SAMCO FUND INC
497, 2000-05-15
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                               SAMCO FUNDS, INC.
                         SUPPLEMENT DATED MAY 15, 2000
                     TO THE PROSPECTUS DATED MARCH 1, 2000

The Prospectus is supplemented  by adding the following to the Section  entitled
"Purchase of Shares."

In-Kind Purchases
- -----------------

     You may buy  shares  of each  Portfolio  "in-kind"  through a  transfer  of
securities  to the  Portfolio  as payment  for the  shares,  if the  purchase is
approved  in advance by the  Investment  Adviser.  Securities  used to  purchase
Portfolio shares must be determined by the Investment  Adviser to be appropriate
investments  for  that  Portfolio,   to  be  consistent  with  that  Portfolio's
investment  objective  and  policies,  and  to  have  readily  available  market
quotations.  The securities  will be valued in accordance with the Fund's policy
for calculating net asset value,  determined as of the close of business the day
on which the securities are received by the Fund. The minimum  investment amount
for in-kind purchases of Portfolio shares is $1,000,000, or such other amount as
may be appropriate in light of applicable  regulations.  The minimum  investment
may be waived at any time at the discretion of the Investment Adviser. Whether a
Portfolio  will accept  particular  securities as payment will be decided in the
sole discretion of the Investment  Adviser. If you are considering buying shares
in this manner, please call 201-391-0300.

              PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.



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