FIRST EAGLE SOGEN VARIABLE FUNDS, INC.
FIRST EAGLE SOGEN OVERSEAS VARIABLE FUND
1345 AVENUE OF THE AMERICAS
NEW YORK, NEW YORK 10105
(800) 334-2143
SUPPLEMENT DATED JANUARY 20, 2000 TO PROSPECTUS DATED MAY 1, 1999.
FUND NAME CHANGES. The names of the Company and of the Fund have been changed.
The Company, SoGen Variable Funds, Inc. has been renamed First Eagle SoGen
Variable Funds, Inc. In addition, SoGen Overseas Variable Fund has been renamed
First Eagle SoGen Overseas Variable Fund.
NEW INVESTMENT ADVISORY ARRANGEMENTS. As approved by the shareholders of the
Fund at a Special Meeting of Shareholders held on December 22, 1999, Arnhold and
S. Bleichroeder Advisers, Inc. ("ASB Advisers") became the investment adviser to
the Fund effective as of December 31, 1999 under a contract that is
substantially identical to the Fund's prior advisory contract with Societe
Generale Asset Management Corp. ("SGAM Corp."). ASB Advisers is a wholly-owned
subsidiary of Arnhold and S. Bleichroeder, Inc. ("ASB"), a privately owned
investment firm that, on December 31, 1999, acquired 80.1% of the outstanding
equity securities of the Fund's prior investment adviser. Mr. Jean-Marie
Eveillard, Chief Executive Officer of SGAM Corp. and owner of the remaining
19.9% of the equity of SGAM Corp., has entered into an agreement with ASB
providing for the eventual sale of his shares of SGAM Corp. to ASB in three
installments over a period of approximately eight years.
The primary investment management team of SGAM Corp., including Jean-Marie
Eveillard, has joined ASB Advisers and will continue to manage the portfolio of
the Fund. The investment objectives and policies of the Fund have remained
unchanged.
The address of ASB Advisers and ASB is 1345 Avenue of the Americas, New York,
New York 10105.
THE DISCLOSURE IN THE PROSPECTUS UNDER "MANAGEMENT OF THE COMPANY - INVESTMENT
ADVISER" IS REPLACED IN ITS ENTIRETY TO READ AS FOLLOWS:
Effective December 31, 1999, the adviser of the Company is ASB Advisers, a
wholly owned subsidiary of ASB. ASB is the successor firm to two German banking
houses -- Gebr. Arnhold founded in Dresden in 1864 and S. Bleichroeder founded
in Berlin in 1803. The firm moved to New York City in 1937 and conducts its
activities under the current name of Arnhold and S. Bleichroeder, Inc. ASB uses
its experience and worldwide contacts to provide asset management, global
securities research and trading, and investment banking services to
institutional clients throughout the world.
ASB Advisers is responsible for the continuous supervision and management of the
Fund under the direction of the Fund's Board of Directors. The advisory fee rate
paid by of the Fund to ASB Advisers of 0.75% of the average daily net assets of
the Fund is the same as the rate that the Fund paid to SGAM Corp., the Fund's
former investment adviser. However, ASB Advisers has agreed to waive its
advisory fee and, if necessary, reimburse the Fund through April 30, 2000 to the
extent that the Fund's aggregate expenses exceed 1.50% of the Fund's average net
assets. Operating under the same waiver, SGAM Corp. waived its fee in its
entirety and voluntarily reimbursed the Fund for certain expenses during 1998.
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FIRST EAGLE SOGEN VARIABLE FUNDS, INC.
FIRST EAGLE SOGEN OVERSEAS VARIABLE FUND
SUPPLEMENT DATED JANUARY 20, 2000 TO
STATEMENT OF ADDITIONAL INFORMATION DATED MAY 1, 1999.
THE DISCLOSURE IN THE STATEMENT OF ADDITIONAL INFORMATION UNDER
"INVESTMENT ADVISORY AND OTHER SERVICES" IS REPLACED IN ITS ENTIRETY TO READ AS
FOLLOWS:
As described in the Prospectus of First Eagle SoGen Variable Funds,
Arnhold and S. Bleichroeder Advisers, Inc. ("ASB Advisers") is the Company's
investment adviser and, as such, provides portfolio management and related
services to the Fund.
