JANUS INVESTMENT FUND
497J, 1995-11-30
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CONTENTS

THE FUND AT A GLANCE
Brief description of the Fund .............................................    1
EXPENSE INFORMATION
The Fund's annual operating expenses ......................................    1
THE FUND IN DETAIL
The Fund's Investment Objectives ..........................................    2
Types of Investments ......................................................    2
General Portfolio Policies ................................................    3
Additional Risk Factors ...................................................    4
PERFORMANCE TERMS
An Explanation of Performance Terms .......................................    6
SHAREHOLDER'S MANUAL
Types of Account Ownership ................................................    7
How to Open an Account ....................................................    8
How to Purchase Shares ....................................................    8
How to Exchange Shares ....................................................    9
How to Redeem Shares ......................................................    9
  SHAREHOLDER SERVICES AND ACCOUNT POLICIES
JETS(R) ...................................................................   11
Transactions Through Processing Organizations .............................   11
Taxpayer Identification Number ............................................   11
Share Certificates ........................................................   11
Account Minimums ..........................................................   11
Involuntary Redemptions ...................................................   11
Uncashed Checks ...........................................................   11
Telephone Transactions ....................................................   11
Making Changes to Your Account ............................................   11
Statements and Reports ....................................................   11
MANAGEMENT OF THE FUND
Investment Adviser and Portfolio Manager ..................................   12
Management Expenses .......................................................   12
Portfolio Transactions ....................................................   12
Other Service Providers ...................................................   13
Other Information .........................................................   13
DISTRIBUTIONS AND TAXES
Distributions .............................................................   14
Taxes .....................................................................   14
APPENDIX A
Glossary of Investment Terms ..............................................   15
APPENDIX B
Explanation of Rating Categories ..........................................   17



                                     [LOGO]
                             JANUS HIGH-YIELD FUND

                              100 Fillmore Street
                             Denver, CO 80206-4923
                                 1-800-525-3713

                                   Prospectus
                               November 28, 1995



Janus  High-Yield Fund (the "Fund") is a no-load,  diversified  mutual fund that
seeks  to  obtain  high  current  income  as  its  primary  objective.   Capital
appreciation  is  a  secondary   objective  when  consistent  with  the  primary
objective.  The Fund seeks to achieve these objectives by investing primarily in
high-yield/high-risk fixed-income securities. The Fund is recently organized and
has a limited operating history.

THE FUND MAY INVEST ALL OF ITS ASSETS IN HIGH-YIELD  CORPORATE DEBT  SECURITIES,
COMMONLY KNOWN AS "JUNK BONDS." THESE SECURITIES ENTAIL GREATER RISKS, INCLUDING
A GREATER RISK OF DEFAULT, THAN HIGHER QUALITY SECURITIES.  YOU SHOULD CAREFULLY
CONSIDER  THE  GREATER  RISKS OF JUNK  BONDS  BEFORE  INVESTING.  SEE  "TYPES OF
INVESTMENTS" ON PAGE 2 AND  "ADDITIONAL  RISK FACTORS" ON PAGE 4. SEE APPENDIX B
AT PAGE 17 FOR A DESCRIPTION OF BOND RATING CATEGORIES.

For complete  information on how to purchase,  exchange and sell shares,  please
see the Shareholder's Manual beginning on page 7.

The  Fund is a  portfolio  of  Janus  Investment  Fund  (the  "Trust")  which is
registered  with the Securities and Exchange  Commission  ("SEC") as an open-end
management  investment company.  This Prospectus contains  information about the
Fund that you should  consider  before  investing.  Please read it carefully and
keep it for future reference.

Additional  information about the Fund is contained in a Statement of Additional
Information  ("SAI")  filed with the SEC. The SAI dated  November  28, 1995,  is
incorporated by reference into this Prospectus.  For a copy of the SAI, write or
call the Fund at the address or phone number listed above.

THESE  SECURITIES  HAVE NOT BEEN  APPROVED  BY THE SEC OR ANY  STATE  SECURITIES
COMMISSION  NOR HAS THE SEC OR ANY  STATE  SECURITIES  COMMISSION  PASSED ON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

THIS  PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL SECURITIES IN ANY STATE OR
OTHER JURISDICTION TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH AN OFFER IN
SUCH STATE OR OTHER JURISDICTION.


<PAGE>

THE FUND AT A GLANCE

INVESTMENT OBJECTIVES:

The primary  investment  objective of the Fund is to obtain high current income.
Capital  appreciation is a secondary  objective when consistent with the primary
objective.

PRIMARY HOLDINGS:

The Fund is a diversified  fund that pursues its  objectives  primarily  through
investments in high-yield/high-risk fixed-income securities. The Fund emphasizes
investments  in high-yield  corporate  debt  securities  ("junk  bonds") and may
invest all of its assets in such securities.

SHAREHOLDER'S INVESTMENT HORIZON:

The Fund is designed for long-term  aggressive investors who primarily seek high
current  income with some potential for capital  growth,  and who are willing to
accept  greater  price  movements  and credit and other  risks  associated  with
investment in high-yield securities.

FUND ADVISER:

Janus Capital  Corporation  ("Janus  Capital")  serves as the Fund's  investment
adviser.  Janus Capital has been in the investment advisory business for over 25
years and currently manages more than $30 billion in assets.

FUND MANAGER:

Ronald V. Speaker

FUND INCEPTION:

December 1995


EXPENSE INFORMATION

The tables and example  below are  designed to assist you in  understanding  the
various  costs and  expenses  that you will bear  directly or  indirectly  as an
investor in the Fund. Shareholder Transaction Expenses are fees charged directly
to your  individual  account when you buy,  sell or exchange  shares.  The table
below shows that you pay no such fees.  Annual Fund Operating  Expenses are paid
out of the Fund's assets and include fees for portfolio management,  maintenance
of shareholder accounts, shareholder servicing, accounting and other services.

- --------------------------------------------------------------------------------

SHAREHOLDER TRANSACTION EXPENSES

Maximum sales load imposed on purchases                          None
Maximum sales load imposed on reinvested dividends               None
Deferred sales charges on redemptions                            None
Redemption fees*                                                 None
Exchange fee**                                                   None

*    There is an $8 service fee for redemptions by wire.
**   You may be charged a $5 transaction fee for excessive  exchanges.  See "How
     to Exchange Shares" on page 9.


ANNUAL FUND OPERATING EXPENSES(1)
(expressed as a percentage of average net assets)

Management Fee                       .48%
Other Expenses                       .52%
Total Fund Operating Expenses       1.00%


EXAMPLE(1)
- --------------------------------------------------------------------------------
                                            1 Year          3 Years
- --------------------------------------------------------------------------------
Assume you invest $1,000, the Fund
returns 5% annually and the expense
ratio remains as listed above. This
example shows the operating expenses
that you would indirectly bear as an
investor in the Fund.                        $10              $32
- --------------------------------------------------------------------------------
(1)  The fees and  expenses  in the  table  and  example  above are based on the
     estimated  fees and expenses  that the Fund expects to incur in its initial
     fiscal year, net of fee waivers from Janus  Capital.  Without such waivers,
     the Management  Fee,  Other Expenses and Total Fund Operating  Expenses are
     estimated to be .75%, .52% and 1.27%, respectively.

THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION  OF PAST OR FUTURE RETURNS
OR EXPENSES WHICH MAY BE MORE OR LESS THAN THOSE SHOWN.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       1
<PAGE>

THE FUND IN DETAIL

This section takes a closer look at the Fund's investment  objectives,  policies
and the securities in which it invests.  Please carefully review the "Additional
Risk Factors"  section of this Prospectus for a more detailed  discussion of the
risks associated with certain investment  techniques and refer to Appendix A for
a more detailed  description of the Fund's investments (and certain of the risks
associated  with those  investments).  You should  carefully  consider  your own
investment goals, time horizon and risk tolerance before investing in the Fund.

Policies that are noted as "fundamental" cannot be changed without a shareholder
vote. All other policies,  including the Fund's investment  objectives,  are not
fundamental  and may be  changed by the Fund's  Trustees  without a  shareholder
vote. You will be notified of any such changes that are material.  If there is a
material  change in the Fund's  objectives  or  policies,  you  should  consider
whether the Fund remains an appropriate investment for you.

INVESTMENT OBJECTIVES

The primary  investment  objective of the Fund is to obtain high current income.
Capital  appreciation is a secondary  objective when consistent with its primary
objective.  Capital appreciation may result, for example, from an improvement in
the credit standing of an issuer whose securities are held by the Fund or from a
general  lowering of interest rates, or both. The Fund pursues its objectives by
investing primarily in high-yield/high-risk  fixed-income  securities.  The Fund
will normally invest at least 65% of its total assets in those securities.

TYPES OF INVESTMENTS

The Fund may  invest  in a  variety  of  income-producing  securities  including
corporate  bonds  and  notes,  government  securities,   preferred  stock,  debt
securities that are convertible or exchangeable into equity securities, and debt
securities  that  carry  with them the right to  acquire  equity  securities  as
evidenced by warrants attached to or acquired with the securities.  The Fund may
invest to a lesser  degree in common  stocks,  other equity  securities  or debt
securities that are not currently paying interest.

The high  yields  sought  by the Fund are  expected  to  result  primarily  from
investments in longer-term,  lower quality corporate bonds, commonly referred to
as "junk" bonds.  The Fund considers  lower quality  securities to be securities
rated  below  investment  grade  by  established   rating  agencies  or  unrated
securities of  comparable  quality.  Securities  rated BB or lower by Standard &
Poor's  Ratings  Services  ("Standard  &  Poor's")  or Ba or  lower  by  Moody's
Investors  Service,  Inc.  ("Moody's") are below investment grade. Lower quality
securities are often  considered to be speculative  and involve  greater risk of
default or price changes due to changes in interest rates,  economic  conditions
and the issuer's  creditworthiness.  As a result,  their market  prices tend to
fluctuate more than higher quality securities of comparable maturity. Additional
risks of lower quality  securities are described under "Additional Risk Factors"
on page 4.

The Fund may  purchase  defaulted  debt  securities  if, in the opinion of Janus
Capital, it appears likely that the issuer may resume interest payments or other
advantageous  developments  appear  likely  in the  near  term.  Defaulted  debt
securities  may  be  illiquid  and  subject  to the  Fund's  limit  on  illiquid
investments.

The Fund may invest  without  limit in foreign  securities,  including  those of
corporate and government issuers.  The risks of foreign securities are described
under "Additional Risk Factors" on page 4.

The Fund may also invest in mortgage- and asset-backed securities;  zero coupon,
pay-in-kind and step coupon securities;  securities  purchased on a when-issued,
delayed delivery or forward commitment basis; and indexed/structured securities.
The  Fund  may  use  futures,   options,  swaps,  forward  contracts  and  other
derivatives  for  hedging  purposes  or for other  purposes,  such as  enhancing
return. See "Additional Risk Factors" on page 4 and Appendix A.

When the Fund's  portfolio  manager  believes  that  market  conditions  are not
favorable for  profitable  investing or when the portfolio  manager is otherwise
unable to locate favorable investment opportunities,  the Fund's investments may
be  hedged  to a greater  degree  and/or  its cash or  similar  investments  may
increase. In other words, the Fund does not always stay fully invested in stocks
and bonds.  Cash and similar  investments  are a residual - they  represent  the
assets that remain after the portfolio manager has committed available assets to
desirable investment opportunities.

Securities  that the Fund may  purchase as a means of receiving a return on idle
cash include commercial paper,  certificates of deposit,  repurchase  agreements
and other short-term debt instruments.  The Fund may also invest in money market
funds (including  money market funds managed by Janus Capital).  When the Fund's
investments  in cash  or  similar  investments  increase,  the  Fund  might  not
participate in the high-yield  security  market advances or declines to the same
extent that it would if the Fund  remained  more fully  invested  in  high-yield
securities.

See Appendix A for a further description of the Fund's investments.

THE FOLLOWING QUESTIONS ARE DESIGNED TO HELP YOU BETTER UNDERSTAND AN INVESTMENT
IN THE FUND.

WHAT IS MEANT BY "CREDIT QUALITY"?

Credit quality measures the likelihood that the issuer will meet its obligations
on a bond. One of the fundamental  risks associated with all fixed-income  funds
is  credit  risk,  which is the  risk  that an  issuer  will be  unable  to make
principal  and  interest  payments  when due.  U.S.  government  securities  are
generally  considered  to be the safest  type of  investment  in terms of credit
risk.  Corporate  debt  securities,  particularly  those rated below  investment
grade, present the highest credit risk.

- --------------------------------------------------------------------------------

HOW IS CREDIT QUALITY MEASURED?

Ratings published by nationally  recognized  statistical rating agencies such as
Standard 


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       2
<PAGE>

& Poor's and Moody's are widely  accepted  measures of credit risk.  The lower a
bond issue is rated by an  agency,  the more  credit  risk it is  considered  to
represent. Lower rated bonds generally pay higher yields to compensate investors
for the associated risk.  Please refer to Appendix B for a description of rating
categories.

- --------------------------------------------------------------------------------

WHAT IS A HIGH-YIELD/HIGH-RISK SECURITY?

A high-yield  security  (also  called a "junk"  bond) is rated below  investment
grade by major rating  agencies (i.e., BB or lower by Standard & Poor's or Ba or
lower by Moody's) or an unrated  bond of similar  quality.  It presents  greater
risk of default (the failure to make timely  interest  and  principal  payments)
than higher quality bonds.

