Rule 497(e)
Registration No. 33-70978
AQUINAS FUNDS
Supplement to the Prospectus dated April 30, 1999
On July 1, 1999, the funds and the adviser replaced Beutel,
Goodman Capital Management as a portfolio manager for the Equity Income Fund and
Balanced Fund. The new portfolio manager for the Equity Income Fund and Balanced
Fund is Waite & Associates L.L.C., 350 South Grand Avenue, Suite 3970, Los
Angeles, CA 90071. Waite & Associates provides investment management services to
corporations, investment companies, pension and profit-sharing plans and other
institutions and individuals. It has been a sub-adviser to a registered mutual
fund since December 1997. As of June 30, 1999, Waite & Associates had about $640
million in assets under management.
The date of this Supplement is July 1, 1999.
