JP MORGAN INSTITUTIONAL FUNDS
497, 2000-08-25
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--------------------------------------------------------------------------------
                                  MARCH 1, 2000
                                                         AS REVISED | PROSPECTUS
                                SEPTEMBER 1, 2000
--------------------------------------------------------------------------------


J.P. MORGAN INSTITUTIONAL
FIXED INCOME FUNDS

Short Term Bond Fund

Bond Fund

Global Strategic Income Fund

Tax Exempt Bond Fund

New York Tax Exempt Bond Fund



                                        ----------------------------------------
                      Seeking high total return or current
                     income by investing primarily in fixed
                               income securities.

This prospectus  contains  essential  information for anyone  investing in these
funds. Please read it carefully and keep it for reference.

As with all mutual  funds,  the fact that these shares are  registered  with the
Securities and Exchange  Commission  does not mean that the commission  approves
them or  guarantees  that the  information  in this  prospectus  is  correct  or
adequate. It is a criminal offense to state or suggest otherwise.

Distributed by Funds Distributor, Inc.                                  JPMorgan


<PAGE>

CONTENTS
--------------------------------------------------------------------------------

1   | Each fund's goal, principal strategies,  principal risks,  performance and
    expenses


J.P. MORGAN INSTITUTIONAL FIXED INCOME FUNDS
J.P. Morgan Institutional Short Term Bond Fund ................................1
J.P. Morgan Institutional Bond Fund ...........................................3
J.P. Morgan Institutional Global Strategic Income Fund ........................5
J.P. Morgan Institutional Tax Exempt Bond Fund ................................7
J.P. Morgan Institutional New York Tax Exempt Bond Fund .......................9


13 | Principles and techniques common to the funds in this prospectus

FIXED INCOME MANAGEMENT APPROACH
J.P. Morgan ..................................................................13
J.P. Morgan Institutional Fixed Income Funds .................................13
The spectrum of fixed income funds ...........................................13
Who may want to invest .......................................................13
Fixed income investment process ..............................................14

15 | Investing in the J.P. Morgan Institutional Fixed Income Funds

YOUR INVESTMENT
Investing through a financial professional ...................................15
Investing through an employer-sponsored retirement plan ......................15
Investing through an IRA or rollover IRA .....................................15
Investing directly ...........................................................15
Opening your account .........................................................15
Adding to your account .......................................................15
Selling shares ...............................................................16
Account and transaction policies .............................................16
Dividends and distributions ..................................................17
Tax considerations ...........................................................17

18 | More about risk and the funds' business operations

FUND DETAILS
Business structure ...........................................................18
Management and administration ................................................18
Risk and reward elements .....................................................19
Investments ..................................................................21
Financial highlights .........................................................23

FOR MORE INFORMATION .................................................back cover

<PAGE>

J.P. MORGAN INSTITUTIONAL
SHORT TERM BOND FUND


[GRAPHIC OMITTED]
RISK/RETURN SUMMARY
For a more detailed  discussion of the fund's  investments and their main risks,
as well as fund strategies, please see pages 17-20.


[GRAPHIC OMITTED]
GOAL
The fund's goal is to provide high total return,  consistent with low volatility
of principal. This goal can be changed without shareholder approval.


[GRAPHIC OMITTED]
INVESTMENT APPROACH
Principal Strategies
The fund invests primarily in fixed income securities, including U.S. government
and agency securities, domestic and foreign corporate bonds, private placements,
asset-backed and mortgage-related securities, and money market instruments, that
it believes have the  potential to provide a high total return over time.  These
securities may be of any maturity, but under normal market conditions the fund's
duration will range between one and three years,  similar to that of the Merrill
Lynch 1-3 Year Treasury Index. For a description of duration,  please see "Fixed
Income Investment Process" on page 12.


Up to 25% of assets may be invested in foreign securities, including 20% in debt
securities  denominated in foreign currencies of developed  countries.  The fund
typically hedges its non-dollar  investments  back to the U.S. dollar.  At least
90% of assets must be invested in securities that, at the time of purchase,  are
rated  investment-grade  (BBB/Baa  or  better)  or are the  unrated  equivalent,
including  at least 75% A or better.  No more than 10% of assets may be invested
in securities rated B or BB.


Principal Risks
The fund's  share  price and total  return  will vary in  response to changes in
interest  rates.  How well the fund's  performance  compares  to that of similar
duration  fixed  income  funds  will  depend on the  success  of the  investment
process, which is described on page 12.

Although  any rise in  interest  rates is likely to cause a fall in the price of
bonds,  the fund's  comparatively  short  duration  is designed to help keep its
share price within a relatively narrow range. Because it seeks to minimize risk,
the fund will  generally  offer less  income,  and during  periods of  declining
interest  rates,  may offer  lower  total  returns  than bond funds with  longer
durations.  Because of the sensitivity of the fund's mortgage related securities
to changes in interest  rates,  the  performance and duration of the fund may be
more  volatile than if it did not hold these  securities.  The fund uses futures
contracts and other  derivatives to help manage duration,  yield curve exposure,
and credit  and spread  volatility.  To the  extent  that the fund seeks  higher
returns by investing in non-investment-grade  bonds, often called junk bonds, it
takes on additional risks, since these bonds are more sensitive to economic news
and their issuers have a less secure financial position.  To the extent the fund
invests in foreign securities, it could lose money because of foreign government
actions,  political  instability,  currency  fluctuation or lack of adequate and
accurate  information.  The fund may  engage in  active  and  frequent  trading,
leading to increased portfolio turnover and the possibility of increased capital
gains. See page 15 for further discussion on the tax treatment of capital gains.


An  investment  in the fund is not a deposit  of any bank and is not  insured or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.  You could lose money if you sell when the fund's  share  price is lower
than when you invested.


<PAGE>

TICKER SYMBOL: JMSBX

REGISTRANT: J.P. MORGAN INSTITUTIONAL FUNDS
(J.P. MORGAN INSTITUTIONAL SHORT TERM BOND FUND)


PORTFOLIO MANAGEMENT
The  fund's  assets  are  managed  by  J.P.  Morgan,   which  currently  manages
approximately  $369  billion,  including  more than $55  billion  using  similar
strategies as the fund.


The portfolio management team is led by Connie J. Plaehn, managing director, who
has been on the team  since the  fund's  inception  and has been at J.P.  Morgan
since 1984,  and William G.  Tennille,  vice  president,  who joined the team in
January 1994 and has been at J.P. Morgan since 1992.

--------------------------------------------------------------------------------
Before you invest

Investors considering the fund should understand that:

o The fund  seeks  to  achieve  its goal by  investing  its  assets  in a master
  portfolio, which is another fund with the same goal.

o There is no assurance that the fund will meet its investment goal.

o The fund does not represent a complete investment program.

1 | J.P. MORGAN INSTITUTIONAL SHORT TERM BOND FUND


<PAGE>

--------------------------------------------------------------------------------
PERFORMANCE (unaudited)
The bar chart and table shown below provide some indication of the risks of
investing in J.P. Morgan Institutional Short Term Bond Fund.

The bar chart  indicates some of the risks by showing changes in the performance
of the fund's shares from year to year for each of the last 6 calendar years.

The table  indicates  some of the risks by showing how the fund's average annual
returns for the past one year,  five years and life of the fund compare to those
of the  Merrill  Lynch 1-3 Year  Treasury  Index.  This is a widely  recognized,
unmanaged  index of U.S.  Treasury notes and bonds with  maturities of 1-3 years
used as a measure of overall short-term bond market performance.

The fund's past  performance  does not  necessarily  indicate  how the fund will
perform in the future.

<TABLE>
<CAPTION>
Year-by-year total return (%)                            Shows changes in returns by calendar year(1,2)
-------------------------------------------------------------------------------------------------------
                        1994            1995            1996           1997           1998         1999
<S>                     <C>             <C>             <C>            <C>            <C>          <C>
20%
                                       10.80
10%
                                                                                      7.04
                                                                       6.40
                                                        5.10
                                                                                                  3.21
                       0.36
0%
-------------------------------------------------------------------------------------------------------
</TABLE>

[ ] J.P. Morgan Institutional Short Term Bond Fund


The fund's  year-to-date  total  return as of 6/30/00 was 2.32%.  For the period
covered by this  year-by-year  total return chart, the fund's highest  quarterly
return was 3.36%  (for the  quarter  ended  6/30/95);  and the lowest  quarterly
return was -0.47% (for the quarter ended 3/31/94).


<TABLE>
<CAPTION>

Average annual total return      Shows performance over time, for periods ended December 31, 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
                                                                         Past 1 yr.         Past 5 yrs.         Life
of fund
<S>                                                                         <C>                <C>
<C>
J.P. Morgan Institutional Short Term Bond Fund (after expenses)             3.21               6.48
5.30
------------------------------------------------------------------------------------------------------------------------------------
Merrill Lynch 1-3 Year Treasury Index (no expenses)                         3.06               6.51
5.42
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


<PAGE>

--------------------------------------------------------------------------------
INVESTOR EXPENSES
The expenses of the fund before and after  reimbursement are shown at right. The
fund  has no  sales,  redemption,  exchange,  or  account  fees,  although  some
institutions  may charge you a fee for shares you buy through  them.  The annual
fund  expenses  after  reimbursement  are  deducted  from fund  assets  prior to
performance calculations.

Annual fund operating expenses(3) (%)
(expenses that are deducted from fund assets)
--------------------------------------------------------------------------------
Management fees                                                             0.25
Marketing (12b-1) fees                                                      none
Other expenses                                                              0.26
--------------------------------------------------------------------------------
Total operating expenses                                                    0.51
Fee waiver and expense
reimbursement(4)                                                            0.21
--------------------------------------------------------------------------------
Net expenses(4)                                                             0.30
--------------------------------------------------------------------------------

Expense example(4)
--------------------------------------------------------------------------------
The example  below is intended to help you compare the cost of  investing in the
fund with the cost of  investing  in other mutual  funds.  The example  assumes:
$10,000  initial  investment,  5% return each year,  net expenses for the period
3/1/00 through 2/28/01 and total operating expenses  thereafter,  and all shares
sold at the end of each time period.  The example is for  comparison  only;  the
fund's actual return and your actual costs may be higher or lower.

--------------------------------------------------------------------------------
                       1 yr.         3 yrs.           5 yrs.          10 yrs.
Your cost($)            31             142             264              620
--------------------------------------------------------------------------------

(1)  The fund commenced  operations on 9/13/93.  For the period 7/31/93  through
     9/30/93,  life of fund returns  reflect  performance  of the Pierpont Short
     Term Bond Fund.

(2) The fund's fiscal year end is 10/31.



(3)  The fund has a master/feeder  structure as described on page 16. This table
     shows the fund's  expenses and its share of master  portfolio  expenses for
     the past fiscal year, expressed as a percentage of average net assets.

(4)  Reflects an agreement dated 7/30/99 by Morgan Guaranty Trust Company of New
     York,  an affiliate  of J.P.  Morgan,  to reimburse  the fund to the extent
     operating  expenses  (which  exclude  interest,   taxes  and  extraordinary
     expenses)  exceed  0.30% of the fund's  average  daily net  assets  through
     2/28/01.  Actual net expenses for the fiscal year ended 10/31/99 were 0.29%
     of the fund's average daily net assets.



                              J.P. MORGAN INSTITUTIONAL SHORT TERM BOND FUND | 2

<PAGE>

J.P. MORGAN INSTITUTIONAL BOND FUND


[GRAPHIC OMITTED]
RISK/RETURN SUMMARY
For a more detailed  discussion of the fund's  investments and their main risks,
as well as fund strategies, please see pages 17-20.


[GRAPHIC OMITTED]
GOAL
The fund's goal is to provide high total return consistent with moderate risk of
capital  and  maintenance  of  liquidity.  This  goal  can  be  changed  without
shareholder approval.


INVESTMENT APPROACH
Principal Strategies
The fund invests primarily in fixed income securities, including U.S. government
and agency securities,  corporate bonds,  private  placements,  asset-backed and
mortgage-backed  securities,  that it believes  have the  potential to provide a
high total return over time. These securities may be of any maturity,  but under
normal  market  conditions  the  management  team will keep the fund's  duration
within one year of that of the Salomon Smith Barney Broad  Investment Grade Bond
Index  (currently about five years).  For a description of duration,  please see
fixed income investment process on page 12.