- --------------------------------------------------------------------------------

WHAT RISKS DO HIGH-YIELD/HIGH-RISK SECURITIES PRESENT?

High-yield securities are often considered to be speculative and involve greater
risk of  default  or price  changes  due to changes  in  economic  and  industry
conditions  and the  issuer's  creditworthiness.  Their  market  prices  tend to
fluctuate  more than higher  quality  securities as a result of changes in these
factors.

The default rate of lower  quality debt  securities  is likely to be higher when
issuers  have  difficulty  meeting  projected  goals  or  obtaining   additional
financing.  This  could  occur  during  economic  recessions  or periods of high
interest  rates.  In addition,  there may be a smaller  market for lower quality
securities than for higher quality  securities,  making lower quality securities
more difficult to sell promptly at an acceptable price.

The junk bond  market can  experience  sudden and sharp  price  swings and thus,
investors  in the Fund  should be willing  to  tolerate  significant  and sudden
changes in the Fund's net asset value.

HOW DO INTEREST RATES AFFECT THE VALUE OF MY INVESTMENT?

Another  fundamental  risk associated with any fund that invests in fixed-income
securities  (e.g.,  a bond fund) is the risk that the value of the securities it
holds will rise or fall as interest  rates  change.  Generally,  a  fixed-income
security will  increase in value when interest  rates fall and decrease in value
when interest rates rise. Longer-term securities are generally more sensitive to
interest rate changes than  shorter-term  securities,  but they generally  offer
higher yields to compensate  investors for the  associated  risks. A bond fund's
average-weighted  maturity  and its  duration  are  measures of how the fund may
react to  interest  rate  changes.  High-yield  bond prices are  generally  less
directly  responsive to interest rate changes than  investment  grade issues and
may not always follow this pattern.

- --------------------------------------------------------------------------------

WHAT IS MEANT BY THE FUND'S "AVERAGE-WEIGHTED MATURITY"?

The stated  maturity of a bond is the date when the issuer must repay the bond's
entire  principal  value to an  investor,  such as the  Fund.  A bond's  term to
maturity is the number of years remaining to maturity. A bond fund does not have
a stated maturity, but it does have an average-weighted maturity. This number is
calculated  by  averaging  the terms to  maturity of bonds held by the Fund with
each  maturity  "weighted"  according  to the  percentage  of net assets that it
represents.

- --------------------------------------------------------------------------------

WHAT IS MEANT BY THE FUND'S "DURATION"?

A bond's  duration  indicates  the time it will take an  investor  to recoup his
investment.  Unlike  average  maturity,  duration  reflects  both  principal and
interest  payments.  Generally,  the higher the coupon rate on a bond, the lower
its duration will be. The duration of a bond fund is calculated by averaging the
duration of bonds held by a fund with each duration "weighted"  according to the
percentage  of net assets that it  represents.  Because  duration  accounts  for
interest  payments,  the Fund's  duration  is usually  shorter  than its average
maturity.

- --------------------------------------------------------------------------------

HOW DOES THE FUND MANAGE INTEREST RATE RISK?

The Fund may vary the average-weighted  maturity of its portfolio to reflect its
portfolio  manager's  analysis of interest  rate trends and other  factors.  The
Fund's  average-weighted  maturity  will tend to be shorter  when its  portfolio
manager  expects  interest  rates to rise and longer when its portfolio  manager
expects interest rates to fall. The Fund may also use futures, options and other
derivatives to manage interest rate risk. See "Additional  Risk Factors" on page
4.

GENERAL PORTFOLIO POLICIES

The Fund  will  follow  the  general  policies  listed  below in  investing  its
portfolio  assets.  The  percentage  limitations  included in these policies and
elsewhere in this Prospectus apply at the time of purchase of the security.  For
example,  if the Fund exceeds a limit as a result of market  fluctuations or the
sale of other securities, it will not be required to dispose of any securities.

DIVERSIFICATION

The  Investment  Company  Act of 1940 (the  "1940  Act")  classifies  investment
companies  as either  diversified  or  nondiversified.  The Fund  qualifies as a
diversified   fund  under  the  1940  Act  and  is  subject  to  the   following
requirements:

o    As a  fundamental  policy,  the  Fund  may not  own  more  than  10% of the
     outstanding voting shares of any issuer.

o    As a fundamental  policy, with respect to 75% of its total assets, the Fund
     will not 


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       3
<PAGE>

     purchase  a  security  of any  issuer  (other  than  cash  items  and  U.S.
     government  securities,  as defined in the 1940 Act) if such purchase would
     cause the Fund's  holdings  of that issuer to amount to more than 5% of the
     Fund's total assets.

o    The Fund will invest no more than 25% of its assets in a single issuer.

INDUSTRY CONCENTRATION

As a  fundamental  policy,  the Fund will not invest  more than 25% of its total
assets in any particular industry. This policy does not apply to U.S. government
securities.

PORTFOLIO TURNOVER

The Fund  generally  intends to purchase  securities  for  long-term  investment
rather than short-term gains. However,  short-term  transactions may result from
liquidity  needs,   securities  having  reached  a  price  or  yield  objective,
anticipated changes in interest rates or the credit standing of an issuer, or by
reason  of  economic  or  other  developments  not  foreseen  at the time of the
investment  decision.  Changes  are made in the Fund's  portfolio  whenever  its
portfolio manager believes such changes are desirable.  Portfolio turnover rates
are generally not a factor in making buy and sell decisions.

To a  limited  extent,  the Fund may  purchase  securities  in  anticipation  of
relatively  short-term  price  gains.  The Fund may also sell one  security  and
simultaneously  purchase the same or a comparable  security to take advantage of
short-term   differentials  in  bond  yields  or  securities  prices.  Increased
portfolio turnover may result in higher costs for brokerage commissions,  dealer
mark-ups  and other  transaction  costs and may also  result in taxable  capital
gains. Certain tax rules may restrict the Fund's ability to engage in short-term
trading if the security has been held for less than three months.

ILLIQUID INVESTMENTS

The  Fund  may  invest  up to 15% of its net  assets  in  illiquid  investments,
including restricted  securities or private placements that are not deemed to be
liquid by Janus Capital.  An illiquid investment is a security or other position
that  cannot be  disposed  of  quickly in the normal  course of  business.  Some
securities  cannot be sold to the U.S.  public because of their terms or because
of SEC  regulations.  Janus Capital may determine that securities that cannot be
sold to the U.S.  public but that can be sold to  institutional  investors  (for
example,  Rule 144A securities) are liquid. Janus Capital will follow guidelines
established  by the  Trustees  of the Trust  ("Trustees")  in  making  liquidity
determinations for Rule 144A securities and certain other securities,  including
privately placed commercial paper.

BORROWING AND LENDING

The Fund may borrow money and lend securities or other assets, as follows:

o    The Fund may borrow money for temporary or emergency purposes in amounts up
     to 25% of its total assets.

o    The Fund may mortgage or pledge  securities  as security for  borrowings in
     amounts up to 15% of its net assets.

o    As a fundamental  policy,  the Fund may lend securities or other assets if,
     as a result,  no more than 25% of its total  assets  would be lent to other
     parties.

The Fund  intends to seek  permission  from the SEC to borrow money from or lend
money to other funds that permit such  transactions  and for which Janus Capital
serves as investment adviser.  All such borrowing and lending will be subject to
the above limits. There is no assurance that such permission will be granted.

ADDITIONAL RISK FACTORS

HIGH-YIELD/HIGH-RISK BONDS

HIGH-YIELD/HIGH-RISK  BONDS (OR "JUNK"  BONDS) ARE DEBT  SECURITIES  RATED BELOW
INVESTMENT  GRADE BY THE PRIMARY RATING  AGENCIES (SUCH AS STANDARD & POOR'S AND
MOODY'S) OR UNRATED SECURITIES OF EQUIVALENT QUALITY. PLEASE REFER TO APPENDIX B
FOR A DESCRIPTION OF BOND RATING CATEGORIES. THE FUND MAY INVEST IN BONDS OF ANY
QUALITY, INCLUDING UNRATED SECURITIES.

The value of lower quality securities generally is more dependent on the ability
of the issuer to meet interest and principal  payments (i.e.,  credit risk) than
is the case for  higher  quality  securities.  Conversely,  the  value of higher
quality  securities  may be more sensitive to interest rate movements than lower
quality  securities.  Issuers of  high-yield/high-risk  securities may not be as
strong   financially  as  those  issuing  bonds  with  higher  credit   ratings.
Investments in such companies are considered to be more  speculative than higher
quality investments.

Issuers  of  high-yield/high-risk  securities  are  more  vulnerable  to real or
perceived  economic  changes (for  instance,  an economic  downturn or prolonged
period of rising  interest  rates),  political  changes or adverse  developments
specific to the issuer.  Adverse economic,  political or other  developments may
impair the issuer's ability to service  principal and interest  obligations,  to
meet projected business goals and to obtain additional  financing,  particularly
if the issuer is highly  leveraged.  In the event of a  default,  the Fund would
experience  a reduction  of its income and could  expect a decline in the market
value of the defaulted securities.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       4
<PAGE>

The market for lower quality securities is generally less liquid than the market
for higher quality bonds.  Adverse publicity and investor perceptions as well as
new or proposed laws may also have a greater  negative  impact on the market for
lower quality  securities.  Unrated debt, while not necessarily of lower quality
than rated securities, may not have as broad a market. Sovereign debt of foreign
governments  is generally  rated by country.  Because  these ratings do not take
into account  individual  factors  relevant to each issue and may not be updated
regularly, Janus Capital may treat such securities as unrated debt.

The market  prices of  high-yield/high-risk  bonds  structured as zero coupon or
pay-in-kind  securities  are generally  affected to a greater extent by interest
rate changes and tend to be more  volatile  than  securities  which pay interest
periodically.  In addition, zero coupon,  pay-in-kind and delayed interest bonds
do not pay interest until maturity.  However, the Fund must recognize a computed
amount of interest income and pay dividends to  shareholders  even though it has
received no cash.  In some  instances,  the Fund may have to sell  securities to
have sufficient cash to pay the dividends.

FOREIGN SECURITIES

INVESTMENTS  IN FOREIGN  SECURITIES,  INCLUDING  THOSE OF  FOREIGN  GOVERNMENTS,
INVOLVE GREATER RISKS THAN INVESTING IN COMPARABLE DOMESTIC SECURITIES.

Securities of some foreign companies and governments may be traded in the United
States, but most foreign securities are traded primarily in foreign markets. The
risks of foreign investing include:

o    Currency  Risk.  The Fund may buy the local currency when it buys a foreign
     currency denominated security and sell the local currency when it sells the
     security.  As long as the Fund holds a foreign security,  its value will be
     affected by the value of the local  currency  relative to the U.S.  dollar.
     When the Fund sells a foreign security, its value may be worth less in U.S.
     dollars  even though the security  increases in value in its home  country.
     U.S. dollar denominated  securities of foreign issuers may also be affected
     by currency risk.

o    Political  and  Economic  Risk.  Foreign  investments  may  be  subject  to
     heightened political and economic risks,  particularly in underdeveloped or
     developing  countries  which may have relatively  unstable  governments and
     economies based on only a few industries.  In some countries,  there is the
     risk that the  government  may take  over the  assets  or  operations  of a
     company or that the government may impose taxes or limits on the removal of
     the Fund's assets from that country.

o    Regulatory  Risk.  There  may be less  government  supervision  of  foreign
     markets.  Foreign  issuers  may not be subject to the  uniform  accounting,
     auditing and financial  reporting  standards  and  practices  applicable to
     domestic issuers.  There may be less publicly  available  information about
     foreign issuers than domestic issuers.

o    Market   Risk.   Foreign   securities   markets,   particularly   those  of
     underdeveloped  or  developing  countries,  may be  less  liquid  and  more
     volatile than domestic  markets.  Certain  markets may require  payment for
     securities  before  delivery  and delays  may be  encountered  in  settling
     securities  transactions.  In  some  foreign  markets,  there  may  not  be
     protection against failure by other parties to complete transactions. There
     may be limited legal  recourse  against an issuer in the event of a default
     on a debt instrument.

o    Transaction  Costs.   Transaction  costs  of  buying  and  selling  foreign
     securities, including brokerage tax and custody costs, are generally higher
     than those involved in domestic transactions.

FUTURES, OPTIONS AND OTHER DERIVATIVE INSTRUMENTS

The Fund may enter into futures  contracts on securities,  financial indices and
foreign currencies and options on such contracts  ("futures  contracts") and may
invest in  options on  securities,  financial  indices  and  foreign  currencies
("options"), forward contracts and interest rate swaps and swap-related products
(collectively,   "derivative  instruments").   The  Fund  intends  to  use  most
derivative  instruments  primarily to hedge the value of its  portfolio  against
potential  adverse movements in securities  prices,  foreign currency markets or
interest  rates.  To  a  limited  extent,  the  Fund  may  also  use  derivative
instruments  for  non-hedging  purposes  such as seeking to increase  the Fund's
income or  otherwise  seeking to enhance  return.  Please refer to Appendix A to
this Prospectus and the SAI for a more detailed discussion of these instruments.

