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ACORN FUND
ACORN INTERNATIONAL
ACORN USA
ACORN TWENTY
ACORN FOREIGN FORTY
Supplement dated September 21, 2000
to Prospectus dated May 1, 2000 of Acorn Investment Trust
PROPOSED ADVISORY AGREEMENT. As of June 9, 2000, Wanger Asset Management,
L.P. ("WAM"), the Funds' investment adviser, and Wanger Asset Management, Ltd.,
the general partner of WAM, entered into an Agreement and Plan of Merger
("Merger Agreement") with Liberty Financial Companies, Inc. ("Liberty") and WAM
Acquisition L.P., a newly formed limited partnership ("Liberty Sub"). Under the
Merger Agreement, Liberty Sub would be merged with and into WAM (the "Merger").
WAM would be the surviving entity and would be a wholly-owned subsidiary of
Liberty. After the merger, WAM will operate under the name Liberty Wanger Asset
Management, L.P. ("Liberty WAM").
On July 6, 2000, the Acorn trustees (on behalf of each of the Funds)
approved a new investment advisory agreement with Liberty WAM (the "Proposed
Advisory Agreement") that, if approved by shareholders, will become effective
upon the consummation of the Merger (the "Effective Date"). Shareholders of
record on July 21, 2000 will have received a proxy statement describing the
Merger and the Proposed Advisory Agreement in more detail and seeking approval
of the Proposed Advisory Agreement. The Merger Agreement provides that the
Merger is subject to a number of conditions, including that the shareholders of
each of Acorn Fund, Acorn International and Acorn USA must approve the Proposed
Advisory Agreement.
MULTIPLE CLASSES OF SHARES. The Acorn trustees also authorized the offering
of multiple classes of shares for each of the Acorn Funds beginning on the
Effective Date. Existing Fund shares will be designated Class Z shares as of the
Effective Date. Class Z shares will continue to be sold without any sales load
and to have the same privileges as are currently provided (except as provided
below). Holders of an existing account on the Effective Date will remain
eligible to purchase Class Z shares of each Acorn fund as long as the
shareholder continuously holds Class Z shares of a Fund. Class Z shares will
also be available for purchase by members of the families of existing Acorn
shareholders who continue to hold Class Z shares, by certain institutional
investors and by certain other eligible investors described from time to time in
the Funds' prospectuses. Class Z shares generally will not be available for
purchase by other new investors after the Effective Date. More information about
persons eligible to purchase Class Z shares will be included in a new Acorn
funds prospectus that will be sent to all shareholders promptly after the
Effective Date.
EXCHANGE PRIVILEGE. After the Effective Date, no additional exchanges from
the Acorn funds to the Reich & Tang money market funds will be permitted.
Instead, Acorn shareholders will have the ability to exchange their Acorn Class
Z shares for shares of one or more money market funds managed by affiliates of
Liberty. Holders of Acorn Class Z shares will also have the ability to exchange
their shares for shares of certain other mutual funds managed by affiliates of
Liberty. More information about the exchange privilege will be included in a new
Acorn funds prospectus that will be sent to all shareholders promptly after the
Effective Date.
NAME CHANGES. As of the Effective Date, the Funds' names will be changed to
"Liberty Acorn Fund," "Liberty Acorn International," "Liberty Acorn USA,"
"Liberty Acorn Twenty," and "Liberty Acorn Foreign Forty", respectively. The
name of Acorn Investment Trust will be changed to "Liberty Acorn Trust."
ANTICIPATED EFFECTIVE DATE. Subject to the receipt of the necessary
shareholder approvals and the satisfaction of other conditions contained in the
Merger Agreement, it is anticipated that the Effective Date will be September
29, 2000. An investor wishing to make an initial investment (not an IRA) in one
of the Acorn funds before the Effective Date (to ensure the investor's continued
eligibility to purchase Class Z shares) must cause his or her purchase
application and payment for the shares to be purchased to be received by Acorn's
transfer agent on or before September 29, 2000. Acorn will not accept new IRA
accounts (including Roth IRAs, SIMPLE-IRAs and SEP-IRAs) after September 22,
2000. Investors purchasing shares through a mutual fund supermarket program will
be permitted to make initial purchases of Class Z shares through October 13,
2000.
