchange Commission ("SEC"). More information about this is in our Statement of
Additional Information.
35
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
[Money Graphic Omitted]
HOW TO EXCHANGE YOUR SHARES
You may exchange your shares on any Business Day by contacting us directly by
mail or telephone by calling 1-800-992-2085.
You may also exchange shares through your financial institution by mail or
telephone. Compass Asset Management Group customers should contact their Asset
Management Group authorized representative. Exchange requests for Class A or
Class B Shares must be for an amount of at least $1,000 ($25 for directors,
officers and employees of Compass Bancshares, Inc. and members of their
immediate families).
IF YOU RECENTLY PURCHASED SHARES BY CHECK, YOU MAY NOT BE ABLE TO EXCHANGE
YOUR SHARES UNTIL YOUR CHECK HAS CLEARED (WHICH MAY TAKE UP TO 15 DAYS FROM YOUR
DATE OF PURCHASE). This exchange privilege may be changed or canceled at any
time upon 60 days' written notice.
When you exchange shares, you are really selling your shares and buying
other Fund shares. So, your sale price and purchase price will be based on the
NAV next calculated after the Fund receives your exchange request.
You may exchange Class A Shares of any Fund for Class A Shares of any other
Fund or Investment Service Shares of the Money Market Fund and Tax-Free Money
Market Fund. You may exchange Class B Shares of any Fund for Class B Shares of
any other Fund. If you exchange shares that you purchased without a sales charge
or with a lower sales charge into a Fund with a sales charge or with a higher
sales charge, the exchange is subject to an incremental sales charge (e.g., the
difference between the lower and higher applicable sales charges). If you
exchange shares into a Fund with the same, lower or no sales charge, there is no
incremental sales charge for the exchange.
TELEPHONE TRANSACTIONS
Purchasing, selling and exchanging Fund shares over the telephone is extremely
convenient, but not without risk. Although the Fund has certain safeguards and
procedures to confirm the identity of callers and the authenticity of
instructions, the Fund is not responsible for any losses or costs incurred by
following telephone instructions we reasonably believe to be genuine. If you or
your financial institution transact with the Fund over the telephone, you will
generally bear the risk of any loss.
DISTRIBUTION OF FUND SHARES
The Funds have adopted distribution plans for Class A and Class B Shares that
allow the Funds to pay distribution and service fees for the sale and
distribution of their shares, and for services provided to Class A and Class B
shareholders. Because these
36
<PAGE>
DISTRIBUTION OF FUND SHARES
fees are paid out of a Fund's assets continuously, over time these fees will
increase the cost of your investment and may cost you more than paying other
types of sales charges.
Distribution and service fees as a percentage of average daily net assets are as
follows:
For Class A Shares: .25%
For Class B Shares: 1.00%
DIVIDENDS AND DISTRIBUTIONS
Dividends for the Investment Grade Bond Fund and the Tax-Free Investment Grade
Bond Fund are declared daily and paid monthly to shareholders of record.
Dividends for the Equity Fund and the Equity Income Fund are declared and paid
quarterly. Each Fund makes distributions of capital gains, if any, at least
annually. If you own Fund shares on a Fund's record date, you will be entitled
to receive the distribution.
You will receive dividends and distributions in the form of additional Fund
shares unless you elect to receive payment in cash. To elect cash payment, you
must notify the Fund in writing prior to the date of the distribution. Your
election will be effective for dividends and distributions paid after the Fund
receives your written notice. To cancel your election, simply send the Fund
written notice.
TAXES
PLEASE CONSULT YOUR TAX ADVISOR REGARDING YOUR SPECIFIC QUESTIONS ABOUT FEDERAL,
STATE AND LOCAL INCOME TAXES. Below we have summarized some important tax issues
that affect the Funds and their shareholders. This summary is based on current
tax laws, which may change.
Each Fund will distribute substantially all of its income and capital gains,
if any. The dividends and distributions you receive may be subject to federal,
state and local taxation, depending upon your tax situation. Distributions you
receive from a Fund may be taxable whether or not you reinvest them. Income
distributions are generally taxable at ordinary income tax rates. Capital gains
distributions are generally taxable at the rates applicable to long-term capital
gains. EACH SALE OR EXCHANGE OF FUND SHARES IS A TAXABLE EVENT.
The Tax-Free Investment Grade Bond Fund intends to distribute federally
tax-exempt income. The Fund may invest a portion of its assets in securities
that generate taxable income for federal or state income taxes. Income exempt
from federal tax may be subject to state and local taxes. Any capital gains
distributed by the Fund may be taxable.
MORE INFORMATION ABOUT TAXES IS IN THE STATEMENT OF ADDITIONAL INFORMATION.
37
<PAGE>
FINANCIAL HIGHLIGHTS
The table that follows presents performance information about Class A Shares,
Class B Shares, and Institutional Shares of each Fund. The Equity Income Fund
and Tax-Free Investment Grade Bond Fund had not commenced operations as of
October 31, 1999. This information is intended to help you understand each
Fund's financial performance for the past five years, or, if shorter, the period
of the Fund's operations. Some of this information reflects financial
information for a single Fund share. The total returns in the table represent
the rate that you would have earned (or lost) on an investment in a Fund,
assuming you reinvested all of your dividends and distributions. This
information has been audited by Deloitte & Touche LLP, independent public
accountants. Their report, along with the Funds' financial statements, appears
in the annual report that accompanies our Statement of Additional Information.
You can obtain the annual report, which contains more performance information,
at no charge by calling 1-800-992-2085.
For the periods ended October 31, For a Share Outstanding Throughout each
Period.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Net Realized and Distributions Net Asset
Asset Value, Net Unrealized from Net Distributions Value,
Beginning Investment Gains or Losses Investment from End of
of Period Income on Investment Income Capital Gains Period
------------ ---------- -------------- ------------ -------------- ---------
- -----------------------
EXPEDITION EQUITY FUND
- -----------------------
Institutional Shares
<S> <C> <C> <C> <C> <C> <C>
1999 $10.55 -- 3.13 -- (0.59) $13.09
1998 9.39 0.06 1.67 (0.06) (0.51) 10.55
1997(1) 10.00 0.02 0.25 (0.02) (0.86) 9.39
Class A Shares
1999 $10.58 (0.03) 3.10 -- (0.59) $13.06
1998(2) 9.65 0.04 1.45 (0.05) (0.51) 10.58
Class B Shares
1999(3) $10.82 (0.04) 2.77 -- (0.59) $12.96
- ---------------------------------------------------------------------
EXPEDITION INVESTMENT GRADE BOND FUND (FORMERLY EXPEDITION BOND FUND)
- ---------------------------------------------------------------------
Institutional Shares
1999 $10.15 0.49 (0.50) (0.49) -- $ 9.65
1998 9.85 0.51 0.30 (0.51) -- 10.15
1997(1) 9.69 0.19 0.16 (0.19) -- 9.85
Class A Shares
1999 $10.15 0.47 (0.51) (0.47) -- $ 9.64
1998 9.85 0.49 0.30 (0.49) -- 10.15
1997 9.77 0.53 0.08 (0.53) -- 9.85
1996 9.92 0.58 (0.15) (0.58) -- 9.77
1995 9.54 0.63 0.38 (0.63) -- 9.92
Class B Shares
1999(3)** $10.06 0.38 (0.17) (0.63) -- $ 9.64
* Annualized
** Per share amounts for the period are based on average outstanding shares.
+ Returns are for the period indicated and have not been annualized.
</TABLE>
38
<PAGE>
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------
Ratio Ratio of Net
of Expenses Investment Income
Ratio of Net to Average (loss) to Average
Ratio of Investment Net Assets Net Assets
Net Assets Expenses Income (loss) (Excluding (Excluding
Total End of to Average to Average Waivers and Waivers and Portfolio
Return+ Period (000) Net Assets Net Assets Reimbursements) Reimbursements) Turnover Rate
------- ------------ ---------- ------------ -------------- ---------------- ----------------
- -----------------------
EXPEDITION EQUITY FUND
- -----------------------
Institutional Shares
<S> <C> <C> <C> <C> <C> <C> <C>
1999 30.87% $363,694 1.05% 0.04% 1.05% 0.04% 90.76%
1998 19.18% 283,170 1.08% 0.38% 1.11% 0.35% 54.19%
1997(1) 2.96% 237,567 1.09%* 0.53%* 1.09%* 0.53%* 64.68%
Class A Shares
1999 30.16% $ 4,688 1.30% (0.21%) 1.30% (0.21%) 90.76%
1998(2) 16.16% 1,911 1.29%* (0.14%)* 1.37%* (0.22%)* 54.19%
Class B Shares
1999(3) 26.13% $ 7,706 2.05%* (0.95%)* 2.05%* (0.95%)* 90.76%
- ---------------------------------------------------------------------
EXPEDITION INVESTMENT GRADE BOND FUND (FORMERLY EXPEDITION BOND FUND)
- ---------------------------------------------------------------------
Institutional Shares
1999 (0.06%) $ 98,889 0.90% 5.00% 1.15% 4.75% 39.57%
1998 8.43% 104,953 0.94% 5.11% 1.13% 4.92% 32.93%
1997(1) 3.49% 101,224 1.10%* 5.05%* 1.11%* 5.04%* 69.09%
Class A Shares
1999 (0.41%) $ 7,279 1.15% 4.75% 1.40% 4.50% 39.57%
1998 8.25% 10,346 1.10% 4.95% 1.25% 4.80% 32.93%
1997 6.41% 23,630 1.13% 5.46% 1.56% 5.03% 69.09%
1996 4.44% 44,552 1.08% 5.90% 1.58% 5.40% 77.00%
1995 10.94% 63,521 1.04% 6.51% 1.51% 6.04% 79.00%
Class B Shares
1999(3)** 2.10% $ 214 1.90%* 4.07%* 2.15%* 3.82%* 39.57%
(1) Commenced operations on June 13, 1997.
(2) Commenced operations on November 4, 1997.
(3) Commenced operations on November 16, 1998.
