<PAGE>
STI CLASSIC FUNDS-EQUITY FUNDS
FLEX SHARES
PROSPECTUS
January 24, 2000
CORE EQUITY FUND
E-COMMERCE OPPORTUNITY FUND
INVESTMENT ADVISER
TO THE FUNDS:
TRUSCO CAPITAL MANAGEMENT, INC.
(the "Adviser")
STI Classic Funds
The Securities and Exchange Commission has not approved or disapproved
these securities or passed upon the adequacy of this prospectus. Any
representation to the contrary is a criminal offense.
<PAGE>
HOW TO READ THIS PROSPECTUS
The STI Classic Funds is a mutual fund family that offers shares in separate
investment portfolios (Funds). The Funds have individual investment goals and
strategies. This prospectus gives you important information about the Flex
Shares of the Core Equity Fund and E-Commerce Opportunity Fund that you should
know before investing. Please read this prospectus and keep it for future ref-
erence.
This prospectus has been arranged into different sections so that you can eas-
ily review this important information. On the next page, there is some general
information you should know about risk and return which is common to each of
the Funds. For more detailed information about each Fund, please see:
<TABLE>
<CAPTION>
Page
<S> <C>
CORE EQUITY FUND........................................................ 2
E-COMMERCE OPPORTUNITY FUND............................................. 4
MORE INFORMATION ABOUT RISK............................................. 6
MORE INFORMATION ABOUT FUND INVESTMENTS................................. 6
THE INVESTMENT ADVISER AND PORTFOLIO MANAGERS........................... 6
PURCHASING, SELLING AND EXCHANGING FUND SHARES.......................... 7
DIVIDENDS AND DISTRIBUTIONS............................................. 10
TAXES................................................................... 10
</TABLE>
<TABLE>
<S> <C>
HOW TO OBTAIN MORE INFORMATION ABOUT THE STI CLASSIC FUNDS........ Back Cover
</TABLE>
<PAGE>
RISK/RETURN INFORMATION COMMON TO THE FUNDS
Each Fund is a mutual fund. A mutual fund pools share-
holders' money and, using professional investment man-
agers, invests it in securities.
Each Fund has its own investment goal and strategies
for reaching that goal. The investment managers invest
Fund assets in a way that they believe will help a
Fund achieve its goal. Still, investing in each Fund
involves risk and there is no guarantee that a Fund
will achieve its goal. An investment manager's judg-
ments about the markets, the economy, or companies may
not anticipate actual market movements, economic con-
ditions or company performance, and these judgments
may affect the return on your investment. In fact, no
matter how good a job an investment manager does, you
could lose money on your investment in the Fund, just
as you could with other investments. A Fund share is
not a bank deposit and it is not insured or guaranteed
by the FDIC or any government agency. The investment
objective of each Fund is nonfundamental and may be
changed without shareholder approval.
The value of your investment in a Fund is based on the
market prices of the securities the Fund holds. These
prices change daily due to economic and other events
that affect particular companies and other issuers.
These price movements, sometimes called volatility,
may be greater or lesser depending on the types of
securities a Fund owns and the markets in which they
trade. The effect on a Fund of a change in the value
of a single security will depend on how widely the
Fund diversifies its holdings.
<PAGE>
2
CORE EQUITY FUND
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Fund Summary
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<TABLE>
<C> <S>
Investment Goal Long-term capital growth
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Investment Focus Common stocks of mid- to large-cap companies
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Share Price Volatility Moderate to high
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Principal Investment Strategy Attempts to identify companies with superior earnings trends
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Investor Profile Investors seeking long-term growth of capital without regard to
income who are willing to accept more volatility for the
possibility of higher returns
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</TABLE>
Investment Strategy
The Core Equity Fund invests primarily in common stocks of U.S. companies with
market capitalizations of more than $1 billion. In selecting stocks for the
Fund, the Adviser attempts to capture superior growth prospects based on earn-
ings potential, profitability and other measures. These measures include growth
characteristics such as whether a company makes significant investments in
research and product development or whether a company is participating in rap-
idly expanding industries. Due to its investment strategy, the Fund may buy and
sell securities frequently. This may result in higher transaction costs and
additional capital gains tax liabilities.
