WARBURG PINCUS BALANCED FUND INC
497, 1999-06-02
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<PAGE>   1

                            SUPPLEMENT TO PROSPECTUS
               (Dated February 16, 1999 as revised May 26, 1999)

                          WARBURG PINCUS BALANCED FUND

The following information supplements "Certain Investment Practices" in the
Prospectus:

The mortgage-backed and asset-backed securities investment limitation under
"Certain Investment Practices" is amended to reflect that the practice is
permitted without limitation.

Dated: June 2, 1999                                                  16-0699 for
                                                                           WPUSL
                                                                           ADBAL


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