ABN AMRO FUNDS
497, 1999-12-08
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                                 ABN AMRO Funds
                                  Common Shares
                                 Investor Shares

                    Supplement dated December 6, 1999 to the
                          Prospectus dated May 3, 1999

Money Market Funds:  Treasury  Money Market  Fund(US) , Government  Money Market
Fund(US), Money Market Fund(US) and Tax-Exempt Money Market Fund(US)

Bond Funds:  Fixed Income Fund(US) and Tax-Exempt Fixed Income Fund(US)

Balanced Fund:  Balanced Fund(US)

Stock Funds: Value Fund(US), Growth Fund(US), Small Cap Growth Fund(US) and Real
Estate Fund(US)

International Funds: International Equity Fund(US),  TransEurope Fund(US), Asian
Tigers Fund(US),  Latin America Equity Fund(US) and  International  Fixed Income
Fund(US)


This  supplement  supersedes  and  replaces  any  existing  supplements  to  the
Prospectuses  for the Common  Shares and the Investor  Shares.  This  supplement
provides  new  and   additional   information   beyond  that  contained  in  the
Prospectuses  for the  Common  Shares  and the  Investor  Shares.  It  should be
retained and read in conjunction with those Prospectuses.

The following  supplements  similar  information  found in the "Value  Fund(US)"
section  beginning  on page 5 of each  Prospectus  for the Common  and  Investor
Shares:

Investment  Goal:  High level of total return through capital  appreciation  and
current income.

Principal  Investment  Strategies:  The Value Fund  invests in common  stocks or
other equity  securities of U.S.  companies  with market  capitalization  levels
generally  greater  than $1  billion.  The  Sub-Advisor  utilizes a  disciplined
valuation   approach   designed  to  identify   stocks  of  companies  that  are
undervalued. Undervalued securities are normally characterized by relatively low
price  to  earnings  ratios,  low  ratios  of  market  price to book  value,  or
underlying asset values that the Sub-Advisor believes are not fully reflected in
the securities' current market price.  Further, the Value Fund is constructed in
a diversified manner to take advantage of opportunities  across many industries.
By investing in  undervalued  securities  that have good  prospects for earnings
growth and combining this with careful diversification, the Sub-Advisor attempts
to  achieve  a  better  return,  over the  long-term,  than  generally  accepted
value-style measures.

Principal  Risks of  Investing in the Value Fund:  The Value  Fund's  large-cap,
value-style  securities can be cyclical. So, in addition to the general risks of
investing in any Stock Fund, the Value Fund's large-cap,  value-style securities
may underperform mid-cap,  small-cap or growth-style  securities,  or the equity
markets as a whole when they are out-of-favor or when they remain undervalued.

The following  supplements  similar information found in each Prospectus for the
Common and Investor Shares:

The name of Small Cap Growth Fund(US) has been changed to Small Cap Fund(US).

Effective  November 30, 1999, the Intermediate  Government Fixed Income Fund was
terminated and all outstanding shares redeemed.

Effective  November  30,  1999,  the Limited  Volatility  Fixed  Income Fund was
terminated.

Effective  July 31,  1999,  the  Small  Cap Value  Fund was  terminated  and all
outstanding shares were redeemed.

As  of  December  1,  1999,   ABN  AMRO  Funds  are   distributed  by  Provident
Distributors, Inc., which is not a bank affiliate.

The following  supplements  similar  information found in the "Small Cap Growth"
section  beginning  on page 9 of each  Prospectus  for the Common  and  Investor
Shares:

Investment  Goal:  High  level  of  total  return   primarily   through  capital
appreciation.

Principal Investment Strategies:  The Small Cap Fund primarily invests in common
stocks and other  equity  securities  of domestic  companies  that have  smaller
capitalization  levels  (generally  market  capitalizations  of less  than  $1.5
billion at the time of initial purchase) that are either undervalued or that the
Sub-Advisor  believes  have strong  prospects for capital  appreciation  through
earnings growth. Generally, no more than 75% of the Small Cap Fund's investments
will be devoted to one particular strategy at any one time.

In selecting  growth-style  investments  for the Small Cap Fund, the Sub-Advisor
reviews a company's  sales and earning growth rates,  and evaluates the strength
of its balance sheet. The Sub-Advisor  seeks investments that have above average
sales growth,  earnings  growth or return on equity  relative to their  industry
peers. Although the Sub-Advisor targets growth sectors of the U.S. economy, such
as technology,  health care, and consumer and business services, the Sub-Advisor
diversifies broadly across industry sectors.  The Small Cap Fund also focuses on
companies that the  Sub-advisor  believes have a competitive  advantage in their
industry or market niche.

