STICKER DATED DECEMBER 30, 1996
TO PROSPECTUS DATED OCTOBER 1, 1996
For the past two years, Aldrich, Eastman and Waltch,
L.P. ("AEW") acted as a subadviser to the Crabbe Huson Real
Estate Investment Fund series (the "Fund") of Crabbe Huson Funds
pursuant to a subadvisory agreement (the "Current Subadvisory
Agreement"). Mr. Jay Willoughby, a Director of AEW, was the
Fund's portfolio manager. As of December 10, 1996, AEW
consolidated its operations with Copley Real Estate Advisors,
Inc. and formed AEW Capital Management, L.P. By its terms, the
Current Subadvisory Agreement was terminated.
On December 30, 1996, the shareholders of the Fund
approved a new Subadvisory Agreement between AEW Capital
Management, L.P., Crabbe Huson Group, the Fund's adviser (the
"Adviser"), and the Fund. As a result, as of December, 30, 1996,
Mr. Willoughby will resume his portfolio management
responsibilities on behalf of the Fund. Biographical information
regarding Mr. Willoughby can be found in the Prospectus.