What are the risks of investing in this Fund?
Since it purchases common stocks, the Fund is subject to the risk that stock
prices will fall over short or extended periods of time. Historically, the
stock markets have moved in cycles, and the value of the Fund's common stocks
may fluctuate drastically from day-to-day. Individual companies may report poor
results or be negatively affected by industry and/or economic trends and devel-
opments. The prices of stocks issued by such companies may suffer a decline in
response. These factors contribute to price volatility, which is the principal
risk of investing in the Fund.
The Fund is also subject to the risk that mid- to large-capitalization growth
stocks may underperform other segments of the equity market or the equity mar-
kets as a whole.
Performance Information
As of September 30, 1999, the Core Equity Fund had not commenced operations,
and did not have a performance history.
<PAGE>
3
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Fund Fees and Expenses
This table describes the Fund's fees and expenses that you may pay if you buy
and hold Fund shares.
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Shareholder Fees (fees paid directly from your investment)
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<TABLE>
<CAPTION>
Flex
Shares
<S> <C>
Maximum Sales Charge (Load)
Imposed on Purchases (as a
percentage of offering price) None
Maximum Deferred Sales Charge
(Load)
(as a percentage of net asset
value)* 2.00%
</TABLE>
* This sales charge is imposed if you sell Flex Shares within 1 year of your
purchase. See "How to Sell Your Fund Shares."
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Annual Fund Operating Expenses (expenses deducted from Fund assets)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Flex
Shares
<S> <C>
Investment Advisory Fees 1.10%
Distribution and Service (12b-1)
Fees 1.00%
Other Expenses* 0.25%
-----
Total Annual Fund Operating
Expenses 2.35%
</TABLE>
* Other Expenses are based on estimated amounts for the current year.
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Example
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This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and that you sell
your shares at the end of the period.
The Example also assumes that each year your investment has a 5% return, Fund
operating expenses remain the same and you reinvest all dividends and distribu-
tions. Although your actual costs and returns might be different, your approxi-
mate costs of investing $10,000 in the Fund would be:
If you sell your shares at the end of the period:
<TABLE>
<CAPTION>
1 Year 3 Years
<S> <C> <C>
Flex Shares $443 $733
</TABLE>
If you do not sell your shares at the end of the period:
<TABLE>
<CAPTION>
1 Year 3 Years
<S> <C> <C>
Flex Shares $238 $733
</TABLE>
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Fund Expenses
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Every mutual fund has operating expenses to pay for professional advisory,
shareholder, distribution, administration and custody services. The Fund's
estimated expenses in the table above are shown as a percentage of the Fund's
net assets. These expenses are deducted from Fund assets. The table shows the
highest estimated expenses that could be currently charged to the Fund. Actual
expenses are expected to be lower because the Adviser and Distributor are
voluntarily waiving a portion of their fees. Estimated actual Investment
Advisory Fees, Distribution Fees and Total Operating Expenses are 1.00%, 1.00%
and 2.25%, respectively. The Adviser and Distributor could discontinue these
voluntary waivers at any time. For more information about these fees, see
"Investment Adviser" and "Distribution of Fund Shares."
