NORTHERN FUNDS
497, 2000-02-11
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                                 NORTHERN FUNDS
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MONEY MARKET FUNDS
- - Money Market Fund
- - U.S. Government Money Market Fund
- - U.S. Government Select Money Market Fund
- - Tax-Exempt Money Market Fund
- - Municipal Money Market Fund
- - California Municipal Money Market Fund

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                                     PROSPECTUS
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December 29, 1999
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THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.


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                            NORTHERN MONEY MARKET FUNDS
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- - Money Market Fund
- - U.S. Government Money Market Fund
- - U.S. Government Select Money Market Fund
- - Tax-Exempt Money Market Fund
- - Municipal Money Market Fund
- - California Municipal Money Market Fund


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PROSPECTUS DATED DECEMBER 29, 1999

An investment in a Fund is not a deposit of any bank and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency.  An investment in a Fund involves investment risks, including possible
loss of principal.

Although each of the Money Market Funds seeks to preserve the value of your
investment at $1.00 per share, it is possible to lose money by investing in the
Funds.

The California Municipal Money Market Fund is not available in certain
states.  Please call (800) 595-9111 to determine the availability in your state.

The Securities and Exchange Commission has not approved or disapproved these
securities or passed upon the adequacy of this Prospectus.  Any representation
to the contrary is a criminal offense.
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TABLE OF CONTENTS

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                              Risk/Return Summary
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Information about the objectives, principal strategies and risk characteristics
of each Fund.

INTRODUCTION.................................................................2
FUNDS
- - Money Market Fund .........................................................4
- - U.S. Government Money Market Fund .........................................5
- - U.S. Government Select Money Market Fund ..................................5
- - Tax-Exempt Money Market Fund ..............................................6
- - Municipal Money Market Fund ...............................................7
- - California Municipal Money Market Fund ....................................8
PRINCIPAL INVESTMENT RISKS...................................................9
FUND PERFORMANCE............................................................12
- - Money Market Fund ........................................................13
- - U.S. Government Money Market Fund ........................................13
- - U.S. Government Select Money Market Fund .................................14
- - Municipal Money Market Fund ..............................................14
- - California Municipal Money Market Fund ...................................15
FUND FEES AND EXPENSES......................................................16

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                            Management of the Funds
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Details that apply to the Funds as a group

INVESTMENT ADVISER..........................................................19
ADVISORY FEES...............................................................20
FUND MANAGEMENT AND OTHER SERVICES..........................................21


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                               About Your Account
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How to open, maintain and close an account


PURCHASING AND SELLING SHARES
- - Purchasing Shares ........................................................22
- - Opening an Account .......................................................22
- - Selling Shares ...........................................................24
ACCOUNT POLICIES AND OTHER INFORMATION
- - Calculating Share Price ..................................................27
- - Timing of Purchase Requests ..............................................27
- - Social Security/Tax Identification Number ................................27
- - In-Kind Purchases and Redemptions ........................................27
- - Miscellaneous Purchase Information .......................................28
- - Timing of Redemption and Exchange Requests ...............................28
- - Payment of Redemption Proceeds ...........................................29
- - Miscellaneous Redemption Information .....................................29
- - Exchange Privileges ......................................................29
- - Telephone Transactions ...................................................30
- - Making Changes to Your Account Information ...............................30
- - Signature Guarantees .....................................................30
- - Business Day .............................................................30
- - Early Closings ...........................................................30
- - Authorized Intermediaries ................................................31
- - Service Organizations ....................................................31
- - Shareholder Communications ...............................................32
DIVIDENDS AND DISTRIBUTIONS.................................................33
TAX CONSIDERATIONS..........................................................34
TAX TABLE...................................................................36
YEAR 2000 ISSUES............................................................37

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             Risk, Securities, Techniques and Financial Information
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RISKS, SECURITIES AND TECHNIQUES............................................38
- - Additional Information on Investment Objectives, Principal
     Investment Strategies and Related Risks................................38
- - Additional Description of Securities and Common Investment Techniques ....40
FINANCIAL INFORMATION ......................................................48
- - Financial Highlights .....................................................49

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                              FOR MORE INFORMATION
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ANNUAL/SEMIANNUAL REPORT....................................................54
STATEMENT OF ADDITIONAL INFORMATION.........................................54

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INTRODUCTION

NORTHERN FUNDS IS A FAMILY OF NO-LOAD MUTUAL FUNDS THAT OFFERS A SELECTION OF
FUNDS TO INVESTORS, EACH WITH A DISTINCT INVESTMENT OBJECTIVE AND RISK/REWARD
PROFILE.

The descriptions on the following pages may help you choose the Fund or Funds
that best fit your investment needs. Keep in mind, however, that no Fund can
guarantee it will meet its investment objective, and no Fund should be relied
upon as a complete investment program.

This Prospectus describes Northern Funds' six money market funds (the "Funds").
Northern Funds' twelve fixed income and twelve equity funds are described in a
separate Prospectus.

The Funds seek to maintain a stable net asset value of $1.00 per share.
Consistent with this policy, each of the Funds:

- -    Limits its dollar-weighted average portfolio maturity to 90 days or less;

- -    Buys securities with remaining maturities of 397 days or less (except for
     certain variable and floating rate instruments and securities
     collateralizing repurchase agreements); and

- -    Invests only in U.S. dollar-denominated securities that represent minimal
     credit risks.

In addition, each Fund limits its investments to "Eligible Securities" as
defined by the Securities and Exchange Commission ("SEC"). Eligible Securities
include, generally, securities that either (a) have short-term debt ratings at
the time of purchase in the two highest rating categories or (b) are issued or
guaranteed by, or otherwise allow a Fund to demand payment from, an issuer with
those ratings. Securities that are unrated (including securities of issuers that
have long-term but not short-term ratings) may be deemed to be Eligible
Securities if determined to be of comparable quality by The Northern Trust
Company ("Northern Trust") under the direction of the Board of Trustees. After
its purchase, a portfolio security may be assigned a lower rating or cease to be
rated. If this occurs, a Fund may continue to hold the issue if the Investment
Adviser believes it is in the best interest of the Fund and its shareholders.
Securities in which the Funds invest may not earn as high a level of income as
long-term or lower quality securities, which generally have greater market risk
and more fluctuation in market value.

In accordance with current SEC regulations, each Fund will not invest more than
5% of the value of its total assets at the time of purchase in the securities of
any single issuer. However, the California Municipal Money Market Fund may
invest up to 25% of its total assets in fewer than 5 issuers, and the other
Funds may invest up to 25% of their total assets in the securities of a single
issuer for up to three Business Days. These limitations do not apply to cash,
certain repurchase agreements, U.S. government securities or securities of other
investment companies. In addition, securities subject to certain unconditional
guarantees and securities that are not "First Tier Securities" as defined by the
SEC are subject to different diversification requirements as described in the
Statement of Additional Information.

In addition to the instruments described on the pages below, each Fund may use
various investment techniques in seeking its investment objective. You can learn
more about these techniques and their related risks by reading "Risks,
Securities and Techniques" beginning on page 38 of this Prospectus and the
Statement of Additional Information.


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                               MONEY MARKET FUND
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Investment Objective
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The Fund seeks to maximize current income to the extent consistent with the
preservation of capital and maintenance of liquidity by investing exclusively in
high-quality money market instruments.

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Principal Investment Strategies and Risks
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Investment Strategies. The Fund seeks its objective by investing in a broad
range of government, bank and commercial obligations that are available in the
money markets, including:

- -    U.S. dollar-denominated obligations of U.S. banks with total assets in
     excess of $1 billion (including obligations of foreign branches of such
     banks);

- -    U.S. dollar-denominated obligations of foreign commercial banks where such
     banks have total assets in excess of $5 billion;

- -    High-quality commercial paper and other obligations issued or guaranteed by
     U.S. and foreign corporations and other issuers;

- -    Corporate bonds, notes, paper and other instruments that are of high-
     quality;

- -    Asset-backed securities;

- -    Securities issued or guaranteed as to principal and interest by the U.S.
     government or by its agencies or instrumentalities and custodial receipts
     with respect thereto;

- -    U.S. dollar-denominated securities issued or guaranteed by one or more
     foreign governments or political subdivisions, agencies or
     instrumentalities;

- -    Repurchase agreements relating to the above instruments; and

- -    Municipal securities issued or guaranteed by state or local governmental
     bodies.

RISKS. These primary investment risks apply to the Fund: stable NAV, interest
rate, credit, prepayment, debt extension, counterparty failure and guarantor
risks. See page 9 for these risks and other primary investment risks common to
all Funds.
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                       U.S. GOVERNMENT MONEY MARKET FUND
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- --------------------
Investment Objective
- --------------------
The Fund seeks to maximize current income to the extent consistent with the
preservation of capital and maintenance of liquidity by investing exclusively in
high-quality money market instruments.

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Principal Investment Strategies and Risks
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INVESTMENT STRATEGIES. The Fund seeks its objective by investing at least 65% of
its total assets in:

- -    Securities issued or guaranteed as to principal and interest by the U.S.
     government, its agencies or instrumentalities; and

- -    Repurchase agreements relating to such securities.

Subject to the foregoing policy, the Fund may also invest in custodial receipts
representing interests in U.S. government securities.

RISKS. These primary investment risks apply to the Fund: stable NAV, interest
rate, prepayment, debt extension, U.S. government securities, counterparty
failure and guarantor risks. See page 9 for these risks and other primary
investment risks common to all Funds.

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                    U.S. GOVERNMENT SELECT MONEY MARKET FUND
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- --------------------
Investment Objective
- --------------------
The Fund seeks to maximize current income to the extent consistent with the
preservation of capital and maintenance of liquidity by investing exclusively in
high-quality money market instruments.

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Principal Investment Strategies and Risks
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INVESTMENT STRATEGIES. The Fund seeks its objective by investing exclusively in
securities issued or guaranteed as to principal and interest by the U.S.
government, its agencies or instrumentalities. Under normal market conditions,
the Fund will seek to acquire only those U.S. government securities the interest
upon which is generally exempt from state income taxation. These securities
include obligations issued by the U.S. Treasury and certain U.S. government
agencies and instrumentalities, such as the Federal Home Loan Bank and the
Federal Farm Credit Bank Funding Corp.

When appropriate securities that are exempt from state taxes are unavailable,
the Fund may also invest in non-exempt U.S. government securities and cash
equivalents including money market funds and time deposits with a maturity of
three months or less, and may hold uninvested cash.

RISKS. These primary investment risks apply to the Fund: stable NAV, interest
rate, prepayment, debt extension, U.S. government securities, counterparty
failure and guarantor risks. See page 9 for these risks and other primary
investment risks common to all Funds.

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                          TAX-EXEMPT MONEY MARKET FUND
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Investment Objective
- --------------------
The Fund seeks to provide a high level of income exempt from regular Federal
income tax, to the extent consistent with the preservation of capital, by
investing primarily in municipal instruments.

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Principal Investment Strategies and Risks
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INVESTMENT STRATEGIES. The Fund seeks to achieve its objective by investing
primarily in high-quality short-term municipal instruments. The high level of
income sought by the Fund is relative to yields currently available in the tax-
exempt marketplace. Municipal instruments are debt instruments, the interest on
which is, in the opinion of bond counsel or counsel for the issuers, exempt from
regular Federal income tax ("municipal instruments"). These may include:

- -    Fixed, variable and floating rate notes and bonds;

- -    Asset-backed securities;

- -    Tax-exempt commercial paper;

- -    Municipal bonds, notes, paper or other instruments; and

- -    Municipal bonds and notes which are guaranteed as to principal and interest
     or backed by the U.S. government or its agencies or instrumentalities.

Under normal market conditions, at least 80% of the Fund's annual gross income
will be derived from municipal instruments.  Interest earned by the Fund on AMT
obligations ("private activity bonds") the interest on which may be treated as
an item of tax preference to shareholders under the Federal alternative minimum
tax, will not be deemed to have been derived from municipal instruments for the
purposes of determining whether the Fund meets this policy.  For shareholders
subject to AMT, a limited portion of the Fund's dividends may be subject to
Federal tax.

Under normal market conditions, investments in AMT obligations and taxable
instruments will not exceed 20% of the value of the total assets of the Fund.
During temporary defensive periods, however, all or any portion of the Fund's
assets may be held uninvested or invested in AMT obligations and taxable
instruments.

RISKS. These primary investment risks apply to the Fund:  stable NAV, interest
rate, credit, prepayment, debt extension, counterparty failure, guarantor,
project/industrial development bond and tax risks. See page 9 for these risks
and other primary investment risks common to all Funds.

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                          MUNICIPAL MONEY MARKET FUND
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- --------------------
Investment Objective
- --------------------
The Fund seeks to provide, to the extent consistent with the preservation of
capital and prescribed portfolio standards, a high level of income exempt from
regular Federal income tax by investing primarily in municipal instruments.

- -----------------------------------------
Principal Investment Strategies and Risks
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INVESTMENT STRATEGIES. The Fund seeks to achieve its objective by investing
primarily in high-quality short-term municipal instruments. These may include:

- -    Fixed, variable and floating rate notes and bonds;

- -    Asset-backed securities;

- -    Tax-exempt commercial paper;

- -    Municipal bonds, notes, paper or other instruments; and

- -    Municipal bonds and notes which are guaranteed as to principal and interest
     or backed by the U.S. government or its agencies or instrumentalities.

