PHOENIX SERIES FUND
PHOENIX-GOODWIN U.S. GOVERNMENT SECURITIES FUND
Supplement dated March 1, 1999 to Prospectus dated March 1, 1999
On February 24, 1999, the Board of Trustees of the Trust approved, and
recommended to shareholders for their approval, the reorientation of the U.S.
Government Securities Fund. The Fund currently has an investment objective to
seek current income consistent with the preservation of capital. The proposal
approved by the Trustees is to revise the investment objective to one that seeks
both current income and capital appreciation through investment in investment
grade debt securities, primarily corporate debt. The investment objective is a
fundamental policy that cannot be changed without the approval of a vote of the
majority of the outstanding shares of the Fund. It is anticipated that this
matter will be submitted for a vote at a meeting of shareholders to be held in
June 1999. The reorientation of the Fund will also require revision of certain
non-fundamental policies which the Trustees have approved contingent upon
shareholder approval of the revision to the investment objective. Specifically,
at such time as shareholders approve the change of the Fund's investment
objective, the Fund will implement non-fundamental policy changes: (1) to
eliminate the current 35% of total assets limitation on investment grade debt
obligations and to implement a policy of investing at least 65% of its total
assets in domestic investment grade bonds; (2) to eliminate the current policy
of investing at least 65% of total fund assets in U.S. Government securities;
and (3) to modify the policy prohibiting investment in foreigh securities to
allow the Fund to invest up to 5% of its total assets in Yankee Bonds.
The Board of Trustees of the Trust has also approved the substitution of
Duff & Phelps Investment Management Co. ("Duff & Phelps") for Phoenix Investment
Counsel, Inc. ("Phoenix") as Adviser under the Investment Advisory Agreement
with the Fund, on behalf of the U. S. Government Securities Fund. Duff & Phelps
and Phoenix are affiliates under common control of Phoenix Investment Partners,
Ltd.. Duff & Phelps will replace Phoenix as the Adviser under the terms of the
current Investment Advisory Agreement at such time as the shareholders of the
Fund have approved the revision to the investment objective as described above.
Additionally, the Trustees have voted to change the name of the Fund to
Phoenix-Duff & Phelps Core Bond Fund, such change to be effected upon
shareholder approval of the revised investment objective.
INVESTORS SHOULD RETAIN THIS SUPPLEMENT WITH THE PROSPECTUS FOR FUTURE
REFERENCE.
PXP 393US (3/99)