In selecting  value-style  investments  for the Small Cap Fund, the  Sub-Advisor
focuses on  undervalued  investments  based on such measures as  price/earnings,
price/cash flow,  price/book and price/sales  ratios. The Sub-Advisor  typically
uses a quantitative  screen that ranks the attractiveness of an investment based
on a combination  of valuation  measures such as  price/earnings  and price/cash
ratios.  In  further  evaluating  the  attractiveness  of  an  investment,   the
Sub-Advisor  considers  business  conditions in the  company's  industry and its
competitive  position in that industry.  The  Sub-Advisor  conducts  fundamental
research on certain  investments,  which often  includes  reviewing SEC filings,
examining  financial  statements and meeting with top-level company  executives.
While  broadly  diversifying  the Small Cap Fund's  assets  across many industry
sectors, the Sub-Advisor seeks companies with solid profit prospects and returns
on capital.

Principal  Risks of Investing in the Small Cap Fund:  In addition to the general
risks of investing in any Stock Fund, the Small Cap Fund is subject to the risks
of investing in small-cap companies.  Investments in small-cap companies involve
greater  risk than is  customarily  associated  with  larger,  more  established
companies due to the greater  business risks of small size,  limited markets and
financial  resources,  narrow  product  lines  and  frequent  lack of  depth  of
management.  The  securities  of  small-sized  companies  may be subject to more
abrupt or erratic market  movements than securities of larger,  more established
companies.

The Small Cap Fund's small-cap securities may under-perform mid-cap or large-cap
securities,  or the equity markets as a whole when they are out-of-favor or when
they do not achieve anticipated growth levels.

Due to its  investment  strategy,  the Small Cap Fund may have a high  portfolio
turnover  rate. A portfolio  turnover  rate of 100% or more may result in higher
transaction costs,  higher levels of realized capital gains and additional taxes
than if the turnover rate was lower. In seeking total return opportunities,  the
Sub-Advisor  considers  such costs and potential  gains and taxes in determining
whether to sell a particular security.

The following  supplements similar information found in the "Investment Advisor"
section beginning on page 60 of the Prospectus for the Common Shares and page 59
of the Prospectus for the Investor Shares:

The Sub-Advisors

As of December 6, 1999, Mellon Equity  Associates,  LLP ("Mellon  Equity"),  500
Grant  Street,  Suite  4200,  Pittsburgh,  Pennsylvania,  15258,  serves  as the
investment  Sub-Advisor of the Value Fund, pursuant to a sub-advisory  agreement
(the "Mellon  Sub-Advisory  Agreement")  with the Advisor.  The Sub-Advisor is a
limited  liability  partnership  organized under the laws of the Commonwealth of
Pennsylvania  and is  registered  with the  Securities  and Exchange  Commission
("SEC") under the  Investment  Advisers Act of 1940,  as amended (the  "Advisers
Act").  It currently  provides a full range of investment  advisory  services to
both  investment  companies  and  institutional  clients.  Mellon Bank,  N.A., a
national  banking  association,  is the 99% limited  partner,  and MMIP, Inc., a
Delaware corporation, is the 1% general partner of the Sub-Advisor. Mellon Bank,
N.A.  owns 100% of MMIP,  Inc.  Under the  Mellon  Sub-Advisory  Agreement,  the
Sub-Advisor  manages the Value Fund,  selects  investments and places all orders
for purchases and sales of the Value Fund's  securities,  subject to the general
supervision  of the  Board  of  Trustees  of the  Trust  and  the  Advisor.  The
Sub-Advisor receives a fee from the Advisor for its services.  As of October 31,
1999, the Sub-Advisor had approximately $35 billion under management.

Messrs.  Rydell and  Sikorski  of Mellon  Equity,  are jointly  responsible  for
implementing  the Value Fund's  policies and  strategies on a day-to-day  basis.
Together they co-manage large-cap value assets for Mellon Equity.

William P. Rydell,  CFA, President and Chief Executive Officer of Mellon Equity,
has been with the Mellon  organization  since 1973 when he began his career as a
securities  analyst.  He has been President and CEO of Mellon Equity since 1994.
Mr. Rydell holds an M.B.A. from the University of Michigan,  a B.A. in Economics
from Wabash College and is a member of the Association for Investment Management
and Research.

Mark W.  Sikorski,  CFA, is a Vice  President and portfolio  manager with Mellon
Equity and has been with the Mellon  organization  since 1996. Prior to that, he
managed various corporate treasury projects for Northeast  Utilities,  including
investment evaluations and bond refinancings.  Mr. Sikorski holds an M.B.A. from
the  University  of  Bridgeport,  a B.S.  in  Electrical  Engineering  from Duke
University  and is a member of the  Association  for  Investment  Management and
Research.