<PAGE>
4
E-COMMERCE OPPORTUNITY FUND
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Fund Summary
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<TABLE>
<C> <S>
Investment Goal Long-term capital growth
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Investment Focus Common stocks of companies participating in multiple electronic
commerce market segments
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Share Price Volatility Very high
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Principal Investment Strategy Attempts to identify companies utilizing electronic commerce
opportunities to achieve above average growth
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Investor Profile Aggressive investors with long-term investment goals who are
willing to accept significant volatility for the possibility of
higher returns
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</TABLE>
Investment Strategy
The E-Commerce Opportunity Fund invests primarily in common stocks of U.S. com-
panies that are expected to benefit substantially from electronic commerce and
achieve above average growth. The Fund defines electronic commerce, or e-com-
merce, as conducting business through the use of computers, the Internet, tele-
communication lines and other electronic means of information transfer. The
Fund's holdings are generally diversified across three market segments. The
first segment is comprised of recently established corporations that are imple-
menting pioneering electronic commerce strategies. The second segment consists
of technology companies that provide the infrastructure to support electronic
commerce. The third segment includes conventional corporations that are
leveraging electronic commerce opportunities to improve their competitive
advantage. In selecting investments for the Fund, the Adviser focuses on a
"bottom-up" analysis that evaluates the competitive advantages and market
sustainability of individual companies. The Fund invests primarily in companies
with market capitalizations over $1 billion, but may invest a portion of its
assets in smaller companies. Due to its investment strategy, the Fund may buy
and sell securities frequently. This may result in higher transaction costs and
additional capital gains tax liabilities.
What are the risks of investing in this Fund?
Since it purchases common stocks, the Fund is subject to the risk that stock
prices will fall over short or extended periods of time. Historically, the
stock markets have moved in cycles, and the value of the Fund's common stocks
may fluctuate drastically from day-to-day. Individual companies may report poor
results or be negatively affected by industry and/or economic trends and devel-
opments. The prices of stocks issued by such companies may suffer a decline in
response. These factors contribute to price volatility, which is the principal
risk of investing in the Fund.
The smaller capitalization companies the Fund invests in may be more vulnerable
to adverse business or economic events than larger, more established companies.
In particular, these small companies may have limited product lines, markets
and financial resources, and may depend upon a relatively small management
group. Therefore, small cap stocks may be more volatile than those of larger
companies. These securities may be traded over-the-counter or listed on an
exchange and may or may not pay dividends.
Due to the focus of the Fund, many holdings share similar risk factors. Many
companies in the portfolio have limited operating histories, function in rap-
idly changing business environments and trade at valuations which are signifi-
cantly higher than average. As a result, the Fund's NAV may be more volatile
than other, broadly diversified equity funds.
Performance Information
As of September 30, 1999, the E-Commerce Opportunity Fund had not commenced
operations, and did not have a performance history.
<PAGE>
5
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Fund Fees and Expenses
This table describes the Fund's fees and expenses that you may pay if you buy
and hold Fund shares.
- --------------------------------------------------------------------------------
Shareholder Fees (fees paid directly from your investment)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Flex
Shares
<S> <C>
Maximum Sales Charge (Load)
Imposed on Purchases (as a
percentage of offering price) None
Maximum Deferred Sales Charge
(Load)
(as a percentage of net asset
value)* 2.00%
</TABLE>
* This sales charge is imposed if you sell Flex Shares within 1 year of your
purchase. See "How to Sell Your Fund Shares."
- --------------------------------------------------------------------------------
Annual Fund Operating Expenses (expenses deducted from Fund assets)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Flex
Shares
<S> <C>
Investment Advisory Fees 1.10%
Distribution and Service (12b-1)
Fees 1.00%
Other Expenses* 0.25%
-----
Total Annual Fund Operating
Expenses 2.35%
</TABLE>
* Other Expenses are based on estimated amounts for the current year.
- --------------------------------------------------------------------------------
Example
- --------------------------------------------------------------------------------
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and that you sell
your shares at the end of the period.
The Example also assumes that each year your investment has a 5% return, Fund
operating expenses remain the same and you reinvest all dividends and distribu-
tions. Although your actual costs and returns might be different, your approxi-
mate costs of investing $10,000 in the Fund would be:
If you sell your shares at the end of the period:
<TABLE>
<CAPTION>
1 Year 3 Years
<S> <C> <C>
Flex Shares $443 $733
</TABLE>
If you do not sell your shares at the end of the period:
<TABLE>
<CAPTION>
1 Year 3 Years
<S> <C> <C>
Flex Shares $238 $733
</TABLE>
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Fund Expenses
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Every mutual fund has operating expenses to pay for professional advisory,
shareholder, distribution, administration and custody services. The Fund's
estimated expenses in the table above are shown as a percentage of the Fund's
net assets. These expenses are deducted from Fund assets. The table shows the
highest estimated expenses that could be currently charged to the Fund. Actual
expenses are expected to be lower because the Adviser and Distributor are
voluntarily waiving a portion of their fees. Estimated actual Investment
Advisory Fees, Distribution Fees and Total Operating Expenses are 1.00%, 1.00%
and 2.25%, respectively. The Adviser and Distributor could discontinue these
voluntary waivers at any time. For more information about these fees, see
"Investment Adviser" and "Distribution of Fund Shares."