</TABLE>
39
<PAGE>
Notes
<PAGE>
EXPEDITION FUNDS
Investment Shares-Class A, Investment Shares-Class B,
Institutional Shares
March 1, 2000
INVESTMENT ADVISER AND CUSTODIAN
Compass Bank
15 S. 20th Street
Birmingham, Alabama 35233
DISTRIBUTOR
SEI Investments Distribution Co.
One Freedom Valley Drive
Oaks, Pennsylvania 19456
LEGAL COUNSEL
Morgan, Lewis & Bockius LLP
1800 M Street, N.W.
Washington, DC 20036
More information about Expedition Funds is available without charge through the
following:
STATEMENT OF ADDITIONAL INFORMATION (SAI)
The SAI dated March 1, 2000, includes detailed information about Expedition
Funds. The SAI is on file with the SEC and is incorporated by reference into
this prospectus. This means that the SAI, for legal purposes, is a part of this
prospectus.
ANNUAL AND SEMI-ANNUAL REPORTS
These reports list the Fund's holdings and contain information from the Fund's
managers about strategies, and recent market conditions and trends and their
impact on Fund performance. The reports also contain detailed financial
information about the Funds.
TO OBTAIN AN SAI, ANNUAL OR SEMI-ANNUAL REPORT, OR MORE INFORMATION:
BY TELEPHONE: Call 1-800-992-2085
BY MAIL: Write to us
Expedition Funds
c/o State Street Bank and Trust Company
P.O. Box 8010
Boston, Massachusetts 02266
FROM THE SEC: You can also obtain the SAI or the Annual and Semi-annual reports,
as well as other information about Expedition Funds, from the EDGAR Database on
the SEC's website ("http://www.sec.gov"). You may review and copy documents at
the SEC Public Reference Room in Washington, DC (for information on the
operation of the Public Reference Room, call 202-942-8090). You may request
documents by mail from the SEC, upon payment of a duplicating fee, by writing
to: Securities and Exchange Commission, Public Reference Section, Washington, DC
20549-0102. You may also obtain the information upon payment of a duplicating
fee, by e-mailing the SEC at the following address: [email protected].
Expedition Funds' Investment Company Act registration number is 811-5900.
EXP-F-020-02
<PAGE>
Prospectus
Expedition Money Market Fund
Expedition Tax-Free Money Market Fund
Institutional Shares
March 1, 2000
[Logo Omitted}
INVESTMENT ADVISER: COMPASS BANK
INVESTMENT SUB-ADVISER: WEISS, PECK & GREER, L.L.C.
(EXPEDITION TAX-FREE MONEY MARKET FUND)
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>
About This Prospectus
[Binoculars graphic omitted]
Expedition Funds is a mutual fund family that offers different classes of shares
in separate investment portfolios (Funds). The Funds have individual investment
goals and strategies. This prospectus gives you important information about the
Institutional Shares of the Expedition Money Market Fund and Expedition Tax-Free
Money Market Fund that you should know before investing. Please read this
prospectus and keep it for future reference.
Expedition Funds also offers shares of the Expedition Equity Fund, Expedition
Equity Income Fund, Expedition Investment Grade Bond Fund and Expedition
Tax-Free Investment Grade Bond Fund in a separate prospectus which is available
by calling 1-800-992-2085.
THIS PROSPECTUS HAS BEEN ARRANGED INTO DIFFERENT SECTIONS SO THAT YOU CAN EASILY
REVIEW THIS IMPORTANT INFORMATION. ON THE NEXT PAGE, THERE IS SOME GENERAL
INFORMATION YOU SHOULD KNOW ABOUT RISK AND RETURN THAT IS COMMON TO EACH OF THE
FUNDS. FOR MORE DETAILED INFORMATION ABOUT THE FUNDS, PLEASE SEE:
Page
Money Market Fund 2
Tax-Free Money Market Fund 6
More Information About Fund Investments 10
Investment Adviser and Sub-Adviser 10
Purchasing, Selling and Exchanging Fund Shares 12
Dividends and Distributions 16
Taxes 16
Financial Highlights 18
How To Obtain More Information About
The Expedition Funds Back Cover
SHARES OF THE EXPEDITION FUNDS ARE NOT DEPOSITS OF OR OBLIGATIONS OF, OR
GUARANTEED OR ENDORSED BY COMPASS BANK, COMPASS BANCSHARES, INC. OR ANY OF THEIR
AFFILIATES, OR ANY BANK, AND ARE NOT OBLIGATIONS OF, GUARANTEED BY OR INSURED BY
THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY.
AN INVESTMENT IN SHARES OF THE FUNDS INVOLVES INVESTMENT RISK, INCLUDING THE
POSSIBLE LOSS OF ALL OR A PORTION OF THE PRINCIPAL INVESTED, AND THE INVESTMENT
RETURN AND VALUE OF SHARES OF THE FUNDS WILL FLUCTUATE SO THAT AN INVESTMENT,
WHEN LIQUIDATED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST.
EACH MONEY MARKET FUND TRIES TO MAINTAIN A CONSTANT PRICE PER SHARE OF
$1.00, BUT WE CANNOT GUARANTEE THIS.
COMPASS BANK SERVES AS INVESTMENT ADVISER AND CUSTODIAN TO THE EXPEDITION FUNDS,
AND COMPASS BANK AND VARIOUS OF ITS AFFILIATES MAY PROVIDE VARIOUS SERVICES TO
THE FUNDS, FOR WHICH INVESTMENT ADVISORY, CUSTODIAN AND OTHER SERVICES COMPASS
BANK AND/OR SUCH OTHER AFFILIATES ARE ENTITLED TO RECEIVE COMPENSATION.
<PAGE>
Risk/Return Information Common to the Funds
Each Fund is a mutual fund. A mutual fund pools shareholders' money and, using
professional investment managers, invests it in securities.
Each Fund has an investment goal and strategies for reaching that goal. The
investment managers invest Fund assets in a way that they believe will help a
Fund achieve its goal. Still, investing in a Fund involves risks and there is no
guarantee that a Fund will achieve its goal. An investment manager's judgments
about the markets, the economy, or companies may not anticipate actual market
movements, economic conditions or company performance, and these judgments may
affect the return on your investment. In fact, no matter how good a job the
investment manager does, you could lose money on your investment in a Fund, just
as you could with other investments.
1
<PAGE>
Expedition Money Market Fund
[Porfolio folder graphic omitted]
Fund Summary
Investment Goal Current income consistent with stability of principal
- --------------------------------------------------------------------------------
Investment Focus Money market instruments
- --------------------------------------------------------------------------------
Share Price Volatility Very low
- --------------------------------------------------------------------------------
Principal Investment Investing in a broad range of highest quality, short-
Strategy term U.S. dollar denominated debt securities
- --------------------------------------------------------------------------------
Investor Profile Conservative investors who want to receive current
income through a liquid investment
- --------------------------------------------------------------------------------
[Binoculars Graphic Omitted]
Investment Strategy of the
Expedition Money Market Fund
The Fund invests in a broad range of highest quality, short-term U.S. dollar
denominated money market instruments, such as obligations of the U.S. Treasury
agencies and instrumentalities of the U.S. government, domestic and foreign
banks, domestic and foreign corporations, supranational entities, and foreign
governments. The Fund may also enter into fully collaterized repurchase
agreements. The Fund's portfolio is comprised only of short-term debt securities
that are rated in the highest rating category or unrated securities that the
Adviser determines are of comparable quality. The Fund will maintain an average
dollar weighted maturity of 90 days or less, and will only acquire securities
that have a remaining maturity of 397 days or less.
The Adviser's investment selection process seeks to add value through
security selection, sector rotation and positioning on the yield curve.
Securities are chosen based on the issuer's financial condition, the financial
condition of any person or company which guarantees the credit of the issuer,
liquidity and competitive yield. The Fund attempts to avoid purchasing or
holding securities that are subject to a decline in credit quality through
careful credit screening as well as ongoing monitoring of each issuer and any
person or company providing credit support.
2
<PAGE>
[Life preserver graphic omitted]
Principal Risks of Investing in the Expedition
Money Market Fund
An investment in the Fund is subject to income risk, which is the possibility
that the Fund's yield will decline due to falling interest rates. An investment
in the Fund is not a deposit of Compass Bank and is not insured or guaranteed by
the Federal Deposit Insurance Corporation 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 the Fund.
[Target graphic omitted]
Performance Information
The bar chart and the performance table below illustrate the risks and
volatility of an investment in the Fund. Of course, the Fund's past performance
does not necessarily indicate how the Fund will perform in the future.
This bar chart shows changes in the Fund's performance from year to year.*
Periods from June 9, 1997 through December 31, 1999 reflect the performance of
the Institutional Shares. Periods prior to June 9, 1997 reflect performance of
the Fund's Investment Service Shares. Investment Service Shares are not offered
by this prospectus; however, because they are invested in the same portfolio of
securities, the annual returns for the two classes would be substantially
similar. The performance of the Investment Service Shares has not been adjusted
to reflect the lower expenses of the Institutional Shares.
[Bar Chart Omitted]
Plot Points are as follows:
1991 - 5.99%
1992 - 3.73%
1993 - 2.77%
1994 - 3.65%
1995 - 5.59%
1996 - 4.86%
1997 - 5.17%
1998 - 5.25%
1999 - 4.90%
BEST QUARTER WORST QUARTER
1.67% 0.66%
(03/31/91) (03/31/94)
*THE PERFORMANCE INFORMATION SHOWN ABOVE IS BASED ON A CALENDAR YEAR.
CALL 1-800-992-2085 FOR THE FUND'S CURRENT 7-DAY YIELD.
3
<PAGE>
Expedition Money Market Fund
This table shows the Fund's average annual total returns for the periods ended
December 31, 1999.
Institutional Shares* 1 Year 5 Years Since Inception
- --------------------------------------------------------------------------------
Money Market Fund 4.90% 5.15%* 4.96%*
- --------------------------------------------------------------------------------
* INSTITUTIONAL SHARES OF THE FUND WERE OFFERED BEGINNING JUNE 9, 1997. THE
PERFORMANCE INFORMATION SHOWN PRIOR TO THAT DATE REPRESENTS PERFORMANCE OF THE
FUND'S INVESTMENT SERVICE SHARES, WHICH WERE OFFERED BEGINNING FEBRUARY 5,
1990. THE PERFORMANCE OF THE INVESTMENT SERVICE SHARES HAS NOT BEEN ADJUSTED
TO REFLECT THE LOWER EXPENSES OF THE INSTITUTIONAL SHARES.
