ARK FUNDS/MA
497, 2000-06-12
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                                    ARK FUNDS

       SUPPLEMENT DATED MAY 31, 2000 TO PROSPECTUS DATED SEPTEMBER 1, 1999
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         This is a supplement  to the ARK Funds  prospectus  dated  September 1,
1999,  and relates to the ARK  International  Equity  Selection  Portfolio  (the
"Portfolio"), a series of ARK Funds.

         The ARK Funds Board of Trustees  has  approved  the  submission  to the
Portfolio's  shareholders  for  their  approval  of a  proposal  to  change  the
investment policy of the Portfolio. Under the proposal, the Portfolio would seek
its  investment  goal by  investing  primarily  in the  securities  of companies
located in  countries  other than the United  States,  rather  than in shares of
mutual funds investing in these companies. The Board has also approved a related
increase in the  investment  advisory fee payable by the Portfolio from 0.65% to
1.00% and an investment subadvisory agreement for the Portfolio with AIB Govett,
Inc.,  an  affiliate  of  Allied  Investment  Advisors,  Inc.,  the  Portfolio's
investment advisor.

         The proposals require the approval of the Portfolio's  shareholders and
will be  submitted  to the  shareholders  for their  consideration  at a special
meeting to be held on July 10, 2000. Additional  information about the proposals
will be contained in the proxy  materials  mailed to  shareholders in connection
with the special meeting.

     INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE PROSPECTUS FOR FUTURE
     REFERENCE.



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