Under its investment advisory contract with the Company, which became
effective December 31, 1999, ASB Advisers furnishes the Fund with investment
advice consistent with the Fund's stated investment objective and investment
policies. ASB Advisers also furnishes the Company with office space and certain
facilities required for the business of the Fund, and statistical and research
data, and pays any compensation and expenses of the Company's officers.
In return for the services listed above, the Fund pays ASB Advisers a
monthly fee at the annual rate of 0.75% of the average daily value of the Fund's
net assets.
Societe Generale Asset Management Corp. ("SGAM Corp."), pursuant to a
predecessor advisory contract with the Company, waived its advisory fee of
$5,742 in its entirety from February 3, 1997 (commencement of operations)
through December 31, 1997 and its advisory fee of $25,717 in its entirety for
the year ended December 31, 1998. In addition, SGAM Corp. voluntarily reimbursed
the Fund for expenses in the amount of $88,434 for the year ended December 31,
1998.
Under the investment advisory contract between the Company and ASB
Advisers, the investment adviser is responsible for the management of the Fund's
portfolio and constantly reviews its holdings in the light of its own research
analyses and those of other relevant sources. Reports of portfolio transactions
are given regularly TO THE DIRECTORS OF THE COMPANY, WHO REVIEW THE FUND'S
PORTFOLIO AT REGULAR MEETINGS HELD FOUR TIMES A YEAR. As of the date of this
Statement of Additional Information, as supplemented, ASB Advisers did not own
any shares of the Company.
THE SECOND PARAGRAPH AND TABLE UNDER "MANAGEMENT OF THE
COMPANY" IN THE STATEMENT OF ADDITIONAL INFORMATION LISTING THE DIRECTORS AND
OFFICERS OF THE COMPANY ARE REPLACED IN THEIR ENTIRETY TO READ AS FOLLOWS:
The following table sets forth the principal occupation or
employment of the members of the Board of Directors and principal officers of
the Company. Each of the following persons is also a Director and/or officer of
First Eagle SoGen Funds, Inc.
<TABLE>
<CAPTION>
PRINCIPAL OCCUPATION
POSITION HELD DURING THE PAST FIVE
NAME (AGE) AND ADDRESS(1) WITH THE COMPANY (5) YEARS
- ---------------------- ---------------- ---------
<S> <C> <C>
*John P. Arnhold (46) Director and Co-President Co-President and Director, Arnhold and S.
Bleichroeder, Inc.; Co-President and Director,
Arnhold and S. Bleichroeder Advisers, Inc.;
President and Director, Arnhold and S.
Bleichroeder UK Ltd.; Co-President and
Director, ASB Securities, Inc.; Director,
Aquila International Fund, Ltd.; President,
Worldvest, Inc.; Co-President and Trustee,
First Eagle Funds.
Candace K. Beinecke (53) Director Managing Partner, Hughes Hubbard & Reed;
One Battery Park Plaza Director, Jacob's Pillow Dance Festival, Inc.,
New York, NY 10004 Historic Preservation Projects, Inc., and
Merce Cunningham Dance Foundation, Inc.;
Trustee, First Eagle Funds.
Edwin J. Ehrlich (68) Director President, Ehrlich Capital Management;
2976 Lonni Lane Director, Pension Fund Trusts -- ITT Corp.;
Merrick, NY 11566 Advisory Board Member, Emerging World
Investors Limited; Trustee, First Eagle Funds.
Robert J. Gellert (69) Director Manager, United Continental Corporation;
122 EAST 42ND Street General Partner, Windcrest Partners; Trustee,
New York, NY 10168 First Eagle Funds.
