VINTAGE MUTUAL FUNDS INC
497, 2000-10-16
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                                GOVERNMENT ASSETS
                             LIQUID ASSETS, T AND I SHARES
                           MUNICIPAL ASSETS, T AND I SHARES
                            VINTAGE LIMITED TERM BOND
                                  VINTAGE BOND
                                 VINTAGE INCOME
                             VINTAGE MUNICIPAL BOND
                                VINTAGE BALANCED
                            VINTAGE EQUITY, S AND T SHARES
                            VINTAGE AGGRESSIVE GROWTH

                               VINTAGE TECHNOLOGY





                                Prospectus dated
                                October 16, 2000








As with other mutual  funds,  the  Securities  and Exchange  Commission  has not
approved or  disapproved  these  securities  or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.


<PAGE>



                      Investment Adviser and Administrator
                           Investors Management Group
                                2203 Grand Avenue
                             Des Moines, Iowa 50312

                                   Distributor
                     BISYS Fund Services Limited Partnership
                                3435 Stelzer Road
                              Columbus, Ohio 43219

                                  Legal Counsel
                  Cline, Williams, Wright, Johnson & Oldfather
                            1900 First Bank Building
                             Lincoln, Nebraska 68508

                              Independent Auditors
                           PricewaterhouseCoopers LLP
                           1177 Avenue of the Americas
                               New York, NY 10036

<PAGE>


                                                           Table of Contents


Risk/Return Summary.......................................................... 2
o        Vintage Money Market Funds.......................................... 3
o        Vintage Bond Funds.................................................. 6
o        Vintage Balanced Fund...............................................10
o        Vintage Stock Funds.................................................11

Fees and Expenses of the Funds...............................................14


Description of the Funds.....................................................16
o        Government Assets Fund..............................................17
o        Liquid Assets Fund..................................................17
o        Municipal Assets Fund...............................................17
o        Vintage Limited Term Bond Fund......................................18
o        Vintage Bond Fund...................................................19
o        Vintage Income Fund.................................................19
o        Vintage Municipal Bond Fund.........................................19
o        Vintage Balanced Fund...............................................21
o        Vintage Equity Fund ................................................22
o        Vintage Aggressive Growth Fund......................................22
o        Vintage Technology Fund.............................................22


Management of the Funds......................................................25

Purchase and Sale of Shares..................................................27
o........How the Funds Value Their Shares....................................27
o        How to Purchase Shares..............................................27
o        Automatic Investment Plan...........................................28
o        How to Exchange Shares..............................................28
o        How to Sell Shares..................................................29
o        Auto Withdrawal Plan................................................30
o        Automatic Redemption................................................30

Dividends, Distributions, and Taxes..........................................31

Distribution Arrangements....................................................33

Financial Highlights.........................................................35

For more information about the Funds.................................Back Cover


<PAGE>


Risk/Return Summary

The following is a summary of certain key information  about the Funds. You will
find additional information about the Funds after this summary.

In this summary,  we will  identify  certain kinds of risks that apply to one or
more of the Funds. These risks are:

o    Market Risk This is the risk that market  influences  will affect  expected
     returns of all equities and bonds in ways that were not anticipated.

o    Interest  Rate Risk This is the risk that  returns  will be better or worse
     than expected because of changes in the level of interest rates.

o    Credit Risk This is the risk  associated  with the ability of the firm that
     issues securities to meet its obligations on those securities.

The summary also describes specific risks that may apply to one Fund.

The  Risk/Return  Summary  includes a bar chart for each Fund showing its annual
returns and a table showing its average  annual  returns.  The bar chart and the
table provide an indication of the historical risk of an investment in each Fund
by showing:

o    changes  in the Fund's  performance  from year to year over 10 years or, if
     less, the life of the Fund; and

o    how the Fund's average  annual returns for one, five, and 10 years,  or, if
     less,  the life of the Fund,  compare to those of a broad-based  securities
     market index.

A Fund's past performance,  of course, does not necessarily indicate how it will
perform in the future.

Other important things for you to note:

o    You may lose money by investing in a Fund.

o    An  investment  in a Fund is not a deposit in a bank and is not  insured or
     guaranteed  by the  Federal  Deposit  Insurance  Corporation  or any  other
     government agency.


<PAGE>


Vintage Money Market Funds

Government Assets Fund
Liquid Assets Fund
Municipal Assets Fund

Objectives.  The  investment  objectives of the Money Market Funds are safety of
principal and liquidity,  and to the extent  consistent  with these  objectives,
maximum current income.  The Municipal  Assets Fund seeks current income that is
exempt from federal income taxes.

Principal Investment Strategies. The Funds are "money market funds" that seek to
maintain a stable  net asset  value of $1.00 per share.  Each Fund  pursues  its
objectives by maintaining a portfolio of high-quality  money market  securities.
Each Fund primarily invests in:

o    Government  Assets Fund: U.S. Treasury bills or notes and other obligations
     issued  or   guaranteed   by  the  U.S.   Government  or  its  agencies  or
     instrumentalities.

o    Liquid  Assets Fund:  U.S.  Treasury  bills or notes and other  obligations
     issued  or   guaranteed   by  the  U.S.   Government,   its   agencies   or
     instrumentalities,   and   high-quality   commercial  paper  and  corporate
     obligations.

o    Municipal Assets Fund:  High-quality,  tax-exempt debt obligations of state
     and municipal governments.

Principal  Risks. The principal risks of investing in the Money Market Funds are
interest  rate risk and credit  risk.  Although  the Funds seek to preserve  the
value of your  investment  at $1.00 per share,  it is  possible to lose money by
investing in the Funds.

Bar Chart and Performance Information

The  bar  chart  and  performance  information  provides  an  indication  of the
historical  risk of an investment in the Funds by showing  changes in the Funds'
performance  from year to year. The Funds' past performance does not necessarily
indicate how they will perform in the future.

You may obtain current yield information for any Fund by calling (800) 438-6375.


<PAGE>



Government Assets Fund


The total return for the quarter ended September 30, 2000 was 1.48 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
1.36 percent  (quarter  ending  6/30/95) and the lowest return for a quarter was
0.66 percent (quarter ending 3/31/93).
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------
                                Average Annual Total Return (as of 12/31/99)
-------------------------------------------------------------------------------------------------------------
<S>                                               <C>                 <C>                   <C>
-------------------------------------------------------------------------------------------------------------
                                                     1 Year              5 Year          Since Inception*
-------------------------------------------------------------------------------------------------------------
Government Assets                                    4.48%               4.81%                4.34%
-------------------------------------------------------------------------------------------------------------
*Inception Date: 12/21/92


Liquid Assets Fund


The total return for the quarter ended September 30, 2000 was 1.48 percent.

During the period shown in the bar chart,  the highest  return for a quarter was
1.29 percent  (quarter ending  12/31/97) and the lowest return for a quarter was
1.05 percent (quarter ending 6/30/99).


------------------------------------------------------------------------------------------------------------------
                                  Average Annual Total Return (as of 12/31/99)
------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------
                                                 1 Year                           Since Inception*
------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------
Liquid Assets, T Shares                           4.47%                                4.87%
------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------
Liquid Assets, I Shares                           4.63%                                5.07%
------------------------------------------------------------------------------------------------------------------
*Inception Date 10/15/96

Municipal Assets Fund


The total return for the quarter ended September 30, 2000 was 0.85 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
0.81 percent  (quarter ending  12/31/97) and the lowest return for a quarter was
0.56 percent (quarter ending 3/31/99).

----------------------------------------------------------------------------------------------------------------
                                 Average Annual Total Return (as of 12/31/99)
----------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------
                                                      1 Year                      Since Inception*
----------------------------------------------------------------------------------------------------------------
Municipal Assets, T Shares                            2.53%                             2.92%
----------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------
Municipal Assets, I Shares                            2.69%                             3.12%
----------------------------------------------------------------------------------------------------------------
*Inception Date 10/15/96

</TABLE>


<PAGE>



Vintage Bond Funds

 Vintage Limited Term Bond Fund

Objective.  The Fund's investment  objective is total return from a portfolio of
limited-term, fixed-income securities.

Principal  Investment  Strategies.  The Fund invests  primarily in a diversified
portfolio of fixed-income securities,  including corporate debt securities, U.S.
Government  securities,  and  mortgage-related  securities.  The  Fund  normally
invests  more than 65 percent  of its total  assets in  fixed-income  securities
rated within the three highest rating  categories or, if unrated,  of comparable
quality.  The Fund  expects to  maintain  a  dollar-weighted  average  portfolio
maturity of 1 to 4 years.

The Fund seeks total return  through a combination  of interest  income from its
investments and appreciation or depreciation in the value of the securities. The
Fund selects  investments  based on both capital  appreciation  and depreciation
adjusted periodically based on various factors, including average maturity.

Principal  Risks. The principal risks of investing in the Fund are interest rate
risk and credit risk. The Fund's investments in mortgage-related securities have
prepayment  risk,  which is the risk that  mortgage  loans will be prepaid  when
interest  rates decline  forcing the Fund to reinvest in  securities  with lower
interest rates. For this and other reasons, mortgage-related securities may have
significantly  greater price and yield volatility than traditional  fixed-income
securities.

Bar Chart and Performance Information

The  bar  chart  and  performance  information  provides  an  indication  of the
historical  risk of an investment  in the Fund by showing  changes in the Fund's
performance  from year to year. The Fund's past performance does not necessarily
indicate how it will perform in the future.


The total return for the quarter ended September 30, 2000 was 2.30 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
3.48 percent  (quarter ending  12/31/95) and the lowest return for a quarter was
-1.64 percent (quarter ending 3/31/96).
<TABLE>
<CAPTION>

----------------------------------------------------------------------------------------------------------------
                                 Average Annual Total Return (as of 12/31/99)
----------------------------------------------------------------------------------------------------------------
<S>                                                              <C>                        <C>
----------------------------------------------------------------------------------------------------------------
                                                                    1 Year               Since Inception*
----------------------------------------------------------------------------------------------------------------
Vintage Limited Term Bond                                             0.56%                   4.43%
----------------------------------------------------------------------------------------------------------------
Merrill Lynch 1-5 Yr. Gov't/Corp. Bond Index                          2.19%                   5.95%
----------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------
Lehman Aggregate                                                     -0.83%                   6.19%
----------------------------------------------------------------------------------------------------------------
*Inception Date 06/15/95

</TABLE>


<PAGE>


Vintage Bond Fund

Objective.  The Fund's investment objective is income and capital  appreciation,
consistent with the preservation of capital.

Principal  Investment  Strategies.  The Fund invests  primarily in a diversified
portfolio of fixed-income securities,  including corporate debt securities, U.S.
Government  securities,  and  mortgage-related  securities.  The  Fund  normally
invests  more than 65 percent  of its total  assets in  fixed-income  securities
rated within the three highest rating  categories or, if unrated,  of comparable
quality.  The Fund  expects to  maintain  a  dollar-weighted  average  portfolio
maturity of 4 to 10 years.

The Fund seeks to invest in  fixed-income  securities  to achieve  both  current
income and appreciation.  The Fund selects investments based on various factors,
including average maturity and interest rate outlook.

Principal  Risks. The principal risks of investing in the Fund are interest rate
risk and credit risk. The Fund's investments in mortgage-related securities have
prepayment  risk,  which is the risk that  mortgage  loans will be prepaid  when
interest  rates decline  forcing the Fund to reinvest in  securities  with lower
interest rates. For this and other reasons, mortgage-related securities may have
significantly  greater price and yield volatility than traditional  fixed-income
securities.