<PAGE>
6
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MORE INFORMATION ABOUT RISK
Equity Risk - Equity securities include public and privately issued equity
securities, common and preferred stocks, warrants, rights to subscribe to com-
mon stock and convertible securities, as well as instruments that attempt to
track the price movement of equity indices. Investments in equity securities
and equity derivatives in general are subject to market risks that may cause
their prices to fluctuate over time. The value of securities convertible into
equity securities, such as warrants or convertible debt, is also affected by
prevailing interest rates, the credit quality of the issuer and any call provi-
sion. Fluctuations in the value of equity securities in which a mutual fund
invests will cause a fund's net asset value to fluctuate. An investment in a
portfolio of equity securities may be more suitable for long-term investors who
can bear the risk of these share price fluctuations.
MORE INFORMATION ABOUT FUND INVESTMENTS
This prospectus describes the Funds' primary strategies, and the Funds will
normally invest in the types of securities described in this prospectus. Howev-
er, in addition to the investments and strategies described in this prospectus,
each Fund also may invest in other securities, use other strategies and engage
in other investment practices. These investments and strategies, as well as
those described in this prospectus, are described in detail in the Statement of
Additional Information (SAI).
The investments and strategies described in this prospectus are those that we
use under normal conditions. During unusual economic or market conditions, or
for temporary defensive or liquidity purposes, each Fund may invest up to 100%
of its assets in cash, money market instruments, repurchase agreements and
short-term obligations that would not ordinarily be consistent with a Fund's
objective. A Fund will do so only if the Adviser believes that the risk of loss
outweighs the opportunity for capital gains or higher income. Of course, a Fund
cannot guarantee that it will achieve its investment goal.
INVESTMENT ADVISER
The Investment Adviser makes investment decisions for the Funds and continu-
ously reviews, supervises and administers each Fund's respective investment
program. The Board of Trustees supervises the Adviser and establishes policies
that the Adviser must follow in its management activities.
Trusco Capital Management, Inc. (Trusco), 50 Hurt Plaza, Suite 1400, Atlanta,
Georgia 30303, serves as the Adviser to the Core Equity Fund and E-Commerce
Opportunity Fund. As of July 1, 1999, Trusco had approximately $30 billion in
assets under management.
The Adviser may use its affiliates as brokers for Fund transactions.
PORTFOLIO MANAGERS
Mr. Robert J. Rhodes, CFA, has been employed by Trusco since 1973 and served as
Director of Research since 1980. He has managed the Core Equity Fund since its
inception in October 1999. He has more than 26 years of investment experience.
Mr. Alan S. Kelley has served as a portfolio manager of Trusco since 1999. He
has managed the E-Commerce Opportunity Fund since it began operating in October
1999. Prior to joining Trusco, Mr. Kelley served as a portfolio manager with
SunTrust Bank, Atlanta from 1995 to 1999. Prior to 1995, he was a portfolio
manager of Urban Equities, LLC. He has more than 5 years of investment experi-
ence.
<PAGE>
7
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PURCHASING, SELLING AND EXCHANGING FUND SHARES
This section tells you how to purchase, sell (sometimes called "redeem") and
exchange Flex Shares of the Funds.