Up to 25% of assets may be invested in foreign securities, including 20% in debt
securities  denominated in foreign currencies of developed  countries.  The fund
typically hedges its non-dollar  investments  back to the U.S. dollar.  At least
75% of assets must be invested in securities that, at the time of purchase,  are
rated  investment-grade  (BBB/Baa  or  better)  or are the  unrated  equivalent,
including  at least 65% A or better.  No more than 25% of assets may be invested
in securities rated B or BB.


Principal Risks
The fund's  share  price and total  return  will vary in  response to changes in
interest  rates.  How well the fund's  performance  compares  to that of similar
fixed income funds will depend on the success of the investment  process,  which
is described on page 12.

To  the  extent   that  the  fund  seeks   higher   returns  by   investing   in
non-investment-grade  bonds,  often  called junk bonds,  it takes on  additional
risks,  since these bonds are more  sensitive to economic news and their issuers
have a less secure financial  position.  The fund may use futures  contracts and
other derivatives to help manage duration,  yield curve exposure, and credit and
spread  volatility.  To the extent the fund  invests in foreign  securities,  it
could lose money because of foreign government actions,  political  instability,
currency  fluctuation or lack of adequate and accurate  information.  The fund's
mortgage-backed investments involve risk of losses due to prepayments that occur
earlier or later than  expected,  like any bond,  due to  default.  The fund may
engage in active and frequent trading,  leading to increased  portfolio turnover
and the  possibility  of  increased  capital  gains.  See  page  15 for  further
discussion on the tax treatment of capital gains.


An  investment  in the fund is not a deposit  of any bank and is not  insured or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.  You could lose money if you sell when the fund's  share  price is lower
than when you invested.


<PAGE>

TICKER SYMBOL: JMIBX

REGISTRANT: J.P. MORGAN INSTITUTIONAL FUNDS
(J.P. MORGAN INSTITUTIONAL BOND FUND)

PORTFOLIO MANAGEMENT


The  fund's  assets  are  managed  by  J.P.  Morgan,   which  currently  manages
approximately  $369  billion,  including  more than $31  billion  using  similar
strategies as the fund.


The portfolio management team is led by William G. Tennille, vice president, who
has been at J.P. Morgan since 1992, Connie J. Plaehn, managing director, who has
been at J.P. Morgan since 1984, and John Snyder, vice president, who has been at
J.P. Morgan since 1993. Mr. Tennille and Ms. Plaehn have been on the team since
January 1994. Mr. Snyder has been a fixed income portfolio manager since joining
J.P. Morgan.

--------------------------------------------------------------------------------
Before you invest

Investors considering the fund should understand that:

o The fund seeks to achieve its goal by investing in a master  portfolio,  which
  is another fund with the same goal.

o There is no assurance that the fund will meet its investment goal.

o The fund does not represent a complete investment program.

3 | J.P. MORGAN INSTITUTIONAL BOND FUND
<PAGE>

--------------------------------------------------------------------------------
PERFORMANCE (unaudited)
The bar chart and table shown below provide some indication of the risks of
investing in J.P. Morgan Institutional Bond Fund.

The bar chart  indicates some of the risks by showing changes in the performance
of the fund's shares from year to year for each of the last 10 calendar years.

The table  indicates  some of the risks by showing how the fund's average annual
returns  for the past one,  five and ten years  compare to those of the  Salomon
Smith Barney Broad  Investment  Grade Bond Index.  This is a widely  recognized,
unmanaged  index of U.S.  Treasury and agency  securities  and  investment-grade
mortgage  and  corporate  bonds  used  as  a  measure  of  overall  bond  market
performance.

The fund's past  performance  does not  necessarily  indicate  how the fund will
perform in the future.

<TABLE>
<CAPTION>
Year-by-year total return (%)                                                         Shows changes in returns by
calendar year(1,2)
------------------------------------------------------------------------------------------------------------------------------------
<S>        <C>         <C>         <C>         <C>         <C>         <C>          <C>        <C>
<C>              <C>
           1990        1991        1992        1993        1994        1995         1996       1997
1998             1999
20%
                                                                      18.42
                      13.45
          10.09
10%
                                              9.98
                                                                                              9.29
                                                                                                           7.54
                                  6.53
                                                                                   3.30
0%
------------------------------------------------------------------------------------------------------------------------------------

(0.55)
                                                         (2.68)
(10%)
</TABLE>

[ ]  J.P. Morgan Institutional Bond Fund


The fund's  year-to-date  total  return as of 6/30/00 was 3.02%.  For the period
covered by this  year-by-year  total return chart, the fund's highest  quarterly
return was 6.30%  (for the  quarter  ended  6/30/95);  and the lowest  quarterly
return was -2.38% (for the quarter ended 3/31/94).


<TABLE>
<CAPTION>
Average annual total return (%) Shows performance over time, for periods ended
December 31, 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
                                                                     Past 1 yr.      Past 5 yrs.              Past
10 yrs.
<S>                                                                   <C>               <C>                      <C>
J.P. Morgan Institutional Bond Fund (after expenses)                  (0.55)            7.41                     7.37
------------------------------------------------------------------------------------------------------------------------------------
Salomon Smith Barney Investment Grade Bond Index (no expenses)        (0.83)            7.74                     7.05
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


<PAGE>

--------------------------------------------------------------------------------
INVESTOR EXPENSES
The expenses of the fund before and after  reimbursement are shown at right. The
fund  has no  sales,  redemption,  exchange,  or  account  fees,  although  some
institutions  may charge you a fee for shares you buy through  them.  The annual
fund  expenses  after  reimbursement  are  deducted  from fund  assets  prior to
performance calculations.

Annual fund operating expenses(3) (%)
(expenses that are deducted from fund assets)
--------------------------------------------------------------------------------
Management fees                                                             0.30
Marketing (12b-1) fees                                                      none
Other expenses                                                              0.21
--------------------------------------------------------------------------------
Total operating expenses                                                    0.51
Fee waiver and expense
reimbursement(4)                                                            0.01
--------------------------------------------------------------------------------
Net expenses(4)                                                             0.50
--------------------------------------------------------------------------------

Expense example(4)
--------------------------------------------------------------------------------
The example  below is intended to help you compare the cost of  investing in the
fund with the cost of  investing  in other mutual  funds.  The example  assumes:
$10,000  initial  investment,  5% return each year,  net expenses for the period
7/30/99 through 2/28/01 and total operating expenses thereafter,  and all shares
sold at the end of each time period.  The example is for  comparison  only;  the
fund's actual return and your actual costs may be higher or lower.

                               1 yr.          3 yrs.         5 yrs.     10 yrs.
--------------------------------------------------------------------------------
Your cost($)                    51             163            284         640
--------------------------------------------------------------------------------

(1)  The fund  commenced  operations  on 7/26/93.  Returns for the period 1/1/90
     through 7/31/93  reflect  performance of The Pierpont Bond Fund, the fund's
     predecessor.

(2) The fund's fiscal year end is 10/31.


(3)  The fund has a master/feeder  structure as described on page 16. This table
     shows the fund's  expenses and its share of master  portfolio  expenses for
     the past fiscal year, expressed as a percentage of average net assets.

(4)  Reflects an agreement dated 7/30/99 by Morgan Guaranty Trust Company of New
     York,  an affiliate  of J.P.  Morgan,  to reimburse  the fund to the extent
     operating  expenses  (which  exclude  interest,   taxes  and  extraordinary
     expenses)  exceed  0.50% of the fund's  average  daily net  assets  through
     2/28/01.


                     J.P. MORGAN INSTITUTIONAL BOND FUND | 4


<PAGE>

J.P. MORGAN INSTITUTIONAL
GLOBAL STRATEGIC INCOME FUND


[GRAPHIC OMITTED]
RISK/RETURN SUMMARY
For a more detailed  discussion of the fund's  investments and their main risks,
as well as fund strategies, please see pages 17-20.


[GRAPHIC OMITTED]
GOAL
The fund's goal is to provide high total return from a portfolio of fixed income
securities  of foreign and domestic  issuers.  This goal can be changed  without
shareholder approval.


[GRAPHIC OMITTED]
INVESTMENT APPROACH
Principal Strategies
The fund  invests in a wide  range of debt  securities  from the U.S.  and other
markets,   both  developed  and  emerging.   Issuers  may  include  governments,
corporations,  financial institutions,  and supranational organizations (such as
the World Bank),  that the fund  believes  have the  potential to provide a high
total  return  over  time.  The fund may invest  directly  in  mortgages  and in
mortgage-backed  securities.  The fund's securities may be of any maturity,  but
under normal market conditions its duration will generally be similar to that of
the  Lehman  Brothers  Aggregate  Bond  Index  (currently  about four and a half
years).  For a  description  of  duration,  please see fixed  income  investment
process on page 12. At least 40% of assets must be invested in securities  that,
at the time of purchase, are rated  investment-grade  (BBB/Baa or better) or are
the unrated  equivalent.  The  balance of assets must be invested in  securities
rated B or higher at the time of purchase  (or the unrated  equivalent),  except
that the fund's emerging market  component has no minimum quality rating and may
invest without limit in securities that are in the lowest rating  categories (or
are the unrated equivalent).

The  management  team uses the  process  described  on page 12,  and also  makes
country  allocations,  based primarily on macro-economic  factors. The team uses
the  model  allocation  shown  at right as a basis  for its  sector  allocation,
although the actual allocations are adjusted  periodically  within the indicated
ranges. Within each sector, a dedicated team handles securities  selection.  The
fund typically hedges its non-dollar  investments in developed countries back to
the U.S. dollar.

Principal Risks
The fund's  share  price and total  return vary in response to changes in global
bond markets,  interest rates, and currency  exchange rates. How well the fund's
performance  compares to that of similar  fixed  income funds will depend on the
success of the  investment  process.  Because of credit and foreign and emerging
markets  investment risks, the fund's  performance is likely to be more volatile
than that of most fixed income  funds.  Foreign and emerging  market  investment
risks  include  foreign  government  actions,  political  instability,  currency
fluctuations and lack of adequate and accurate  information.  To the extent that
the fund seeks higher returns by investing in non-investment-grade  bonds, often
called  junk bonds,  it takes on  additional  risks,  since these bonds are more
sensitive  to  economic  news and their  issuers  have a less  secure  financial
position. The fund's mortgage-backed  investments involve the risk of losses due
to default or to  prepayments  that occur earlier or later than  expected.  Some
investments,  including directly owned mortgages,  may be illiquid. The fund has
the potential for long-term total returns that exceed those of more  traditional
bond funds, but investors should also be prepared for risks that exceed those of
more traditional bond funds. The fund may engage in active and frequent trading,
leading to increased portfolio turnover and the possibility of increased capital
gains. See page 15 for further discussion on the tax treatment of capital gains.


An  investment  in the fund is not a deposit  of any bank and is not  insured or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.  You could lose money if you sell when the fund's  share  price is lower
than when you invested.


<PAGE>
TICKER SYMBOL: JPIGX

REGISTRANT: J.P. MORGAN INSTITUTIONAL FUNDS
(J.P. MORGAN INSTITUTIONAL GLOBAL STRATEGIC INCOME FUND)

MODEL SECTOR ALLOCATION

9% international
non-dollar
(range 0-25%)

35% public/private
mortgages
(range 20-45%)

13% public/private
corporates
(range 5-25%)

16% emerging
markets
(range 0-25%)

27% high yield
corporates
(range 17-37%)


PORTFOLIO MANAGEMENT
The  fund's  assets  are  managed  by  J.P.  Morgan,   which  currently  manages
approximately  $369  billion,  including  more  than $3  billion  using  similar
strategies as the fund.

     The portfolio  management team is led by Mark E. Smith,  managing director,
who joined J.P. Morgan in 1994 and Robert J. Morena, vice president,  who joined
J.P.  Morgan in 2000.  Prior to joining J.P.  Morgan,  Mr. Smith  managed  fixed
income portfolios and oversaw asset allocation activities at Allied Signal, Inc.
He has been on the team  since  the  fund's  inception.  Prior to  joining  J.P.
Morgan, Mr. Morena served as a managing director at Forest Investment Management
where he  managed  fixed  income  portfolios.  Prior to that,  he  served as the
Department Head of The Bank of New York's Institutional Fixed Income Division.


--------------------------------------------------------------------------------
Before you invest

Investors considering the fund should understand that:

o The fund seeks to achieve its goal by investing in a master  portfolio,  which
  is another fund with the same goal.

o There is no assurance that the fund will meet its investment goal.

o The fund does not represent a complete investment program.

