<PAGE> 1
AMERICAN PERFORMANCE FUNDS
EQUITY INVESTMENT FUNDS
Supplement dated September 3, 1998, to Prospectus dated December 17, 1997
Capitalized terms used in this Supplement that are not defined have the
meaning assigned to them in the Prospectus.
1. Under FINANCIAL HIGHLIGHTS on pages 5-7, the financial highlights of
each Equity Investment Fund are hereby supplemented to include financial
statements for the six-month period ended February 28, 1998. The following
information for the six-month period ended February 28, 1998 is unaudited.
<TABLE>
<CAPTION>
AGGRESSIVE BALANCED GROWTH
EQUITY FUND GROWTH FUND FUND EQUITY FUND
----------- ----------- ---- -----------
SIX-MONTH SIX-MONTH SIX-MONTH
PERIOD ENDED PERIOD ENDED PERIOD ENDED NOVEMBER 1, 1997 TO
02/28/98 02/28/98 02/28/98 FEBRUARY 28, 1998 (a)
<S> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $ 17.33 $ 18.88 $ 13.38 $ 10.00
------------- ------------- ------------- -------------
INVESTMENT ACTIVITIES
Net investment income 0.04 (0.04) 0.18 0.01
Net realized and unrealized gains
(losses) on investments 2.25 (0.76) 0.94 1.59
------------- ------------- ------------- -------------
Total from Investment Activities 2.29 (0.80) 1.12 1.60
------------- ------------- ------------- -------------
DISTRIBUTIONS
Net investment income (0.03) ---- (0.15) (0.01)
Net realized gains (2.47) (2.59) (1.28) ----
------------- ------------- ------------- -------------
Total Distributions (2.50) (2.59) (1.43) (0.01)
------------- ------------- ------------- -------------
NET ASSET VALUE, END OF PERIOD $ 17.12 $ 15.49 $ 13.07 $ 11.59
============= ============= ============= =============
Total Return (excludes sales charge) 14.34%(c) 3.06%(c) 8.87%(c) 16.13%(c)
RATIOS/SUPPLEMENT DATA:
Net Assets at end of period (000) $ 199,520 $ 38,921 $ 39,368 $ 65,345
Ratio of expenses to average 1.05%(b) 1.05%(b) 0.36%(b) 1.09%(b)
net assets
Ratio of net investment income to
average net assets 0.54%(b) (0.42)%(b) 3.25%(b) 0.37%(b)
Ratio of expenses to average* 1.24%(b) 1.24%(b) 1.31%(b) 1.28%(b)
net assets
Ratio of net investment income to
average net assets* 0.35%(b) (0.61)%(b) 2.30%(b) 0.18%(b)
Portfolio turnover 40.89% 32.71% 49.68% 12.21%
Average commission rate (d) $ 0.0501 $ 0.0626 $ 0.0583 $ 0.0502
</TABLE>
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<PAGE> 2
* During the period, certain fees were voluntarily reduced. If such voluntary
fee reductions had not occurred, the ratios would have been as indicated.
(a) Period from commencement of operations.
(b) Annualized.
(c) Unannualized.
(d) Represents the total dollar amount of commissions paid on portfolio
transactions divided by the total number of shares purchased and sold by
the Fund for which commissions were charged. Disclosure is not required for
periods ending prior to September 1, 1995.
The following paragraphs replace the second paragraph under AGGRESSIVE
GROWTH FUND on page 8:
2. As of February 5, 1998, the Aggressive Growth Fund no longer follows
a "bottom-up" securities selection strategy, but instead employs a
"quantitative" investment approach. Under this approach, stocks are ranked
according to their return characteristics and other quantitative factors. The
portfolio is being constructed to exhibit aggregate investment characteristics
similar to those of the Standard & Poor's Small Cap 600 Index ("S&P 600"). The
Aggressive Growth Fund will not, however, seek to match or track the performance
of the S&P 600, nor limit investments to stocks in this Index. This
"quantitative" investment approach is being implemented gradually over the next
few months.
The securities of smaller, less well-known companies may be more
volatile than those of larger companies. An investment in the Aggressive Growth
Fund may increase or decrease in value.
