<PAGE> 1
BB&T MUTUAL FUNDS GROUP
Supplement Dated June 24, 1996 to Semi-Annual Report dated March 31, 1996
Page 45 of the semi-annual report is replaced in its entirety with the
following:
BB&T MUTUAL FUNDS GROUP
U.S. TREASURY MONEY MARKET FUND
Class B Shares
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
January 1, 1996 to
March 31, 1996 (a)
------------------
(Unaudited)
<S> <C>
Net Asset Value, Beginning of Period .................. $ 1.00
--------
Investment Activities
Net investment income ............................... 0.007
--------
Total from Investment Activities ................ 0.007
--------
Distributions
Net investment income ............................... (0.007)
--------
Total Distributions ............................. (0.007)
--------
Net Asset Value, End of Period ........................ $ 1.00
========
Total Return (excludes redemption charge) ............. 0.74% (b)
Ratios/Supplementary Data:
Net Assets, End of Period (000) ..................... $ 569
Ratio of expenses to average net assets ............. 1.81% (c)
Ratio of net investment income to average net assets. 3.62% (c)
Ratio of expenses to average net assets* ............ 1.81% (c)
Ratio of net investment income to average net assets* 3.62% (c)
- ----------------------
<FN>
* During the period, certain fees were voluntarily reduced. If such voluntary
fee reductions had not occurred, the ratios would have been as indicated.
(a) Period for commencement of operations.
(b) Not annualized.
(c) Annualized.
</TABLE>
Page 61 of the semi-annual report is replaced in its entirety with the
following:
BB&T MUTUAL FUNDS GROUP
SMALL COMPANY GROWTH FUND
Class B Shares
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
January 1, 1996 to
March 31, 1996 (a)
------------------
(Unaudited)
<S> <C>
Net Asset Value, Beginning of Period ............................ $ 15.24
---------
Investment Activities
Net investment loss ........................................... (0.03)
Net realized and unrealized gains on investments .............. 2.15
---------
Total from Investment Activities .......................... 2.12
---------
Net Asset Value, End of Period .................................. $ 17.36
=========
Total Return (excludes redemption charges) ...................... 13.91% (b)
Ratios/Supplementary Data:
Net Assets, End of Period (000) ............................... $ 736
Ratio of expenses to average net assets ....................... 2.79% (c)
Ratio of net investment loss to average net assets ............ (2.15)% (c)
Ratio of expenses to average net assets* ...................... 2.97% (c)
Ratio of net investment loss to average net assets* ........... (2.15)% (c)
Porfolio turnover(d) .......................................... 40.13%
- ----------------------
<FN>
* During the period, certain fees were voluntarily reduced. If such voluntary
fee reductions had not occurred, the ratios would have been as indicated.
(a) Period for commencement of operations.
(b) Not annualized.
(c) Annualized.
(d) Portfolio turnover is calculated on the basis of the Fund as a whole
without distinguishing between the classes of shares issued.
</TABLE>
<PAGE> 2
Page 62 of the semi-annual report is replaced in its entirety with the
following:
BB&T MUTUAL FUNDS GROUP
SMALL COMPANY GROWTH FUND
Trust Shares
Financial Highlights
<TABLE>
<CAPTION>
For the six
months ended December 7, 1994 to
March 31, 1996 September 30, 1995(a)
-------------- ---------------------
(Unaudited)
<S> <C> <C>
Net Asset Value, Beginning of Period ......................... $ 14.57 $ 10.00
--------------- -------------
Investment Activities
Net investment loss ..................................... (0.05) (0.07)
Net realized and unrealized gains on investments ........ 2.93 4.64
--------------- -------------
Total from Investment Activities ................... 2.88 4.57
--------------- -------------
Net Asset Value, End of Period ............................... $ 17.45 $ 14.57
=============== =============
Total Return ................................................. 19.77%(b) 45.70%(b)
Ratios/Supplementary Data:
Net Assets, End of Period (000) ......................... $ 26,068 $ 16,962
Ratio of expenses to average net assets ................. 1.92% (c) 2.33%(c)
Ratio of net investment loss to average net assets....... (1.01)% (c) (1.34)%(c)
Ratio of expenses to average net assets* ................ 1.92% (c) 2.42%(c)
Ratio of net investment loss to average net assets*...... (1.01)% (c) (1.43)%(c)
Portfolio turnover(d) ................................... 40.13% 46.97%
</TABLE>
- ----------
* During the period, certain fees were voluntarily reduced. If such
voluntary fee reductions had not occurred, the ratios would have been
as indicated.
(a) Period from commencement of operations.
(b) Not annualized.
(c) Annualized.
(d) Portfolio turnover is calculated on the basis of the Fund as a whole
without dinguishing between the classes of shares issued.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE SEMI-ANNUAL REPORT FOR
FUTURE REFERENCE.
