TEMPORARY INVESTMENT FUND INC
497, 1996-05-06
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<PAGE>   1
================================================================================





                          UBS Private Investor Funds



                           UBS Money Market Account








                         in the TempCash portfolio
                         (Dollar shares)






   
                               January 26, 1996
                       (As supplemented on May 6, 1996)

    
<PAGE>   2
 
                                    TempCash
                                 Dollar Shares
                       An Investment Portfolio Offered by
                        Temporary Investment Fund, Inc.
 
   
<TABLE>
<S>                                                  <C>
Bellevue Park Corporate Center                       For information call: 800-914-8566
400 Bellevue Parkway, Suite 100                      
Wilmington, DE 19809                                 
</TABLE>
    
 
     Temporary Investment Fund, Inc. (the "Company") is a no-load, diversified,
open-end investment company presently offering shares in two separate money
market portfolios. This Prospectus describes one class of shares ("Dollar
Shares") in the TempCash portfolio (the "Fund").
 
     The Fund's investment objective is to seek current income and stability of
principal. The Fund invests in a portfolio consisting of a broad range of money
market instruments, including government, U.S. and foreign bank and commercial
obligations and repurchase agreements relating to such obligations. Under normal
market conditions, at least 25% of the Fund's total assets will be invested in
obligations of issuers in the banking industry and repurchase agreements
relating to such obligations.

    
     PNC Institutional Management Corporation ("PIMC") and PNC Bank, National
Association ("PNC Bank") serve as the Fund's adviser and sub-adviser. PFPC Inc.
("PFPC") and Provident Distributors, Inc. ("PDI") serve as the Fund's
administrators. PDI also serves as the Fund's distributor. Dollar Shares may
not be purchased by individuals directly, but institutional investors may
purchase shares for accounts maintained by individuals. Service Organizations
will perform shareholder servicing and assistance in connection with the
distribution of Dollar Shares and receive fees from the Fund for their
services. (See "Management of the Fund--Service Organizations.")  The New York
Branch of Union Bank of Switzerland will act as Service Organization on behalf
of its customers and customers of its affiliates with respect to all Shares
offered by this Prospectus.  The customers, which may include individuals,
trusts, partnerships and corporations, must maintain accounts (such as demand
deposit, custody,  trust or escrow accounts) with the Service Organization.
    
                            ------------------------
 
SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF OR GUARANTEED, ENDORSED,
 OR OTHERWISE SUPPORTED BY PNC BANK CORP. OR ITS AFFILIATES, OR THE U.S.
   GOVERNMENT, AND ARE NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT
    INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY.
     AN INVESTMENT IN THE FUND INVOLVES INVESTMENT RISKS, INCLUDING THE
      POSSIBLE LOSS OF PRINCIPAL. THERE CAN BE NO ASSURANCE THAT IT WILL
          BE ABLE TO MAINTAIN ITS NET ASSET VALUE OF $1.00 PER SHARE.
 
     This Prospectus briefly sets forth certain information about the Fund that
investors should know before investing. Investors are advised to read this
Prospectus and retain it for future reference. Additional information about the
Fund, contained in a Statement of Additional Information currently dated January
26, 1996, has been filed with the Securities and Exchange Commission and is
available to investors without charge by calling the Fund at 800-821-7432. The
Statement of Additional Information, as amended from time to time, is
incorporated in its entirety by reference into this Prospectus.
                            ------------------------
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
  EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
    SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
         PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
             REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
                            ------------------------

                                January 26, 1996

   
                       (as supplemented on May 6, 1996)
    

<PAGE>   3
 
                       BACKGROUND AND EXPENSE INFORMATION
 
     The Company was incorporated in Maryland on February 8, 1973 and commenced
operations of the Fund in February 1984. The Fund presently offers two separate
classes of shares--TempCash Shares and TempCash Dollar Shares ("Dollar Shares").
Shares of each class represent equal, pro rata interests in the Fund and accrue
daily dividends in the same manner except that Dollar Shares bear fees payable
by the Fund (at the rate of .25% per annum) to institutional investors for
services they provide to the beneficial owners of such shares. (See "Management
of the Fund--Service Organizations.")
 
                         EXPENSE SUMMARY--DOLLAR SHARES
 
<TABLE>
<CAPTION>
                                                                                 DOLLAR
                                                                                 SHARES
                                                                              -------------
<S>                                                                           <C>      <C>
ESTIMATED ANNUAL FUND OPERATING EXPENSES
(as a percentage of average net assets)
  Management Fees (net of waivers)........................................              .08%
  Other Expenses..........................................................              .35%
     Administration Fees (net of waivers).................................    .08%
     Shareholder Servicing Fees...........................................    .25%
     Miscellaneous........................................................    .02%
  Total Fund Operating Expenses (net of waivers)..........................              .43%
                                                                                        ====
</TABLE>
 
- ---------------
 
EXAMPLE
 
<TABLE>
<CAPTION>
                                                             1 YEAR    3 YEARS    5 YEARS    10 YEARS
                                                             ------    -------    -------    --------
<S>                                                          <C>       <C>        <C>        <C>
You would pay the following expenses on a $1,000
  investment, assuming (1) a 5% annual return; and (2)
  redemption at the end of each time period with respect
  to Dollar Shares:                                            $4        $14        $24        $ 54
</TABLE>
 
THE FOREGOING SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES OR RATE OF RETURN. ACTUAL EXPENSES AND RATE OF RETURN MAY BE GREATER OR
LESSER THAN THOSE SHOWN.
 
     The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in the Fund will
bear directly or indirectly. In addition, institutional investors may charge
fees for providing administrative services in connection with their customers'
investment in TempCash Dollar Shares. (For more complete descriptions of the
various costs and expenses, see "Management of the Fund" in this Prospectus and
the Statement of Additional Information and the financial statements and related
notes contained in the Statement of Additional Information.) For the fiscal year
ended September 30, 1995, management and administration fees were each .07% of
the Fund's average net assets. Total Fund operating expenses for Dollar Shares
for the fiscal year ended September 30, 1995 absent fee waivers would have been
 .55% of the Fund's average net assets. The investment adviser and administrators
may from time to time waive the advisory and administration fees otherwise
payable to them or may reimburse the Fund for its operating expenses. The
foregoing table reflects anticipated waivers and has not been audited by the
Fund's independent accountants.
 