The use of  derivative  instruments  exposes the Fund to  additional  investment
risks and transaction costs. Risks inherent in the use of derivative instruments
include:

o    the risk that interest rates,  securities  prices and currency markets will
     not move in the directions that the portfolio manager anticipates;

o    imperfect  correlation  between  the price of  derivative  instruments  and
     movements in the prices of the  securities,  interest  rates or  currencies
     being hedged;

o    the fact that skills  needed to use these  strategies  are  different  from
     those needed to select portfolio securities;

o    inability  to close out  certain  hedged  positions  to avoid  adverse  tax
     consequences;

o    the  possible  absence  of a liquid  secondary  market  for any  particular
     instrument and possible  exchange-imposed  price fluctuation limits, either
     of which may make it difficult or  impossible  to close out a position when
     desired;


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       5
<PAGE>

o    leverage  risk,  that is,  the risk  that  adverse  price  movements  in an
     instrument  can  result in a loss  substantially  greater  than the  Fund's
     initial investment in that instrument (in some cases, the potential loss is
     unlimited); and

o    particularly in the case of privately negotiated instruments, the risk that
     the counterparty  will fail to perform its  obligations,  which could leave
     the Fund worse off than if it had not entered into the position.

Although the Fund  believes the use of derivative  instruments  will benefit the
Fund, the Fund's  performance  could be worse than if the Fund had not used such
instruments if the portfolio manager's judgment proves incorrect.

When  the  Fund  invests  in a  derivative  instrument,  it may be  required  to
segregate  cash  and  other  high-grade   liquid  assets  or  certain  portfolio
securities with its custodian to "cover" the Fund's position.  Assets segregated
or set aside  generally may not be disposed of so long as the Fund maintains the
positions requiring segregation or cover.  Segregating assets could diminish the
Fund's  return  due to the  opportunity  losses  of  foregoing  other  potential
investments with the segregated assets.

SPECIAL SITUATIONS

The Fund may  invest  in  "special  situations"  from  time to time.  A  special
situation  arises  when,  in the opinion of the Fund's  portfolio  manager,  the
securities of a particular issuer will be recognized and appreciate in value due
to a specific development with respect to that issuer.  Developments  creating a
special  situation  might  include,  among others,  a new product or process,  a
technological breakthrough, a management change or other extraordinary corporate
event,  or  differences  in  market  supply  of and  demand  for  the  security.
Investment in special  situations  may carry an  additional  risk of loss in the
event that the  anticipated  development  does not occur or does not attract the
expected attention.

See Appendix A for risks associated with certain other investments.

- --------------------------------------------------------------------------------

PERFORMANCE TERMS

This section will help you  understand  various  terms that are commonly used to
describe the Fund's  performance.  You may see  references to these terms in our
newsletters,   advertisements  and  in  media  articles.   Our  newsletters  and
advertisements  may  include  comparisons  of  the  Fund's  performance  to  the
performance  of other mutual funds,  mutual fund  averages or  recognized  stock
market  indices.  The Fund may  measure  performance  in terms of yield or total
return.

Cumulative  total return  represents  the actual rate of return on an investment
for a specified  period.  Cumulative  total return is generally  quoted for more
than one year (e.g.,  the life of the Fund). A cumulative  total return does not
show interim fluctuations in the value of an investment.

Average annual total return  represents the average annual  percentage change of
an investment over a specified period. It is calculated by taking the cumulative
total return for the stated period and  determining  what constant annual return
would have produced the same cumulative return.  Average annual returns for more
than one year tend to smooth out variations in the Fund's return and are not the
same as actual annual results.

Yield shows the rate of income the Fund earns on its investments as a percentage
of the Fund's share price.  It is calculated by dividing a Fund's net investment
income for a 30-day period by the average  number of shares  entitled to receive
dividends  and  dividing  the result by the Fund's net asset  value  ("NAV") per
share at the end of the 30-day period. Yield does not include changes in NAV.

Yields are calculated  according to standardized  SEC formulas and may not equal
the income on an investor's  account.  Yield is usually  quoted on an annualized
basis. An annualized  yield represents the amount you would earn if you remained
in a Fund for a year and that  Fund  continued  to have the same  yield  for the
entire year.

THE FUND  IMPOSES NO SALES OR OTHER  CHARGES  THAT WOULD  AFFECT TOTAL RETURN OR
YIELD  COMPUTATIONS.  FUND PERFORMANCE FIGURES ARE BASED UPON HISTORICAL RESULTS
AND ARE NOT INTENDED TO INDICATE FUTURE PERFORMANCE.  INVESTMENT RETURNS AND NET
ASSET VALUE WILL FLUCTUATE SO THAT AN INVESTOR'S SHARES,  WHEN REDEEMED,  MAY BE
WORTH MORE OR LESS THAN THEIR ORIGINAL COST.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       6
<PAGE>

SHAREHOLDER'S MANUAL

This section will help you become  familiar with the different types of accounts
you can establish with Janus. In addition,  the Shareholder's Manual explains in
detail  the wide  array of  services  and  features  you can  establish  on your
account.  These  services may be modified or  discontinued  without  shareholder
approval.

HOW TO GET IN TOUCH WITH JANUS

If you have any questions while reading this prospectus,  please call one of our
Investor Service Representatives at 1-800-525-3713 Monday-Friday: 7:00 a.m.-1:00
a.m., and Saturday-Sunday: 10:00 a.m.-7:00 p.m., New York time.

- --------------------------------------------------------------------------------
Minimum Investments
To open a new account                                                 $2,500
To open a new retirement account or UGMA/UTMA account                 $  500
To open a new account with an Automatic Investment Plan               $  500*
To add to any type of account                                         $  100

*There is a $100 minimum subsequent monthly  investment.  Minimums may be waived
for certain  accounts that  participate in an automatic  group billing  purchase
program or automatic payroll deduction program.
- --------------------------------------------------------------------------------

TYPES OF ACCOUNT OWNERSHIP

If you are investing for the first time,  you will need to establish an account.
You can establish the following  types of accounts by completing the New Account
Application included with this prospectus:

o    Individual or Joint Ownership. Individual accounts are owned by one person.
     Joint accounts have two or more owners.

o    A Gift or  Transfer  to Minor  (UGMA or UTMA).  An  UGMA/UTMA  account is a
     custodial  account managed for the  benefit of a minor.  To open an UGMA or
     UTMA account,  you must include the minor's Social  Security  number on the
     application.

o    Trust. An established trust can open an account. The names of each trustee,
     the name of the trust and the date of the trust  agreement must be included
     on the application.

o    Business Accounts.  Corporations and partnerships may also open an account.
     The application must be signed by an authorized  officer of the corporation
     or a general partner of the partnership.

RETIREMENT ACCOUNTS

If you  are  eligible,  you  may  set up  your  account  under  a  tax-sheltered
retirement plan. A retirement plan allows you to shelter your investment  income
and capital gains from current income taxes.  A contribution  to these plans may
also be tax  deductible.  Distributions  from  retirement  plans  are  generally
subject to income tax and may be subject to an additional tax if withdrawn prior
to age 59 1/2.

Investors  Fiduciary Trust Company serves as custodian for the Retirement  Plans
offered by the Fund.  There is an annual $12 fee per  account to  maintain  your
retirement  account.  The maximum annual fee is $24 per taxpayer  identification
number. You may pay the fee by check or have it automatically deducted from your
account (usually in December).

The following plans require a special  application.  For an application and more
details about our Retirement Plans, call 1-800-525-3713.

o    Individual  Retirement  Account: An IRA allows individuals under the age of
     70 1/2 with earned income to  contribute up to the lesser of $2,000 or 100%
     of compensation  annually.  Please refer to the Janus Funds IRA booklet for
     complete information regarding IRAs.

o    Simplified  Employee Pension Plan ("SEP"):  This plan allows small business
     owners  (including sole proprietors) to make  tax-deductible  contributions
     for  themselves  and any  eligible  employee(s).  A SEP  requires an IRA (a
     SEP-IRA) to be set up for each SEP participant.

o    Profit  Sharing or Money  Purchase  Pension  Plan:  These plans are open to
     corporations,  partnerships and sole proprietors to benefit their employees
     and themselves.

o    Section  403(b)(7) Plan:  Employees of educational  organizations  or other
     qualifying,  tax-exempt  organizations  may be eligible to participate in a
     Section 403(b)(7) Plan.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       7
<PAGE>

HOW TO OPEN YOUR JANUS ACCOUNT

Complete and sign the  appropriate  application.  Please be sure to provide your
Social Security or taxpayer identification number on the application.  Make your
check payable to Janus Funds. Send all items to one of following addresses:

Regular Mail
Janus Funds
P.O. Box 173375
Denver, CO 80217-3375

Express or Certified Mail
Janus Funds
100 Fillmore Street
Denver, CO 80206-4923

INVESTOR SERVICE CENTERS

Janus Funds offers two Investor Service Centers for those  individuals who would
like to conduct their investing in person. Our representatives  will be happy to
assist you at either of the following locations:

100 Fillmore Street, Suite 100
Denver, CO 80206

3773 Cherry Creek North Drive, Suite 101
Denver, CO 80209

HOW TO PURCHASE SHARES

PAYING FOR SHARES
When  you  purchase  shares,  your  request  will be  processed  at the next NAV
calculated after your order is received and accepted. Please note the following:

o    Cash,  credit cards,  third party checks and credit card checks will not be
     accepted.

o    All purchases must be made in U.S. dollars.

o    Checks must be drawn on a U.S. bank and made payable to Janus Funds.

o    If a check does not clear your bank,  the Fund reserves the right to cancel
     the purchase.

o    If the Fund is unable to debit your  predesignated  bank account on the day
     of purchase, it may make additional attempts or cancel the purchase.

o    The Fund reserves the right to reject any specific purchase request.

If your purchase is cancelled,  you will be  responsible  for any losses or fees
imposed by your bank and losses  that may be incurred as a result of any decline
in the  value  of the  cancelled  purchase.  The Fund  (or its  agents)  has the
authority to redeem  shares in your  account(s)  to cover any such losses due to
fluctuations in share price. Any profit on such  cancellation will accrue to the
Fund.

ONCE YOU HAVE OPENED YOUR JANUS  ACCOUNT,  THE MINIMUM  AMOUNT FOR AN ADDITIONAL
INVESTMENT  IS $100.  You may add to your account at any time through any of the
following options:

BY MAIL

Complete  the  remittance  slip  attached  at the  bottom  of your  confirmation
statement.  If you are  making a  purchase  into a  retirement  account,  please
indicate  whether  the  purchase  is a  rollover  or a  current  or  prior  year
contribution. Send your check and remittance slip or written instructions to one
of the addresses listed previously. You may also request a booklet of remittance
slips for non-retirement accounts.

BY TELEPHONE

This service allows you to purchase  additional  shares quickly and conveniently
through an  electronic  transfer of money.  When you call to make an  additional
purchase by telephone,  Janus will  automatically  debit your predesignated bank
account for the desired  amount.  To establish the telephone  purchase option on
your new account,  complete the  "Telephone  Purchase of Shares"  section on the
application  and attach a "voided" check or deposit slip from your bank account.
If your  account is already  established,  call  1-800-525-3713  to request  the
appropriate  form. This option will become effective ten business days after the
form is received.

BY WIRE

Purchases  may also be made by wiring money from your bank account to your Janus
account. Call 1-800-525-3713 to receive wiring instructions.

AUTOMATIC INVESTMENT PROGRAMS

Automatic investing is an easy way to systematically add to your account.  Janus
offers  several  automatic  investment  plans to help  investors  achieve  their
financial goals as simply and conveniently as possible. Our automatic investment
programs  allow you to open an account  with as little as $500 if you  establish
automatic monthly investments for $100 or more.

o    AUTOMATIC MONTHLY INVESTMENT PROGRAM
     You  select  the day each  month  that your  money  will be  electronically
     transferred from your bank account to your Fund account.  To establish this
     option,  complete the "Automatic  Investing" section on the application and
     attach a "voided"  check or deposit  slip from your bank  account.  If your
     Fund account is already  established,  call  1-800-525-3713  to request the
     appropriate form.

o    PAYROLL DEDUCTION
     If your employer can initiate an automatic payroll deduction,  you may have
     all or a portion of your paycheck invested directly into your Fund account.
     To obtain information on establishing this option, call 1-800-525-3713.

o    SYSTEMATIC EXCHANGE
     With a Systematic Exchange you determine the amount of money ($100 minimum)
     you would like automatically exchanged from one Janus account to another on
     any day of the month. For more information on how to establish this option,
     call 1-800-525-3713.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       8
<PAGE>

HOW TO EXCHANGE SHARES

On any  business  day, you may exchange all or a portion of your shares into any
other available Janus fund.

IN WRITING

To request an exchange in writing,  please follow the  instructions  for written
requests on page 10.

BY TELEPHONE

All accounts are  automatically  eligible for the telephone  exchange option. To
exchange  shares  by  telephone,  call an  investor  service  representative  at
1-800-525-3713  during  normal  business  hours  or call  the  Janus  Electronic
Telephone Service (JETS(R)) line at 1-800-525-6125.

BY SYSTEMATIC EXCHANGE

As noted above, a Systematic Exchange may be established for as little as $100 a
month.

