JPMORGAN U.S. EQUITY FUNDS

                 JPMORGAN U.S. SMALL COMPANY OPPORTUNITIES FUND

                               ALL SHARE CLASSES
                        SUPPLEMENT DATED AUGUST 23, 2002
                     TO THE PROSPECTUSES DATED MAY 1, 2002

    The information under the heading PORTFOLIO MANAGERS in each Prospectus is
hereby deleted in its entirety and replaced with the following:

    The portfolio management team is led by Marian U. Pardo, Managing Director
of the adviser, J.P. Morgan Investment Management Inc. (JPMIM), and Darren
Rabenou, Vice President of JPMIM. Ms. Pardo has been at JPMIM since 1968, except
for five months in 1988 when she was president of a small investment management
firm. Prior to managing the Fund, Ms. Pardo managed small- and large-cap equity
portfolios, equity and convertible funds, and several institutional portfolios.
Mr. Rabenou joined the team in 2001. Prior to joining the firm, he served as a
senior analyst and portfolio manager for Prudential Investments from 1998 to
2000. Prior to that, Mr. Rabenou worked in institutional equity sales and
derivatives covering emerging markets for ING Barings.

                                                                   SUP-USSCO-802