[Dollar Sign Graphic Omitted]
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold
the Fund shares.
ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)*
Institutional Shares
- --------------------------------------------------------------------------------
Management Fees .40%
- --------------------------------------------------------------------------------
Other Expenses .37%
- --------------------------------------------------------------------------------
Total Annual Fund Operating Expenses .77%
- --------------------------------------------------------------------------------
* THE FUND'S TOTAL ACTUAL ANNUAL FUND OPERATING EXPENSES FOR THE MOST RECENT
FISCAL YEAR WERE LESS THAN THE AMOUNT SHOWN ABOVE BECAUSE THE ADVISER WAIVED A
PORTION OF THE FEES IN ORDER TO KEEP TOTAL OPERATING EXPENSES AT A SPECIFIED
LEVEL. THESE FEE WAIVERS REMAIN IN PLACE AS OF THE DATE OF THIS PROSPECTUS,
BUT THE ADVISER MAY DISCONTINUE ALL OR PART OF THESE WAIVERS AT ANY TIME.
WITH THESE FEE WAIVERS, THE FUND'S ACTUAL TOTAL OPERATING EXPENSES FOR THE
MOST RECENTFISCAL YEAR WERE AS FOLLOWS:
INSTITUTIONAL SHARES .43%
For more information about these fees, see "Investment Adviser and Sub-Adviser."
4
<PAGE>
EXAMPLE
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and that you sell your
shares at the end of the period.
The Example also assumes that each year your investment has a 5% return,
Fund operating expenses remain the same and you reinvest all dividends and
distributions. Although your actual costs and returns might be different, your
approximate costs of investing $10,000 in the Fund would be:
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$79 $246 $428 $954
- --------------------------------------------------------------------------------
5
<PAGE>
Expedition Tax-Free Money Market Fund
[portfolio folder graphic omitted]
Fund Summary
- --------------------------------------------------------------------------------
Investment Goal Current income exempt from Federal income tax,
consistent with stability of principal
- --------------------------------------------------------------------------------
Investment Focus Tax-free money market instruments
- --------------------------------------------------------------------------------
Share Price Volatility Very low
- --------------------------------------------------------------------------------
Principal Investment Strategy Investing in a well diversified
portfolio of short-term municipal securities which pay
interest that is exempt from Federal income tax
- --------------------------------------------------------------------------------
Investor Profile Taxable investors who want income exempt from Federal
income tax through a liquid investment
- --------------------------------------------------------------------------------
[binoculars graphic omitted]
Investment Strategy of the Expedition
Tax-Free Money Market Fund
The Fund invests substantially all of its assets in a broad range of high
quality, short-term municipal money market instruments that pay interest that is
exempt from Federal income tax. The issuers of these securities may be state and
local governments and agencies located in any of the fifty states, the District
of Columbia, Puerto Rico and other U.S. territories and possessions. The Fund's
portfolio seeks to be well diversified among these issuers, and will be
comprised only of short-term debt securities that are rated in one of the two
highest rating categories or unrated securities that have been determined by the
Sub-Adviser to be of comparable quality. The Fund will maintain an average
dollar weighted maturity of 90 days or less, and will only acquire securities
that have a remaining maturity of 397 days or less.
The Adviser has engaged Weiss, Peck & Greer, L.L.C. as sub-adviser
(Sub-Adviser) to manage the Fund on a day-to-day basis. The Sub-Adviser's
investment selection process seeks to add value through a strategy that takes
advantage of the inefficient nature of the municipal securities market rather
than attempting to predict interest rate movements. Securities are chosen based
on the issuer's financial condition, the financial condition of any person or
company which guarantees the credit of the issuer, liquidity and competitive
yield. The Fund attempts to avoid purchasing or holding securities that are
subject to a decline in credit quality of the issue through careful credit
screening, as well as ongoing monitoring of each issuer and any person or
company providing credit support.
6
<PAGE>
[life preserver graphic omitted]
Principal Risks of Investing in the Expedition
Tax-Free Money Market Fund
An investment in the Fund is subject to income risk, which is the possibility
that the Fund's yield will decline due to falling interest rates. An investment
in the Fund is not a deposit of Compass Bank and is not insured or guaranteed by
the Federal Deposit Insurance Corporation 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 the Fund.
There may be economic or political changes that impact the ability of
municipal issuers to repay principal and to make interest payments on municipal
securities. Changes to the financial condition or credit rating of municipal
issuers also may adversely affect the value of the Fund's municipal securities.
Since the Fund often purchases securities supported by credit enhancements
from banks and other financial institutions, changes in the credit quality of
these institutions could cause losses to the Fund and affect its share price.
[target graphic omitted]
Performance Information
The bar chart and the performance table below illustrate the risks and
volatility of an investment in the Fund. Of course, the Fund's past performance
does not necessarily indicate how the Fund will perform in the future.
This bar chart shows the performance of the Tax-Free Money Market Fund's
Investment Service Shares for one year.* Investment Service Shares are not
offered by this prospectus; however, because they are invested in the same
portfolio of securities, the annual returns for the two classes will be
substantially similar. The performance of the Investment Service Shares has not
been adjusted to reflect the lower expenses of the Institutional Shares.
7
<PAGE>
Expedition Tax-Free Money Market Fund
[Bar chart omitted]
Plot points are as follows:
1999 - 3.02%
BEST QUARTER WORST QUARTER
0.85% 0.63%
(12/31/99) (03/31/99)
*THE PERFORMANCE INFORMATION SHOWN ABOVE IS BASED ON A CALENDAR YEAR.
CALL 1-800-992-2085 FOR THE FUND'S CURRENT 7-DAY YIELD.
This table shows the Fund's average annual total returns for the periods ended
December 31, 1999.
Institutional Shares 1 Year Since Inception
- --------------------------------------------------------------------------------
Tax-Free Money Market Fund 3.02%* 2.99%*
- --------------------------------------------------------------------------------
* INSTITUTIONAL SHARES OF THE FUND WERE OFFERED BEGINNING APRIL 14, 1999. THE
PERFORMANCE INFORMATION SHOWN PRIOR TO THAT DATE REPRESENTS PERFORMANCE OF THE
FUND'S INVESTMENT SERVICE SHARES, WHICH WERE OFFERED MAY 20, 1998. THE
PERFORMANCE OF THE INVESTMENT SERVICE SHARES HAS NOT BEEN ADJUSTED TO REFLECT
THE LOWER EXPENSES OF THE INSTITUTIONAL SHARES.
8
<PAGE>
[dollar sign graphic omitted]
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold
Fund shares.
ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)*
Institutional Shares
- --------------------------------------------------------------------------------
Management Fees .40%
- --------------------------------------------------------------------------------
Other Expenses .49%
- --------------------------------------------------------------------------------
Total Annual Fund Operating Expenses .89%
- --------------------------------------------------------------------------------
* THE FUND'S TOTAL ACTUAL ANNUAL FUND OPERATING EXPENSES FOR THE MOST RECENT
FISCAL YEAR WERE LESS THAN THE AMOUNT SHOWN ABOVE BECAUSE THE ADVISER WAIVED A
PORTION OF THE FEES IN ORDER TO KEEP TOTAL OPERATING EXPENSES AT A SPECIFIED
LEVEL. THESE FEE WAIVERS REMAIN IN PLACE AS OF THE DATE OF THIS PROSPECTUS,
BUT THE ADVISER MAY DISCONTINUE ALL OR PART OF THESE WAIVERS AT ANY TIME. WITH
THESE FEE WAIVERS, THE FUND'S ACTUAL TOTAL OPERATING EXPENSES FOR THE MOST
RECENT FISCAL YEAR WERE AS FOLLOWS:
INSTITUTIONAL SHARES .43%
For more information about these fees, see "Investment Adviser and Sub-Adviser."
EXAMPLE
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and that you sell your
shares at the end of the period.
The Example also assumes that each year your investment has a 5% return,
Fund operating expenses remain the same and you reinvest all dividends and
distributions. Although your actual costs and returns might be different, your
approximate costs of investing $10,000 in the Fund would be:
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$91 $284 $493 $1,096
- --------------------------------------------------------------------------------
9
<PAGE>
More Information About Fund Investment
[portfolio folder graphic omitted]
In addition to the investments and strategies described in this prospectus,
the Funds also may invest in other securities, use other strategies and engage
in other investment practices. These investments and strategies, as well as
those described in this prospectus, are described in detail in our Statement of
Additional Information. Of course, we cannot guarantee that either Fund will
achieve its investment goal.
Investment Adviser And Sub-Adviser
[Hand pointing graphic omitted]
The Investment Adviser makes investment decisions for the Money Market Fund
and continuously reviews, supervises and administers the Money Market Fund's
investment program. The Adviser oversees the Sub-Adviser to ensure compliance
with the Tax-Free Money Market Fund's investment policies and guidelines, and
monitors the Sub-Adviser's adherence to its investment style. The Adviser pays
the Sub-Adviser out of the investment advisory fees it receives (described
below). The Board of Trustees of Expedition Funds supervises the Adviser and
Sub-Adviser and establishes policies that the Adviser and Sub-Adviser must
follow in their management activities.
Compass Bank, a wholly-owned subsidiary of Compass Bancshares, Inc. (Compass
Bancshares) serves as the Adviser to the Funds. Compass Bank has served as an
investment adviser to mutual funds since 1990. Through the Compass Asset
Management Group, the Adviser and its affiliates provide investment advisory and
management services for the assets of individuals, pension and profit sharing
plans, endowments and foundations. As of December 31, 1999, Compass Bank had
approximately $8.4 billion in assets under administration, with investment
discretion over $3.1 billion. For the fiscal period ended October 31, 1999,
Compass Bank received advisory fees as a percentage of average daily net assets
(after waivers) of:
Money Market Fund .18%
Tax-Free Money Market Fund .12%
Weiss, Peck & Greer, L.L.C. (WPG), One New York Plaza, New York, NY 10004,
serves as the Sub-Adviser and manages the Tax-Free Money Market Fund on
10
<PAGE>
Investment Adviser And Sub-Adviser
a day-to-day basis. WPG was founded in 1970, and engages in investment
management, venture capital management and management buyouts. Since its
founding, WPG has been active in managing portfolios of tax exempt securities.
