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THE RIVERFRONT FUNDS, INC.
THE RIVERFRONT U.S. GOVERNMENT SECURITIES MONEY MARKET FUND
THE RIVERFRONT U.S. GOVERNMENT INCOME FUND
THE RIVERFRONT INCOME EQUITY FUND
THE RIVERFRONT OHIO TAX-FREE BOND FUND
THE RIVERFRONT STOCK APPRECIATION FUND
THE RIVERFRONT LARGE COMPANY SELECT FUND
THE RIVERFRONT BALANCED FUND
Supplement dated November 17, 1997,
to Prospectus dated April 30, 1997
Capitalized terms used in this Supplement have the meaning assigned to
them in the Prospectus.
The Company has entered into an Agreement and Plan of Reorganization
and Liquidation, dated as of March 21, 1997 (the "Plan"), with The Riverfront
Funds, an Ohio business trust (the "Trust"), whereby each Fund of the Company
will become a separate series of an Ohio business trust rather than a separate
series of a Maryland corporation (the "Conversion").
The Conversion is subject to certain regulatory approvals and to
approval by the shareholders of the Funds at a special Shareholders Meeting
which was held on July 31, 1997, but has been further adjourned until December
12, 1997 to allow for the further solicitation of proxies. If the shareholders
approve the Conversion, it is expected that the Conversion would be effected on
or about December 31, 1997.
The information regarding the fee and expenses WITH RESPECT TO THE
BALANCED FUND ONLY found under the heading "FEE TABLE" on pages 8, 9 and 10 of
the Prospectus is deleted in its entirety and is replaced with the following:
<TABLE>
<CAPTION>
BALANCED FUND
Investor A Investor B
SHAREHOLDER TRANSACTION EXPENSES Shares Shares
------ ------
<S> <C> <C>
Sales Charge (as a percentage of offering price) 4.50%(1) None
Deferred Sales Load (as a percentage of original
purchase price or redemption proceeds, as
applicable)(2) None 4.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average net assets)
Investment Advisory Fees After Voluntary
Fee Reduction(3) 0.80% 0.80%
12b-1 Fees After Voluntary Fee Reduction 0.19(3) 1.00
</TABLE>
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<TABLE>
<S> <C> <C>
Other Expenses 0.87 0.92
---- ----
Total Fund Operating Expenses After Voluntary
Fee Reductions 1.86% 2.72%
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</TABLE>
EXAMPLE
You would pay the following expenses on a $1,000 investment, assuming (1) 5%
annual return and (2) redemption at the end of each time period:
<TABLE>
<CAPTION>
Investor B Shares
Investor A Shares Investor B Shares Assuming No Redemption
----------------- ----------------- ----------------------
<S> <C> <C> <C>
One Year $ 63 $ 68 $ 28
Three Years $101 $124 $ 84
Five Years $141 $164 $144
Ten Years $253 $305 $305
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</TABLE>
(1) The sales charge applied to purchases of Investor A Shares declines as
the amount invested increases. In addition, all or a portion of the sales charge
may be waived by the Distributor on certain sales of Investor A Shares. See
"Sales Charges -- Investor A Shares" and "Reduced Sales Charges -- Investor A
Shares."
(2) A contingent deferred sales load ranging from 4% to 1% is charged with
respect to Investor B shares redeemed within the first six years after purchase.
See "Contingent Deferred Sales Charge -- Investor B shares" below.
(3) Provident agreed with the Company to reduce voluntarily the amount of
its investment advisory fee with respect to the Balanced Fund for the fiscal
year ended December 31, 1996 and the fiscal year ending December 31, 1997.
Absent such voluntary fee reduction, Investment Advisory Fees would have been
.50%. The Distributor as agreed with the Company to reduce voluntarily the
amount of its 12b-1 fee under the Investors A Plan, as described below, with
respect to the Balanced Fund for the fiscal year ended December 31, 1996 and the
fiscal year ending December 31, 1997. Absent such voluntary fee reduction, 12b-1
Fees for the Balanced Fund would have been 0.25%.
This Supplement replaces and supersedes the Prospectus Supplement dated
April 30, 1997, in its entirety.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH
THE PROSPECTUS FOR FUTURE REFERENCE