Bar Chart and Performance Information

The  bar  chart  and  performance  information  provides  an  indication  of the
historical  risk of an investment  in the Fund by showing  changes in the Fund's
performance  from year to year. The Fund's past performance does not necessarily
indicate how it will perform in the future.


The total return for the quarter ended September 30, 2000 was 2.73 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
5.00 percent  (quarter ending  12/31/95) and the lowest return for a quarter was
-2.90 percent (quarter ending 3/31/96).
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------
                                Average Annual Total Return (as of 12/31/99)
-------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------
<S>                                              <C>                                 <C>
                                                   1 Year                        Since Inception*
-------------------------------------------------------------------------------------------------------------
Vintage Bond                                       -0.30%                              5.56%
-------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------
Lehman Aggregate                                   -0.83%                              5.76%
-------------------------------------------------------------------------------------------------------------
*Inception Date 07/07/95
</TABLE>

<PAGE>


Vintage Income Fund

Objective.  The Fund's investment  objective is current income,  consistent with
the preservation of capital.

Principal  Investment  Strategies.  The Fund invests  primarily in a diversified
portfolio of fixed-income  securities,  including  mortgage-related  securities,
U.S. Government  securities,  and corporate debt obligations.  The Fund normally
invests  more than 65 percent  of its total  assets in  fixed-income  securities
rated within the three highest rating  categories or, if unrated,  of comparable
quality. The Fund maintains a dollar-weighted average portfolio maturity of 4 to
10 years. The Fund invests in fixed-income  securities to achieve current income
and selects investments based on factors such as maturity and current income.

Principal  Risks. The principal risks of investing in the Fund are interest rate
and credit risk. The Fund's  investments  in  mortgage-related  securities  have
prepayment  risk,  which is the risk that  mortgage  loans will be prepaid  when
interest  rates decline  forcing the Fund to reinvest in  securities  with lower
interest rates. For this and other reasons, mortgage-related securities may have
significantly  greater price and yield volatility than traditional  fixed-income
securities.

Bar Chart and Performance Information

The  bar  chart  and  performance  information  provides  an  indication  of the
historical  risk of an investment  in the Fund by showing  changes in the Fund's
performance  from year to year. The Fund's past performance does not necessarily
indicate how it will perform in the future.



The total return for the quarter ended September 30, 2000 was 2.81 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
4.64 percent  (quarter  ending  6/30/95) and the lowest return for a quarter was
-2.27 percent (quarter ending 3/31/94).
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------
                                   Average Annual Total Return (as of 12/31/99)
-------------------------------------------------------------------------------------------------------------------
<S>                                     <C>             <C>                           <C>
-------------------------------------------------------------------------------------------------------------------
                                          1 Year          5 Year                   Since Inception*
-------------------------------------------------------------------------------------------------------------------
Vintage Income                            -0.78%           6.03%                        5.13%
-------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------
Lehman Int. Gov't/Corp.                    0.39%           7.09%                        6.08%
-------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------
Lehman Aggregate                          -0.83%           7.74%                        6.51%
-------------------------------------------------------------------------------------------------------------------
*Inception Date 12/15/92
</TABLE>



<PAGE>


Vintage Municipal Bond Fund

Objective. The Fund's investment objective is current income that is exempt from
federal income taxes, consistent with the preservation of capital.

Principal Investment Strategies. The Fund invests at least 80 percent of its net
assets in a diversified portfolio of fixed-income securities with income that is
exempt from federal  income taxes and is not subject to the federal  alternative
minimum tax. The Fund expects to maintain a  dollar-weighted  average  portfolio
maturity  of 4 to 10  years.  While the Fund  expects  to  invest  primarily  in
higher-rated  municipal securities,  it may invest up to 25 percent of its total
assets in below investment grade securities (commonly known as "junk bonds").

Principal  Risks. The principal risks of investing in the Fund are interest rate
risk and credit risk. To the extent the Fund invests in lower-rated  securities,
your  investment is subject to more credit risk than a fund that invests  solely
in  higher-rated   securities.   The  Fund's  investments  in  municipal  income
securities  also have the risk that  special  factors may  adversely  affect the
value of municipal  securities and have a significant effect on the value of the
Fund's  investments.  These factors  include  political or legislative  changes,
uncertainties related to the tax status of municipal securities or the rights of
investors in these securities.

Bar Chart and Performance Information

The  bar  chart  and  performance  information  provides  an  indication  of the
historical  risk of an investment  in the Fund by showing  changes in the Fund's
performance  from year to year. The Fund's past performance does not necessarily
indicate how it will perform in the future.


The total return for the quarter ended September 30, 2000 was 1.79 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
6.39 percent  (quarter  ending  3/31/95) and the lowest return for a quarter was
-4.39 percent (quarter ending 3/31/94).
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------
                                Average Annual Total Return (as of 12/31/99)
-------------------------------------------------------------------------------------------------------------
<S>                                                <C>                <C>                  <C>
-------------------------------------------------------------------------------------------------------------
                                                    1 Year             5 Year          Since Inception*
-------------------------------------------------------------------------------------------------------------
Vintage Municipal Bond                              -0.81%             5.62%                 4.45%
-------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------
Merrill Lynch Int. Muni Bond                        -0.01%             6.31%                 5.30%
-------------------------------------------------------------------------------------------------------------
*Inception Date 02/16/93

</TABLE>

<PAGE>


Vintage Balanced Fund

Objective.  The Fund's  investment  objective is long-term growth of capital and
income.

Principal  Investment  Strategies.  The Fund invests  primarily in a diversified
portfolio of equity securities and fixed-income securities.  The Fund may invest
up to 75  percent  of its total  assets in equity  securities,  primarily  large
capitalization  companies  with strong  earnings  potential.  The Fund  normally
invests at least 25 percent of its total assets in fixed-income  securities,  of
which 65 percent will be invested in fixed-income  securities rated in the three
highest  rating  categories  or, if unrated,  of  comparable  quality.  The Fund
expects to  maintain a  dollar-weighted  average  portfolio  maturity of 4 to 10
years for its investments in fixed-income securities.

Principal  Risks.  The principal risks of investing in the Fund are market risk,
interest rate risk, and credit risk.  The Fund's  investments in both equity and
fixed-income  securities  have  allocation  risk,  which  is the  risk  that the
allocation of the investments between equity and debt securities may have a more
significant effect on the Fund's net asset value when one of these asset classes
is performing more poorly than the other.

Bar Chart and Performance Information

The  bar  chart  and  performance  information  provides  an  indication  of the
historical  risk of an investment  in the Fund by showing  changes in the Fund's
performance  from year to year. The Fund's past performance does not necessarily
indicate how it will perform in the future.




The total return for the quarter ended September 30, 2000 was 1.20 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
16.95 percent  (quarter ending 12/31/98) and the lowest return for a quarter was
-7.25 percent (quarter ending 9/30/98).
<TABLE>
<CAPTION>
     --------------------------------------------------------------------------------------------------------------
                  Average Annual Total Return (as of 12/31/99)
     --------------------------------------------------------------------------------------------------------------
     <S>                                                               <C>                     <C>
     --------------------------------------------------------------------------------------------------------------
                                                                          1 Year             Since Inception*
     --------------------------------------------------------------------------------------------------------------
     --------------------------------------------------------------------------------------------------------------
     Vintage Balanced Fund                                                11.66%                  17.38%
     --------------------------------------------------------------------------------------------------------------
     --------------------------------------------------------------------------------------------------------------
     S&P 500                                                              21.03%                  26.95%
     --------------------------------------------------------------------------------------------------------------
     --------------------------------------------------------------------------------------------------------------
     Lehman Int. Gov't/Corp.                                               0.39%                   5.70%
     --------------------------------------------------------------------------------------------------------------
     --------------------------------------------------------------------------------------------------------------
     50% S&P 500 / 50% Lehman Int. Gov't/Corp.                            10.46%                  16.22%
     --------------------------------------------------------------------------------------------------------------
     *Inception Date 06/01/95
</TABLE>




<PAGE>


Vintage Stock Funds

Vintage Equity Fund

Objective. The Fund's investment objective is long-term capital appreciation.

Principal  Investment  Strategies.  The Fund  invests at least 75 percent of its
total  assets  in  equity   securities.   The  Fund  invests   mainly  in  large
capitalization  companies with strong earnings  potential.  The Fund attempts to
achieve higher overall return while  minimizing risk by investing in these large
capitalization companies.

Principal Risks. The principal risk of investing in the Fund is market risk.

Bar Chart and Performance Information

The  bar  chart  and  performance  information  provides  an  indication  of the
historical  risk of an investment  in the Fund by showing  changes in the Fund's
performance  from year to year. The Fund's past performance does not necessarily
indicate how it will perform in the future.



The total return for the quarter ended September 30, 2000 was 1.39 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
27.51 percent  (quarter ending 12/31/98) and the lowest return for a quarter was
-15.23 percent (quarter ending 9/30/98).

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------------
                  Average Annual Total Return (as of 12/31/99)
----------------------------------------------------------------------------------------------------------------------
<S>                                            <C>                      <C>                  <C>
----------------------------------------------------------------------------------------------------------------------
                                                 1 Year                   5 Year               Since Inception*
----------------------------------------------------------------------------------------------------------------------
Vintage Equity, T Shares **                      22.01%                   27.23%                    20.00%
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
Vintage Equity, S Shares                         21.70%                   27.14%                    19.94%
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
S&P 500                                          21.03%                   28.54%                    21.50%
----------------------------------------------------------------------------------------------------------------------
*Inception Date for Class S 12/15/92. Inception Date for Class T 02/14/98.
**Performance figures reflect a "blended" figure combining the following methods
of  calculation  (a) for periods  before  February 14, 1998,  the figure used is
based on the Fund's Class S performance;  and (b) for periods after February 14,
1998, an actual Class T figure is used  reflecting a deduction of all applicable
charges and fees for that Class.  This blended  figure assumes  reinvestment  of
dividends and capital gains.

</TABLE>



<PAGE>


Vintage Aggressive Growth Fund

Objective. The Fund's investment objective is long-term capital growth.

Principal Investment  Strategies.  The Fund normally invests in companies with a
range of capitalizations  that exhibit a strong potential for price appreciation
relative to other  companies.  The Fund invests in  securities  of companies the
Adviser  believes to be in high growth  industries,  companies  with products in
niche markets, and securities which are temporarily undervalued.

Principal  Risks. The principal risk of investing in the Fund is market risk. To
the extent the Fund  invests in small or medium  capitalization  companies,  its
returns may be more  volatile  and  differ,  sometimes  significantly,  from the
overall U.S.  market.  In addition,  these  companies may have more risk because
they often have limited product lines, markets, or financial resources.

Bar Chart and Performance Information

The  bar  chart  and  performance  information  provides  an  indication  of the
historical  risk of an investment  in the Fund by showing  changes in the Fund's
performance  from year to year. The Fund's past performance does not necessarily
indicate how it will perform in the future.


The total return for the quarter ended September 30, 2000 was 5.27 percent.


During the period shown in the bar chart,  the highest  return for a quarter was
27.25 percent  (quarter ending 12/31/98) and the lowest return for a quarter was
-14.20 percent (quarter ending 9/30/98).