James E. Jordan (54) Director Private Investor; Consultant to The Jordan
767 Fifth Avenue Company (private investment banking company);
New York, NY 10153 until June 1997, President and chief
investment officer of The William Penn Company
(a registered investment adviser); Director,
Leucadia National Corporation, Empire
Insurance Company and J.Z. Equity Partners,
Plc. (a British investment trust company);
Director, School of International and Public
Affairs of Columbia University; Vice Chairman,
New York State Board of The Nature
Conservancy; Trustee, First Eagle Funds.
William M. Kelly (55) Director Senior Associate, Lingold Association;
500 Fifth Avenue Independent General Partner, ML Venture
New York, NY 10110 Partners I, L.P. and ML Venture Partners II,
L.P.; Trustee, New York Foundation; Treasurer
and Trustee, Black Rock Forest Conservation;
Trustee, First Eagle Funds.
Donald G. McCouch (57) Director Prior to 1997, Senior Managing Director of
67 West Hills Road Chemical Bank.
New Canaan, CT 06840
Fred J. Meyer (69) Director Vice Chairman of Omnicom Group, Inc. since
437 Madison Avenue 1998; and prior thereto, Chief Financial
New York, NY 10022 Officer; Director Novartis Corporation,
Zurich-American Insurance Cos and Medialink,
Inc.; Trustee, National Park Trust.
Dominique Raillard (61) Director Managing Director of Act 2 International
15, boulevard Delessert (consulting) since July 1995; Group Executive
75016 Paris France Vice President of Promodes (food retailing)
since 1978.
Nathan Snyder (65) Director Independent Consultant.
163 Parish Road South
New Canaan, CT 06840
*Stanford S. Warshawsky (62) Director and Chairman of Co-President, Secretary and Director, Arnhold
the Board and S. Bleichroeder, Inc.; Co-President and
Director, Arnhold and S. Bleichroeder
Advisers, Inc.; Chairman and Director, Arnhold
and S. Bleichroeder UK Ltd.; Co-President and
Director, ASB Securities, Inc.; Director,
German-American Chamber of Commerce; Chairman
and Trustee, First Eagle Funds.
Jean-Marie Eveillard (59) Co-President Senior Vice President, Arnhold and S.
Bleichroeder, Inc.; prior to 2000, Director
and President, Societe Generale Asset
Management Corp.
Charles de Vaulx (38) Senior Vice President Senior Vice President, Arnhold and S.
Bleichroeder, Inc.; prior to 2000, Senior Vice
President, Societe Generale Asset Management
Corp. since 1998; Associate Portfolio Manager
from December 1996; Securities Analyst,
Societe Generale Asset Management Corp. from
prior to 1994 to 1996.
Robert Bruno (35) Vice President, Secretary Senior Vice President, Arnhold and S.
and Treasurer Bleichroeder, Inc.; Vice President, Arnhold
and S. Bleichroeder Advisers, Inc.; Vice
President and Secretary, First Eagle Funds;
prior to 1997, President and Chief Operating
Officer, Coelho Associates LLC; and Senior
Vice President, Schroder Wertheim Investment
Services, Inc.
Edwin S. Olsen (59) Vice President Vice President, Arnhold and S. Bleichroeder,
Inc.; prior to 2000, Vice President, SG Cowen
Corporation.
Elizabeth Tobin (46) Vice President Prior to 2000, Senior Vice President, Societe
Generale Asset Management Corp. since 1998;
Associate Portfolio Manager from December
1996; Securities Analyst, Societe Generale
Asset Management Corp. from prior to 1994 to
1996.
Tracy LaPointe Saltwick (40) Vice President and Senior Vice President, Arnhold and S.
Compliance Officer Bleichroeder, Inc.; Vice President ASB
Securities, Inc.; Vice President and
Compliance Officer, First Eagle Funds.
</TABLE>
* "Interested" director, as defined in the Investment Company Act, by reason of
affiliation with Arnhold and S. Bleichroeder, Inc. and Arnhold and S.
Bleichroeder Advisers, Inc.
(1) Unless otherwise stated, the address is: Arnhold and S. Bleichroeder, Inc.,
1345 Avenue of the Americas, New York, NY 10105.