                                        2
<PAGE>   4
 
                              FINANCIAL HIGHLIGHTS
 
     The following financial highlights for TempCash Dollar Shares have been
derived from the financial statements of the Fund for the fiscal year ended
September 30, 1995 and for each of the nine preceding fiscal years and for
TempCash Shares for the fiscal year ended September 30, 1995 and for each of the
eight preceding fiscal years and the fiscal period ended September 30, 1986
(commencement of operations). The financial highlights for the fiscal years
ended September 30, 1995, 1994, 1993, 1992 and 1991 have been audited by Coopers
& Lybrand L.L.P., independent accountants, whose report on the financial
statements and financial highlights of the Fund is included in the Statement of
Additional Information. The tables should be read in conjunction with the
financial statements and related notes included in the Statement of Additional
Information. Further information about the performance of the Fund is available
in the annual report to shareholders, which may be obtained by calling (800)
821-7432.
 
                            TEMPCASH DOLLAR SHARES(1)
 The table below sets forth selected financial data for a TempCash Dollar Share
                  outstanding throughout each year presented.
<TABLE>
<CAPTION>
                                                                           YEAR ENDED SEPTEMBER 30,
                                                     --------------------------------------------------------------------
                                                       1995        1994        1993        1992        1991        1990
                                                     --------    --------    --------    --------    --------    --------
<S>                                                  <C>         <C>         <C>         <C>         <C>         <C>
Net Asset Value, Beginning of Year................      $1.00       $1.00       $1.00       $1.00       $1.00       $1.00
                                                     --------    --------    --------    --------    --------    --------
Income From Investment Operations
 Net Investment Income............................      .0550       .0345       .0285       .0399       .0651       .0805
 Net Realized Gains on Investments................          -          --          --       .0008          --          --
                                                     --------    --------    --------    --------    --------    --------
 Total From Investment Operations.................      .0550       .0345       .0285       .0407       .0651       .0805
                                                     --------    --------    --------    --------    --------    --------
Less Distributions
 Dividends (From Net Investment Income)...........     (.0550)     (.0345)     (.0285)     (.0399)     (.0651)     (.0805)
 Distributions (From Capital Gains)...............         --          --          --      (.0008)         --          --
                                                     --------    --------    --------    --------    --------    --------
 Total Distributions..............................     (.0550)     (.0345)     (.0285)     (.0407)     (.0651)     (.0805)
                                                     --------    --------    --------    --------    --------    --------
Net Asset Value, End of Year......................      $1.00       $1.00       $1.00       $1.00       $1.00       $1.00
                                                     ========    ========    ========    ========    ========    ========
 Total Return.....................................      5.65%       3.51%       2.89%       4.16%       6.72%       8.37%
 Ratios/Supplemental Data
 Net Assets, End of Year (000)....................   $454,156    $397,948    $307,239    $408,900    $438,721    $317,267
 Ratio of Expenses to Average Daily
   Net Assets.....................................      .41%(2)     .41%(2)     .44%(2)     .45%(2)     .45%(2)     .45%(2)
 Ratio of Net Investment Income to Average Daily
   Net Assets.....................................      5.50%       3.45%       2.85%       3.89%       6.32%       7.92%
 
<CAPTION>
                                                               YEAR ENDED SEPTEMBER 30,
                                                    --------------------------------------------
                                                      1989        1988        1987        1986
                                                    --------    --------    --------    --------
<S>                                                  <C>        <C>         <C>         <C>
Net Asset Value, Beginning of Year................     $1.00       $1.00       $1.00       $1.00
                                                    --------    --------    --------    --------
Income From Investment Operations
 Net Investment Income............................     .0886       .0698       .0597       .0691
 Net Realized Gains on Investments................        --          --          --          --
                                                    --------    --------    --------    --------
 Total From Investment Operations.................     .0886       .0698       .0597       .0691
                                                    --------    --------    --------    --------
Less Distributions
 Dividends (From Net Investment Income)...........    (.0886)     (.0698)     (.0597)     (.0691)
 Distributions (From Capital Gains)...............        --          --          --          --
                                                    --------    --------    --------    --------
 Total Distributions..............................    (.0886)     (.0698)     (.0597)     (.0691)
                                                    --------    --------    --------    --------
Net Asset Value, End of Year......................     $1.00       $1.00       $1.00       $1.00
                                                    ========    ========    ========    ========
 Total Return.....................................     9.25%       7.20%       6.15%       7.13%
 Ratios/Supplemental Data
 Net Assets, End of Year (000)....................  $209,507    $125,166    $135,866    $148,807
 Ratio of Expenses to Average Daily
   Net Assets.....................................     .45%(2)     .44%(2)     .55%(2)     .58%(2)
 Ratio of Net Investment Income to Average Daily
   Net Assets.....................................     8.92%       7.08%       6.01%       6.92%
</TABLE>
 
- ---------------
 
(1) Prior to October 16, 1985, TempCash Dollar Shares were known as TempCash
    Shares.
 
(2) Without the waiver of advisory and administration fees, the ratios of
    expenses to average daily net assets for TempCash Dollar Shares would have
    been .55%, .58%, .62%, .58%, .59%, .64%, .66%, .68%, .68% and .66% for the
    years ended September 30, 1995, 1994, 1993, 1992, 1991, 1990, 1989, 1988,
    1987 and 1986, respectively.
 
                                        3
<PAGE>   5
 
                                TEMPCASH SHARES
 
    The table below sets forth selected financial data for a TempCash Share
                 outstanding throughout each period presented.
<TABLE>
<CAPTION>
                                                                     YEAR ENDED SEPTEMBER 30,
                                       ------------------------------------------------------------------------------------
                                         1995        1994         1993         1992         1991         1990        1989
                                       --------   ----------   ----------   ----------   ----------   ----------   --------
<S>                                    <C>        <C>          <C>          <C>          <C>          <C>          <C>
Net Asset Value, Beginning of
 Period...............................    $1.00        $1.00        $1.00        $1.00        $1.00        $1.00      $1.00
                                       --------   ----------   ----------   ----------   ----------   ----------   --------
Income From Investment Operations
 Net Investment Income................    .0575        .0370        .0310        .0424        .0676        .0830      .0911
 Net Realized Gains on Investments....       --           --           --        .0008           --           --         --
                                       --------   ----------   ----------   ----------   ----------   ----------   --------
 Total From Investment Operations.....    .0575        .0370        .0310        .0432        .0676        .0830      .0911
                                       --------   ----------   ----------   ----------   ----------   ----------   --------
Less Distributions
 Dividends (From Net Investment
   Income)............................   (.0575)      (.0370)      (.0310)      (.0424)      (.0676)      (.0830)    (.0911)
 Distributions (From Capital Gains)...       --           --           --       (.0008)          --           --         --
                                       --------   ----------   ----------   ----------   ----------   ----------   --------
 Total Distributions..................   (.0575)      (.0370)      (.0310)      (.0432)      (.0676)      (.0830)    (.0911)
                                       --------   ----------   ----------   ----------   ----------   ----------   --------
Net Asset Value, End of Period........    $1.00        $1.00        $1.00        $1.00        $1.00        $1.00      $1.00
                                       ========   ==========   ==========   ==========   ==========   ==========   ========
 Total Return.........................    5.90%        3.76%        3.14%        4.41%        6.97%        8.62%      9.50%
 Ratios/Supplemental Data
 Net Assets, End of Period (000)...... $316,166   $2,330,456   $1,479,035   $1,492,959   $1,528,637   $1,179,276   $560,740
 Ratio of Expenses to Average Daily
   Net Assets.........................    .16%(2)      .16%(2)      .19%(2)      .20%(2)      .20%(2)      .20%(2)    .20%(2)
 Ratio of Net Investment Income
   to Average Daily Net Assets........    5.75%        3.70%        3.10%        4.14%        6.57%        8.17%      9.17%
 