5 | J.P. MORGAN INSTITUTIONAL GLOBAL STRATEGIC INCOME FUND


<PAGE>

--------------------------------------------------------------------------------
PERFORMANCE (unaudited)
The bar chart and table shown below provide some indication of the risks of
investing in J.P. Morgan Institutional Global Strategic Income Fund.

The bar chart  indicates  some of the risks by showing  the  performance  of the
fund's shares from year to year for each of the last 2 calendar years.

The table  indicates  some of the risks by showing how the fund's average annual
returns  for the past one  year  and  life of the fund  compare  to those of the
Lehman Brothers  Aggregate Bond Index.  This is a widely  recognized,  unmanaged
index used as a measure of overall bond market performance.

The fund's past  performance  does not  necessarily  indicate  how the fund will
perform in the future.

Total return (%)                 Shows changes in returns by calendar year(1,2)
--------------------------------------------------------------------------------
                                        1998                        1999

10%


5%
                                        2.59
                                                                    2.51
0%
--------------------------------------------------------------------------------

[ ]  J.P. Morgan Institutional Global Strategic Income Fund


The fund's  year-to-date  total  return as of 6/30/00 was 2.27%.  For the period
covered by this total return  chart,  the fund's  highest  quarterly  return was
3.13% (for the  quarter  ended  3/31/98);  and the lowest  quarterly  return was
-1.45% (for the quarter ended 9/30/98).



<TABLE>
<CAPTION>

Average annual total return                                      Shows performance over time, for periods ended
December 31, 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
                                                                                 Past 1 yr.                     Life
of fund
<S>                                                                                 <C>
<C>
J.P. Morgan Institutional Global Strategic Income Fund (after expenses)             2.51
5.35
------------------------------------------------------------------------------------------------------------------------------------
Lehman Brothers Aggregate Bond Index (no expenses)                                 (0.83)
6.49
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


<PAGE>

--------------------------------------------------------------------------------
INVESTOR EXPENSES
The expenses of the fund before and after  reimbursement are shown at right. The
fund  has no  sales,  redemption,  exchange,  or  account  fees,  although  some
institutions  may charge you a fee for shares you buy through  them.  The annual
fund  expenses  after  reimbursement  are  deducted  from fund  assets  prior to
performance calculations.

Annual fund operating expenses(3) (%)
(expenses that are deducted from fund assets)
--------------------------------------------------------------------------------
Management fees                                                             0.45
Marketing (12b-1) fees                                                      none
Other expenses                                                              0.33
--------------------------------------------------------------------------------
Total operating expenses                                                    0.78
Fee waiver and expense
reimbursement(4)                                                            0.13
--------------------------------------------------------------------------------
Net expenses(4)                                                             0.65
--------------------------------------------------------------------------------

Expense example(4)
The example  below is intended to help you compare the cost of  investing in the
fund with the cost of  investing  in other mutual  funds.  The example  assumes:
$10,000  initial  investment,  5% return each year,  net expenses for the period
7/30/99 through 2/28/01 and total operating expenses thereafter,  and all shares
sold at the end of each time period.  The example is for  comparison  only;  the
fund's actual return and your actual costs may be higher or lower.

--------------------------------------------------------------------------------
                          1 yr.       3 yrs.         5 yrs.           10 yrs.
Your cost($)               66           236            420              954
--------------------------------------------------------------------------------

(1)  The fund commenced  operations on 3/14/97 and  performance is calculated as
     of 3/31/97.

(2) The fund's fiscal year is 10/31.


(3)  The fund has a master/feeder  structure as described on page 16. This table
     shows the fund's  expenses and its share of master  portfolio  expenses for
     the past fiscal year, expressed as a percentage of average net assets.

(4)  Reflects an agreement dated 7/30/99 by Morgan Guaranty Trust Company of New
     York,  an affiliate  of J.P.  Morgan,  to reimburse  the fund to the extent
     operating  expenses  (which  exclude  interest,   taxes  and  extraordinary
     expenses)  exceed  0.65% of the fund's  average  daily net  assets  through
     2/28/01.



                      J.P. MORGAN INSTITUTIONAL GLOBAL STRATEGIC INCOME FUND | 6


<PAGE>

J.P. MORGAN INSTITUTIONAL
TAX EXEMPT BOND FUND


[GRAPHIC OMITTED]
RISK/RETURN SUMMARY
For a more detailed  discussion of the fund's  investments and their main risks,
as well as fund strategies, please see pages 17-20.


[GRAPHIC OMITTED]
GOAL
The fund's goal is to provide a high level of current income that is exempt from
federal  income tax consistent  with moderate risk of capital.  This goal can be
changed without shareholder approval.


[GRAPHIC OMITTED]
INVESTMENT APPROACH
Principal Strategies
The fund invests primarily in high quality municipal securities that it believes
have the potential to provide current income that is free from federal  personal
income tax. While the fund's goal is high tax-exempt income, the fund may invest
to a limited extent in taxable securities, including U.S. government, government
agency, corporate, or taxable municipal securities. The fund's securities may be
of any maturity,  but under normal market  conditions  the fund's  duration will
generally  range  between  four and seven  years,  similar to that of the Lehman
Brothers 1-16 Year Municipal Bond Index (currently 5.4 years). For a description
of duration, please see fixed income investment process on page 12. At least 90%
of assets must be invested in  securities  that,  at the time of  purchase,  are
rated  investment-grade  (BBB/Baa or better) or are the unrated  equivalent.  No
more than 10% of assets may be invested in securities rated B or BB.

Principal Risks
The fund's  share  price and total  return  will vary in  response to changes in
interest  rates.  How well the fund's  performance  compares  to that of similar
tax-exempt funds will depend on the success of the investment process,  which is
described on page 12.


Investors  should be prepared for higher share price  volatility than from a tax
exempt fund of shorter duration.  The fund's  performance could also be affected
by market  reaction to  proposed  tax  legislation.  To the extent that the fund
seeks higher returns by investing in  non-investment-grade  bonds,  often called
junk bonds, it takes on additional  risks,  since these bonds are more sensitive
to economic news and their issuers have a less secure financial position.

An  investment  in the fund is not a deposit  of any bank and is not  insured or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.  You could lose money if you sell when the fund's  share  price is lower
than when you invested.


<PAGE>

TICKER SYMBOL: JITBX

REGISTRANT: J.P. MORGAN INSTITUTIONAL FUNDS
(J.P. MORGAN INSTITUTIONAL TAX EXEMPT BOND FUND)


PORTFOLIO MANAGEMENT
The  fund's  assets  are  managed  by  J.P.  Morgan,   which  currently  manages
approximately  $369  billion,  including  more than $10  billion  using  similar
strategies as the fund.

The portfolio management team is led by Robert W. Meiselas, vice president,  who
joined the team in May 1997 and has been at J.P.  Morgan  since  1987,  Benjamin
Thompson,  vice  president,  who joined the team in June of 1999,  and  Kingsley
Wood, Jr., vice president,  who has been with the team since January 2000. Prior
to joining J.P. Morgan, Mr. Thompson was a senior fixed income portfolio manager
at Goldman Sachs,  and Mr. Wood was a senior fixed income  portfolio  manager at
Mercantile Bank & Trust.  Prior to joining  Mercantile in July of 1998, Mr. Wood
was an institutional tax-exempt trader at ABN-AMRO and Kemper Securities.


--------------------------------------------------------------------------------
Before you invest

Investors considering the fund should understand that:

o The fund seeks to achieve its goal by investing in a master  portfolio,  which
  is another fund with the same goal.

o There is no assurance that the fund will meet its investment goal.

o The fund does not represent a complete investment program.

7 | J.P. MORGAN INSTITUTIONAL TAX EXEMPT BOND FUND


<PAGE>

--------------------------------------------------------------------------------
PERFORMANCE (unaudited)

The bar chart and table shown below provide some indication of the risks of
investing in J.P. Morgan Institutional Tax Exempt Bond Fund.

The bar chart  indicates some of the risks by showing changes in the performance
of the fund's  shares  from year to year for each of the fund's last 10 calendar
years.

The table  indicates  some of the risks by showing how the fund's average annual
returns  for the past one,  five and ten years  compare  to those of the  Lehman
Brothers 1-16 Year Municipal Bond Index,  the fund's  current  benchmark.  Since
this index has not been in existence during all of the past ten years, the table
also shows the  performance  of the Lehman Quality  Intermediate  Municipal Bond
Index, the fund's previous  benchmark.  Both are unmanaged  indices that measure
municipal bond market performance.

The fund's past  performance  does not  necessarily  indicate  how the fund will
perform in the future.

<TABLE>
<CAPTION>
Year-by-year total return (%)                                                         Shows changes in returns by
calendar year(1,2)
------------------------------------------------------------------------------------------------------------------------------------
                  1990          1991        1992       1993      1994        1995       1996      1997
1998          1999
<S>               <C>           <C>         <C>        <C>       <C>         <C>        <C>       <C>
<C>           <C>
20%
                                                                            13.50
                              10.92
10%
                                                       9.58
                                                                                                 7.58
                                           7.47
                 6.87
                                                                                                           5.65
                                                                                       3.71
0%
------------------------------------------------------------------------------------------------------------------------------------

(0.75)
                                                                (2.53)
(10%)
</TABLE>

[ ] J.P. Morgan Institutional Tax Exempt Bond Fund


The fund's  year-to-date  total  return as of 6/30/00 was 2.83%.  For the period
covered by this  year-by-year  total return chart, the fund's highest  quarterly
return was 5.16%  (for the  quarter  ended  3/31/95);  and the lowest  quarterly
return was 3.05% (for the quarter ended 3/31/94).


<TABLE>
<CAPTION>

Average annual total return (%)                                  Shows performance over time, for periods ended
December 31, 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
                                                                         Past 1 yr.             Past 5
yrs.             Past 10 yrs.
<S>                                                                        <C>
<C>                      <C>
J.P. Morgan Institutional Tax Exempt Bond Fund (after expenses)            (0.75)
5.83                     6.09
------------------------------------------------------------------------------------------------------------------------------------
Lehman Brothers 1-16 Year Municipal Bond Index (no expenses)               (0.06)
6.32                     6.63
------------------------------------------------------------------------------------------------------------------------------------
Lehman Quality Intermediate Municipal Bond Index (no expenses)              0.30
6.25                     7.79
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



<PAGE>

--------------------------------------------------------------------------------
INVESTOR EXPENSES
The expenses of the fund before and after  reimbursement are shown at right. The
fund  has no  sales,  redemption,  exchange,  or  account  fees,  although  some
institutions  may charge you a fee for shares you buy through  them.  The annual
fund  expenses  after  reimbursement  are  deducted  from fund  assets  prior to
performance calculations.

Annual fund operating expenses(3) (%)
(expenses that are deducted from fund assets)
--------------------------------------------------------------------------------
Management fees                                                             0.30
Marketing (12b-1) fees                                                      none
Other expenses                                                              0.23
--------------------------------------------------------------------------------
Total operating expenses                                                    0.53
Fee waiver and expense
reimbursement(4)                                                            0.03
--------------------------------------------------------------------------------
Net expenses(4)                                                             0.50
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------
Expense example(4)
The example  below is intended to help you compare the cost of  investing in the
fund with the cost of  investing  in other mutual  funds.  The example  assumes:
$10,000  initial  investment,  5% return each year,  net expenses for the period
8/1/99 through 11/28/00 and total operating expenses thereafter,  and all shares
sold at the end of each time period.  The example is for  comparison  only;  the
fund's actual return and your actual costs may be higher or lower.

--------------------------------------------------------------------------------
                   1 yr.       3 yrs.         5 yrs.       10 yrs.
Your cost($)        51          167             293          662
--------------------------------------------------------------------------------

(1)  The fund  commenced  operations on 7/12/93.  For the period 1/1/90  through
     7/31/93 returns  reflect  performance of The Pierpont Tax Exempt Bond Fund,
     the predecessor of the fund.

(2)  The fund's fiscal year end is 7/31.  Prior to 1999, the fiscal year end was
     8/31.


(3)  The fund has a master/feeder  structure as described on page 16. This table
     shows the fund's  expenses and its share of master  portfolio  expenses for
     the past fiscal year, expressed as a percentage of average net assets.

(4)  Reflects an agreement dated 7/30/99 by Morgan Guaranty Trust Company of New
     York,  an affiliate  of J.P.  Morgan,  to reimburse  the fund to the extent
     operating  expenses  (which  exclude  interest,   taxes  and  extraordinary
     expenses)  exceed  0.50% of the fund's  average  daily net  assets  through
     11/28/00.


