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WARBURG PINCUS GROWTH & INCOME FUND
SUPPLEMENT TO PROSPECTUS DATED MAY 6, 1996
The following change relates to the management of the Warburg Pincus
Growth & Income Fund (the 'Fund').
As of January 9, 1997, Mr. Brian S. Posner will become the portfolio
manager of the Fund, solely responsible for its day-to-day management. Mr.
Posner will also join Warburg, Pincus Counsellors, Inc., the Fund's investment
adviser, as a managing director on January 9, 1997. Mr. Posner, an employee
of Fidelity Investments ('Fidelity') from 1987 until December 1996, was the Vice
President and portfolio manager of the Fidelity Equity-Income II Fund (1992-
December 1996); the portfolio manager of the Fidelity Value Fund (1990-1992);
assistant portfolio manager of the Fidelity Equity-Income Fund (1989-1990);
assistant portfolio manager of the Fidelity Capital Appreciation Fund (1989);
portfolio manager of the Fidelity Select Property-Casualty Insurance Portfolio
(1987-1990) and an equity analyst (1987). Prior to joining Fidelity, Mr.
Posner was a research associate at John Nuveen and Co. and an analyst at
Feldman Securities Corp. in Chicago.
Dated: December 19, 1996
WPGBT-16-1296
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WARBURG PINCUS GROWTH & INCOME FUND
(ADVISOR SHARES)
SUPPLEMENT TO PROSPECTUS DATED MAY 6, 1996
The following change relates to the management of the Warburg Pincus
Growth & Income Fund (the 'Fund').
As of January 9, 1997, Mr. Brian S. Posner will become the portfolio
manager of the Fund, solely responsible for its day-to-day management. Mr.
Posner will also join Warburg, Pincus Counsellors, Inc., the Fund's investment
adviser, as a managing director on January 9, 1997. Mr. Posner, an employee
of Fidelity Investments ('Fidelity') from 1987 until December 1996, was the Vice
President and portfolio manager of the Fidelity Equity-Income II Fund (1992-
December 1996); the portfolio manager of the Fidelity Value Fund (1990-1992);
assistant portfolio manager of the Fidelity Equity-Income Fund (1989-1990);
assistant portfolio manager of the Fidelity Capital Appreciation Fund (1989);
portfolio manager of the Fidelity Select Property-Casualty Insurance Portfolio
(1987-1990) and an equity analyst (1987). Prior to joining Fidelity, Mr.
Posner was a research associate at John Nuveen and Co. and an analyst at
Feldman Securities Corp. in Chicago.
Dated: December 19, 1996
WPGRI-16-1296
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