INTERNET FUND INC
497, 1999-06-17
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The Internet Fund                                             June 17, 1999

                          Supplement to the Prospectus
                              dated April 30, 1999

Effective  June 11, 1999,  the proposed  assignment of the  Investment  Advisory
Contract with Kinetics Asset  Management,  Inc. (the  "Adviser") to Lepercq,  de
Neuflize & Co. Incorporated has terminated. Kinetics Asset Management, Inc. will
continue to be the  investment  adviser of The Internet  Fund under the existing
Investment Advisory Contract.  The termination of the proposed assignment of the
Investment  Advisory  Contract will have no immediate  impact upon the adviser's
performance of its  responsibilities  and obligations.  Furthermore,  Ryan Jacob
will continue as the portfolio manager of The Internet Fund.

The prospectus is amended as follows:

Page 5

Following the section under the caption  "Management of the Fund", the following
material should be deleted:

      On March 12, 1999, Kinetics Asset Management, Inc. entered into an
      agreement under which its business and substantially  all of its assets
      will be sold to Lepercq, de Neuflize & Co. Incorporated ("Lepercq"),  an
      investment adviser registered under the Investment Advisers Act of 1940.

      If  effectuated,  this  transaction  will result in an  assignment  of the
      Investment  Advisory  Contract  with the  adviser  to  Lepercq.  Under the
      Investment  Company  Act of  1940,  such  an  assignment  will  cause  the
      Investment   Advisory  Contract  between  the  fund  and  the  adviser  to
      automatically  terminate.  Therefore, as a condition to the closing of the
      purchase,  the  shareholders  of the fund  will be asked to  approve a new
      Investment Advisory Contract with Lepercq.

      The adviser and Lepercq  have  indicated  that the  potential  sale of the
      adviser will have no immediate  impact upon the adviser's  performance  of
      its  responsibilities  and  obligations.   Furthermore,  Ryan  Jacob  will
      continue as the portfolio manager of the fund.













Please retain this Supplement with your Prospectus for future reference.



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