                              J.P. MORGAN INSTITUTIONAL TAX EXEMPT BOND FUND | 8

<PAGE>

J.P. MORGAN INSTITUTIONAL NEW YORK
TAX EXEMPT BOND FUND


[GRAPHIC OMITTED]
RISK/RETURN SUMMARY
For a more detailed  discussion of the fund's  investments and their main risks,
as well as fund strategies, please see pages 17-20.


[GRAPHIC OMITTED]
GOAL
The fund's  goal is to  provide a high  level of tax exempt  income for New York
residents  consistent  with moderate  risk of capital.  This goal can be changed
without shareholder approval.


[GRAPHIC OMITTED]
INVESTMENT APPROACH
Principal Strategies
The fund invests  primarily in New York  municipal  securities  that it believes
have the  potential to provide high current  income which is free from  federal,
state, and New York City personal income taxes for New York residents.  The fund
may  also  invest  to  a  limited  extent  in  securities  of  other  states  or
territories.  To the extent that the fund  invests in  municipal  securities  of
other  states,  the  income  from such  securities  would be free  from  federal
personal  income taxes for New York  residents  but would be subject to New York
State and New York City personal income taxes.  For non-New York residents,  the
income from New York municipal  securities is free from federal  personal income
taxes  only.  The  fund  may also  invest  in  taxable  securities.  The  fund's
securities may be of any maturity, but under normal market conditions the fund's
duration will generally range between three and seven years,  similar to that of
the Lehman Brothers 1-16 Year Municipal Bond Index (currently 5.4 years).  For a
description of duration,  please see fixed income investment process on page 12.
At least 90% of assets  must be  invested  in  securities  that,  at the time of
purchase,  are rated  investment-grade  (BBB/Baa  or better) or are the  unrated
equivalent.  No more than 10% of assets may be invested in securities rated B or
BB.

Principal Risks
The fund's  share  price and total  return  will vary in  response to changes in
interest  rates.  How well the fund's  performance  compares  to that of similar
fixed income funds will depend on the success of the investment  process,  which
is described on page 12. Because most of the fund's  investments  will typically
be from issuers in the State of New York,  its  performance  will be affected by
the fiscal and economic health of that state and its municipalities. The fund is
non-diversified and may invest more than 5% of assets in a single issuer,  which
could further  concentrate  its risks.  To the extent that the fund seeks higher
returns by investing in non-investment-grade  bonds, often called junk bonds, it
takes on additional risks, since these bonds are more sensitive to economic news
and their issuers have a less secure financial condition.


An  investment  in the fund is not a deposit  of any bank and is not  insured or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.  You could lose money if you sell when the fund's  share  price is lower
than when you invested.


<PAGE>
TICKER SYMBOL: JPNTX

REGISTRANT: J.P. MORGAN INSTITUTIONAL FUNDS
(J.P. MORGAN INSTITUTIONAL NEW YORK TAX EXEMPT BOND FUND)


PORTFOLIO MANAGEMENT
The  fund's  assets  are  managed  by  J.P.  Morgan,   which  currently  manages
approximately  $369  billion,  including  more than $1.4 billion  using  similar
strategies as the fund.

The portfolio management team is led by Robert W. Meiselas, vice president,  who
joined the team in May 1997 and has been at J.P.  Morgan  since  1987,  Benjamin
Thompson,  vice  president,  who joined the team in June of 1999,  and  Kingsley
Wood,  Jr.,  vice  president,  who has been with the team since January of 2000.
Prior to joining J.P.  Morgan,  Mr. Thompson was a senior fixed income portfolio
manager at Goldman  Sachs,  and Mr.  Wood was a senior  fixed  income  portfolio
manager at Mercantile Bank & Trust. Prior to joining Mercantile in July of 1998,
Mr.  Wood  was  an  institutional  tax-exempt  trader  at  ABN-AMRO  and  Kemper
Securities.


--------------------------------------------------------------------------------
Before you invest

Investors considering the fund should understand that:

o The fund seeks to achieve its goal by investing in a master  portfolio,  which
  is another fund with the same goal.

o There is no assurance that the fund will meet its investment goal.

o The fund does not represent a complete investment program.

9 | J.P. MORGAN INSTITUTIONAL NEW YORK TAX EXEMPT BOND FUND
<PAGE>

--------------------------------------------------------------------------------
PERFORMANCE (unaudited)

The bar chart and table  shown below  provide  some  indication  of the risks of
investing in J.P. Morgan Institutional New York Tax Exempt Bond Fund.

The bar chart  indicates some of the risks by showing changes in the performance
of the fund's shares from year to year for each of the last 5 calendar years.

The table  indicates  some of the risks by showing how the fund's average annual
returns  for the past  year and the  life of the  fund  compare  to those of the
Lehman  Brothers 1-16 Year  Municipal Bond Index.  This is a widely  recognized,
unmanaged index of general  obligation and revenue bonds with maturities of 1-16
years used as a measure of overall tax-exempt bond market performance.

The fund's past  performance  does not  necessarily  indicate  how the fund will
perform in the future.

<TABLE>
<CAPTION>
Year-by-year total return (%)                                                        Shows changes in returns by
calendar year(1,2)
------------------------------------------------------------------------------------------------------------------------------------
<S>                 <C>                      <C>                       <C>
<C>                       <C>
                    1995                     1996                      1997
1998                      1999

20%
                   13.28
10%
                                                                       7.68
                                                                                                5.61
                                             4.21
0%
------------------------------------------------------------------------------------------------------------------------------------

(0.73)
(10%)
</TABLE>

[ ] J.P. Morgan Institutional New York Tax Exempt Bond Fund


The fund's  year-to-date  total  return as of 6/30/00 was 3.11%.  For the period
covered by this  year-by-year  total return chart, the fund's highest  quarterly
return was 4.86% (for the quarter ended 3/31/95) and the lowest quarterly return
was -1.78% (for the quarter ended 6/30/99).


<TABLE>
<CAPTION>

Average annual total return (%)                                  Shows performance over time, for periods ended
December 31, 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
                                                                                     Past 1 yr.                Life
of fund
<S>                                                                                     <C>
<C>
J.P. Morgan Institutional New York Tax Exempt Bond Fund (after expenses)                (0.73)
5.30
------------------------------------------------------------------------------------------------------------------------------------
Lehman Brothers 1-16 Year Municipal Bond Index (no expenses)                            (0.06)
5.95
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



<PAGE>

--------------------------------------------------------------------------------
INVESTOR EXPENSES
The expenses of the fund before and after  reimbursement are shown at right. The
fund  has no  sales,  redemption,  exchange,  or  account  fees,  although  some
institutions  may charge you a fee for shares you buy through  them.  The annual
fund  expenses  after  reimbursement  are  deducted  from fund  assets  prior to
performance calculations.

Annual fund operating expenses(3) (%)
(expenses that are deducted from fund assets)
--------------------------------------------------------------------------------
Management fees                                                             0.30
Marketing (12b-1) fees                                                      none
Other expenses                                                              0.29
--------------------------------------------------------------------------------
Total operating expenses                                                    0.59
Fee waiver and expense
reimbursement(4)                                                            0.09
--------------------------------------------------------------------------------
Net expenses(4)                                                             0.50
--------------------------------------------------------------------------------

Expense example
--------------------------------------------------------------------------------
The example  below is intended to help you compare the cost of  investing in the
fund with the cost of  investing  in other mutual  funds.  The example  assumes:
$10,000  initial  investment,  5% return each year,  net expenses for the period
8/1/99 through 11/28/00 and total operating expenses thereafter,  and all shares
sold at the end of each time period.  The example is for  comparison  only;  the
fund's actual return and your actual costs may be higher or lower.

--------------------------------------------------------------------------------
                        1 yr.           3 yrs.         5 yrs.       10 yrs.
Your cost($)              51              180            320           729
--------------------------------------------------------------------------------

(1)  The fund commenced  operations on 4/11/94,  and returns reflect performance
     of the fund from 4/30/94.

(2)  The fund's fiscal year end is 7/31. Prior to 1999 the fiscal year end was
     3/31.


(3)  The fund has a master/feeder  structure as described on page 16. This table
     shows the fund's  expenses and its share of master  portfolio  expenses for
     the past fiscal year expressed as a percentage of average net assets.

(4)  Reflects an agreement dated 7/30/99 by Morgan Guaranty Trust Company of New
     York,  an affiliate  of J.P.  Morgan,  to reimburse  the fund to the extent
     operating  expenses  (which  exclude  interest,   taxes  and  extraordinary
     expenses)  exceed  0.50% of the fund's  average  daily net  assets  through
     11/28/00.


                    J.P. MORGAN INSTITUTIONAL NEW YORK TAX EXEMPT BOND FUND | 10


<PAGE>

FIXED INCOME MANAGEMENT APPROACH
--------------------------------------------------------------------------------


J.P. MORGAN
Known for its commitment to proprietary research and its disciplined  investment
strategies,  J.P. Morgan is the asset management  choice for many of the world's
most  respected   corporations,   financial   institutions,   governments,   and
individuals. Today, J.P. Morgan employs approximately 420 analysts and portfolio
managers  around the world and has  approximately  $369  billion in assets under
management,  including  assets  managed  by  the  funds'  advisor,  J.P.  Morgan
Investment Management Inc.


J.P. MORGAN INSTITUTIONAL FIXED INCOME FUNDS
These funds invest primarily in bonds and other fixed income securities, either
directly or through a master portfolio (another fund with the same goal). The
funds seek high total return or high current income.

While each fund  follows its own  strategy,  the funds as a group share a single
investment  philosophy.  This  philosophy,  developed  by  the  funds'  advisor,
emphasizes the potential for consistently  enhancing  performance while managing
risk.

THE SPECTRUM OF FIXED INCOME FUNDS
The funds described in this prospectus  pursue different goals and offer varying
degrees of risk and  potential  reward.  The table  below  shows  degrees of the
relative  risk and return that these funds  potentially  offer.  These and other
distinguishing  features  of  each  fixed  income  fund  were  described  on the
preceding pages. Differences among these funds include:

o the types of securities they hold

o the tax status of the income they offer

o the relative emphasis on current income versus total return


Potential risk and return

                              Return (after taxes)
--------------------------------------------------------------------------------
                      Global Strategic Income Fund  o


                        o New York Tax Exempt Bond Fund*

                                   o  Tax Exempt Bond Fund*



                          o Bond Fund


                o Short Term Bond Fund
--------------------------------------------------------------------------------
                                      Risk

The positions of the funds in this graph  reflect  long-term  performance  goals
only, and are relative, not absolute.

* Based on tax-equivalent returns for an investor in the highest income tax
  bracket.


<PAGE>

--------------------------------------------------------------------------------
Who May Want to Invest The funds are designed for investors who:

o want to add an income investment to further diversify a portfolio

o want an investment  whose  risk/return  potential is higher than that of money
  market funds but generally less than that of stock funds

o want an investment that pays monthly dividends

o with  regard to the Tax Exempt Bond Fund,  are  seeking  income that is exempt
  from federal personal income tax


o with regard to the New York Tax Exempt Bond Fund,  are seeking  income that is
  exempt from federal, state, and local (if applicable) personal income taxes in
  New York


The funds are not designed for investors who:

o are investing for aggressive long-term growth

o require stability of principal

o with regard to the Global  Strategic Income Fund, are not prepared to accept a
  higher degree of risk than most traditional bond funds

o with regard to the federal or state tax-exempt  funds, are investing through a
  tax-deferred account such as an IRA

11 | FIXED INCOME MANAGEMENT APPROACH
<PAGE>
[GRAPHIC OMITTED]
The funds invest across a range of
different types of securities

[GRAPHIC OMITTED]
Each fund makes its portfolio decisions
as described earlier in this prospectus

[GRAPHIC OMITTED]
J.P. Morgan uses a disciplined process
to control each fund's sensitivity
to interest rates


<PAGE>

FIXED INCOME INVESTMENT PROCESS
J.P. Morgan seeks to generate an information  advantage through the depth of its
global  fixed-income  research and the sophistication of its analytical systems.
Using a  team-oriented  approach,  J.P. Morgan seeks to gain insights in a broad
range of distinct areas and takes positions in many different areas, helping the
funds to limit exposure to concentrated sources of risk.

