PARAGON PORTFOLIO
Prospectus and Statement of Additional Information supplement
dated January 23, 1996 to Prospectus and Statement of Additional
Information of Paragon Treasury Money Market Fund, Paragon Short-
Term Government Fund, Paragon Intermediate-Term Bond Fund,
Paragon Louisiana Tax-Free Fund, Paragon Value Growth Fund,
Paragon Value Equity Income Fund and Paragon Gulf South Growth
Fund dated March 30, 1995 and Prospectus and Statement of
Additional of Paragon Power Intermediate-Term Bond Portfolio,
Paragon Power Value Growth Portfolio, Paragon Power Value Equity
Income Portfolio and Paragon Power Gulf South Growth Portfolio
dated July 31, 1995.
Appointment of Banc One Investment Advisors Corporation as
Investment Advisor and The One Group Services Company as
Distributor to Paragon Treasury Money Market Fund, Paragon Short-
Term Government Fund, Paragon Intermediate-Term Bond Fund,
Paragon Louisiana Tax-Free Fund, Paragon Value Growth Fund,
Paragon Value Equity Fund, Paragon Gulf South Growth Fund,
Paragon Power Intermediate-Term Bond Portfolio, Paragon Power
Value Growth Portfolio, Paragon Power Value Equity Income
Portfolio and Paragon Power Gulf South Growth Portfolio
(the"Funds").
On December 20, 1995, shareholders of each fund authorized
the funds to enter into an investment advisory agreement with
Banc One Investment Advisors Corporation (the "Investment
Advisor"). This agreement is effective January 2, 1996.
The investment advisory agreement provides for compensation
to the Investment Advisor at the same rate as was previously paid
to Premier Investment Advisors, L.L.C. by each Fund in the attached
Prospectus. In addition, the Investment Advisor has entered into
a Sub-Investment Advisory Agreement with Goldman Sachs Asset
Management on behalf of the Paragon Treasury Money Market Fund,
having the same terms as the agreement described in the
Prospectus.
Effective January 2, 1996, The One Group Services Company,
3435 Stelzer Road, Columbus, Ohio 43219 will serve as Distributor
of the Funds pursuant to a Distribution Agreement between Paragon
Portfolio and The One Group Services Company.
