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BRIAR FUNDS TRUST
Supplement dated January 30, 1996 to Prospectus dated January 20, 1995
The Board of Trustees of the Briar Funds Trust/The Stalwart Funds unanimously
voted on Friday, January 26, 1996 to terminate its Advisory contract with Brian
Capital Management L.L.C. (the "Adviser"), all of its Sub-Advisory Agreements
with Pekin, Singer, Shapiro Asset Management, Inc., Harris Associates L.P.,
Wasatch Advisors, Inc. and Harding, Loevner Management, L.P., its Distribution
Agreement with S.F. Investments, Inc., its Custodian Agreement with United
Missouri Bank and its Transfer Agency and Administrative Agreements with
Sunstone Financial Group, Inc. The Board of Trustees expressed its desire to
terminate the contracts effective 45 days after prompt notice is given and
authorized its officers to request a waiver of any applicable notice provisions
requiring notice in excess of 45 days from each service provider.
The Board also adopted a resolution that the Funds cease accepting additional
purchases of shares. The Adviser anticipates that each of the Funds will begin
liquidating, as soon as possible in an orderly fashion considering the best
interests of shareholders of the Funds, all portfolio investments and
anticipates holding the proceeds in short-term debt obligations.
This Supplement should be retained with your Prospectus for future reference
