PAUZE FUNDS
497, 2000-03-27
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                                                                  March 27, 2000
                              PAUZE' TOMBSTONE FUND
                          SUPPLEMENT TO THE PROSPECTUS
                             DATED SEPTEMBER 1, 1999

     The Board of Trustees has  determined to redeem all  outstanding  shares of
the Pauze' Tombstone Fund(TM),  effective April 24, 2000, because current market
conditions and the  relatively  small size of the Fund have made it difficult to
manage the Fund's  portfolio  effectively.  No contingent  deferred sales charge
(CDSC) will be charged. The Fund is no longer pursuing its investment objective.
All common stock in the  Portfolio  has been sold,  and the  proceeds  have been
invested in short-term U.S. government instruments.

     In addition,  shares of the Fund are no longer available for purchase. As a
result:

o    the Automatic Investment Plan has been terminated;
o    any  distributions  of dividends or capital gains will be made in cash, not
     reinvested in additional shares; and
o    the Fund will no longer incur expenses pursuant to its Distribution Plan.

     Shares continue to be redeemable,  without any CDSC, in accordance with the
Prospectus.   Please  call  the  Transfer  Agent  at  1-800-327-7170   for  more
information.



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