CAPITAL MANAGEMENT MID-CAP FUND
SUPPLEMENT DATED MAY 26, 1998
The Prospectus dated April 1, 1998, of the Institutional Class of the
Capital Management Mid-Cap Fund (the "Fund") is hereby amended to reflect the
following revised information:
1. Availability of Shares; Minimum Investment. The Institutional Shares
of the Fund are now available to investors, including individual investors,
purchasing shares through investment programs, such as mutual fund
"supermarkets," "wrap" programs, and qualified employee benefit plans, which
have entered into arrangements with the Fund for the purchase of such shares.
The minimum initial investment for such investors is $2,500 unless otherwise
approved by the Advisor. The minimum initial investment for other investors is
$250,000, unless otherwise approved by the Advisor. The minimum subsequent
investment is $500.
2. Fee Table. The information under "FEE TABLE" in the Prospectus is
is revised to reflect the following new EXAMPLE:
"EXAMPLE: You would pay the following expenses on a $1,000 investment in
Institutional Shares of the Fund, whether or not you redeem at the end of the
period, assuming a 5% annual return:
================================================================================
1 Year 3 Years 5 Years 10 Years
------ ------- ------- --------
$15 $47 $82 $179
================================================================================
THE FOREGOING SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN."