Under normal circumstances, at least 80% of the Fund's annual gross income will
be derived from municipal instruments. Under normal market conditions,
investments in taxable instruments will not exceed 20% of the value of the total
assets of the Fund. During temporary defensive periods, however, all or any
portion of the Fund's assets may be held uninvested or invested in taxable
instruments.

The Fund is not limited in the amount of its assets that may be invested in AMT
obligations ("private activity bonds") the interest on which may be treated as
an item of tax preference to shareholders under the Federal alternative minimum
tax.  For shareholders subject to AMT, a significant portion of the Fund's
dividends may be subject to Federal tax.

RISKS. These primary investment risks apply to the Fund:  stable NAV, interest
rate, credit, prepayment, debt extension, counterparty failure, guarantor,
project/industrial development bond and tax risks. See page 9 for these risks
and other primary investment risks common to all Funds.

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                     CALIFORNIA MUNICIPAL MONEY MARKET FUND
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- --------------------
Investment Objective
- --------------------
The Fund seeks to provide, to the extent consistent with the preservation of
capital and prescribed portfolio standards, a high level of income exempt from
regular Federal income tax and California state personal income tax.

- -----------------------------------------
Principal Investment Strategies and Risks
- -----------------------------------------
INVESTMENT STRATEGIES. The Fund seeks to achieve its objective by investing
primarily in high-quality short-term instruments, the interest on which is
exempt from regular Federal income tax and California state personal income tax.
These may include:

- -    Fixed, variable and floating rate notes and bonds;

- -    Asset-backed securities;

- -    Tax-exempt commercial paper;

- -    Municipal bonds, notes, paper or other instruments; and

- -    Municipal bonds and notes which are guaranteed as to principal and interest
     or backed by the U.S. government or its agencies or instrumentalities.

Under normal circumstances, at least 80% of the Fund's annual gross income will
be derived from municipal instruments and at least 65% of the Fund's total
assets will be invested in instruments the interest on which is exempt from
California state personal income tax ("California municipal instruments"). Under
normal market conditions, investments in taxable instruments will not exceed 20%
of the value of the total assets of the Fund. During temporary defensive
periods, however, all or any portion of the Fund's assets may be held uninvested
or invested in taxable instruments.

The Fund is not limited in the amount of its assets that may be invested in AMT
obligations ("private activity bonds") the interest on which may be treated as
an item of tax preference to shareholders under the Federal alternative minimum
tax.  For shareholders subject to AMT, a significant portion of the Fund's
dividends may be subject to Federal tax.

The Fund is "non-diversified" under the Investment Company Act of 1940 (the
"1940 Act"), and may potentially invest, subject to SEC regulations, more of its
assets in fewer issuers than "diversified" mutual funds.

RISKS. These primary investment risks apply to the Fund:  stable NAV, interest
rate, credit, prepayment, debt extension, counterparty failure, guarantor,
California-specific, project/industrial development bond, and tax and non-
diversification risks. See page 9 for these risks and other primary investment
risks common to all Funds.


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PRINCIPAL INVESTMENT RISKS

All investments carry some degree of risk which will affect the value of a
Fund's investments and its investment performance.

AN INVESTMENT IN EACH OF THE FUNDS IS NOT A DEPOSIT OF ANY BANK AND IS NOT
INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
GOVERNMENT AGENCY. ALTHOUGH THE FUNDS SEEK TO PRESERVE THE VALUE OF YOUR
INVESTMENT AT $1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE
FUNDS.

The following summarizes the principal risks that apply to the Funds.

- -----------------------------
Risks that apply to all Funds
- -----------------------------
STABLE NAV RISK is the risk that a Fund will not be able to maintain a net asset
value per share of $1.00 at all times.

INTEREST RATE RISK is the risk that during periods of rising interest rates, a
Fund's yield (and the market value of its securities) will tend to be lower than
prevailing market rates; in periods of falling interest rates, a Fund's yield
(and the market value of its securities) will tend to be higher.

CREDIT (OR DEFAULT) RISK is the risk that an issuer of fixed income securities
held by a Fund may default on its obligation to pay interest and repay
principal. High quality and investment grade securities are generally believed
to have relatively low degrees of credit risk.

PREPAYMENT (OR CALL) RISK is the risk that asset-backed securities may be more
rapidly repaid than their stated maturity date would indicate as a result of the
pass-through of prepayments of principal on the underlying obligations. During
periods of declining interest rates, prepayment of obligations underlying asset-
backed securities can be expected to accelerate. Accordingly, a Fund's ability
to maintain positions in such securities will be affected by reductions in the
principal amount of such securities resulting from prepayments, and its ability
to reinvest the returns of principal at comparable yields is subject to
generally prevailing interest rates at that time.

DEBT EXTENSION RISK is the risk that an issuer will exercise its right to pay
principal on an obligation held by a Fund (such as an asset-backed security)
later than expected. This may happen during a period of rising interest rates.
Under these circumstances, the value of the obligation will decrease and the
Fund will suffer from the inability to invest in higher yielding securities.
U.S. government securities risk is the risk that the U.S. government will not
provide financial support to U.S. government agencies, instrumentalities or
sponsored enterprises if it is not obligated to do so by law.

COUNTERPARTY FAILURE RISK is the risk that an issuer of a security, or a bank or
other financial institution that has entered into a repurchase agreement, may
default on its payment obligations.

GUARANTOR (OR CREDIT ENHANCEMENT) RISK is the risk that changes in credit
quality of a U.S. or foreign bank, insurance company or other financial
institution could cause a Fund's investments in securities backed by guarantees,
letters of credit, insurance or other credit enhancements issued by such bank or
institution to decline in value.

MANAGEMENT RISK is the risk that a strategy used by the investment management
team may fail to produce the intended results.

LIQUIDITY RISK is the risk that a Fund will not be able to pay redemption
proceeds within the time periods described in this Prospectus because of unusual
market conditions, an unusually high volume of redemption requests or other
reasons.

YEAR 2000 RISK is the risk that a Fund's operations or value will be adversely
affected by the "Year 2000 Problem." (For more information, please see "Year
2000 Issues" on page 37.)

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Risks that apply primarily to the Municipal
Money Market, Tax-Exempt Money Market and
California Municipal Money Market Funds
- -------------------------------------------

PROJECT/INDUSTRIAL DEVELOPMENT BOND RISK is the risk that a Fund may be more
sensitive to an adverse economic, business or political development if it
invests more than 25% of its assets in municipal instruments the interest upon
which is paid solely from revenues of similar projects, or in industrial
development bonds.

TAX RISK is the risk that future legislative or administrative changes or court
decisions may materially affect the ability of a Fund to pay tax-exempt
dividends.

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Risks that apply primarily to the California
Municipal Money Market Fund
- --------------------------------------------

CALIFORNIA-SPECIFIC RISK is the risk that a Fund that invests more than 25% of
its assets in California municipal instruments will be more exposed to negative
political or economic factors in California than a Fund that invests more
widely.  California's economy is largely composed of high technology
manufacturing and services, including computer software, electronic
manufacturing and motion picture/television production, and other services,
entertainment and tourism, and both residential and commercial construction. The
exposure to these industries leaves California vulnerable to an economic
slowdown associated with business cycles. Furthermore, the state budget
continues to be under stress from mandated spending on education and the social
needs of a growing population.  From time to time California and its political
subdivisions have encountered financial difficulties.

NON-DIVERSIFICATION RISK is the risk that a non-diversified Fund may be more
susceptible to adverse financial, economic or other developments affecting any
single issuer, and more susceptible to greater losses because of these
developments.

More information about the risks of investing in the Funds is provided in
"Risks, Securities and Techniques" beginning on page 38 of this Prospectus. You
should carefully consider the risks discussed in this section and "Risks,
Securities and Techniques" before investing in a Fund.


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FUND PERFORMANCE

THE BAR CHARTS AND TABLES BELOW PROVIDE AN INDICATION OF THE RISKS OF INVESTING
IN A FUND BY SHOWING CHANGES IN THE PERFORMANCE OF A FUND FROM YEAR TO YEAR.

THE BAR CHARTS AND TABLES ASSUME REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS.  A
FUND'S PAST PERFORMANCE IS NOT NECESSARILY AN INDICATION OF HOW THE FUND WILL
PERFORM IN THE FUTURE.  PERFORMANCE REFLECTS EXPENSE LIMITATIONS THAT WERE IN
EFFECT DURING THE PERIODS PRESENTED.

IF EXPENSE LIMITATIONS WERE NOT IN PLACE, A FUND'S PERFORMANCE WOULD HAVE
BEEN REDUCED.  THE BAR CHART AND PERFORMANCE TABLE HAVE BEEN OMITTED FOR THE
TAX-EXEMPT MONEY MARKET FUND BECAUSE THE FUND HAD NOT COMMENCED OPERATIONS
AS OF THE DATE OF THE PROSPECTUS.


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                               MONEY MARKET FUND
- --------------------------------------------------------------------------------

CALENDAR YEAR TOTAL RETURN

1995           5.71%
1996           5.08%
1997           5.25%
1998           5.19%

Year to date total return for the nine months ended September 30, 1999: 3.50%


BEST AND WORST QUARTERLY PERFORMANCE
(for the periods ended December 31, 1998)

- ---------------------
Best Quarter Return:
- ---------------------
Q2 '95         1.44%

- ---------------------
Worst Quarter Return:
- ---------------------
Q2 '96         1.22%

AVERAGE ANNUAL TOTAL RETURN
(for the periods ended December 31, 1998)

                                                    1-YEAR    SINCE INCEPTION
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Money Market Fund (Inception 4/11/94)               5.19%          5.15%
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The 7-day yield for the Fund as of December 31, 1998: 4.81%.  You may call
1-800-595-9111 to obtain the current 7-day yield.


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                         U.S. GOVERNMENT MONEY MARKET FUND
- --------------------------------------------------------------------------------

CALENDAR YEAR TOTAL RETURN

1995           5.62%
1996           4.96%
1997           5.14%
1998           5.11%

Year to date total return for the nine months ended September 30, 1999: 3.41%


BEST AND WORST QUARTERLY PERFORMANCE:
(for the periods ended December 31, 1998)

- ---------------------
Best Quarter Return:
- ---------------------
Q2 '95         1.42%

- ---------------------
Worst Quarter Return:
- ---------------------
Q4 '98         1.18%

AVERAGE ANNUAL TOTAL RETURN
(for the periods ended December 31, 1998)

                                                    1-YEAR    SINCE INCEPTION
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Government Money
Market Fund (Inception 4/11/94)                     5.11%          5.05%
- --------------------------------------------------------------------------------

The 7-day yield for the Fund as of December 31, 1998: 4.56%.  You may call
1-800-595-9111 to obtain the current 7-day yield.

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                     U.S. GOVERNMENT SELECT MONEY MARKET FUND
- --------------------------------------------------------------------------------

CALENDAR YEAR TOTAL RETURN

1995           5.75%
1996           5.09%
1997           5.21%
1998           5.03%


Year to date total return for the nine months ended September 30, 1999: 3.37%


BEST AND WORST QUARTERLY PERFORMANCE:
(for the periods ended December 31, 1998)

- ---------------------
Best Quarter Return:
- ---------------------
Q2 '95         1.45%

- ---------------------
Worst Quarter Return:
- ---------------------
Q4 '98         1.17%

AVERAGE ANNUAL TOTAL RETURN
(for the periods ended December 31, 1998)


                                                    1-YEAR    SINCE INCEPTION
- --------------------------------------------------------------------------------
Government Select Money Market Fund
(Inception 12/12/94)                                5.03%          5.27%
- --------------------------------------------------------------------------------

The 7-day yield for the Fund as of December 31, 1998: 4.50%.  You may call
1-800-595-9111 to obtain the current 7-day yield.

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                          MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------

CALENDAR YEAR TOTAL RETURN

1995           3.64%
1996           3.18%
1997           3.27%
1998           3.09%


Year to date total return for the nine months ended September 30, 1999: 2.03%


BEST AND WORST QUARTERLY PERFORMANCE:
(for the periods ended December 31, 1998)

- ---------------------
Best Quarter Return:
- ---------------------
Q2 '95         0.95%

- ---------------------
Worst Quarter Return:
- ---------------------
Q1 '98         0.73%

AVERAGE ANNUAL TOTAL RETURN
(for the periods ended December 31, 1998)

                                                    1-YEAR    SINCE INCEPTION
- --------------------------------------------------------------------------------
Municipal Money Market Fund (Inception 4/11/94)     3.09%          3.21%
- --------------------------------------------------------------------------------

The 7-day yield for the Fund as of December 31, 1998: 3.21%.  You may call
1-800-595-9111 to obtain the current 7-day yield.


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                     CALIFORNIA MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------

CALENDAR YEAR TOTAL RETURN

1995           3.77%
1996           3.20%
1997           3.28%
1998           2.85%


Year to date total return for the nine months ended September 30, 1999: 1.85%


BEST AND WORST QUARTERLY PERFORMANCE:
(for the periods ended December 31, 1998)

- ---------------------
Best Quarter Return:
- ---------------------
Q2 '95         0.98%

- ---------------------
Worst Quarter Return:
- ---------------------
Q3 '98         0.68%


AVERAGE ANNUAL TOTAL RETURN
(for the periods ended December 31, 1998)

                                                    1-YEAR    SINCE INCEPTION
- --------------------------------------------------------------------------------
California Municipal Money Market Fund
(Inception 11/29/94)                                2.85%          3.29%
- --------------------------------------------------------------------------------

The 7-day yield for the Fund as of December 31, 1998: 2.98%.  You may call
1-800-595-9111 to obtain the current 7-day yield.