WPG selects, buys and sells securities for the Fund under the supervision of the
Adviser and the Board of Trustees.
Additional Compensation
Compass Bank and its affiliates may act as fiduciaries or provide services in
various non-fiduciary capacities with respect to plans subject to the Employee
Retirement Income Security Act of 1974 (ERISA) and other trust and agency
accounts that invest in the Funds. In addition to the compensation payable
directly by such accounts for fiduciary and non-fiduciary services, Compass Bank
receives compensation for acting as the Funds' investment adviser. Compass Bank
and its affiliates also receive compensation in connection with the following:
CUSTODY SERVICES. Compass Bank serves as custodian to the Funds, and for
such services is paid an annual fee payable from the Funds' assets of .02% of
each Fund's average daily net assets.
SUB-ADMINISTRATION SERVICES. Compass Bank provides sub-administrative
services to the Funds. For providing these services, Compass Bank is compensated
by the Funds' administrator (not by the Funds) at an annual rate of up to .02%
of each Fund's average daily net assets.
BROKERAGE TRANSACTIONS. When purchasing and selling portfolio securities for
the Funds, Compass Bank, as the Funds' investment adviser, may place trades
through its affiliates providing brokerage services, including Compass
Brokerage, Inc., which brokerage affiliates will earn commissions on these
transactions.
11
<PAGE>
Purchasing, Selling And Exchanging Fund Shares
This section tells you how to purchase, sell (sometimes called "redeem") and
exchange shares of the Funds.
Institutional Shares are for financial
institutions investing for their own or their customers' accounts.
Institutional Shares are also available for purchase by subsidiaries and other
affiliates of Compass Bancshares, including the Compass Asset Management Group,
on behalf of certain qualifying fiduciary, trust, agency, investment advisory,
asset allocation, custody or similar accounts.
[Money graphic omitted]
How to Purchase Fund Shares
You may purchase shares directly by:
[Bullet] Mail
[Bullet] Telephone, or
[Bullet] Wire
To purchase Institutional Shares, qualifying customers of the Compass Asset
Management Group should contact their authorized Asset Management Group
representative by calling Compass Bank. Unless you arrange to pay by wire, write
your check, payable in U.S. dollars, to "Expedition Funds" and include the name
of the appropriate Fund(s) on the check. A Fund cannot accept third-party
checks, credit cards, credit card checks or cash.
You may also buy shares through accounts with brokers and other institutions
that are authorized to place trades in Fund shares for their customers. If you
invest through an authorized institution, you will have to follow its
procedures, which may be different from the procedures for investing directly.
Your broker or institution may charge a fee for its services, in addition to the
fees charged by the Fund. You will also generally have to address your
correspondence or questions regarding the Fund to your institution.
12
<PAGE>
Purchasing, Selling And Exchanging Fund Shares
General Information
You may purchase shares on any day that the New York Stock Exchange (NYSE) and
the Federal Reserve are open for business (a Business Day).
A Fund may reject any purchase order if it determines that accepting the
order would not be in the best interests of the Fund or its shareholders.
The price per share (the offering price) will be the net asset value per
share (NAV) next determined after the Fund receives your purchase order. We
expect that the NAV of the Funds will remain constant at $1.00 per share.
The Money Market Fund calculates its NAV each business day at 12:00 noon and
4:00 p.m. Central time. So, for you to be eligible to receive dividends declared
on the day you submit your purchase order, generally the Fund must receive your
order and federal funds (readily available funds) before 4:00 p.m. Central time.
The Tax-Free Money Market Fund calculates its NAV each Business Day at 12:00
noon Central time and the close of normal trading on the NYSE (normally 3:00
p.m. Central time). So, for you to be eligible to receive dividends declared on
the day you submit your purchase order, the Fund generally must receive your
order before 11:30 a.m. Central time and federal funds (readily available funds)
before 1:00 p.m. Central time.
How We Calculate NAV
NAV for one Fund share is the value of that share's portion of the net assets of
the Fund.
In calculating NAV for the Funds, we generally value a Fund's investment
portfolio using the amortized cost valuation method, which is described in
detail in our Statement of Additional Information. If this method is determined
to be unreliable during certain market conditions or for other reasons, a Fund
may value its portfolio at market price or fair value prices may be determined
in good faith using methods approved by the Board of Trustees.
13
<PAGE>
Purchasing, Selling And Exchanging Fund Shares
[Money graphic omitted]
How to Sell Your Fund Shares
Holders of the Institutional Shares may sell shares by following the procedures
established when they opened their account or accounts. If you have questions,
customers of the Compass Asset Management Group should contact their Asset
Management Group authorized representative. Other investors holding shares
through a financial institution or intermediary should contact their financial
institution or intermediary.
If you would like to sell $40,000 or more of your shares, please notify the
Fund in writing and include a signature guarantee by a bank or other financial
institution (a notarized signature is not sufficient).
The sale price of each share will be the next NAV determined after we
receive your request. Redemption requests received before 11:30 a.m. Central
time for the Tax-Free Money Market Fund and before 4:00 p.m. Central time for
the Money Market Fund will not be entitled to that day's dividend.
Receiving Your Money
Normally, we will send your sale proceeds within one Business Day after we
receive your request, and in any event within seven days. Your proceeds can be
wired to your bank account (amounts less than $5,000 may be subject to a wire
fee) or sent to you by check. IF YOU RECENTLY PURCHASED YOUR SHARES BY CHECK,
REDEMPTION PROCEEDS MAY NOT BE AVAILABLE UNTIL YOUR CHECK HAS CLEARED (WHICH MAY
TAKE UP TO 15 DAYS FROM YOUR DATE OF PURCHASE).
Redemptions in Kind
We generally pay sale (redemption) proceeds in cash. However, under unusual
conditions that make the payment of cash unwise (and for the protection of the
Fund's remaining shareholders), we might pay all or part of your redemption
proceeds in liquid securities with a market value equal to the redemption price
(redemption in kind). It is highly unlikely that your shares would ever be
redeemed in kind, but if they were you would probably have to pay transaction
costs to sell the securities distributed to you, as well as taxes on any capital
gains from the sale as with any redemption.
14
<PAGE>
Purchasing, Selling And Exchanging Fund Shares
Suspension of Your Right to Sell Your Shares
A Fund may suspend your right to sell your shares during times when the NYSE
restricts or halts trading, or otherwise permitted by the Securities and
Exchange Commission ("SEC"). More information about this is in our Statement of
Additional Information.
[Money graphic omitted]
How to Exchange Your Shares
You may exchange your shares for any other Institutional Shares of the
Expedition Funds on any Business Day by contacting us directly by mail or
telephone by calling 1-800-992-2085.
You may also exchange shares through your financial institution by mail or
telephone. Customers of the Compass Asset Management Group should contact their
Asset Management Group authorized representative.
IF YOU RECENTLY PURCHASED SHARES BY CHECK, YOU MAY NOT BE ABLE TO EXCHANGE
YOUR SHARES UNTIL YOUR CHECK HAS CLEARED (WHICH MAY TAKE UP TO 15 DAYS FROM YOUR
DATE OF PURCHASE). This exchange privilege may be changed or canceled at any
time upon 60 days' notice.
When you exchange shares, you are really selling your shares and buying
other Fund shares. So, your sale price and purchase price will be based on the
NAV next calculated after the Fund receives your exchange request.
Telephone Transactions
Purchasing, selling and exchanging Fund shares over the telephone is extremely
convenient, but not without risk. Although the Fund has certain safeguards and
procedures to confirm the identity of callers and the authenticity of
instructions, the Fund is not responsible for any losses or costs incurred by
following telephone instructions we reasonably believe to be genuine. If you or
your financial institution transact with the Fund over the telephone, you will
generally bear the risk of any loss.
15
<PAGE>
Purchasing, Selling And Exchanging Fund Shares
Dividends and Distributions
Dividends are declared daily and paid monthly. Each Fund makes distributions of
capital gains, if any, at least annually. If you own Fund shares on a Fund's
record date, you will be entitled to receive the distribution.
You will receive dividends and distributions in the form of additional Fund
shares unless you elect to receive payment in cash. To elect cash payment, you
must notify us in writing prior to the date of the distribution. Your election
will be effective for dividends and distributions paid after we receive your
written notice. To cancel your election, simply send us written notice.
Taxes
PLEASE CONSULT YOUR TAX ADVISER REGARDING YOUR SPECIFIC QUESTIONS ABOUT FEDERAL,
STATE AND LOCAL INCOME TAXES. Below we have summarized some important tax issues
that affect the Funds and their shareholders. This summary is based on current
tax laws, which may change.
Each Fund will distribute substantially all of its income and capital gains,
if any. The dividends and distributions you receive may be subject to federal,
state and local taxation, depending upon your tax situation. Distributions you
receive from a Fund may be taxable whether or not you reinvest them. Income
distributions are generally taxable at ordinary income tax rates. Capital gains
distributions are generally taxable at the rates applicable to long-term capital
gains. EACH SALE OR EXCHANGE OF FUND SHARES IS A TAXABLE EVENT.
The Tax-Free Money Market Fund intends to distribute federally tax-exempt
income. The Fund may invest a portion of its assets in securities that generate
taxable income for federal or state income taxes. Income exempt from federal tax
may be subject to state and local taxes. Any capital gains distributed by the
Fund may be taxable.
MORE INFORMATION ABOUT TAXES IS IN THE STATEMENT OF ADDITIONAL INFORMATION.
16
<PAGE>
[FLY PAGE OMITTED]
<PAGE>
Financial Highlights
The table that follows presents performance information about Institutional
Shares of the Funds. This information is intended to help you understand each
Fund's financial performance for the past five years, or, if shorter, the period
of the Fund's operations. Some of this information reflects financial
information for a single Fund share. The total returns in the table represent
the rate that you would have earned (or lost) on an investment in a Fund,
assuming you reinvested all of your dividends and distributions. This
information has been audited by Deloitte & Touche LLP, independent public
accountants. Their report, along with each Fund's financial statements, appears
in the annual report that accompanies our Statement of Additional Information.