As of December 6, 1999, Delaware  Management  Company,  2005 Market Street, 38th
Floor, Philadelphia, Pennsylvania, 19103 serves as the investment Sub-Advisor of
the  Small  Cap  Fund,  pursuant  to a  sub-advisory  agreement  (the  "Delaware
Sub-Advisory  Agreement")  with the Advisor.  Delaware  Management  Company is a
separate  series of Delaware  Management  Business  Trust  ("DMBT"),  a Delaware
business  trust  organized  under  the  laws of the  State of  Delaware,  and is
registered  with the SEC under the Advisers  Act.  DMBT provides a full range of
investment  advisory services through Delaware  Management  Company and Delaware
Investment Advisers ("DIA"), another series of DMBT. Delaware Management Company
provides  investment   management   services  to  other  registered   investment
companies.  DIA  provides  investment  advisory  services  to large  taxable and
tax-exempt institutional accounts. DMBT is an indirect,  wholly owned subsidiary
of Lincoln National Corporation, which is also known as Lincoln Financial Group.
Under the Delaware Sub-Advisory Agreement, the Sub-Advisor manages the Small Cap
Fund,  selects  investments and places all orders for purchases and sales of the
Small Cap Fund's securities,  subject to the general supervision of the Board of
Trustees of the Trust and the Advisor.  The Sub-Advisor  receives a fee from the
Advisor  for  its  services.  As  of  October  31,  1999,  the  Sub-Advisor  had
approximately $46 billion in assets under management in mutual funds, closed-end
funds and institutional accounts.

Members of an investment management committee of Delaware Management Company are
jointly responsible for supervising the Small Cap Fund's investment policies and
strategies.  Messrs.  Frey and  Beck,  the  Fund's  co-managers,  are  primarily
responsible for  implementing  the Small Cap Fund's policies and strategies on a
day-to-day basis under the committee's general supervision.

Value Team:

Christopher  S.  Beck,  CFA,  Vice  President/Senior  Portfolio  Manager  of the
Sub-Advisor,  heads the team that manages the value side of the  portfolio.  Mr.
Beck,  who has been in the  investment  business for 18 years,  joined  Delaware
Management  Company in 1997 as a Vice  President and senior  portfolio  manager.
From 1995 to 1997 he managed a small cap mutual fund at Pitcairn  Trust Company.
Prior to that,  he was Chief  Investment  Officer of the  University of Delaware
Endowment  Fund.  Mr. Beck holds a BS from the  University  of  Delaware  and an
M.B.A. from Lehigh  University.  When making investment  decisions for the Fund,
Mr. Beck regularly consults with Andrea Giles.

     Andrea   Giles,   Assistant   Vice   President/Research   Analyst  for  the
     Sub-Advisor,  holds a BSAD from the  Massachusetts  Institute of Technology
     and an  M.B.A.  in  Finance  from  Columbia  University.  Prior to  joining
     Delaware  Investments  in 1996 as a  research  analyst,  she was an account
     officer in the Leveraged Capital Group with Citibank.

Growth Team:

     Gerald S.  Frey,  Senior  Vice  President/Senior  Portfolio  Manager of the
     Sub-Advisor,  heads the team that manages the growth side of the Fund.  Mr.
     Frey, who has been in the investment business for over 25 years, has been a
     senior portfolio  manager with Delaware  Investments since 1996. He holds a
     BA in Economics from Bloomsburg  University and attended Wilkes College and
     New York  University.  From  1985 to 1996,  he was a  senior  director  and
     portfolio manager with Morgan Grenfell Capital Management in New York.

     Marshall T. Bassett,  Vice  President/Portfolio  Manager,  joined  Delaware
     Investments as a Vice President and portfolio manager in 1997. From 1989 to
     1997,  he served as Vice  President in Morgan  Stanley  Asset  Management's
     Emerging  Growth  Group,  where he  analyzed  small  growth  companies.  He
     received his bachelor's degree and M.B.A. from Duke University.

     John A.  Heffern,  Vice  President/Portfolio  Manager,  holds a  bachelor's
     degree and an M.B.A.  from the University of North Carolina at Chapel Hill.
     He joined Delaware Investments as a Vice President and portfolio manager in
     1997.  From 1994 to 1997, he was Senior Vice  President of Equity  Research
     with NatWest Securities Corporation's Specialty Finance Services unit.

