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                                THE TIMOTHY PLAN.
                       SUPPLEMENT DATED SEPTEMBER 18, 1998
                                       TO
                          PROSPECTUS DATED MAY 1, 1998


              The Prospectus for the Timothy Plan Class A and Class
                                        B Shares is hereby amended as follows:

Under the Section of the Prospectus entitled:

                       INVESTMENT OBJECTIVES AND POLICIES

The fourth paragraph of the Section is amended to state;

"The Fund seeks to achieve its investment  objectives by investing  primarily in
common stocks and ADRs, while foregoing  investments in the Excluded Securities.
Awad & Associates  (the  "Investment  Manager"),  a division of Raymond  James &
Associates,  Inc.,  serves as sub-investment  advisor to Timothy Partners,  Ltd.
("TPL") and will  select the  investments  for the Fund,  but will not invest in
securities which TPL determines are Excluded Securities.  TPL has instructed the
Investment  Manager to avoid investment in any company directly  involved in the
business of alcohol  production,  tobacco  production,  or casino  gambling.  In
addition,  TPL will compile and maintain a list of companies that it determines,
by using information  gathered from its own proprietary  research in addition to
material published by a number of Christian ministries,  participate directly or
indirectly in either pornography or abortion. TPL will use its best judgement in
determining  which  companies,  through their  corporate  practices in either of
these two areas,  need to be placed on the Excluded  Securities  list.  TPL also
reserves the right to exercise its best judgement to exclude investment in other
companies whose corporate practices may not fall within the exclusions described
above,  but  nevertheless  could be found  offensive  to basic  Judeo  Christian
Values.

The fifth paragraph of the Section, stating;

"The three Christian  ministries that publish  information that TPL will utilize
in  identifying  companies  directly or indirectly  involved in  pornography  or
abortion  are as follows:  (1) The  American  Family  Association  (to  identify
companies engaged in pornography);  (2) Pro Vita Advisors (to identify companies
that directly and indirectly  participate  in abortion);  and (3) Life Decisions
International  (to identify  companies that indirectly  support  abortion causes
through  corporate  funding  programs).  TPL  retains  the right to  change  the
ministries whose information it reviews, at its discretion." , is deleted in its
entirety.

Under the Section of the Prospectus entitled;

                             MANAGEMENT OF THE FUND

INVESTMENT ADVISOR

The first paragraph of the Sub-Section is amended to state the following:

"Timothy Partners,  Ltd. ("TPL") is a Florida limited  partnership  organized on
December 16, 1993. TPL  supervises  the investment of assets in accordance  with
the  objectives,  policies  and  restrictions  of the  Fund.  TPL  approves  the
portfolio of  securities  selected by the  Investment  Manager (See  "Investment
Manager" below).