RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS
497, 2000-10-05
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            PLEASE FILE THIS PROSPECTUS SUPPLEMENT WITH YOUR RECORDS.


                   RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS

                             Growth Equity Portfolio

                       Supplement Dated October 5, 2000 to
                          Prospectus Dated June 5, 2000


Effective  October 6, 2000,  Firstar Mutual Fund Services,  LLC, 615 E. Michigan
Street, 3rd Floor,  Milwaukee, WI 53202 will serve as the Fund's Transfer Agent.
Toll free number 1-800-248-6314 .

THE FOLLOWING  SUPPLEMENTS THE SECTION "PURCHASING & SELLING SHARES" STARTING ON
PAGE 7 OF THE PROSPECTUS.

The minimum initial investment in the Portfolio is $25,000.

All purchases, correspondence and redemption requests should be sent to:

                   Rainier Investment Management Mutual Funds
                   P.O. Box 701
                   Milwaukee, WI 53201-0701

Overnight courier deliveries should be sent to:

                   Rainier Investment Management Mutual Funds
                   615 E. Michigan St., 3rd Floor
                   Milwaukee, WI 53202

WIRE INSTRUCTIONS:
                   Firstar Bank Milwaukee N.A.
                   ABA  No. 075000022
                   For credit to Firstar Mutual Fund Services, LLC
                   Account No. 112-952-137
                   For further credit to RAINIER  INVESTMENT  MANAGEMENT
                   GROWTH  EQUITY  PORTFOLIO  Account  of [your  account
                   number and account name]

THE  FOLLOWING  SECTION  IS  INSERTED  AFTER THE  "PURCHASING  WITH  SECURITIES"
STARTING ON PAGE 8 OF THE PROSPECTUS.

                PURCHASES THROUGH AN INVESTMENT BROKER OR DEALER

     Shares of the  Portfolio are available  through  certain  brokers (and
     their  agents)  that  have  made  arrangements  with  the Fund to sell
     shares.  When  placing an order  with such a broker or its  authorized
     agent, the order is treated as if it had been placed directly with the
     Fund's  Transfer  Agent,  and you will pay or  receive  the next price
     calculated  by the  Portfolio.  The  broker  (or  agent) may hold your
     shares in an omnibus  account in the broker's (or agent's)  name,  and
     the broker (or agent) maintains your individual ownership records. The
     Portfolio may pay the broker (or agent) for maintaining  these records
     and providing other  shareholder  services.  The broker (or agent) may
     charge  a fee for  handling  the  order.  The  broker  (or  agent)  is
     responsible for processing your order correctly and promptly, advising
     you  of  the  status  of  your  individual  account,  confirming  your
     transactions  and  ensuring  that you  receive  copies  of the  Fund's
     prospectus.

<PAGE>
              PLEASE FILE THIS STATEMENT OF ADDITIONAL INFORMATION
                          SUPPLEMENT WITH YOUR RECORDS.


                   RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS

                             Growth Equity Portfolio

                       Supplement Dated October 5, 2000 to
             Statement of Additional Information Dated June 5, 2000


Effective  October 6, 2000,  Firstar Mutual Fund Services,  LLC, 615 E. Michigan
Street, 3rd Floor,  Milwaukee, WI 53202 will serve as the Fund's Transfer Agent.
The Statement of Additional Information ("SAI") is revised as follows:

The second sentence of the third paragraph under the "How to Buy Shares" section
on page B-14 of the SAI is deleted and replaced with the following:

     Therefore,  a deposit in the mail or with such  services  of  purchase
     applications  does not  constitute  receipt  by  Firstar  Mutual  Fund
     Services, LLC or the Trust.

The second  sentence  of the fifth  paragraph  under the  "GENERAL  INFORMATION"
section on page B-19 of the SAI is deleted and replaced with the following:

     Firstar Mutual Fund  Services,  LLC acts as the  Portfolio's  transfer
     agent.


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