Supplement Dated May 21, 1996 to Prospectus Dated October 31, 1995
FOR DELIVERY TO RESIDENTS OF NEW JERSEY
LEUTHOLD FUNDS, INC.
The Leuthold Asset Allocation Fund (the "Fund") will not sell securities
short, buy securities on margin, write put or call options, or purchase or
sell commodities or commodities contracts, including futures contracts.
The Fund may purchase, however, put or call options, provided that the
Fund's investments in such securities will be limited to 5% of the Fund's
net assets. Moreover, the Fund may invest up to 25% of its net assets in
shares of other registered investment companies, although under normal
market conditions the Fund will not invest more than 5% of its net assets
in such shares. Such investment companies may utilize stock and bond
futures contracts and options on stock and bond futures.
Because of the foregoing, the State of New Jersey believes that: The Fund
may engage in specific types of options and futures transactions,
sometimes referred to as derivative transactions, which are deemed to be
speculative. For more information regarding these transactions and their
risks, please see "Implementation of Policies" in the Prospectus.
AN INVESTMENT IN THE FUND MAY INVOLVE SIGNIFICANT RISKS.