EXCHANGE POLICIES 

Please note our exchange policies:

o    Except for Systematic  Exchanges,  the exchange  minimum is $2,500,  or the
     total account value if less than $2,500.

o    You may  make  four  exchanges  out of the  Fund  during  a  calendar  year
     (exclusive of Systematic  Exchanges)  free of charge.  A $5 transaction fee
     may be deducted from your account for each additional exchange.

o    Exchanges  between accounts will be accepted only if the  registrations are
     identical.

o    If the shares you are  exchanging  are held in  certificate  form, you must
     return the certificate to the Fund prior to making any exchanges.

o    Be sure  that you read the  prospectus  for the  fund  into  which  you are
     exchanging.

o    The Fund reserves the right to reject any exchange request and to modify or
     terminate  the exchange  privilege at any time.  For example,  the Fund may
     reject  exchanges  from accounts  engaged in excessive  trading  (including
     market timing transactions) that are detrimental to the Fund.

o    An exchange represents the sale of shares from one fund and the purchase of
     shares  of  another  fund,  which may  produce a taxable  gain or loss in a
     non-tax deferred account.

QUICK ADDRESS AND TELEPHONE REFERENCE

Regular Mail
Janus Funds
P.O. Box 173375
Denver, CO 80217-3375

Express or Certified Mail
Janus Funds
100 Fillmore Street
Denver, CO 80206-4923

Janus Investor Services 1-800-525-3713 
To speak to a service representative.

JETS(R)    1-800-525-6125
For 24-hour access to account and fund information.

TDD      1-800-525-0056
A telecommunications device for our hearing and speech-impaired shareholders.

Janus QuotelineSM 1-800-525-0024
For automated daily quotes on fund share prices, yields and total returns.

Janus Literature Line      1-800-525-8983
To request a prospectus, shareholder reports or marketing materials.

HOW TO REDEEM SHARES

On any  business  day,  you may redeem all or a portion of your  shares.  If the
shares are held in certificate  form, the  certificate  must be returned with or
before your redemption  request.  Your transaction will be processed at the next
NAV calculated after your order is received and accepted.

IN WRITING

To request a redemption in writing,  please follow the  instructions for written
requests noted on page 10.

BY TELEPHONE

Most  accounts  have the  telephone  redemption  option,  unless this option was
specifically declined on the application or in writing.

This  option  enables you to redeem up to  $100,000  daily from your  account by
simply calling 1-800-525-3713 by 4:00 p.m. New York time.

SYSTEMATIC WITHDRAWAL PLAN ("SWP")

SWPs allow you to redeem a specific dollar amount from your account on a regular
basis. For more information on SWPs or to request the appropriate  form,  please
call 1-800-525-3713.

PAYMENT OF REDEMPTION PROCEEDS

o    BY CHECK
     Redemption  proceeds  will be sent to the  shareholder(s)  of record at the
     address of record  within  seven days after  receipt of a valid  redemption
     request.

o    ELECTRONIC TRANSFER
     If you have  established  this option,  your  redemption  proceeds  will be
     electronically transferred to your predesignated bank account on the second
     business day after receipt of your  redemption  request.  To establish this
     option, call 1-800-525-3713. There is no fee for this option.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       9
<PAGE>

o    BY WIRE
     If you are  authorized for the wire  redemption  service,  your  redemption
     proceeds will be wired  directly into your  designated  bank account on the
     next business day after  receipt of your  redemption  request.  There is no
     limitation on  redemptions  by wire;  however,  there is an $8 fee for each
     wire and your bank may charge an additional fee to receive the wire. If you
     would like to  establish  this option on an existing  account,  please call
     1-800-525-3713  to request the appropriate  form. Wire  redemptions are not
     available for retirement accounts.

IF THE SHARES BEING REDEEMED WERE  PURCHASED BY CHECK,  TELEPHONE OR THROUGH THE
AUTOMATIC  MONTHLY  INVESTMENT  PROGRAM,  THE  FUND MAY  DELAY  THE  PAYMENT  OF
REDEMPTION  PROCEEDS  FOR UP TO 15 DAYS  FROM THE DAY OF  PURCHASE  TO ALLOW THE
PURCHASE TO CLEAR. Unless you provide alternate instructions, your proceeds will
be invested in Janus Money Market Fund - Investor  Shares during the 15 day hold
period.

WRITTEN INSTRUCTIONS

To redeem or exchange all or part of your shares in writing, your request should
be sent to one of the addresses  listed on page 8 and must include the following
information:

     o    the name of the Fund
     o    the account number
     o    the amount of money or number of shares being redeemed
     o    the name(s) on the account
     o    the signature(s) of all registered account owners
     o    your daytime telephone number

o    SIGNATURE REQUIREMENTS BASED ON ACCOUNT TYPE

     o    Individual,  Joint Tenants,  Tenants in Common:  Written  instructions
          must be signed by each shareholder, exactly as the names appear in the
          account registration.

     o    UGMA or UTMA: Written  instructions must be signed by the custodian in
          his/her capacity as it appears in the account registration.

     o    Sole Proprietor,  General Partner: Written instructions must be signed
          by an authorized  individual in his/her  capacity as it appears on the
          account registration.

     o    Corporation,  Association:  Written instructions must be signed by the
          person(s)  authorized to act on the account. In addition,  a certified
          copy of the corporate  resolution  authorizing  the signer to act must
          accompany the request.

     o    Trust: Written  instructions must be signed by the trustee(s).  If the
          name(s)  of the  current  trustee(s)  does not  appear in the  account
          registration,  a certificate  of incumbency  dated within 60 days must
          also be submitted.

     o    IRA: Written  instructions must be signed by the account owner. If you
          do not want federal income tax withheld from your redemption, you must
          state that you elect not to have such withholding  apply. In addition,
          your instructions must state whether the distribution is normal (after
          age 59 1/2)  or  premature  (before  age 59 1/2)  and,  if  premature,
          whether any exceptions  such as death or disability  apply with regard
          to the 10% additional tax on early distributions.

PRICING OF FUND SHARES

All  purchases,  redemptions  and  exchanges  will be  processed at the NAV next
calculated  after  your  request is  received  and  approved.  The Fund's NAV is
calculated  at the close of the  regular  trading  session of the New York Stock
Exchange (the "NYSE")  (normally 4:00 p.m. New York time) each day that the NYSE
is open. In order to receive a day's price,  your order must be received by 4:00
p.m. New York time.  NAV per share is  calculated by dividing the total value of
the Fund's securities,  and other assets, less liabilities,  by the total number
of shares  outstanding.  Securities  are valued at market  value or, if a market
quotation is not readily available, at their fair value determined in good faith
under  procedures  established  by and under the  supervision  of the  Trustees.
Short-term  instruments  maturing  within 60 days are valued at amortized  cost,
which approximates market value. See the SAI for more detailed information.

SIGNATURE GUARANTEE

In  addition  to the  signature  requirements,  A  SIGNATURE  GUARANTEE  IS ALSO
REQUIRED if any of the following is applicable:

o    The redemption exceeds $100,000.

o    You  would  like  the  check  made   payable  to  anyone   other  than  the
     shareholder(s) of record.

o    You would like the check mailed to an address which has been changed within
     10 days of the redemption request.

o    You would  like the check  mailed to an address  other than the  address of
     record.

THE FUND  RESERVES  THE  RIGHT TO  REQUIRE A  SIGNATURE  GUARANTEE  UNDER  OTHER
CIRCUMSTANCES  OR TO REJECT OR DELAY A REDEMPTION ON CERTAIN LEGAL GROUNDS.  FOR
MORE INFORMATION PERTAINING TO SIGNATURE GUARANTEES, PLEASE CALL 1-800-525-3713.

HOW TO OBTAIN A SIGNATURE GUARANTEE

A signature  guarantee  assures  that a  signature  is  genuine.  The  signature
guarantee  protects  shareholders  from  unauthorized  account  transfers.   The
following financial  institutions may guarantee  signatures:  banks, savings and
loan associations,  trust companies,  credit unions,  brokers-dealers and member
firms of a national securities exchange.  Call your financial institution to see
if they have the ability to guarantee a signature. A signature guarantee may not
be provided by a notary public.

If you live outside the United States, a foreign bank properly  authorized to do
business  in  your  country  of  residence  or a U.S.  consulate  may be able to
authenticate your signature.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       10
<PAGE>

SHAREHOLDER SERVICES AND ACCOUNT POLICIES

JANUS ELECTRONIC TELEPHONE SERVICE (JETS(R))

JETS,  our  electronic  telephone  service  line,  offers you 24-hour  access by
TouchTone(TM)  telephone  to obtain your  account  balance, to confirm your last
transaction or dividend posted to your account,  to order  duplicate  account or
tax statements,  to reorder money market fund checks or to exchange your shares.
JETS can be  accessed  by calling  1-800-525-6125.  Calls on JETS are limited to
seven minutes.

TRANSACTIONS THROUGH PROCESSING ORGANIZATIONS

You may  purchase or sell Fund  shares  through a  broker-dealer,  bank or other
financial  institution,  or an  organization  that  provides  recordkeeping  and
consulting  services to 401(k)  plans or other  qualified  plans (a  "Processing
Organization").  Processing  Organizations may charge you a fee for this service
and may require  different  minimum initial and subsequent  investments than the
Fund. A Processing  Organization  may also impose other charges or  restrictions
different from those applicable to shareholders who invest in the Fund directly.
The Processing  Organization,  rather than its customers, may be the shareholder
of record of your  shares.  The Fund is not  responsible  for the failure of any
Processing  Organization to carry out its obligations to its customers.  Certain
Processing  Organizations  may receive  compensation  from Janus  Capital or its
affiliates and certain  Processing  Organizations may receive  compensation from
the Fund for shareholder recordkeeping and similar services.

TAXPAYER IDENTIFICATION NUMBER

On the application or other  appropriate form, you will be asked to certify that
your Social Security or taxpayer  identification  number is correct and that you
are not subject to backup  withholding  for failing to report income to the IRS.
If you are subject to the 31% backup  withholding  or you did not  certify  your
taxpayer  identification,  the IRS  requires  the  Fund to  withhold  31% of any
dividends  paid and  redemption  or  exchange  proceeds.  In addition to the 31%
backup  withholding,  you may be subject to a $50 fee to reimburse  the Fund for
any penalty that the IRS may impose.

SHARE CERTIFICATES

Most  shareholders  choose not to hold their shares in certificate  form because
account transactions such as exchanges and redemptions cannot be completed until
the  certificate  has been  returned  to the  Fund.  The Fund will  issue  share
certificates  upon written request only. Share  certificates  will not be issued
until the shares have been held for at least 15 days. Share certificates  cannot
be issued for  retirement  accounts.  In addition,  if the  certificate is lost,
there may be a replacement charge.

ACCOUNT MINIMUMS

Minimum  account  requirements  are noted on page 7. Due to the  proportionately
higher costs of maintaining small accounts, Janus reserves the right to deduct a
$10 annual  maintenance  fee (or the value of the account if less than $10) from
accounts  with  values  below the stated  minimums  or to close  such  accounts.
Automatic Monthly Investment Program  participants are subject to a $500 minimum
so long as the  program is not  discontinued  before the account  value  reaches
$2,500.  It is  expected  that  accounts  will be valued and the $10 fee will be
assessed on the second Friday of September of each year. You will receive notice
before we charge the $10 fee or close your account so that you may increase your
account balance to the required minimum.

INVOLUNTARY REDEMPTIONS

The Fund reserves the right to close an account if the  shareholder is deemed to
engage in activities which are illegal or otherwise detrimental to the Fund.

UNCASHED CHECKS

The Fund reserves the right to reinvest  undeliverable  or uncashed  checks that
remain  outstanding  for six  months  in  shares  of the  Fund as of the date of
cancellation. Any subsequent distributions may also be reinvested.

TELEPHONE TRANSACTIONS

You may initiate many  transactions  by telephone.  The Fund and its agents will
not be responsible for any losses resulting from unauthorized  transactions when
procedures designed to verify the identity of the caller are followed.

It may be  difficult to reach the Fund by  telephone  during  periods of unusual
market  activity.  If you are  unable to reach a  representative  by  telephone,
please consider sending written  instructions,  stopping by a Service Center, or
in the case of exchanges, calling the JETS line.

TEMPORARY SUSPENSION OF SERVICES

The Fund or its agents may, in case of emergency,  temporarily suspend telephone
transactions or other shareholder services.

ADDRESS CHANGES

To change the address on your  account,  call  1-800-525-3713  or send a written
request signed by all account owners.  Include the name of the Fund, the account
number(s),  the  name(s)  on the  account  and both  the old and new  addresses.
Certain  options may be suspended for 10 days following an address change unless
a signature guarantee is provided.

REGISTRATION CHANGES

To change the name on an account, the shares are generally  transferred to a new
account.  In  some  cases,  legal  documentation  may  be  required.   For  more
information call 1-800-525-3713.

STATEMENTS AND REPORTS

The Fund will send you a confirmation  statement  after every  transaction  that
affects your account balance or your account  registration.  If you are enrolled
in our Automatic Monthly  Investment  Program and invest on a monthly basis, you
will  receive  quarterly  confirmations.  Dividends  will also be confirmed on a
quarterly  basis.  Information  regarding the tax status of income dividends and
capital gains  distributions will be mailed to shareholders on or before January
31st of each year. Account tax information will also be sent to the IRS.

