THE CHESAPEAKE CORE GROWTH FUND
SUPPLEMENT DATED FEBRUARY 4, 1998
The Prospectus dated September 30, 1997, of The Chesapeake Core Growth Fund (the
"Fund") is hereby amended to reflect the following revised information:
1. Fee Table. The information under "FEE TABLE" in the Prospectus is revised
to reflect the following new table:
FEE TABLE
The following table sets forth certain information in connection with the
expenses of the Fund anticipated for the current fiscal year. The information is
intended to assist the investor in understanding the various costs and expenses
borne by the Fund, and therefore indirectly by its investors, the payment of
which will reduce an investor's return on an annual basis.
Shareholder Transaction Expenses for Shares
Maximum sales load imposed on purchases
(as a percentage of offering price).....................................None
Maximum sales load imposed on
reinvested dividends....................................................None
Maximum deferred sales load................................................None
Redemption fees*...........................................................None
Exchange fee...............................................................None
* The Fund in its discretion may choose to pass through to redeeming
shareholders any charges imposed by the Custodian for wiring redemption
proceeds. The Custodian currently charges the Fund $7.00 per transaction
for wiring redemption proceeds.
Annual Fund Operating Expenses
(as a percentage of average net assets)
Investment advisory fees..................................................1.00%
12b-1 fees................................................................None
Other expenses............................................................0.24%
Total operating expenses1.................................................1.24%
EXAMPLE: You would pay the following expenses on a $1,000 investment in the
Fund, whether or not you redeem at the end of the period, assuming a 5% annual
return:
---------------------------
1 Year 3 Years
---------------------------
$13 $39
===========================
THE FOREGOING SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
1 The "Total operating expenses" shown above are based upon contractual
amounts and other operating expenses estimated to be incurred by the Fund
for the current fiscal year.
See "Management of the Fund" below for more information about the fees and
costs of operating the Fund. The assumed 5% annual return in the example is
required by the Securities and Exchange Commission. The hypothetical rate
of return is not intended to be representative of past or future
performance of the Fund; the actual rate of return for the Fund may be
greater or less than 5%. Further information about the performance of the
Fund will be contained in the Annual Report of the Fund, a copy of which,
when available, may be obtained at no charge by calling the Fund.
2. Pricing of Fund and Orders. The first sentence under "HOW SHARES ARE
VALUED" in the Prospectus is revised to reflect the following revised
information:
"Net asset value is determined at the time trading closes on the New York
Stock Exchange (currently 4:00 p.m., New York time, Monday through Friday),
except on business holidays when the New York Stock Exchange is closed."
The third, fourth, and fifth sentences under "HOW SHARES MAY BE
PURCHASED-GENERAL" in the Prospectus are revised to reflect the following
information:
"Orders received by the Fund and effective prior to the time trading closes
on the New York Stock Exchange (currently 4:00 p.m., New York time, Monday
through Friday) will purchase shares at the net asset value determined at
that time. Orders received by the Fund and effective after the close of
trading, or on a day when the New York Stock Exchange is not open for
business, will purchase shares at the net asset value next determined."
The third and fourth sentences under "HOW SHARES MAY BE REDEEMED" in the
Prospectus are revised to reflect the following information:
"Redemption orders received in proper form, as indicated herein, by the
Fund, whether by mail or telephone, prior to the time trading closes on the
New York Stock Exchange (currently 4:00 p.m. New York time, Monday through
Friday), will redeem shares at the net asset value determined at that time.
Redemption orders received in proper form by the Fund after the close of
trading, or on a day when the New York Stock Exchange is not open for
business, will redeem shares at the net asset value next determined."
3. Fund Agents. The second paragraph under "HOW SHARES MAY BE
PURCHASED-GENERAL" in the Prospectus is revised to reflect the following
revised information:
"The Fund may enter into agreements with one or more brokers or other
agents, including discount brokers and other brokers associated with
investment programs, including mutual fund "supermarkets," and agents for
qualified employee benefit plans, pursuant to which such brokers or other
agents may be authorized to accept on the Fund's behalf purchase and
redemption orders that are in "good form." Such brokers or other agents may
be authorized to designate other intermediaries to accept purchase and
redemption orders on the Fund's behalf. Under such circumstances, the Fund
will be deemed to have received a purchase or redemption order when an
authorized broker, agent, or, if applicable, other designee, accepts the
order. Such orders will be priced at the Fund's net asset value next
determined after they are accepted by an authorized broker, agent, or other
designee. The Fund may pay fees to such brokers or other agents for their
services, including without limitation, administrative, accounting, and
recordkeeping services."
