JP MORGAN FUNDS
497, 2000-02-03
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J.P. Morgan Funds
Supplement dated February 3, 2000, to the following Prospectus:

J.P. Morgan U.S. Equity Funds, dated October 1, 1999

     The second  paragraph  under the heading  "Portfolio  Management" on page 6
with respect to J.P.  Morgan U.S. Small Company Fund is hereby replaced with the
following:

         The  portfolio  management  team is led by  Marian U.  Pardo,  managing
         director, and Alexandra F. Wells, vice president. Ms. Pardo has been at
         J.P.  Morgan  since  1968,  except for five months in 1998 when she was
         president of a small investment  management firm. Prior to managing the
         fund, Ms. Pardo managed small and large equity  portfolios,  equity and
         convertible  funds,  and several  institutional  portfolios.  Ms. Wells
         joined the team in March 1998 and has been with J.P. Morgan since 1992.
         Prior to  managing  the  fund,  Ms.  Wells  managed  large  cap  equity
         portfolios, and prior to that served as an equity research analyst.

The second  paragraph  under the heading  "Portfolio  Management" on page 8 with
respect to J.P. Morgan U.S. Small Company  Opportunities Fund is hereby replaced
with the following:

         The  portfolio  management  team is led by  Marian U.  Pardo,  managing
         director,  Saira Malik, vice president,  and Carolyn Jones,  associate.
         Ms. Pardo has been at J.P. Morgan since 1968, except for five months in
         1998 when she was  president  of a small  investment  management  firm.
         Prior to managing the fund,  Ms. Pardo  managed  small and large equity
         portfolios,  equity and convertible  funds,  and several  institutional
         portfolios.  Ms.  Malik has been with J.P.  Morgan since July 1995 as a
         small company  equity  analyst and portfolio  manager after  graduating
         from the University of Wisconsin with an M.S. in finance. Ms. Jones has
         been with J.P. Morgan since July 1998. Prior to managing this fund, Ms.
         Jones  served as a portfolio  manager in J.P Morgan's  private  banking
         group and as a product specialist at Merrill Lynch Asset Management.



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