GRADISON MCDONALD MUNICIPAL CUSTODIAN TRUST
497, 1998-09-30
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           Supplement Dated September 30, l998 to the
                                
Prospectus Dated August 1, l998 of the Gradison Established Value
                              Fund
   Prospectus Dated August 1, l998 of the Gradison Opportunity
                           Value Fund
    Prospectus Dated August 1, l998 of the Gradison Growth and
                           Income Fund
  Prospectus Dated August 1, l998 of the Gradison International
                              Fund
Prospectus Dated February 1, l998 of the Gradison U.S. Government
                          Reserves Fund
 Prospectus Dated May 1, l998 of the Gradison Government Income
                              Fund
 Prospectus Dated November 1, l997 of the Gradison Ohio Tax-Free
                           Income Fund


On September 14, l998, the Board of Trustees of each Trust
approved a new investment advisory agreements between each Fund
and the Adviser, McDonald & Company Securities, Inc. ("McDonald")
and a new investment sub-advisory agreement between Blairlogie
Capital Management, the International Fund's sub-investment
adviser, and McDonald.  Theis agreements wereas approved in
anticipation of the merger of McDonald & Company Investments Inc.
(the parent of McDonald) and KeyCorp.  That merger may result in
the automatic termination of the existing investment advisory
agreements and the investment sub-advisory agreement between the
Trust and McDonaldby operation of law..  The Funds currently
anticipate that, subsequent to the merger, which is expected to
occur in October of l998, McDonald will become a subsidiary of
KeyCorp and will continue to act as investment adviser, transfer
agent, and accounting service provider for the Funds.  In
connection with the merger, certain officers of the Trust who are
employees of McDonald may be replaced by individuals who are not
employees of McDonald or any other KeyCorp subsidiary in order to
comply with certain banking laws and regulations.

The  implementation  of  the  new  advisory  agreements  and  the
investment  sub-advisory agreement is subject to the issuance  by
the  Securities and Exchange Commission ("SEC") of  an  exemptive
order  or  the  promulgation by the SEC of a rule  allowing  such
implementation  prior to shareholder approval of the  agreements.
The  Funds,  McDonald, and Blairlogie have applied  for  such  an
order  and may rely on it if it is granted or on the promulgation
of  such  a rule.  If the requested order is not issued and  such
rule  is  not promulgated, other alternatives will be  considered
for  providing  advisory services to the Funds and sub-investment
advisory services to the International Fund

The  new investment advisory agreements contain substantially the
same  provisions  as the existing investment advisory  agreements
except  that certain provisions providing for McDonald to  engage
in  distribution activities with respect to theact as Distributor
of   the   Established,  Opportunity,  Growth   &   Income,   and
International Funds have been deleted to satisfy the requirements
of  the Glass-Steagall Act and a provision has been added to hold
in escrow all investment advisory fees until the agreements haves
been  approved  by  the  shareholders  of  the  Funds.   If  such
shareholder approval is not obtained by the time provided for  in
the  SEC  exemptive order which is expected to be issued or  rule
which  may  be  promulgated, such fees will be  returned  to  the
Funds.   The new investment sub-advisory agreement applicable  to
the International Fund contains substantially the same provisions
as  the  current agreement with the addition that  fees  paid  by
McDonald  to  Blairlogie  will  be withheld  pending  shareholder
approval of the agreement.

Also  in connection with the merger, the Funds have entered  into
Distribution   Agreements  with  BISYS  Fund   Services   Limited
Partnership to become effective upon the merger.  The replacement
of  McDonald  as  distributor was necessary  because  the  Glass-
Steagall  Act  does  not permit a subsidiary of  a  bank  holding
company  to act as distributor of the securities of an investment
company.

In  connection with the merger, the Adviser expects to present to
the  Trustees of the Funds a proposal to consolidate one or  more
of  the  Funds with investment companies as to which subsidiaries
of  KeyCorp acts as investment adviser.  Any such proposal  would
require  the separate approval of the Board of Trustees  and  the
shareholders of the affected Fund(s).

KeyCorp is a bank holding company and one of the nation's largest
financial  services companies, with assets of  approximately  $75
billion.   Through four principal lines of business  -  Corporate
Capital, Consumer Finance, Community Banking and Capital Partners
- -  KeyCorp  provides  retail and wholesale  banking,  investment,
financing  and  money  management  services  to  individuals  and
companies across the United States.

You  may  obtain  a copy of the prospectus of any  of  the  Funds
mentioned  above  by  calling  (513)  579-5700.   The  prospectus
contains  more  complete information about the  Funds.   Read  it
carefully before you invest.



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