ESC STRATEGIC FUNDS INC
497, 1998-09-16
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                            ESC STRATEGIC FUNDS, INC.
                       Supplement dated September 16, 1998
                        to Prospectus dated July 17, 1998


Information  regarding ESC Strategic  Income Fund ("Fund") in the  prospectus of
ESC Strategic Funds, Inc. dated July 17, 1998  ("Prospectus") is modified in its
entirety to reflect the following changes in the Fund's investment  policies and
management.

Effective  September 30, 1998, the investment  policies of ESC Strategic  Income
Fund are  changed to give the Fund the  flexibility  to invest up to 100% of its
assets in debt  instruments  of U.S.  and foreign  issuers  that are rated below
investment  grade - i.e.,  below  BBB by S & P or Baa by  Moody's.  The Fund may
invest without limit in debt  securities  rated as low as C by Moody's or S & P,
or in  unrated  debt  securities  that are deemed of  comparable  quality by the
Fund's  Manager.  The Fund may also hold securities that are in default (rated D
by S&P), though such holdings are expected to be minimal. Securities rated below
BBB and Baa, or securities  deemed of comparable  quality by the Fund's Manager,
are commonly  known as "junk bonds."  Although such  securities  typically  have
higher  yields than higher  quality  securities,  they entail  greater  risks of
untimely payment of principal and interest,  as well as default and other risks.
Effective  September  30,  1998,  the Fund's sole  Manager is  Cincinnati  Asset
Management,  Inc.  Thus,  as of that  date  and for the  reasonably  foreseeable
future,  the Fund does not follow the  Multi-Manager  Strategy (see  "Management
Strategies" in the Prospectus).

The  Fund's  investment  objectives  continue  as  before.  The  Fund's  primary
investment  objective  is a high  level  of  current  income,  with a  secondary
objective of total return.

Investors in ESC Strategic Income Fund should review the Prospectus descriptions
of the risks of lower-rated and non-investment grade securities.  (See "Risks of
Lower Rated and Non-Investment  Grade Securities and Sovereign Debt Obligations"
and "APPENDIX - Description of Bond Ratings".)











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