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------
                                 Average Annual Total Return (as of 12/31/99)
----------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------
<S>                                                <C>                          <C>
                                                    1 Year                        Since Inception*
----------------------------------------------------------------------------------------------------------------
Vintage Aggressive Growth                           19.72%                             21.92%
----------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------
S&P 400                                             14.73%                             20.15%
----------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------
NASDAQ Composite                                    86.12%                             37.76%
----------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------
S&P 500                                             21.03%                             26.33%
----------------------------------------------------------------------------------------------------------------
*Inception Date 09/29/95

</TABLE>



<PAGE>



Vintage Technology Fund

Risk/Return Summary

Objective. The Fund's investment objective is long-term capital growth.

Principal Investment  Strategies.  The Fund normally invests primarily in common
stock  equity  securities  of domestic,  but also  foreign,  companies  that the
Adviser  believes  will benefit  significantly  from  technological  advances or
improvements  without  regard to market  capitalization.  Normally it invests at
least 65 percent of its  assets in  securities  of  companies  that the  Adviser
believes will benefit from advances or  improvements  in technology.  Technology
companies  include companies in many industries that rely on technology in their
product  development  or  operations,  are expected to benefit  from  technology
advances and improvements,  or may be experiencing  growth in sales and earnings
driven by technology related research, products or services.

The Fund  may  invest  in a way that is  non-diversified  under  the  Investment
Company Act of 1940 definition. It may hold larger positions in a smaller number
of stocks than a diversified  fund. As a result,  a single  stock's  increase or
decrease in value may have a significant impact on the Fund's value.

Principal  Risks.  The  principal  risk of investing in the Fund is market risk,
which is the risk that market  influences  will affect  expected  returns of all
equities in ways that were not anticipated. In addition to market risk, the Fund
will  concentrate its holdings in the securities of companies  related in such a
way that they may react  similarly  to  certain  market  pressures  and  events,
sometimes  violently.  Because these companies may react  similarly,  the Fund's
returns may be  considerably  more  volatile than a fund that does not invest in
similarly  related  companies.  To the extent that the Funds may invest in small
and medium  capitalization  companies,  they may have capitalization risk. These
investments tend to be more volatile than investments in large-cap companies. In
addition, small-cap companies may have more risk because they often have limited
product lines, markets, or financial resources. Also, the market for the sale of
small-cap stocks may be less liquid.  To the extent that the Funds may invest in
foreign securities,  they may have foreign risk. This is the risk of investments
in issuers located in foreign countries, which may have greater price volatility
and less  liquidity.  Investments  in  foreign  securities  also are  subject to
political,  regulatory,  and diplomatic  risks.  Foreign risk includes  currency
risk, which may occur due to fluctuations in the exchange rates between the U.S.
dollar and foreign currencies.  This risk could negatively affect the value of a
Fund's investments.

Performance:

Since  this  is a new  Fund,  performance  information  is  not  required  to be
included.



<PAGE>

FEES AND EXPENSES OF THE FUNDS

SHAREHOLDER
TRANSACTION EXPENSES (Fees paid directly from your investment)............NONE

ANNUAL FUND                   The Examples are to help you compare the cost of
OPERATING  EXPENSES           investing in the Funds with the cost of investing
(expenses  that are           in other funds.  They assume that you invest
deducted from Fund            $10,000 in each Fund for the periods indicated and
assets) AND                   then redeem all your shares at the end of those
EXAMPLES                      periods. They also assume your investment has a 5
                              percent return each year and the Fund's operating
                              expenses stay the same.  Your actual costs may be
                              higher or lower.
<TABLE>
<CAPTION>
--------------------------------------------------------------------------- ---------------------------------------------
                            OPERATING EXPENSES                                                EXAMPLES
--------------------------------------------------------------------------- ---------------------------------------------
<S>                                                         <C>            <C>                        <C>
---------------------------------------------------------- ---------------- ------------------------ --------------------
GOVERNMENT ASSETS FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                0.40%(1)     After 1 year                     $75
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Other Expenses                                                  0.33%       After 3 years                   $233
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $406
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                 0.73%(1)      After 10 years                  $906
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
LIQUID ASSETS FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Class T
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.35%       After 1 year                     $88
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Other Expenses                                                  0.51%       After 3 years                   $274

---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $477
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   0.86%       After 10 years                 $1,061
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Class I
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.35%       After 1 year                     $73
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Other Expenses                                                  0.36%       After 3 years After 5           $227
                                                                            years                           $395
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   0.71%       After 10 years                  $883
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
MUNICIPAL ASSETS FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Class T
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.35%       After 1 year                     $92
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Other Expenses                                                  0.55%       After 3 years                   $287

---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $498
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                  0.90%(2)     After 10 years                 $1,108

---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Class I
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.35%       After 1 year                     $77
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Other Expenses                                                  0.34%       After 3 years After 5           $240
                                                                            years                           $417
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                  0.75%(3)     After 10 years                  $930
---------------------------------------------------------- ---------------- ------------------------ --------------------

---------------------------------------------------------- ---------------- ------------------------ --------------------
VINTAGE LIMITED TERM BOND FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.50%       After 1 year                     $94
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 3 years                   $293
Other Expenses                                                  0.42%
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $509
                                                                                                     --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   0.92%       After 10 years                 $1,131
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
VINTAGE BOND FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.55%       After 1 year                    $103
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 3 years                   $322
Other Expenses                                                  0.46%
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $558
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   1.01%       After 10 years                 $1,236
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
VINTAGE INCOME FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.60%       After 1 year                    $101
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 3 years                   $315
Other Expenses                                                  0.39%
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $547
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   0.99%       After 10 years                 $1,213
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
VINTAGE MUNICIPAL BOND FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                  0.50%      After 1 year                     $94
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 3 years                   $293
Other Expenses                                                  0.42%
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $509
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   0.92%       After 10 years                 $1,131
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
VINTAGE BALANCED FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.75%       After 1 year                    $122
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 3 years                   $381
Other Expenses                                                  0.45%
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $660
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   1.20%       After 10 years                 $1,455
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
VINTAGE EQUITY FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Class S
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.75%       After 1 year                    $138
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Other Expenses                                                  0.61%       After 3 years                   $431
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $745
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   1.36%       After 10 years                 $1,635
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Class T
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.75%       After 1 year                    $113
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Other Expenses                                                  0.36%       After 3 years                   $353
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $612
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   1.11%       After 10 years                 $1,352
---------------------------------------------------------- ---------------- ------------------------ --------------------



---------------------------------------------------------- ---------------- ------------------------ --------------------
VINTAGE AGGRESSIVE GROWTH FUND
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Management Fees                                                 0.95%       After 1 year                    $137
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 3 years                   $428
Other Expenses                                                  0.40%
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
                                                                            After 5 years                   $739
---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------
Total Fund Operating Expenses                                   1.35%       After 10 years                 $1,624
---------------------------------------------------------- ---------------- ------------------------ --------------------

Vintage Technology Fund

---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------

Management Fees                                                 1.25%       After 1 year                    $173

---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------

Other Expenses                                                  0.45%       After 3 years                   $536

---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------

                                                                            After 5 years                   $923

---------------------------------------------------------- ---------------- ------------------------ --------------------
---------------------------------------------------------- ---------------- ------------------------ --------------------

Total Fund Operating Expenses                                 1.70% (3)     After 10 years                 $2,009

---------------------------------------------------------- ---------------- ------------------------ --------------------

(1)  During  the  fiscal  year,  the  Fund's  Adviser  waived a  portion  of the
     management  fee for an  actual  fee of 0.35  percent  which  made the Total
     Expenses 0.68  percent.  The Adviser may reduce or eliminate the fee waiver
     at any time.
(2)  During the fiscal year, certain fees were voluntarily reduced for an actual
     fee of 0.89 percent.
(3)  During the fiscal year, certain fees were voluntarily reduced for an actual
     fee of 0.74 percent.
(4)  The Fund's Operating expenses will not be more than 1.75 percent, since the
     Fund's  Adviser will waive a portion of the  management fee to not exceed a
     Total Expense of 1.75 percent.  The Adviser may reduce or eliminate the fee
     waiver at any time.

</TABLE>



<PAGE>


Description of the Funds

This section of the  Prospectus  provides a more  complete  description  of each
Fund's investment  objectives,  principal  strategies,  and risks. There can, of
course, be no assurance that any Fund will achieve its investment objective.

Understand the Risks

This  section  describes  risks that  affect the Funds'  portfolios  as a whole.
Certain of these risks may apply to one or more of the Funds. These risks are:

o    Market Risk This is the risk that market  influences  will affect  expected
     returns of all equities and bonds in ways that were not anticipated.

o    Interest  Rate Risk This is the risk that  returns  will be better or worse
     than expected because of changes in the level of interest rates.

o    Credit Risk This is the risk  associated  with the ability of the firm that
     issues securities to meet its obligations on those securities.

o    Management Risk This risk is the  possibility  that the Funds' managers may
     make poor  choices  in  selecting  securities  and that the Funds  will not
     perform as well as other funds.

Vintage Money Market Funds

Objectives and Principal Investment Strategies

The Funds' investment  objectives are safety of principal and liquidity,  and to
the extent consistent with these objectives, maximum current income (exempt from
Federal income taxes in the case of the Municipal  Assets Fund). As money market
funds,  each Fund must meet the  requirements of SEC Rule 2a-7. The Rule imposes
strict requirements on the investment quality,  maturity, and diversification of
the Funds' investments. Under Rule 2a-7, the Funds' investments must each have a
remaining  maturity of no more than 397 days and the Funds must each maintain an
average weighted maturity that does not exceed 90 days.

Government Assets Fund

The Fund invests exclusively in U.S. Treasury bills, notes and other obligations
issued   or   guaranteed   by  the   U.S.   Government   or  its   agencies   or
instrumentalities.  The Fund may invest in repurchase  agreements for these U.S.
Government obligations.

Liquid Assets Fund

The Fund  pursues its  objectives  by  investing  in  high-quality  money market
obligations. The Fund may invest in:

o    U.S. Treasury bills,  notes and other  obligations  issued or guaranteed by
     the U.S. Government, its agencies, or instrumentalities;


o    redeemable  interest-bearing  ownership  certificates issued by one or more
     guaranteed  loan trusts created for the purpose of acquiring  participation
     interests  in  the  guaranteed  portion  of  Farmer's  Home  Administration
     guaranteed loans;


o    high-quality  commercial paper (rated or determined by the Adviser to be of
     comparable quality);

o    certificates of deposit and bankers'  acceptances issued by U.S. banks that
     have  assets in excess of  $10,000,000  and  obligations  of other banks or
     savings and loans insured by the FDIC;

o    high-quality, short-term corporate obligations; and

o    repurchase  agreements  collateralized  by the types of  securities  listed
     above.

Municipal Assets Fund

The Fund pursues its  objective by investing in  high-quality,  tax-exempt  debt
obligations of state and municipal governments. The Fund may invest in:

o    tax-exempt debt obligations issued by state and municipal  governments that
     are unrated and backed by demand  repurchase  commitments and participation
     interests in these securities; and

o    variable rate demand notes.

The Fund may purchase new issues of tax-exempt debt obligations that are offered
on a  when-issued  basis  with  the  securities  to be  delivered  and  paid for
approximately 45 days following the initial purchase  commitment.  The Fund also
may invest up to 20 percent of its assets in taxable securities.