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FUND FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold
shares of the Funds.  Please note that the following information does not
reflect any charges which may be imposed by The Northern Trust Company, its
affiliates, correspondent banks and other institutions on their customers.  For
more information, please see "Account Policies and Other Information" on page
27.

<TABLE>
<CAPTION>

                                                                                        ANNUAL FUND OPERATING EXPENSES
                                     SHAREHOLDER FEES                                   (expenses that are deducted from
                                     (fees paid directly from your investment)          Fund assets)
                                     -------------------------------------------------  ----------------------------------------
                                                            SALES
                                        SALES              CHARGE                                                       TOTAL
                                       CHARGE              (LOAD)                                                      ANNUAL
                                       (LOAD)   DEFERRED   IMPOSED                                                      FUND
                                       IMPOSED    SALES      ON    REDEMPTION                   DISTRIBUTION  OTHER   OPERATING
                                         ON      CHARGE  REINVESTED   FEES    EXCHANGE MANAGEMENT  (12B-1)  EXPENSES  EXPENSES
FUND                                  PURCHASES  (LOAD) DISTRIBUTIONS <F1>      FEES      FEES      <F2>      <F3>      <F5>
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
Money Market                             None      None      None      None      None     0.60%     0.00%     0.29%     0.89%
- -------------------------------------------------------------------------------------------------------------------------------
Government Money Market                  None      None      None      None      None     0.60%     0.00%     0.31%     0.91%
- -------------------------------------------------------------------------------------------------------------------------------
Government Select Money Market           None      None      None      None      None     0.60%     0.00%     0.31%     0.91%
- -------------------------------------------------------------------------------------------------------------------------------
Tax-Exempt Money Market<F4>              None      None      None      None      None     0.60%     0.00%     0.32%     0.92%
- -------------------------------------------------------------------------------------------------------------------------------
Municipal Money Market                   None      None      None      None      None     0.60%     0.00%     0.29%     0.89%
- -------------------------------------------------------------------------------------------------------------------------------
California Municipal Money Market        None      None      None      None      None     0.60%     0.00%     0.31%     0.91%
- -------------------------------------------------------------------------------------------------------------------------------

</TABLE>




- ----------
Footnotes
- ----------

<F1> A fee of $15.00 may be applicable for each wire redemption.

<F2> During the last fiscal year the Funds did not pay any 12b-1 fees. The Funds
     do not expect to pay any 12b-1 fees during the current fiscal year. The
     maximum distribution fee is 0.25% of each Fund's average net assets under
     Northern Funds' Distribution and Service Plan.

<F3> These expenses include custodian, transfer agency and co-administration
     expenses as well as other customary Fund Expenses. The co-administrator is
     entitled to a co-administration fee of 0.15%, of which 0.09% is currently
     being waived voluntarily. Such waivers may be terminated at any time.

<F4> Since the Tax-Exempt Money Market Fund had not commenced operations as of
     the date of the Prospectus, "Other Expenses" is based on estimated amounts
     the Fund expects to pay during the current fiscal year.

<F5> As a result of voluntary fee reductions, waivers and reimbursements,
     "Management Fees," "Other Expenses" and "Total Fund Operating Expenses"
     which are actually incurred by the Funds are set forth below. The voluntary
     fee reductions, waivers and reimbursements may be terminated at any time at
     the option of the Investment Adviser. If this occurs, "Management Fees,"
     "Other Expenses" and "Total Fund Operating Expenses" may increase without
     shareholder approval.


                                                                      TOTAL
                                                                     ANNUAL
                                         DISTRIBUTION                 FUND
                              MANAGEMENT    (12B-1)      OTHER      OPERATION
FUND                             FEES        FEES       EXPENSES    EXPENSES
- -------------------------------------------------------------------------------
Money Market                    0.40%        0.00%       0.15%        0.55%
- -------------------------------------------------------------------------------
U.S. Government Money Market    0.40%        0.00%       0.15%        0.55%
- -------------------------------------------------------------------------------
U.S. Government Select
Money Market                    0.40%        0.00%       0.15%        0.55%
- -------------------------------------------------------------------------------
Tax-Exempt Money Market         0.40%        0.00%       0.15%        0.55%
- -------------------------------------------------------------------------------
Municipal Money Market          0.40%        0.00%       0.15%        0.55%
- -------------------------------------------------------------------------------
California Municipal
Money Market                    0.40%        0.00%       0.15%        0.55%
- -------------------------------------------------------------------------------

- -------
EXAMPLE
- -------

The following Example is intended to help you compare the cost of investing in a
Fund (without fee waivers and expense reimbursements) with the cost of investing
in other mutual funds.

The Example assumes that you invest $10,000 in a Fund for the time periods
indicated (with reinvestment of all dividends and distributions) and then redeem
all of your shares at the end of those periods.  The Example also assumes that
your investment has a 5% return each year and that a Fund's operating expenses
remain the same.  Although your actual costs may be higher or lower, based on
these assumptions your costs would be:


FUND                           ONE YEAR     3 YEARS     5 YEARS     10 YEARS
- -------------------------------------------------------------------------------
Money Market                      $91         $284        $493       $1,096
- -------------------------------------------------------------------------------
U.S. Government Money Market       93          290         504        1,120
- -------------------------------------------------------------------------------
U.S. Government Select
Money Market                       93          290         504        1,120
- -------------------------------------------------------------------------------
Tax-Exempt Money Market            94          295         N/A          N/A
- -------------------------------------------------------------------------------
Municipal Money Market             91          284         493        1,096
- -------------------------------------------------------------------------------
California Municipal Money Market  93          290         504        1,120
- -------------------------------------------------------------------------------

- ------------------
INVESTMENT ADVISER

The Northern Trust Company ("Northern Trust" or the "Investment Adviser"), an
Illinois state-chartered bank and member of the Federal Reserve System, serves
as investment adviser for the Funds.

The Investment Adviser is located at 50 S. LaSalle Street, Chicago, IL 60675 and
is a wholly-owned subsidiary of Northern Trust Corporation, a bank holding
company. As of September 30, 1999, Northern Trust Corporation and its
subsidiaries had approximately $33.7 billion in assets, $19.1 billion in
deposits and employed over 8,360 persons.

Northern Trust has for more than 100 years managed the assets of individuals,
charitable organizations, foundations and large corporate investors.  Northern
Trust and its affiliates administered in various capacities (including as master
trustee, investment manager or custodian) approximately $ 1.38 trillion of
assets as of September 30, 1999, including approximately $262.8 billion of
assets for which Northern Trust and its affiliates had investment management
responsibility.

Under its Advisory Agreement with Northern Funds, the Investment Adviser,
subject to the general supervision of Northern Funds' Board of Trustees, is
responsible for making investment decisions for the Funds and for placing
purchase and sale orders for portfolio securities.


- --------------
ADVISORY FEES

As compensation for its advisory services and its assumption of related
expenses, each Investment Adviser is entitled to an advisory fee, computed daily
and payable monthly, at annual rates set forth in the table below (expressed as
a percentage of each Fund's respective average daily net assets).  The table
also reflects the advisory fees (after voluntary fee waivers) paid by the
Funds, other than the Tax-Exempt Money Market Fund, for the fiscal year
ended March 31, 1999.


                                                          ADVISORY FEE PAID
                                         CONTRACTUAL       FOR FISCAL YEAR
FUND                                        RATE            ENDED 3/31/99
- -------------------------------------------------------------------------------
Money Market                                 0.60%               0.40%
- -------------------------------------------------------------------------------
U.S. Government Money Market                 0.60%               0.40%
- -------------------------------------------------------------------------------
U.S. Government Select Money Market          0.60%               0.40%
- -------------------------------------------------------------------------------
Tax-Exempt Money Market                      0.60%                 N/A
- -------------------------------------------------------------------------------
Municipal Money Market                       0.60%               0.40%
- -------------------------------------------------------------------------------
California Municipal Money Market            0.60%               0.40%
- -------------------------------------------------------------------------------


The difference between the contractual advisory fees and the actual
advisory fees paid by the Funds reflects that the Investment Adviser did not
charge the full amount of the advisory fees to which it was entitled.  The
Investment Adviser may discontinue or modify its voluntary limitations in the
future at its discretion.

- ----------------------------------
FUND MANAGEMENT AND OTHER SERVICES

The Investment Adviser employs a team approach to the investment management of
the Funds, relying upon investment professionals under the leadership of James
M. Snyder, Chief Investment Officer and Executive Vice President of Northern
Trust.

Northern Trust also serves as transfer agent ("Transfer Agent") and custodian
for each Fund. As Transfer Agent, Northern Trust performs various administrative
servicing functions, and any shareholder inquiries should be directed to it.
The fees that Northern Trust receives for its services in those capacities are
described in the Statement of Additional Information.  Northern Trust and PFPC
Inc., formerly First Data Investor Services Group, Inc. ("PFPC") act as co-
administrators for Northern Funds.  The fee that Northern Trust and PFPC
receives for their co-administrative services is described on pages 16-17 under
"Fund Fees and Expenses."


- ------------------------------
PURCHASING AND SELLING SHARES

- --------------------------------------------------------------------------------
                               PURCHASING SHARES
- --------------------------------------------------------------------------------
You may purchase shares directly from Northern Funds or, if you maintain certain
accounts, through Northern Trust and certain other institutions. If you have any
questions or need assistance in opening an investment account or purchasing
shares, call (800) 595-9111.

As of the date of this Prospectus, shares of the Tax-Exempt Money Market Fund
are not being offered. Please call (800) 595-9111 before investing to determine
availability.
- --------------------------------------------------------------------------------
                               OPENING AN ACCOUNT
- --------------------------------------------------------------------------------
DIRECTLY FROM THE FUNDS. You may open a shareholder account and purchase shares
directly from the Funds with a minimum initial investment per Fund of $2,500
($500 for an IRA; $250 under the Automatic Investment Plan; and $500 for
employees of Northern Trust and its affiliates). The minimum subsequent
investment is $50 (except for reinvestments of distributions for which there is
no minimum). The Funds reserve the right to waive these minimums.
For your convenience, there are a number of ways to invest directly in the
Funds:

- -------
By Mail
- -------
- -    Read this Prospectus carefully

- -    Complete and sign the Purchase Application

- -    Enclose a check or money order payable to Northern Funds

- -    If you are investing on behalf of a corporation or other entity, your
     Purchase Application must be accompanied by a certified corporate
     resolution (or other acceptable evidence of authority).

- -    Mail your check, corporate resolution (if needed) and completed Purchase
     Application to:

     Northern Funds
     P.O. Box 75986
     Chicago, Illinois 60675-5986

- -    For overnight delivery use the following address:
     801 South Canal Street
     Chicago, Illinois 60607
     Attn: Northern Funds

- -    For subsequent investments:

     -    Enclose your check with the return remittance portion of the
          confirmation of your previous investment; or
     -    Indicate on your check or a separate piece of paper your name, address
          and account number

All checks must be payable in U.S. dollars and drawn on a bank located in the
United States. Cash and third party checks are not acceptable.

- -------
By Wire
- -------
TO OPEN A NEW ACCOUNT:

- -    Call (800) 595-9111 for instructions

- -    Complete a Purchase Application and send it to:

     Northern Funds
     P.O. Box 75986
     Chicago, IL 60675-5986

TO ADD TO AN EXISTING ACCOUNT:

- -    Have your bank wire Federal funds to:

     The Northern Trust Company
     Chicago, Illinois
     ABA Routing No. 0710-00152
     (Reference 10 Digit Fund Account No.)
     (Reference Shareholder's Name)

- -----------------
By Direct Deposit
- -----------------
TO PURCHASE ADDITIONAL SHARES:

- -    Determine if your employer has direct deposit capabilities through the
     Automated Clearing House ("ACH")

- -    Have your employer send payments to:
     ABA Routing No. 0710-00152
     (Reference 10 Digit Fund Account No.)
     (Reference Shareholder's Name)

- -    The minimum periodic investment for direct deposit is $50

- -----------------------
By Automatic Investment
- -----------------------
TO OPEN A NEW ACCOUNT:

- -    Complete a Purchase Application, including the Automatic Investment section

- -    Send it to:

     Northern Funds
     P.O. Box 75986
     Chicago, IL 60675-5986

- -    The minimum initial investment is $250; $50 for monthly minimum additions

TO ADD TO AN ACCOUNT:

- -    Call (800) 595-9111 to obtain an Automatic Investment Plan Application

- -    The minimum for automatic investment additions is $50

If you discontinue participation in the plan, the Funds reserve the right to
redeem the investor's account involuntarily, upon 30 days written notice, if the
account's net asset value is $1,000 or less. Involuntary redemptions will not be
made if the value of shares in an account falls below the minimum amount solely
because of a decline in the Fund's net asset value.

