June 8, 1998
THE DEFENSIVE EQUITY PORTFOLIO
OF THE ANALYTIC OPTIONED EQUITY FUND
SUPPLEMENT TO
PROSPECTUS DATED MAY 1, 1998
The Board of Directors of the Analytic Optioned
Equity Fund (the "Analytic Fund") has approved (i) an Agreement
and Plan of Reorganization with PBHG Advisor Funds, Inc.
providing for the tax-free reorganization of the Analytic Fund into
a newly-created series of PBHG Advisor Funds, Inc., subject to
approval of the reorganization by the shareholders of the Analytic
Fund, and (ii) the termination of the Analytic Fund. Pilgrim
Baxter & Associates, Ltd. ("Pilgrim Baxter") is the investment
advisor to the PBHG Advisor Funds, Inc. Analytic.TSA Global
Asset Management, Inc. ("Analytic.TSA"), the current investment
advisor to the Analytic Fund, will become a wholly-owned
subsidiary of Pilgrim Baxter and will serve as investment sub-
advisor to the new PBHG Advisor Defensive Equity Fund. After
the reorganization, Analytic.TSA will manage the new PBHG
Advisor Defensive Equity Fund in the same manner as it has
previously managed the Analytic Fund. A special meeting of
shareholders of the Analytic Fund is currently expected to be held
on August 20, 1998, to consider the reorganization. Further
details will be provided in a proxy statement which will be sent to
all shareholders entitled to vote at the meeting.