The following paragraphs replace the second and third paragraphs under
SALES CHARGE WAIVERS on pages 19 and 20:
3. The sales charges may also be waived for (1) investors who purchase
through accounts with the Investment Adviser and through their existing trust
relationship with the Investment Adviser; (2) employees of the Investment
Adviser or its affiliates; (3) each Trustee of the Funds and any employee of a
company that constitutes the principal business activity of a Trustee; (4)
employees of the Distributor and its affiliates; (5) orders placed on behalf of
other investment companies distributed by The BISYS Group, Inc. or its
affiliated companies; (6) existing Shareholders who own Shares in any of the
Equity Investment Funds within their trust accounts and purchase additional
Shares outside of these trust relationships; (7) investors within wrap accounts;
(8) investors who purchase in connection with 401(k) plans, 403(b) plans, and
other employer-sponsored, qualified retirement plans; and (9) investors who
purchase in connection with non-transactional fee fund programs and programs
offered by fee-based financial planners and other types of financial
institutions.
Each investor described in paragraphs (2), (3), (4), (6), (8) and (9)
above must identify himself or herself at the time of purchase. When an investor
who has previously redeemed Shares of any American Performance Fund re-enters
the American Performance Funds, the sales charge on the newly purchased shares
will be waived on a one-time basis in an amount up to the total of any sales
charge paid on the shares previously redeemed. If the Shareholder exercising
this re-entry privilege paid a sales charge on the redeemed shares and held them
for less than 91 days, such Shareholder must reduce his or her cost basis of the
redeemed shares for purposes of determining any capital gain or loss on the
redemption by the lesser of (1) the sales charge paid for those shares, or (2)
the sales charge waived in connection with the purchase of the new shares. The
Funds reserve the right to alter the terms of their sales charge waiver
practices upon sixty days' notice to Shareholders.
4. The following paragraph replaces the second paragraph under GENERAL
INFORMATION - DESCRIPTION OF THE FUNDS AND THEIR SHARES on page 29:
As of April 14, 1998, Bank of Oklahoma, N.A. (Bank of Oklahoma Tower,
One Williams Center, Tulsa, Oklahoma 74103) and its bank affiliates were the
Shareholder of record of 99% of the Equity Fund's Shares, 93% of the Aggressive
Growth Fund's Shares, 98% of the Balanced Fund's Shares and 99% of the Growth
Equity Fund's Shares. As of March 31, 1998, Bank of Oklahoma, N.A. and its bank
affiliates possessed, on behalf of its underlying accounts, voting and
investment power with respect to 77% of the Equity Fund's Shares, 61% of the
Aggressive Growth Fund's shares, 58% of the Balanced Fund's Shares and 98% of
the Growth Equity Fund's Shares, and, as a consequence, Bank of Oklahoma, N.A.
and its bank affiliates may be deemed to be a controlling person of each Fund
under the 1940 Act.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE PROSPECTUS FOR
FUTURE REFERENCE.
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<PAGE> 3
AMERICAN PERFORMANCE FUNDS
BOND INVESTMENT FUNDS
Supplement dated September 3, 1998, to Prospectus dated December 17, 1997
Capitalized terms used in this Supplement and not defined have the
meaning assigned to them in the Prospectus.
1. Under FEE TABLE on pages 3 and 4, the fee table of the Short-Term
Income Fund is replaced with the following fee table:
FEE TABLE
<TABLE>
<CAPTION>
Short-Term
Income
Fund
-------------------
SHAREHOLDER TRANSACTION EXPENSES (1)
- ------------------------------------------------------------------------------------------------ -------------------
<S> <C>
Maximum Sales Load Imposed on Purchases(2)
(as a percentage of offering price)........................................................... 2.00%
Maximum Sales Load Imposed on Reinvested Dividends (as a
percentage of offering price) 0%
Deferred Sales Load (as a percentage of original purchase price
or redemption proceeds, if applicable)........................................................ 0%
Redemption Fees(3) (as a percentage of amount redeemed, if
applicable)................................................................................... 0%
Exchange Fees................................................................................... $ 0
ANNUAL OPERATING EXPENSES (AS A PERCENTAGE OF AVERAGE NET
ASSETS)
- ------------------------------------------------------------------------------------------------ -------------------
Management Fees(4) (after voluntary fee reductions)............................................. 0%
12b-1 Fees(5) (after voluntary fee reductions).................................................. 0%
Other Expenses.................................................................................. .40%
----
Total Fund Operating Expenses(6) (after voluntary fee reductions)............................... .40%
====
</TABLE>
<PAGE> 4
EXAMPLE:
- --------------------------------------------------------------------------------
You would pay the following expenses on a $1,000 investment in the Fund,
assuming (1) 5% annual return and (2) redemption at the end of each time
period:
<TABLE>
<CAPTION>
SHORT-TERM
INCOME
FUND
------------
<S> <C>
1 Year............................................................. $ 24
3 Years............................................................ $ 33
5 Years............................................................ $ 42
10 Years........................................................... $ 70
</TABLE>
(1) Participating organizations (as defined in "DISTRIBUTION") may
charge a Customer's (as defined in "DISTRIBUTION") account fees for automatic
investment and other investment and trust services provided in connection with
investment in the Funds. (See "HOW TO PURCHASE SHARES.")