How To Purchase Fund Shares
A SunTrust Securities Investment Consultant can assist you in opening a broker-
age account which will be used for all transactions regarding the purchase of
STI Classic Funds. Once your account is established, you may buy shares of the
Funds by:
. Mail
. Telephone (1-800-874-4770)
. Wire
. Automated Clearing House (ACH)
You may also buy shares through investment representatives of certain corre-
spondent banks of SunTrust Banks, Inc. (SunTrust) and other financial institu-
tions that are authorized to place transactions in Fund shares for their cus-
tomers. Please contact your financial institution directly and follow its pro-
cedures for Fund share transactions. Your broker or institution may charge a
fee for its services, in addition to the fees charged by a Fund. You will also
generally have to address your correspondence or questions regarding a Fund to
your institution. A Fund may reject any purchase order if it is determined that
accepting the order would not be in the best interests of STI Classic Funds or
its shareholders.
When Can You Purchase Shares?
You may purchase shares on any day that the New York Stock Exchange is open for
business (a Business Day).
The price per share (the offering price) will be the net asset value per share
(NAV) next determined after the Funds receive your purchase order. Each Fund
calculates its NAV once each Business Day at the regularly-scheduled close of
normal trading on the New York Stock Exchange (normally, 4:00 p.m. Eastern
time). So, for you to receive the current Business Day's NAV for each Fund,
generally the Funds must receive your purchase order before 4:00 p.m. Eastern
time.
For Customers of SunTrust, Its Affiliates, and Other Financial Institutions
You may have to transmit your purchase, sale and exchange requests to SunTrust
or other financial institutions at an earlier time for your transaction to
become effective that day. This allows the financial institution time to proc-
ess your request and transmit it to the administrator or transfer agent in time
to meet the above stated Fund cut-off times. For more information about how to
purchase, sell or exchange Fund shares, including specific SunTrust or other
financial institutions internal order entry cut-off times, please contact your
financial institution directly.
How the Funds Calculate NAV
In calculating NAV, each Fund generally values its investment portfolio at mar-
ket price. If market prices are unavailable or a Fund thinks that the market
price is unreliable, fair value prices may be determined in good faith using
methods approved by the Board of Trustees.
Net Asset Value
NAV for one Fund share is the value of that share's portion of the net assets
of the Fund.
Minimum Purchases
To purchase shares for the first time, you must invest in any Fund at least
$5,000 ($2,000 for retirement plans).
Your subsequent investments in any Fund must be made in amounts of at least
$1,000 or, if you pay by a statement coupon, $100. A Fund may accept invest-
ments of smaller amounts at its discretion.
<PAGE>
8
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FUNDLINK
FUNDLINK is a telephone activated service that allows you to transfer money
quickly and easily between the STI Classic Funds and your SunTrust bank
account(s). To use FUNDLINK, you must first contact your SunTrust Bank Invest-
ment Consultant and complete the FUNDLINK application and authorization agree-
ments. Once you have signed up to use FUNDLINK, simply call SunTrust at 1-800-
428-6970 to complete all of your purchase and redemption transactions.
Systematic Investment Plan
If you have a checking or savings account with a SunTrust affiliate bank, you
may purchase shares automatically through regular deductions from your account.
With a $500 minimum initial investment, you may begin regularly-scheduled
investments from $50 to $100,000 once or twice a month. If you are buying Flex
Shares, you should plan on investing at least $5,000 per Fund during the first
two years. The Distributor may close your account if you do not meet this mini-
mum investment requirement at the end of two years.
Sales Charges
Contingent Deferred Sales Charges -- Flex Shares
You do not pay a sales charge when you purchase Flex Shares. The offering price
of Flex Shares is simply the next calculated NAV. But if you sell your shares
within the first year after your purchase, you will pay a contingent deferred
sales charge equal to 2.00% for either (1) the NAV of the shares at the time of
purchase, or (2) NAV of the shares next calculated after the Fund receives your
sale request, whichever is less. The sales charge does not apply to shares you
purchase through reinvestment of dividends or distributions. So, you never pay
a deferred sales charge on any increase in your investment above the initial
offering price. This sales charge does not apply to exchanges of Flex Shares of
one Fund for Flex Shares of another Fund.
