PAUZE FUNDS
497, 1998-02-20
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                       Supplement Dated February 20, 1998
                       ----------------------------------
                      to Prospectus Dated August 29, 1997
                      -----------------------------------

                Pauze' U.S. Government Total Return Bond Fund(TM)
             Pauze' U.S. Government Intermediate Term Bond Fund(TM)
                 Pauze' U.S. Government Short Term Bond Fund(TM)

     Effective  January 30,  1998,  Mr.  David D. Jones  resigned  as  Portfolio
Manager for the Pauze' U.S.  Government  Intermediate Term Bond Fund(TM) and the
Pauze' Government Short Term Bond Fund(TM). Also effective January 30, 1998, Mr.
Jones  resigned as Assistant  Portfolio  Manager for the Pauze' U.S.  Government
Total Return Bond Fund(TM).  Mr. Philip C. Pauze'  remains as Portfolio  Manager
for the Pauze' U.S. Government Total Return Bond Fund(TM) and succeeds Mr. Jones
as  Portfolio  Manager  for the Pauze  U.S.  Government  Intermediate  Term Bond
Fund(TM) and the Pauze' U.S. Government Short Term Bond Fund(TM).



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