Risk Considerations

The  Money  Market  Funds  are  subject  to  management  risk.  This risk is the
possibility  that  the  Funds'  managers  may make  poor  choices  in  selecting
securities  and that the  Funds  will not  perform  as well as other  funds.  In
addition, specific risks of the Funds' portfolios include:


Interest Rate Risk. Because the Funds invest in short-term securities, a decline
in interest  rates will affect the Funds' yields as these  securities  mature or
are sold and the Funds  purchase new  short-term  securities  with lower yields.
Generally,  an increase in interest rates causes the value of a debt  instrument
to decrease. The change in value for shorter-term  securities is usually smaller
than for  securities  with  longer  maturities.  Because  the  Funds  invest  in
securities  with short  maturities and seek to maintain a stable net asset value
of $1.00 per  share,  it is  possible,  though  unlikely,  that an  increase  in
interest rates would change the value of your investment.

Credit Risk. This is the risk that a security's credit rating will be downgraded
or that the issuer of a security will default (fail to make  scheduled  interest
and principal payments). The Funds invest in highly rated securities to minimize
credit risk.

Municipal  Market Risk.  The  Municipal  Assets Fund faces the risk that special
factors  may  adversely  affect  the value of  municipal  securities  and have a
significant effect on the value of the Fund's investments. These factors include
political or  legislative  changes,  uncertainties  related to the tax status of
municipal securities, or the rights of investors in these securities. The Fund's
investments in certain municipal  securities with principal or interest payments
that are made from a specific  project or  facility,  and not from  general  tax
revenues,  may have increased risks.  Factors affecting the project or facility,
such as local or  economic  conditions,  could  have  significant  effect on the
project's   ability  to  make  payments  of  principal  and  interest  on  these
securities.

Vintage Bond Funds

Objectives and Principal Investment Strategies

Vintage Limited Term Bond Fund

The Fund's investment objective is total return from a portfolio of limited-term
fixed-income  securities.  The Fund normally invests more than 65 percent of its
total assets in  fixed-income  securities  rated within the three highest rating
categories or, if unrated, of comparable  quality.  Among the Fund's investments
in  fixed-income  securities  are corporate  debt  securities,  U.S.  Government
obligations,  and mortgage-related and asset-backed securities. The Fund expects
to maintain a dollar-weighted average portfolio maturity of 1 to 4 years.

The Fund seeks to obtain total return through a combination  of interest  income
from the Fund's underlying fixed-income securities, appreciation or depreciation
in the value of these fixed-income securities, and gains or losses realized upon
the sale of these securities. In selecting investments,  the Fund places primary
emphasis on capital  appreciation  and  capital  preservation  through  periodic
adjustment of the average maturity or duration of the Fund's portfolio. Duration
is a measure of a security's  average life at the present value of its cash flow
(or interest  payments).  The Fund also  considers  factors  such as  securities
selection,  maturity  structure  and  sector  allocation.  Current  income  is a
secondary consideration.

The Fund primarily  invests in bonds,  notes,  and debentures of a wide range of
domestic fixed-income security issuers.

Vintage Bond Fund

The Fund's investment objective is income and capital  appreciation,  consistent
with the preservation of capital. The Fund normally invests more than 65 percent
of its total assets in debt  securities  rated within the three  highest  rating
categories or, if unrated, of comparable  quality.  Among the Fund's investments
in fixed-income  securities are corporate debt securities,  mortgage-related and
asset-backed   securities,   and  U.S.  Government  obligations.   In  selecting
investments,  the Fund places primary emphasis on portfolio  duration  analysis,
yield-curve positioning, sector allocation and issue selection. The Fund expects
to maintain a dollar-weighted average portfolio maturity of 4 to 10 years.

The Fund primarily  invests in bonds,  notes,  and debentures of a wide range of
domestic fixed-income security issuers.

The market value of  fixed-income  securities  changes as interest rates change.
When interest rates decline,  the value of these securities generally increases.
When interest rates rise, the value of these securities generally decreases.  To
meet the objectives of the Fund and to seek  additional  stability of principal,
the Fund adjusts the average maturity of its investments  based on the direction
of interest rate levels.

Vintage Income Fund

The  Fund's  investment  objective  is  current  income,   consistent  with  the
preservation of capital.  The Fund normally  invests more than 65 percent of its
total assets in  fixed-income  securities  rated within the three highest rating
categories or if unrated, of comparable quality. Among the Fund's investments in
fixed-income  securities  are  mortgage-related  and  asset-backed   securities,
corporate  debt  securities,  and  U.S.  Government  obligations.  In  selecting
investments,  the Fund places primary emphasis on an analysis of the duration or
average life of its  portfolio,  the direction of interest  rates or yield-curve
positioning, sector allocation and issue selection. The Fund expects to maintain
a dollar-weighted average portfolio maturity of 4 to 10 years.

The Fund primarily  invests in bonds,  notes,  and debentures of a wide range of
domestic fixed-income security issuers.

The market value of  fixed-income  securities  changes as interest rates change.
When interest rates decline,  the value of these securities generally increases.
When interest rates rise, the value of these securities generally decreases.  To
meet the objectives of the Fund and to seek  additional  stability of principal,
the Fund adjusts the average maturity of its investments  based on the direction
of interest rate levels.  During  periods of rising  interest  rates and falling
prices,  the Fund could select  investments  with a shorter average  maturity to
cushion the effect of price  declines on the Fund's net asset value.  When rates
are falling  and prices are rising,  the Fund may  consider  investments  with a
longer average maturity.

Vintage Municipal Bond Fund

The Fund's investment  objective is current income, which is exempt from federal
income taxes,  consistent with the  preservation  of capital.  The Fund normally
invests  at least 80 percent of its net  assets in a  diversified  portfolio  of
municipal  securities  paying  interest that is exempt from federal income taxes
and that is not subject to alternative minimum tax ("AMT").  The Fund expects to
maintain a dollar-weighted average portfolio maturity of 4 to 10 years.

While  maintaining  an average  portfolio  maturity  of 4 to 10 years,  the Fund
normally  invests  in  municipal  obligations  that have a stated  or  remaining
maturity  of 25  years or less or in  municipal  obligations  with a  stated  or
remaining   maturity  in  excess  of  25  years  if  such  obligations  have  an
unconditional put to sell or redeem the securities within 25 years from the date
of purchase.

The Fund invests in:

o    municipal  bonds that are rated within the five highest rating  categories;
     and

o    municipal  notes,  tax-exempt  commercial  paper,  and variable rate demand
     obligations that are rated within the two highest rating categories.

The Fund also may  invest up to 10  percent  of its  total  assets in  municipal
obligations  that are unrated at the time of purchase but are  determined by the
Adviser to be of comparable quality to rated securities.

Municipal  securities are typically classified as either "general obligation" or
"revenue"  bonds.  General  obligation  securities  are secured by the  issuer's
pledge of its full faith,  credit, and taxing power for the payment of principal
and interest.  Revenue  bonds are payable only from the revenues  derived from a
particular facility or class of facilities, or, in some cases, from the proceeds
of a special  excise  tax or other  specific  revenue  source.  The  payment  of
principal  and interest on revenue  bonds is dependent  solely on the ability of
the  user  of the  facilities  financed  by the  bonds  to  meet  its  financial
obligations and a secured interest in the facility.

The Fund may invest up to 25 percent of its total assets in municipal securities
that are  related  in such a way that  business  or  political  developments  or
changes  affecting  one  security  could also  affect the others  (for  example,
securities with interest that is paid from projects of a similar type).

Risk Considerations

The  principal  risks of the Vintage Bond Funds are interest  rate risk,  credit
risk, management risk, and market risk.

The  Vintage  Bond  Funds,  other than the  Municipal  Bond  Fund,  may invest a
significant  portion  of  their  assets  in  mortgage-related  and  asset-backed
securities.  These  securities have  sensitivities  to changes in interest rates
that are  different  from many other  types of debt  securities.  These types of
securities are subject to prepayment  when interest rates fall,  which generally
results in lower returns  because the Funds must  reinvest  their assets in debt
securities with lower interest  rates.  When interest rates rise, the maturities
of these types of securities tend to lengthen  because  prepayments  decline and
the value of the securities decreases more significantly.

The Municipal Bond Fund has municipal market risk. This is the risk that special
factors  may  adversely  affect  the value of  municipal  securities  and have a
significant adverse effect on the value of the Fund's investments. These factors
include  political  or  legislative  changes,  uncertainties  related to the tax
status of municipal  securities,  or the rights of  securities  holders in these
securities.   The  Fund's  investments  in  certain  municipal  securities  with
principal  and interest  payments  that are made from the revenues of a specific
project or facility,  and not general tax  revenues,  may have  increased  risk.
Factors  affecting the project or facility,  such as local  business or economic
conditions,  could have a significant  effect on the  project's  ability to make
payments of principal and interest on these securities.

Other Investment Policies and Risks for the Bond Funds

All of the Vintage  Bond Funds may invest in debt  securities  rated in the five
highest rating  categories.  The Funds also may invest up to 25 percent of their
assets in debt  securities  rated in fifth highest  rating  category,  which are
considered below  investment grade securities  (commonly known as "junk bonds").
The Bond Funds'  investments in lower-rated  debt securities are subject to more
interest rate and credit risk than investments in higher-rated debt securities.

Vintage Balanced Fund

Objectives and Principal Investment Strategies

The Fund's investment  objective is long-term growth of capital and income.  The
Fund invests in a diversified  portfolio of equity  securities and  fixed-income
securities.  Normally,  the Fund invests up to 75 percent of its total assets in
equity  securities  and at least 25 percent of its total assets in  fixed-income
securities.  The  investment  manager  allocates  holdings to take  advantage of
economic conditions, general market trends, interest rate levels, and changes in
fiscal and monetary policies.

For the equity portion of the portfolio,  the Fund selects  investments based on
an earnings focus that considers  quantitative and qualitative factors,  such as
revenue  potential,   balance  sheet  strength,   management  quality,  industry
leadership,  profit  margins,  cash  flow  generation  and  identifiable  growth
catalysts.  The Fund seeks industry and stock  diversification to minimize risk.
The Fund's  investments in equity  securities  include common stocks,  preferred
stocks,  and  convertible  securities.  The Fund  also  may  invest  in  foreign
securities through the purchase of American Depository Receipts ("ADRs").

In the  fixed-income  portion of the  portfolio,  the Fund expects to maintain a
dollar-weighted  average  maturity  of 4 to  10  years.  The  Fund  will  invest
approximately  65 percent of this portion of its portfolio in  investment  grade
securities  (rated in the three highest  rating  categories  or, if unrated,  of
comparable  quality).   These  securities  include  corporate  debt  securities,
mortgage-related and asset-backed  securities,  and U.S. Government obligations.
The Fund  invests  in  bonds,  notes,  and  debentures  of a wide  range of U.S.
corporate issuers. The Fund also may invest up to 25 percent of the fixed-income
portion of its portfolio in lower-rated securities.

Risk Considerations

The principal  risks of the Balanced  Fund are market risk,  interest rate risk,
credit risk, and  management  risk. In addition,  the Fund has allocation  risk,
which is the risk that the  allocation of  investments  between  equity and debt
securities  will have a more  significant  effect on the Fund's net asset  value
when one of these asset classes is performing more poorly than the other.