You can obtain the annual report, which contains more performance information,
at no charge by calling 1-800-992-2085.
For the periods ended October 31, For a Share Outstanding Throughout each
Period.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Net Realized and Distributions Net Asset
Asset Value, Net Unrealized from Net Distributions Value,
Beginning Investment Gains or Losses Investment from End of
of Period Income on Investments Income Capital Gains Period
---------- -------- ----------- -------------- -------------- ---------
- ------------------
MONEY MARKET FUND
- ------------------
Institutional Shares
<S> <C> <C> <C> <C> <C> <C>
1999 $ 1.00 0.05 -- (0.05) -- $ 1.00
1998 1.00 0.05 -- (0.05) -- 1.00
1997(1) 1.00 0.02 -- (0.02) -- 1.00
- --------------------------
TAX-FREE MONEY MARKET FUND
- --------------------------
Institutional Shares
1999(2) $ 1.00 0.02 -- (0.02) -- $ 1.00
</TABLE>
(1) Commenced operations on June 9, 1997.
(2) Commenced operations on April 14, 1999.
18
<PAGE>
Ratio
of Expenses
Ratio of Net to Average
Ratio of Investment Net Assets
Net Assets Expenses Income (loss) (Excluding
Total End of to Average to Average Waivers and
Return+ Period (000) Net Assets Net Assets Reimbursements)
-------- ------------- ----------- ------------- --------------
4.83% $130,798 0.43% 4.73% 0.77%
5.33% $102,699 0.43% 5.18% 0.66%
5.26% 48,006 0.43%* 5.22%* 0.70%*
1.69% $ 28,874 0.43%* 3.06%* 0.89%*
------------------------------------
Ratio of Net
Investment Income
(loss) to Average
Net Assets
(Excluding
Waivers and Portfolio
Reimbursements) Turnover Rate
---------------- ----------------
4.39% --
4.95% --
4.95%* --
2.60%* --
* Annualized
+ Returns are for the period indicated and have not been annualized.
19
<PAGE>
Notes
<PAGE>
Expedition Money Market Fund
Expedition Tax-Free Money Market Fund
Institutional Shares
March 1, 2000
INVESTMENT ADVISER AND CUSTODIAN
Compass Bank
15 S. 20th Street
Birmingham, Alabama 35233
DISTRIBUTOR
SEI Investments Distribution Co.
One Freedom Valley Drive
Oaks, Pennsylvania 19456
LEGAL COUNSEL
Morgan, Lewis & Bockius LLP
1800 M Street, N.W.
Washington, DC 20036
More information about Expedition Funds is available withou charge through the
following:
STATEMENT OF ADDITIONAL INFORMATION (SAI)
the SAI dated March 1, 2000, includes detailed information about Expedition
Funds. The SAI is on file with the sec and is incorporated by reference into
this prospectus. This means that the sai, for legal purposes, is a part of this
prospectus.
ANNUAL AND SEMI-ANNUAL REPORTS
These reports list the funds' holdings and contain information from the funds'
managers about strategies, and recent market conditions and trends and their
impact on Fund performance. the reports also contain detailed financial
information about the funds.
TO OBTAIN AN SAI, ANNUAL OR SEMI-ANNUAL REPORT, OR MORE INFORMATION:
BY TELEPHONE: CALL 1-800-992-2085
BY MAIL: Write to us
Expedition Funds
c/o State Street Bank and Trust Company
P.O. Box 8010
Boston, Massachusetts 02266
FROM THE SEC: You can also obtain the SAI or the Annual and Semi-Annual reports,
as well as other information about Expedition Funds, from the EDGAR Database on
the SEC's website ("http://www.sec.gov"). You may review and copy documents at
the SEC Public Reference Room in Washington, DC (for information on the
operation of the Public Reference Room, call 202-942-8090). You may request
documents by mail from the SEC, upon payment of a duplicating fee, by writing
to: Securities and Exchange Commission, Public Reference Section, Washington, DC
20549-0102. You may also obtain this information, upon payment of a duplicating
fee, by e-mailing the SEC at the following address: [email protected].
Expedition Funds' Investment Company Act registration number is 811-5900.
EXP-F-022-02
<PAGE>
PROSPECTUS
EXPEDITION MONEY MARKET FUND
EXPEDITION TAX-FREE MONEY MARKET FUND
INVESTMENT SERVICE SHARES
March 1, 2000
[Logo Omitted]
INVESTMENT ADVISER: COMPASS BANK
INVESTMENT SUB-ADVISER: WEISS, PECK & GREER, L.L.C.
(EXPEDITION TAX-FREE MONEY MARKET FUND)
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>
ABOUT THIS PROSPECTUS
[binoculars graphic omitted]
EXPEDITION FUNDS is a mutual fund family that offers different classes of shares
in separate investment portfolios (Funds). The Funds have individual investment
goals and strategies. This prospectus gives you important information about the
Investment Service Shares of the Expedition Money Market Fund and Expedition
Tax-Free Money Market Fund that you should know before investing. Please read
this prospectus and keep it for future reference.
Expedition Funds also offers shares of the Expedition Equity Fund,
Expedition Equity Income Fund, Expedition Investment Grade Bond Fund and
Expedition Tax-Free Investment Grade Bond Fund in a separate prospectus which is
available by calling 1-800-992-2085.
THIS PROSPECTUS HAS BEEN ARRANGED INTO DIFFERENT SECTIONS SO THAT YOU CAN EASILY
REVIEW THIS IMPORTANT INFORMATION. ON THE NEXT PAGE, THERE IS SOME GENERAL
INFORMATION YOU SHOULD KNOW ABOUT RISK AND RETURN THAT IS COMMON TO EACH OF THE
FUNDS. FOR MORE DETAILED INFORMATION ABOUT THE FUNDS, PLEASE SEE:
PAGE
Money Market Fund 2
Tax-Free Money Market Fund 6
More Information About Fund Investments 10
Investment Adviser and Sub-Adviser 10
Purchasing, Selling and Exchanging Fund Shares 12
Shareholder Services 17
Dividends and Distributions 17
Taxes 18
Financial Highlights 20
How To Obtain More Information About
The Expedition Funds Back Cover
SHARES OF THE EXPEDITION FUNDS ARE NOT DEPOSITS OF OR OBLIGATIONS OF, OR
GUARANTEED OR ENDORSED BY COMPASS BANK, COMPASS BANCSHARES, INC. OR ANY OF THEIR
AFFILIATES, OR ANY BANK, AND ARE NOT OBLIGATIONS OF, GUARANTEED BY OR INSURED BY
THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY.
AN INVESTMENT IN SHARES OF THE FUNDS INVOLVES INVESTMENT RISK, INCLUDING THE
POSSIBLE LOSS OF ALL OR A PORTION OF THE PRINCIPAL INVESTED, AND THE INVESTMENT
RETURN AND VALUE OF SHARES OF THE FUNDS WILL FLUCTUATE SO THAT AN INVESTMENT,
WHEN LIQUIDATED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST.
EACH MONEY MARKET FUND TRIES TO MAINTAIN A CONSTANT PRICE PER SHARE OF $1.00,
BUT WE CANNOT GUARANTEE THIS.
COMPASS BANK SERVES AS INVESTMENT ADVISER AND CUSTODIAN TO THE EXPEDITION FUNDS,
AND COMPASS BANK AND VARIOUS OF ITS AFFILIATES MAY PROVIDE VARIOUS SERVICES TO
THE FUNDS, FOR WHICH INVESTMENT ADVISORY, CUSTODIAN AND OTHER SERVICES COMPASS
BANK AND/OR SUCH OTHER AFFILIATES ARE ENTITLED TO RECEIVE COMPENSATION.
<PAGE>
RISK/RETURN INFORMATION COMMON TO THE FUNDS
EACH FUND IS A MUTUAL FUND. A mutual fund pools shareholders' money and, using
professional investment managers, invests it in securities.
Each Fund has an investment goal and strategies for reaching that goal. The
investment managers invest Fund assets in a way that they believe will help a
Fund achieve its goal. Still, investing in a Fund involves risk and there is no
guarantee that a Fund will achieve its goal. An investment manager's judgments
about the markets, the economy, or companies may not anticipate actual market
movements, economic conditions or company performance, and these judgments may
affect the return on your investment. In fact, no matter how good a job an
investment manager does, you could lose money on your investment in a Fund, just
as you could with other investments.
1
<PAGE>
EXPEDITION MONEY MARKET FUND
[portfolio folder graphic omitted]
FUND SUMMARY
Investment Goal Current income consistent with stability of principal
- --------------------------------------------------------------------------------
Investment Focus Money market instruments
- --------------------------------------------------------------------------------
Share Price Volatility Very low
- --------------------------------------------------------------------------------
Principal Investment Strategy Investing in a broad range of highest quality,
short-term U.S. dollar denominated debt
securities
- --------------------------------------------------------------------------------
Investor Profile Conservative investors who want to receive
current income through a liquid investment
[binoculars graphic omitted]
INVESTMENT STRATEGY OF THE
EXPEDITION MONEY MARKET FUND
The Fund invests in a broad range of high quality, short-term U.S. dollar
denominated money market instruments, such as obligations of the U.S. Treasury,
agencies and instrumentalities of the U.S. government, domestic and foreign
banks, domestic and foreign corporations, supranational entities, and foreign
governments. The Fund may also enter into fully collateralized repurchase
agreements. The Fund's portfolio is comprised only of short-term debt securities
that are rated in the highest rating category or unrated securities that the
Adviser determines are of comparable quality. The Fund will maintain an average
dollar weighted maturity of 90 days or less, and will only acquire securities
that have a remaining maturity of 397 days or less.
The Adviser's investment selection process seeks to add value through
security selection, sector rotation and positioning on the yield curve.
Securities are chosen based on the issuer's financial condition, the financial
condition of any person or company which guarantees the credit of the issuer,
liquidity and competitive yield. The Fund attempts to avoid purchasing or
holding securities that are subject to a decline in credit quality through
careful credit screening as well as ongoing monitoring of each issuer and any
person or company providing credit support.
