PHOENIX DUFF & PHELPS INSTITUTIONAL MUTUAL FUNDS
497, 1996-06-06
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                PHOENIX DUFF & PHELPS INSTITUTIONAL MUTUAL FUNDS
                        Supplement dated June 6, 1996 to
                                 Prospectus and
                       Statement of Additional Information
                      dated March 1, 1996, as supplemented
                          March 1, 1996 and May 1, 1996

        Shares of the Phoenix Duff & Phelps Institutional Enhanced Reserves
Portfolio shall not be offered for sale pending the reorganization of the Duff &
Phelps Enhanced Reserves Fund of the Duff & Phelps Mutual Funds with the Phoenix
Duff & Phelps Institutional Enhanced Reserves Portfolio which is expected to
occur on or about July 1, 1996.

        The Prospectus and Statement of Additional Information are amended with
respect to the Enhanced Reserves Portfolio so as to provide that (a) the
Portfolio shall not engage in financial futures, securities, index and/or
related options; (b) under normal market conditions, the Portfolio intends to
invest at least 65% of the total value of its assets in U.S. government
obligations including mortgage-related securities issued by the U.S. government
or its agencies or instrumentalities, high grade corporate debt obligations and
asset-backed securities; (c) under normal market conditions, the Portfolio's
dollar weighted average portfolio quality is expected to be AA or better by
Standard & Poor's Corporation, Moody's Investors Service, Inc. or similarly
rated by any nationally recognized statistical rating organization; (d) Duff &
Phelps Investment Management Co. has voluntarily agreed to extend its
reimbursement of certain Total Fund Operating Expenses until December 31, 1997;
(e) the Portfolio may invest up to 100% of its assets in short term
instruments, and (f) the Portfolio may invest up to 20% of its total assets in 
foreign securities..

        The Portfolio Manager for the Enhanced Reserves Portfolio shall be Mr.
Marvin E. Flewellen. Mr. Flewellen has served as a Senior Vice President and a
Fixed Income Portfolio Manager with Duff & Phelps Investment Management Co.
since 1994.

        The Prospectus and Statement of Additional Information are amended with
respect to the Managed Bond Portfolio to allow investment in foreign securities
of up to 35% of its total assets.


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