<CAPTION>
                                            YEAR ENDED
                                          SEPTEMBER 30,      OCTOBER 16, 19851
                                        ------------------           TO
                                          1988      1987     SEPTEMBER 30, 1986
                                        --------   -------   ------------------
<S>                                     <C>        <C>       <C>
Net Asset Value, Beginning of
 Period...............................     $1.00     $1.00           $1.00
                                        --------   -------         -------
Income From Investment Operations
 Net Investment Income................     .0723     .0622           .0684
 Net Realized Gains on Investments....        --        --              --
                                        --------   -------         -------
 Total From Investment Operations.....     .0723     .0622           .0684
                                        --------   -------         -------
Less Distributions
 Dividends (From Net Investment
   Income)............................    (.0723)   (.0622)         (.0684)
 Distributions (From Capital Gains)...        --        --              --
                                        --------   -------         -------
 Total Distributions..................    (.0723)   (.0622)         (.0684)
                                        --------   -------         -------
Net Asset Value, End of Period........     $1.00     $1.00           $1.00
                                        ========   =======   =============
 Total Return.........................     7.45%     6.40%          7.38%(3)
 Ratios/Supplemental Data
 Net Assets, End of Period (000)......  $319,267   $48,602        $ 53,465
 Ratio of Expenses to Average Daily
   Net Assets.........................     .19%(2)   .30%(2)          .33%(2,3)
 Ratio of Net Investment Income
   to Average Daily Net Assets........     7.33%     6.26%          7.07%(3)
</TABLE>
 
- ---------------
 
(1) First issuance of Dollar Shares.
 
(2) Without the waiver of advisory and administration fees, the ratios of
    expenses to average daily net assets for TempCash shares would have been
    .30%, .33%, .37%, .33%, .34%, .39%, .41%, .43% and .43% for the years ended
    September 30, 1995, 1994, 1993, 1992, 1991, 1990, 1989, 1988, and 1987,
    respectively, and .41% (annualized) for the period ended September 30, 1986.
 
(3) Annualized.
 
                                        4
<PAGE>   6
 
                       INVESTMENT OBJECTIVE AND POLICIES
 
     The Fund's investment objective is to seek current income and stability of
principal. Portfolio obligations held by the Fund have remaining maturities of
397 days (thirteen months) or less (with certain exceptions), subject to the
quality, diversification, and other requirements of Rule 2a-7 of the Investment
Company Act of 1940, as amended (the "1940 Act") and other rules of the
Securities and Exchange Commission (the "SEC"). The Fund will limit its
purchases of any one issuer's securities (other than U.S. Government
obligations) to 5% of the Fund's total assets, except that up to 25% of its
total assets may be invested in securities of one issuer for a period of up to
three business days. In pursuing its investment objective, the Fund invests in a
broad range of money market instruments, including government, U.S. and foreign
bank and commercial obligations that may be available in the money markets. The
following descriptions illustrate the types of instruments in which the Fund
invests.
 
     The Fund will purchase only "First Tier Eligible Securities" (as defined by
the SEC) that present minimal credit risks as determined by the investment
adviser pursuant to guidelines approved by the Company's Board of Directors.
First Tier Eligible Securities consist of securities that either (a) have
ratings at the time of purchase in the highest rating category by at least two
unaffiliated nationally recognized statistical rating organizations ("NRSROs")
(or one NRSRO if the security was rated by only one NRSRO), or (b) are issued by
issuers with such ratings. Unrated instruments (including instruments with
long-term but no short-term ratings) purchased by the Fund will be of comparable
quality as determined by the investment adviser pursuant to guidelines approved
by the Board of Directors. A description of applicable NRSRO ratings is in the
Appendix to the Statement of Additional Information.
 
     The Fund may purchase obligations issued or guaranteed by the U.S.
Government or its agencies and instrumentalities. Obligations of certain
agencies and instrumentalities of the U.S. Government are backed by the full
faith and credit of the United States. Others are backed by the right of the
issuer to borrow from the U.S. Treasury or are backed only by the credit of the
agency or instrumentality issuing the obligation. Securities issued or
guaranteed by the U.S. Government, its agencies and instrumentalities have
historically involved little risk of loss of principal if held to maturity.
However, due to fluctuations in interest rates, the market value of such
securities may vary during the period a shareholder owns shares of the Fund.
Certain government securities held by the Fund may have remaining maturities
exceeding thirteen months if such securities provide for adjustments in their
interest rates not less frequently than every thirteen months. To the extent
consistent with its investment objectives, the Fund may invest in Treasury
receipts and other "stripped" securities issued or guaranteed by the U.S.
Government, where the principal and interest components are traded independently
under the Separate Trading of Registered Interest and Principal of Securities
program ("STRIPS"). Under the STRIPS program, the principal and interest
components are individually numbered and separately issued by the U.S. Treasury
at the request of depository financial institutions, which then trade the
component parts independently. Currently, the Fund only invests in "stripped"
securities issued or guaranteed by the U.S. Government which are registered
under the STRIPS program. The principal and interest components may exhibit
greater price volatility than ordinary debt securities because of the manner in
which their principal and interest are returned to investors.
 
     The Fund may purchase obligations of issuers in the banking industry, such
as bank holding company obligations and certificates of deposit, bankers'
acceptances and time deposits, including U.S. dollar-denominated instruments
issued or supported by the credit of U.S. or foreign banks or savings
institutions having total assets at the time of purchase in excess of $1
billion. The Fund may invest substantially in obligations of foreign banks or
foreign branches of U.S. banks where the investment adviser deems the instrument
to present minimal credit risks. Such investments may nevertheless entail risks
that are
 
                                        5
<PAGE>   7
 
different from those of investments in domestic obligations of U.S. banks due to
differences in political, regulatory and economic systems and conditions. The
Fund may also make interest-bearing savings deposits in commercial and savings
banks in amounts not in excess of 5% of its assets.
 