In managing  the funds  described  in this  prospectus,  J.P.  Morgan  employs a
three-step  process that combines sector  allocation,  fundamental  research for
identifying portfolio securities, and duration management.

Sector  allocation  The sector  allocation  team meets  monthly,  analyzing  the
fundamentals  of a broad range of sectors in which a fund may  invest.  The team
seeks to enhance  performance and manage risk by underweighting or overweighting
sectors.

Security selection Relying on the insights of different  specialists,  including
credit analysts,  quantitative researchers,  and dedicated fixed income traders,
the portfolio managers make buy and sell decisions according to each fund's goal
and strategy.

Duration  management  Forecasting  teams use  fundamental  economic  factors  to
develop strategic  forecasts of the direction of interest rates.  Based on these
forecasts,   strategists   establish  each  fund's  target  duration,  a  common
measurement  of  a  security's  sensitivity  to  interest  rate  movements.  For
securities owned by a fund, duration measures the average time needed to receive
the present value of all principal and interest payments by analyzing cash flows
and interest  rate  movements.  A fund's  duration is  generally  shorter than a
fund's  average  maturity  because the maturity of a security  only measures the
time until final payment is due. Each fund's target duration  typically  remains
relatively close to the duration of the market as a whole, as represented by the
fund's  benchmark.  The strategists  closely monitor the funds and make tactical
adjustments as necessary.


                                           FIXED INCOME MANAGEMENT APPROACH | 12


<PAGE>

YOUR INVESTMENT
--------------------------------------------------------------------------------
For your convenience,  the J.P. Morgan Institutional Funds offer several ways to
start and add to fund investments.

INVESTING THROUGH A FINANCIAL PROFESSIONAL
If you work with a financial  professional,  either at J.P. Morgan or elsewhere,
he or she is  prepared to handle  your  planning  and  transaction  needs.  Your
financial  professional  will be able to assist  you in  establishing  your fund
account,  executing transactions,  and monitoring your investment.  If your fund
investment is not held in the name of your financial professional and you prefer
to place a transaction order yourself, please use the instructions for investing
directly.

INVESTING  THROUGH AN  EMPLOYER-SPONSORED  RETIREMENT PLAN Your fund investments
are handled  through  your plan.  Refer to your plan  materials  or contact your
benefits office for information on buying, selling, or exchanging fund shares.

INVESTING THROUGH AN IRA OR ROLLOVER IRA
Please contact a J.P. Morgan  Retirement  Services  Specialist at 1-888-576-4472
for information on J.P.  Morgan's  comprehensive  IRA services,  including lower
minimum investments.

INVESTING DIRECTLY
Investors may establish  accounts  without the help of an  intermediary by using
the instructions below and at right:


o Choose a fund (or funds) and  determine  the  amount  you are  investing.  The
  minimum amount for initial  investments is $5,000,000 for the Short Term Bond,
  Bond,  Tax Exempt Bond and New York Tax Exempt Bond funds and  $1,000,000  for
  the Global  Strategic  Income  Fund and for  additional  investments  $25,000,
  although these minimums may be less for some investors.  For more  information
  on minimum investments, call 1-800-766-7722.


o Complete the  application,  indicating how much of your investment you want to
  allocate to which fund(s). Please apply now for any account privileges you may
  want to use in the future, in order to avoid the delays associated with adding
  them later on.

o Mail in your application, making your initial investment as shown at right.

For answers to any questions, please speak with a J.P. Morgan Funds Services
Representative at 1-800-766-7722.


<PAGE>

OPENING YOUR ACCOUNT
  By wire
o Mail your completed application to the Shareholder Services Agent.

o Call the Shareholder Services Agent to obtain an account number and to place a
  purchase order. Funds that are wired without a purchase order will be returned
  uninvested.

o After  placing your purchase  order,  instruct your bank to wire the amount of
  your investment to:


  Morgan Guaranty Trust Company of New York-Delaware
  Routing number: 031-100-238
  Credit: J.P.M. Institutional Shareholder Services
  Account number: 001-57-689
  FFC: your account number, name of registered owner(s) and fund name


  By check
o Make out a check for the investment amount payable to J.P. Morgan
  Institutional Funds.

o Mail the check with your  completed  application to the  Shareholder  Services
  Agent.

  By exchange
o Call the Shareholder Services Agent to effect an exchange.

ADDING TO YOUR ACCOUNT
  By wire
o Call the Shareholder  Services Agent to place a purchase order. Funds that are
  wired without a purchase order will be returned uninvested.

o Once you have  placed  your  purchase  order,  instruct  your bank to wire the
  amount of your investment as described above.

  By check
o Make out a check for the investment amount payable to J.P. Morgan
  Institutional Funds.

o Mail the check with a completed  investment slip to the  Shareholder  Services
  Agent.  If you do not have an investment  slip,  attach a note indicating your
  account number and how much you wish to invest in which fund(s).

  By exchange
o Call the Shareholder Services Agent to effect an exchange.


13 | YOUR INVESTMENT
<PAGE>

--------------------------------------------------------------------------------
SELLING SHARES
  By phone -- wire payment
o Call the  Shareholder  Services  Agent  to  verify  that  the wire  redemption
  privilege is in place on your account. If it is not, a representative can help
  you add it.

o Place  your  wire  request.  If you are  transferring  money  to a  non-Morgan
  account,  you will  need to  provide  the  representative  with  the  personal
  identification number (PIN) that was provided to you when you opened your fund
  account.

  By phone -- check payment
o Call the Shareholder Services Agent and place your request.  Once your request
  has been  verified,  a check for the net  amount,  payable  to the  registered
  owner(s),  will be mailed to the address of record.  For checks payable to any
  other  party or mailed to any  other  address,  please  make your  request  in
  writing (see below).

  In writing
o Write a letter of  instruction  that includes the following  information:  The
  name of the registered  owner(s) of the account;  the account number; the fund
  name;  the amount you want to sell;  and the  recipient's  name and address or
  wire information, if different from those of the account registration.

o Indicate whether you want the proceeds sent by check or by wire.

o Make  sure the  letter  is  signed by an  authorized  party.  The  Shareholder
  Services  Agent  may  require  additional  information,  such  as a  signature
  guarantee.

o Mail the letter to the Shareholder Services Agent.

  By exchange
o Call the Shareholder Services Agent to effect an exchange.

  Redemption In Kind
o Each  fund  reserves  the  right  to  make  redemptions  of over  $250,000  in
  securities rather than in cash.


<PAGE>

--------------------------------------------------------------------------------
ACCOUNT AND TRANSACTION POLICIES

Telephone  orders The funds accept telephone  orders from all  shareholders.  To
guard against fraud, the funds require shareholders to use a PIN, and may record
telephone orders or take other reasonable  precautions.  However, if a fund does
take such steps to ensure the authenticity of an order, you may bear any loss if
the order later proves fraudulent.

Exchanges  You may  exchange  shares in these funds for shares in any other J.P.
Morgan  Institutional  or J.P.  Morgan mutual fund at no charge  (subject to the
securities  laws of your  state).  When making  exchanges,  it is  important  to
observe any applicable minimums.  Keep in mind that for tax purposes an exchange
is considered a sale.

A fund may alter, limit, or suspend its exchange policy at any time.


Business hours and NAV  calculations  The funds' regular business days and hours
are  the  same as  those  of the New  York  Stock  Exchange  (NYSE).  Each  fund
calculates  its net asset  value per share (NAV)  every  business  day as of the
close of trading on the NYSE  (normally  4:00 p.m.  eastern  time).  Each fund's
securities are typically  priced using pricing  services or market quotes.  When
these methods are not  available or do not  represent a security's  value at the
time of pricing  (e.g.,  when an event occurs on a foreign  exchange,  after the
close of trading on that  exchange,  that would  materially  impact a security's
value at the time  each fund  calculates  its NAV),  the  security  is valued in
accordance with the fund's fair valuation procedures.


Timing  of orders  Orders to buy or sell  shares  are  executed  at the next NAV
calculated  after the order has been  accepted.  Orders are  accepted  until the
close of trading on the NYSE every  business  day and are executed the same day,
at that  day's  NAV.  A fund has the right to  suspend  redemption  of shares as
permitted by law and to postpone payment of proceeds for up to seven days.



--------------------------------------------------------------------------------
Shareholder Services Agent
Morgan Christiana Center
J.P. Morgan Funds Services - 2/OPS3
500 Stanton Christiana Road
Newark, DE 19713
1-800-766-7722

Representatives are available 8:00 a.m. to 6:00 p.m. eastern time on fund
business days.


                                                            YOUR INVESTMENT | 14


<PAGE>

--------------------------------------------------------------------------------
Timing of settlements  When you buy shares,  you will become the owner of record
when a fund receives your payment,  generally the day following execution.  When
you sell shares,  proceeds are generally  available the day following  execution
and will be forwarded according to your instructions.

When you sell shares that you recently purchased
by check,  your order will be executed at the next NAV but the proceeds will not
be available until your check clears. This may take up to 15 days.

Statements  and reports The funds send  monthly  account  statements  as well as
confirmations  after each  purchase  or sale of shares  (except  reinvestments).
Every six months each fund sends out an annual or semi-annual  report containing
information  on its holdings and a discussion of recent and  anticipated  market
conditions and fund performance.

Accounts  with  below-minimum  balances If your account  balance falls below the
minimum  for 30  days  as a  result  of  selling  shares  (and  not  because  of
performance),  each fund  reserves the right to request that you buy more shares
or close your  account.  If your  account  balance is still below the minimum 60
days after notification,  each fund reserves the right to close out your account
and send the proceeds to the address of record.

DIVIDENDS AND DISTRIBUTIONS
Income dividends are typically declared daily and paid monthly. If an investor's
shares are redeemed during the month, accrued but unpaid dividends are paid with
the redemption proceeds. Shares of a fund earn dividends on the business day the
purchase is effective,  but not on the business day the redemption is effective.
Each fund distributes  capital gains, if any, once a year.  However,  a fund may
make more or fewer payments in a given year, depending on its investment results
and its tax  compliance  situation.  Each  fund's  dividends  and  distributions
consist of most or all of its net  investment  income and net  realized  capital
gains.

Dividends  and   distributions   are  reinvested  in  additional   fund  shares.
Alternatively, you may instruct your financial professional or J.P. Morgan Funds
Services to have them sent to you by check,  credited to a separate account,  or
invested in another J.P. Morgan Institutional Fund.


<PAGE>

--------------------------------------------------------------------------------
TAX CONSIDERATIONS
In general,  selling  shares,  exchanging  shares,  and receiving  distributions
(whether reinvested or taken in cash) are all taxable events. These transactions
typically create the following tax liabilities for taxable accounts:


--------------------------------------------------------------------------------
Transaction                                          Tax status
--------------------------------------------------------------------------------
Income dividends from the                            Exempt from federal, state,
New York Tax Exempt Bond                             and New York City personal
Fund                                                 income taxes for New York
                                 residents only
--------------------------------------------------------------------------------
Income dividends from the                            Exempt from federal
Tax Exempt Bond Fund                                 personal income taxes
--------------------------------------------------------------------------------
Income dividends from                                Ordinary income
all other funds
--------------------------------------------------------------------------------
Short-term capital gains                             Ordinary income
distributions
--------------------------------------------------------------------------------
Long-term capital gains                              Capital gains
distributions
--------------------------------------------------------------------------------
Sales or exchanges of                                Capital gains or losses
shares owned for more
than one year
--------------------------------------------------------------------------------
Sales or exchanges of                                Gains are treated as
shares owned for one year                            ordinary income; losses are
or less                                              subject to special rules
--------------------------------------------------------------------------------

Because  long-term  capital  gains  distributions  are taxable as capital  gains
regardless of how long you have owned your shares,  you may want to avoid making
a  substantial  investment  when a fund is about to declare a long-term  capital
gains  distribution.  A portion of the Tax  Exempt  Bond and New York Tax Exempt
Bond  funds'  returns  may be subject to  federal,  state,  or local tax, or the
alternative minimum tax. Every January,  each fund issues tax information on its
distributions  for the previous year. Any investor for whom a fund does not have
a valid taxpayer identification number will be subject to backup withholding for
taxes.  The  tax  considerations  described  in this  section  do not  apply  to
tax-deferred accounts or other non-taxable entities. Because each investor's tax
circumstances are unique,  please consult your tax professional  about your fund
investment.


