NOTTINGHAM INVESTMENT TRUST II
497, 2000-06-01
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                         NOTTINGHAM INVESTMENT TRUST II

                           Investek Fixed Income Trust


                                   SUPPLEMENT
                               Dated June 1, 2000




This Supplement to the Prospectus and Statement of Additional Information of the
Investek  Fixed Income Trust  ("Fund"),  a series of the  Nottingham  Investment
Trust  II  ("Trust"),  is  to  provide  further  notification  to  shareholders,
potential  investors  and other  interested  parties that the Fund's  investment
advisor,  Investek  Capital  Management,  Inc.  ("ICM") was  acquired by EARNEST
Partners  Limited,  LLC ("EPL") on December 31, 1999.  As a result,  the Fund is
operating under a new Investment  Advisory  Agreement between the Trust and EPL,
which was  approved by the Board of  Trustees of the Trust at a meeting  held on
December 20, 1999 and by a vote of a majority of  shareholders  of the Fund at a
Special Meeting of Shareholders held on May 25, 2000.

You should note that the  portfolio  management  of the Fund did not change as a
result  of  shareholders  approving  the  Investment  Advisory  Agreement.   The
portfolio managers  responsible for managing the Fund prior to EPL's acquisition
of ICM will continue to manage the Fund under the Investment Advisory Agreement.
You should also be aware that the terms of the Investment Advisory Agreement are
substantially  similar to those  contained in the previous  investment  advisory
agreement between the Trust and ICM.




          Investors Should Retain This Supplement for Future Reference
          ------------------------------------------------------------





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