The  fixed-income  portion of the Fund's  portfolio  has similar  risks to those
discussed above for the Vintage Bond Funds.  These include the risk of investing
in mortgage-related  securities, which tend to be more volatile than other types
of fixed-income securities, and the risk of investing in lower-rated securities,
which may have more interest rate and credit risk.

Vintage Stock Funds

Objectives and Principal Investment Strategies

Vintage Equity Fund

The Fund's  investment  objective is long-term  capital  appreciation.  The Fund
normally  invests at least 75 percent of its total assets in equity  securities.
The  Fund  primarily  invests  in large  capitalization  companies  with  strong
earnings potential.  The Fund strives for high overall return,  while minimizing
risk through the selection of higher-quality equity securities. The Fund invests
in common stocks and  convertible  and preferred  securities.  The Fund also may
invest in foreign securities through the purchase of ADRs.

Focusing on earnings,  the Fund selects equity  securities  using a process that
features  thorough  research  and  fundamental  analysis  based on a "bottom up"
approach.  The  Fund,  through  a  variety  of  sources,  identifies  investment
opportunities   that  exhibit  superior  growth  potential.   The  Fund  selects
investments  based  on  a  long-term  perspective  and  emphasizes  quality  and
consistency of earnings.

The earnings focus of the selection process utilizes a number of factors.  These
factors are  quantitative  and  qualitative.  They  include  revenue  potential,
balance sheet strength, management quality, industry leadership, profit margins,
cash flow generation and identifiable growth catalysts.

The Fund  generally  invests in those firms whose stock trades at an  attractive
price  relative to earnings  potential in relation to overall  market,  relevant
peer group and  historical  trading range  valuations.  The Fund may sell stocks
that it believes to be over-valued  relative to earnings growth potential,  when
fundamentals weaken or when better prospects are discovered.

Vintage Aggressive Growth Fund

The Fund's investment  objective is long-term  capital growth.  The Fund invests
primarily in equity securities of companies with a range of capitalizations that
exhibit a strong potential for price appreciation relative to the general equity
markets.  The Fund  invests  in common  stocks  and  convertible  and  preferred
securities.  The Fund also may invest in foreign securities through the purchase
of ADRs. Dividend income is not a factor in selecting investment securities.

Using the same earnings-focused criteria described for the Equity Fund, the Fund
seeks  investments  in firms with  superior  earnings  potential and products in
niche markets and stocks that are perceived to be temporarily under-valued.  The
Fund may make more significant investments in firms or industry sectors that are
believed  to be  particularly  attractive.  The  Fund  may  make  more  frequent
purchases or sales of stocks based on rapid swings in relative valuations.


Vintage Technology Fund


The Fund's investment  objective is long-term capital growth.  The Fund normally
invests  primarily in securities of domestic,  but also foreign,  companies that
the Adviser believes will benefit  significantly from technological  advances or
improvements  without  regard to market  capitalization.  Normally it invests at
least 65 percent of its  assets in  securities  of  companies  that the  Adviser
believes will benefit from advances or  improvements  in technology.  Technology
companies  include companies in many industries that rely on technology in their
product  development  or  operations,  are expected to benefit  from  technology
advances and improvements,  or may be experiencing  growth in sales and earnings
driven by technology related research, products or services.

The Fund will concentrate  substantially  all of its assets in a select group of
industries  involving  or  benefiting  from  technology.  The  Fund  may  hold a
significant   portion  of  its  assets  in  one  or  more  industries  such  as:
aerospace/defense;  biotechnology;  broadcast  and  media;  computers;  computer
services and software;  communications  and communications  equipment;  consumer
electronics;    e-commerce;    internet   and   internet   related    companies;
office/business equipment; medical devices; semiconductors;  technical services;
and robotics.





Risk Considerations

The principal  risks of the Stock Funds are market risk and management  risk. To
the  extent  that the  Funds  may  invest  in small  and  medium  capitalization
companies,  they may have capitalization risk. These investments tend to be more
volatile  than  investments  in  large-cap  companies.  In  addition,  small-cap
companies  may have more risk  because they often have  limited  product  lines,
markets,  or  financial  resources.  Also,  the market for the sale of small-cap
stocks may be less  liquid.  To the extent  that the Funds may invest in foreign
securities,  they may have  foreign  risk.  This is the risk of  investments  in
issuers located in foreign  countries,  which may have greater price  volatility
and less  liquidity.  Investments  in  foreign  securities  also are  subject to
political,  regulatory,  and diplomatic  risks.  Foreign risk includes  currency
risk, which may occur due to fluctuations in the exchange rates between the U.S.
dollar and foreign currencies.  This risk could negatively affect the value of a
Fund's investments.


In addition to the risks discussed above, the principal risk of investing in the
Technology  Fund is market risk.  This is the risk that market  influences  will
affect expected  returns of all equities in ways that were not  anticipated.  In
addition to market risk, the Technology Fund may concentrate its holdings in the
securities of companies  related in such a way that they may react  similarly to
certain  market  pressures  and  events,  sometimes  violently.   Because  these
companies may react similarly, the Technology Fund's returns may be considerably
more volatile than a fund that does not invest in similarly  related  companies.
The  Technology  Fund may invest in companies  whose earnings may fluctuate more
than  those of other  companies.  It may also  invest  in  companies  for  which
investor's enthusiasm can change dramatically. The Technology Fund may invest in
a way  that  is  non-diversified  under  the  Investment  Company  Act  of  1940
definition.  It may hold larger  positions in a smaller  number of stocks than a
diversified  fund. As a result,  a single stock's  increase or decrease in value
may have a significant impact on the Technology Fund's value.



Other Investment Information

Mortgage-Related  and  Asset-Backed  Securities.   Mortgage-related   securities
represent  pools of mortgage  loans  assembled  for sale to investors by various
governmental  agencies  and  government-related  organizations,  as  well  as by
private  issuers  (such as  commercial  banks,  savings  and loan  institutions,
mortgage bankers and private mortgage insurance companies).

Asset-backed  securities  represent  fractional  interests  in pools or  leases,
retail  installment  loans or  revolving  credit  receivables,  both secured and
unsecured. These assets are generally held by a trust, and payments of principal
and  interest  or  interest  only are  passed-through  monthly or  quarterly  to
certificate  holders and may be guaranteed  up to certain  amounts by letters of
credit issued by a financial  institution  affiliated or  unaffiliated  with the
trustee or originator of the trust.

U.S.  Government  Securities.  U.S.  Government  securities include  obligations
issued or guaranteed by the U.S. Treasury, such as Treasury bills, notes, bonds,
and  certificates  of  indebtedness,  and  obligations  issued or  guaranteed by
agencies or instrumentalities of the U.S. Government.


Portfolio  Turnover Rate. The portfolio  turnover rate for each Fund is included
in the Financial  Highlights Section,  except for the Technology Fund which will
be included when available. The Funds are actively managed and, in some cases in
response  to market  conditions,  a Fund's  portfolio  turnover  may  exceed 100
percent.  A higher rate of  portfolio  turnover  increases  brokerage  and other
expenses and may affect a Fund's returns.  A higher portfolio turnover rate also
may result in the  realization  of  substantial  net  short-term  capital gains,
which, when distributed, are taxable to a Fund's shareholders.


Temporary  Defensive  Position.  For temporary defensive purposes in response to
adverse  market  or other  conditions,  a Fund may make  investments,  including
short-term  money market  instruments or holding  substantial cash reserves that
are inconsistent with the Fund's primary investment strategies.  For those Funds
that invest  primarily in tax-exempt  securities,  these  temporary  investments
could include  taxable  securities.  While the Funds are investing for temporary
defensive purposes, they may not meet their investment objectives.


<PAGE>


Management of the Funds

Investment Adviser

The Funds'  Adviser is Investors  Management  Group,  Ltd.  ("IMG"),  2203 Grand
Avenue,  Des Moines,  Iowa 50312.  IMG is a wholly  owned  subsidiary  of AMCORE
Investment Group, N.A. that provides continuous investment management to pension
and  profit-sharing  plans,   insurance  companies,   public  agencies,   banks,
endowments  and charitable  institutions,  other mutual funds,  individuals  and
others.  As of June 30,  2000,  IMG had  approximately  $4.2  billion in equity,
fixed-income and money market assets under management.

IMG provides investment advisory services and order placement facilities for the
Funds.  For these  advisory  services for the fiscal year ending March 31, 2000,
the Funds paid IMG as a percentage of average daily net assets:

               Fund             Fee as a percentage of average daily net assets*
                                                                 ------------
Government Assets Fund                                                 .40%
Liquid Assets Fund                                                     .35%
Municipal Assets Fund                                                  .35%
Vintage Limited Term Bond Fund                                         .50%
Vintage Bond Fund                                                      .55%
Vintage Income Fund                                                    .60%
Vintage Municipal Bond Fund                                            .50%
Vintage Balanced Fund                                                  .75%
Vintage Equity Fund                                                    .75%
Vintage Aggressive Growth Fund                                         .95%
*See the "Fee Table" at the beginning of the  Prospectus for more information
about fee waivers.

The  following  individuals  serve as  portfolio  managers for the Funds and are
primarily responsible for the day-to-day management of the Funds' portfolios:

Portfolio Managers for the Government Assets,  Liquid Assets,  Municipal Assets,
Limited Term Bond, Bond, Income, Municipal Bond, and Balanced Funds

o        Kathryn D. Beyer, CFA
-        Managing Director and Fixed Income Strategist.
-        Ms. Beyer is a member of the Investment Strategy Committee and the Bond
         Research Committee.
-        She has been with IMG since 1993.

o        Jeffrey D. Lorenzen, CFA
-        Managing Director and Fixed Income Strategist.
-        Mr.  Lorenzen  is  a  member  of  the  Investment  Strategy  Committee
         and chairperson of the Bond Research Committee.
-        He has been with IMG since 1992.

o        Elizabeth S. Pierson, CFA

-        Vice President and Senior Fixed Income Manager.

-        Ms. Pierson is a member of the Investment Strategy Committee and the
         Bond Research Committee.
-        She became an employee of IMG effective with the acquisition of IMG by
         AMCORE Financial, Inc. in February 1998 and has been with IMG
         affiliates since 1984.


Portfolio Managers for the Balanced,  Equity,  Aggressive Growth, and Technology
Funds


o        Darrell C. Thompson
-        Senior Vice President and Senior Equity Manager.
-        Mr. Thompson is a member of the Investment Strategy Committee and the
         Equity Research Committee.
-        He became an employee of IMG effective with the acquisition of IMG by
         AMCORE Financial, Inc. in February 1998 and has been with IMG
         affiliates since 1973.

o        Julie A. O'Rourke, CFA
-        Vice President and Equity Manager.
-        Ms. O'Rourke is a member of the Investment Strategy Committee and
         chairperson of the Equity Research Committee.
-        She became an employee of IMG effective with the acquisition of IMG by
         AMCORE Financial, Inc. in February 1998 and has been with IMG
         affiliates since 1991.

o        Thomas H. Bolgert, CFA
-        Vice President and Equity Research Manager.

-        Mr. Bolgert is a member of the Investment Strategy Committee and the
         Equity Research Committee.
-        He has been with IMG since 1999.  Previously,  he was an analyst with
         Firstar Corporation since 1993.


o        Scott E. Dudgeon
-        Investment Officer and Equity Research Manager.
-        Mr. Dudgeon is a member of the Equity Research Committee.

