FILED PURSUANT TO RULE 497(e)
REGISTRATION FILE NO. 33-34080

                                                          July 1, 1996


                         THE INFINITY MUTUAL FUNDS, INC.


                                 VALUESTAR FUNDS
                          PRIME MONEY MARKET PORTFOLIO
                      U.S. TREASURY MONEY MARKET PORTFOLIO

                   SUPPLEMENT TO PROSPECTUS DATED MAY 1, 1996



                  The following supplements and supersedes any contrary
information contained in the Portfolios' Prospectus.

                  As of the date hereof, the Portfolios have commenced offering
Trust Shares pursuant to a separate prospectus. Investors eligible to purchase
Trust Shares should contact the Adviser.



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