FLEMING MUTUAL FUND GROUP, INC.
Supplement Dated April 7, 2000
To Prospectus Dated February 1, 2000
Effective March 31, 2000, the Fleming Fund changed its name to the Fleming Mid
Cap Value Fund (the "Mid Cap Value Fund") and the Fleming Fledgling Fund also
changed its name to the Fleming Small Cap Growth Fund (the "Small Cap Growth
Fund"). The Funds' investment objectives have not changed.
Also effective April 1, 2000, the Adviser has contractually agreed to reduce its
advisory fees and lowered the Funds' expenses. The advisory fee in the Mid Cap
Value Fund is reduced to 0.70% of its average daily net assets and the Fund's
total expenses are limited to 0.75%. The advisory fee in the Small Cap Growth
Fund is reduced to 0.80% of its average daily net assets and the Fund's total
expenses are limited to 0.85%.
THE FOLLOWING REPLACES THE "FEES AND EXPENSES" TABLE ON PAGE 8 OF THE
PROSPECTUS.
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and hold
shares of a Fund. The expense information in the table has been restated to
reflect current fees.
SHAREHOLDER FEES Mid Cap Small Cap
(FEES PAID DIRECTLY FROM YOUR INVESTMENT) Value Fund Growth Fund
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Maximum sales charge (load) imposed on purchases ..... None None
Maximum deferred sales charge (load) ................. None None
ANNUAL FUND OPERATING EXPENSES*
Management Fees ...................................... 0.70% 0.80%
Other Fees ........................................... 4.21% 9.19%
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Total Annual Fund Operating Expenses ................. 4.91% 9.99%
Fee Reduction and/or Expense Reimbursement ........... (4.16)% (9.14)%
------ ------
Net Expenses ......................................... 0.75% 0.85%
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* The Adviser has contractually agreed to reduce its fees and/or pay expenses
of the Funds to ensure that Total Fund Operating Expenses will not exceed Net
Expenses shown above. This contract has a one year term ending March 2001.
The Adviser reserves the right to be reimbursed for any fees waived or
expenses paid on behalf of a Fund if the Fund's expenses are less than Net
Expenses above. The Directors may terminate this expense reimbursement
arrangement at any time.
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EXAMPLE
This Example is intended to help you compare the costs of investing in a Fund
with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in a Fund for the time period
indicated and then redeem all your shares at the end of those periods. The
Example also assumes that your investment has a 5% return each year. The Example
is based on Net Expenses for the first year and Total Annual Fund Operating
Expenses for the remaining years. Although your actual costs may be higher or
lower, under these assumptions, your cost would be:
Mid Cap Small Cap
Value Fund Growth Fund
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One Year.............................. $ 77 $ 87
Three Years........................... $1,101 $2,065
Five Years............................ $2,128 $3,851
Ten Years............................. $4,702 $7,592
THE FOLLOWING REPLACES THE FIRST PARAGRAPH ON PAGE 5 OF THE PROSPECTUS.
WHAT ARE THE FUND'S PRINCIPAL INVESTMENT STRATEGIES?
MID CAP VALUE FUND (formerly the Fleming Fund)
The Fund primarily invests in common stockS and preferred stockS with market
capitalizations from $1 billion to $20 billion, at the time of initial purchase,
that the Adviser believes to be undervalued.
WHAT ARE THE PRINCIPAL RISKS OF INVESTING IN THE FUNDS?
Investments in mid-sized companies may involve greater risk than investing in
larger more established companies.
THE FOLLOWING SHOULD REPLACE PARAGRAPH FOUR ON PAGE 9 OF THE PROSPECTUS.
INVESTMENT OBJECTIVES AND PRINCIPAL INVESTMENT STRATEGIES
MID CAP VALUE FUND (formerly the Fleming Fund)
The Mid Cap Value Fund seeks growth from capital appreciation. The Fund invests
primarily (and, under normal market conditions, at least 65% of its total
assets) in a diversified portfolio of common stocks and preferred stock of
issuers with market capitalization from $1 billion to $20 billion, at the time
of initial purchase, that the Adviser believes to be undervalued.