     The Fund may invest in commercial paper and short-term notes and corporate
bonds that meet the Fund's quality and maturity restrictions. Commercial paper
purchased by the Fund may include instruments issued by foreign issuers, such as
Canadian Commercial Paper, which is U.S. dollar-denominated commercial paper
issued by a Canadian corporation or a Canadian counterpart of a U.S.
corporation, and in Europaper, which is U.S. dollar-denominated commercial paper
of a foreign issuer, subject to the criteria stated above for the other
commercial paper issuers.
 
     The Fund may purchase variable or floating rate notes, which are unsecured
instruments that provide for adjustments in the interest rate on certain reset
dates or whenever a specified interest rate index changes, respectively. Such
notes may not be actively traded in a secondary market, but in some cases, the
Fund may be entitled to payment of principal on demand and may be able to
re-sell such notes in the dealer market. Variable and floating rate notes are
not typically rated by credit rating agencies, but their issuers must satisfy
the same criteria as set forth above for issuers of commercial paper. If an
issuer of such a note were to default on its payment obligation, the Fund might
be unable to dispose of the note because of the absence of an active secondary
market and might, for this or other reasons, suffer a loss to the extent of the
default. The Fund invests in variable or floating rate notes only when the
investment adviser deems the investment to involve minimal credit risk. Variable
and floating rate notes that do not provide for settlement within seven days may
be deemed illiquid and subject to the 10% limitation on such investments.
 
     The Fund may purchase money market instruments from financial institutions,
such as banks and broker-dealers, subject to the seller's agreement to
repurchase them at an agreed upon time and price ("repurchase agreements"). The
securities subject to a repurchase agreement may bear maturities exceeding
thirteen months, provided the repurchase agreement itself matures in one year or
less. The seller under a repurchase agreement will be required to maintain the
value of the securities subject to the agreement at not less than the repurchase
price. Default by the seller would, however, expose the Fund to possible loss
because of adverse market action or delay in connection with the disposition of
the underlying obligations.
 
     The Fund may also purchase securities on a "when-issued" basis. When-issued
securities are securities purchased for delivery beyond the normal settlement
date at a stated price and yield. The Fund will generally not pay for such
securities or start earning interest on them until they are received. Securities
purchased on a when-issued basis are recorded as an asset and are subject to
changes in value based upon changes in the general level of interest rates. The
Fund expects that commitments to purchase when-issued securities will not exceed
25% of the value of its total assets absent unusual market conditions. The Fund
does not intend to purchase when-issued securities for speculative purposes but
only in furtherance of its investment objective.
 
     The Fund may invest in asset-backed securities which are backed by
mortgages, installment sales contracts, credit card receivables or other assets
and collateralized mortgage obligations ("CMOs") issued or guaranteed by U.S.
Government agencies and instrumentalities or issued by private companies.
Purchasable mortgage-related securities also include adjustable rate securities.
The estimated life of an asset-backed security varies with the prepayment
experience with respect to the underlying debt instruments. For this and other
reasons, an asset-backed security's stated maturity may be shortened, and the
security's total return may be difficult to predict precisely. CMOs sometimes
demonstrate an additional level of volatility and may, in certain circumstances,
be less liquid than
 
                                        6
<PAGE>   8
 
other money market instruments. The Fund currently intends to hold CMOs only as
collateral for repurchase agreements.
 
     In addition, the Fund may, when deemed appropriate by its investment
adviser in light of the Fund's investment objective, invest in high quality,
short-term obligations issued by state and local governmental issuers which
carry yields that are competitive with those of other types of money market
instruments of comparable quality.
 
     The Fund may make investments in obligations, such as guaranteed investment
contracts and similar funding agreements (collectively "GICs"), issued by highly
rated U.S. insurance companies. A GIC is a general obligation of the issuing
insurance company and not a separate account. The Fund's investments in GIC's
are not expected to exceed 5% of its total assets at the time of purchase absent
unusual market conditions. GIC investments are subject to the Fund's policy
regarding investments in illiquid securities.
 
     The Fund will not knowingly invest more than 10% of the value of its total
assets in illiquid securities, including time deposits and repurchase agreements
having maturities longer than seven days. Securities that have readily available
market quotations are not deemed illiquid for purposes of this limitation. (See
"Investment Objectives and Policies--Illiquid Securities" in the Statement of
Additional Information.)
 
INVESTMENT LIMITATIONS
 
     The Fund's investment objectives and policies described above are not
fundamental and may be changed by the Company's Board of Directors without a
vote of shareholders. If there is a change in the investment objective,
shareholders should consider whether the Fund remains an appropriate investment
in light of their then current financial position and needs. The Fund's
investment limitations summarized below may not be changed without the
affirmative vote of the holders of a majority of its outstanding shares. (A
complete list of the investment limitations that cannot be changed without a
vote of shareholders is contained in the Statement of Additional Information
under "Investment Objectives and Policies.")
 
THE FUND MAY NOT:
 
          1. Purchase any securities other than so-called money market
     instruments, some of which may be subject to repurchase agreements, but the
     Fund may make interest-bearing savings deposits in amounts not in excess of
     5% of the value of the Fund's assets and may make time deposits.
 
          2. Borrow money, except from banks for temporary purposes and then in
     amounts not in excess of 10% of the value of the Fund's assets at the time
     of such borrowing; or pledge any assets except in connection with any such
     borrowing and in amounts not in excess of the lesser of the dollar amounts
     borrowed or 10% of the value of the Fund's assets at the time of such
     borrowing.
 
          3. Purchase any securities which would cause, at the time of purchase,
     less than 25% of the value of its total assets to be invested in
     obligations of issuers in the banking industry or in obligations, such as
     repurchase agreements, secured by such obligations (unless the Fund is in a
     temporary defensive position) or which would cause, at the time of
     purchase, 25% or more of the value of its total assets to be invested in
     the obligations of issuers in any other industry.
 
          4. Purchase securities of any one issuer, other than the federal
     government, if immediately after such purchase more than 5% of the value of
     its total assets would be invested in such issuer, except that up to 25% of
     the value of the Fund's total assets may be invested without regard to such
     5% limitation.
 
