<PAGE>
THE BENDER GROWTH FUND
SUPPLEMENT DATED MARCH 16, 1998 TO PROSPECTUS
DATED DECEMBER 5, 1996
On page eleven, under "Purchase of Shares," the third paragraph is amended
to read as follows:
The minimum initial investment in Class C Shares for all current
shareholders of the Fund and other clients of the investment adviser is $500.
The minimum initial investment for all other investors in Class C shares is
$2,500 ($1,000 for IRA accounts) and subsequent investments must be at least
$100. The minimum initial investment for Class Y shares is $25,000 and
subsequent investments must be at least $10,000.
<PAGE>
On page six, after the section "Other Information," the following section is
inserted:
FINANCIAL HIGHLIGHTS
(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)
The following information has been audited by Deloitte & Touche LLP,
independent accountants, whose unqualified report covering the period from
December 10, 1996 (the inception date of the Fund) through March 31, 1997 (the
end of its first fiscal year) is included in the statement of additional
information. This information should be read in conjunction with the financial
statements and accompanying notes which are also included in the statement of
additional information.
<TABLE>
<CAPTION>
INCOME FROM
INVESTMENT ACTIVITIES RATIO OF NET
---------------------- RATIO OF INVESTMENT
NET NET RATIO OF RATIO OF EXPENSES INCOME TO
REALIZED ASSET EXPENSES NET TO AVERAGE AVERAGE
NET ASSET AND VALUE TO INVESTMENT NET ASSETS NET ASSETS
VALUE NET UNREALIZED END NET ASSETS AVERAGE INCOME TO (EXCLUDING (EXCLUDING AVERAGE
BEGINNING INVESTMENT LOSS ON OF TOTAL END OF NET AVERAGE WAIVERS AND WAIVERS AND COMMISSION
OF PERIOD INCOME INVESTMENTS PERIOD RETURN PERIOD ASSETS NET ASSETS CONTRIBUTIONS) CONTRIBUTIONS) RATE(A)
--------- ---------- ----------- ------ ------ ---------- -------- ---------- -------------- -------------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Bender Growth Fund
- ------------------
Y Class
For the period December 10, 1996 thru March 31, 1997:
$10.00 (0.044) (1.696) $8.26 (17.4)%** $ 937,321 2.75%* (2.16)%* 7.88%* (7.29)%* $0.0893
C Class
For the period December 10, 1996 thru March 31, 1997:
$10.00 (0.059) (1.701) $8.24 (17.6)%** $2,639,635 3.50%* (2.88)%* 8.70%* (8.08)%* $0.0893
</TABLE>
- ----
The turnover rate for the Class Y Shares was 3% and the turnover rate for the
Class C Shares was 3%.
(A) Average commission rate paid per share for the security purchases and sales
made during the period.
* Annualized
** Return is for the period indicated and has not been annualized.