-        He has been with IMG since 1999. Previously,  he was a research analyst
         with Wessels,  Arnold & Henderson from 1996 to 1998 then Dain, Rauscher
         &  Wessels  from  1998 to 1999  and a  security  master  with  Regional
         Operating Group from 1995 to 1996.





<PAGE>


Purchase and Sale of Shares

How the Funds Value Their Shares


Except  for the Money  Market  Funds,  each  Fund's  net  asset  value or NAV is
calculated at 3:00 p.m.  Central Time each day the Federal  Reserve Bank ("Fed")
or New York Stock Exchange ("Exchange") is open for business and the purchase or
redemption  price is based on the next  calculation  of the  Funds NAV after the
order is placed. If the Fund has portfolio  securities that are primarily listed
on foreign exchanges that trade on weekends or other days when the Fund does not
price its shares,  the Fund's NAV may change on days when  shareholders will not
be able to purchase or redeem the Fund's shares.  The Money Market Funds' NAV is
calculated at 11:00 a.m. Central Time.


To  calculate  NAV, a Fund's  assets are valued  and  totaled,  liabilities  are
subtracted,  and the  balance,  called net  assets,  is divided by the number of
shares  outstanding.  The Funds,  other than the Money Market Funds, value their
assets  at  their  current  market  value  determined  on the  basis  of  market
quotations,  or if such quotations are not readily available, such other methods
as the Funds' directors believe  accurately reflect fair market value. The Money
Market  Funds  value  their  securities  at their  amortized  cost.  This method
involves  valuing a  security  at its cost and  thereafter  applying  a constant
amortization to maturity of any discount or premium, regardless of the effect of
fluctuating interest rates on the market value of the investment.

For the Money Market Funds, a purchase  order for shares  received in good order
by the Fund by 11:00 a.m.  Central  Time is  effected at the net asset value per
share  calculated as of 11:00 a.m.  Central Time, and investors will receive the
dividend declared that day.

How to Purchase Shares

You may  purchase  a Fund's  shares  through  qualified  banks,  broker/dealers,
investment  advisory firms and other organizations that have entered into dealer
and/or shareholder  agreements with the distributor and/or servicing  agreements
with the Funds.

         Minimum investment amounts are:
              Initial                                              $1,000
              Subsequent                                           $50

              401(k) and 403(b) and other plans
              Initial and Subsequent                               $25

              Automatic Investment Plan
              Initial                                              $250
              Subsequent                                           $25

To  purchase  shares of a Fund,  complete an Account  Application  and return it
along with a check (or other  negotiable  bank draft or money order) in at least
the minimum initial purchase amount,  made payable to Vintage Mutual Funds, Inc.
to:

                           Vintage Mutual Funds, Inc.
                                 P.O. Box 182445
                            Columbus, OH 43218-2445.

An  Account  Application  form can be  obtained  by  calling  the Funds at (800)
438-6375  or  from  the  Funds'  website  at  www.VintageFunds.com.   Subsequent
purchases  of  shares  of a Fund  may be made at any  time by  mailing  a check,
payable to Vintage  Mutual  Funds,  Inc.,  to the above  address.  If you are an
existing Fund shareholder,  you may purchase shares by electronic funds transfer
if you have  completed the  appropriate  section of the Account  Application  by
calling (800) 438-6375 to arrange a transfer from your bank account.

When purchasing  shares by check or electronic funds transfer,  the purchase may
be delayed until the Fund is reasonably  satisfied  that the check or electronic
funds transfer has been collected (which may take up to 10 business days).

A Fund is required to withhold 31 percent of taxable  dividends,  capital  gains
distributions,  and redemptions paid to shareholders  that have not provided the
Fund with their certified  taxpayer  identification  number.  To avoid this, you
must provide your correct Tax Identification  Number (Social Security Number for
most investors) on your Account Application.

A Fund may refuse any order to purchase shares. In particular, the Funds reserve
the right to restrict purchases of shares (including exchanges) when they appear
to  evidence a pattern of  frequent  purchases  and sales  made in  response  to
short-term conditions.

Automatic Investment Plan

The Automatic Investment Plan enables you, as a shareholder of the Fund, to make
regular monthly purchases of shares. With your authorization, the Transfer Agent
will automatically purchase shares at NAV on the dates of the specified purchase
and  have it  automatically  withdrawn  from  your  bank  account.  In  order to
participate the required minimum initial purchase is $250.  Subsequent purchases
must meet the $25 minimum.

To participate in the Automatic  Investment Plan, you should call (800) 438-6375
for more information.

How to Exchange Shares

You may  exchange  your Fund  shares  for  shares of the same class of the other
Funds.  Exchanges of shares are made at the next-determined NAV. You may request
an exchange by mail or telephone.  You must call by 3:00 p.m.,  Central Time, to
receive that day's NAV. The Funds may change, suspend, or terminate the exchange
service at any time.

Auto Exchange

In order to  participate  in Auto Exchange,  after  completing  the  appropriate
section of the Account Application, you must:

o    be a shareholder of the Money Market Funds;
o    have a minimum initial purchase of $10,000 in the Money Market Funds; and
o    maintain a minimum account balance of $1,000.

To change Auto Exchange  instructions  or to discontinue  the feature,  you must
send a written  request to the Vintage  Mutual  Funds,  Inc.,  P.O.  Box 182445,
Columbus,  OH 43218-2445.  The  distributor may amend or terminate Auto Exchange
without notice at any time.

How to Sell Shares

You may redeem  your shares  (i.e.,  sell your shares back to a Fund) on any day
the Fed and  Exchange  are open,  either  directly  or  through  your  financial
intermediary.  Your sales price will be the  next-determined  NAV after the Fund
receives your sales request in proper form.  Normally,  proceeds will be sent to
you within 3 days. If you recently  purchased your shares by check or electronic
funds  transfer,  your  redemption  payment  may be  delayed  until  the Fund is
reasonably  satisfied  that the  check or  electronic  funds  transfer  has been
collected (which may take up to 10 business days).

Selling Shares Directly to the Fund

By Mail:

Send a signed letter of instruction to:

                           Vintage Mutual Funds, Inc.
                                 P.O. Box 182445
                            Columbus, OH 43218-2445.

For your  protection,  a bank,  a member firm of a national  stock  exchange,  a
credit  union,  a clearing  agency,  a savings  association,  or other  eligible
guarantor institution,  must guarantee signatures.  Additional  documentation is
required for the sale of shares by corporations, intermediaries, fiduciaries and
surviving joint owners. If you have any questions about the procedures,  contact
the Funds.

By Telephone:

You may redeem your shares by  telephone  request  unless you choose not to have
this option on the Account  Application.  Call the Funds at (800)  438-6375 with
instructions on how you wish to receive your sale proceeds.

By Check:

A free check  writing  service  is  available  for the Money  Market  Funds.  To
establish this service and obtain checks:

o at the time the account is opened,  complete the Signature Card section of the
Account Application Form; or o after opening an account in the Fund, contact the
Funds by telephone or mail to obtain an Account Application Form, and
     complete and return the Signature Card section.

You will receive the  dividends and  distributions  declared on the shares to be
redeemed  up to the day that a check is  presented  for  payment.  Upon 30 days'
prior  written  notice to you, the check  writing  privilege  may be modified or
terminated.  You may not close a Fund account by writing a check. There is a $25
charge for each stop payment request. The minimum check amount is $250.

Auto Withdrawal Plan

The Auto  Withdrawal  Plan enables you, as a  shareholder  of the Fund,  to make
regular monthly  redemptions of shares.  With your  authorization,  the Transfer
Agent will automatically redeem shares at NAV on the dates of the withdrawal and
have it automatically  deposited into your bank account or a check in the amount
specified mailed to you. In order to participate:

o        the required minimum withdrawal is $100; and
o        the Fund must maintain a $1,000 minimum balance.

To participate in the Auto  Withdrawal  Plan, you should call (800) 438-6375 for
more information.

Automatic Redemption


The Fund may automatically redeem your shares at NAV if your account drops below
$500, due to either market valuation or a withdrawal.  Before the Fund exercises
its right to redeem  these  shares,  you will be given  notice that the value of
your shares is less than the minimum  amount and will be allowed 60 days to make
an  additional  investment  that will  increase  the value of your account to at
least $500.


If you elect to receive  distributions  in cash, and checks (1) are returned and
marked as  "undeliverable"  or (2) remain  uncashed  for six  months,  your cash
election  will be changed  automatically  and your future  dividend  and capital
gains  distributions  will  be  reinvested  in the  Fund at the  per  share  NAV
determined  as of the date of  payment of the  distribution.  In  addition,  any
undeliverable  checks or checks  that  remain  uncashed  for six months  will be
canceled and will be reinvested  in the Fund at the per share NAV  determined as
of the date of cancellation.


<PAGE>


Dividends, Distributions, and Taxes

Directed Dividend Option

You may elect to have all income dividends and capital gains  distributions paid
by check or reinvested  in any other  Vintage Fund,  (provided the other Fund is
maintained at the minimum required balance).

The Directed  Dividend  Option may be modified or terminated by the Funds at any
time after notice to participating  shareholders.  Participation in the Directed
Dividend  Option may be terminated or changed by the  shareholder at any time by
writing the  distributor.  The  Directed  Dividend  Option is not  available  to
participants in an IRA.

Dividends and Capital Gains

The Limited  Term Bond,  Bond,  Income and  Municipal  Bond Funds each intend to
declare their net investment income monthly as a dividend to shareholders at the
close of business on the day of  declaration.  The Money  Market Funds intend to
declare net investment  income daily as a dividend to  shareholders at the close
of  business on the day of  declaration.  These  Funds will  generally  pay such
dividends monthly.


The Balanced,  Equity, Aggressive Growth, and Technology Funds intend to declare
their net investment income quarterly as a dividend to shareholders at the close
of business on the day of  declaration,  and generally  will pay such  dividends
quarterly.


Each Fund also  intends  to  distribute  its  capital  gains,  if any,  at least
annually,  normally in December of each year. A shareholder  will  automatically
receive all income dividends and capital gains  distributions in additional full
and fractional  shares of a Fund at NAV as of the ex-dividend  date,  unless the
shareholder  elects to receive dividends or distributions in cash. Such election
must be made on the Account  Application;  any change in such  election  must be
made in writing to the Funds at P.O. Box 182445,  Columbus,  OH  43218-2445  and
will become effective with respect to dividends and distributions  having record
dates after its receipt by the Transfer  Agent.  Dividends  are paid in cash not
later than seven business days after a shareholder's  complete redemption of his
or her shares.

Tax Considerations

Dividends that are  distributed by a Fund that are derived from interest  income
exempt   from   federal   income  tax  and  are   designated   by  the  Fund  as
"exempt-interest dividends" will be exempt from regular federal income taxation.
However,  if tax-exempt  interest earned by the Fund  constitutes an item of tax
preference  for  purposes  of the AMT,  then a  portion  of the  exempt-interest
dividends paid by the Fund may likewise constitute an item of tax preference. In
addition,  any exempt-interest  dividends received by corporate shareholders may
constitute  an  adjustment  to AMT  income  for  purposes  of the  AMT  and  the
environmental tax imposed under Code Sections 55 and 59A, respectively. Only the
Municipal  Bond and  Municipal  Assets  Funds are  expected  to be  eligible  to
designate certain dividends as "exempt-interest dividends."

