LIPPER FUNDS INC
497, 1998-11-16
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                          LIPPER HIGH INCOME BOND FUND
                            LIPPER U.S. EQUITY FUND
                         PRIME LIPPER EUROPE EQUITY FUND

                             The Lipper Funds, Inc.
                                101 Park Avenue
                               New York, NY 10178
                      For information call 1-800-LIPPER 9


                                   SUPPLEMENT
                                       TO
                      STATEMENT OF ADDITIONAL INFORMATION


                               November 16, 1998

     This Supplement, dated November 16, 1998, to the Statement of Additional
Information, dated March 25, 1998, is not itself a prospectus and is authorized
for distribution only when preceded or accompanied by a Prospectus and the
Statement of Additional Information. No investment in shares of the Funds
should be made solely upon the information contained herein. Copies of the
Prospectuses and the Statement of Additional Information may be obtained without
charge by writing or calling the Company at the address and telephone number set
forth above. Capitalized terms used but not defined herein have the same
meanings as in the Prospectuses and the Statement of Additional Information.

     The Statement of Additional Information, dated March 25, 1998, is
supplemented by including the following to the end of the section entitled
"Performance Information".

Other

     The Fund may also from time to time include discussions or illustrations of
the effects of compounding in advertisements. "Compounding" refers to the fact
that, if dividends or other distributions on a Fund investment are reinvested by
being paid in additional Fund shares, any future income or capital appreciation
of a Fund would increase the value, not only of the original investment in the
Fund, but also of the additional Fund shares received through reinvestment. The
Fund may also include discussions or illustrations of the potential investment
goals of a prospective investor (including materials that describe general
principles of investing, such as asset allocation, diversification, risk
tolerance and goal setting, questionnaires designed to help create a personal
financial profile, worksheets used to project savings needs based on assumed
rates of inflation and hypothetical rates of return and action plans offering
investment alternatives), investment management techniques, policies or
investment suitability of a Fund (such as value investing, market timing, dollar
cost averaging, asset allocation, constant ratio transfer, automatic account
rebalancing and the advantages and disadvantages of investing in tax-deferred
and taxable investments), economic and political conditions and the relationship
between sectors of the economy and the economy as a whole, the effects of
inflation and historical performance of various asset classes, including but not
limited to, stocks, bonds and Treasury bills. From time to time advertisements,
sales literature, communications to shareholders or other materials may
summarize the substance of information contained in relevant articles appearing
in newspapers or periodicals, shareholder reports (including the investment
composition of a Fund), as well as the views of the Fund's Advisers as to
current market, economy, trade and interest rate trends, legislative, regulatory
and monetary developments, investment strategies and related matters believed to
be of relevance to a Fund. In addition, selected indices may be used to
illustrate historical performance of select asset classes. The Fund may also

<PAGE>

include in advertisements, sales literature, communications to shareholders or
other materials, charts, graphs or drawings that illustrate the potential risks
and rewards of investment in various investment vehicles, including but not
limited to, stocks, bonds, Treasury bills and shares of a Fund. In addition,
advertisements, sales literature, shareholder communications or other materials
may include a discussion of certain attributes or benefits to be derived by an
investment in a Fund and/or other mutual funds, benefits, characteristics or
services associated with a particular class of shares, shareholder profiles and
hypothetical investor scenarios, timely information on financial management, tax
and retirement planning and investment alternatives to certificates of deposit
and other financial instruments. Such advertisements or communications may
include symbols, headlines or other materials that highlight or summarize the
information discussed in more detail therein. Materials may include lists of
representative clients of the Fund's Advisers. Materials may refer to the CUSIP
numbers of the various classes of the Funds and may illustrate how to find the
listings of the Funds in newspapers and periodicals. Materials may also include
discussions of other Funds, products and services.

     Charts and graphs using net asset value ("NAV"), adjusted net asset values
and benchmark indices may be used to exhibit performance. An adjusted NAV
includes any distributions paid and reflects all elements of return. Unless
otherwise indicated, the adjusted NAVs are not adjusted for sales charges, if
any.

     A Fund may illustrate performance using moving averages. A long-term moving
average is the average of each week's adjusted closing NAV for a specified
period. A short-term moving average is the average of each day's adjusted
closing NAV for a specified period. Moving Average Activity Indicators combine
adjusted closing NAVs from the last business day of each week with moving
averages for a specified period to produce indicator showing when an NAV has
crossed, stayed above, or stayed below its moving average.

     A Fund may quote various measures of volatility and benchmark correlation
in advertising. In addition, a Fund may compare these measures to those of other
mutual funds. Measures of volatility seek to compare the historical share price
fluctuations or total returns to those of a benchmark. Measures of benchmark
correlation indicate how valid a comparative benchmark may be. All measures of
volatility and correlation are calculated using averages of historical data.

     Momentum indicators indicate a Fund's price movements over specific periods
of time. Each point on the momentum indicator represents the Fund's percentage
change in price movements over that period.

     A Fund may advertise examples of the effects of periodic investment plans,
including the principle of dollar cost averaging. In such a program an investor
invests a fixed dollar amount in a Fund at periodic intervals, thereby
purchasing fewer shares when prices are high and more shares when prices are
low. While such a strategy does not assure a profit or guard against loss in a
declining market, the investor's average cost per share can be lower than if
fixed numbers of shares are purchased at the same intervals. In evaluating such
a plan, investors should consider their ability to continue purchasing shares
during periods of low price levels. A Fund may be available for purchase through
retirement plans or other programs offering deferral of, or exemption from,
income taxes, which may produce superior after-tax returns over time.

     A Fund may advertise its current interest rate sensitivity, duration,
weighted average maturity or similar maturity characteristics.

     Advertisements and sales materials relating to a Fund may include
information regarding the background, experience and expertise of the Adviser
and/or portfolio managers for each Fund.




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