Financial  reports for the Fund,  which includes a list of the Fund's  portfolio
holdings,  will be mailed semiannually to all shareholders.  To reduce expenses,
only one copy of most financial  reports will be mailed to all accounts with the
same record address.  Upon request,  such reports will be mailed to all accounts
in the same household.  Please call  1-800-525-3713 if you would like to receive
additional reports.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       11
<PAGE>

MANAGEMENT OF THE FUND

TRUSTEES

The Trustees  oversee the business  affairs of the Trust and are responsible for
major decisions  relating to the Fund's investment  objective and policies.  The
Trustees  delegate the day-to-day  management of the Fund to the officers of the
Trust and meet at least  quarterly  to review  the Fund's  investment  policies,
performance, expenses and other business affairs.

INVESTMENT ADVISER

Janus Capital,  100 Fillmore,  Denver,  Colorado  80206-4923,  is the investment
adviser to the Fund and is  responsible  for the  day-to-day  management  of its
investment portfolio and other business affairs.

Janus  Capital has served as investment  adviser to certain  series of the Trust
since 1970 and currently serves as investment adviser to all of the Janus funds,
as well  as  adviser  or  subadviser  to  other  mutual  funds  and  individual,
corporate, charitable and retirement accounts.

Kansas City Southern  Industries,  Inc.  ("KCSI") owns  approximately 83% of the
outstanding  voting stock of Janus  Capital,  most of which it acquired in 1984.
KCSI is a publicly traded holding company whose primary subsidiaries are engaged
in  transportation,  information  processing and financial  services.  Thomas H.
Bailey, President and Chairman of the Board of Janus Capital, owns approximately
12% of its voting stock and, by agreement with KCSI, selects a majority of Janus
Capital's Board.

Janus Capital  furnishes  continuous advice and  recommendations  concerning the
Fund's  investments.   Janus  Capital  also  furnishes  certain  administrative,
compliance  and  accounting  services for the Fund, and may be reimbursed by the
Fund for its costs in  providing  those  services.  In addition,  Janus  Capital
employees serve as officers of the Trust and Janus Capital provides office space
for the Fund and pays the  salaries,  fees and expenses of all Fund officers and
those Trustees who are affiliated with Janus Capital.

PORTFOLIO MANAGER

Ronald V. Speaker is the Executive Vice  President and portfolio  manager of the
Fund.  Mr.  Speaker  joined Janus  Capital in 1986 and has managed each of Janus
Intermediate  Government  Securities  Fund, Janus Short-Term Bond Fund and Janus
Federal  Tax-Exempt  Fund since their  inceptions and has managed Janus Flexible
Income Fund since December 1991. He holds a Bachelor of Arts in Finance from the
University of Colorado and is a Chartered Financial Analyst.

PERSONAL INVESTING

Janus  Capital  permits  investment  and other  personnel  to purchase  and sell
securities for their own accounts,  subject to Janus Capital's  policy governing
personal  investing.  Janus  Capital's  policy  requires  investment  and  other
personnel to conduct their personal investment activities in a manner that Janus
Capital  believes  is not  detrimental  to the  Fund or  Janus  Capital's  other
advisory clients. See the SAI for more detailed information.

PORTFOLIO TRANSACTIONS

Purchases  and  sales of  securities  on  behalf  of the Fund  are  executed  by
broker-dealers  selected by Janus  Capital.  Broker-dealers  are selected on the
basis of their  ability  to obtain  best  price  and  execution  for the  Fund's
transactions and recognizing brokerage,  research and other services provided to
the Fund and to Janus Capital.  Janus Capital may also consider payments made by
brokers  effecting  transactions  for the  Fund i) to the  Fund or ii) to  other
persons  on behalf of the Fund for  services  provided  to the Fund for which it
would be obligated to pay.  Janus Capital may also  consider  sales of shares of
the Fund as a factor in the  selection of  broker-dealers.  The Fund's  Trustees
have authorized Janus Capital to place portfolio transactions on an agency basis
with a broker-dealer  affiliated with Janus Capital.  When  transactions for the
Fund are effected with that  broker-dealer,  the commissions payable by the Fund
are credited against certain Fund operating  expenses.  The SAI further explains
the selection of broker-dealers.

BREAKDOWN OF MANAGEMENT EXPENSES AND EXPENSE LIMITS

The Fund pays Janus Capital a management fee equal,  on an annual basis, to .75%
of the first $300 million of average  daily net assets and .65% of average daily
net assets in excess of $300 million. The fee is accrued daily and paid monthly.
The advisory  agreement  with the Fund spells out the  management  fee and other
expenses  that the Fund must pay.  Janus  Capital  will waive  certain  fees and
expenses to the extent that the Fund's total expenses exceed 1.00% in any fiscal
year. This waiver will be continued until at least October 31, 1996.

The Fund incurs expenses not assumed by Janus Capital,  including transfer agent
and custodian fees and expenses,  legal and auditing fees,  printing and mailing
costs of sending  reports and other  information to existing  shareholders,  and
independent Trustees' fees and expenses.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       12
<PAGE>

OTHER SERVICE PROVIDERS

The following parties provide the Fund with administrative and other services.

Domestic Custodian
Investors Fiduciary Trust Company
127 W. 10th Street
Kansas City, Missouri 64105

Foreign Custodian
State Street Bank and Trust Company
P.O. Box 351
Boston, Massachusetts 02101

Transfer Agent
Janus Service Corporation
P.O. Box 173375
Denver, Colorado 80217

Distributor
Janus Distributors, Inc.
100 Fillmore Street
Denver, Colorado 80206

Janus  Service  Corporation  and  Janus  Distributors,   Inc.  are  wholly-owned
subsidiaries  of  Janus  Capital.   Investors   Fiduciary  Trust  Company  is  a
wholly-owned subsidiary of State Street Bank and Trust Company.

OTHER INFORMATION

ORGANIZATION

The Trust is a "mutual  fund" that was  organized  as a  Massachusetts  business
trust on February 11, 1986.  A mutual fund is an  investment  vehicle that pools
money from  numerous  investors  and  invests  the money to achieve a  specified
objective.

The Trust consists of 18 separate  series,  three of which  currently  offer two
classes  of  shares.  The Trust  currently  offers  the other 17 series by other
prospectuses.

SHAREHOLDER MEETINGS

The Trust does not intend to hold annual shareholder meetings.  However, special
meetings may be called specifically for the Fund or for the Trust as a whole for
purposes such as electing or removing Trustees,  terminating or reorganizing the
Trust,  changing  fundamental  policies,  or for any other  purpose  requiring a
shareholder  vote under the 1940 Act.  Separate votes are taken by the Fund only
if a matter affects or requires the vote of just the Fund or the Fund's interest
in the matter differs from the interest of other  portfolios of the Trust.  As a
shareholder, you are entitled to one vote for each share that you own.

SIZE OF THE FUND

The  Fund  has no  present  plans  to  limit  its  size.  However,  the Fund may
discontinue sales of its shares if management  believes that continued sales may
adversely  affect the Fund's  ability to achieve its  investment  objective.  If
sales of the Fund are discontinued, it is expected that existing shareholders of
the Fund would be permitted  to continue to purchase  shares and to reinvest any
dividends or capital gains distributions, absent highly unusual circumstances.

MASTER/FEEDER OPTION

The Trust may in the future seek to achieve the Fund's  investment  objective by
investing all of the Fund's assets in another investment company having the same
investment   objective  and  substantially  the  same  investment  policies  and
restrictions  as those  applicable  to the Fund.  It is  expected  that any such
investment  company would be managed by Janus Capital in substantially  the same
manner as the Fund. The  shareholders  of the Trust of record on April 30, 1992,
and the initial  shareholder(s) of the Fund, have voted to vest authority to use
this  investment  structure in the sole  discretion of the Trustees.  No further
approval of the shareholders of the Fund is required.  You will receive at least
30 days' prior notice of any such investment. Such investment would be made only
if the  Trustees  determine  it to be in the best  interests of the Fund and its
shareholders.  In making that  determination  the Trustees will consider,  among
other things,  the benefits to  shareholders  and/or the  opportunity  to reduce
costs and achieve operational efficiencies.  Although the Fund believes that the
Trustees  will not  approve  an  arrangement  that is likely to result in higher
costs,  no  assurance  is given that costs  will be  materially  reduced if this
option is implemented.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       13
<PAGE>

DISTRIBUTIONS AND TAXES

- --------------------------------------------------------------------------------

DISTRIBUTIONS

THE INTERNAL REVENUE CODE REQUIRES THE FUND TO DISTRIBUTE NET INCOME AND ANY NET
GAINS REALIZED BY ITS INVESTMENTS ANNUALLY. THE FUND'S INCOME FROM DIVIDENDS AND
INTEREST AND ANY NET REALIZED  SHORT-TERM CAPITAL GAINS ARE PAID TO SHAREHOLDERS
AS DIVIDENDS.  NET REALIZED  LONG-TERM GAINS ARE PAID TO SHAREHOLDERS AS CAPITAL
GAINS  DISTRIBUTIONS.  DIVIDENDS  ARE  DECLARED  DAILY  AND  PAID AS OF THE LAST
BUSINESS DAY OF EACH MONTH. IF A MONTH BEGINS ON A SATURDAY,  SUNDAY OR HOLIDAY,
DIVIDENDS  FOR THOSE DAYS ARE PAID AT THE END OF THE  PRECEDING  MONTH.  CAPITAL
GAINS  DISTRIBUTIONS  (IF ANY) ARE  DECLARED  AND PAID IN  DECEMBER.  NOTICES OF
DIVIDENDS ARE MAILED AS OF EACH CALENDAR QUARTER END.

HOW DISTRIBUTIONS AFFECT THE FUND'S NAV

Distributions are paid to shareholders as of the record date of the distribution
of the Fund,  regardless  of how long the shares have been held.  Dividends  and
capital gains  awaiting  distribution  are included in the Fund's daily NAV. The
share  price of the Fund  drops by the  amount of the  distribution,  net of any
subsequent market fluctuations.  As an example,  assume that on December 31, the
Fund  declared a dividend in the amount of $0.25 per share.  If the Fund's share
price was $10.00 on December  30, the Fund's share price on December 31 would be
$9.75, barring market fluctuations.

"BUYING A DIVIDEND"

If you purchase  shares of the Fund just before the  distribution,  you will pay
the full price for the shares and receive a portion of the  purchase  price back
as a taxable  distribution.  This is referred to as "buying a dividend."  In the
above  example,  if you bought shares on December 30, you would have paid $10.00
per share.  On December 31, the Fund would pay you $0.25 per share as a dividend
and your shares  would now be worth $9.75 per share.  Unless your account is set
up as a  tax-deferred  account,  dividends paid to you would be included in your
gross income for tax purposes,  even though you may not have participated in the
increase in NAV of the Fund, whether or not you reinvested the dividends.

DISTRIBUTION OPTIONS

When you open an account,  you must specify on your  application how you want to
receive your distributions.  You may change your distribution option at any time
by writing or calling 1-800-525-3713. The Fund offers the following options:

1.   Reinvestment  Option.  You may reinvest  your income  dividends and capital
     gains   distributions  in  additional  shares.   This  option  is  assigned
     automatically if no other choice is made.

2.   Cash  Option.  You may receive  your  income  dividends  and capital  gains
     distributions in cash.

3.   Reinvest and Cash Option.  You may receive either your income  dividends or
     capital  gains  distributions  in cash and reinvest the other in additional
     shares.

4.   Redirect Option. You may direct your dividends or capital gains to purchase
     shares of another Janus fund.

TAXES

As with any investment, you should consider the tax consequences of investing in
the Fund. The following  discussion  does not apply to  tax-deferred  retirement
accounts,  nor is it a complete  analysis  of the federal  tax  implications  of
investing  in  the  Fund.  You  may  wish  to  consult  your  own  tax  adviser.
Additionally,  state or local taxes may apply to your investment, depending upon
your residence.

TAXES ON DISTRIBUTIONS

Dividends  and  distributions  by the Fund are  subject to federal  income  tax,
regardless  of  whether  the  distribution  is made in  cash  or  reinvested  in
additional shares of the Fund. In certain states, a portion of the dividends and
distributions  (depending on the source of the Fund's income) may be exempt from
state and local taxes.  Information regarding the tax status of income dividends
and capital  gains  distributions  will be mailed to  shareholders  on or before
January 31st of each year.

TAXATION OF THE FUND

Dividends,  interest  and some  capital  gains  received  by the Fund on foreign
securities may be subject to tax withholding or other foreign taxes. Any foreign
taxes  paid by the Fund  will be  treated  as an  expense  to the Fund or passed
through to shareholders as a foreign tax credit,  depending on particular  facts
and  circumstances.  Tax conventions  between  certain  countries and the United
States may reduce or eliminate such taxes.

The Fund does not expect to pay any federal  income or excise  taxes  because it
intends  to meet  certain  requirements  of the  Internal  Revenue  Code.  It is
important  that the Fund meets these  requirements  so that any earnings on your
investment will not be taxed twice.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       14
<PAGE>

APPENDIX A

GLOSSARY OF INVESTMENT TERMS

This  glossary  provides  a more  detailed  description  of some of the types of
securities  and other  instruments  in which the Fund may  invest.  The Fund may
invest in these instruments to the extent permitted by its investment objectives
and policies.  The Fund is not limited by this  discussion and may invest in any
other type of instruments  permitted by the policies discussed elsewhere in this
Prospectus.  Please  refer to the SAI for a more  detailed  discussion  of these
instruments.