- ------------------------
By Directed Reinvestment
- ------------------------
You may elect to have your income dividends and capital gains distributions
automatically invested in another Northern Fund.

- -    Complete the Distribution Options section on the Purchase Application

- -    Reinvestments can only be directed to an existing Northern Funds account
     (which must meet the minimum investment requirement)

- -----------
By Exchange
- -----------
You may open a new account or add to an existing account by exchanging shares of
one Fund for shares of any other Fund offered by Northern Funds. See "Selling
Shares - By Exchange" on page 25.

THROUGH NORTHERN TRUST AND OTHER INSTITUTIONS
If you have an account with Northern Trust, you may purchase Northern Funds
shares through Northern Trust. You may also purchase shares through other
institutions (together with Northern Trust, "Service Organizations") that have
entered into agreements with Northern Funds. To determine whether you may
purchase shares through your institution, contact your institution directly or
call (800) 595-9111. Northern Trust or another Service Organization may impose
charges against your account which will reduce the net return on an investment
in a Fund. These charges may include asset allocation fees, account maintenance
fees, sweep fees, compensating balance requirements or other charges based upon
account transactions, assets or income.

- -----------
By Internet
- -----------
You may initiate transactions between Northern Trust banking and Northern Funds
accounts by using Northern Trust Private Passport. For details and to sign up
for this service, go to www.northerntrust.com/privatepassport or contact your
relationship manager.

- -------------------------------------------------------------------------------
                                 SELLING SHARES
- -------------------------------------------------------------------------------

REDEEMING AND EXCHANGING DIRECTLY FROM THE FUNDS
If you purchased Northern Funds directly or, if you purchased your shares
through an account at Northern Trust or another Service Organization and you
appear on Northern Funds records as the registered holder, you may redeem all or
part of your shares using one of the methods described below.

- -------
By Mail
- -------
SEND A WRITTEN REQUEST TO:
     Northern Funds
     P.O. Box 75986
     Chicago, Illinois 60675-5986

THE REDEMPTION REQUEST MUST INCLUDE:

- -    The number of shares or the dollar amount to be redeemed

- -    The Fund account number

- -    A signature guarantee is also required if:
     - The proceeds are to be sent elsewhere than the address of record, or
     - The redemption amount is greater than $50,000

- -------
By Wire
- -------
If you authorize wire redemptions on your Purchase Application, you can redeem
shares and have the proceeds sent by Federal wire transfer to a previously
designated account.

- -    You will be charged $15 for each wire redemption unless the designated
     account is maintained at Northern Trust or an affiliated bank

- -    Call the Transfer Agent at (800) 595-9111 for instructions

- -    The minimum amount that may be redeemed by this method is $250

- --------
By Check
- --------
If you authorize the checkwriting privilege on your Purchase Application, you
may redeem shares of the  Funds by check in amounts of $250 or more. If your
account is already open:

- -    Call (800) 595-9111 for the appropriate form

- -    The application must be signed by each person whose name appears on the
     account and must be accompanied by a signature guarantee

- -    Dividends are earned until the check clears the Transfer Agent

- -    Checks you write will not be returned to you, although copies are available
     upon request

- -    A fee of $20 will be charged to the account if there are insufficient funds
     to cover the amount of your redemption by check

- -    To place a stop payment request, call (800) 595-9111. A $20 fee will be
     charged to the account

- -    You may not use checks to close an account or redeem shares purchased
     within the past fifteen days

- ------------------------
By Systematic Withdrawal
- ------------------------
If you own shares of a Fund with a minimum value of $10,000, you may elect to
have a fixed sum redeemed at regular intervals and distributed in cash or
reinvested in one or more other Northern Funds.

- -    Call (800) 595-9111 for an application form and additional information

- -    The minimum amount is $250 per withdrawal

- -----------
By Exchange
- -----------
Northern Funds offers you the ability to exchange shares of one Northern Fund
for another Fund in the Northern Funds family.

- -    When opening an account, complete the Exchange Privilege section of the
     Purchase Application or, if your account is already opened, send a written
     request to:

     Northern Funds
     P.O. Box 75986
     Chicago, IL 60675-5986

- -    Shares being exchanged must have a value of at least $1,000 ($2,500 if a
     new account is being established by the exchange)

- -    Call (800) 595-9111 for more information

- ------------
By Telephone
- ------------
If you authorize the telephone privilege on your Purchase Application, you may
redeem Northern Funds shares by phone.

- -    If your account is already opened, send a written request to:

     Northern Funds
     P.O. Box 75986
     Chicago, IL 60675-5986

- -    The request must be signed by each owner of the account and must be
     accompanied by signature guarantees

- -    Call (800) 595-9111 to use the telephone privilege

- -    During periods of unusual economic or market activity, telephone
     redemptions may be difficult to implement. In such event, shareholders
     should follow the procedures outlined on page 24 under "Selling Shares _ By
     Mail"

- -----------
By Internet
- -----------
You may initiate transactions between Northern Trust banking and Northern Funds
accounts by using Northern Trust Private Passport. For details and to sign up
for this service, go to www.northerntrust.com/privatepassport or contact your
relationship manager.

REDEEMING AND EXCHANGING THROUGH
NORTHERN TRUST AND OTHER INSTITUTIONS
If you purchased your Northern Funds shares through an account at Northern Trust
or another Service Organization, you may redeem or exchange your shares
according to the instructions pertaining to that account.

- -    Although Northern Funds imposes no charges when you redeem, when shares are
     purchased through Northern Trust or another Service Organization, a fee may
     be charged by those institutions for providing services in connection with
     your account

- -    Contact your account representative at Northern Trust or other Service
     Organization for more information about redemptions or exchanges





- ---------------------------------------
ACCOUNT POLICIES AND OTHER INFORMATION

CALCULATING SHARE PRICE. Northern Funds issues shares and redeems shares at net
asset value ("NAV"). The NAV for each Fund is calculated by dividing the value
of the Fund's net assets by the number of the Fund's outstanding shares. The NAV
is calculated on each Business Day as of 1:00 p.m., Chicago time, for each Fund.
The NAV used in determining the price of your shares is the one calculated after
your purchase, exchange or redemption order is received and accepted as
described below.

The Funds seek to maintain an NAV of $1.00 per share by valuing the obligations
held by the Funds at amortized cost in accordance with SEC regulations.
Amortized cost will normally approximate market value.

TIMING OF PURCHASE REQUESTS. Requests accepted by the Transfer Agent or other
authorized intermediary by 1:00 p.m., Chicago time, on any Business Day will be
executed the same day, at that day's closing share price provided that either:

- -    The order is in proper form as described under "Purchasing and Selling
     Shares" and payment in immediately available funds has been received by the
     Transfer Agent;

- -    The order is placed by Northern Trust or a Service Organization and payment
     in Federal or other immediately available funds is to be made by the close
     of the same Business Day; or

- -    The order is accepted by an authorized intermediary and payment in Federal
     or other immediately available funds is to be made by the close of the same
     Business Day in accordance with procedures acceptable to Northern Funds.

Orders received by the Transfer Agent that are accompanied by payment in any
form other than immediately available funds will not be executed until payment
is converted to Federal funds, which normally occurs within two Business Days
after receipt.

SOCIAL SECURITY/TAX IDENTIFICATION NUMBER. Federal regulations require you to
provide a Social Security or other certified taxpayer identification number when
you open or reopen an account. Purchase Applications without such a number or an
indication that a number has been applied for will not be accepted. If you have
applied for a number, the number must be provided and certified within 60 days
of the date of the Purchase Application.

IN-KIND PURCHASES AND REDEMPTIONS. Northern Funds reserves the right to accept
payment for shares in the form of securities that are permissible investments
for a Fund. Northern Funds also reserves the right to pay redemptions by a
distribution "in-kind" of securities (instead of cash) from a Fund. See the
Statement of Additional Information for further information about the terms of
these purchases and redemptions.

MISCELLANEOUS PURCHASE INFORMATION.

- -    You will be responsible for all losses and expenses of a Fund in the event
     of any failure to make payment according to the procedures outlined in this
     Prospectus. Northern Trust may redeem shares from any account it maintains
     to protect the Funds and Northern Trust against loss. In addition, a $20
     charge will be imposed if a check does not clear.

- -    You may initiate transactions between Northern Trust banking and Northern
     Funds accounts by using Northern Trust Private Passport. For additional
     details, please visit our website at www.northerntrust.com/privatepassport
     or contact your relationship manager.

- -    Northern Funds reserves the right to reject any pur-chase order. The Funds
     also reserve the right to change or discontinue any of their purchase
     procedures.

- -    In certain circumstances, Northern Funds may advance the time by which
     purchase orders must be received. See "Early Closings" on page 30.

- -    Northern Funds may reproduce this Prospectus in an electronic format which
     may be available on the Internet. If you have received this Prospectus in
     its electronic format you, or your representative, may contact the Transfer
     Agent for a free paper copy of this Prospectus by writing to the Northern
     Funds Center at P.O. Box 75986, Chicago, IL 60675-5986, calling (800) 595-
     9111 or sending an e-mail to: [email protected].

TIMING OF REDEMPTION AND EXCHANGE REQUESTS.  Redemption and exchange requests
received in good order by the Transfer Agent or other authorized intermediary on
a Business Day by 1:00 p.m., Chicago time, will be executed on the same day. The
redemption or exchange will be effected at that day's closing share price.

Good order means that the request must include the following information:

- -    The account number and Fund name

- -    The amount of the transaction, in dollar amount or number of shares

- -    The signature of all account owners exactly as they are registered on the
     account (except for online, telephone and wire redemptions)

- -    Required signature guarantees, if applicable

- -    Other supporting legal documents that might be required in the case of
     estates, corporations, trusts and certain other accounts. Call (800) 595-
     9111 for more information about documentation that may be required of these
     entities

In certain circumstances, Northern Funds may advance the time by which
redemption and exchange orders must be received. See "Early Closings" on page
30.

PAYMENT OF REDEMPTION PROCEEDS. If a redemption request is received by the
Transfer Agent in good order by 1:00 p.m., Chicago time, on a Business Day, the
proceeds will normally be sent on the next Business Day, unless payment in
immediately available funds on the same Business Day is requested. Proceeds for
redemption orders received on a non-Business Day will normally be sent on the
second Business Day after receipt in good order. However, if any portion of the
shares to be redeemed represents an investment made by check, the Funds may
delay the payment of the redemption proceeds until the check has cleared and
collected. This may take up to fifteen days from the purchase date.

MISCELLANEOUS REDEMPTION INFORMATION. All redemption proceeds will be sent by
check unless the Transfer Agent is directed otherwise. Redemption proceeds may
also be wired. A redemption request may not be processed if a shareholder has
failed to submit a completed and properly executed Purchase Application.

- -    Northern Funds reserves the right to redeem shares held by any shareholder
     who provides incorrect or incomplete account information or when such
     involuntary redemptions are necessary to avoid adverse consequences to the
     Fund and its shareholders.

- -    Northern Funds may require any information reasonably necessary to ensure
     that a redemption has been duly authorized.

- -    Northern Funds reserves the right, on 60 days' written notice, to redeem
     the shares held in any account if, at the time of redemption, the net asset
     value of the remaining shares in the account falls below $1,000.
     Involuntary redemptions will not be made if the value of shares in an
     account falls below the minimum solely because of a decline in a Fund's net
     asset value.

- -    You may initiate transactions between Northern Trust banking and Northern
     Funds accounts by using Northern Trust Private Passport. For additional
     details, please visit our website at www.northerntrust.com/privatepassport
     or contact your relationship manager.

- -    Northern Funds reserves the right to change or discontinue any of its
     redemption procedures.

- -    Northern Funds reserves the right to defer crediting, sending or wiring
     redemption proceeds for up to seven days (or such longer period permitted
     by the SEC) after receiving the redemption order if, in its judgment, an
     earlier payment could adversely affect a Fund.

EXCHANGE PRIVILEGES. You may exchange shares of one Northern Fund for another
only if the registration of both accounts is identical. An exchange is a
redemption of shares of one Fund and the purchase of shares of another Fund. It
is considered a taxable event and may result in a gain or loss. Northern Funds
reserves the right, at any time without prior notice to suspend, limit or
terminate the exchange privilege of any shareholder who makes more than eight
exchanges of shares in a year and/or two exchanges of shares in a calendar
quarter. Northern Funds may also modify or terminate the exchange privilege with
respect to any or all shareholders, and may reject any exchange request.

Exchanges are only available in states where an exchange can legally be made.
Before making an exchange you should read the Prospectus for the shares you are
acquiring.

TELEPHONE TRANSACTIONS. For your protection, telephone requests are recorded in
order to verify their accuracy. In addition, the Transfer Agent has adopted
procedures in an effort to establish reasonable safeguards against fraudulent
telephone transactions. If reasonable measures are taken to verify that
telephone instructions are genuine, Northern Funds and its service providers
will not be responsible for any loss resulting from fraudulent or unauthorized
instructions received over the telephone. In these circumstances, shareholders
will bear the risk of loss. During periods of unusual market activity, you may
have trouble placing a request by telephone. In this event, consider sending
your request in writing.

The proceeds of redemption orders received by telephone will be sent by check,
wire or transfer according to proper instructions. All checks will be made
payable to the shareholder of record and mailed only to the shareholder's
address of record.

Northern Funds reserves the right to refuse a telephone redemption.

