JP MORGAN INSTITUTIONAL FUNDS
497, 1998-05-21
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     J.P.  MORGAN   INSTITUTIONAL  FUNDS  Supplement  dated  May  21,  1998,  as
applicable to the following prospectuses:  J.P. Morgan Institutional Service Tax
Exempt Money  Market  Fund,  dated  February 2, 1998 J.P.  Morgan  Institutional
Service Money Market Funds (combined), dated February 2, 1998

With respect to the J.P.  Morgan  Institutional  Service Tax Exempt Money Market
Fund, the following  supersedes and replaces  "Annual Fund Operating  Expenses",
footnote  number 1 and  footnote  number 2 on pages 4 and 5 and pages 10 and 11,
respectively in the prospectuses referenced above:

              Annual Fund Operating Expenses1(%)

         Management fees  (actual). . . . . . . . . . . . .0.16
         Marketing (12b-1) fees. . . . . . . . . . . . . . .None
         Other expenses2
         (after waiver and reimbursement) . . . . . . .0.19
         Service fees3  . . . . . . . . . . . . . . . . . . . . . . .0.25
         Total operating expenses2
         (after expense reimbursement) . . . . . . . . .0.60

1 The fund has a master/feeder  structure as described on page 9 (page 15 in the
combined  prospectus).  This table shows the fund's  estimated  expenses and its
share of  estimated  master  portfolio  expenses  for the current  fiscal  year,
expressed as a percentage of the fund's  average net assets after  reimbursement
for ordinary expenses over 0.60%.

2Without  such waiver and  reimbursement,  other  expenses  and total  operating
expenses  would  have  been  299.11%  and  299.52%,  respectively.  There  is no
guarantee that this arrangement will continue beyond 12/31/98.



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