15 | YOUR INVESTMENT
<PAGE>

FUND DETAILS
--------------------------------------------------------------------------------


BUSINESS STRUCTURE
As noted earlier,  each fund is a series of J.P. Morgan  Institutional  Funds, a
Massachusetts  business  trust,  and is a "feeder" fund that invests in a master
portfolio.  (Except where indicated, this prospectus uses the term "the fund" to
mean the feeder fund and its master portfolio taken together.)


Each master portfolio  accepts  investments from other feeder funds, and all the
feeders of a given master portfolio bear the portfolio's  expenses in proportion
to their  assets.  However,  each feeder can set its own  transaction  minimums,
fund-specific  expenses and other  conditions.  This means that one feeder could
offer access to the same master  portfolio on more  attractive  terms,  or could
experience  better  performance,  than another feeder.  Information  about other
feeders  is  available  by  calling  1-800-766-7722.  Generally,  when a  master
portfolio seeks a vote, each of its feeder funds will hold a shareholder meeting
and cast its vote  proportionately,  as  instructed  by its  shareholders.  Fund
shareholders  are  entitled  to one full or  fractional  vote for each dollar or
fraction of a dollar invested.

Each feeder fund and its master portfolio expect to maintain  consistent  goals,
but if they do not,  the feeder fund will  withdraw  from the master  portfolio,
receiving its assets either in cash or securities.  Each feeder fund's  trustees
would then consider whether it should hire its own investment adviser, invest in
a different master portfolio, or take other action.


MANAGEMENT AND ADMINISTRATION
The feeder  funds  described  in this  prospectus,  their  corresponding  master
portfolios,  and J.P. Morgan Series Trust are all governed by the same trustees.
The  trustees are  responsible  for  overseeing  all  business  activities.  The
trustees are assisted by Pierpont Group,  Inc.,  which they own and operate on a
cost  basis;  costs are shared by all funds  governed by these  trustees.  Funds
Distributor,  Inc., as co-administrator,  along with J.P. Morgan,  provides fund
officers.  J.P. Morgan, as co-administrator,  oversees each fund's other service
providers.

J.P. Morgan, subject to the expense reimbursements described earlier in this
prospectus, receives the following fees for investment advisory and other
services:


<PAGE>


--------------------------------------------------------------------------------
Advisory services                            Percentage of the master
                         portfolio's average net assets
--------------------------------------------------------------------------------
Short Term Bond                                          0.25%
--------------------------------------------------------------------------------
Bond                                                     0.30%
--------------------------------------------------------------------------------
Global Strategic Income                                  0.45%
--------------------------------------------------------------------------------
Tax Exempt Bond                                          0.30%
--------------------------------------------------------------------------------
New York Tax Exempt Bond                                 0.30%
--------------------------------------------------------------------------------
Administrative services                      Master portfolio's and fund's pro-
(fee shared with Funds                       rata portions of 0.09% of the
Distributor, Inc.)                           first $7 billion in J.P. Morgan-
                                             advised portfolios, plus 0.04% of
                                             average net assets over $7 billion
--------------------------------------------------------------------------------
Shareholder services                         0.10% of each fund's average
                                             net assets
--------------------------------------------------------------------------------


J.P. Morgan may pay fees to certain firms and professionals for providing
recordkeeping or other services in connection with investments in a fund.

                                                               FUND DETAILS | 16


<PAGE>

--------------------------------------------------------------------------------
RISK AND REWARD ELEMENTS

This table discusses the main elements that make up each fund's overall risk and
reward  characteristics.  It also outlines each fund's  policies  toward various
investments,  including  those that are  designed to help  certain  funds manage
risk.

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
Potential risks                             Potential rewards                              Policies to balance risk
and reward
------------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>                                            <C>
Market conditions


o Each fund's share price, yield, and       o Bonds have generally outperformed            o Under normal circumstances the funds
  total return will fluctuate in              money market investments over the long         plan to remain fully invested in bonds
  response to bond market movements           term, with less risk than stocks               and other fixed income securities as
                                                                                             noted in the table on pages 19-20
o The value of most bonds will fall when o Most bonds will rise in value when
  interest rates rise; the longer a           interest rates fall                          o The funds seek to limit risk and
  bond's maturity and the lower its                                                          enhance total return or yields through
  credit quality, the more its value        o Mortgage-backed and asset-backed               careful management, sector allocation,
  typically falls                             securities can offer attractive                individual securities selection, and
                                              returns                                        duration management
o Adverse market conditions may from
  time to time cause a fund to take                                                        o During severe market downturns, the
  temporary defensive positions that are                                                     funds have the option of investing up
  inconsistent with its principal                                                            to 100% of assets in investment-grade
  investment strategies and may hinder a                                                     short-term securities
  fund from achieving its investment
  objective                                                                                o J.P. Morgan monitors interest rate
                                                                                             trends, as well as geographic and
o Mortgage-backed and asset-backed                                                           demographic information related to
  securities (securities representing an                                                     mortgage-backed securities and
  interest in, or secured by, a pool of                                                      mortgage prepayments
  mortgages or other assets such as receivables)  could generate  capital losses
  or periods of low yields if they are paid off  substantially  earlier or later
  than anticipated
------------------------------------------------------------------------------------------------------------------------------------
Credit quality


o The default of an issuer would leave a    o Investment-grade bonds have a lower          o Each fund maintains its own policies
  fund with unpaid interest or principal      risk of default                                for balancing credit quality against
                                                                                             potential yields and gains in light of
o Junk bonds (those rated BB/Ba or          o Junk bonds offer higher yields and             its investment goals
  lower) have a higher risk of default,       higher potential gains
  tend to be less liquid, and may be                                                       o J.P. Morgan develops its own ratings
  more difficult to value                                                                    of unrated securities and makes a
                                                                                             credit quality determination for
                                                                                             unrated securities
------------------------------------------------------------------------------------------------------------------------------------
Foreign investments


o A fund could lose money because of        o Foreign bonds, which represent a major       o Foreign bonds are a primary investment
  foreign government actions, political       portion of the world's fixed income            only for the Global Strategic Income
  instability, or lack of adequate and        securities, offer attractive potential         fund and may be a significant
  accurate information                        performance and opportunities for              investment for the Short Term Bond and
                                              diversification                                Bond funds; the Tax Exempt Bond and
o Currency exchange rate movements could                                                     New York Tax Exempt Bond funds are not
  reduce gains or create losses             o Favorable exchange rate movements              permitted to invest any assets in
                                              could generate gains or reduce losses          foreign bonds
o Currency and investment risks tend to
  be higher in emerging markets             o Emerging markets can offer higher            o To the extent that a fund invests in
                                              returns                                        foreign bonds, it may manage the
                                                                                             currency exposure of its foreign
                                                                                             investments relative to its benchmark,
                                                                                             and may hedge a portion of its foreign
                                                                                             currency exposure into the U.S. dollar
                                                                                             from time to time (see also
                                                                                             "Derivatives"); these currency
                                                                                             management techniques may not be
                                                                                             available for certain emerging markets
                                                                                               investments

------------------------------------------------------------------------------------------------------------------------------------
When-issued and delayed
delivery securities

o When a fund buys securities before        o A fund can take advantage of                 o Each fund uses segregated accounts to
  issue or for delayed delivery, it           attractive transaction opportunities           offset leverage risk
  could be exposed to leverage risk if
  it does not use segregated accounts
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


17 | FUND DETAILS


<PAGE>
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
Potential risks                             Potential rewards                              Policies to balance risk
and reward
------------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>                                            <C>
Management choices

o A fund could underperform its             o A fund could outperform its benchmark        o J.P. Morgan focuses its active
  benchmark due to its sector,                due to these same choices                      management on those areas where it
  securities or duration choices                                                             believes its commitment to research
                                                                                             can most enhance returns and manage
                                                                                             risks in a consistent way
------------------------------------------------------------------------------------------------------------------------------------
Derivatives


o Derivatives such as futures, options,     o Hedges that correlate well with              o The funds use derivatives, such as
  swaps and forward foreign currency          underlying positions can reduce or             futures, options, swaps and forward
  contracts that are used for hedging         eliminate losses at low cost                   foreign currency contracts for hedging
  the portfolio or specific securities                                                       and for risk management (i.e., to
  may not fully offset the underlying       o A fund could make money and protect            adjust duration or yield curve
  positions1 and this could result in         against losses if management's                 exposure, or to establish or adjust
  losses to the fund that would not have      analysis proves correct                        exposure to particular securities,
  otherwise occurred                                                                         markets, or currencies); risk
                                            o Derivatives that involve leverage              management may include management of a
o Derivatives used for risk management        could generate substantial gains at            fund's exposure relative to its
  may not have the intended effects and       low cost                                       benchmark; the Tax Exempt Bond and New
  may result in losses or missed                                                             York Tax Exempt Bond funds are
  opportunities                                                                              permitted to enter into futures and
                                                                                             options transactions, however, these
o The counterparty to a derivatives                                                          transactions result in taxable gains
  contract could default                                                                     or losses so it is expected that these
                                                                                             funds will utilize them infrequently;
o Certain types of derivatives involve                                                       forward foreign currency contracts are
  costs to the funds which can reduce                                                        not permitted to be used by the Tax
  returns                                                                                    Exempt Bond and New York Tax Exempt
                                                                                             Bond funds
o Derivatives that involve leverage
  could magnify losses                                                                     o The funds only establish hedges that
                                                                                             they expect will be highly correlated
                                                                                             with underlying positions


                                                                                           o While the funds may use derivatives
                                                                                             that incidentally involve leverage,
                                                                                             they do not use them for the specific
                                                                                             purpose of leveraging their portfolios
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>                                            <C>
Securities lending

o When a fund lends a security, there is    o A fund may enhance income through the        o J.P. Morgan maintains a list of
  a risk that the loaned securities may       investment of the collateral received          approved borrowers
  not be returned if the borrower             from the borrower
  defaults                                                                                 o The fund receives collateral equal to
                                                                                             at least 100% of the current value of
o The collateral will be subject to the                                                      securities loaned
  risks of the securities in which it is
  invested                                                                                 o The lending agents indemnify a fund
                                                                                             against borrower default

                                                                                           o J.P. Morgan's collateral investment
                                                                                             guidelines limit the quality and
                                                                                             duration of collateral investment to
                                                                                             minimize losses

                                                                                           o Upon recall, the borrower must return
                                                                                             the securities loaned within the
                                                                                             normal settlement period
------------------------------------------------------------------------------------------------------------------------------------
Illiquid holdings

o A fund could have difficulty valuing      o These holdings may offer more                o No fund may invest more than 15% of
  these holdings precisely                    attractive yields or potential growth          net assets in illiquid holdings
                                             than comparable widely traded
o A fund could be unable to sell these        securities                                   o To maintain adequate liquidity to meet
  holdings at the time or price desired                                                      redemptions, each fund may hold
                                                                                             investment-grade short-term securities
                                                                                             (including repurchase agreements and
                                                                                             reverse repurchase agreements) and,
                                                                                             for temporary or extraordinary
                                                                                             purposes, may borrow from banks up to
                                                                                             331/3% of the value of its total assets
------------------------------------------------------------------------------------------------------------------------------------
Short-term trading


o Increased trading would raise a fund's     o A fund could realize gains in a short      o The funds may use short-term trading
  transaction costs                           period of time                                 to take advantage of attractive or
                                                                                             unexpected opportunities or to meet
o Increased short-term capital gains        o A fund could protect against losses if         demands generated by shareholder
  distributions would raise                   a bond is overvalued and its value             activity. The turnover rates for each
  shareholders' income tax liability          later falls                                    fund for its most recent fiscal year
                                                                                             were: Short Term Bond (398%), Bond
                                                                                             (465%), Global Strategic Income
                                                                                             (318%), Tax Exempt Bond, for the
                                                                                             eleven months ended 7/31/99 (29%) and
                                                                                             New York Tax Exempt Bond, for the four
                                                                                             months ended 7/31/99 (8%)
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



<PAGE>


(1)  A futures  contract  is an  agreement  to buy or sell a set  quantity of an
     underlying  instrument  at a  future  date,  or to make or  receive  a cash
     payment based on changes in the value of a securities  index.  An option is
     the right to buy or sell a set quantity of an  underlying  instrument  at a
     pre-determined  price.  A  swap  is a  privately  negotiated  agreement  to
     exchange  one stream of payments for another.  A forward  foreign  currency
     contract is an obligation to buy or sell a given  currency on a future date
     and at a set price.


                                                               FUND DETAILS | 18


<PAGE>

--------------------------------------------------------------------------------
Investments
This table  discusses the customary  types of  investments  which can be held by
each fund.  In each case the related  types of risk are listed on the  following
page (see below for definitions).This table reads across two pages.