The contingent deferred sales charge will be waived if you sell your Flex
Shares for the following reasons:
. to make certain withdrawals from a retirement plan (not including IRAs);
. because of death or disability; or
. for certain payments under the Systematic Withdrawal Plan (which is discussed
later).
Offering Price of Fund Shares
The offering price of Flex Shares is simply the next calculated NAV.
How to Sell Your Fund Shares
If you own your shares through a brokerage account with SunTrust Securities,
you may sell (sometimes called "redeem") your shares on any Business Day by
contacting SunTrust Securities directly by mail or telephone at 1-800-874-4770.
The minimum amount for telephone redemptions is $1,000.
If you own your shares through an account with a broker or other institution,
contact that broker or institution to sell your shares. Your broker or institu-
tion may charge a fee for its services, in addition to the fees charged by the
Fund.
If you would like to sell $25,000 or more of your shares, please notify the
Fund in writing and include a signature guarantee by a bank or other financial
institution (a notarized signature is not sufficient).
The sale price of each share will be the next NAV determined after the Fund
receives your request less, in the case of Flex Shares, any applicable deferred
sales charge.
Systematic Withdrawal Plan
If you have at least $10,000 in your account, you may use the systematic with-
drawal plan. Under the plan you may arrange monthly, quarterly, semi-annual or
annual automatic withdrawals of at least $50 from any Fund. The proceeds of
each withdrawal will be mailed to you by check or, if you have a checking or
savings account with a SunTrust affiliates bank, electronically transferred to
your account.
Receiving Your Money
Normally, the Funds will send your sale proceeds within five Business Days
after the Funds receive your request. Your proceeds can be wired to your bank
account (subject to a $7.00 fee) or sent to you by check. If you recently pur-
chased your shares by check or through ACH, redemption proceeds may not be
available until your check has cleared (which may take up to 15 days from your
date of purchase).
<PAGE>
9
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Redemptions in Kind
The Funds generally pay sale (redemption) proceeds in cash. However, under unu-
sual conditions that make the payment of cash unwise (and for the protection of
the Funds' remaining shareholders) the Funds might pay all or part of your
redemption proceeds in liquid securities with a market value equal to the
redemption price (redemption in kind). It is highly unlikely that your shares
would ever be redeemed in kind, but if they were you would probably have to pay
transaction costs to sell the securities distributed to you, as well as taxes
on any capital gains from the sale as with any redemption.
Involuntary Sales of Your Shares
If your account balance drops below the required minimum you may be required to
sell your shares. The account balance minimum is $5,000.
But, the Funds will always give you at least 60 days written notice to give you
time to add to your account and avoid the sale of your shares.
Suspension of Your Right to Sell Your Shares
A Fund may suspend your right to sell your shares if the New York Stock
Exchange restricts trading, the SEC declares an emergency or for other reasons.
More information about this is in the SAI.
HOW TO EXCHANGE YOUR SHARES
You may exchange your shares on any Business Day by contacting SunTrust Securi-
ties or your financial institution by mail or telephone. Exchange requests must
be for an amount of at least $1,000.
You may exchange your shares up to four times during a calendar year. If you
exchange your shares more than four times during a year, you may be charged a
$10.00 fee for each additional exchange. You will be notified before any fee is
charged.
If you recently purchased shares by check, or through ACH, you may not be able
to exchange your shares until your check has cleared (which may take up to
15 days from your date of purchase). This exchange privilege may be changed or
canceled at any time upon 60 days notice.
Exchanges
When you exchange shares, you are really selling your shares and buying other
Fund shares. So, your sale price and purchase price will be based on the NAV
next calculated after the Funds receive your exchange request.
Flex Shares
You may exchange Flex Shares of any Fund for Flex Shares of any other Fund.
Telephone Transactions
Purchasing, selling and exchanging Fund shares over the telephone is extremely
convenient, but not without risk. Although the Fund has certain safeguards and
procedures to confirm the identity of callers and the authenticity of instruc-
tions, the Fund is not responsible for any losses or costs incurred by follow-
ing telephone instructions the Fund reasonably believes to be genuine. If you
or your financial institution transact with the Fund over the telephone, you
will generally bear the risk of any loss.
