QUAKER INVESTMENT TRUST
497, 1998-04-28
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                          THE QUAKER MID-CAP VALUE FUND

     The following  information should be read in conjuction with the section of
the Prospectus indicated below, and replaces any inconsistent information in the
Prospectus.

DIVIDENDS AND DISTRIBUTIONS (page 9)
PURCHASES BY MAIL (page 10)
HOW SHARES ARE REDEEMED (page 12)
REPORTING TO SHAREHOLDERS (page 17)
- -----------------------------------

     Effective  May 1 1998 the mailing  address for the Funds will be: 555 North
Lane, Suite 6160, Conshohocken, PA 19428.

PURCHASES BY WIRE (page 10)
CUSTODIAN (page 16)
- -------------------

     Effective  June 10,  1998 the  custodian  for the Funds will be  CoreStates
Bank, 1339 Chestnut Street, Philadelphia, PA 19107.

     Wiring instructions:

          CoreStates Bank N.A.
          Philadelphia, PA
          ABA # 031000011
          For the Quaker Mid-Cap Value Fund
          Acct # 1421141391
          For further credit to (shareholder's name and SS# or EIN#)

ADMINISTRATOR (page 15)
TRANSFER AGENT (page 15)
- ------------------------

     Effective May 1, 1998 Declaration  Service  Company,  555 North Lane, Suite
6160,  Conshohocken,  PA 19428 has been  selected as the  Administrator  and the
Transfer Agent for the Funds.



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