<TABLE>
<CAPTION>
<S>
<C>                                                           <C>
------------------------------------------------------------------------------------------------------------------------------------
Asset-backed  securities Interests in a stream of payments from specific assets,
such as auto or credit card receivables.
------------------------------------------------------------------------------------------------------------------------------------
Bank obligations Negotiable  certificates of deposit, time deposits and bankers'
acceptances of domestic and foreign issuers.
------------------------------------------------------------------------------------------------------------------------------------
Commercial paper Unsecured short term debt issued by domestic and foreign banks or corporations. These securities
are usually
discounted and are rated by S&P or Moody's.
------------------------------------------------------------------------------------------------------------------------------------
Convertible  securities  Domestic  and  foreign  debt  securities  that  can  be
converted into equity securities at a future time and price.
------------------------------------------------------------------------------------------------------------------------------------
Corporate  bonds Debt  securities of domestic and foreign  industrial,  utility,
banking, and other financial institutions.
------------------------------------------------------------------------------------------------------------------------------------
Mortgages (directly held) Domestic debt instrument which gives the lender a lien
on property as security for the loan payment.
------------------------------------------------------------------------------------------------------------------------------------
Mortgage-backed securities Domestic and foreign securities (such as Ginnie Maes,
Freddie  Macs,  Fannie Maes) which  represent  interests in pools of  mortgages,
whereby the  principal  and interest  paid every month is passed  through to the
holder of the
securities.
------------------------------------------------------------------------------------------------------------------------------------
Mortgage  dollar  rolls The  purchase  of  domestic  or foreign  mortgage-backed
securities with the promise to purchase similar  securities upon the maturity of
the original security. Segregated accounts are used to offset leverage risk.
------------------------------------------------------------------------------------------------------------------------------------
Participation  interests Interests that represent a share of domestic or foreign
bank debt or similar securities or obligations.
------------------------------------------------------------------------------------------------------------------------------------
Private  placements  Bonds or other  investments  that are sold  directly  to an
institutional investor.
------------------------------------------------------------------------------------------------------------------------------------
REITs and other  real-estate  related  instruments  Securities  of issuers  that
invest in real estate or are secured by real estate.
------------------------------------------------------------------------------------------------------------------------------------
Repurchase agreements Contracts whereby the fund agrees to purchase a security and resell it to the seller on a
particular date and
at a specific price.
------------------------------------------------------------------------------------------------------------------------------------
Reverse  repurchase  agreements  Contracts whereby the fund sells a security and
agrees to repurchase it from the buyer
on a particular
date and at a specific price. Considered a form of borrowing.
------------------------------------------------------------------------------------------------------------------------------------
Sovereign debt, Brady bonds, and debt of supranational  organizations Dollar- or
non-dollar-denominated securities issued by foreign governments or supranational
organizations. Brady bonds are issued in connection with debt restructurings.
------------------------------------------------------------------------------------------------------------------------------------
Swaps  Contractual  agreement  whereby a  domestic  or foreign  party  agrees to
exchange periodic payments with a
counterparty. Segregated
accounts are used to offset leverage risk.
------------------------------------------------------------------------------------------------------------------------------------
Synthetic  variable rate instruments Debt instruments  whereby the issuer agrees
to exchange one security for another
in order to
change the maturity or quality of a security in the fund.
------------------------------------------------------------------------------------------------------------------------------------
Tax  exempt  municipal  securities  Securities,   generally  issued  as  general
obligation and revenue bonds, whose interest is exempt from federal taxation and
state and/or local taxes in the state where the securities were issued.
------------------------------------------------------------------------------------------------------------------------------------
U.S. government securities Debt instruments (Treasury bills, notes, and bonds) guaranteed by the U.S. government for
the timely
payment of principal and interest.
------------------------------------------------------------------------------------------------------------------------------------
Zero coupon, pay-in-kind, and deferred payment securities Domestic and foreign securities offering non-cash or
delayed-cash payment.
Their  prices  are  typically  more  volatile  than  those  of some  other  debt
instruments and involve certain special tax considerations.
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Risk related to certain  investments  held by J.P.  Morgan  Institutional  fixed
income funds:

Credit risk The risk a financial  obligation  will not be met by the issuer of a
security  or  the  counterparty  to a  contract,  resulting  in a  loss  to  the
purchaser.

Currency risk The risk currency  exchange rate  fluctuations may reduce gains or
increase losses on foreign investments.

Environmental  risk The risk that an owner or  operator  of real  estate  may be
liable for the costs  associated with hazardous or toxic  substances  located on
the property.

Extension  risk The risk a rise in  interest  rates  will  extend  the life of a
mortgage-backed  security to a date later than the anticipated  prepayment date,
causing the value of the investment to fall.

Interest rate risk The risk a change in interest rates will adversely affect the
value of an investment.  The value of fixed income securities generally moves in
the opposite direction of interest rates (decreases when interest rates rise and
increases when interest rates fall).

Leverage  risk The risk of gains or losses  disproportionately  higher  than the
amount invested.

19 | FUND DETAILS
<PAGE>
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                 <C>        <C>       <C>
<C>       <C>

          O      Permitted (and if applicable, percentage limitation)
                            percentage of total assets        - bold
                            percentage of net assets          - italic
          o      Permitted, but not typically used
          +      Permitted, but no current intention of use
          --     Not permitted

                                      Related Types of Risk
                                                                                                   Global
Tax      New York
                                                                               Short Term          Strategic
Exempt      Tax
                                                                                  Bond      Bond    Income
Bond    Exempt Bond
------------------------------------------------------------------------------------------------------------------------------------
credit, interest rate, market, prepayment                                          O         O         O
o         o
------------------------------------------------------------------------------------------------------------------------------------

Domestic  Domestic
credit, currency, liquidity, political                                             O(1)      O(1)      O
oOnly     oOnly
------------------------------------------------------------------------------------------------------------------------------------
credit, currency, interest rate, liquidity, market, political                      O(1)      O(1)      o
O         O
------------------------------------------------------------------------------------------------------------------------------------
credit, currency, interest rate, liquidity, market, political, valuation           O(1)      O(1)      o
--        --
------------------------------------------------------------------------------------------------------------------------------------
credit, currency, interest rate, liquidity, market, political, valuation           O(1)      O(1)      O
--        --
------------------------------------------------------------------------------------------------------------------------------------
credit, environmental, extension, interest rate, liquidity, market,                O         O         O
+         +
natural event, political, prepayment, valuation
------------------------------------------------------------------------------------------------------------------------------------
credit, currency, extension, interest rate, leverage, market, political,           O(1)      O(1)      O
--        --
prepayment
------------------------------------------------------------------------------------------------------------------------------------
currency, extension, interest rate, leverage, liquidity, market, political,        O(1,3)    O(1,3)    O(3)
--        --
prepayment
------------------------------------------------------------------------------------------------------------------------------------
credit, currency, extension, interest rate, liquidity, political, prepayment       O(1)      O(1)      O
--        --
------------------------------------------------------------------------------------------------------------------------------------
credit, interest rate, liquidity, market, valuation                                O         O         O
O         O
------------------------------------------------------------------------------------------------------------------------------------
credit, interest rate, liquidity, market, natural event, prepayment, valuation     O         O         O
--        --
------------------------------------------------------------------------------------------------------------------------------------
credit                                                                             O         O         O
o         o
------------------------------------------------------------------------------------------------------------------------------------
credit                                                                             O(3)      O(3)      O(3)
o(3)      o(3)
------------------------------------------------------------------------------------------------------------------------------------
credit, currency, interest rate, market, political                                 O(1)      O(1)      O
--        --
------------------------------------------------------------------------------------------------------------------------------------
credit, currency, interest rate, leverage, market, political                       O(1)      O(1)      O
O         --
------------------------------------------------------------------------------------------------------------------------------------
credit, interest rate, leverage, liquidity, market                                 --        --        --
O         O
------------------------------------------------------------------------------------------------------------------------------------
credit, interest rate, market, natural event, political                            o         o         --
O(2)      O(2)
------------------------------------------------------------------------------------------------------------------------------------
interest rate                                                                      O         O         O
O         O
------------------------------------------------------------------------------------------------------------------------------------
credit, currency, interest rate, liquidity, market, political, valuation           O(1)      O(1)      O
O         O
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


Liquidity  risk The risk the holder may not be able to sell the  security at the
time or price it desires.

Market  risk The risk that when the market as a whole  declines,  the value of a
specific investment will decline proportionately. This systematic risk is common
to all investments and the mutual funds that purchase them.

Natural event risk The risk a natural  disaster,  such as a hurricane or similar
event,  will cause severe  economic losses and default in payments by the issuer
of the security.

Political risk The risk  governmental  policies or other political  actions will
negatively impact the value of the investment.

Prepayment  risk The risk  declining  interest  rates will result in  unexpected
prepayments, causing the value of the investment to fall.

Valuation  risk The risk the  estimated  value of a security  does not match the
actual amount that can be realized if the security is sold.

(1)  For each of the Short Term Bond and Bond funds,  all foreign  securities in
     the aggregate may not exceed 25% of such fund's assets.


(2)  At least 65% of the New York Tax Exempt Bond  Fund's  assets must be in New
     York municipal securities,  and at least 80% of the New York Tax Exempt and
     Tax Exempt Bond Funds' assets must be in tax exempt securities.


(3)  All forms of borrowing (including securities lending and reverse repurchase
     agreements)  in the  aggregate  may not exceed  331/3% of the fund's  total
     assets.
                                                               FUND DETAILS | 20
<PAGE>

--------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS

The financial  highlights tables are intended to help you understand each fund's
financial  performance  for  the  past  one  through  five  fiscal  periods,  as
applicable.  Certain  information  reflects  financial results for a single fund
share. The total returns in the tables represent the rate that an investor would
have earned (or lost) on an investment in a fund (assuming  reinvestment  of all
dividends and  distributions).  Except where noted,  this  information  has been
audited by Pricewaterhouse-  Coopers LLP, whose reports,  along with each fund's
financial statements, are included in the respective fund's annual report, which
are available upon request.

--------------------------------------------------------------------------------
J.P. MORGAN INSTITUTIONAL SHORT TERM BOND FUND

<TABLE>
<CAPTION>
Per-share data                                                              For fiscal years ended
------------------------------------------------------------------------------------------------------------------------
                                                          1995          1996          1997           1998
1999
<S>                                <C>                    <C>           <C>           <C>            <C>
<C>
Net asset value, beginning of year ($)                    9.60          9.83          9.85           9.84
9.96
------------------------------------------------------------------------------------------------------------------------
Income from investment operations:
  Net investment income ($)                               0.58          0.55          0.61           0.59
0.58
  Net realized and unrealized gain (loss)
  on investment ($)                                       0.24          0.02         (0.01)          0.12
(0.29)
------------------------------------------------------------------------------------------------------------------------
Total from investment operations ($)                      0.82          0.57          0.60           0.71
(0.29)
------------------------------------------------------------------------------------------------------------------------
Distributions to shareholders from:
  Net investment income ($)                              (0.59)        (0.55)        (0.61)         (0.59)
(0.54)
  Net realized gain ($)                                     --            --            --             --
(0.04)
------------------------------------------------------------------------------------------------------------------------
Total distributions to shareholders ($)                  (0.59)        (0.55)        (0.61)         (0.59)
(0.58)
------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($)                          9.83          9.85          9.84           9.96
9.67
------------------------------------------------------------------------------------------------------------------------

Ratios and supplemental data
------------------------------------------------------------------------------------------------------------------------
Total return (%)                                          8.81          6.01          6.27           7.40
3.03
------------------------------------------------------------------------------------------------------------------------
Net assets, end of year ($ thousands)                   18,916        17,810        27,375        232,986
354,267
------------------------------------------------------------------------------------------------------------------------
Ratio to average net assets:
  Net expenses (%)                                        0.45          0.37          0.25           0.25
0.29
------------------------------------------------------------------------------------------------------------------------
  Net investment income (%)                               6.09          5.69          6.19           5.84
5.51
------------------------------------------------------------------------------------------------------------------------
  Expenses without
  reimbursement (%)                                       0.67          1.37          0.96           0.62
0.51
------------------------------------------------------------------------------------------------------------------------
</TABLE>