MAKING CHANGES TO YOUR ACCOUNT INFORMATION. You may make changes to wiring
instructions, address of record or other account information only in writing.
These instructions must be accompanied by a signature guarantee from an
institution participating in the Stock Transfer Agency Medallion Program
("STAMP"), or other acceptable evidence of authority. Additional requirements
may be imposed. In accordance with SEC regulations, the Funds and Transfer Agent
may charge a shareholder reasonable costs in locating a shareholder's current
address.

SIGNATURE GUARANTEES. If a signature guarantee is required, it must be from an
institution participating in STAMP, or other acceptable evidence of authority
must be provided. Additional requirements may be imposed by Northern Funds. In
addition to the situations described in this Prospectus, Northern Funds may
require signature guarantees in other circumstances based on the amount of a
redemption request or other factors.

BUSINESS DAY. A "Business Day" is each Monday through Friday when Northern Trust
or the New York Stock Exchange (the "Exchange") is open for business. In 1999
the Funds will be closed on the following holidays: New Year's Day, Martin
Luther King, Jr. Day, Presidents' Day, Memorial Day, Independence Day, Labor
Day, Thanksgiving and Christmas Day.

EARLY CLOSINGS. Northern Funds reserve the right to cease, or to advance the
time for, accepting purchase, redemption or exchange orders for same Business
Day credit when Northern Trust or the Exchange closes early as a result of
unusual weather or other conditions. They also reserve this right when The Bond
Market Association recommends that securities markets close or close early.

AUTHORIZED INTERMEDIARIES. Northern Funds may authorize certain financial
intermediaries (including banks, trust companies, brokers and investment
advisers), which provide recordkeeping, reporting and processing services, to
accept purchase, redemption and exchange orders from their customers on behalf
of the Funds. These financial intermediaries may also designate other
intermediaries to accept such orders, if approved by the Funds. Authorized
intermediaries are responsible for transmitting orders and delivering funds on a
timely basis. A Fund will be deemed to have received an order when the order is
accepted by the authorized intermediary on a Business Day, and the order will be
priced at the Fund's per share NAV next determined.

SERVICE ORGANIZATIONS. Northern Funds may enter into agreements with Service
Organizations such as banks, corporations, broker/dealers and other financial
institutions, including Northern Trust, concerning the provision of support
and/or distribution services to their customers who own Fund shares. These
services may include:

- -    support services such as assisting investors in processing purchase,
     exchange and redemption requests;

- -    processing dividend and distribution payments from the Funds;

- -    providing information to customers showing their positions in the Funds;
     and

- -    providing subaccounting with respect to Fund shares beneficially owned by
     customers or the information necessary for subaccounting.

In addition, Service Organizations may provide assistance, such as the
forwarding of sales literature and advertising to their customers, in connection
with the distribution of Fund shares.

For their services, Service Organizations may receive fees from a Fund at annual
rates of up to 0.25% of the average daily net asset value of the shares covered
by their agreements. Because these fees are paid out of the Funds' assets on an
on-going basis, they will increase the cost of your investment in the Funds. In
addition, Northern Trust may provide compensation to certain dealers and other
financial intermediaries who provide services to their customers who invest in
Northern Funds or whose customers purchase significant amounts of a Fund's
shares. The amount of such compensation may be made on a one-time and/or
periodic basis, and may represent all or a portion of the annual fees earned by
Northern Trust as Investment Adviser (after adjustments). This additional
compensation will be paid by Northern Trust or its affiliates and will not
represent an additional expense to Northern Funds or its shareholders.

Service Organizations may also charge their customers fees for providing
administrative services in connection with investments in a Fund. Investors
should contact their Service Organizations with respect to these fees and the
particular Service Organization's procedures for purchasing and redeeming
shares. It is the responsibility of Service Organizations to transmit purchase
and redemption orders and record those orders on a timely basis in accordance
with their agreements with their customers.

Conflict-of-interest restrictions may apply to the receipt of compensation paid
by Northern Funds in connection with the investment of fiduciary funds in Fund
shares. Institutions, including banks regulated by the Comptroller of the
Currency, Federal Reserve Board and state banking commissions, and investment
advisers and other money managers subject to the jurisdiction of the SEC, the
Department of Labor or state securities commissions, are urged to consult their
legal counsel before entering into agreements with Northern Funds.

State securities laws regarding the registration of dealers may differ from
Federal law. As a result, Service Organizations investing in the Funds on behalf
of their customers may be required to register as dealers.

Agreements that contemplate the provision of distribution services by Service
Organizations are governed by a Distribution and Service Plan (the "Plan") that
has been adopted by Northern Funds pursuant to Rule 12b-1 under the 1940 Act.
Payments to Service Organizations, including Northern Trust, under the Plan are
not tied directly to their own out-of-pocket expenses and therefore may be used
as they elect (for example, to defray their overhead expenses), and may exceed
their direct and indirect costs.

SHAREHOLDER COMMUNICATIONS.  Shareholders of record will be provided each year
with a semiannual report showing portfolio investments and other information as
of September 30 and, after the close of the Funds' fiscal year on March 31, with
an annual report containing audited financial statements.  If you have consented
to the delivery of a single copy of the shareholder reports, prospectuses or (if
and when permitted by law) proxy or information statements to all shareholders
who share the same mailing address with your account, you may revoke your
consent at any time by contacting the Northern Funds Center by phone at (800)
595-9111 or by mail at Northern Funds, P.O. Box 75986, Chicago, IL  60675-5986.
You may also send an e-mail to [email protected].  The Funds will begin
sending individual copies to you within 30 days after receipt of your
revocation.



- ----------------------------
DIVIDENDS AND DISTRIBUTIONS

DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS OF EACH FUND ARE AUTOMATICALLY
REINVESTED IN ADDITIONAL SHARES OF THE SAME FUND WITHOUT ANY SALES CHARGE OR
ADDITIONAL PURCHASE PRICE AMOUNT.

You may, however, elect to have dividends or capital gain distributions (or
both) paid in cash or reinvested in shares of another Northern Fund at their net
asset value per share. If you would like to receive dividends or distributions
in cash or have them reinvested in another Northern Fund, you must notify the
Transfer Agent in writing. This election will become effective for distributions
paid two days after its receipt by the Transfer Agent. Dividends and
distributions may only be reinvested in a Northern Fund in which you maintain an
account.

Each Fund's net investment income is declared as a dividend on each Business Day
and paid monthly. Dividends will also be paid promptly upon a total redemption
of shares in an account not subject to a standing order for the purchase of
additional shares. Net investment income includes interest accrued on the Fund's
assets less the Fund's estimated expenses. Net realized short-term capital gains
may be distributed from time to time during Northern Funds' fiscal year (but not
less frequently than annually). The Funds do not expect to realize net long-term
capital gains. Shares begin earning dividends on the day an order is executed if
payment in immediately available funds is received by Northern Funds by the time
designated on page 22 under "Purchasing and Selling Shares." Otherwise, shares
begin earning dividends on the day payment in Federal or other immediately
available funds is received.

- -------------------
TAX CONSIDERATIONS

Each Fund contemplates declaring as dividends each year all or substantially all
of its taxable income, including its net capital gain (excess of long-term
capital gain over short-term capital loss). Fund distributions will generally be
taxable as ordinary income, except as discussed below. You will be subject to
income tax on Fund distributions regardless of whether they are paid in cash or
reinvested in additional shares. You will be notified annually of the tax status
of distributions to you. The one major exception to these tax principles is that
distributions on shares held in an IRA (or other tax-qualified plan) will not be
currently taxable.

If you (a) have provided either an incorrect Social Security Number or Taxpayer
Identification Number or no number at all, (b) are subject to withholding by the
Internal Revenue Service for prior failure to properly include on your return
payments of interest or dividends, or (c) have failed to certify to Northern
Funds, when required to do so, that you are not subject to backup withholding or
are an "exempt recipient," then Northern Funds will be required in certain cases
to withhold and remit to the U.S. Treasury 31% of the dividends and
distributions payable to you.

There are certain tax requirements that the Funds must follow in order to avoid
Federal taxation. In their efforts to adhere to these requirements, the Funds
may have to limit their investment activity in some types of instruments.

MUNICIPAL MONEY MARKET, TAX-EXEMPT MONEY MARKET AND CALIFORNIA MUNICIPAL MONEY
MARKET FUNDS. The Municipal Money Market and California Municipal Money Market
Funds (the "Municipal Funds") and the Tax-Exempt Money Market Fund expect to pay
"exempt-interest dividends" that are generally exempt from regular Federal
income tax. However, a portion of the exempt interest dividends paid by the Tax-
Exempt Money Market Fund may be, and a portion of the dividends paid by the
Municipal Funds generally will be, an item of tax preference for purposes of
determining Federal alternative minimum tax liability. Exempt-interest dividends
will also be considered along with other adjusted gross income in determining
whether any Social Security or railroad retirement payments received by you are
subject to Federal income taxes.

Except as stated below, you may be subject to state and local taxes on Fund
distributions and redemptions. State income taxes may not apply, however, to the
portions of each Fund's distributions, if any, that are attributable to interest
on certain types of Federal securities or interest on securities issued by the
particular state or municipalities within the state.

The California Municipal Money Market Fund expects to pay dividends that are
generally exempt from California personal income tax. This exemption will apply,
however, only to dividends that are derived from interest paid on California
municipal instruments, or on certain Federal obligations. In addition, dividends
paid by this Fund will be subject to state franchise and corporate income taxes,
if applicable.

In all cases, distributions, if any, derived from net long-term capital gains
will generally be taxable to you as long-term capital gains, and any dividends
derived from short-term capital gains and taxable interest income will be
taxable to you as ordinary income.

If you receive an exempt-interest dividend with respect to any share and the
share is held for six months or less, any loss on the sale or exchange of the
share will be disallowed to the extent of the dividend amount. Interest on
indebtedness incurred by a shareholder to purchase or carry shares of the
Municipal Funds or the Tax-Exempt Money Market Fund generally will not be
deductible for Federal income tax purposes.

CONSULT YOUR TAX PROFESSIONAL. Your investment in the Funds could have
additional tax consequences. You should consult your tax professional for
information regarding all tax consequences applicable to your investments in the
Funds. More tax information is provided in the Statement of Additional
Information. This short summary is not intended as a substitute for careful tax
planning.



- ----------
TAX TABLE

You may find it particularly useful to compare the tax-free yields of the
Municipal Funds to the equivalent yields from taxable investments.  For an
investor in a low tax bracket, it may not be helpful to invest in a tax-exempt
investment if a higher after-tax yield can be achieved from a taxable
instrument.

The table below illustrates the difference between hypothetical tax-free yields
and tax-equivalent yields for different tax brackets.  You should be aware,
however, that tax brackets can change over time and that your tax adviser should
be consulted for specific yield calculations.

<TABLE>
<CAPTION>

                                                                                   TAX EXEMPT YIELDS
                                                           -------------------------------------------------------------------
               TAXABLE INCOME                   FEDERAL     2.00%     3.00%     4.00%     5.00%     6.00%     7.00%     8.00%
- ---------------------------------------------- MARGINAL    -------------------------------------------------------------------
  SINGLE RETURN            JOINT RETURN        TAX RATE                        EQUIVALENT TAXABLE YIELDS
- ------------------------------------------------------------------------------------------------------------------------------
<S>                      <C>                      <C>       <C>       <C>       <C>       <C>      <C>      <C>       <C>
$0 - $  25,750           $0 - $ 43,050            15%       2.35%     3.53%     4.71%     5.88%    7.06%      8.24%     9.41%
- ------------------------------------------------------------------------------------------------------------------------------
$  25,751 - $  62,450    $ 43,051 - $104,050      28%       2.78%     4.17%     5.56%     6.94%    8.33%      9.72%    11.11%
- ------------------------------------------------------------------------------------------------------------------------------
$  62,451 - $130,250     $104,051 - $158,550      31%       2.90%     4.35%     5.80%     7.25%    8.70%     10.14%    11.59%
- ------------------------------------------------------------------------------------------------------------------------------
$130,251 - $283,150      $158,551 - $283,150      36%       3.13%     4.69%     6.25%     7.81%    9.38%     10.94%    12.50%
- ------------------------------------------------------------------------------------------------------------------------------
Over $283,151            Over $283,151          39.8%       3.31%     4.97%     6.62%     8.28%    9.93%     11.59%    13.25%
- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

The tax-exempt yields used here are hypothetical and no assurance can be made
that the Funds will attain any particular yield.  A Fund's yield fluctuates as
market conditions change.  The tax brackets and related yield calculations are
based on the 1999 Federal marginal tax rates indicated in the table.  The table
does not reflect the phase out of personal exemptions and itemized deductions
which will apply to certain higher income taxpayers.  In addition, the brackets
do not take into consideration the California state personal income
tax or any other state tax.

- -----------------
YEAR 2000 ISSUES

Like every other business dependent upon computerized information processing,
Northern Trust Corporation must deal with `Year 2000' issues.

Many computer systems use two digits rather than four to identify the year.
Unless adapted, these systems may not be able to correctly distinguish the Year
2000 from the Year 1900. As the Year 2000 arrives, many systems may be unable to
accurately process certain date-based information, which could cause a variety
of operational problems for businesses. This could have a negative effect on the
companies in which the Funds invest, thus hurting the Funds' investment returns.