I. EQUITY AND DEBT SECURITIES

Bonds are debt  securities  issued by a  company,  municipality,  government  or
government agency. The issuer of a bond is required to pay the holder the amount
of the  loan  (or par  value)  at a  specified  maturity  and to make  scheduled
interest payments.

Certificates of Participation ("COPs") are certificates representing an interest
in a pool of securities. Holders are entitled to a proportionate interest in the
underlying securities.

Commercial  paper is a short-term debt obligation with a maturity ranging from 1
to 270 days  issued by banks,  corporations  and other  borrowers  to  investors
seeking to invest idle cash. The Fund may purchase commercial paper issued under
Section 4(2) of the  Securities  Act of 1933.  Janus Capital may determine  that
such securities are liquid under guidelines established by the Trustees.

Common stock  represents a share of ownership in a company,  and usually carries
voting rights and earns dividends.  Unlike preferred stock,  dividends on common
stock are not fixed but are declared at the  discretion of the issuer's board of
directors.

Convertible  securities are preferred  stocks or bonds that pay a fixed dividend
or interest  payment and are convertible  into common stock at a specified price
or conversion ratio.

Depositary receipts are receipts for shares of a foreign-based  corporation that
entitle the holder to dividends  and capital gains on the  underlying  security.
Receipts include those issued by domestic banks (American Depositary  Receipts),
foreign  banks  (Global or  European  Depositary  Receipts)  and  broker-dealers
(depositary shares).

Fixed-income  securities are securities that pay a specified rate of return. The
term generally includes short- and long-term government, corporate and municipal
obligations  that pay a  specified  rate of  interest or coupons for a specified
period of time and  preferred  stock,  which  pays fixed  dividends.  Coupon and
dividend  rates  may be  fixed  for the  life of the  issue  or,  in the case of
adjustable and floating rate securities, for a shorter period.

High-yield/High-risk  bonds are securities that are rated below investment grade
by the primary rating agencies (BB or lower by Standard & Poor's and Ba or lower
by Moody's).  Other terms  commonly  used to describe  such  securities  include
"lower rated bonds," "noninvestment grade bonds" and "junk bonds."

Mortgage- and asset-backed securities are shares in a pool of mortgages or other
debt. These securities are generally pass-through  securities,  which means that
principal and interest  payments on the underlying  securities  (less  servicing
fees) are passed through to shareholders on a pro rata basis.  These  securities
involve  prepayment  risk,  which is the risk that the  underlying  mortgages or
other  debt may be  refinanced  or paid off  prior  to their  maturities  during
periods of declining  interest  rates.  In that case, the portfolio  manager may
have to reinvest the proceeds  from the  securities  at a lower rate.  Potential
market gains on a security  subject to prepayment  risk may be more limited than
potential  market  gains  on a  comparable  security  that  is  not  subject  to
prepayment risk.

Passive  foreign  investment  companies  ("PFICs") are any foreign  corporations
which  generate  certain  amounts of passive  income or hold certain  amounts of
assets for the production of passive income.  Passive income includes dividends,
interest, royalties, rents and annuities. Income tax regulations may require the
Fund to recognize  income  associated with a PFIC prior to the actual receipt of
any such income.

Preferred stock is a class of stock that generally pays dividends at a specified
rate and has  preference  over  common  stock in the  payment of  dividends  and
liquidation. Preferred stock generally does not carry voting rights.

Repurchase  agreements  involve  the  purchase  of a security  by the Fund and a
simultaneous  agreement by the seller (generally a bank or dealer) to repurchase
the security from the Fund at a specified  date or upon demand.  This  technique
offers a method of earning  income on idle cash.  These  securities  involve the
risk that the seller will fail to repurchase  the security,  as agreed.  In that
case,  the Fund  will  bear the risk of  market  value  fluctuations  until  the
security can be sold and may encounter delays and incur costs in liquidating the
security.

Reverse  repurchase  agreements  involve  the sale of a security  by the Fund to
another  party  (generally a bank or dealer) in return for cash and an agreement
by the  Fund to buy the  security  back at a  specified  price  and  time.  This
technique  will be used to provide cash to satisfy  unusually  heavy  redemption
requests or for other temporary or emergency purposes.

Rule 144A  securities  are  securities  that are not  registered for sale to the
general  public  under  the  Securities  Act of 1933,  but that may be resold to
certain  institutional   investors.   Janus  Capital  may  determine  that  such
securities are liquid pursuant to procedures adopted by the Trustees.

Standby  commitments  are  obligations  purchased by the Fund from a dealer that
give the Fund the option to sell a security to the dealer at a specified price.

Tender option bonds are generally  long-term  securities  that have been coupled
with an  option to  tender  the  securities  to a bank,  broker-dealer  or other
financial  institution  at periodic  intervals and receive the face value of the
bond.  This  type of  security  is  commonly  used as a means of  enhancing  the
security's liquidity.



JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       15
<PAGE>

U.S.  government  securities include direct  obligations of the U.S.  government
that are  supported  by its full faith and credit.  Treasury  bills have initial
maturities of less than one year,  Treasury notes have initial maturities of one
to ten years and Treasury  bonds may be issued with any  maturity but  generally
have maturities of at least ten years. U.S.  government  securities also include
indirect  obligations of the U.S. government that are issued by federal agencies
and government sponsored entities. Unlike Treasury securities, agency securities
generally  are not backed by the full  faith and credit of the U.S.  government.
Some agency  securities  are supported by the right of the issuer to borrow from
the Treasury,  others are supported by the  discretionary  authority of the U.S.
government to purchase the agency's obligations and others are supported only by
the credit of the sponsoring agency.

Variable  and  floating  rate  securities  have  variable or  floating  rates of
interest and, under certain limited  circumstances,  may have varying  principal
amounts.  These securities pay interest at rates that are adjusted  periodically
according to a specified  formula,  usually with reference to some interest rate
index  or  market  interest  rate.  The  floating  rate  tends to  decrease  the
security's price sensitivity to changes in interest rates.

Warrants are securities,  typically issued with preferred stocks or bonds,  that
give the holder  the right to buy a  proportionate  amount of common  stock at a
specified price,  usually at a price that is higher than the market price at the
time of  issuance  of the  warrant.  The right may last for a period of years or
indefinitely.

When-issued,  delayed delivery and forward  transactions  generally  involve the
purchase of a security  with  payment and  delivery at some time in the future -
i.e.,  beyond  normal  settlement.  The  Fund  does not  earn  interest  on such
securities until  settlement and bears the risk of market value  fluctuations in
between  the  purchase  and  settlement  dates.  New issues of stocks and bonds,
private placements and U.S. government securities may be sold in this manner.

Zero  coupon  bonds are debt  securities  that do not pay  interest  at  regular
intervals,  but  are  issued  at  a  discount  from  face  value.  The  discount
approximates the total amount of interest the security will accrue from the date
of issuance to maturity.  Strips are debt  securities that are stripped of their
interest (usually by a financial  intermediary) after the securities are issued.
The market value of these  securities  generally  fluctuates more in response to
changes  in  interest  rates  than  interest-paying   securities  of  comparable
maturity.

II. FUTURES, OPTIONS AND OTHER DERIVATIVES

Forward  contracts  are  contracts  to purchase  or sell a  specified  amount of
property for an agreed upon price at a specified time. Forward contracts are not
currently  exchange traded and are typically  negotiated on an individual basis.
The Fund may enter into forward currency  contracts to hedge against declines in
the  value of  non-dollar  denominated  securities  or to reduce  the  impact of
currency appreciation on purchases of non-dollar denominated securities.  It may
also enter into  forward  contracts  to  purchase  or sell  securities  or other
financial indices.

Futures  contracts  are  contracts  that  obligate  the buyer to receive and the
seller to deliver an instrument at a specified  price on a specified  date.  The
Fund may buy and sell futures  contracts on foreign  currencies,  securities and
financial  indices  including  interest  rates or an  index of U.S.  government,
foreign  government,  equity or fixed-income  securities.  The Fund may also buy
options on futures  contracts.  An option on a futures  contract gives the buyer
the  right,  but not the  obligation,  to buy or sell a  futures  contract  at a
specified price on or before a specified date.  Futures contracts and options on
futures are standardized and traded on designated exchanges.

Indexed/structured  securities are typically  short- to  intermediate-term  debt
securities  whose value at maturity  or interest  rate is linked to  currencies,
interest rates, equity securities,  indices, commodity prices or other financial
indicators. Such securities may be positively or negatively indexed (i.e., their
value  may  increase  or  decrease  if  the   reference   index  or   instrument
appreciates).  Indexed/structured  securities  may have  return  characteristics
similar to direct  investments  in the  underlying  instruments  and may be more
volatile than the underlying  instruments.  The Fund bears the market risk of an
investment  in the  underlying  instruments,  as well as the credit  risk of the
issuer.

Interest  rate swaps  involve the  exchange  by two parties of their  respective
commitments  to pay or receive  interest  (e.g.,  an exchange  of floating  rate
payments for fixed rate payments).

Inverse  floaters  are debt  instruments  whose  interest  rate bears an inverse
relationship to the interest rate on another  instrument or index.  For example,
the interest  rate payable on a security may go down when the  underlying  index
has risen.  Certain  inverse  floaters may have an interest rate reset mechanism
that multiplies the effects of changes in the underlying  index.  Such mechanism
may increase the volatility of the security's market value.

Options are the right, but not the obligation, to buy or sell a specified amount
of  securities  or other  assets  on or before a fixed  date at a  predetermined
price.  The Fund may  purchase  and write put and call  options  on  securities,
securities indices and foreign currencies.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       16
<PAGE>

APPENDIX B

EXPLANATION OF RATING CATEGORIES

The  following is a  description  of credit  ratings  issued by two of the major
credit ratings  agencies.  Credit ratings  evaluate only the safety of principal
and interest  payments,  not the market value risk of lower quality  securities.
Credit rating  agencies may fail to change credit ratings to reflect  subsequent
events on a timely basis.  Although the adviser considers  security ratings when
making investment  decisions,  it also performs its own investment  analysis and
does not rely solely on the ratings assigned by credit agencies.

STANDARD &POOR'S RATINGS SERVICES

Bond Rating       Explanation
- --------------------------------------------------------------------------------
Investment Grade
- ----------------
AAA                 Highest rating;  extremely  strong capacity to pay principal
                    and interest.
AA                  High  quality;  very strong  capacity to pay  principal  and
                    interest.
A                   Strong capacity to pay principal and interest; somewhat more
                    susceptible to the adverse effects of changing circumstances
                    and economic conditions.
BBB                 Adequate  capacity to pay principal  and interest;  normally
                    exhibit adequate protection parameters, but adverse economic
                    conditions or changing  circumstances more likely to lead to
                    a weakened  capacity to pay  principal and interest than for
                    higher rated bonds.

Noninvestment Grade
- -------------------
BB, B,
CCC, CC, C          Predominantly  speculative  with  respect  to  the  issuer's
                    capacity to meet required  interest and principal  payments.
                    BB - lowest degree of speculation; C - the highest degree of
                    speculation.    Quality   and   protective   characteristics
                    outweighed by large  uncertainties or major risk exposure to
                    adverse conditions.

D                   In default.
- --------------------------------------------------------------------------------
MOODY'S INVESTORS SERVICE, INC.

Investment Grade
- ----------------
Aaa                 Highest quality, smallest degree of investment risk.
Aa                  High  quality;  together  with Aaa bonds,  they  compose the
                    high-grade bond group.
A                   Upper-medium  grade obligations;  many favorable  investment
                    attributes.
Baa                 Medium-grade  obligations;   neither  highly  protected  nor
                    poorly secured.  Interest and principal  appear adequate for
                    the present but certain  protective  elements may be lacking
                    or may be unreliable over any great length of time.

Noninvestment Grade
- -------------------
Ba                  More uncertain,  with  speculative  elements.  Protection of
                    interest and principal  payments not well safeguarded during
                    good and bad times.
B                   Lack  characteristics of desirable  investment;  potentially
                    low assurance of timely  interest and principal  payments or
                    maintenance of other contract terms over time.
Caa                 Poor  standing,  may be in default;  elements of danger with
                    respect to principal or interest payments.
Ca                  Speculative  in a high  degree;  could be in default or have
                    other marked shortcomings.
C                   Lowest-rated;  extremely  poor  prospects of ever  attaining
                    investment standing.

- --------------------------------------------------------------------------------
*Unrated  securities  are treated as  noninvestment  grade unless the  portfolio
manager  determines that such securities are the equivalent of investment  grade
securities. Split rated securities may be treated as investment grade so long as
at least one major agency has rated the security as investment grade.


