FOUNTAINHEAD SPECIAL VALUE FUND
                       SUPPLEMENT DATED DECEMBER 18, 1997
                      TO PROSPECTUS DATED DECEMBER 23, 1996

The following should be read in conjunction with the section titled "General" on
page 13 of the Prospectus:  The Fund may invest in mortgage related  securities,
invest in foreign  securities  other than  ADR's,  and may buy and write put and
call options and futures on stock  indices,  provided the Fund's  investment  in
each does not exceed 5% of its net assets. The Fund may also invest in Rule 144A
Securities.  Rule 144A  Securities  are securities in the United States that are
not registered for sale under Federal securities laws but which can be resold to
institutions  under  SEC Rule  144A.  Provided  that a dealer  or  institutional
trading  market in such  securities  exists,  these  restricted  securities  are
treated as exempt from the Fund's  limitation  that it will not invest more than
5% of its net assets in illiquid  securities  (those which cannot be disposed of
promptly and in the ordinary course of business without taking a reduced price).
Under the  supervision  of the Board of  Trustees,  the Advisor  determines  the
liquidity of restricted  securities and,  through reports from the Advisor,  the
Board will monitor trading activity in restricted  securities.  If institutional
trading in  restricted  securities  were to decline,  the  liquidity of the Fund
could be adversely affected.