STAGECOACH FUNDS INC /AK/
497, 1999-02-09
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                                     STAGECOACH FUNDS, INC.

                          Small Cap Fund and Strategic Growth Fund
                                    Class A, B & C

                          SUPPLEMENT DATED FEBRUARY 9, 1999 TO THE
                       PROSPECTUS DATED AUGUST 1, 1998, AS PREVIOUSLY
                      SUPPLEMENTED AUGUST 31, 1998 AND NOVEMBER 24, 1998

Effective  February 1, 1999, Thomas M. Zeifang replaces John Hickman as a
portfolio manager for the Small Cap Fund and the Strategic Growth Fund.
Mr. Zeifang has provided  portfolio  management  services and fundamental 
security analysis for the Funds' sub-advisor,  Wells Capital Management,  Inc.
("WCM"),  since 1995. Prior to joining WCM, Mr. Zeifang  provided  fundamental
security  analysis for Fleet  Investment  Advisors for three years.  Mr. Zeifang
is a Chartered  Financial  Analyst,  and holds an MBA in Finance and Business
Policy from the  William  E.  Simon  School  of  Business  Administration  and a
BBA  in  Finance  from  St.  Bonaventure University.  Mr. Zeifang has over five
years of equity investment management experience.

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                       STAGECOACH FUNDS, INC.

                           Small Cap Fund
                         Institutional Class

                SUPPLEMENT DATED FEBRUARY 9, 1999 TO THE
             PROSPECTUS DATED AUGUST 1, 1998, AS PREVIOUSLY
                   SUPPLEMENTED NOVEMBER 24, 1998

Effective  February 1, 1999, Thomas M. Zeifang replaces John Hickman as a
portfolio manager for the Small Cap Fund.  Mr. Zeifang has provided  portfolio
management  services and  fundamental  security  analysis for the Fund's
sub-advisor,  Wells Capital Management,  Inc. ("WCM"),  since 1995. Prior to
joining WCM, Mr. Zeifang provided  fundamental  security  analysis for Fleet
Investment  Advisors for three years.  Mr.  Zeifang is a Chartered  Financial
Analyst,  and holds an MBA in Finance  and  Business  Policy  from the William 
E. Simon School of Business  Administration  and a BBA in Finance from St. 
Bonaventure  University.  Mr.  Zeifang has over five years of equity investment
management experience.

<PAGE>


                    [MORRISON & FOERSTER LLP Letterhead]


                              February 9, 1999

                                                 (202) 887-1537

Via EDGAR

Securities and Exchange Commission
450 Fifth Street,  NW
Washington, DC  20549

         Re:   Stagecoach Funds, Inc.  File Nos. 33-42927; 811-6419

Ladies/Gentlemen:

     In  connection  with  the  registration  of  Stagecoach  Funds,  Inc.  (the
"Company")  under  the  Investment  Company  Act of  1940  and the  issuance  of
securities  by it under the  Securities  Act of 1933 (the  "1933  Act"),  we are
transmitting  herewith  for filing  pursuant  to Rule  497(e) of the 1933 Act, a
supplement to the prospectus dated August 1, 1998, as supplemented on August 31,
1998 and November 24, 1998,  describing  the Class A, Class B and Class C shares
of the Small Cap Fund and the  Strategic  Growth Fund,  and a supplement  to the
prospectus dated August 1, 1998 describing the Institutional Class shares of the
Small Cap Fund.

     These  supplements  are being  filed to reflect a change in the  day-to-day
portfolio management of the Funds.

     If you have any  questions,  please  contact the  undersigned at the number
indicated above.

                                                     Sincerely,

                                                     /s/ Janis E. Fonda

                                                     Janis E. Fonda





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