JANUS HIGH-YIELD FUND PROSPECTUS                               NOVEMBER 28, 1995

                                       17
<PAGE>

CONTENTS

THE FUND AT A GLANCE
Brief description of the Fund .............................................    1
EXPENSE INFORMATION
The Fund's annual operating expenses ......................................    1
THE FUND IN DETAIL
The Fund's Investment Objective ...........................................    2
Types of Investments ......................................................    2
General Portfolio Policies ................................................    3
Additional Risk Factors ...................................................    4
PERFORMANCE TERMS
An Explanation of Performance Terms .......................................    6
SHAREHOLDER'S MANUAL
Types of Account Ownership ................................................    7
How to Open an Account ....................................................    8
How to Purchase Shares ....................................................    8
How to Exchange Shares ....................................................    9
How to Redeem Shares ......................................................    9
  SHAREHOLDER SERVICES AND ACCOUNT POLICIES
JETS(R) ...................................................................   11
Transactions Through Processing Organizations .............................   11
Taxpayer Identification Number ............................................   11
Share Certificates ........................................................   11
Account Minimums ..........................................................   11
Involuntary Redemptions ...................................................   11
Uncashed Checks ...........................................................   11
Telephone Transactions ....................................................   11
Making Changes to Your Account ............................................   11
Statements and Reports ....................................................   11
MANAGEMENT OF THE FUND
Investment Adviser and Portfolio Manager ..................................   12
Management Expenses .......................................................   12
Portfolio Transactions ....................................................   12
Other Service Providers ...................................................   13
Other Information .........................................................   13
DISTRIBUTIONS AND TAXES
Distributions .............................................................   14
Taxes .....................................................................   14
APPENDIX A
Glossary of Investment Terms ..............................................   15


                                     [LOGO]

                               JANUS OLYMPUS FUND

                              100 Fillmore Street
                             Denver, CO 80206-4923
                                 1-800-525-3713

                                   Prospectus
                               November 28, 1995



Janus  Olympus Fund (the "Fund") is a no-load,  nondiversified  mutual fund that
seeks long-term  growth of capital.  The Fund pursues its objective by investing
primarily  in common  stocks of issuers of any size,  which may  include  larger
well-established  issuers and/or smaller emerging growth companies.  The Fund is
recently organized and has a limited operating history.

For complete  information on how to purchase,  exchange and sell shares,  please
see the Shareholder's Manual beginning on page 7.

The  Fund is a  portfolio  of  Janus  Investment  Fund  (the  "Trust")  which is
registered  with the Securities and Exchange  Commission  ("SEC") as an open-end
management  investment company.  This Prospectus contains  information about the
Fund that you should  consider  before  investing.  Please read it carefully and
keep it for future reference.

Additional  information about the Fund is contained in a Statement of Additional
Information  ("SAI")  filed with the SEC. The SAI dated  November  28, 1995,  is
incorporated by reference into this Prospectus.  For a copy of the SAI, write or
call the Fund at the address or phone number listed above.

THESE  SECURITIES  HAVE NOT BEEN  APPROVED  BY THE SEC OR ANY  STATE  SECURITIES
COMMISSION  NOR HAS THE SEC OR ANY  STATE  SECURITIES  COMMISSION  PASSED ON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

THIS  PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL SECURITIES IN ANY STATE OR
OTHER JURISDICTION TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH AN OFFER IN
SUCH STATE OR OTHER JURISDICTION.



<PAGE>

THE FUND AT A GLANCE

INVESTMENT OBJECTIVE:

The investment objective of the Fund is long-term growth of capital.

PRIMARY HOLDINGS:

The Fund is a  nondiversified  fund that  pursues its  investment  objective  by
investing primarily in common stocks of companies of any size.

SHAREHOLDER'S INVESTMENT HORIZON:

The Fund is designed for long-term  investors who seek growth of capital and who
can  tolerate  the greater  risks  associated  with  investments  in foreign and
domestic common stocks. The Fund is not designed as a short-term trading vehicle
and should not be relied upon for short-term financial needs.

FUND ADVISER:

Janus Capital  Corporation  ("Janus  Capital")  serves as the Fund's  investment
adviser.  Janus Capital has been in the investment advisory business for over 25
years and currently manages more than $30 billion in assets.

FUND MANAGER:

Scott W. Schoelzel

FUND INCEPTION:

December 1995


EXPENSE INFORMATION

The tables and example  below are  designed to assist you in  understanding  the
various  costs and  expenses  that you will bear  directly or  indirectly  as an
investor in the Fund. Shareholder Transaction Expenses are fees charged directly
to your  individual  account when you buy,  sell or exchange  shares.  The table
below shows that you pay no such fees.  Annual Fund Operating  Expenses are paid
out of the Fund's assets and include fees for portfolio management,  maintenance
of shareholder accounts, shareholder servicing, accounting and other services.

- --------------------------------------------------------------------------------

SHAREHOLDER TRANSACTION EXPENSES

Maximum sales load imposed on purchases                None
Maximum sales load imposed on reinvested dividends     None
Deferred sales charges on redemptions                  None
Redemption fees*                                       None
Exchange fee**                                         None

*    There is an $8 service fee for redemptions by wire.
**   You may be charged a $5 transaction fee for excessive  exchanges.  See "How
     to Exchange Shares" on page 9.


ANNUAL FUND OPERATING EXPENSES(1)
(expressed as a percentage of average net assets)

Management Fee                       .82%
Other Expenses                       .40%
Total Fund Operating Expenses       1.22%


EXAMPLE(1)

- --------------------------------------------------------------------------------
                                                  1 Year         3 Years
- --------------------------------------------------------------------------------
Assume you invest $1,000, the Fund
returns 5% annually and the expense
ratio remains as listed above. This
example shows the operating expenses
that you would indirectly bear as an
investor in the Fund.                              $12             $39
- --------------------------------------------------------------------------------
(1)  The fees and  expenses  in the  table  and  example  above are based on the
     estimated  fees and expenses  that the Fund expects to incur in its initial
     fiscal year.

THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION  OF PAST OR FUTURE RETURNS
OR EXPENSES WHICH MAY BE MORE OR LESS THAN THOSE SHOWN.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       1
<PAGE>

THE FUND IN DETAIL

This section takes a closer look at the Fund's  investment  objective,  policies
and the securities in which it invests.  Please carefully review the "Additional
Risk Factors"  section of this Prospectus for a more detailed  discussion of the
risks associated with certain investment  techniques and refer to Appendix A for
a more detailed  description of the Fund's investments (and certain of the risks
associated  with those  investments).  You should  carefully  consider  your own
investment goals, time horizon and risk tolerance before investing in the Fund.

Policies that are noted as "fundamental" cannot be changed without a shareholder
vote. All other policies,  including the Fund's  investment  objective,  are not
fundamental  and may be  changed by the Fund's  Trustees  without a  shareholder
vote. You will be notified of any such changes that are material.  If there is a
material change in the Fund's objective or policies, you should consider whether
the Fund remains an appropriate investment for you.

INVESTMENT OBJECTIVE

The  investment  objective of the Fund is long-term  growth of capital.  It is a
nondiversified  fund that pursues its objective by investing primarily in common
stocks of issuers of any size, which may include larger well-established issuers
and/or smaller emerging growth companies.

TYPES OF INVESTMENTS

The Fund invests  substantially  all of its assets in common stocks selected for
their growth potential. The Fund may invest to a lesser degree in other types of
securities, including preferred stock, warrants, convertible securities and debt
securities.  Debt securities that the Fund may purchase include  corporate bonds
and debentures (not to exceed 35% of net assets in high-yield/high-risk  bonds);
government securities;  mortgage- and asset-backed securities (not to exceed 25%
of assets); zero-coupon bonds (not to exceed 10% of assets);  indexed/structured
notes;  high-grade  commercial  paper;  certificates of deposit;  and repurchase
agreements.  Such securities may offer growth  potential  because of anticipated
changes in interest rates,  credit  standing,  currency  relationships  or other
factors. The Fund may also invest in short-term debt securities and money market
funds  (including  money  market funds  managed by Janus  Capital) as a means of
receiving a return on idle cash.

When the Fund's  portfolio  manager  believes  that  market  conditions  are not
favorable for  profitable  investing or when the portfolio  manager is otherwise
unable to locate favorable investment opportunities,  the Fund's investments may
be  hedged  to a greater  degree  and/or  its cash or  similar  investments  may
increase. In other words, the Fund does not always stay fully invested in stocks
and bonds.  Cash or similar  investments  are a residual -- they  represent  the
assets that remain after the portfolio manager has committed available assets to
desirable investment opportunities.  When the Fund's cash position increases, it
might not participate in stock market advances or declines to the extent that it
would if it remained more fully invested in common stocks.

The Fund may invest  without limit in foreign  equity and debt  securities.  The
Fund may use  options,  futures  and  other  types of  derivatives  for  hedging
purposes or as a means of enhancing  return.  See  "Additional  Risk Factors" on
page 4. The Fund may purchase  securities on a when-issued,  delayed delivery or
forward commitment basis.

See Appendix A for a further description of the Fund's investments.

THE FOLLOWING QUESTIONS ARE DESIGNED TO HELP YOU BETTER UNDERSTAND AN INVESTMENT
IN THE FUND.

HOW ARE COMMON STOCKS SELECTED?

The Fund invests  substantially all of its assets in common stocks to the extent
its portfolio  manager  believes  that the relevant  market  environment  favors
profitable investing in those securities.  The portfolio manager takes a "bottom
up" approach to building the  portfolio.  In other words,  the manager  seeks to
identify  individual  companies with earnings  growth  potential that may not be
recognized  by the  market at large.  Although  themes  may  emerge in the Fund,
securities are selected  without regard to any defined  industry sector or other
similarly  defined  selection   procedure.   Realization  of  income  is  not  a
significant  investment  consideration.   Any  income  realized  on  the  Fund's
investments will be incidental to its primary objective.

ARE THE SAME CRITERIA USED TO SELECT FOREIGN STOCKS?

Generally,  yes. The portfolio  manager  seeks  companies  with earnings  growth
potential,  regardless of country of organization or place of principal business
activity.  Foreign  securities  are selected on a  stock-by-stock  basis without
regard to any defined allocation among countries or geographic regions. However,
certain  factors  such as  expected  levels of  inflation,  government  policies
influencing business  conditions,  the outlook for currency  relationships,  and
prospects for economic growth among  countries,  regions or geographic areas may
warrant greater  consideration in selecting foreign stocks. See "Additional Risk
Factors" on page 4.

- --------------------------------------------------------------------------------

WHAT IS THE MAIN RISK OF INVESTING IN A COMMON STOCK FUND?

The fundamental  risk associated with any common stock fund is the risk that the
value of the stocks it holds  might  decrease.  Stock  values may  fluctuate  in
response to the  activities of an  individual  company or in response to general
market and/or  economic  conditions.  Historically,  common stocks have provided
greater long-term returns and have entailed greater  short-term risks than other
investment  choices.  Smaller or newer  issuers are more likely to realize  more
substantial growth as well as suffer more significant losses than larger or more
established issuers. Investments in such companies can be both more volatile and
more speculative. See "Additional Risk Factors" on page 4.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       2
<PAGE>

HOW DOES A DIVERSIFIED FUND DIFFER FROM A NONDIVERSIFIED FUND?

A  "nondiversified"  fund,  such as the Fund,  has the  ability  to take  larger
positions in a smaller number of issuers than a "diversified"  fund. Because the
appreciation  or depreciation of a single stock may have a greater impact on the
NAV of a nondiversified  fund, its share price can be expected to fluctuate more
than a comparable diversified fund.

- --------------------------------------------------------------------------------

HOW DOES THE FUND TRY TO REDUCE RISK?

The Fund may use futures,  options and other  derivative  instruments to protect
the portfolio from movements in securities  prices and interest rates.  The Fund
may also  use a  variety  of  currency  hedging  techniques,  including  forward
currency  contracts,  to manage  exchange rate risk when  investing  directly in
foreign markets.  See "Additional  Risk Factors" on page 4. In addition,  to the
extent that the Fund holds a larger cash  position,  it may not  participate  in
market  declines to the same extent as if it had remained more fully invested in
common stocks.

GENERAL PORTFOLIO POLICIES

The Fund  will  follow  the  general  policies  listed  below in  investing  its
portfolio  assets.  The  percentage  limitations  included in these policies and
elsewhere in this Prospectus apply at the time of purchase of the security.  For
example,  if the Fund exceeds a limit as a result of market  fluctuations or the
sale of other securities, it will not be required to dispose of any securities.

DIVERSIFICATION

The  Investment  Company  Act of 1940 (the  "1940  Act")  classifies  investment
companies as either diversified or non-diversified. The Fund is a nondiversified
fund under the 1940 Act and is subject to the following requirements:

o    As a  fundamental  policy,  the  Fund  may not  own  more  than  10% of the
     outstanding voting shares of any issuer.

o    As a fundamental  policy, with respect to 50% of its total assets, the Fund
     will not purchase a security of any issuer  (other than cash items and U.S.
     government  securities,  as defined in the 1940 Act) if such purchase would
     cause the Fund's  holdings  of that issuer to amount to more than 5% of the
     Fund's total assets.

o    The Fund will invest no more than 25% of its assets in a single issuer.

o    The Fund reserves the right to become a diversified company by limiting the
     investments in which more than 5% of its total assets are invested.

INDUSTRY CONCENTRATION

As a  fundamental  policy,  the Fund will not invest  more than 25% of its total
assets in any particular industry. This policy does not apply to U.S. government
securities.