Northern Trust Corporation has implemented steps to prepare its mission-critical
computer systems and processes for Year 2000 processing. It has established a
dedicated Year 2000 Project Team whose members have significant systems
development and maintenance experience.  Northern Trust Corporation's Year 2000
project included a comprehensive testing plan of its mission-critical systems.
Northern Trust Corporation has advised Northern Funds that it has completed work
on its mission-critical systems and testing with significant outside parties.

Northern Trust Corporation also instituted a program to monitor and assess the
efforts of other parties, such as other service providers to the Fund.  However,
it cannot control the success of those other parties' efforts. Contingency plans
have been established where believed necessary to provide Northern Trust
Corporation with alternatives in case these entities experience significant Year
2000 difficulties that impact Northern Trust Corporation.

Furthermore, even if the actions taken by Northern Trust Corporation are
successful, the normal operations of the Funds may, in any event, be disrupted
significantly by the failure of communications and public utility companies,
governmental entities, financial processors or others to perform their services
as a result of Year 2000 problems.

Efforts in foreign countries to remediate potential Year 2000 problems are not
as extensive as those in the United States. As a result, the operations of
foreign markets, foreign issuers and foreign governments may be disrupted by the
Year 2000 problem and the investment portfolio of a Fund may be adversely
affected.


- ---------------------------------
RISKS, SECURITIES AND TECHNIQUES

Additional Information on Fund Strategies, Risks, Securities and Techniques


THIS SECTION TAKES A CLOSER LOOK AT SOME OF THE FUNDS' PRINCIPAL INVESTMENT
STRATEGIES AND RELATED RISKS. IT ALSO EXPLORES THE VARIOUS INVESTMENT SECURITIES
AND TECHNIQUES THAT THE INVESTMENT MANAGEMENT TEAM MAY USE. THE FUNDS MAY INVEST
IN OTHER SECURITIES AND ARE SUBJECT TO FURTHER RESTRICTIONS AND RISKS WHICH ARE
DESCRIBED IN THE STATEMENT OF ADDITIONAL INFORMATION. YOU SHOULD NOTE THAT A
FUND'S INVESTMENT OBJECTIVE MAY BE CHANGED BY NORTHERN FUNDS' BOARD OF TRUSTEES
WITHOUT SHAREHOLDER APPROVAL. SHAREHOLDERS WILL, HOWEVER, BE NOTIFIED OF ANY
CHANGES. ANY SUCH CHANGE MAY RESULT IN A FUND HAVING AN INVESTMENT OBJECTIVE
DIFFERENT FROM THE OBJECTIVE WHICH THE SHAREHOLDER CONSIDERED APPROPRIATE AT THE
TIME OF INVESTMENT IN THE FUND.

- ---------------------------------------
Additional Information on Principal
Investment Strategies and Related Risks
- ---------------------------------------

CALIFORNIA MUNICIPAL INSTRUMENTS. The investments of the California Municipal
Money Market Fund in California municipal instruments raise special
considerations. Payment of the interest on and the principal of these
instruments is dependent upon the continuing ability of issuers of California
municipal instruments to meet their obligations.

Investment strategy. Under normal market conditions, at least 65% of the value
of the California Municipal Money Market Fund's total assets will be invested in
California municipal instruments. Consequently, the Fund is more susceptible to
factors adversely affecting issuers of California municipal instruments, and may
be riskier than comparable funds that do not emphasize these issuers to this
degree.

SPECIAL RISKS. The California Municipal Money Market Fund's investments will be
affected by political and economic developments within the State of California
(the "State"), and by the financial condition of the State, its public
authorities and political subdivisions. After suffering a severe recession in
the early 1990's which caused the State to experience financial difficulties,
California's economy entered a sustained recovery since late 1993 and the
State's budget has been returned to a positive balance. California's long-term
credit rating has been raised after being reduced during the recession. To
respond to its own revenue shortfalls during the recession, the State reduced
assistance to its public authorities and political subdivisions. Cutbacks in
state aid could further adversely affect the financial condition of cities,
counties and education districts which are subject to their own fiscal
constraints. California voters in the past have passed amendments to the
California Constitution and other measures that limit the taxing and spending
authority of California governmental entities, and future voter initiatives
could result in adverse consequences affecting California municipal instruments.
Also, the ultimate fiscal effect of Federally-mandated reform of welfare
programs on the State and its local governments is still to be resolved. These
factors, among others (including the outcome of related pending litigation),
could reduce the credit standing of certain issuers of California municipal
instruments.

In addition to the risk of nonpayment of California municipal instruments, if
these obligations decline in quality and are downgraded by a Nationally
Recognized Statistical Rating Organization, they may become ineligible for
purchase by the Fund. Since there are large numbers of buyers of these
instruments, the supply of California municipal instruments that are eligible
for purchase by the California Municipal Money Market Fund could become
inadequate at certain times.

A more detailed description of special factors affecting investments in
California municipal instruments is provided in the Statement of Additional
Information.

FOREIGN INVESTMENTS. The Money Market Fund may invest in the U.S. dollar-
denominated obligations issued or guaranteed by one or more foreign governments
or any of their political subdivisions, agencies or instrumentalities, foreign
commercial banks and foreign branches of U.S. banks. It may also invest in U.S.
dollar-denominated commercial paper and other obligations of foreign issuers.
Investment strategy. Investments by the Money Market Fund in foreign issuer
obligations will not exceed 50% of the Fund's total assets measured at the time
of purchase.

Special risks. Foreign securities involve special risks and costs. Foreign
securities, and in particular foreign debt securities, are sensitive to changes
in interest rates. In addition, investment in the securities of foreign
governments involves the risk that foreign governments may default on their
obligations or may otherwise not respect the integrity of their debt.

Investment in foreign securities may involve higher costs than investment in
U.S. securities, including higher transaction and custody costs as well as the
imposition of additional taxes by foreign governments. Foreign investments may
also involve risks associated with less complete financial information about the
issuers, less market liquidity, more market volatility and political
instability. Future political and economic developments, the possible imposition
of withholding taxes on dividend income, the possible seizure or nationalization
of foreign holdings, or the adoption of other governmental restrictions might
adversely affect an investment in foreign securities. Additionally, foreign
banks and foreign branches of domestic banks may be subject to less stringent
reserve requirements, and to different accounting, auditing and recordkeeping
requirements.

- ------------------------------------------
Additional Descriptions of Securities and
Common Investment Techniques
- ------------------------------------------
ASSET-BACKED SECURITIES. Asset-backed securities are sponsored by entities such
as government agencies, banks, financial companies and commercial or industrial
companies. They represent interests in pools of mortgages or other cash-flow
producing assets such as automobile loans, credit card receivables and other
financial assets. In effect, these securities "pass through" the monthly
payments that individual borrowers make on their mortgages or other assets net
of any fees paid to the issuers. Examples of these include guaranteed mortgage
pass-through certificates, collateralized mortgage obligations ("CMOs") and real
estate mortgage investment conduits ("REMICs").

Investment strategy. The U.S. Government Money Market Fund and the U.S.
Government Select Money Market Fund may purchase securities that are secured or
backed by mortgages and that are issued or guaranteed by the U.S. government,
its agencies or instrumentalities. The other Funds may purchase these and other
types of asset-backed securities. Asset-backed securities purchased by the Funds
must meet the quality restrictions imposed by the SEC.

Special risks. In addition to credit and market risk, asset-backed securities
involve prepayment risk because the underlying assets (loans) may be prepaid at
any time. The value of these securities may also change because of actual or
perceived changes in the creditworthiness of the originator, the servicing
agent, the financial institution providing the credit support or the
counterparty. Like other fixed income securities, when interest rates rise, the
value of an asset-backed security generally will decline. However, when interest
rates decline, the value of an asset-backed security with prepayment features
may not increase as much as that of other fixed income securities. In addition,
non-mortgage asset-backed securities involve certain risks not presented by
mortgage-backed securities. Primarily, these securities do not have the benefit
of the same security interest in the underlying collateral. Credit card
receivables are generally unsecured, and the debtors are entitled to the
protection of a number of state and Federal consumer credit laws. Automobile
receivables are subject to the risk that the trustee for the holders of the
automobile receivables may not have an effective security interest in all of the
obligations backing the receivables.

BORROWINGS AND REVERSE REPURCHASE AGREEMENTS. The Funds can borrow money from
banks and enter into reverse repurchase agreements with banks and other
financial institutions. Reverse repurchase agreements involve the sale of
securities held by a Fund subject to the Fund's agreement to repurchase them at
a mutually agreed upon date and price (including interest).

Investment strategy. Each Fund may borrow in amounts not exceeding one-third of
its total assets (including the amount borrowed). These transactions may be
entered into as a temporary measure for emergency purposes or to meet redemption
requests. The Money Market and U.S. Government Money Market Funds may utilize
reverse repurchase agreements when the investment management team expects that
the interest income to be earned from the investment of the transaction proceeds
will be greater than the related interest expense. A Fund's reverse repurchase
agreements, together with any other borrowings, will not exceed, in the
aggregate, 33 1/3% of the value of its total assets. In addition, whenever
borrowings exceed 5% of the Fund's total assets, the Fund will not make any
investments.

Special risks. Borrowings and reverse repurchase agreements involve leveraging.
If the securities held by the Funds decline in value while these transactions
are outstanding, the net asset value of the Funds' outstanding shares will
decline in value by proportionately more than the decline in value of the
securities. In addition, reverse repurchase agreements involve the risks that
the interest income earned by a Fund (from the investment of the proceeds) will
be less than the interest expense of the transaction, that the market value of
the securities sold by a Fund will decline below the price the Fund is obligated
to pay to repurchase the securities, and that the securities may not be returned
to the Fund.

CUSTODIAL RECEIPTS FOR TREASURY SECURITIES. Custodial receipts are
participations in trusts that hold U.S. Treasury securities and are sold under
names such as TIGRs and CATS. Like other stripped obligations, they entitle the
holder to future interest or principal payments on the U.S. Treasury securities.
Investment strategy. To the extent consistent with their respective investment
objectives, the Funds, other than the U.S. Government Select Money Market Fund,
may invest a portion of their total assets in custodial receipts. Investments by
the U.S. Government Money Market Fund in custodial receipts will not exceed 35%
of the value of the Fund's total assets.

Special risks. Like other stripped obligations, custodial receipts may be
subject to greater price volatility than ordinary debt obligations because of
the way in which their principal and interest are returned to investors.
Derivatives. The Funds may purchase certain "derivative" instruments. A
derivative is a financial instrument whose value is derived from - or based upon
- - the performance of underlying assets, interest rates or indices. Derivatives
include structured debt obligations such as collateralized mortgage obligations
and other types of asset-backed securities, "stripped" securities and various
floating rate instruments.

Investment strategy. A Fund will invest in derivatives only if the potential
risks and rewards are consistent with the Fund's objective, strategies and
overall risk profile.

Special risks. Engaging in derivative transactions involves special risks,
including (a) market risk that the Fund's derivatives position will lose value;
(b) credit risk that the counterparty to the transaction will default; (c)
leveraging risk that the value of the derivative instrument will decline more
than the value of the assets on which it is based; (d) illiquidity risk that a
Fund will be unable to sell its position because of lack of market depth or
disruption; (e) pricing risk that the value of a derivative instrument will be
difficult to determine; and (f) operations risk that loss will occur as a result
of inadequate systems or human error. Many types of derivatives have been
recently developed and have not been tested over complete market cycles. For
these reasons, a Fund may suffer a loss whether or not the analysis of the
investment management team is accurate.

ILLIQUID OR RESTRICTED SECURITIES. Illiquid securities include repurchase
agreements and time deposits with notice/termination dates of more than seven
days, certain variable amount master demand notes that cannot be called within
seven days, certain insurance funding agreements (see below) and other
securities that are traded in the U.S. but are subject to trading restrictions
because they are not registered under the Securities Act of 1933, as amended
(the "1933 Act").

Investment strategy. Each Fund may invest up to 10% of its net assets in
securities that are illiquid. If otherwise consistent with their investment
objectives and policies, the Funds may purchase commercial paper issued pursuant
to Section 4(2) of the 1933 Act and domestically traded securities that are not
registered under the 1933 Act but can be sold to "qualified institutional
buyers" in accordance with Rule 144A under the 1933 Act ("Rule 144A
Securities"). These securities will not be considered illiquid so long as the
Investment Adviser determines, under guidelines approved by the Northern Funds'
Board of Trustees, that an adequate trading market exists.

Special risks. Because illiquid and restricted securities may be difficult to
sell at an acceptable price, they may be subject to greater volatility and may
result in a loss to a Fund. The practice of investing in Rule 144A Securities
could increase the level of a Fund's illiquidity during any period that
qualified institutional buyers become uninterested in purchasing these
securities.

INSURANCE FUNDING AGREEMENTS. An insurance funding agreement ("IFA") is an
agreement that requires a Fund to make cash contributions to a deposit fund of
an insurance company's general account. The insurance company then credits
interest to the Fund for a set time period.

Investment Strategy. The Money Market Fund may invest in IFAs issued by
insurance companies that meet quality and credit standards established by the
Investment Adviser.