21 | FUND DETAILS
<PAGE>

--------------------------------------------------------------------------------
J.P. MORGAN INSTITUTIONAL BOND FUND
<TABLE>
<CAPTION>
Per-share data                                                                    For fiscal years ended
----------------------------------------------------------------------------------------------------------------------------------
                                                            1995           1996           1997
1998             1999
<S>                                <C>                      <C>            <C>            <C>
<C>              <C>
Net asset value, beginning of year ($)                      9.23           9.98           9.84
10.01            10.10
----------------------------------------------------------------------------------------------------------------------------------
Income from investment operations:
  Net investment income ($)                                 0.63           0.61           0.65
0.64             0.57
  Net realized and unrealized gain (loss)
  on investment ($)                                         0.75          (0.11)          0.18
0.15            (0.57)
----------------------------------------------------------------------------------------------------------------------------------
Total from investment operations ($)                        1.38           0.50           0.83
0.79               --
----------------------------------------------------------------------------------------------------------------------------------
Distributions to shareholders from:
  Net investment income ($)                                (0.63)         (0.61)         (0.64)
(0.63)           (0.57)
  Net realized gain ($)                                       --          (0.03)         (0.02)
(0.07)           (0.12)
----------------------------------------------------------------------------------------------------------------------------------
Total distributions to shareholders ($)                    (0.63)         (0.64)         (0.66)
(0.70)           (0.69)
----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($)                            9.98           9.84          10.01
10.10             9.41
----------------------------------------------------------------------------------------------------------------------------------

Ratios and supplemental data
----------------------------------------------------------------------------------------------------------------------------------
Total return (%)                                           15.50           5.21           8.78
8.18             0.03
----------------------------------------------------------------------------------------------------------------------------------
Net assets, end of year ($ thousands)                    438,610        836,066        912,054
1,001,411        1,041,330
----------------------------------------------------------------------------------------------------------------------------------
Ratio to average net assets:
  Net expenses (%)                                          0.47           0.50           0.50
0.49             0.50
----------------------------------------------------------------------------------------------------------------------------------
  Net investment income (%)                                 6.62           6.28           6.59
6.32             5.92
----------------------------------------------------------------------------------------------------------------------------------
  Expenses without
  reimbursement (%)                                         0.52           0.53           0.50
0.50             0.51
----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

--------------------------------------------------------------------------------
J.P. MORGAN INSTITUTIONAL GLOBAL STRATEGIC INCOME FUND

<TABLE>
<CAPTION>
Per-share data                                                              For fiscal years ended
----------------------------------------------------------------------------------------------------------------------------------
                                                                                         1997(1)
1998             1999
<S>                                <C>                                                   <C>
<C>               <C>
Net asset value, beginning of year ($)                                                   10.00
10.16             9.72
----------------------------------------------------------------------------------------------------------------------------------
Income from investment operations:
  Net investment income ($)                                                               0.46
0.75             0.62
  Net realized and unrealized gain (loss)
  on investment ($)                                                                       0.15
(0.45)           (0.37)
----------------------------------------------------------------------------------------------------------------------------------
Total from investment operations ($)                                                      0.61
0.30             0.25
----------------------------------------------------------------------------------------------------------------------------------
Distributions to shareholders from:
  Net investment income ($)                                                              (0.45)
(0.70)           (0.62)
  Net realized gain ($)                                                                     --
(0.02)              --
  Return of capital                                                                         --
(0.02)              --
----------------------------------------------------------------------------------------------------------------------------------
Total distributions to shareholders ($)                                                  (0.45)
(0.74)           (0.62)
----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($)                                                         10.16
9.72             9.35
----------------------------------------------------------------------------------------------------------------------------------

Ratios and supplemental data
----------------------------------------------------------------------------------------------------------------------------------
Total return (%)                                                                          6.15(2)
2.91             2.62
----------------------------------------------------------------------------------------------------------------------------------
Net assets, end of year ($ thousands)                                                  105,051
223,700          183,085
----------------------------------------------------------------------------------------------------------------------------------
Ratio to average net assets:
  Net expenses (%)                                                                        0.65(3)
0.65             0.65
----------------------------------------------------------------------------------------------------------------------------------
  Net investment income (%)                                                               7.12(3)
6.59             6.70
----------------------------------------------------------------------------------------------------------------------------------
  Expenses without
  reimbursement (%)                                                                       1.18(3)
0.83             0.78
----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(1) The fund commenced operations on 3/17/97. (2) Not annualized.
(3)  Annualized.

                                                               FUND DETAILS | 22
<PAGE>

--------------------------------------------------------------------------------
J.P. MORGAN INSTITUTIONAL TAX EXEMPT BOND FUND
<TABLE>
<CAPTION>

For the 11

months
Per-share data                                   For fiscal periods
ended                                                ended
------------------------------------------------------------------------------------------------------------------------------------
                                                   8/31/95        8/31/96        8/31/97       8/31/98
7/31/99       1/31/00
                                                                                       (unaudited)
<S>                                  <C>             <C>           <C>             <C>          <C>
<C>           <C>
Net asset value, beginning of period ($)             9.75          10.01           9.92         10.12
10.38         10.07
------------------------------------------------------------------------------------------------------------------------------------
Income from investment operations:
  Net investment income ($)                          0.49           0.48           0.48          0.47
0.41          0.22
  Net realized and unrealized gain (loss)
  on investment ($)                                  0.26          (0.07)          0.20          0.26
(0.30)        (0.25)
------------------------------------------------------------------------------------------------------------------------------------
Total from investment operations ($)                 0.75           0.41           0.68          0.73
0.11         (0.03)
------------------------------------------------------------------------------------------------------------------------------------
Distributions to shareholders from:
  Net investment income ($)                         (0.49)         (0.48)         (0.48)        (0.47)
(0.41)        (0.22)
  Net realized gain ($)                                --          (0.02)         (0.00)(1)        --
(0.01)        (0.00)(1)
Distributions in excess of net investment income       --             --             --            --
--         (0.01)
------------------------------------------------------------------------------------------------------------------------------------
Total distributions to shareholders ($)             (0.49)         (0.50)         (0.48)        (0.47)
(0.42)        (0.23)
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period ($)                  10.01           9.92          10.12         10.38
10.07          9.81
------------------------------------------------------------------------------------------------------------------------------------

Ratios and supplemental data
------------------------------------------------------------------------------------------------------------------------------------
Total return (%)                                     8.00           4.13           7.06          7.37
1.01(2)      (0.28)(2)
------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ thousands)            59,867        121,131        201,614       316,594
388,933       394,243
------------------------------------------------------------------------------------------------------------------------------------
Ratio to average net assets:
  Net expenses (%)                                   0.50           0.50           0.50          0.50
0.503         0.503
------------------------------------------------------------------------------------------------------------------------------------
  Net investment income (%)                          5.09           4.82           4.83          4.58
4.373         4.453
------------------------------------------------------------------------------------------------------------------------------------
  Expenses without reimbursement (%)                 0.71           0.60           0.56          0.53
0.533         0.513
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(1)   Less than $0.01 per share.
(2)   Not annualized.
(3)   Annualized.



<PAGE>

--------------------------------------------------------------------------------
J.P. MORGAN INSTITUTIONAL NEW YORK TAX EXEMPT BOND FUND

<TABLE>
<CAPTION>

For the four

months
Per-share data                                                                For fiscal periods
ended                    ended
------------------------------------------------------------------------------------------------------------------------------------
                                            3/31/95(1)   3/31/96      3/31/97     3/31/98     3/31/99
7/31/99         1/31/00
                                                                                       (unaudited)
<S>                                  <C>      <C>         <C>          <C>         <C>         <C>
<C>            <C>
Net asset value, beginning of period ($)      10.00       10.11        10.34       10.31       10.67
10.72          10.42
------------------------------------------------------------------------------------------------------------------------------------
Income from investment operations:
  Net investment income ($)                    0.42        0.49         0.48        0.48        0.45
0.14           0.22
  Net realized and unrealized gain
(loss)
  on investment ($)                            0.11        0.25        (0.02)       0.40        0.13
(0.28)         (0.25)
------------------------------------------------------------------------------------------------------------------------------------
Total from investment operations ($)           0.53        0.74         0.46        0.88        0.58
(0.14)         (0.03)
------------------------------------------------------------------------------------------------------------------------------------
Distributions to shareholders from:
  Net investment income ($)                   (0.42)      (0.49)       (0.48)      (0.48)      (0.45)
(0.14)         (0.22)
  Net realized gain ($)                          --       (0.02)       (0.01)      (0.04)      (0.08)
(0.02)            --
------------------------------------------------------------------------------------------------------------------------------------
Total distributions to shareholders ($)       (0.42)      (0.51)       (0.49)      (0.52)      (0.53)
(0.16)         (0.22)
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period ($)            10.11       10.34        10.31       10.67       10.72
10.42          10.17
------------------------------------------------------------------------------------------------------------------------------------

Ratios and supplemental data
------------------------------------------------------------------------------------------------------------------------------------
Total return (%)                               5.492       7.40         4.54        8.64        5.51
(1.25)(2)      (0.31)(2)
------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ thousands)       20,621     47,926       90,792     111,418     204,986
161,373        148,665
------------------------------------------------------------------------------------------------------------------------------------
Ratio to average net assets:
  Net expenses (%)                              0.50(3)    0.50         0.50        0.50        0.50
0.50(3)        0.50(3)
------------------------------------------------------------------------------------------------------------------------------------
  Net investment income (%)                     4.65(3)    4.67         4.70        4.54        4.15
4.01(3)        4.19(3)
------------------------------------------------------------------------------------------------------------------------------------
  Expenses without reimbursement (%)            1.05(3)    0.67         0.64        0.59        0.57
0.59(3)        0.55(3)
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(1)   The fund commenced operations on 4/11/94.
(2)   Not annualized.
(3)   Annualized.

23 | FUND DETAILS

<PAGE>


--------------------------------------------------------------------------------
FOR MORE INFORMATION
--------------------------------------------------------------------------------

For investors who want more information on these funds, the following  documents
are available free upon request:

Annual/Semi-annual  Reports  Contain  financial  statements,  performance  data,
information on portfolio  holdings,  and a written analysis of market conditions
and fund  performance  for a  fund's  most  recently  completed  fiscal  year or
half-year.

Statement of Additional  Information (SAI) Provides a fuller technical and legal
description  of  a  fund's  policies,  investment  restrictions,   and  business
structure. This prospectus incorporates each fund's SAI by reference.

Copies of the current versions of these documents,  along with other information
about the fund, may be obtained by contacting:

J.P. Morgan Institutional Funds
Morgan Christiana Center
J.P. Morgan Funds Services - 2/OPS3
500 Stanton Christiana Road
Newark, DE 19713

Telephone:  1-800-766-7722

Hearing impaired:  1-888-468-4015

Email:  [email protected]

Text-only  versions of these documents and this  prospectus are available,  upon
payment of a duplicating  fee, from the Public  Reference Room of the Securities
and Exchange Commission in Washington,  D.C.  (1-202-942-8090) and may be viewed
on-screen or downloaded from the SEC's Internet site at http://www.sec.gov.  The
funds' investment company and 1933 Act registration numbers are:

<TABLE>
<CAPTION>
<S>                                                                                    <C> <C>       <C> <C>

J.P. Morgan Institutional Short Term Bond Fund .....................................   811-07342 and 033-54642
J.P. Morgan Institutional Bond Fund ................................................   811-07342 and 033-54642
J.P. Morgan Institutional Global Strategic Income Fund .............................   811-07342 and 033-54642
J.P. Morgan Institutional Tax Exempt Bond Fund .....................................   811-07342 and 033-54642
J.P. Morgan Institutional New York Tax Exempt Bond Fund ............................   811-07342 and 033-54642
</TABLE>


J.P.  MORGAN  INSTITUTIONAL  FUNDS  AND THE  MORGAN  TRADITION  The J.P.  Morgan
Institutional  Funds combine a heritage of integrity  and  financial  leadership
with comprehensive, sophisticated analysis and management techniques. Drawing on
J.P. Morgan's extensive  experience and depth as an investment manager, the J.P.
Morgan Institutional Funds offer a broad array of distinctive  opportunities for
mutual fund investors.


JPMorgan
--------------------------------------------------------------------------------
J.P. Morgan Institutional Funds

Advisor                                      Distributor
J.P. Morgan Investment Management Inc.       Funds Distriburor, Inc.
522 Fifth Avenue                             60 State Street
New York, NY 10036                           Boston, MA 02109
1-800-766-7722                               1-800-221-7930




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