PBHG INSURANCE SERIES FUND, INC.
SUPPLEMENT DATED JUNE 26, 2000
TO THE PROSPECTUS DATED MAY 1, 2000
This Supplement updates certain information contained in the Prospectus.
You should retain the Prospectus and all Supplements for future reference. You
may obtain an additional copy of the Prospectus, as supplemented, free of charge
by calling 1-800-347-9256.
On June 19, 2000, United Asset Management Corporation, the parent
corporation of Pilgrim Baxter & Associates, Ltd., the investment adviser for
each Fund, announced that it had agreed to be acquired by Old Mutual plc (the
"Transaction"). The closing of the Transaction is expected to take place during
the fourth quarter of 2000 and is subject to a number of conditions, including
regulatory approval, approval of the shareholders of United Asset Management,
and approval by those funds managed by Pilgrim Baxter which represent 90% of
Pilgrim Baxter's aggregate fund management fees as of May 31, 2000. The
Directors of PBHG Insurance Series Fund, Inc. will be asked by United Asset
Management and Old Mutual plc to approve new investment advisory agreements to
take effect upon consummation of the Transaction. The Directors will consider
this request at an upcoming board meeting, and if they approve, the fund
shareholders will be asked to vote to approve such agreements.