Special risks. IFAs are not insured by a government agency - they are backed
only by the insurance company that issues them. As a result, they are subject to
default risk. In addition, the transfer of IFAs may be restricted and an active
secondary market in IFAs does not currently exist. This means that it may be
difficult or impossible to sell an IFA at an appropriate price.

INVESTMENT COMPANIES. To the extent consistent with their respective investment
objectives and policies, the Funds may invest in securities issued by other
investment companies, including money market funds.

Investment strategy. Investments by a Fund in other investment companies will be
subject to the limitations of the 1940 Act.
Special risks. As a shareholder of another investment company, a Fund would be
subject to the same risks as any other investor in that company. In addition, it
would bear a proportionate share of any fees and expenses paid by that company.
These would be in addition to the advisory and other fees paid directly by the
Fund.

MUNICIPAL AND RELATED INSTRUMENTS. Municipal instruments include debt
obligations issued by or on behalf of states, territories and possessions of the
United States and their political subdivisions, agencies, authorities and
instrumentalities.

Municipal instruments include both "general" and "revenue" bonds and may be
issued to obtain funds for various public purposes. General obligations are
secured by the issuer's pledge of its full faith, credit and taxing power.
Revenue obligations are payable only from the revenues derived from a particular
facility or class of facilities. In some cases, revenue bonds are also payable
from the proceeds of a special excise or other specific revenue source such as
lease payments from the user of a facility being financed. Some municipal
instruments, known as private activity bonds, are issued to finance projects for
private companies. Private activity bonds are usually revenue obligations since
they are typically payable by the user of the facilities financed by the bonds.

Municipal instruments also include "moral obligation" bonds, municipal leases,
certificates of participation and custodial receipts. Moral obligation bonds are
supported by a moral commitment but not a legal obligation of a state or
municipality. Municipal leases and participation certificates present the risk
that the state or municipality involved will not appropriate the monies to meet
scheduled payments on an annual basis. Custodial receipts represent interests in
municipal instruments held by a trustee.

Each of the Municipal Funds and the Tax-Exempt Money Market Fund may acquire
"stand-by commitments" relating to the municipal instruments it holds. Under a
stand-by commitment, a dealer agrees to purchase, at the Fund's option,
specified municipal instruments at a specified price. A stand-by commitment may
increase the cost, and thereby reduce the yield, of the municipal instruments to
which the commitment relates. The Funds will acquire stand-by commitments solely
to facilitate portfolio liquidity and do not intend to exercise their rights for
trading purposes.

Investment strategy. Although it is not their current policy to do so on a
regular basis, in connection with their investments in municipal instruments,
the Municipal Funds and the Tax-Exempt Money Market Fund may invest more than
25% of their total assets in  municipal instruments the interest upon which is
paid solely from revenues of similar projects. However, these Funds do not
intend to invest more than 25% of the value of their total assets in industrial
development bonds or similar obligations where the non-governmental entities
supplying the revenues to be paid are in the same industry.

The California Municipal Money Market Fund expects to invest principally in
California municipal instruments. The Municipal Money Market Fund and Tax-Exempt
Money Market Fund may also invest more than 25% of the value of their respective
total assets in municipal instruments whose issuers are in the same state.
Funds in addition to the Municipal Funds and the Tax-Exempt Money Market Fund
may invest from time to time in municipal instruments or other securities issued
by state and local governmental bodies. Generally, this will occur when the
yield of municipal instruments, on a pre-tax basis, is comparable to that of
other permitted short-term taxable investments. Dividends paid by the Funds
other than the Municipal Funds and Tax-Exempt Money Market Fund on such
investments will be taxable to shareholders.

Special risks. Municipal instruments purchased by the Municipal Funds and the
Tax-Exempt Money Market Fund may be backed by letters of credit, insurance or
other forms of credit enhancement issued by foreign (as well as domestic) banks,
insurance companies and other financial institutions. If the credit quality of
these institutions declines, a Fund could suffer a loss to the extent that the
Fund is relying upon this credit support. Risks relating to foreign banks,
insurance companies and financial institutions are described on page 39 under
"Foreign Investments."

In addition, when a substantial portion of a Fund's assets is invested in
instruments which are used to finance facilities involving a particular
industry, whose issuers are in the same state or which are otherwise related,
there is a possibility that an economic, business or political development
affecting one instrument would likewise affect the related instrument.

REPURCHASE AGREEMENTS. Repurchase agreements involve the purchase of securities
by a Fund subject to the seller's agreement to repurchase them at a mutually
agreed upon date and price.

Investment strategy. Each Fund may enter into repurchase agreements with
financial institutions such as banks and broker-dealers that are deemed to be
creditworthy by the Investment Adviser. Although the securities subject to a
repurchase agreement may have maturities exceeding one year, settlement of the
agreement will never occur more than one year after a Fund acquires the
securities.

Special risks. In the event of a default, a Fund will suffer a loss to the
extent that the proceeds from the sale of the underlying securities and other
collateral are less than the repurchase price and the Fund's costs associated
with delay and enforcement of the repurchase agreement. In addition, in the
event of bankruptcy, a Fund could suffer additional losses if a court determines
that the Fund's interest in the collateral is unenforceable.

SECURITIES LENDING. In order to generate additional income, the Funds may lend
securities on a short-term basis to banks, broker-dealers or other qualified
institutions. In exchange, the Funds will receive collateral equal to at least
100% of the value of the securities loaned.

Investment strategy. Securities lending may represent no more than one-third the
value of a Fund's total assets (including the loan collateral). Any cash
collateral received by a Fund in connection with these loans may be invested in
U.S. government securities and other liquid high-quality debt obligations.
Special risks. The main risk when lending portfolio securities is that the
borrower might become insolvent or refuse to honor its obligation to return the
securities. In this event, a Fund could experience delays in recovering its
securities and may incur a capital loss. In addition, a Fund may incur a loss in
reinvesting the cash collateral it receives.

STRIPPED OBLIGATIONS. These securities are issued by the U.S. government (or
agency or instrumentality), foreign governments, banks and other issuers. They
entitle the holder to receive either interest payments or principal payments
that have been "stripped" from a debt obligation. These obligations include
stripped mortgage-backed securities, which are derivative multi-class mortgage
securities.

Investment strategy. To the extent consistent with their respective investment
objectives, the Funds may purchase stripped securities.

Special risks. Stripped securities are very sensitive to changes in interest
rates and to the rate of principal prepayments. A rapid or unexpected change in
prepayments could depress the price of certain stripped securities and adversely
affect a Fund's total return.

UNITED STATES GOVERNMENT OBLIGATIONS. These include U.S. Treasury obligations,
such as bills, notes and bonds, which generally differ only in terms of their
interest rates, maturities and time of issuance. These also include obligations
issued or guaranteed by the U.S. government or its agencies and
instrumentalities. Securities guaranteed as to principal and interest by the
U.S. government, its agencies or instrumentalities are deemed to include (a)
securities for which the payment of principal and interest is backed by an
irrevocable letter of credit issued by the U.S. government or an agency or
instrumentality thereof, and (b) participations in loans made to foreign
governments or their agencies that are so guaranteed.

Investment strategy. To the extent consistent with its investment objective,
each Fund may invest in a variety of U.S. Treasury obligations and also may
invest in obligations issued or guaranteed by the U.S. government or its
agencies and instrumentalities.

Special risks. Not all U.S. government obligations carry the same credit
support. Some, such as those of the Government National Mortgage Association
("GNMA"), are supported by the full faith and credit of the United States
Treasury. Other obligations, such as those of the Federal Home Loan Banks, are
supported by the right of the issuer to borrow from the United States Treasury;
and others, such as those issued by the Federal National Mortgage Association
("FNMA"), are supported by the discretionary authority of the U.S. government to
purchase the agency's obligations. Still others are supported only by the credit
of the instrumentality. No assurance can be given that the U.S. government would
provide financial support to its agencies or instrumentalities if it is not
obligated to do so by law. In addition, the secondary market for certain
participations in loans made to foreign governments or their agencies may be
limited.

VARIABLE AND FLOATING RATE INSTRUMENTS. Variable and floating rate instruments
have interest rates that are periodically adjusted either at set intervals or
that float at a margin above a generally recognized index rate. These
instruments include variable amount master demand notes, long-term variable and
floating rate bonds (sometimes referred to as "Put Bonds") where a Fund obtains
at the time of purchase the right to put the bond back to the issuer or a third
party at par at a specified date.

Investment strategy. Each Fund may invest in rated and unrated variable and
floating rate instruments to the extent consistent with its investment
objective. Unrated instruments may be purchased by a Fund if they are determined
by the Investment Adviser to be of comparable quality to rated instruments
eligible for purchase by the Fund.

Special risks. Because there is no active secondary market for certain variable
and floating rate instruments, they may be more difficult to sell if the issuer
defaults on its payment obligations or during periods when the Funds are not
entitled to exercise their demand rights.

WHEN-ISSUED SECURITIES, DELAYED DELIVERY TRANSACTIONS AND FORWARD COMMITMENTS.
A purchase of "when-issued" securities refers to a transaction made
conditionally because the securities, although authorized, have not yet been
issued. A delayed delivery or forward commitment transaction involves a contract
to purchase or sell securities for a fixed price at a future date beyond the
customary settlement period.

Investment strategy. Each Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Although the Funds would generally
purchase securities in these transactions with the intention of acquiring the
securities, the Funds may dispose of such securities prior to settlement if the
investment management team deems it appropriate to do so.

Special risks. Purchasing securities on a when-issued, delayed delivery or
forward commitment basis involves the risk that the value of the securities may
decrease by the time they are actually issued or delivered. Conversely, selling
securities in these transactions involves the risk that the value of the
securities may increase by the time they are actually issued or delivered. These
transactions also involve the risk that the seller may fail to deliver the
security or cash on the settlement date.

- -------------------------------------------------------------------------------
Northern Trust is sometimes referred to as "The Northern Trust Bank" in
advertisements and other sales literature.
- -------------------------------------------------------------------------------



- ----------------------
FINANCIAL INFORMATION
- ----------------------

THE FINANCIAL HIGHLIGHTS TABLES ARE INTENDED TO HELP YOU UNDERSTAND A FUND'S
FINANCIAL PERFORMANCE FOR THE PAST FIVE YEARS (OR, IF SHORTER, THE PERIOD OF THE
FUND'S OPERATIONS). CERTAIN INFORMATION REFLECTS FINANCIAL RESULTS FOR A SINGLE
FUND SHARE. THE TOTAL RETURNS IN THE TABLES REPRESENT THE RATE THAT AN INVESTOR
WOULD HAVE EARNED OR LOST ON AN INVESTMENT IN A FUND (ASSUMING REINVESTMENT OF
ALL DIVIDENDS AND DISTRIBUTIONS). THE INFORMATION FOR THE YEARS OR PERIODS ENDED
ON OR BEFORE MARCH 31, 1999 HAS BEEN AUDITED BY ARTHUR ANDERSEN LLP, WHOSE
REPORT IS INCLUDED IN THE FUNDS' ANNUAL REPORT ALONG WITH THE FUNDS' FINANCIAL
STATEMENTS. INFORMATION FOR THE PERIOD ENDED SEPTEMBER 30, 1999 HAS NOT BEEN
AUDITED AND IS INCLUDED IN THE SEMIANNUAL REPORT ALONG WITH THE FUNDS' FINANCIAL
STATEMENTS. THE SEMIANNUAL REPORT IS AVAILABLE UPON REQUEST AND WITHOUT CHARGE.

FINANCIAL HIGHLIGHTS
MONEY MARKET FUNDS


<TABLE>
<CAPTION>

                                                        MONEY MARKET FUND
                                ------------------------------------------------------------------
                                  SIX
                                 MONTHS
                                 ENDED        YEAR      YEAR        YEAR       YEAR       YEAR
                               SEPT. 30,     ENDED      ENDED      ENDED      ENDED       ENDED
                                  1999     MARCH 31,  MARCH 31,  MARCH 31,  MARCH 31,   MARCH 31,
                              (UNAUDITED)    1999       1998        1997       1996     1995<F1>
- --------------------------------------------------------------------------------------------------
<S>                            <C>        <C>         <C>        <C>        <C>          <C>
SELECTED PER SHARE DATA
NET ASSET VALUE,
  BEGINNING OF PERIOD              $1.00      $1.00      $1.00      $1.00       $1.00      $1.00

INCOME FROM
  INVESTMENT OPERATIONS:
  Net investment income             0.02       0.05       0.05       0.05        0.05       0.04
- ---------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS PAID:
  From net investment
    income                        (0.02)     (0.05)     (0.05)     (0.05)      (0.05)     (0.04)
- ---------------------------------------------------------------------------------------------------
NET ASSET VALUE,
  END OF PERIOD                    $1.00      $1.00      $1.00      $1.00       $1.00      $1.00
- ---------------------------------------------------------------------------------------------------
TOTAL RETURN<F2>                   2.33%      5.04%      5.31%      5.05%       5.57%      4.55%

SUPPLEMENTAL DATA AND RATIOS:
Net assets, in thousands,
  end of period               $5,249,673 $4,886,098 $3,296,030 $1,607,187  $1,061,813   $894,279
Ratio to average
  net assets of <F3>:
Expenses, net of
  waivers and
  reimbursements                   0.55%      0.55%      0.55%      0.55%       0.49%      0.45%
Expenses, before
  waivers and
  reimbursements                   0.89%      0.89%      0.90%      0.90%       0.91%      0.96%
Net investment income,
  net of waivers and
  reimbursements                   4.61%      4.91%      5.19%      4.94%       5.42%      4.94%
Net investment income,
  before waivers and
  reimbursements                   4.27%      4.57%      4.84%      4.59%       5.00%      4.43%
- ---------------------------------------------------------------------------------------------------

</TABLE>


<F1> For the period April 11, 1994 (commencement of operations) through March
     31, 1995.
<F2> Assumes investment at net asset value at the beginning of the year,
     reinvestment of all dividends and distributions, and a complete redemption
     of the investment at net asset value at the end of the year.  Total return
     is not annualized for periods less than one year.
<F3> Annualized for periods less than a full year.