                                        7
<PAGE>   9
 
                       PURCHASE AND REDEMPTION OF SHARES
 
PURCHASE PROCEDURES
 
   
    

   
     Purchase orders must be transmitted by UBS directly to PFPC, the Fund's
transfer agent. All such transactions are effected pursuant to procedures
established by UBS in connection with a customer's account. Dollar Shares are
sold at the net asset value per share next determined after receipt of a
purchase order by PFPC.
    
 
   
     Purchase orders for shares are accepted by the Fund only on days on which
both the New York Stock Exchange and the Federal Reserve Bank of Philadelphia
are open for business (a "Business Day") and must be transmitted by UBS to PFPC
in Wilmington, Delaware, by telephone (800-441-7450; in Delaware: 302-791-5350)
or through the Fund's computer access program. Orders received before 12:00
noon, Eastern time, for which payment has been received by PNC Bank, the Fund's
custodian, will be executed at 12:00 noon. Orders received after 12:00 noon and
before 3:00 P.M., Eastern time (or orders received earlier in the same day for
which payment has not been received by 12:00 noon), will be executed at 4:00
P.M., Eastern time, if payment has been received by PNC Bank by that time.
Orders received at other times, and orders for which payment has not been
received by 4:00 P.M., Eastern time, will not be accepted, and notice thereof
will be given to the Service Organization placing the order. (Payment for
orders which are not received or accepted will be returned after prompt inquiry
to the sending institution.) The Fund may in its discretion reject any order
for shares.
    
 
   
     Payment for Dollar Shares may be made only in federal funds immediately
available to PNC Bank. The minimum initial investment by a Service Organization
is $5,000 and there is no minimum subsequent investment; however, Service
Organizations, such as UBS, may set a higher minimum initial investment and
minimum subsequent investments for their customers.
    
 
     Conflict of interest restrictions may apply to a Service Organization's
receipt of compensation paid by the Fund in connection with the investment of
fiduciary funds in Dollar Shares. (See also "Management of the Fund--Service
Organizations.") Institutions, including banks regulated by the Comptroller of
the Currency and investment advisers and other money managers subject to the
jurisdiction of the SEC, the Department of Labor or state securities
commissions, should consult their legal advisors before investing fiduciary
funds in Dollar Shares. (See also "Management of the Fund--Banking Laws.")
 
REDEMPTION PROCEDURES
 
   
     Redemption orders must be transmitted by UBS to PFPC in Wilmington,
Delaware in the manner described under "Purchase Procedures." Shares are
redeemed at the net asset value per share next determined after PFPC's receipt
of the redemption order. While the Fund intends to use its best efforts to
maintain its net asset value per share at $1.00, the proceeds paid to a    
    
 
                                        8
<PAGE>   10
 
shareholder upon redemption may be more or less than the amount invested
depending upon a share's net asset value at the time of redemption.
 
     Payment for redeemed shares for which a redemption order is received by
PFPC by 3:00 P.M., Eastern time, on a Business Day is normally made in federal
funds wired to the redeeming shareholder on the same day. Payment for redemption
orders which are received between 3:00 P.M. and 4:00 P.M., Eastern time, or on a
day when PNC Bank is closed, is normally wired in federal funds on the next day
following redemption that PNC Bank is open for business.
 
   
     The Fund shall have the right to redeem shares in any Dollar Shares
account if the value of the account is less than $1,000 after sixty-days' prior
written notice to the shareholder. Any such redemption shall be effected at the
net asset value next determined after the redemption order is entered. If
during the sixty-day period the shareholder increases the value of its account
to $1,000 or more, no such redemption shall take place. Service Organizations,
such as UBS, may require that customers maintain share accounts with minimum
balances in excess of $1,000.  In addition, the Fund may redeem shares
involuntarily under certain special circumstances described in the Statement of
Additional Information under "Additional Purchase and Redemption Information."
    
 
OTHER MATTERS
 
     The Fund's net asset value per share for purposes of pricing purchase and
redemption orders is determined by PIMC as of 12:00 noon and 4:00 P.M., Eastern
time, on each Business Day (excluding those holidays on which either the Federal
Reserve Bank of Philadelphia or the New York Stock Exchange are closed).
Currently, one or both of these institutions are closed on the customary
national business holidays of New Year's Day, Martin Luther King, Jr. Day,
Presidents' Day, Good Friday, Memorial Day (observed), Independence Day, Labor
Day, Columbus Day (observed), Veterans' Day, Thanksgiving Day, and Christmas
Day. The net asset value per share of Fund shares is calculated by adding the
value of all securities and other assets of the Fund, subtracting liabilities,
and dividing the result by the total number of the Fund's outstanding shares
(irrespective of class or sub-class). In computing net asset value, the Fund
uses the amortized cost method of valuation as described in the Statement of
Additional Information under "Additional Purchase and Redemption Information."
The Fund's net asset value per share for purposes of pricing purchase and
redemption orders is determined independently of the net asset value of the
Company's TempFund portfolio.
 
     Fund shares are sold and redeemed without charge by the Fund. Service
Organizations purchasing or holding Dollar Shares for their customer accounts
may charge customers a fee for cash management and other services provided in
connection with their accounts. In addition, if a customer has agreed with a
particular Service Organization to maintain a minimum balance in its account
with the Service Organization and the balance in such account falls below that
minimum, the customer may be obliged by the Service Organization to redeem all
or part of its shares in the Fund to the extent necessary to maintain the
required minimum balance in such account. A customer should, therefore, consider
the terms of its account with a Service Organization before purchasing Dollar
Shares. A Service Organization purchasing or redeeming shares on behalf of its
customers is responsible for transmitting orders to the Fund in accordance with
its customer agreements, and to provide customers with account statements with
respect to share transactions for their accounts.
 
                                        9
<PAGE>   11
 
                             MANAGEMENT OF THE FUND
 
BOARD OF DIRECTORS
 
     The business and affairs of the Fund are managed under the direction of the
Company's Board of Directors. The directors of the Company are as follows:
 
          Philip E. Coldwell is an economic consultant and former Member of the
     Board of Governors of the Federal Reserve System.
 
          Robert R. Fortune is a financial consultant and former Chairman,
     President, and Chief Executive Officer of Associated Electric and Gas
     Insurance Services Limited.
 
          Rodney D. Johnson is President of Fairmount Capital Advisors, Inc.
 
          G. Willing Pepper, Chairman of the Board and President of the Company,
     is a retired President of Scott Paper Company.
 
     Mr. Pepper is considered by the Company to be an "interested person" of the
Company as defined in the 1940 Act.
 
     The other officers of the Company are as follows:
 
          Edward J. Roach is Vice President and Treasurer of the Company.
 
