VALIANT FUND
497, 2000-06-06
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                                The Valiant Fund
                      U.S. Treasury Money Market Portfolio
                         U.S. Treasury Income Portfolio
                         General Money Market Portfolio
                        Tax-Exempt Money Market Portfolio

              Class A, Class B, Class C, Class D and Class E Shares

                      Supplement dated June 1, 2000 to the
                       Prospectus dated December 29, 1999

During a Special  Meeting  of the Board of  Trustees  of The  Valiant  Fund (the
"Trust"),  dated April 25,  2000,  the  Trustees  approved a new  sub-investment
advisory agreement between Integrity Management & Research, Inc. (the "Adviser")
and Reich & Tang Asset Management L.P. (the  "Sub-Adviser").  The prospectus for
the Trust,  dated  December  29,  1999,  is  amended as follows to reflect  this
management change.

1.       The second sentence of the first paragraph  within the section entitled
         "The Investment Adviser" is amended to read as follows:

         The Adviser,  at its expense,  has  contracted  with Reich & Tang Asset
         Management  L.P. (the  "Sub-Adviser")  to manage the investments of the
         Portfolios subject to the requirements of the Investment Company Act of
         1940, as amended (the "1940 Act").

2.       The  fourth  paragraph  within the  section  entitled  "The  Investment
         Adviser" is replaced in its entirety with the following:

         The  Sub-Adviser  is a  Delaware  limited  partnership  with  principal
         offices located at 600 Fifth Avenue, New York, New York 10020-2302. The
         Sub-Adviser  acts as investment  manager and  administrator  of several
         other  investment  companies and also advises  pension  trusts,  profit
         sharing trusts and endowments.

                                    * * * * *

                   Investors should retain this Supplement for
                               future reference.



<PAGE>


                                The Valiant Fund
                      U.S. Treasury Money Market Portfolio
                         U.S. Treasury Income Portfolio
                         General Money Market Portfolio
                        Tax-Exempt Money Market Portfolio

              Class A, Class B, Class C, Class D and Class E Shares

                   Supplement dated June 1, 2000 to the
          Statement of Additional Information dated December 29, 1999

1.   Page 2 is amended by  substituting  Reich & Tang Asset  Management  L.P. in
     place of David L. Babson & Co., Inc. as the Sub-Adviser.

2.   The third  sentence in the first  paragraph on Page 23 should be amended in
     its entirety as follows:

     Reich & Tang Asset  Management L.P. acts as Sub-Adviser and, subject to the
     supervision of the Trustees and of the Manager,  directs the investments of
     each Portfolio in accordance  with its investment  objective,  policies and
     limitations.  The  Sub-Adviser  is  a  Delaware  limited  partnership  with
     principal  offices  at 600 Fifth  Avenue,  New  York,  New York  10020.  In
     addition  to the Fund,  the  Sub-Adviser  acts as  investment  manager  and
     administrator  of  other  investment  companies  and also  advises  pension
     trusts, profit sharing trusts and endowments.

     Nvest Companies,  L.P. ("Nvest Companies") is the limited partner and owner
     of a 99.5% interest in the Sub-Adviser. Reich & Tang Asset Management, Inc.
     ("RTAM")  is the sole  general  partner  and  owner of the  remaining  0.5%
     interest  of the  Sub-Adviser,  as well as being an  indirect  wholly-owned
     subsidiary of Nvest Companies. Nvest Companies is a publicly traded company
     of which  approximately  13% of its  outstanding  partnership  interests is
     owned, directly and indirectly,  by Reich & Tang, Inc. The managing general
     partner  of  Nvest   Companies  is  Nvest   Corporation,   a  Massachusetts
     corporation (formerly known as The New England Investment Companies,  Inc.)
     Nvest Companies is a holding  company  offering a broad array of investment
     styles  across  a  wide  range  of  asset  categories   through   seventeen
     subsidiaries,  divisions and affiliates offering a wide array of investment
     styles and  products to  institutional  clients.  Its  business  units,  in
     addition to the Sub-Adviser, include AEW Capital Management, L.P.; Back Bay
     Advisors,  L.P.; Capital Growth Management Limited Partnerships;  Greystone
     Partners,  L.P.; Harris  Associates,  L.P.; Jurika & Voyles,  L.P.; Kobrick
     Funds, LLC; Loomis, Sayles & Company,  L.P.; New England Funds, L.P.; Nvest
     Associates,   Inc.;  Snyder  Capital  Management,  L.P.;  Vaughan,  Nelson,
     Scarborough & McCullough,  L.P.;  and Westpeak  Investment  Advisors,  L.P.
     These  affiliates in the aggregate are  investment  advisors or managers to
     more  than  80  other  registered  investment  companies.  RTAM  is also an
     indirect  subsidiary of Metropolitan  Life Insurance  Company  ("MetLife").
     MetLife directly and indirectly owns  approximately  47% of the outstanding
     partnership  interests of Nvest  Companies and may be deemed a "controlling
     person" of the  Sub-Adviser.  MetLife is a stock  life  insurance  company,
     which is wholly owned by MetLife, Inc., a publicly traded corporation.

                                    * * * * *
                   Investors should retain this supplement for
                               future reference.


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