FINANCIAL HIGHLIGHTS (CONTINUED)
MONEY MARKET FUNDS

<TABLE>
<CAPTION>

                                                U.S. GOVERNMENT MONEY MARKET FUND
                                ------------------------------------------------------------------
                                  SIX
                                 MONTHS
                                 ENDED        YEAR      YEAR        YEAR       YEAR       YEAR
                               SEPT. 30,     ENDED      ENDED      ENDED      ENDED       ENDED
                                  1999     MARCH 31,  MARCH 31,  MARCH 31,  MARCH 31,   MARCH 31,
                              (UNAUDITED)    1999       1998        1997       1996     1995<F1>
- --------------------------------------------------------------------------------------------------
<S>                            <C>        <C>         <C>        <C>        <C>          <C>
SELECTED PER SHARE DATA
NET ASSET VALUE,
  BEGINNING OF PERIOD              $1.00      $1.00      $1.00      $1.00       $1.00      $1.00

INCOME FROM
  INVESTMENT OPERATIONS:
  Net investment income             0.02       0.05       0.05       0.05        0.05       0.04
- ---------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS PAID:
  From net investment
    income                        (0.02)     (0.05)     (0.05)     (0.05)      (0.05)     (0.04)
- ---------------------------------------------------------------------------------------------------
NET ASSET VALUE,
  END OF PERIOD                    $1.00      $1.00      $1.00      $1.00       $1.00      $1.00
- ---------------------------------------------------------------------------------------------------
TOTAL RETURN<F2>                   2.28%      4.94%      5.22%      4.93%       5.46%      4.47%

SUPPLEMENTAL DATA AND RATIOS:
Net assets, in thousands,
  end of period                 $439,993   $469,866   $417,042   $314,259    $207,105   $227,543
Ratio to average
  net assets of <F3>:
Expenses, net of
  waivers and
  reimbursements                   0.55%      0.55%      0.55%      0.55%       0.49%      0.45%
Expenses, before
  waivers and
  reimbursements                   0.91%      0.91%      0.93%      0.96%       0.94%      1.01%
Net investment income,
  net of waivers and
  reimbursement                    4.50%      4.82%      5.10%      4.82%       5.33%      4.93%
Net investment income,
  before waivers and
  reimbursements                   4.14%      4.46%      4.72%      4.41%       4.88%      4.37%
- ---------------------------------------------------------------------------------------------------

</TABLE>

<F1> For the period April 11, 1994 (commencement of operations) through March
     31, 1995.
<F2> Assumes investment at net asset value at the beginning of the year,
     reinvestment of all dividends and distributions, and a complete redemption
     of the investment at net asset value at the end of the year.  Total return
     is not annualized for periods less than one year.
<F3> Annualized for periods less than a full year.


FINANCIAL HIGHLIGHTS (CONTINUED)
MONEY MARKET FUNDS


<TABLE>
<CAPTION>

                                             U.S. GOVERNMENT SELECT MONEY MARKET FUND
                                ------------------------------------------------------------------
                                  SIX
                                 MONTHS
                                 ENDED        YEAR      YEAR        YEAR       YEAR       YEAR
                               SEPT. 30,     ENDED      ENDED      ENDED      ENDED       ENDED
                                  1999     MARCH 31,  MARCH 31,  MARCH 31,  MARCH 31,   MARCH 31,
                              (UNAUDITED)    1999       1998        1997       1996     1995<F1>
- --------------------------------------------------------------------------------------------------
<S>                            <C>        <C>         <C>        <C>        <C>          <C>
SELECTED PER SHARE DATA
NET ASSET VALUE,
  BEGINNING OF PERIOD              $1.00      $1.00      $1.00      $1.00       $1.00      $1.00

INCOME FROM
  INVESTMENT OPERATIONS:
  Net investment
    income                          0.02       0.05       0.05       0.05        0.05       0.02
- ---------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS PAID:
  From net investment
    income                        (0.02)     (0.05)     (0.05)     (0.05)      (0.05)     (0.02)
- ---------------------------------------------------------------------------------------------------
NET ASSET VALUE,
  END OF PERIOD                    $1.00      $1.00      $1.00      $1.00       $1.00      $1.00
- ---------------------------------------------------------------------------------------------------
TOTAL RETURN<F2>                   2.25%      4.87%      5.24%      5.07%       5.55%      1.75%

SUPPLEMENTAL DATA AND RATIOS:
Net assets, in thousands,
  end of period                 $376,885   $416,527   $306,425   $168,128     $85,400    $82,162
Ratio to average
   net assets of <F3>:
Expenses, net of
  waivers and
  reimbursements                   0.55%      0.55%      0.46%      0.40%       0.33%      0.30%
Expenses, before
  waivers and
  reimbursements                   0.91%      0.91%      0.93%      0.97%       1.00%      1.32%
Net investment income,
  net of waivers and
  reimbursements                   4.44%      4.73%      5.13%      4.95%       5.43%      5.84%
Net investment income,
  before waivers and
  reimbursements                   4.08%      4.37%      4.66%      4.38%       4.76%      4.82%
- ---------------------------------------------------------------------------------------------------

</TABLE>

<F1> For the period December 12, 1994 (commencement of operations) through March
     31, 1995.
<F2> Assumes investment at net asset value at the beginning of the year,
     reinvestment of all dividends and distributions, and a complete redemption
     of the investment at net asset value at the end of the year.  Total return
     is not annualized for periods less than one year.
<F3> Annualized for periods less than a full year.

FINANCIAL HIGHLIGHTS (CONTINUED)
MONEY MARKET FUNDS


<TABLE>
<CAPTION>

                                                   MUNICIPAL MONEY MARKET FUND
                                ------------------------------------------------------------------
                                  SIX
                                 MONTHS
                                 ENDED        YEAR      YEAR        YEAR       YEAR       YEAR
                               SEPT. 30,     ENDED      ENDED      ENDED      ENDED       ENDED
                                  1999     MARCH 31,  MARCH 31,  MARCH 31,  MARCH 31,   MARCH 31,
                              (UNAUDITED)    1999       1998        1997       1996     1995<F1>
- --------------------------------------------------------------------------------------------------
<S>                            <C>        <C>         <C>        <C>        <C>          <C>
SELECTED PER SHARE DATA
NET ASSET VALUE,
  BEGINNING OF PERIOD              $1.00      $1.00      $1.00      $1.00       $1.00      $1.00

INCOME FROM
  INVESTMENT OPERATIONS:
  Net investment
    income                          0.01       0.03       0.03       0.03        0.03       0.03
- ---------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS PAID:
  From net investment
    income                        (0.01)     (0.03)     (0.03)     (0.03)      (0.03)     (0.03)
- ---------------------------------------------------------------------------------------------------
NET ASSET VALUE,
  END OF PERIOD                    $1.00      $1.00      $1.00      $1.00       $1.00      $1.00
- ---------------------------------------------------------------------------------------------------
TOTAL RETURN<F2>                   1.40%      2.98%      3.27%      3.14%       3.54%      2.90%

SUPPLEMENTAL DATA AND RATIOS:
Net assets, in thousands,
  end of period               $2,233,674 $2,384,030 $1,814,343 $1,420,041  $1,102,789   $927,747
Ratio to average
  net assets of <F3>:
Expenses, net of
  waivers and
  reimbursements                   0.55%      0.55%      0.55%      0.55%       0.49%      0.45%
Expenses, before
  waivers and
  reimbursements                   0.89%      0.89%      0.89%      0.90%       0.91%      0.95%
Net investment income,
  net of waivers and
  reimbursements                   2.76%      2.90%      3.20%      3.08%       3.46%      3.10%
Net investment income,
  before waivers and
  reimbursements                   2.42%      2.56%      2.86%      2.73%       3.04%      2.60%
- ---------------------------------------------------------------------------------------------------

</TABLE>


<F1> For the period April 11, 1994 (commencement of operations) through March
     31, 1995.
<F2> Assumes investment at net asset value at the beginning of the year,
     reinvestment of all dividends and distributions, and a complete redemption
     of the investment at net asset value at the end of the year.  Total return
     is not annualized for periods less than one year.
<F3> Annualized for periods less than a full year.

FINANCIAL HIGHLIGHTS (CONTINUED)
MONEY MARKET FUNDS

<TABLE>
<CAPTION>

                                              CALIFORNIA MUNICIPAL MONEY MARKET FUND
                                ------------------------------------------------------------------
                                  SIX
                                 MONTHS
                                 ENDED        YEAR      YEAR        YEAR       YEAR       YEAR
                               SEPT. 30,     ENDED      ENDED      ENDED      ENDED       ENDED
                                  1999     MARCH 31,  MARCH 31,  MARCH 31,  MARCH 31,   MARCH 31,
                              (UNAUDITED)    1999       1998        1997       1996     1995<F1>
- --------------------------------------------------------------------------------------------------
<S>                            <C>        <C>         <C>        <C>        <C>          <C>
SELECTED PER SHARE DATA
NET ASSET VALUE,
  BEGINNING OF PERIOD              $1.00      $1.00      $1.00      $1.00       $1.00      $1.00

INCOME FROM
  INVESTMENT OPERATIONS:
  Net investment
    income                          0.01       0.03       0.03       0.03        0.04       0.01
- ---------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS PAID:
  From net investment
    income                        (0.01)     (0.03)     (0.03)     (0.03)      (0.04)     (0.01)
- ---------------------------------------------------------------------------------------------------
NET ASSET VALUE,
  END OF PERIOD                    $1.00      $1.00      $1.00      $1.00       $1.00      $1.00
- ---------------------------------------------------------------------------------------------------
TOTAL RETURN<F2>                   1.27%      2.75%      3.20%      3.19%       3.63%      1.27%

SUPPLEMENTAL DATA AND RATIOS:
Net assets, in thousands,
  end of period                 $451,814   $363,050   $224,843   $200,989    $165,087   $161,316
Ratio to average
  net assets of <F3>:
Expenses, net of
  waivers and
  reimbursements                   0.55%      0.55%      0.49%      0.45%       0.39%      0.35%
Expenses, before
  waivers and
  reimbursements                   0.92%      0.91%      0.94%      0.94%       0.94%      1.07%
Net investment income,
  net of waivers and
  reimbursements                   2.51%      2.68%      3.14%      3.13%       3.55%      3.78%
Net investment income,
  before waivers and
  reimbursements                   2.14%      2.32%      2.69%      2.64%       3.00%      3.06%
- ---------------------------------------------------------------------------------------------------

</TABLE>

<F1> For the period November 29, 1994 (commencement of operations) through March
     31, 1995.
<F2> Assumes investment at net asset value at the beginning of the year,
     reinvestment of all dividends and distributions, and a complete redemption
     of the investment at net asset value at
     the end of the year.  Total return is not annualized for periods less than
     one year.
<F3> Annualized for periods less than a full year.



- ---------------------
FOR MORE INFORMATION

- --------------------------------------------------------------------------------
                            Annual/Semiannual Report
- --------------------------------------------------------------------------------
Additional information about the Funds' investments is available in the Funds'
annual and semiannual reports to shareholders.



- --------------------------------------------------------------------------------
                      Statement of Additional Information
- --------------------------------------------------------------------------------

Additional information about the Funds and their policies is also available in
the Funds' Statement of Additional Information ("SAI").  The SAI is incorporated
by reference into this Prospectus (is legally considered part of this
Prospectus).

The Funds' annual and semiannual reports, and the SAI, are available free upon
request by calling The Northern Funds Center at (800) 595-9111.

TO OBTAIN OTHER INFORMATION AND FOR SHAREHOLDER INQUIRIES:
- -------------
BY TELEPHONE  Call (800) 595-9111
- -------------
- --------
BY MAIL   Northern Funds
- --------
          P.O. Box  75986
          Chicago, IL  60675-5986
- ----------------
ON THE INTERNET    Text-only versions of the Funds' documents are available:
- ----------------

- - On the SEC's website at http://www.sec.gov.
- - On Northern Funds' website at http://www.northernfunds.com.


You may review and obtain copies of Northern Funds' documents by visiting the
SEC's Public Reference Room in Washington, D.C.  You may also obtain copies of
Northern Funds' documents, after paying a duplicating fee, by writing the
SEC's Public Reference Section, Washington, D.C. 20549-0102 or by electronic
request to: [email protected].  Information on the operation of the public
reference room may be obtained by calling the SEC at (202) 942-8090.

                                                            [LOGO]

811-8236

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Northern Funds
P.O. Box 75986
Chicago, IL 60675-5986


                                                             NF4031299





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