FUND/PLAN SERVICES, INC.
#2 West Elm Street
Conshohocken, PA 19428
July 26, 1996
VIA EDGAR
SECURITIES & EXCHANGE COMMISSION
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: FAIRPORT FUNDS -- 1933 Act File No. 33-84186
1940 Act File No. 811-8774
Fairport Midwest Growth Fund
Fairport Growth and Income Fund
Fairport Government Securities Fund
To the Staff of the Commission:
Pursuant to Rule 497(e) of the Securities Act of 1933, as amended,
attached for filing on behalf of the above-named Registrant is the
EDGAR transmission of the Supplement dated July 26, 1996 to the
Prospectus dated March 1, 1996, as supplemented June 7, 1996.
The purpose of such Supplement is to update the Prospectus
concerning the Registrant's Notification of Election pursuant to
Rule 18f-1 under the Investment Company Act of 1940, as amended.
Such Notification was filed as of the date hereof.
Should you have any questions concerning this matter, please
contact the undersigned at (610) 834-3598.
Sincerely,
Deborah Ann Potter
Manager, Compliance Administration
cc: Kathryn G. Balazs (Fairport Funds)
Kristin Hay Ives, Esq. (Baker & Hostetler)
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FAIRPORT FUNDS
Fairport Midwest Growth Fund
Fairport Growth and Income Fund
Fairport Government Securities Fund
SUPPLEMENT dated July 26, 1996 to
PROSPECTUS dated March 1, 1996, as supplemented June 7, 1996
The last two sentences of the second paragraph under "HOW TO
REDEEM SHARES" on page 13 of the Prospectus are hereby
replaced with the following:
"Pursuant to the Trust's Declaration of Trust, payment for shares
redeemed may be made either in cash or in-kind, or partly in cash
and partly in-kind. However, the Trust has elected pursuant to
Rule 18f-1 under the 1940 Act to redeem its shares solely in cash
up to the lesser of $250,000 or 1% of the net asset value of the
Fund, during any ninety-day period for any one shareholder.
Payments in excess of this limit by any of the Funds will
also be made wholly in cash unless the Board of Trustees believes
that economic conditions exist which would make such a practice
detrimental to the best interests of any such Fund. Any portfolio
securities paid or distributed in-kind would be valued as described
under "HOW SHARES ARE VALUED". In the event that an in-kind
distribution is made, you may incur additional expenses,
such as the payment of brokerage commissions, on the sale or other
disposition of the securities received from a Fund. In-kind
payments need not constitute a cross-section of the Fund's
portfolio."
YOU SHOULD MAINTAIN THIS SUPPLEMENT
WITH THE PROSPECTUS FOR FUTURE REFERENCE.