DISTRIBUTION OF FUND SHARES
Each Fund has adopted a distribution plan that allows the Fund to pay distribu-
tion and service fees for the sale and distribution of its shares, and for
services provided to shareholders. Because these fees are paid out of a Fund's
assets continuously, over time these fees will increase the cost of your
investment and may cost you more than paying other types of sales charges.
For Flex Shares the maximum distribution fee is 1.00% of the average daily net
assets of each Fund.
The Distributor may, from time to time in its sole discretion, institute one or
more promotional incentive programs for dealers, which will be paid for by the
Distributor from any sales charge it receives or from any other source avail-
able to it. Under any such program, the Distributor may provide incentives, in
the form of cash or other compensation, including merchandise, airline vouch-
ers, trips and vacation packages, to dealers selling shares of a Fund.
<PAGE>
10
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DIVIDENDS AND DISTRIBUTIONS
Each Fund distributes its income quarterly. Each Fund makes distributions of
capital gains, if any, at least annually. If you own Fund shares on a Fund's
record date, you will be entitled to receive the distribution.
You will receive dividends and distributions in the form of additional Fund
shares unless you elect to receive payment in cash. To elect cash payment, you
must notify the Fund in writing prior to the date of the distribution. Your
election will be effective for dividends and distributions paid after the Fund
receives your written notice. To cancel your election, simply send the Fund
written notice.
TAXES
Please consult your tax adviser regarding your specific questions about feder-
al, state and local income taxes. Below the Funds have summarized some impor-
tant tax issues that affect the Funds and their shareholders. This summary is
based on current tax laws, which may change.
Each Fund will distribute substantially all of its income and capital gains, if
any. The dividends and distributions you receive may be subject to federal,
state and local taxation, depending upon your tax situation. Distributions you
receive from a Fund may be taxable whether or not you reinvest them. Income
distributions are generally taxable at ordinary income tax rates. Capital gains
distributions are generally taxable at the rates applicable to long-term capi-
tal gains. Each sale or exchange is a taxable event.
More information about taxes is in the SAI.
<PAGE>
STI CLASSIC FUNDS
INVESTMENT ADVISER
Trusco Capital Management, Inc.
50 Hurt Plaza
Suite 1400
Atlanta, GA 30303
DISTRIBUTOR
SEI Investments Distribution Co.
One Freedom Valley Drive
Oaks, PA 19456
LEGAL COUNSEL
Morgan, Lewis & Bockius LLP
More information about the Funds is available without charge through the fol-
lowing:
Statement of Additional Information (SAI)
The SAI dated October 1, 1999, includes detailed information about the STI
Classic Funds. The SAI is on file with the SEC and is incorporated by reference
into this prospectus. This means that the SAI, for legal purposes, is a part of
this prospectus.
Annual and Semi-Annual Reports
These reports list each Fund's holdings and contain information from the Fund's
managers about strategies, and recent market conditions and trends and their
impact on Fund performance. The reports also contain detailed financial infor-
mation about the Funds.
To Obtain an SAI, Annual or Semi-Annual Report, or More Information:
By Telephone: Call 1-800-874-4770
By Mail: Write to the Funds
c/o SEI Investments Distribution Co.
Oaks, PA 19456
From the SEC: You can also obtain the SAI or the Annual and Semi-Annual
reports, as well as other information about the STI Classic Funds, from the
EDGAR Database on the SEC's website "http://www.sec.gov"). You may review and
copy documents at the SEC Public Reference Room in Washington, DC (for informa-
tion on the operation of the Public Reference Room, call 1-202-942-8090). You
may request documents by mail from the SEC, upon payment of a duplicating fee,
by writing to: Securities and Exchange Commission, Public Reference Section,
Washington, DC 20549-0102. You may also obtain this information, upon payment
of a duplicating fee, by e-mailing the SEC at the following address:
[email protected]. The STI Classic Funds' Investment Company Act registration
number is 811-06557.
311103