2
<PAGE>
[Life preserver graphic omitted]
PRINCIPAL RISKS OF INVESTING IN THE EXPEDITION
MONEY MARKET FUND
An investment in the Fund is subject to income risk, which is the possibility
that the Fund's yield will decline due to falling interest rates. An investment
in the Fund is not a deposit of Compass Bank and is not insured or guaranteed by
the Federal Deposit Insurance Corporation 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 the Fund.
[target graphic omitted]
PERFORMANCE INFORMATION
The bar chart and the performance table below illustrate the risks and
volatility of an investment in the Fund. Of course, the Fund's past performance
does not necessarily indicate how the Fund will perform in the future.
This bar chart shows changes in the performance of the Fund's Investment Service
Shares from year to year.*
[Bar Chart Omitted]
Plot Points are as follows:
1991 - 5.99%
1992 - 3.73%
1993 - 2.77%
1994 - 3.65%
1995 - 5.59%
1996 - 4.86%
1997 - 5.03%
1998 - 4.99%
1999 - 4.64%
BEST QUARTER WORST QUARTER
1.67% 0.66%
(03/31/91) (03/31/94)
* THE PERFORMANCE INFORMATION SHOWN ABOVE IS BASED ON A CALENDAR YEAR.
CALL 1-800-992-2085 FOR THE FUND'S CURRENT
7-DAY YIELD.
This table presents the Fund's average annual total returns for the periods
ended December 31, 1999.
Investment Service Shares 1 Year 5 Years Since Inception
- -------------------------------------------------------------------------------
Money Market Fund 4.64% 5.02% 4.89%*
- -------------------------------------------------------------------------------
* Since February 5, 1990.
3
<PAGE>
[dollar sign graphic omitted]
FUND FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and hold
Fund shares.
ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)*
Investment Service Shares
- -------------------------------------------------------------------------------
Management Fees .40%
- -------------------------------------------------------------------------------
Shareholder Servicing Fees .25%
- -------------------------------------------------------------------------------
Other Expenses .37%
- --------------------------------------------------------------------------------
Total Annual Fund Operating Expenses 1.02%
- --------------------------------------------------------------------------------
* THE FUND'S TOTAL ACTUAL ANNUAL FUND OPERATING EXPENSES FOR THE MOST RECENT
FISCAL YEAR WERE LESS THAN THE AMOUNT SHOWN ABOVE BECAUSE THE ADVISER WAIVED A
PORTION OF THE FEES IN ORDER TO KEEP TOTAL OPERATING EXPENSES AT A SPECIFIED
LEVEL. THESE FEE WAIVERS REMAIN IN PLACE AS OF THE DATE OF THIS PROSPECTUS,
BUT THE ADVISER MAY DISCONTINUE ALL OR PART OF THESE WAIVERS AT ANY TIME.
WITH THESE FEE WAIVERS, THE FUND'S ACTUAL TOTAL OPERATING EXPENSES FOR THE
MOST RECENT RECENT FISCAL YEAR WERE AS FOLLOWS:
INVESTMENT SERVICE SHARES .68%
For more information about these fees, see "Investment Adviser and Sub-Adviser"
and "Shareholder Services."
EXAMPLE
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and that you sell your
shares at the end of the period.
The Example also assumes that each year your investment has a 5% return,
Fund operating expenses remain the same and you reinvest all dividends and
distributions. Although your actual costs and returns might be different, your
approximate costs of investing $10,000 in the Fund would be:
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$104 $325 $563 $1,248
- -------------------------------------------------------------------------------
4
<PAGE>
[Fly page omitted]
<PAGE>
EXPEDITION TAX-FREE MONEY MARKET FUND
[portfolio folder graphic omitted]
FUND SUMMARY
- -------------------------------------------------------------------------------
Investment Goal Current income exempt from Federal income tax,
consistent with stability of principal
- -------------------------------------------------------------------------------
Investment Focus Tax-free money market instruments
- -------------------------------------------------------------------------------
Share Price Volatility Very low
- --------------------------------------------------------------------------------
Principal Investment Strategy Investing in a well diversified portfolio of
short-term municipal securities which pay
interest that is exempt from Federal income
tax
- --------------------------------------------------------------------------------
Investor Profile Taxable investors who want income exempt from
Federal income tax through a liquid investment
[binoculars graphic omitted]
INVESTMENT STRATEGY OF THE EXPEDITION
TAX-FREE MONEY MARKET FUND
The Fund invests substantially all of its assets in a broad range of high
quality, short-term municipal money market instruments that pay interest that is
exempt from Federal income tax. The issuers of these securities may be state and
local governments and agencies located in any of the fifty states, the District
of Columbia, Puerto Rico and other U.S. territories and possessions. The Fund's
portfolio seeks to be well diversified among these issuers, and will be
comprised only of short-term debt securities that are rated in one of the two
highest rating categories or unrated securities that have been determined by the
Sub-Adviser to be of comparable quality. The Fund will maintain an average
dollar weighted maturity of 90 days or less, and will only acquire securities
that have a remaining maturity of 397 days or less.
The Adviser has engaged Weiss, Peck & Greer, L.L.C. as sub-adviser
(Sub-Adviser) to manage the Fund on a day-to-day basis. The Sub-Adviser's
investment selection process seeks to add value through a strategy that takes
advantage of the inefficient nature of the municipal securities market rather
than attempting to predict interest rate movements. Securities are chosen based
on the issuer's financial condition, the financial condition of any person or
company which guarantees the credit of the issuer, liquidity and competitive
yield. The Fund attempts to avoid purchasing or holding securities that are
subject to a decline in credit quality of the issue through careful credit
screening, as well as ongoing monitoring of each issuer and any person or
company providing credit support.
6
<PAGE>
[life preserver graphic omitted]
PRINCIPAL RISKS OF INVESTING IN THE EXPEDITION
TAX-FREE MONEY MARKET FUND
An investment in the Fund is subject to income risk, which is the possibility
that the Fund's yield will decline due to falling interest rates. An investment
in the Fund is not a deposit of Compass Bank and is not insured or guaranteed by
the Federal Deposit Insurance Corporation 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 the Fund.
There may be economic or political changes that impact the ability of
municipal issuers to repay principal and to make interest payments on municipal
securities. Changes in the financial condition or credit rating of municipal
issuers also may adversely affect the value of the Fund's municipal securities.
Since the Fund often purchases securities supported by credit enhancements
from banks and other financial institutions, changes in the credit quality of
these institutions could cause losses to the Fund and affect its share price.
[target graphic omitted]
PERFORMANCE INFORMATION
The bar chart and the performance table below illustrate the risks and
volatility of an investment in the Fund. Of course, the Fund's past performance
does not necessarily indicate how the Fund will perform in the future.
This bar chart shows the performance of the Fund's Investment Service Shares
for one year.*
[Bar Chart Omitted]
Plot Points are as follows:
1999 - 2.84%
BEST QUARTER WORST QUARTER
0.79% 0.63%
(12/31/99) (03/31/99)
* THE PERFORMANCE INFORMATION SHOWN ABOVE IS BASED ON A CALENDAR YEAR.
CALL 1-800-992-2085 FOR THE FUND'S CURRENT 7-DAY YIELD.
7
<PAGE>
EXPEDITION TAX-FREE MONEY MARKET FUND
This table shows the Fund's average annual total returns for the periods ended
December 31, 1999.
Investment Service Shares 1 Year Since Inception
- ------------------------------------------------------------------------------
Tax-Free Money Market Fund 2.84% 2.88%*
- ------------------------------------------------------------------------------
* SINCE MAY 20, 1998.
[dollar sign graphic omitted]
FUND FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and hold
Fund shares.
ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)*
Investment Service Shares
- --------------------------------------------------------------------------------
Management Fees .40%
- --------------------------------------------------------------------------------
Shareholder Servicing Fees .25%
- --------------------------------------------------------------------------------
Other Expenses .30%
- --------------------------------------------------------------------------------
Total Annual Fund Operating Expenses .95%
- --------------------------------------------------------------------------------
* THE FUND'S TOTAL ACTUAL ANNUAL FUND OPERATING EXPENSES FOR THE MOST RECENT
FISCAL YEAR WERE LESS THAN THE AMOUNT SHOWN ABOVE BECAUSE THE ADVISER WAIVED A
PORTION OF THE FEES IN ORDER TO KEEP TOTAL OPERATING EXPENSES AT A SPECIFIED
LEVEL. THESE FEE WAIVERS REMAIN IN PLACE AS OF THE DATE OF THIS PROSPECTUS,
BUT THE ADVISER MAY DISCONTINUE ALL OR PART OF THESE WAIVERS AT ANY TIME.
WITH THESE FEE WAIVERS, THE FUND'S ACTUAL TOTAL OPERATING EXPENSES FOR THE
MOST RECENT FISCAL YEAR WERE AS FOLLOWS:
INVESTMENT SERVICE SHARES .68%
For more information about these fees, see "Investment Adviser and Sub-Adviser"
and Shareholder Services."
8
<PAGE>
EXPEDITION TAX-FREE MONEY MARKET FUND
EXAMPLE
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and that you sell your
shares at the end of the period.
The Example also assumes that each year your investment has a 5% return,
Fund operating expenses remain the same and you reinvest all dividends and
distributions. Although your actual costs and returns might be different, your
approximate costs of investing $10,000 in the Fund would be:
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$97 $303 $525 $1,166
- --------------------------------------------------------------------------------
9
<PAGE>
MORE INFORMATION ABOUT FUND INVESTMENTS
[PORTFOLIO FOLDER GRAPHIC OMITTED]
IN ADDITION TO THE INVESTMENTS AND STRATEGIES described in this prospectus, the
Funds also may invest in other securities, use other strategies and engage in
other investment practices. These investments and strategies, as well as those
described in this prospectus, are described in detail in our Statement of
Additional Information. Of course, we cannot guarantee that either Fund will
achieve its investment goal.
