ESC STRATEGIC FUNDS INC
497, 1999-12-10
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December 10, 1999

ELECTRONIC SUBMISSION - VIA EDGAR

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

         Re:      Supplement to ESC Strategic Funds, Inc.
                  Registration Nos. 33-72190 and 811-8166

Ladies and Gentlemen:

Transmitted  herewith for filing by  electronic  submission on behalf of the ESC
Strategic Funds,  Inc.  pursuant to Rule 497(e) under the Securities Act of 1933
and  Regulation  ST, is a Supplement  dated  December 10, 1999 to the Prospectus
dated  July  30,  1999  relating  to the  potential  reorganization  of the  ESC
Strategic Funds, Inc. into the STI Classic Funds, Inc.

Very truly yours,

/s/ Paige C. Hodgin

Paige C. Hodgin
Secretary of the ESC Strategic Funds, Inc.


cc:   Joe Fleming, Esq.


<PAGE>


                            ESC Strategic Funds, Inc.

                            Supplement to Prospectus
                               Dated July 30, 1999

         On December 9, 1999 the Board of Directors of the ESC Strategic  Funds,
Inc. approved the  reorganization of the five series of the ESC Strategic Funds,
Inc.  into  various  series of the STI  Classic  Funds,  subject to  shareholder
approval. Pursuant to the reorganization,  STI Small Cap Growth Stock Fund would
acquire  the  assets and  liabilities  of ESC  Strategic  Small Cap Fund and ESC
Strategic  Small Cap II Fund,  STI  International  Equity Fund would acquire the
assets and liabilities of ESC Strategic International Equity Fund and STI Growth
and Income  Fund would  acquire  the assets  and  liabilities  of ESC  Strategic
Appreciation Fund. The assets and liabilities of ESC Strategic Income Fund would
be  transferred  into a newly  created  series of the STI  Classic  Funds.  Upon
completion of the  reorganization,  shares of each  applicable  STI Classic Fund
would be  distributed to the  shareholders  of the  corresponding  ESC Strategic
Fund.

         A Proxy Statement/Prospectus relating to the reorganization is expected
to be mailed to ESC Strategic Funds  shareholders in January 2000.  Shareholders
of each  ESC  Strategic  Fund  will be  asked  to  consider  the  reorganization
transaction  for  that  Fund at a  Special  Meeting  of  Shareholders,  which is
expected to be held in March 2000.

December 10, 1999



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