Jeffrey  W.  Hynoski,   Vice   President/Portfolio   Manager,   joined  Delaware
Investments  in 1998 as a  portfolio  manager.  From 1993 to 1998 he served as a
Vice  President at Bessemer  Trust  Company in the mid and large  capitalization
growth group.  Mr. Hynoski holds a BS in Finance from the University of Delaware
and an M.B.A. from Pace University.

Stephen T. Lampe, Vice  President/Portfolio  Manager, earned a bachelor's degree
and an M.B.A.  at the University of  Pennsylvania's  Wharton  School.  He joined
Delaware  Investments  in 1995 as a research  analyst  and  provides  analytical
services for small and  mid-capitalization  stocks.  From 1990 to 1995, he was a
manager at Price Waterhouse. Mr. Lampe is a Certified Public Accountant.

     Lori P.  Wachs,  Vice  President/Portfolio  Manager,  has  been a  research
     analyst  with  Delaware  Investments  since 1992.  She is a graduate of the
     University of Pennsylvania's  Wharton School,  where she majored in Finance
     and Oriental Studies.

The  following  replaces  and  supplements  similar  information  found  in  the
"Investment  Advisor"  section  beginning on page 60 of the  prospectus  for the
Common Shares and page 59 of the prospectus for the Investor Shares:

Messrs.  Edmond Leung,  Karl Lung,  Alex Ng,  Lester Poon and Paritosh  Thakore,
members of the Asian Equity Team,  have been jointly and  primarily  responsible
for the day-to-day management of the Asian Tigers Fund since November, 1999.

Edmond Leung,  CFA, has been  associated  with the Advisor and/or its affiliates
since January,  1995 as a senior  portfolio  manager.  Previously,  he worked at
Ivory & Sime (Asia) Ltd., Hong Kong, as an investment manager from August,  1992
to  January,  1995.  Mr.  Leung  holds an M.B.A.  in  Finance  from the  Chinese
University  of Hong Kong and a B.S. in  Chemistry  from the  University  of Hong
Kong.  Mr. Leung is a member of the Institute of Chartered  Financial  Analysts,
Australian  Society of Certified  Public  Accountants and an Associate Member of
the Hong Kong Society of Accountants.

Karl Lung, CFA, has been associated with the Advisor and/or its affiliates since
March,  1995 as a portfolio  manager.  Previously,  he worked at W.I.  Carr (Far
East) Ltd., Hong Kong, as a research  manager from March,  1993 to March,  1995.
Mr. Lung has an M.B.A.  from the  University  of Toronto and an Honorary B.A. in
Communications from McMaster  University,  both located in Canada. Mr. Lung is a
member of the Institute of Chartered Financial Analysts.

Alex Ng has served as  portfolio  manager for the Asian  Tigers Fund since July,
1995. Mr. Ng has been  associated  with the Advisor and/or its affiliates  since
1988 as a portfolio  manager.  Mr. Ng also serves as the Managing Director for a
Hong Kong-based  affiliate of the Advisor and the Chief Investment Officer of an
Asian  Pacific-based  affiliate  of  the  Advisor.  Mr.  Ng  joined  ABN  AMRO's
Investment  Representative  Office in  Singapore  in January  1988 before  being
transferred to the Securities subsidiary in Hong Kong. Previously, Mr. Ng worked
as a financial analyst in Malaysia.  Mr. Ng holds a degree in Economics from the
University of California in Los Angeles.

Lester Poon has been  associated  with the Advisor and/or its  affiliates  since
September,  1992 as a  portfolio  manager.  He holds an M.B.A.  in  Finance  and
International  Business  from  New  York  University  and a B.S.  in  Electrical
Engineering  from the  University  of Hong  Kong.  Mr.  Poon is a member  of the
Institute of Chartered Financial Analysts.

Paritosh  Thakore has been  associated  with the Advisor  and/or its  affiliates
since February, 1995 as a portfolio manager.  Previously,  he worked at Unifund,
S.A., Hong Kong, as an investment manager from July, 1993 to February, 1995. Mr.
Thakore holds a B.S. in Economics from the University of Pennsylvania.

John Erickson,  Vice President of the Advisor,  has served as portfolio  manager
for the Tax-Exempt Fixed Income Fund since October,  1999. Mr. Erickson has been
associated with the Advisor and/or its affiliates  since 1997, when he joined as
a fixed income  strategist.  He also works as a municipal bond strategist in the
Trust and Asset  Management  Department at LaSalle  National Bank.  From 1988 to
1996 Mr.  Erickson  had  management  responsibilities  for the mutual and common
trust municipal funds at First Chicago.  Mr. Erickson holds an M.B.A. in Finance
from  Northwestern  University and a B.B.A.  in Business  Administration  with a
concentration in Finance from the University of Notre Dame.

