PBHG INSURANCE SERIES FUND, INC.
SUPPLEMENT DATED NOVEMBER 20, 2000
TO THE PROSPECTUS DATED MAY 1, 2000
This Supplement updates certain information contained in the Prospectus
of PBHG Insurance Series Fund, Inc. (the "Company"), as supplemented on
September 26, 2000. 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.
The Board of Directors of the Company has called a special meeting of
shareholders of each Portfolio of the Company (together, the "Portfolios"), to
be held on January 25, 2001, to approve three items. First, shareholders will be
asked to approve a new investment advisory agreement with Pilgrim Baxter &
Associates, Ltd. and new sub-advisory agreements with the Company's current
sub-adviser. As you were previously advised per a prospectus supplement, on
September 26, 2000, Old Mutual, plc acquired United Asset Management
Corporation, the parent corporation of Pilgrim Baxter & Associates, Ltd., the
investment adviser for each Portfolio. As a result of the closing of such
transaction, the investment advisory and sub-advisory agreements in effect
immediately prior to such closing automatically terminated, and new interim
investment advisory and sub-advisory agreements with the Portfolios' existing
service providers became effective. The interim agreements will remain in effect
pending shareholder approval of new investment advisory and sub-advisory
agreements.
Second, at the special meeting, the Company is proposing to change the
Portfolios' fundamental and non-fundamental investment policies. Third, the
Company is proposing to redomesticate from a Maryland corporation to a Delaware
business trust.
Only shareholders who owned shares of the Portfolios at the close of
business on November 17, 2000, the record date, will be entitled to notice and
to vote at the January 25, 2001 special shareholders meeting.