          W. Bruce McConnel, III, Secretary of the Company, is a partner of the
     law firm of Drinker Biddle & Reath, Philadelphia, Pennsylvania.
 
INVESTMENT ADVISER AND SUB-ADVISER
 
     PIMC, a wholly-owned indirect subsidiary of PNC Bank, serves as the Fund's
investment adviser. PIMC was organized in 1977 by PNC Bank to perform advisory
services for investment companies and has its principal offices at Bellevue Park
Corporate Center, 400 Bellevue Parkway, Wilmington, Delaware 19809. PNC Bank
serves as the Fund's sub-adviser. PNC Bank is one of the largest bank managers
of investments for individuals in the United States, and together with its
predecessors has been in the business of managing the investments of fiduciary
and other accounts since 1847. PNC Bank is a wholly-owned, indirect subsidiary
of PNC Bank Corp., and has principal offices at Broad and Chestnut Streets,
Philadelphia, Pennsylvania 19102. PNC Bank Corp. is a multi-bank holding
company. PIMC and PNC Bank also serve as adviser and sub-adviser, respectively,
to the Company's TempCash portfolio.
 
     PNC Bank Corp., headquartered in Pittsburgh, Pennsylvania, is one of the
largest financial services organizations in the United States, with banking
subsidiaries in Pennsylvania, New Jersey, Delaware, Ohio, Kentucky, Indiana,
Massachusetts and Florida. Its major businesses include corporate banking,
consumer banking, mortgage banking and asset management.
 
     PNC Financial Services Group is PNC Bank Corp.'s mutual fund complex,
headquartered in Wilmington, Delaware. This group includes PIMC, PFPC Inc. and
PNC Bank. In 1973, Provident National Bank (predecessor to PNC Bank) commenced
advising the first institutional money market mutual fund--a U.S.
dollar-denominated constant net asset value fund--offered in the United States.
 
     The PNC Financial Services Group is one of the largest U.S. bank managers
of mutual funds, with assets currently under management in excess of $30
billion. This group, through PFPC Inc. and PFPC International Ltd., is also a
leading mutual fund service provider having contractual relationships with
 
                                       10
<PAGE>   12
 
approximately 370 mutual funds with 3.5 million shareholders and in excess of
$101 billion in assets, including some $2 billion in non-U.S. assets.
Additionally, this group, through its PNC Institutional Investment Service,
provides investment research to some 250 financial institutions located in the
United States and abroad. PNC Bank provides custodial services for approximately
$210 billion in assets, including approximately $160 billion in mutual fund
assets.
 
     As adviser, PIMC manages the Fund's portfolio and is responsible for all
purchases and sales of the Fund's portfolio securities. PIMC also maintains
certain of the Fund's financial accounts and records and computes the Fund's net
asset value and net income. For the advisory services provided and expenses
assumed by it, PIMC is entitled to receive a fee, computed daily and payable
monthly, based on the Fund's average net assets. PIMC and the administrators may
from time to time reduce the advisory and administration fees otherwise payable
to them or may reimburse the Fund for its operating expenses. Any fees waived
and any expenses reimbursed by PIMC and the administrators with respect to a
particular fiscal year are not recoverable. For the fiscal year ended September
30, 1995, the Fund paid investment advisory fees aggregating .07% of its average
net assets.
 
     As sub-adviser, PNC Bank provides research, credit analysis and
recommendations with respect to the Fund's investments and supplies PIMC with
certain computer facilities, personnel and other services. For its sub-advisory
services, PNC Bank is entitled to receive from PIMC an amount equal to 75% of
the advisory fees paid by the Fund to PIMC (subject to adjustment in certain
circumstances). The sub-advisory fees paid by PIMC to PNC Bank have no effect on
the advisory fees payable by the Fund to PIMC. PNC Bank also serves as the
Fund's custodian. The services provided by PNC Bank and PIMC and the fees
payable by the Fund for these services are described further in the Statement of
Additional Information under "Management of the Fund."
 
ADMINISTRATORS
 
     PFPC Inc. ("PFPC"), whose principal business address is 400 Bellevue
Parkway, Wilmington, Delaware 19809, and Provident Distributors, Inc. ("PDI"),
whose principal business address is 259 Radnor-Chester Road, Suite 120, Radnor,
Pennsylvania 19087, serve as administrators. PFPC is an indirect wholly-owned
subsidiary of PNC Bank Corp. A majority of the outstanding stock of PDI is owned
by its officers. The administrative services provided by the administrators,
which are described more fully in the Statement of Additional Information,
include providing and supervising the operation of an automated data processing
system to process purchase and redemption orders; assisting in maintaining the
Fund's Wilmington, Delaware office; performing administrative services in
connection with the Fund's computer access program maintained to facilitate
shareholder access to the Fund; accumulating information for and coordinating
the preparation of reports to the Fund's shareholders and the SEC; and,
maintaining the registration or qualification of the Fund's shares for sale
under state securities laws. PFPC and PDI are jointly and severally responsible
for carrying out the duties undertaken pursuant to the Administration Agreement
with the Fund.
 
     For their administrative services, the administrators are entitled jointly
to receive a fee, computed daily and payable monthly. (For information regarding
the administrators' administrative fee waivers and expense reimbursements, see
"Investment Adviser and Sub-Adviser" above.) The Fund also reimburses each
administrator for its reasonable out-of-pocket expenses incurred in connection
with the Fund's computer access program. For the fiscal year ended September 30,
1995, the Fund paid administrative fees aggregating .07% of its average net
assets.
 
                                       11
<PAGE>   13
 
     PFPC also serves as transfer agent, registrar and dividend disbursing
agent. PFPC's address is P.O. Box 8950, Wilmington, Delaware 19885-9628. The
services provided by PFPC and PDI and the fees payable by the Fund for these
services are described further in the Statement of Additional Information under
"Management of the Funds."
 
THE DISTRIBUTOR
 
     PDI serves as distributor of the Fund's shares. Its principal offices are
located at 259 Radnor-Chester Road, Suite 120, Radnor, Pennsylvania 19087. Fund
shares are sold on a continuous basis by the distributor as agent. The
distributor pays the cost of printing and distributing prospectuses to persons
who are not shareholders of the Fund (excluding preparation and printing
expenses necessary for the continued registration of the Fund's shares) and of
printing and distributing all sales literature. No compensation is payable by
the Fund to the distributor for its distribution services.
 