Exempt-interest dividends of a Fund, although exempt from regular federal income
tax,  are  included in the tax base for  determining  the extent to which Social
Security  and  railroad  benefits  will be subject to federal  income  tax.  All
shareholders are required to report the receipt of dividends and  distributions,
including exempt-interest dividends, on their federal income tax returns.


Dividends paid out of a Fund's  investment  company  taxable  income  (including
dividends, taxable interest and net short-term capital gains) will be taxable to
a U.S.  shareholder  as  ordinary  income.  A portion of the  Balanced,  Equity,
Aggressive  Growth, and Technology Funds income may consist of dividends paid by
U.S. corporations. Therefore, a portion of the dividends paid by these Funds may
be eligible for the corporate dividends-received deduction. Distributions of net
capital  gains (the excess of net long-term  capital  gains over net  short-term
capital  losses),  if any,  designated  by a Fund as capital gain  dividends are
taxable  as  long-term  capital  gains,  regardless  of the  length  of time the
shareholder has held a Fund's shares.


A  distribution  will be treated as paid on December 31 of the current  calendar
year if it is declared  by a Fund in October,  November or December of that year
to  shareholders  of record on a date in such a month and paid by a Fund  during
January of the following  calendar year. Such  distributions  will be treated as
received by  shareholders  in the calendar year in which the  distributions  are
declared, rather than the calendar year in which the distributions are received.

Each year the Funds will notify  shareholders of the tax status of dividends and
distributions.

Shareholders  should be aware that  redeeming  shares of the Municipal Bond Fund
after  tax-exempt  interest  income has been accrued by the Fund but before that
income has been declared as a dividend may be  disadvantageous.  This is because
the gain, if any, on the redemption  will be taxable,  even though such gain may
be attributable in part to the accrued tax-exempt interest which, if distributed
to the shareholder as a dividend rather than as redemption proceeds,  might have
qualified as an exempt-interest dividend.

Distributions  from all of the Funds may be  subject  to state and local  taxes.
Distributions  of a Fund  that are  derived  from  interest  on U.S.  Government
securities  may be exempt  from  state and local  taxes in  certain  states.  In
certain states,  distributions  of the Municipal Bond and Municipal Assets Funds
that  are  derived  from   interest  on   obligations   of  that  state  or  its
municipalities or any political  subdivisions may be exempt from state and local
taxes.  Shareholders  should  consult their tax advisors  regarding the possible
exclusion  for state and local  income tax  purposes of the portion of dividends
paid by a Fund which is attributable to interest from U.S. Government securities
and  the  particular  tax  consequences  to  them  of an  investment  in a Fund,
including the application of state and local tax laws.



<PAGE>

DISTRIBUTION ARRANGEMENTS

SHARE CLASSES

In this  prospectus  the Funds offer the Equity Fund and the Money  Market Funds
offer  the  classes  of  shares  described  below.   Each  class  of  shares  is
exchangeable only for shares of the same class.

        SHARE CLASS           CLASS DESCRIPTION
Equity "S" Shares   These shares are offered to all shareholders of the Equity
                    Fund, except those who qualify for "T" shares of teh Equity
                    Fund.

Equity "T" Shares   These shares are offered solely to fiduciary accounts of
                    AMCORE Investment Group, N.A. ove which AMCORE Investment
                    Group, N.A. exercises investment discretion.

"T" Shares          These shares are offered by the Money Market Funds.  These
                    shares offer a check writing privilege and are also offered
                    through trust organizations or others providing shareholder
                    services such as establishing and maintaining custodial
                    accounts and records for their customers who invest in "T"
                    shares, assisting customers in processing purchase, exchange
                    and redemption requests and responding to customers'
                    inquiries concerning their investments, though they may also
                    be used in "sweep" programs.  These shares bear separate
                    distribution and/or shareholder servicing fees.
                    Participating organizations selling or servicing these
                    shares may receive different compensation with respect to
                    one class over another.

"I" Shares          These  shares are  offered by the Liquid  Assets and
                    Municipal  Assets Funds.  These shares pay no shareholder or
                    servicing  fees  and  therefore  they are  normally  offered
                    directly by the  distributor or through trust  organizations
                    providing fiduciary account services for an additional fee.


Other

Equity "S" Shares.  Depending upon the terms of the particular Customer account,
a  Participating  Organization  may charge a Customer  account fees for services
provided in connection with investments in a Fund.  Information concerning these
services  and any charges  will be provided by the  Participating  Organization.
This Prospectus should be read in conjunction with any such information provided
by the Participating Organization.

Rule 12b-1 Fees.  Each Fund,  except the Money Market Funds,  has adopted a plan
under SEC Rule 12b-1 that allows the Fund to pay  asset-based  distribution  and
service  fees for the  distribution  and sale of its  shares.  All of the Funds'
plans allow charges of up to .25 percent but no 12b-1 fees are  currently  being
imposed under the plan.

Administrative   Service   Fees.   Each  Fund  has  adopted  a  plan  under  the
Administrative  Services  Plan that allows the Fund to pay service  fees for the
distribution  and sale of its  shares.  The  Government  Assets Fund plan allows
charges of up to .25 percent but no fees are  currently  being imposed under the
plan.  The Liquid Assets Fund and the Municipal  Assets Fund plans allow charges
of up to .25 percent but only .15 percent is currently  being imposed under each
plan.  The Vintage  Equity Fund plan allows charges of up to .25 percent and .25
percent is currently being imposed under the plan. All of the other Funds' plans
allow charges of up to .25 percent but no fees are currently being imposed under
the plans.

Householding  Regulatory  Materials.  To reduce the volume of mail you  receive,
only one copy of financial reports, prospectuses, and other regulatory materials
is mailed to your household.  You can call us at (800) 438-6375,  or write to us
at the Funds' address,  to request (1) additional  copies free of charge, or (2)
that we discontinue our practice of householding regulatory materials.



<PAGE>


Financial Highlights

The financial  highlights  table is intended to help you  understand  the Fund's
financial  performance  for the past 5 years (or, if shorter,  the period of the
Fund's operations).  Certain information reflects financial results for a single
Fund share.  The total returns in the table  represent the rate that an investor
would have earned (or lost) on an investment in the Fund (assuming  reinvestment
of all dividends and distributions).  PricewaterhouseCoopers LLP has audited the
information  for the period ended on March 31, 2000.  Their reports,  along with
the Fund's  financial  statements,  are included in the Funds'  annual  reports,
which are available  upon request.  The  financial  information  for the periods
ending prior to March 31, 2000 was audited by other auditors.


<PAGE>

<TABLE>
<CAPTION>


                                                      Investment Activities                        Dividends and Distributions
                                           NAV          Net         Net      Total from    From Net          From Net       Total
                                        Beginning   Investment   Realized/   Investment    Investment        Realized     Dividends
                                        of Period     Income     Unrealized  Activities      Income            Gains         and
                                                                Gains/(Losses)                                         Distributions
------------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>          <C>          <C>         <C>        <C>              <C>           <C>
Government Assets Fund "T" Shares
Year Ended March 31, 2000                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)
Year Ended March 31, 1999                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)
Year Ended March 31, 1998                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)
Year Ended March 31, 1997                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)
Year Ended March 31, 1996                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)

Liquid Assets Fund "T" Shares
Year Ended March 31, 2000                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)
Year Ended March 31, 1999                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)
Nine Months Ended March 31, 1998              $1.00        0.04         0.00        0.04       (0.04)            0.00        (0.04)
January 2, 1997 to June 30, 1997*             $1.00        0.03         0.00        0.03       (0.03)            0.00        (0.03)

Liquid Assets Fund "I" Shares
Year Ended March 31, 2000                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)
Year Ended March 31, 1999                     $1.00        0.05         0.00        0.05       (0.05)            0.00        (0.05)
Nine Months Ended March 31, 1998              $1.00        0.04         0.00        0.04       (0.04)            0.00        (0.04)
October 29, 1996 to June 30, 1997*            $1.00        0.04         0.00        0.04       (0.04)            0.00        (0.04)

Municipal Assets Fund "T" Shares
Year Ended March 31, 2000                     $1.00        0.03         0.00        0.03       (0.03)            0.00        (0.03)
Year Ended March 31, 1999                     $1.00        0.03         0.00        0.03       (0.03)            0.00        (0.03)
Nine Months Ended March 31, 1998              $1.00        0.02         0.00        0.02       (0.02)            0.00        (0.02)
January 2, 1997 to June 30, 1997*             $1.00        0.02         0.00        0.02       (0.02)            0.00        (0.02)

Municipal Assets Fund "I" Shares
Year Ended March 31, 2000                     $1.00        0.03         0.00        0.03       (0.03)            0.00        (0.03)
Year Ended March 31, 1999                     $1.00        0.03         0.00        0.03       (0.03)            0.00        (0.03)
Nine Months Ended March 31, 1998              $1.00        0.02         0.00        0.02       (0.02)            0.00        (0.02)
March 27, 1997 to June 30, 1997*              $1.00        0.01         0.00        0.01       (0.01)            0.00        (0.01)

Limited Term Bond Fund
Year Ended March 31, 2000                    $10.00        0.50       (0.37)        0.13       (0.50)            0.00        (0.50)
Year Ended March 31, 1999                     $9.99        0.49         0.00        0.49       (0.48)            0.00        (0.48)
Year Ended March 31, 1998                     $9.69        0.46         0.35        0.81       (0.51) (c)        0.00        (0.51)
Year Ended March 31, 1997                     $9.89        0.50       (0.20)        0.30       (0.50)            0.00        (0.50)
June 15, 1995 to March 31, 1996*             $10.00        0.44       (0.11)        0.33       (0.43)           (0.01)       (0.44)

Bond Fund
Year Ended March 31, 2000                     $9.88        0.57       (0.35)        0.22       (0.57)            0.00        (0.57)
Year Ended March 31, 1999                     $9.86        0.53         0.04        0.57       (0.53)           (0.02)       (0.55)
Eleven Months Ended March 31, 1998            $9.82        0.66         0.33        0.99       (0.66)           (0.29)       (0.95)
Year Ended April 30, 1997                     $9.78        0.62         0.05        0.67       (0.62)            0.00        (0.62)
July 7, 1995 to April 30, 1996*              $10.00        0.49       (0.28)        0.21       (0.43)            0.00        (0.43)

Income Fund
Year Ended March 31, 2000                     $9.98        0.57       (0.37)        0.20       (0.57)            0.00        (0.57)
Year Ended March 31, 1999                    $10.04        0.55       (0.04)        0.51       (0.57) (d)        0.00        (0.57)
Year Ended March 31, 1998                     $9.70        0.50         0.38        0.88       (0.54) (c)        0.00        (0.54)
Year Ended March 31, 1997                     $9.93        0.54       (0.24)        0.30       (0.53)            0.00        (0.53)
Year Ended March 31, 1996                     $9.71        0.61         0.23        0.84       (0.62)            0.00        (0.62)

Municipal Bond Fund
Year Ended March 31, 2000                    $10.67        0.41       (0.40)        0.01       (0.41)           (0.03)        (0.44)
Year Ended March 31, 1999                    $10.60        0.40         0.08        0.48       (0.40)           (0.01)        (0.41)
Year Ended March 31, 1998                    $10.22        0.40         0.40        0.80       (0.40)           (0.02)        (0.42)
Year Ended March 31, 1997                    $10.27        0.38       (0.05)        0.33       (0.38)            0.00         (0.38)
Year Ended March 31, 1996                     $9.97        0.43         0.30        0.73       (0.43)            0.00         (0.43)

