BARRETT GROWTH FUND
SUPPLEMENT DATED JANUARY 18, 2001
TO THE
PROSPECTUS DATED OCTOBER 30, 2000
The Board of Trustees of The Barrett Funds has authorized a special
meeting of the shareholders of the Barrett Growth Fund (the "Fund") to be held
on March 7, 2001. At the meeting, shareholders will be asked to approve a new
investment management agreement (the "New Agreement") for the Fund with Barrett
Associates, Inc., investment adviser to the Fund.
The New Agreement is substantially identical to the current agreement
for the Fund. Shareholder approval of the New Agreement is required because the
shareholders of Barrett Associates have entered into an agreement with Legg
Mason, Inc., a diversified financial services company headquartered in
Baltimore, Maryland, for the acquisition over five years of Barrett Associates
by Legg Mason. The first part of the acquisition is scheduled to occur on
February 5, 2001, with Legg Mason purchasing a 70% ownership interest in Barrett
Associates. Legg Mason will acquire the remaining 30% over the next five years.
The ownership change is not expected to affect the management of the Fund, as
there are no anticipated changes to the Barrett Associates investment team.
Barrett Associates will retain its management, name and present location at 565
Fifth Avenue, New York, NY 10017.
The current investment management agreement will terminate
automatically when the first part of the transaction takes place on February 5,
2001. Thereafter, Barrett Associates will continue to provide advisory services
to the Fund, in accordance with applicable federal law, under an interim
agreement that was approved by the Board of Trustees. The Board has also
approved the proposed New Agreement with Barrett Associates that would take
effect following shareholder approval, and unanimously determined to recommend
that shareholders approve the New Agreement.
Proxy materials regarding the special meeting of shareholders are
expected to be mailed on or about February 6, 2001 to shareholders of record as
of January 23, 2001.