SERVICE ORGANIZATIONS
 
   
     As stated above, Service Organizations (which may include affiliates of
PNC Bank Corp.) may purchase Dollar Shares offered by the Fund. The New York
Branch of Union Bank of Switzerland, 299 Park Avenue, New York, New York, will
act as the Service Organization for the Dollar Shares offered by this
prospectus.  Dollar Shares are identical in all respects to TempCash Shares
except that they bear the service fees described below and enjoy certain
exclusive voting rights on matters relating to these fees. The Fund will enter
into an agreement with each Service Organization which purchases Dollar Shares
requiring it to provide support services to its customers who are the
beneficial owners of such shares in consideration of the Fund's payment of .25%
(on an annualized basis) of the average daily net asset value of the Dollar
Shares held by the Service Organization for the benefit of customers. Such
services, which are described more fully in the Statement of Additional
Information under "Management of the Fund--Service Organizations," include
aggregating and processing purchase and redemption requests from customers and
placing net purchase and redemption orders with PFPC; processing dividend
payments from the Fund on behalf of customers; providing information
periodically to customers showing their positions in Dollar Shares; and,
providing sub-accounting or the information necessary for sub-accounting with
respect to Dollar Shares beneficially owned by customers. Under the terms of
the agreements, Service Organizations are required to provide to their
customers a schedule of any fees that they may charge customers in connection
with their investments in Dollar Shares.
    
 
EXPENSES
 
     Except as noted above and in the Statement of Additional Information, the
Fund's service contractors bear all expenses in connection with the performance
of their services. Similarly, the Fund bears the expenses incurred in its
operations. For the fiscal year ended September 30, 1995, the Fund's total
expenses with respect to Dollar Shares were .41% of the average net assets of
the Dollar Shares.
 
BANKING LAWS
 
     Banking laws and regulations presently prohibit a bank holding company
registered under the Federal Bank Holding Company Act of 1956 or any bank or
non-bank affiliate thereof from sponsoring, organizing or controlling a
registered, open-end investment company engaged continuously in the issuance of
its shares and prohibit banks generally from issuing, underwriting, selling or
distributing securities such as Fund shares. Such banking laws and regulations
do not prohibit such a holding company or affiliate or banks generally from
acting as investment adviser, transfer agent or custodian to such an investment
company or from purchasing shares of such a company for and upon the order of
customers. PNC Bank, PIMC and PFPC, as well as some Service Organizations, are
subject to such
 
                                       12
<PAGE>   14
 
banking laws and regulations, but believe they may perform the services for the
Fund contemplated by their respective agreements, this Prospectus and the
Statement of Additional Information without violating applicable banking laws or
regulations.
 
     Should future legislative, judicial, or administrative action prohibit or
restrict the activities of bank Service Organizations in connection with the
provision of support services to their customers, the Fund might be required to
alter or discontinue its arrangements with Service Organizations and change its
method of operations with respect to Dollar Shares. It is not anticipated,
however, that any change in the Fund's method of operations would affect its net
asset value per share or result in a financial loss to any customer.
 
                                   DIVIDENDS
 
     Shareholders of the Fund are entitled to dividends and distributions
arising only from the net investment income and capital gains, if any, earned on
investments held by the Fund. The Fund's net investment income is declared daily
as a dividend to shares held of record at the close of business on the day of
declaration. Shares begin accruing dividends on the day the purchase order for
the shares is effected and continue to accrue dividends through the day before
such shares are redeemed. Dividends are paid monthly by check, or by wire
transfer if requested in writing by the shareholder, within five business days
after the end of the month or within five business days after a redemption of
all of a shareholder's shares of a particular class. The Fund does not expect to
realize net long-term capital gains.
 
     Dividends are determined in the same manner for each class of shares of the
Fund. Dollar Shares bear all the expense of fees paid to Service Organizations,
and as a result, at any given time, the dividend on Dollar Shares will be
approximately .25% lower than the dividend on TempCash Shares.
 
     Institutional shareholders may elect to have their dividends reinvested in
additional full and fractional shares of the same class of shares with respect
to which such dividends are declared at the net asset value of such shares on
the payment date. Reinvested dividends receive the same tax treatment as
dividends paid in cash. Such election or any revocation thereof, must be made in
writing to PFPC, the Fund's transfer agent, at P.O. Box 8950, Wilmington,
Delaware 19885-9628 and will become effective after its receipt by PFPC with
respect to dividends paid.
 
     PFPC, as transfer agent, will send each Fund shareholder or its authorized
representative an annual statement designating the amount, if any, of any
dividends and distributions made during each year and their federal tax
qualification.
 
                                     TAXES
 
     The Fund qualified in its last taxable year and intends to qualify in
future years as a "regulated investment company" under the Internal Revenue Code
of 1986, as amended (the "Code"). A regulated investment company generally is
exempt from federal income tax on amounts distributed to its shareholders.
 
     Qualification as a regulated investment company under the Code for a
taxable year requires, among other things, that the Fund distribute to its
shareholders at least 90% of its investment company taxable income for such
year. In general, the Fund's investment company taxable income will be its
taxable income (including dividends and short-term capital gains, if any)
subject to certain adjustments and excluding the excess of any net long-term
capital gain for the taxable year over any net short-term capital loss for such
 
                                       13
<PAGE>   15
 
year. The Fund intends to distribute substantially all of its investment company
taxable income each year. Such distributions will be taxable as ordinary income
to Fund shareholders which are not currently exempt from federal income taxes,
whether such income is received in cash or reinvested in additional shares.
(Federal income taxes for distributions to an IRA or a qualified retirement plan
are deferred under the Code.) It is anticipated that none of the Fund's
distributions will be eligible for the dividends received deduction for
corporations. The Fund does not expect to realize long-term capital gains and,
therefore, does not contemplate payment of any "capital gain dividends" as
described in the Code.
 
     Dividends declared in October, November, or December of any year payable to
shareholders of record on a specified date in such months will be deemed to have
been received by the shareholders and paid by the Fund on December 31 of such
year in the event such dividends are actually paid during January of the
following year.
 
     The foregoing discussion is only a brief summary of some of the important
federal tax considerations generally affecting the Fund and its shareholders. As
noted above, IRAs receive special tax treatment. No attempt is made to present a
detailed explanation of the federal, state, or local income tax treatment of the
Fund or its shareholders, and this discussion is not intended as a substitute
for careful tax planning. Accordingly, potential investors in the Fund should
consult their tax advisors with specific reference to their own tax situation.
 