[hand graphic omitted]
INVESTMENT ADVISER AND SUB-ADVISER
THE INVESTMENT ADVISER makes investment decisions for the Money Market Fund and
continuously reviews, supervises and administers the Money Market Fund's
investment program. The Adviser oversees the Sub-Adviser to ensure compliance
with the Tax-Free Money Market Fund's investment policies and guidelines, and
monitors the Sub-Adviser's adherence to its investment style. The Adviser pays
the Sub-Adviser out of the investment advisory fees it receives (described
below). The Board of Trustees of Expedition Funds supervises the Adviser and
Sub-Adviser and establishes policies that the Adviser and Sub-Adviser must
follow in their management activities.
Compass Bank, a wholly-owned subsidiary of Compass Bancshares, Inc. (Compass
Bancshares), serves as the Adviser to the Funds. Compass Bank has served as an
investment adviser to mutual funds since 1990. Through the Compass Asset
Management Group, the Adviser and its affiliates provide investment advisory and
management services for the assets of individuals, pension and profit sharing
plans, endowments and foundations. As of December 31, 1999, Compass Bank had
approximately $8.4 billion in assets under administration, with investment
discretion over $3.1 billion. For the fiscal period ended October 31, 1999,
Compass Bank received advisory fees as a percentage of average daily net assets
(after waivers) of:
Money Market Fund .18%
Tax-Free Money Market Fund .12%
10
<PAGE>
INVESTMENT ADVISER AND SUB-ADVISER
Weiss, Peck & Greer, L.L.C. (WPG), One New York Plaza, New York, NY 10004,
serves as the Sub-Adviser and manages the Tax-Free Money Market Fund on a
day-to-day basis. WPG was founded in 1970, and engages in investment management,
venture capital management and management buyouts. Since its founding, WPG has
been active in managing portfolios of tax exempt securities. WPG selects, buys
and sells securities for the Fund under the supervision of the Adviser and the
Board of Trustees.
ADDITIONAL COMPENSATION
Compass Bank and its affiliates may act as fiduciaries or provide services in
various non-fiduciary capacities with respect to plans subject to the Employee
Retirement Income Security Act of 1974 (ERISA) and other trust and agency
accounts that invest in the Funds. In addition to the compensation payable
directly by such accounts for fiduciary and non-fiduciary services, Compass Bank
receives compensation for acting as the Funds' investment adviser. Compass Bank
and its affiliates also receive compensation in connection with the following:
CUSTODY SERVICES. Compass Bank serves as custodian to the Funds, and for such
services is paid an annual fee payable from the Funds' assets of .02% of each
Fund's average daily net assets.
SHAREHOLDER SERVICING FEES. To the extent that Investment Service Shares are
held through Compass Bank or any of its affiliates providing custodial,
brokerage or investment-related services, including Compass Brokerage, Inc.,
those entities may receive shareholding servicing fees, payable from the Funds'
assets, of up to .25% of each Fund's average daily net assets.
SUB-ADMINISTRATION SERVICES. Compass Bank provides sub-administrative
services to the Funds. For providing these services, Compass Bank is compensated
by the Funds' administrator (not by the Funds) at an annual rate of up to .02%
of each Fund's average daily net assets.
BROKERAGE TRANSACTIONS. When purchasing and selling portfolio securities for
the Funds, Compass Bank, as the Funds' investment adviser, may place trades
through its affiliates providing brokerage services, including Compass
Brokerage, Inc., which brokerage affiliates will earn commissions on these
transactions.
11
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
This section tells you how to purchase, sell (sometimes called "redeem") and
exchange shares of the Funds.
Investment Service Shares are for individual and institutional investors.
Investment Service Shares are also available to customers of subsidiaries and
other affiliates of Compass Bancshares, including certain customers maintaining
accounts with the Compass Asset Management Group or obtaining brokerage,
investment and similar services through Compass Brokerage, Inc. or other
subsidiaries or affiliates of Compass Bancshares.
[Money graphic omitted]
HOW TO PURCHASE FUND SHARES
You may purchase shares by:
[square bullet] Mail
[square bullet] Telephone, or
[square bullet] Wire
To purchase shares directly from us, complete and send in an account
application. If you need an application or have questions, please call
1-800-992-2085. To purchase Investment Service Shares through their Compass
Asset Management Group account, customers should contact their authorized Asset
Management Group representative. Compass Brokerage, Inc. customers should
contact their Compass Brokerage, Inc. authorized representative. Unless you
arrange to pay by wire, write your check, payable in U.S. dollars, to
"Expedition Funds" and include the name of the appropriate Fund(s) on the check.
A Fund cannot accept third-party checks, credit cards, credit card checks or
cash.
You may also buy shares through accounts with brokers and other institutions
that are authorized to place trades in Fund shares for their customers. If you
invest through an authorized institution, you will have to follow its
procedures, which may be different from the procedures for investing directly.
Your broker or institution may charge a fee for its services, in addition to the
fees charged by the Fund. You will also generally have to address your
correspondence or questions regarding the Fund to your institution.
12
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
GENERAL INFORMATION
You may purchase shares on any day that the New York Stock Exchange (NYSE) and
the Federal Reserve are open for business (a Business Day).
A Fund may reject any purchase order if it determines that accepting the
order would not be in the best interests of the Fund or its shareholders.
The price per share (the offering price) will be the net asset value per
share (NAV) next determined after the Fund receives your purchase order. We
expect that the NAV of the Funds will remain constant at $1.00 per share.
The Money Market Fund calculates its NAV each business day at 12:00 noon and
4:00 p.m. Central time. So, for you to be eligible to receive dividends declared
on the day you submit your purchase order, generally the Fund must receive your
order and federal funds (readily available funds) before 4:00 p.m. Central time.
The Tax-Free Money Market Fund calculates its NAV each Business Day at 12:00
noon Central time and the close of normal trading on the NYSE (normally 3:00
p.m. Central time). So, for you to be eligible to receive dividends declared on
the day you submit your purchase order, generally the Fund must receive your
order before 11:30 a.m. Central time and federal funds (readily available funds)
before 1:00 p.m. Central time.
HOW WE CALCULATE NAV
NAV for one Fund share is the value of that share's portion of the net assets of
the Fund.
In calculating NAV for the Funds, we generally value a Fund's investment
portfolio using the amortized cost valuation method, which is described in
detail in our Statement of Additional Information. If this method is determined
to be unreliable during certain market conditions or for other reasons, a Fund
may value its portfolio at market price or fair value prices may be determined
in good faith using methods approved by the Board of Trustees.
13
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
MINIMUM PURCHASES
To purchase Investment Service Shares for the first time, you must invest at
least $1,000 in either Fund. The minimum purchase amount for IRA accounts is
$500. The minimum is $25 in the case of directors, officers and employees of
Compass Bancshares and its affiliates (and members of their immediate families)
participating in the Systematic Investment Plan. Your subsequent investments in
either Fund must be made in amounts of at least $100 ($25 for directors,
officers and employees of Compass Bancshares and its affiliates and members of
their immediate families).
A Fund may accept investments of smaller amounts at its discretion.
SYSTEMATIC INVESTMENT PLAN
If you have a checking or savings account with a bank, you may purchase shares
of either Fund automatically through regular deductions from your account. Once
your account has been opened, you may begin regularly scheduled investments of
at least $100 ($25 in the case of directors, officers and employees of Compass
Bancshares and its affiliates and members of their immediate families) for each
Fund.
[money graphic omitted]
HOW TO SELL YOUR FUND SHARES
If you own your shares through an account with a broker or other institution,
contact that broker or institution to sell your shares. Compass Asset Management
Group customers should contact their Asset Management Group authorized
representative. Customers of Compass Brokerage Inc. should contact their Compass
Brokerage authorized representative.
If you own your shares directly, you may sell your shares on any Business
Day by contacting us directly by mail or telephone by calling 1-800-992-2085.
If you would like to sell $40,000 or more of your shares, please notify the
Fund in writing and include a signature guarantee by a bank or other financial
institution (a notarized signature is not sufficient).
14
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
The sale price of each share will be the next NAV determined after we
receive your request. Redemption requests received before 11:30 a.m. Central
time for the Tax-Free Money Market Fund and before 4:00 p.m. Central time for
the Money Market Fund will not be entitled to that day's dividend.
SYSTEMATIC WITHDRAWAL PLAN
If you have at least $10,000 in your account, you may use the systematic
withdrawal plan. Under the plan you may arrange monthly, quarterly, semi-annual
or annual automatic withdrawals from any Fund. The proceeds of each withdrawal
will be mailed to you by check or, if you have an account with a bank,
electronically transferred to your account.
RECEIVING YOUR MONEY
Normally, we will send your sale proceeds within one Business Day after we
receive your request, and in any event within seven days. Your proceeds can be
wired to your bank account (amounts less than $5,000 may be subject to a wire
fee) or sent to you by check. IF YOU RECENTLY PURCHASED YOUR SHARES BY CHECK,
REDEMPTION PROCEEDS MAY NOT BE AVAILABLE UNTIL YOUR CHECK HAS CLEARED (WHICH MAY
TAKE UP TO 15 DAYS FROM YOUR DATE OF PURCHASE).
REDEMPTIONS IN KIND
We generally pay sale (redemption) proceeds in cash. However, under unusual
conditions that make the payment of cash unwise (and for the protection of the
Fund's remaining shareholders) we might pay all or part of your redemption
proceeds in liquid securities with a market value equal to the redemption price
(redemption in kind). It is highly unlikely that your shares would ever be
redeemed in kind, but if they were you would probably have to pay transaction
costs to sell the securities distributed to you, as well as taxes on any capital
gains from the sale as with any redemption.
15
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
INVOLUNTARY REDEMPTIONS OF YOUR SHARES
If your account balance drops below $1,000 because of redemptions, the Fund may
redeem your shares. But, the Fund will always give you at least 30 days' written
notice to give you time to add to your account and avoid the involuntary
redemption of your shares.
SUSPENSION OF YOUR RIGHT TO SELL YOUR SHARES
A Fund may suspend your right to sell your shares during times when the NYSE
restricts or halts trading, or otherwise permitted by the Securities and
Exchange Commission ("SEC"). More information about this is in our Statement of
Additional Information.
