FLEX PARTNERS/
497, 1998-03-26
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                                                        Rule 497(e) and (g)
                                                        File Nos.:  33-48922
                                                                    811-6720
SUPPLEMENT TO PROSPECTUS
DATED MARCH 26, 1998

         The accompanying Prospectus of The Flex-Partners Core Equity Fund dated
June 13, 1997 (the "Prospectus") lists Dreman Value Advisors, L.P. ("Dreman") as
Sector Adviser to the finance sector of the Growth Stock Portfolio (the
"Portfolio"), in which all of the investable assets of the Core Equity Fund are
invested. Dreman has experienced a change of ownership due to its recent merger
with Scudder, Stevens & Clark, Inc. Scudder Kemper Investments, Inc. ("Scudder
Kemper") is the successor by merger to Dreman. Under the Investment Company Act
of 1940, Dreman's merger has resulted in the "assignment" and termination of the
Money Manager Agreement, effective December 31, 1996, among the Portfolio,
Dreman and Sector Capital Management, L.L.C. ("Subadviser").

         Effective March 26, 1998, the Subadviser has selected, with the
approval of the Portfolio Trustees, Scudder Kemper as Sector Adviser to manage
the assets of the Portfolio representing the finance sector. Accordingly the
following information about Scudder Kemper should be added under the caption
"Sector Advisers," which begins on page 8 of the Prospectus:

                  "SCUDDER KEMPER INVESTMENTS, INC. serves as Sector Adviser to
         the finance sector of the Portfolio. Scudder Kemper is a registered
         investment adviser which has been providing investment services to
         individuals, banks, investment companies, pension and profit sharing
         plans, charitable organizations, corporations and other institutions
         for more than seventy years. As of January 31, 1998, Scudder Kemper
         held discretionary investment authority over approximately $210 billion
         of assets. Scudder Kemper is approximately 70% owned by Zurich
         Insurance Company, with the balance owned by Scudder Kemper's officers
         and employees. Jonathan Kay is the portfolio manager primarily
         responsible for the day-to-day management of those assets of the
         Portfolio allocated to Scudder Kemper. Mr. Kay has been associated with
         Scudder Kemper since 1993. From 1990 to 1993, Mr. Kay was an associate
         with J.S. Eliezer, a management consulting firm serving primarily the
         media industry. Scudder Kemper's principal executive offices are
         located at 345 Park Avenue, New York, NY 10017."


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