BERGER INSTITUTIONAL PRODUCTS TRUST
497, 1999-09-30
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                                            Rule 497(e)
                      File Nos. 033 63493 and 811-07367


                    BERGER IPT FUNDS

           SUPPLEMENT DATED SEPTEMBER 30, 1999
                         to
              PROSPECTUS DATED MAY 1, 1999

REDUCTION IN MANAGEMENT FEE AND ADMINISTRATIVE SERVICES
FEE

     Effective October 1, 1999, the management fee for
each of the following Berger IPT Funds was reduced to
the annual rate shown, as a percentage of the Fund's
average daily net assets:

- -------------------------------------------------------
FUND                          MANAGEMENT FEE
- -------------------------------------------------------

Berger IPT - 100 Fund         0.75% of the first $500
                               million; 0.70% of the
Berger IPT - Growth and        next $500 million;0.65%
Income Fund                    of assets in excess of $1
                               billion

- --------------------------------------------------------

Berger IPT - Small Company   0.85% of the first $500
Growth Fund                    million; 0.80% of the
                               next $500 million; 0.75%
                               of assets in excess of $1
                               billion

- --------------------------------------------------------

     In addition, the administrators of the Berger IPT
Funds have agreed to provide administrative services for
the Funds for no fee.  In the past, these Funds paid
their administrators  a fee of 0.01% of net assets per
year.  The administrators will continue providing the
same administrative services they currently provide to
the Funds.

BERGER LLC

     Also, effective September 30, 1999, Berger
Associates, Inc., transferred its operating assets and
business to Berger LLC, a subsidiary of Berger
Associates, Inc.  Accordingly, Berger LLC now serves as
investment advisor and administrator, or as sub-
administrator, to all the Berger IPT Funds instead of
Berger Associates, Inc.  Berger LLC also now owns the
50% joint venture interest in BBOI Worldwide LLC,
investment advisor and administrator to the Berger/BIAM
IPT - International Fund, that was previously owned by
Berger Associates, Inc.  These changes did not result in
any change to the investment objective or principal
investment strategies of any of the Berger IPT Funds, or
in any change to the portfolio managers responsible for
managing the Funds' investments on a day-to-day basis.

                                            Rule 497(e)
                      File Nos. 033 63493 and 811-07367



          BERGER/BIAM IPT - INTERNATIONAL FUND

           SUPPLEMENT DATED SEPTEMBER 30, 1999
                         to
              PROSPECTUS DATED MAY 1, 1999

REDUCTION IN ADMINISTRATIVE SERVICES FEE

     Effective October 1, 1999, BBOI Worldwide LLC has
agreed to provide administrative services for the Fund
for no fee.  In the past, the Fund paid BBOI Worldwide
LLC a fee of 0.01% of net assets per year.  BBOI will
continue providing the same administrative services it
currently provides to the Fund.

BERGER LLC

     Effective September 30, 1999, Berger Associates,
Inc., transferred its operating assets and business to
Berger LLC, a subsidiary of Berger Associates, Inc.
Accordingly, Berger LLC now serves as sub-administrator
to the Fund instead of Berger Associates, Inc.  Berger
LLC also now owns the 50% joint venture interest in BBOI
Worldwide LLC, investment advisor and administrator to
the Fund, that was previously owned by Berger
Associates, Inc.  These changes did not result in any
change to the investment objective or principal
investment strategies of the Fund, or in any change to
the portfolio managers responsible for managing the
Fund's investments on a day-to-day basis.

                                            Rule 497(e)
                      File Nos. 033 63493 and 811-07367



         BERGER IPT - SMALL COMPANY GROWTH FUND

           SUPPLEMENT DATED SEPTEMBER 30, 1999
                         to
              PROSPECTUS DATED MAY 1, 1999

REDUCTION IN MANAGEMENT FEE AND ADMINISTRATIVE SERVICES
FEE

     Effective October 1, 1999, the management fee for
the Fund will be reduced to the annual rate of 0.85% of
the first $500 million, 0.80% of the next $500 million
and 0.75% of assets in excess of $1 billion of the
Fund's average daily net assets.

     In addition, Berger Associates has agreed to
provide administrative services for the Fund for no fee.
In the past, the Fund paid Berger Associates a fee of
0.01% of net assets per year.  Berger will continue
providing the same administrative services it currently
provides to the Fund.

BERGER LLC

     Also, effective September 30, 1999, Berger
Associates, Inc., transferred its operating assets and
business to Berger LLC, a subsidiary of Berger
Associates, Inc.  Accordingly, Berger LLC now serves as
investment advisor and administrator to the Fund instead
of Berger Associates, Inc.  This change did not result
in any change to the investment objective or principal
investment strategies of the Fund, or in any change to
the portfolio managers responsible for managing the
Fund's investments on a day-to-day basis.






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