Investment Objective
Investment Strategy
Who May Want to Invest?
Performance Update
Portfolio Manager
Sector Weightings
Top Ten Holdings
Miscellaneous

Investment Objective
The Flex-funds Quantex Fund™ (formerly known as The Highlands Growth Fund) seeks growth of capital over a long-term time horizon through investment in a diversified, style-neutral portfolio of small- and mid-sized stocks.

^ Top

Investment Strategy
The Quantex Fund™ employs a quantitative investment strategy that selects common stocks for investment from a predetermined market capitalization range. The stocks purchased by the Fund will generally fall in the small- and mid-cap range of the market, and may either be growth or value stocks. The Fund will typically be diversified across all major industry sectors.

The stocks owned by the Fund typically fall in two categories:

• Fallen Angels: Larger companies whose stock prices have declined in recent years but are poised for a possible rebound.
  
• Rising Stars: Smaller companies with the potential to significantly outperform on both an absolute and relative basis.

Stocks are screened for inclusion or removal from the Fund’s portfolio on an annual basis. Stocks in the portfolio whose value has grown or fallen out of the predetermined market capitalization range are sold. Meanwhile, new stocks that have fallen or risen into the predetermined capitalization range are added to the Fund’s portfolio. The securities purchased by the Fund are generally held for a long-term period, resulting in low portfolio turnover.

This investment strategy results in a well-diversified, style-neutral fund with the potential to achieve highly predictable long-term returns.

^ Top

Who May Want to Invest?

The Quantex Fund™ may be appropriate for you if:

• are investing with a long-term horizon
• are seeking to diversify your portfolio
• are seeking to be invested in the stock market at all times, or
• are willing to accept higher short- term risk along with potentially higher long-term returns

The Quantex Fund™ may not be appropriate for you if:

• you are unwilling to accept an investment that will go up and down in value, or
• you are investing to meet short-term financial goals.

^ Top

Performance Update

Past performance is not a guarantee of future results.
Performance data indicates period and average annual total returns as indicated and assumes reinvestment of all dividend and capital gain distributions. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Management fees were waived and/or expenses were reimbursed in order to reduce the operating expenses of The Quantex Fund™ during the periods shown above. To obtain a prospectus containing more complete information about the Fund, including other fees and expenses that may apply to a continued investment in the Fund, you may call The Flex-funds at 800-325-3539, or write P.O. Box 7177, Dublin OH 43017. You may also download a prospectus online or request a prospectus by mail. Please read the prospectus carefully before investing.

* Performance for periods prior to April 1, 2005 represent a combination of the Fund's current quantitative investment strategy and the Fund's previous investment strategy.

** Inception Date 3/20/85

^ Top

Portfolio Manager

Joseph A. Zarr
Joseph A. Zarr is primarily responsible for the day-to-day management of the Quantex Fund™. Mr. Zarr has been associated with Meeder Asset Management as a portfolio manager since 1991 and has managed the Fund since April 30, 2005.

^ Top

Sector Weightings as of December 31, 2005

Sector Weightings are subject to change.

^ Top

Top Ten Holdings* as December 31, 2005

^ Top

CUSIP
339370207

Inception Date
March 20, 1985

Distributions

Minimum Initial Investment

^ Top