<PAGE> 1
UNDISCOVERED MANAGERS FUNDS
Supplement dated October 19, 2000 to the
Institutional Class Prospectus dated December 28, 1999
EFFECTIVE AS OF OCTOBER 19, 2000, THE 1.00% REDEMPTION FEE IMPOSED ON
SHAREHOLDERS OF UNDISCOVERED MANAGERS BEHAVIORAL VALUE FUND HAS BEEN ELIMINATED.
CONSEQUENTLY, UNDER "THE FUNDS' FEES AND EXPENSES" ON PAGE 24 OF THE PROSPECTUS,
THE INFORMATION IN THE TABLE RELATING TO SHAREHOLDER FEES OF UNDISCOVERED
MANAGERS BEHAVIORAL VALUE FUND AND THE EXAMPLE RELATING TO UNDISCOVERED MANAGERS
BEHAVIORAL VALUE FUND ARE REPLACED WITH THE FOLLOWING:
<TABLE>
<CAPTION>
BEHAVIORAL
VALUE
FUND
Institutional
Class
SHAREHOLDER FEES (fees paid directly from your investment)
---------------------------------------------------------------------------- ----------------
<S> <C>
Maximum Sales Charge (Load) Imposed on Purchases none
Maximum Deferred Sales Charge (Load) none
Maximum Sales Charge (Load) Imposed on Reinvested Dividends none
Redemption Fees (as a percentage of amount redeemed, if applicable) (1) none
Exchange Fees (as a percentage of amount exchanged, if applicable) none
</TABLE>
Example
This Example is intended to help you compare the cost of investing in
the Funds with the cost of investing in other mutual funds.
This Example assumes that (i) you invest $10,000 in each Fund for the
time periods indicated, (ii) your investment has a 5% return each year,
(iii) you redeem all of your shares at the end of those periods and
(iv) each Fund's operating expenses remain the same. For the Funds that
impose a redemption fee, costs are also shown for when you do not
redeem your shares at the end of the periods. Although your actual
costs may be higher or lower, based on these assumptions your costs
would be:
<TABLE>
<CAPTION>
BEHAVIORAL VALUE FUND
<S> <C>
One Year ............... $ 143
Three Years............. $2,266
Five Years.............. $3,670
Ten Years............... $6,839
</TABLE>
(1) Redemptions by wire transfer are subject to a wire fee
(currently $5) that is deducted from the redemption proceeds.
IN ADDITION, UNDER "SELLING SHARES -- CONTINGENT REDEMPTION FEE" ON PAGE 43 OF
THE PROSPECTUS, ALL REFERENCES TO UNDISCOVERED MANAGERS BEHAVIORAL VALUE FUND
IMPOSING A REDEMPTION FEE ARE HEREBY DELETED.