(2) There may be no sales load imposed upon purchases of shares of the
Funds by (1) investors who purchase through the Investment Adviser and who have
an existing trust relationship with the Investment Adviser; (2) employees of the
Investment Adviser or its affiliates; (3) each Trustee of the Funds and any
employee of a company that constitutes the principal business activity of a
Trustee; (4) employees of the Distributor and its affiliates; (5) orders placed
on behalf of other investment companies distributed by The BISYS Group, Inc. or
its affiliated companies; (6) existing Shareholders who own Shares in any of the
Bond Investment Funds within their trust accounts and purchase additional Shares
outside of their trust relationships; and (7) investors within wrap accounts.
(3) A wire redemption charge may be deducted from the amount of a wire
redemption payment made at the request of a holder of Shares. The current
charge, which is subject to change upon notice to Shareholders, is $15.00. (See
"HOW TO REDEEM SHARES -- By Telephone.")
(4) In order to reduce operating expenses, the Investment Adviser has
voluntarily agreed to reduce the investment advisory fees. Absent voluntary fee
reductions, the investment advisory fees would be 0.55% of the average daily net
assets for the Bond Fund, Intermediate Bond Fund, Intermediate Tax-Free Bond
Fund and Short-Term Income Fund.
(5) In order to reduce operating expenses, the Distributor has
voluntarily agreed to reduce the 12b-1 Fees. Absent voluntary fee
reductions, 12b-1 Fees would be 0.25% of the average daily net assets of the
Intermediate Tax-Free Bond Fund and the Short-Term Income Fund.
(6) Absent voluntary fee reductions, the Total Fund Operating Expenses
for the Bond Fund, Intermediate Bond Fund, Intermediate Tax-Free Bond Fund and
Short-Term Income Fund would be 1.14%, 1.13%, 1.19% and 1.20% of each Fund's
average daily net assets, respectively.
-2-
<PAGE> 5
2. Under FINANCIAL HIGHLIGHTS on pages 4-7, the financial highlights of
each Bond Investment Fund are hereby supplemented to include unaudited financial
statements for the six-month period ended February 28, 1998. The following
information for the six-month period ended February 28, 1998 is unaudited.
<TABLE>
<CAPTION>
INTERMEDIATE INTERMEDIATE
BOND TAX-FREE BOND SHORT-TERM
BOND FUND FUND FUND INCOME FUND
--------- ------------ ------------- -----------
SIX-MONTH SIX-MONTH SIX-MONTH SIX-MONTH
PERIOD ENDED PERIOD ENDED PERIOD ENDED PERIOD ENDED
02/28/98 02/28/98 02/28/98 02/28/98
<S> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $9.29 $10.23 $10.78 $9.92
------ ------ ------ ------
INVESTMENT ACTIVITIES
Net investment income 0.29 0.30 0.24 0.31
Net realized and unrealized gains
(losses) on investments 0.26 0.14 0.20 0.11
---- ---- ---- ----
Total from Investment Activities 0.55 0.44 0.44 0.42
---- ---- ---- ----
DISTRIBUTIONS
Net investment income (0.29) (0.30) (0.24) (0.31)
Net realized gains ---- ---- ---- ----
In excess of net realized gains ---- ---- ---- ----
------ ------ ------ ------
Total Distributions (0.29) (0.30) (0.24) (0.31)
------ ------ ------ ------
NET ASSET VALUE, END OF PERIOD $9.55 $10.37 $10.91 $10.03
===== ====== ====== ======
Total Return (excludes sales charge) 5.96%(b) 4.38%(b) 4.19%(b) 4.30%(b)
RATIOS/SUPPLEMENT DATA:
Net Assets at end of period (000) $47,034 $81,395 $29,324 $20,005
Ratio of expenses to average 0.93%(a) 0.93%(a) 0.72%(a) 0.35%(a)
net assets
Ratio of net investment income to
average net assets 6.13%(a) 5.91%(a) 4.50%(a) 6.29%(a)
Ratio of expenses to average* 1.13%(a) 1.13%(a) 1.17%(a) 1.17%(a)
net assets
Ratio of net investment income to
average net assets* 5.93%(a) 5.71%(a) 4.05%(a) 5.47%(a)
Portfolio turnover 27.55% 19.09% 11.17% 35.31%
</TABLE>
- ---------
* During the period, certain fees were voluntarily reduced. If such voluntary
fee reductions had not occurred, the ratios would have been as indicated.