[Money graphic omitted]
HOW TO EXCHANGE YOUR SHARES
You may exchange your shares on any Business Day by contacting us directly by
mail or telephone by calling 1-800-992-2085.
You may also exchange shares through your financial institution by mail or
telephone. Compass Asset Management customers should contact their Asset
Management Group authorized representative. Customers of Compass Brokerage Inc.
should contact their Compass Brokerage authorized representative. Exchange
requests must be for an amount of at least $1,000 ($25 for directors, officers
and employees of Compass Bancshares and its affiliates and members of their
immediate families).
IF YOU RECENTLY PURCHASED SHARES BY CHECK, YOU MAY NOT BE ABLE TO EXCHANGE
YOUR SHARES UNTIL YOUR CHECK HAS CLEARED (WHICH MAY TAKE UP TO 15 DAYS FROM YOUR
DATE OF PURCHASE). This exchange privilege may be changed or canceled at any
time upon 60 days' notice.
When you exchange shares, you are really selling your shares and buying
other Fund shares. So, your sale price and purchase price will be based on the
NAV next calculated after the Fund receives your exchange request.
16
<PAGE>
PURCHASING, SELLING AND EXCHANGING FUND SHARES
If you exchange your Investment Service Shares that you purchased without a
sales charge or with a lower sales charge for any Investment Service, Class A or
Class B Shares with a sales charge or with a higher sales charge, the exchange
is subject to an incremental sales charge (e.g., the difference between the
lower and higher applicable sales charges). If you exchange shares into a Fund
with the same, lower or no sales charge, there is no incremental sales charge
for the exchange.
TELEPHONE TRANSACTIONS
Purchasing, selling and exchanging Fund shares over the telephone is extremely
convenient, but not without risk. Although the Fund has certain safeguards and
procedures to confirm the identity of callers and the authenticity of
instructions, the Fund is not responsible for any losses or costs incurred by
following telephone instructions we reasonably believe to be genuine. If you or
your financial institution transact with the Fund over the telephone, you will
generally bear the risk of any loss.
SHAREHOLDER SERVICES
Each Fund has adopted a shareholder service plan that allows the Fund to pay
service fees for services provided to Investment Service shareholders. Because
these fees are paid out of a Fund's assets continuously, over time these fees
will increase the cost of your investment and may cost you more than paying
other types of sales charges. Shareholder servicing fees under the plan, as a
percentage of average daily net assets, are .25% for Investment Service Shares.
The Distributor may, from time to time in its sole discretion, institute one
or more promotional incentive programs for dealers, which will be paid for by
the Distributor. Under any such program, the Distributor may provide incentives,
in the form of cash or other compensation, including merchandise, airline
vouchers, trips and vacation packages, to dealers selling shares of the Funds.
DIVIDENDS AND DISTRIBUTIONS
Dividends are declared daily and paid monthly. Each Fund makes distributions of
capital gains, if any, at least annually. If you own Fund shares on a Fund's
record date, you will be entitled to receive the distribution.
17
<PAGE>
DIVIDENDS AND DISTRIBUTIONS
You will receive dividends and distributions in the form of additional Fund
shares unless you elect to receive payment in cash. To elect cash payment, you
must notify the Fund in writing prior to the date of the distribution. Your
election will be effective for dividends and distributions paid after the Fund
receives your written notice. To cancel your election, simply send the Fund
written notice.
TAXES
PLEASE CONSULT YOUR TAX ADVISER REGARDING YOUR SPECIFIC QUESTIONS ABOUT FEDERAL,
STATE AND LOCAL INCOME TAXES. Below we have summarized some important tax issues
that affect the Funds and their shareholders. This summary is based on current
tax laws, which may change.
Each Fund will distribute substantially all of its income and capital gains,
if any. The dividends and distributions you receive may be subject to federal,
state and local taxation, depending upon your tax situation. Distributions you
receive from a Fund may be taxable whether or not you reinvest them. Income
distributions are generally taxable at ordinary income tax rates. Capital gains
distributions are generally taxable at the rates applicable to long-term capital
gains. EACH SALE OR EXCHANGE OF FUND SHARES IS A TAXABLE EVENT.
The Tax-Free Money Market Fund intends to distribute federally tax-exempt
income. The Fund may invest a portion of its assets in securities that generate
taxable income for federal or state income taxes. Income exempt from federal tax
may be subject to state and local taxes. Any capital gains distributed by the
Fund may be taxable.
MORE INFORMATION ABOUT TAXES IS IN THE STATEMENT OF ADDITIONAL INFORMATION.
18
<PAGE>
[FLY PAGE OMITTED]
<PAGE>
FINANCIAL HIGHLIGHTS
The table that follows presents performance information about Investment
Service shares of the Funds. This information is intended to help you understand
each Fund's financial performance for the past five years, or, if shorter, the
period of the Fund's operations. Some of this information reflects financial
information for a single Fund share. The total returns in the table represent
the rate that you would have earned (or lost) on an investment in a Fund,
assuming you reinvested all of your dividends and distributions. This
information has been audited by Deloitte & Touche LLP, independent public
accountants. Their report, along with each Fund's financial statements, appears
in the annual report that accompanies our Statement of Additional Information.
You can obtain the annual report, which contains more performance information,
at no charge by calling 1-800-992-2085.
FOR THE PERIODS ENDED OCTOBER 31,
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD.
- --------------------------------------------------------------------------------
REALIZED DISTRI-
AND BUTION DISTRIBU-
NET ASSET NET UNREALIZED FROM TIONS NET ASSET
VALUE INVEST- GAINS OR NET FROM VALUE,
BEGINNING MENT LOSSES ON INVESTMENT CAPITAL END OF
OF PERIOD INCOME INVESTMENTS INCOME GAINS PERIOD
---------- ------ ----------- ---------- --------- ---------
- -----------------
MONEY MARKET FUND
- -----------------
Investment Service
Shares (1)
1999 $ 1.00 0.05 -- (0.05) -- $ 1.00
1998 1.00 0.05 -- (0.05) -- 1.00
1997 1.00 0.08 -- (0.08) -- 1.00
1996 1.00 0.04 -- (0.04) -- 1.00
1995 1.00 0.05 -- (0.05) -- 1.00
- --------------------------
TAX-FREE MONEY MARKET FUND
- --------------------------
Investment Service Shares
1999 $ 1.00 0.03 -- (0.03) -- $ 1.00
1998(2) 1.00 0.01 -- (0.01) -- 1.00
(1) During 1997, the Starburst Money market Trust Shares were renamed the
Expedition Money Market Investment Service Shares.
(2) Commenced operations on May 20, 1998.
20
<PAGE>
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
RATIO RATIO OF NET
OF EXPENSES INVESTMENT INCOME
RATIO OF NET TO AVERAGE (LOSS) TO AVERAGE
RATIO OF INVESTMENT NET ASSETS NET ASSETS
NET ASSETS EXPENSES INCOME (LOSS) (EXCLUDING (EXCLUDING
TOTAL END OF TO AVERAGE TO AVERAGE WAIVERS AND WAIVERS AND PORTFOLIO
RETURN+ PERIOD (000) NET ASSETS NET ASSET REIMBURSEMENTS) REIMBURSEMENTS TURNOVER RATE
- ------- ----------- ----------- ------------- --------------- ---------------- -------------
<S> <C> <C> <C> <C> <C> <C>
4.56% $186,431 0.68% 4.47% 1.02% 4.13% --
5.07% 142,910 0.68% 4.95% 0.91% 4.73% --
4.97% 147,651 0.73% 4.84% 0.85% 4.72% --
4.95% 136,666 0.71% 4.85% 0.71% 4.85% --
5.51% 141,434 0.56% 5.38% 0.66% 5.28% --
- --------------------------
TAX-FREE MONEY MARKET FUND
- --------------------------
Investment Service Shares
2.77% $ 59,889 0.68% 2.73% 0.95% 2.46% --
1.33% 64,542 0.68%* 2.95%* 0.78%* 2.85%* --
</TABLE>
* Annualized
+ Returns are for the period indicated and have not been annualized.
21
<PAGE>
Notes
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Notes
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Notes
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Fly Page Omitted
<PAGE>
EXPEDITION MONEY MARKET FUND
EXPEDITION TAX-FREE MONEY MARKET FUND
Investment Service Shares
March 1, 2000
INVESTMENT ADVISER AND CUSTODIAN
Compass Bank
15 S. 20th Street
Birmingham, Alabama 35233
DISTRIBUTOR
SEI Investments Distribution Co.
One Freedom Valley Drive
Oaks, Pennsylvania 19456
LEGAL COUNSEL
Morgan, Lewis & Bockius LLP
1800 M Street, N.W.
Washington, DC 20036
More information about expedition funds is available without charge through the
following:
STATEMENT OF ADDITIONAL INFORMATION (SAI)
The SAI Dated March 1, 2000, includes detailed information about Expedition
Funds.
The SAI is on file with the sec and is incorporated by reference into
this prospectus.
This means that the sai, for legal purposes, is a part of
this prospectus.
ANNUAL AND SEMI-ANNUAL REPORTS
These reports list the funds' holdings and contain information from the
funds' managers about strategies, and recent market conditions and trends and
their impact on fund performance. the reports also contain detailed financial
information about the funds.
TO OBTAIN AN SAI, ANNUAL OR SEMI-ANNUAL REPORT, OR MORE INFORMATION:
BY TELEPHONE: Call 1-800-992-2085
BY MAIL: Write to us
Expedition Funds
C/O State Street Bank and Trust Company
P.O. BOX 8010
Boston, Massachusetts 02266
FROM THE SEC: You can also obtain the sai or the annual and semi-annual reports,
as well as other information about expedition funds, from the edgar database on
the sec's website ("http://www.sec.gov"). you may review and copy documents at
the sec public reference room in washington, dc (for information on the
operation of the public reference room, call 202-942-8090). you may request
documents by mail from the sec, upon payment of a duplicating fee, by writing
to: securities and exchange commission, public reference section, washington, dc
20549-0102. you may also obtain this information, upon payment of a duplicating
fee, by e-mailing the sec at the following address: [email protected].
expedition funds' investment company act registration number is 811-5900.
EXP-F-021-02
