QUALIVEST FUNDS
Supplement Dated April 16, 1997 to the
Prospectus Dated December 1, 1996
1. Effective March 13, 1997, Irimga McKay replaced George R. Landreth as
President and Trustee of the Trust.
2. First Bank System Inc., a financial services holding company based in
Minneapolis, Minnesota, has announced its intended acquisition of U.S.
Bancorp, the parent corporation of the Trust's investment adviser,
Qualivest Capital Management, Inc. Following the acquisition, the
surviving company intends to take the U.S. Bancorp name and operate
from headquarters located in Minneapolis.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE
PROSPECTUS FOR FUTURE REFERENCE