497 1 asset49761704.htm ASSETMARK RULE 497 FILING Prospectus supplement for Assetmark Funds as filed 6/17/04


                      Supplement dated June 17, 2004 to the
                           AssetMark Funds Prospectus

          Important Notice Regarding Change in Investment Policy of the
                      AssetMark Core Plus Fixed Income Fund

     The  AssetMark  Funds Board of Trustees has  authorized a change in the way
the  AssetMark  Core Plus Fixed  Income Fund will  invest its  assets.  The Fund
currently  operates  as a "fund of funds,"  which means that it seeks to achieve
its investment objective by investing primarily (at least 80% of its net assets)
in shares of other investment companies that invest in fixed income securities.

     This "fund of funds"  structure  was  originally  put in place to allow the
Fund to engage  high-quality  institutional  fixed  income  managers  through an
investment  in mutual  funds until the Fund assets had grown to a size such that
these  managers  could be retained  directly as  sub-advisers.  The Fund has now
grown to a sufficient  asset size,  and thus,  beginning on August 17, 2004, the
Fund will seek to achieve its investment objective by divesting itself of mutual
fund  shares  and  investing  directly  in fixed  income  securities  and  other
investments.  The Fund's adviser has engaged Goldman Sachs Asset  Management and
Western Asset  Management  Company to serve as  sub-advisers  for the Fund, with
each firm expected to manage approximately half of the Fund's portfolio. Goldman
Sachs Asset  Management  and Western  Asset  Management  Company are both highly
experienced  institutional  fixed  income  managers,  and,  as of May 31,  2004,
collectively managed in excess of $250 billion in fixed income portfolios.  Fund
shareholders  will not pay any additional  advisory  fees as a  result  of these
changes.  Although  any  income  or gain  realized  as a result  of the  planned
divestment  of mutual fund shares would be passed on to  shareholders,  the Fund
does not expect that shareholders will realize any gain or income as a result of
the change, based on current conditions.