Balanced Fund
Year Ended March 31, 2000                    $16.01        0.28         2.08        2.36       (0.28)           (1.51)        (1.79)
Year Ended March 31, 1999                    $15.05        0.24         1.60        1.84       (0.24)           (0.64)        (0.88)
Year Ended March 31, 1998                    $11.72        0.21         3.67        3.88       (0.21)           (0.34)        (0.55)
Year Ended March 31, 1997                    $11.08        0.18         1.05        1.23       (0.18)           (0.41)        (0.59)
June 1, 1995 to March 31, 1996*              $10.00        0.24         1.08        1.32       (0.24)            0.00         (0.24)

Equity Fund "S" Shares
Year Ended March 31, 2000                    $22.90      (0.06)         4.10        4.04        0.00            (3.66)        (3.66)
Year Ended March 31, 1999                    $21.04      (0.06)         3.21        3.15       (0.01)           (1.28)        (1.29)
Year Ended March 31, 1998                    $16.58        0.00         7.19        7.19       (0.01)           (2.71)        (2.72)
Year Ended March 31, 1997                    $14.48        0.05         2.60        2.65       (0.05)           (0.50)        (0.55)
Year Ended March 31, 1996                    $11.44        0.13         3.27        3.40       (0.13)           (0.23)        (0.36)

Equity Fund T Shares
Year Ended March 31, 2000                    $22.94      (0.01)         4.11        4.10        0.00            (3.66)        (3.66)
Year Ended March 31, 1999                    $21.05      (0.01)         3.19        3.18       (0.01)           (1.28)        (1.29)
February 14, 1998 to March 31, 1998*         $19.77        0.00         1.28        1.28        0.00             0.00          0.00

Aggressive Growth Fund
Year Ended March 31, 2000                    $17.63      (0.12)         5.57        5.45        0.00            (2.59)        (2.59)
Year Ended March 31, 1999                    $16.99      (0.11)         1.70        1.59        0.00            (0.95)        (0.95)
Year Ended March 31, 1998                    $11.90      (0.09)         5.61        5.52        0.00            (0.43)        (0.43)
Year Ended March 31, 1997                    $10.88      (0.06)         1.08        1.02        0.00             0.00          0.00
Sept. 29, 1995 to March 31, 1996*            $10.00        0.00         0.90        0.90        0.00            (0.02)        (0.02)

------------------------------------------------------------------------------------------------------------------------------------


                                            Total Return / Ratios / Supplemental Data
------------------------------------------------------------------------------------------------------------------------------------
                                   Net Assets      Ratio of           Ratio of Net         Ratio of          Ratio of Net
                                 End of Period    Expenses to          Investment          Expenses           Investment
      NAV          Total         (000 omitted)      Average              Income           To Average            Income     Portfolio
    End of        Return                          Net Assets           To Average             Net             to Average    Turnover
    Period                                                             Net Assets          Assets**          Net Assets**
     GAF T
          $1.00      4.75%             $170,811          0.68%                4.65%             0.73%               4.60%      N/A
          $1.00      4.61%             $150,006          0.73%                4.49%             0.76%               4.46%      N/A
          $1.00      4.72%             $155,130          0.73%                4.79%             0.98%               4.54%      N/A
          $1.00      4.62%             $158,698          0.76%                4.53%             1.01%               4.28%      N/A
          $1.00      5.24%             $153,836          0.54%                5.08%             0.72%               4.90%      N/A

     LAF T
          $1.00      4.70%              $31,619          0.86%                4.59%             -----               -----      N/A
          $1.00      4.70%              $33,673          0.84%                4.54%             -----               -----      N/A
          $1.00      3.81%  (a)         $16,147          0.70%  (b)           5.07%  (b)        -----               -----      N/A
          $1.00      2.51%  (a)         $17,859          0.70%  (b)           4.96%  (b)        -----               -----      N/A

     LAF I
          $1.00      4.86%              $38,318          0.71%                4.82%             -----               -----      N/A
          $1.00      4.86%              $16,751          0.69%                4.67%             -----               -----      N/A
          $1.00      3.98%  (a)         $13,729          0.47%  (b)           5.31%  (b)        -----               -----      N/A
          $1.00      3.51%  (a)          $2,356          0.45%  (b)           5.19%  (b)        -----               -----      N/A

     MAF T
          $1.00      2.68%              $11,326          0.89%                2.63%             0.90%               2.62%      N/A
          $1.00      2.73%              $14,949          0.87%                2.66%             0.94%               2.59%      N/A
          $1.00      2.31%  (a)         $12,005          0.69%  (b)           3.09%  (b)        -----               -----      N/A
          $1.00      1.61%  (a)         $25,036          0.66%  (b)           3.17%  (b)        0.90%               2.93%      N/A

     MAF I
          $1.00      2.84%              $26,124          0.74%                2.79%             0.75%               2.78%      N/A
          $1.00      2.88%              $22,405          0.72%                2.81%             0.79%               2.74%      N/A
          $1.00      2.49%  (a)         $20,010          0.46%  (b)           3.32%  (b)        -----               -----      N/A
          $1.00      1.20%  (a)              $7          0.41%  (b)           3.42%  (b)        0.65%               3.18%      N/A

      LTB
          $9.63      1.38%              $52,507          0.92%                5.11%             -----               -----     41.58%
         $10.00      5.01%              $56,005          1.05%                4.89%             -----               -----     31.08%
          $9.99      8.51%              $37,777          1.35%                4.60%             1.60%               4.35%     80.26%
          $9.69      3.13%              $38,835          1.40%                5.18%             1.65%               4.93%     70.63%
          $9.89      3.40%  (a)         $41,178          1.18%  (b)           5.53%  (b)        1.18%  (b)          5.53%(b)  69.30%

     BOND
          $9.53      2.41%              $27,339          1.01%                6.01%             -----               -----     31.83%
          $9.88      5.95%              $21,984          1.03%                5.46%             -----               -----     37.28%
          $9.86     10.30%  (a)          $7,213          0.88%  (b)           7.66%  (b)        -----               -----    225.79%
          $9.83      6.97%               $3,201          0.83%                6.16%             -----               -----     42.22%
          $9.78      2.10%  (a)          $3,642          0.80%  (b)           6.24%  (b)        -----               -----     60.43%

    INCOME
          $9.61      2.13%             $109,486          0.99%                5.91%             -----               -----     28.35%
          $9.98      5.13%             $100,341          1.01%                5.51%             -----               -----     60.60%
         $10.04      9.31%             $104,604          1.15%                5.04%             1.40%               4.79%     52.03%
          $9.70      3.14%              $92,031          1.20%                5.52%             1.45%               5.27%     59.70%
          $9.93      8.74%              $84,752          0.97%                5.77%             0.97%               5.77%    113.25%

   MUNI BOND
         $10.24      0.10%              $48,616          0.92%                3.91%             -----               -----     26.51%
         $10.67      4.64%              $49,950          0.94%                3.76%             1.04%               3.66%     13.87%
         $10.60      7.89%              $48,282          1.21%                3.76%             1.46%               3.51%     36.60%
         $10.22      3.22%              $45,164          1.28%                3.68%             1.53%               3.43%     21.00%
         $10.27      7.43%              $42,436          0.75%                4.21%             1.02%               3.94%     14.21%

   BALANCED
         $16.58     15.56%              $96,688          1.20%                1.77%             -----               -----     64.22%
         $16.01     12.66%              $85,424          1.28%                1.61%             -----               -----     48.38%
         $15.05     33.46%              $63,403          1.38%                1.58%             1.63%               1.33%    101.32%
         $11.72     11.05%              $32,012          1.55%                1.58%             1.80%               1.33%     38.35%
         $11.08     13.29%  (a)         $13,516          1.32%  (b)           2.66%  (b)        1.32%  (b)          2.66%(b)  61.72%

    EQTY S
         $23.28     18.59%             $325,035          1.36%              (0.31%)             -----               -----     89.42%
         $22.90     15.72%             $253,593          1.40%              (0.34%)             -----               -----     59.22%
         $21.05     45.54%             $196,772          1.31%                0.08%             1.56%               0.33%     72.80%
         $16.58     18.35%             $309,669          1.33%                0.32%             1.58%               0.07%     37.08%
         $14.48     29.96%             $210,950          1.09%                0.96%             1.09%               0.96%     33.23%

    EQTY T
         $23.38     18.83%             $259,796          1.11%              (0.06%)             -----               -----     89.42%
         $22.94     15.88%             $280,418          1.15%              (0.08%)             -----               -----     59.22%
         $21.05      6.40%  (a)        $275,245          1.19%  (b)           0.63%  (b)        1.44%  (b)          0.38%(b)  72.80%

      AGG
         $20.49     33.51%             $159,299          1.35%              (0.67%)             -----               -----    156.56%
         $17.63      9.85%             $121,552          1.42%              (0.69%)             -----               -----     61.90%
         $16.99     46.82%             $101,377          1.56%              (0.74%)             1.81%             (0.99%)     86.36%
         $11.90      9.39%              $49,413          1.63%              (0.64%)             1.88%             (0.89%)     45.14%
         $10.88      9.10%  (a)         $23,319          1.57%  (b)           0.08%  (b)        1.57%  (b)          0.08%(b)   4.31%

*    Period from commencement of operations.

**   During the period certain fees were voluntarily  reduced. If such voluntary
     fee reductions had not occurred, the ratios would have been as indicated.
(a)  Not Annualized.
(b)  Annualized.
(c)  Includes  $.04 per share and $.02 per share of  distributions  in excess of
     net  investment  income  for the  Limited  Term Bond Fund and  Income  Fund
     respectively, for year ended March 31, 1998.
(d)  Includes $.01 per share of distribution in excess of net investment income.

</TABLE>

For more information about the Funds, the following documents are available:

Annual/Semi-Annual Reports to Shareholders

Annual and Semi-Annual Reports to shareholders contain additional information on
each Fund's investments. In the Annual Report, you will find a discussion of the
market  conditions and investment  strategies that  significantly  affected each
Fund's performance during its last fiscal year.

Statement of Additional Information (SAI)

The Vintage Funds have an SAI,  which contains more detailed  information  about
each Fund, including its operations and investment  policies.  The Funds' SAI is
incorporated by reference into (and is legally part of) this Prospectus.

You may request a free copy of the current Annual/Semi-Annual Report or the SAI,
by contacting your broker or other financial intermediary,  or by contacting the
Funds:

By mail:                   c/o Vintage Mutual Funds, Inc.
                           P.O. Box 182445
                           Columbus, OH 43218-2445

By phone:                  For Information and Literature:
                           (800) 438-6375

By email:                  [email protected]

By Internet:               www.VintageFunds.com

Or you may view or obtain these documents from the SEC:
In person:                 at the SEC's Public Reference Room in Washington,D.C.

By phone:                  1-202-942-8090(For information only)

By mail:                   Public Reference Section
                           Securities and Exchange Commission
                           Washington, DC 20549-6009
                           (Duplicating fee required)

By email:                  [email protected]
By Internet:               www.sec.gov

The Vintage Funds may not be available in all states.  Please  contact the Funds
to determine if the Funds are available for sale in your state.
File No. 811-08910







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