PAUZE FUNDS
497, 1998-04-15
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                         SUPPLEMENT DATED APRIL 10, 1998
                         TO PROSPECTUS DATED MAY 1, 1997

                             Pauze' Tombstone FundTM
                             Performance Information

                                          Three Months            Inception
                                       12/31/97 - 3/31/97      5/6/97 - 3/31/98

Class A Shares 1
(without sales charge)                       10.82%                  8.60%

Class A Shares 1
(with sales charge)                           6.68%                  4.52%

Class B Shares 2
(without sales charge)                       10.55%                  7.90%

Class B Shares 2
(with sales charge)                           6.41%                  3.85%

1)   AT THE TIME OF  PURCHASE,  CLASS A SHARES ARE  SUBJECT  TO A MAXIMUM  SALES
     CHARGE OF 3.75%.
2)   AT THE  TIME OF  REDEMPTION,  CLASS  B  SHARES  ARE  SUBJECT  TO A  MAXIMUM
     CONTINGENT DEFERRED SALES CHARGE OF 3.75%.

                           --------------------------

     The following  financial  highlights for the period ended October 31, 1997,
are derived from the unaudited  financial  statements of the Fund. The financial
highlights are an integral part of, and should be read in conjunction  with, the
unaudited financial  statements.  The unaudited financial statements of the Fund
are  included in the  Semi-Annual  Report to  Shareholders  for the period ended
October 31, 1997 and are  incorporated  by reference in the Fund's  Statement of
Additional Information.

                              FINANCIAL HIGHLIGHTS
                            For the six months ended
                          October 31, 1997 (Unaudited)

                                               Class A             Class B
                                               -------             -------

Net asset value, beginning of period         $    10.00          $    10.00

Income from investment operations:
   Net investment income                          (0.04)              (0.07)
   Net realized and unrealized gain
   (loss) on investments                          (0.89)              (0.89)

Total from investment operations                  (0.93)              (0.96)

Less distributions to shareholders:
   None

Net asset value, end of period               $     9.07          $     9.04

Total investment return (1)                       (18.6%)             (19.2%)

Ratios/Supplemental Data:

   Net assets, end of period                 $1,262,845          $2,898,473
   Ratio of expenses to average
     net assets (1)(2)                             2.92%               3.72%
   Ratio of net investment income
     to average net assets (1)(2)                 (1.72%)             (2.54%)
   Portfolio turnover rate                         35.2%               35.2%

(1)  Annualized
(2)  Net investment income is net of expense  reimbursements  and fee waivers of
     $.002 and $.002 per share for Class A and Class B,  respectively.  Had such
     reimbursments  not been made, the annualized  expense ratio would have been
     3.34% and 4.16% for Class A and Class B,  respectively,  and the annualized
     net investment income ratio would have been (2.16%) and (2.98%) for Class A
     and Class B respectively.


     The  following  language  should be read in  conjunction  with the Sections
entitled  "Investment  Objective  and  Risk  Considerations",  pages  4-5 of the
Prospectus,  "Index  Performance",  pages 5-6 of the Prospectus and  "Investment
Policies and Risks", pages 6-8 of the Prospectus:

     "Under normal market conditions,  the Fund will invest in the common stocks
     of the  companies  that comprise the Pauze' Tombstone  Common Stock IndexTM
     (the "Index") in approximately  the same proportions as those common stocks
     have in the  Index.  However,  when  the  Adviser  determines  that  market
     conditions so warrant,  the Fund's  investments  in those common stocks may
     vary from their proportions in the Index, and at times such variance may be
     significant.  Any such  variance  will make it more  likely that the Fund's
     performance will vary from the performance of the Index."


     At the end of the Section  entitled  "Other Policies That Affect Your Sales
Charge,"  pages  11-12 of the  Prospectus,  the  following  language  should  be
inserted:

     "Under certain circumstances,  the Distributor may increase or decrease the
     reallowance amounts paid to participating broker-dealers for sales of Class
     A and Class B shares."


     As of October 31, 1997,  the Angelus  Funeral  Home  PreNeed  Trust and the
Angelus  Rosedale  Endowment  Care Fund may be deemed to  control  the Fund as a
result of their beneficial ownership of Fund shares.


     Tait, Weller & Baker, 8 Penn Center Plaza, Philadelphia, PA 19103, has been
selected  as  independent  accountants  for the Trust for the fiscal year ending
April 30, 1998.


     The following information  replaces, in its entirety,  the section entitled
"Performance Information," page 20 of the Prospectus:

     "The Fund may  periodically  advertise  "average  annual total return." The
"average  annual  total  return"  of  the  Fund  refers  to the  average  annual
compounded  rate of return over the stated  period that would  equate an initial
amount  invested at the  beginning of a stated  period to the ending  redeemable
value of the  investment.  The  calculation  of "average  annual  total  return"
assumes the reinvestment of all dividends and distributions and the deduction of
the maximum sales charge from the initial investment (for Class A shares) or the
deduction  of the maximum  contingent  sales  charge  (for Class B shares).  The
results do not take into account  charges for optional  services  which  involve
nominal fees (such as wire redemption fees).

     The Fund may also advertise  performance  information (a  "non-standardized
quotation") which is calculated  differently from "average annual total return."
A  non-standardized  quotation of total return may be a cumulative  return which
measures the percentage  change in the value of an account between the beginning
and end of a period, assuming no activity in the account other than reinvestment
of dividends and capital gains distributions.  A non-standardized  quotation may
also be an average  annual  compounded  rate of return over a specified  period,
which may be a period  different from those  specified for "average annual total
return." In addition,  a non-standardized  quotation may be an indication of the
value of a $10,000  investment  (made on the date of the initial public offering
of  the  Fund's   shares)  as  of  the  end  of  a   specified   period.   These
non-standardized  quotations do not include the effect of the  applicable  sales
charge, or charges for optional services which involve nominal fees, which would
reduce the quoted  performance if included.  A  non-standardized  quotation will
always be accompanied by the Fund's  "average  annual total return" as described
above.

     The Fund may also include in advertisements data comparing performance with
other  mutual  funds as  reported in  non-related  investment  media,  published
editorial   comments   and   performance   rankings   compiled  by   independent
organizations  and  publications  that monitor the  performance  of mutual funds
(such as  Lipper  Analytical  Services,  Inc.,  Morningstar,  Inc.,  Fortune  or
Barron's). Performance information may be quoted numerically or may be presented
in a table, graph or other  illustration.  In addition,  Fund performance may be
compared to the Pauze'  Tombstone  Common Stock IndexTM,  and the performance of
the Index as well as the Fund may be  compared  to other  well-known  indices of
market  performance  including  the Standard & Poor's (S&P) 500 Index or the Dow
Jones Industrial  Average.  The performance of the Pauze' Tombstone Common Stock
IndexTM should not be considered indicative of future performance of the Fund.

     The  advertised  performance  data  of the  Fund  is  based  on  historical
performance and is not intended to indicate future  performance.  Rates of total
return quoted by the Fund may be higher or lower than past quotations, and there
can be no  assurance  that any  rate of total  return  will be  maintained.  The
principal  value  of an  investment  in  the  Fund  will  fluctuate  so  that  a
shareholder's  shares,  when  redeemed,  may be  worth  more  or less  than  the
shareholder's original investment."



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