                                     YIELDS
 
     From time to time in advertisements, or in reports to shareholders, the
"yields" and "effective yields" for TempCash Shares and Dollar Shares may be
quoted. Yield quotations are computed separately for TempCash Shares and Dollar
Shares. The "yield" for a particular class or sub-class of Fund shares refers to
the income generated by an investment in such shares over a specified period
(such as a seven-day period). This income is then "annualized;" that is, the
amount of income generated by the investment during that period is assumed to be
generated for each such period over a 52-week or one-year period and is shown as
a percentage of the investment. The "effective yield" is calculated similarly
but, when annualized, the income earned by an investment in a particular class
or sub-class is assumed to be reinvested. The "effective yield" will be slightly
higher than the "yield" because of the compounding effect of this assumed
reinvestment.
 
     The Fund's yields may be compared to those of other mutual funds with
similar objectives, to stock or other relevant indices, or to rankings prepared
by independent services or other financial or industry publications that monitor
the performance of mutual funds. For example, such data are reported in national
financial publications such as IBC/Donoghue's Money Fund Report(R), The Wall
Street Journal, and The New York Times, reports prepared by Lipper Analytical
Services, Inc., and publications of a local or regional nature.
 
     The Fund's yield figures for TempCash Shares and Dollar Shares represent
the Fund's past performance, will fluctuate, and should not be considered as
representative of future results. The yield of any investment is generally a
function of portfolio quality and maturity, type of investment, and operating
expenses. Any fees charged by Service Organizations directly to their customers
in connection with investments in Fund shares are not reflected in the Fund's
yields; such fees, if charged, would reduce the actual return received by
customers on their investments. The methods used to compute the Fund's yields
are described in more detail in the Statement of Additional Information.
Investors may call (800) 821-6006 (Dollar Shares code: 23) to obtain current
yield information.
 
                                       14
<PAGE>   16
 
                    DESCRIPTION OF SHARES AND MISCELLANEOUS
 
     The Company has authorized capital of 60 billion shares of Common Stock,
$.001 par value per share, of which 40 billion shares are classified as Class B
Common Stock, 5 billion shares are classified as Class B--Special Series 1
Common Stock, 5 billion shares are classified as Class C Common Stock, and 10
billion shares are classified as Class C--Special Series 1 Common Stock. Shares
of Class C Common Stock and Class C--Special Series 1 Common Stock (also known
as "Dollar Shares") represent interests in the Company's TempCash portfolio.
Shares of Class B Common Stock and Class B--Special Series 1 Common Stock
represent interests in the TempFund portfolio. Under the Company's charter, the
Board of Directors has the power to classify or reclassify any unissued shares
of Common stock into one or more classes or sub-classes.
 
     THIS PROSPECTUS AND THE STATEMENT OF ADDITIONAL INFORMATION INCORPORATED
HEREIN RELATE PRIMARILY TO THE DOLLAR SHARES OF THE FUND AND DESCRIBE ONLY THE
INVESTMENT OBJECTIVE AND POLICIES, OPERATIONS, CONTRACTS, AND OTHER MATTERS
RELATING TO THE FUND. INVESTORS WISHING TO OBTAIN SIMILAR INFORMATION REGARDING
THE FUND'S OTHER CLASS OF SHARES OR THE COMPANY'S TEMPFUND PORTFOLIO MAY OBTAIN
SEPARATE PROSPECTUSES BY CALLING THE DISTRIBUTOR AT 800-998-7633.
 
     The Company does not presently intend to hold annual meetings of
shareholders except as required by the 1940 Act or other applicable law. The
Company will call a meeting of shareholders for the purpose of voting upon the
question of removal of a member of the Board of Directors upon written request
of shareholders owning at least 10% of the outstanding shares of the Company
entitled to vote.
 
     Each Fund share represents an equal, proportionate interest in the assets
belonging to the Fund. Fund shares do not have preemptive or conversion rights.
When issued for payment as described in this Prospectus, Fund shares will be
fully paid and non-assessable.
 
     Holders of the Fund's TempCash Shares and Dollar Shares will vote in the
aggregate and not by class or sub-class on all matters, except where otherwise
required by law and except that only Dollar Shares will be entitled to vote on
matters submitted to a vote of shareholders pertaining to the Fund's
arrangements with Service Organizations. Further, shareholders of the Fund and
of the Company's TempFund portfolio will vote in the aggregate and not by
portfolio except as otherwise required by law or when the Board of Directors
determines that the matter to be voted upon affects only the interests of the
shareholders of a particular portfolio. (See the Statement of Additional
Information under "Additional Description Concerning Fund Shares" for examples
where the 1940 Act requires voting by portfolio.) Shareholders of the Company
are entitled to one vote for each full share held (irrespective of class,
sub-class, or portfolio) and fractional votes for fractional shares held. Voting
rights are not cumulative and, accordingly, the holders of more than 50% of the
aggregate shares of Common Stock of the Company may elect all of the directors.
 
     For information concerning the redemption of Fund shares and possible
restrictions on their transferability, see "Purchase and Redemption of Shares."
 
                                       15
<PAGE>   17
 
       NO PERSON HAS BEEN AUTHORIZED
       TO GIVE ANY INFORMATION OR TO
       MAKE ANY REPRESENTATIONS NOT
       CONTAINED IN THIS PROSPECTUS,
       OR IN THE FUND'S STATEMENT OF
       ADDITIONAL INFORMATION
       INCORPORATED HEREIN BY
       REFERENCE, IN CONNECTION WITH
       THE OFFERING MADE BY THIS
       PROSPECTUS; AND, IF GIVEN OR
       MADE, SUCH INFORMATION OR
       REPRESENTATIONS MUST NOT BE
       RELIED UPON AS HAVING BEEN
       AUTHORIZED BY THE COMPANY OR
       ITS DISTRIBUTOR. THIS
       PROSPECTUS DOES NOT
       CONSTITUTE AN OFFERING BY THE
       COMPANY OR BY THE DISTRIBUTOR
       IN ANY JURISDICTION IN WHICH
       SUCH OFFERING MAY NOT
       LAWFULLY BE MADE.
 
     ---------------------------------------------------------------------------
             TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                          PAGE
                                         ------
         <S>                             <C>
         Background and Expense
           Information...................      2
         Financial Highlights............      3
         Investment Objective and
           Policies......................      5
         Purchase and Redemption of
           Shares........................      8
         Management of the Fund..........     10
         Dividends.......................     13
         Taxes...........................     13
         Yields..........................     14
         Description of Shares and
           Miscellaneous.................     15
</TABLE>
 
       PIF-P-021
 
                                                       TEMPCASH
                                                     DOLLAR SHARES
                                                AN INVESTMENT PORTFOLIO
                                                      OFFERED BY
                                           TEMPORARY INVESTMENT FUND, INC.

                                        [PROVIDENT INSTITUTIONAL FUNDS LOGO]

                                                      Prospectus
                                                   January 26, 1996


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