Steven Haldi, Vice President of the Advisor, has served as portfolio manager for
the  Tax-Exempt  Money  Market  Fund since  October,  1999.  Before  joining the
Advisor,  Mr. Haldi worked for 15 years at First National Bank of Chicago in the
Fixed  Income  Portfolio  Management  Group.  Mr.  Haldi  holds an  M.B.A.  from
Benedictine University and a B.S. in Finance from Eastern Illinois University.

Messrs.  Boal,  Germack and  Youngberg,  members of the Fixed  Income  Portfolio
Management  Team,  are  jointly and  primarily  responsible  for the  day-to-day
management of the Fixed Income Fund and the fixed income portion of the Balanced
Fund.  Messrs.  Boal and Youngberg  have been members of the team since January,
1999 and Mr. Germack since August, 1999.

Frank Germack III, CFA, Vice  President of the Advisor,  has served as portfolio
manager for the  Intermediate  Government  Fixed Income  Fund,  the fixed income
portion of the Balanced Fund and the Fixed Income Fund since August,  1999.  Mr.
Germack joined the Advisor in March, 1998 as an analyst. Previously, Mr. Germack
served  as an  analyst  with  Ford  Motor  Credit  Company  and as an  assistant
portfolio manager with Ford Life Insurance Company.  Mr. Germack holds an M.B.A.
in Finance  from  Pennsylvania  State  University  and a B.S.M.  in Finance from
Tulane  University.  Mr.  Germack is a member of the  Association  of Investment
Management and Research and the Investment Analysts Society of Chicago.

Edwin  Bruere,  CFA,  Senior  Vice  President  of the  Advisor,  has  served  as
co-manager of the Value Fund since August,  1999. Mr. Bruere has been associated
with the Advisor and its predecessors since 1988. He has served as a member of a
portfolio management committee and as a portfolio manager. Previously, he served
two years as a Managing Director of an investment  management firm and six years
as a Senior Director at Continental Bank (Bank of America).  Mr. Bruere holds an
M.B.A.  from  Indiana  University  and  a  B.S.  in  Business  from  Iowa  State
University.

Kurt  Moeller,  Vice  President of the Advisor,  has served as co-manager of the
Value Fund since August,  1999. Mr. Moeller began his investment  career in 1995
as a research  assistant for the Indiana University  Foundation.  He worked as a
fundamental equity analysts at Grantham, Mayo, Van Otterloo & Co., LLC, a Boston
money  management  firm,  from 1996 through 1998. Mr. Moeller holds an M.B.A. in
Finance from Indiana  University  and a B.A. in Economics  and History from Rice
University.

As of November 1999,  Paul Becker and Nancy Ellefson,  have been  co-managers of
the Growth Fund and are jointly and  primarily  responsible  for the  day-to-day
management of the Fund.

     Paul  Becker,  CFA,  Group Senior Vice  President of the Advisor,  has been
     associated with the Advisor or its affiliates  since 1984 and has served as
     a Group  Senior Vice  President  for the Advisor  since May,  1999 and as a
     Group Senior Vice President for LaSalle National Bank since October,  1984.
     As Group Senior Vice  President for the Advisor,  Mr. Becker is responsible
     for various  investment  process  activities that include asset allocation,
     stock  selection  and fixed income  teams.  Mr. Becker has over 19 years of
     investment  management  experience and over 10 years of teaching experience
     in economics. Mr. Becker holds an M.B.A. and a B.S. in Economics and a B.S.
     in  Finance  from  DePaul  University  and is a  member  of the  Investment
     Analysts  Society of Chicago and Association for Investment  Management and
     Research.

Nancy Ellefson, CFA, Vice President of the Advisor, has served as an analyst and
assistant portfolio manager of the Growth Fund since 1993. Ms. Ellefson holds an
M.B.A. in Finance from DePaul  University and a B.S. in Business  Management and
Finance  from the  University  of  Wisconsin  - Parkside  and is a member of the
Investment Analysts Society of Chicago.

Messrs. Bettink, Leo, Maas, Maters, Moolenburgh, Neihoff, Ploeger and Postma and
Ms. Pals-de  Groot,  members of the  International  Equity Team, are jointly and
primarily  responsible for the day-to-day management of the International Equity
Fund.  Mr.  Maters  has been a member of the  International  Equity  Team  since
November, 1999 and the other portfolio managers since April, 1999.

     Jacco Maters has been  associated  with the Advisor  and/or its  affiliates
     since  July,  1996 as a  portfolio  manager.  Mr.  Maters  has a degree  in
     Economics from the University of Tilburg, The Netherlands.


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