CRABBE HUSON SMALL CAP FUND
THE CRABBE HUSON SPECIAL FUND
CRABBE HUSON OREGON TAX-FREE FUND
CRABBE HUSON CONTRARIAN INCOME FUND
Supplement to Prospectuses
(Replacing Supplement dated December 31, 1998)
Until further notice, Class B and Class C shares of Crabbe Huson Small Cap Fund
and The Crabbe Huson Special Fund are not available for purchases or exchanges.
Until further notice, Class C shares of Crabbe Huson Oregon Tax-Free Fund are
not available for purchases or exchanges.
Until further notice, Crabbe Huson Contrarian Income Fund's Class A shares are
available only for additional purchases by existing shareholders.
CH-36/528G-0199 (1/99) January 27, 1999
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CRABBE HUSON REAL ESTATE INVESTMENT FUND
Supplement to the October 19, 1998 Prospectus
(Replacing Supplement dated December 31, 1998)
(1) The Fund's Prospectus is amended as follows to reflect the reduction in the
maximum Class A initial sales charge from 5.75% to 4.75%:
(A) The sub-captions "Shareholder Transaction Expenses" and "Example" under
the caption Summary of Expenses are revised in their entirety, as
follows:
<TABLE>
<CAPTION>
Shareholder Transaction Expenses(1)(2)
Class A Class B Class C
<S> <C> <C> <C>
Maximum Initial Sales Charge Imposed on a Purchase (as a % of offering 4.75% 0.00%(4) 0.00%(4)
price)(3)
Maximum Contingent Deferred Sales Charge (as a % of offering price)(3) 1.00%(5) 5.00% 1.00%
</TABLE>
(1) For accounts less than $1,000 an annual fee of $10 may be
deducted. See "How to Buy Shares."
(2) Redemption proceeds exceeding $500 sent via federal funds wire
will be subject to a $7.50 charge per transaction.
(3) Does not apply to reinvested distributions.
(4) Because of the distribution fee applicable to Class B and Class C
shares, long-term Class B and Class C shareholders may pay more
in aggregate sales charges than the maximum initial sales charge
permitted by the National Association of Securities Dealers, Inc.
However, because Class B shares automatically convert to Class A
shares after approximately 8 years, this is less likely for Class
B shares than for a class without a conversion feature.
(5) Only with respect to any portion of purchases of $1 million to $5
million redeemed within approximately 18 months after purchase.
See "How to Buy Shares."
Example
The following Example shows the cumulative transaction and operating
expenses attributable to a hypothetical $1,000 investment in each Class of
shares of the Fund for the periods specified, assuming a 5% annual return
and, unless otherwise noted, redemption at period end. This Example uses
the fees and expenses in the table above and gives effect to the fee
waiver described above. The 5% return and expenses used in this Example
should not be considered indicative of actual or expected Fund performance
or expenses, both of which will vary:
<TABLE>
<CAPTION>
Class A Class B Class C
Period: (6) (7) (6) (7)
<S> <C> <C> <C> <C> <C>
1 year $ 62 $ 73 $ 23 $ 33 $ 23
3 years 93 100 70 70(8) 70
5 years 125 140 120 120 120
10 years 218 240(9) 240(9) 258 258
</TABLE>
(6) Assumes redemption at period end.
(7) Assumes no redemption.
(8) Class C shares do not incur a contingent deferred sales charge on
redemptions made after one year.
(9) Class B shares automatically convert to Class A shares after
approximately 8 years; therefore, years 9 and 10 reflect
Class A share expenses.
<PAGE>
(B) The Class A initial sales charge table, which appears under the caption
How to Buy Shares, is revised in its entirety as follows:
Class A Shares. The Class A shares of the Fund are offered at net asset
value plus an initial sales charge as follows:
<TABLE>
<CAPTION>
Initial Sales Charge
----------------------------------------------------------
Retained by
Financial
Service
as % of Firm as % of
----------------------------------------
Amount Purchased Amount Invested Offering Price Offering Price
<S> <C> <C> <C>
Less than $50,000 4.99% 4.75% 4.25%
$50,000 to less than $100,000 4.71% 4.50% 4.00%
$100,000 to less than $250,000 3.63% 3.50% 3.00%
$250,000 to less than $500,000 2.56% 2.50% 2.00%
$500,000 to less than $1,000,000 2.04% 2.00% 1.75%
$1,000,000 or more 0.00% 0.00% 0.00%
</TABLE>
(2) The last sentence under the sub-caption "Class B Shares," which appears
under the caption How to Buy Shares, is revised in its entirety as follows:
The Distributor pays financial service firms a commission of 5.00% on Class
B share purchases.
CR-36/533G-0199 (1/99) January 27, 1999