(a) Annualized.
(b) Unannualized.
3. Under INVESTMENT POLICIES AND SPECIAL CONSIDERATIONS - BOND FUND,
INTERMEDIATE BOND FUND AND SHORT-TERM INCOME FUND on page 10, in the first full
paragraph, the investment policy with respect to the Intermediate Bond Fund as
-3-
<PAGE> 6
stated in the second and third sentences is deleted. The Intermediate Bond will
no longer pursue the stated investment policy.
The following paragraphs replace the second and third paragraphs under
SALES CHARGE WAIVERS on pages 23 - 24:
4. The sales charges may also be waived for (1) investors who purchase
through accounts with the Investment Adviser and through their existing trust
relationship with the Investment Adviser; (2) employees of the Investment
Adviser or its affiliates; (3) each Trustee of the Funds and any employee of a
company that constitutes the principal business activity of a Trustee; (4)
employees of the Distributor and its affiliates; (5) orders placed on behalf of
other investment companies distributed by The BISYS Group, Inc. or its
affiliated companies; (6) existing Shareholders who own Shares in any of the
Bond Investment Funds within their trust accounts and purchase additional Shares
outside of these trust relationships; (7) investors within wrap accounts; (8)
investors who purchase in connection with 401(k) plans, 403(b) plans, and other
employer-sponsored, qualified retirement plans; and (9) investors who purchase
in connection with non-transactional fee fund programs and programs offered by
fee-based financial planners and other types of financial institutions.
Each investor described in paragraphs (2), (3), (4), (6), (8), and (9)
above must identify himself or herself at the time of purchase. When an investor
who has previously redeemed Shares of any American Performance Fund re-enters
the American Performance Funds, the sales charge on the newly purchased shares
will be waived on a one-time basis in an amount up to the total of any sales
charge paid on the shares previously redeemed. If the Shareholder exercising
this re-entry privilege paid a sales charge on the redeemed shares and held them
for less than 91 days, such Shareholder must reduce his or her cost basis of the
redeemed shares for purposes of determining any capital gain or loss on the
redemption by the lesser of (1) the sales charge paid for those shares, or (2)
the sales charge waived in connection with the purchase of the new shares. The
Funds reserve the right to alter the terms of their sales charge waiver
practices upon sixty days' notice to Shareholders.
5. The following paragraph replaces the second paragraph under GENERAL
INFORMATION - DESCRIPTION OF THE FUNDS AND THEIR SHARES on page 34:
As of April 14, 1998, Bank of Oklahoma, N.A. (Bank of Oklahoma Tower,
One Williams Center, Tulsa, Oklahoma 74103) and its bank affiliates were the
Shareholder of record of 99% of the Bond Fund's Shares, 98% of the Intermediate
Bond Fund's Shares, 99% of the Short-term Income Fund's Shares and 79% of the
Intermediate Tax-Free Bond Fund's Shares. As of March 31, 1998 Bank of Oklahoma,
N.A. and its bank affiliates possessed, on behalf of its underlying accounts,
voting and investment power with respect to 78% of the Bond Fund's Shares, 81%
of the Intermediate Bond Fund's Shares, 97% of the Short-Term Income Fund's
Shares and 73% of the Intermediate Tax-Free Bond Fund's Shares, and, as a
consequence, Bank of Oklahoma, N.A. and its bank affiliates may be deemed to be
a controlling person of each Fund under the 1940 Act.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE PROSPECTUS FOR FUTURE
REFERENCE.
-4-