PORTFOLIO TURNOVER

The Fund  generally  intends to purchase  securities  for  long-term  investment
rather than short-term gains. However,  short-term  transactions may result from
liquidity  needs,   securities  having  reached  a  price  or  yield  objective,
anticipated changes in interest rates or the credit standing of an issuer, or by
reason  of  economic  or  other  developments  not  foreseen  at the time of the
investment  decision.  Changes  are made in the Fund's  portfolio  whenever  its
portfolio manager believes such changes are desirable.  Portfolio turnover rates
are generally not a factor in making buy and sell decisions.

To a  limited  extent,  the Fund may  purchase  securities  in  anticipation  of
relatively  short-term  price  gains.  The Fund may also sell one  security  and
simultaneously  purchase the same or a comparable  security to take advantage of
short-term   differentials  in  bond  yields  or  securities  prices.  Increased
portfolio turnover may result in higher costs for brokerage commissions,  dealer
mark-ups  and other  transaction  costs and may also  result in taxable  capital
gains. Certain tax rules may restrict the Fund's ability to engage in short-term
trading if the security has been held for less than three months.

ILLIQUID INVESTMENTS

The  Fund  may  invest  up to 15% of its net  assets  in  illiquid  investments,
including restricted  securities or private placements that are not deemed to be
liquid by Janus Capital.  An illiquid investment is a security or other position
that  cannot be  disposed  of  quickly in the normal  course of  business.  Some
securities  cannot be sold to the U.S.  public because of their terms or because
of SEC  regulations.  Janus Capital may determine that securities that cannot be
sold to the U.S.  public but that can be sold to  institutional  investors  (for
example,  Rule 144A securities) are liquid. Janus Capital will follow guidelines
established  by the  Trustees  of the Trust  ("Trustees")  in  making  liquidity
determinations for Rule 144A securities and certain other securities,  including
privately placed commercial paper.

BORROWING AND LENDING

The Fund may borrow money and lend securities or other assets, as follows:

o    The Fund may borrow money for temporary or emergency purposes in amounts up
     to 25% of its total assets.

o    The Fund may mortgage or pledge  securities  as security for  borrowings in
     amounts up to 15% of its net assets.

o    As a fundamental  policy,  the Fund may lend securities or other assets if,
     as a result,  no more than 25% of its total  assets  would be lent to other
     parties.

The Fund  intends to seek  permission  from the SEC to borrow money from or lend
money to other funds that permit such  transactions  and for which Janus Capital
serves as investment adviser.  All such 


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       3
<PAGE>

borrowing and lending will be subject to the above limits. There is no assurance
that such permission will be granted.

ADDITIONAL RISK FACTORS

INVESTMENTS IN SMALLER COMPANIES

SMALLER OR NEWER COMPANIES MAY SUFFER MORE SIGNIFICANT LOSSES AS WELL AS REALIZE
MORE SUBSTANTIAL GROWTH THAN LARGER OR MORE ESTABLISHED ISSUERS.

The Fund may invest in companies that have  relatively  small  revenues,  have a
small  share of the market  for their  products  or  services,  or have  limited
geographic or product  markets.  Small  companies may lack depth of  management,
they may be  unable  to  generate  internally  funds  necessary  for  growth  or
potential  development or to generate such funds through  external  financing on
favorable terms, or they may be developing or marketing new products or services
for which markets are not yet established and may never become  established.  In
addition,  such companies may be  insignificant  factors in their industries and
may become subject to intense  competition from larger companies.  Securities of
small  companies held by the Fund may have limited  trading  markets that may be
subject to wide price  fluctuations.  Investments  in such  companies tend to be
more volatile and somewhat more speculative.

SPECIAL SITUATIONS

The Fund may  invest  in  "special  situations"  from  time to time.  A  special
situation  arises  when,  in the opinion of the Fund's  portfolio  manager,  the
securities of a particular issuer will be recognized and appreciate in value due
to a specific development with respect to that issuer.  Developments  creating a
special  situation  might  include,  among others,  a new product or process,  a
technological breakthrough, a management change or other extraordinary corporate
event,  or  differences  in  market  supply  of and  demand  for  the  security.
Investment in special  situations  may carry an  additional  risk of loss in the
event that the  anticipated  development  does not occur or does not attract the
expected attention.

FOREIGN SECURITIES

INVESTMENTS  IN FOREIGN  SECURITIES,  INCLUDING  THOSE OF  FOREIGN  GOVERNMENTS,
INVOLVE GREATER RISKS THAN INVESTING IN COMPARABLE DOMESTIC SECURITIES.

Securities of some foreign companies and governments may be traded in the United
States, but most foreign securities are traded primarily in foreign markets. The
risks of foreign investing include:

o    Currency  Risk.  The Fund may buy the local currency when it buys a foreign
     currency denominated security and sell the local currency when it sells the
     security.  As long as the Fund holds a foreign security,  its value will be
     affected by the value of the local  currency  relative to the U.S.  dollar.
     When the Fund sells a foreign security, its value may be worth less in U.S.
     dollars  even though the security  increases in value in its home  country.
     U.S. dollar denominated  securities of foreign issuers may also be affected
     by currency risk.

o    Political  and  Economic  Risk.  Foreign  investments  may  be  subject  to
     heightened political and economic risks,  particularly in underdeveloped or
     developing  countries  which may have relatively  unstable  governments and
     economies based on only a few industries.  In some countries,  there is the
     risk that the  government  may take  over the  assets  or  operations  of a
     company or that the government may impose taxes or limits on the removal of
     the Fund's assets from that country.

o    Regulatory  Risk.  There  may be less  government  supervision  of  foreign
     markets.  Foreign  issuers  may not be subject to the  uniform  accounting,
     auditing and financial  reporting  standards  and  practices  applicable to
     domestic issuers.  There may be less publicly  available  information about
     foreign issuers than domestic issuers.

o    Market   Risk.   Foreign   securities   markets,   particularly   those  of
     underdeveloped  or  developing  countries,  may be  less  liquid  and  more
     volatile than domestic  markets.  Certain  markets may require  payment for
     securities  before  delivery  and delays  may be  encountered  in  settling
     securities  transactions.  In  some  foreign  markets,  there  may  not  be
     protection against failure by other parties to complete transactions. There
     may be limited legal  recourse  against an issuer in the event of a default
     on a debt instrument.

o    Transaction  Costs.   Transaction  costs  of  buying  and  selling  foreign
     securities,  including  brokerage,  tax and custody  costs,  are  generally
     higher than those involved in domestic transactions.

FUTURES, OPTIONS AND OTHER DERIVATIVE INSTRUMENTS

The Fund may enter into futures  contracts on securities,  financial indices and
foreign currencies and options on such contracts  ("futures  contracts") and may
invest in  options on  securities,  financial  indices  and  foreign  currencies
("options"), forward contracts and interest rate swaps and swap-related products
(collectively "derivative instruments"). The Fund intends to use most derivative
instruments  primarily  to hedge the value of its  portfolio  against  potential
adverse  movements in securities  prices,  foreign  currency markets or interest
rates.  To a limited  extent,  the Fund may also use derivative  instruments for
non-hedging  purposes such as seeking to increase the Fund's income or otherwise
seeking to enhance return. Please refer to Appendix A to this Prospectus and the
SAI for a more detailed discussion of these instruments.

The use of  derivative  instruments  exposes the Fund to  additional  investment
risks and 


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       4
<PAGE>

transaction costs. Risks inherent in the use of derivative instruments include:

o    the risk that interest rates,  securities  prices and currency markets will
     not move in the directions that the portfolio manager anticipates;

o    imperfect  correlation  between  the price of  derivative  instruments  and
     movements in the prices of the  securities,  interest  rates or  currencies
     being hedged;

o    the fact that skills  needed to use these  strategies  are  different  from
     those needed to select portfolio securities;

o    inability  to close out  certain  hedged  positions  to avoid  adverse  tax
     consequences;

o    the  possible  absence  of a liquid  secondary  market  for any  particular
     instrument and possible  exchange-imposed  price fluctuation limits, either
     of which may make it difficult or  impossible  to close out a position when
     desired;

o    leverage  risk,  that is,  the risk  that  adverse  price  movements  in an
     instrument  can  result in a loss  substantially  greater  than the  Fund's
     initial investment in that instrument (in some cases, the potential loss is
     unlimited); and

o    particularly in the case of privately negotiated instruments, the risk that
     the counterparty  will fail to perform its  obligations,  which could leave
     the Fund worse off than if it had not entered into the position.

Although the Fund  believes the use of derivative  instruments  will benefit the
Fund, the Fund's  performance  could be worse than if the Fund had not used such
instruments if the portfolio manager's judgment proves incorrect.

When  the  Fund  invests  in a  derivative  instrument,  it may be  required  to
segregate  cash  and  other  high-grade   liquid  assets  or  certain  portfolio
securities with its custodian to "cover" the Fund's position.  Assets segregated
or set aside  generally may not be disposed of so long as the Fund maintains the
positions requiring segregation or cover.  Segregating assets could diminish the
Fund's  return  due to the  opportunity  losses  of  foregoing  other  potential
investments with the segregated assets.

HIGH-YIELD/HIGH-RISK BONDS

HIGH-YIELD/HIGH  RISK BONDS (OR "JUNK"  BONDS) ARE DEBT  SECURITIES  RATED BELOW
INVESTMENT GRADE BY THE PRIMARY RATING AGENCIES (STANDARD & POOR'S AND MOODY'S).
THE FUND  EXPECTS  THAT ITS  HOLDINGS OF LOWER RATED  SECURITIES,  IF ANY,  WILL
CONSIST PRIMARILY OF BONDS RATED IN THE HIGHEST TWO TIERS OF NONINVESTMENT GRADE
SECURITIES.

The value of lower quality securities generally is more dependent on the ability
of the issuer to meet interest and principal  payments (i.e.,  credit risk) than
is the case for  higher  quality  securities.  Conversely,  the  value of higher
quality  securities  may be more sensitive to interest rate movements than lower
quality securities.

Issuers  of  high-yield  securities  are more  vulnerable  to real or  perceived
economic  changes,  political  changes  and other  developments  adverse  to the
company,  and lower quality  securities may have less liquid markets than higher
quality  securities.  Investments in issuers issuing  high-yield  securities are
considered to be more speculative than higher quality investments.  Please refer
to the SAI for a description of bond rating categories.

See Appendix A for risks associated with certain other investments.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       5
<PAGE>

PERFORMANCE TERMS

This section will help you  understand  various  terms that are commonly used to
describe the Fund's  performance.  You may see  references to these terms in our
newsletters,   advertisements  and  in  media  articles.   Our  newsletters  and
advertisements  may  include  comparisons  of  the  Fund's  performance  to  the
performance  of other mutual funds,  mutual fund  averages or  recognized  stock
market  indices.  The  Fund  generally  measures  performance  in terms of total
return.

Cumulative  total return  represents  the actual rate of return on an investment
for a specified  period.  Cumulative  total return is generally  quoted for more
than one year (e.g.,  the life of the Fund). A cumulative  total return does not
show interim fluctuations in the value of an investment.

Average annual total return  represents the average annual  percentage change of
an investment over a specified period. It is calculated by taking the cumulative
total return for the stated period and  determining  what constant annual return
would have produced the same cumulative return.  Average annual returns for more
than one year tend to smooth out variations in the Fund's return and are not the
same as actual annual results.

THE FUND  IMPOSES NO SALES OR OTHER  CHARGES  THAT  WOULD  AFFECT  TOTAL  RETURN
COMPUTATIONS. FUND PERFORMANCE FIGURES ARE BASED UPON HISTORICAL RESULTS AND ARE
NOT INTENDED TO INDICATE FUTURE  PERFORMANCE.  INVESTMENT  RETURNS AND NET ASSET
VALUE WILL FLUCTUATE SO THAT AN INVESTOR'S SHARES,  WHEN REDEEMED,  MAY BE WORTH
MORE OR LESS THAN THEIR ORIGINAL COST.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       6
<PAGE>

SHAREHOLDER'S MANUAL

This section will help you become  familiar with the different types of accounts
you can establish with Janus. In addition,  the Shareholder's Manual explains in
detail  the wide  array of  services  and  features  you can  establish  on your
account.  These  services may be modified or  discontinued  without  shareholder
approval.

HOW TO GET IN TOUCH WITH JANUS

If you have any questions while reading this prospectus,  please call one of our
Investor Service Representatives at 1-800-525-3713 Monday-Friday: 7:00 a.m.-1:00
a.m., and Saturday-Sunday: 10:00 a.m.-7:00 p.m., New York time.

- --------------------------------------------------------------------------------
MINIMUM INVESTMENTS

To open a new account .............................................      $2,500
To open a new retirement account or UGMA/UTMA account .............      $  500
To open a new account with an Automatic Investment Plan ...........      $  500*
To add to any type of account .....................................      $  100

* There is a $100 minimum subsequent monthly investment.  Minimums may be waived
for certain  accounts that  participate in an automatic  group billing  purchase
program or automatic payroll deduction program.
- --------------------------------------------------------------------------------

TYPES OF ACCOUNT OWNERSHIP

If you are investing for the first time,  you will need to establish an account.
You can establish the following  types of accounts by completing the New Account
Application included with this prospectus:

o    Individual or Joint Ownership. Individual accounts are owned by one person.
     Joint accounts have two or more owners.

o    A Gift or  Transfer  to Minor  (UGMA or UTMA).  An UGMA/ UTMA  account is a
     custodial  account  managed for the benefit of a minor.  To open an UGMA or
     UTMA account,  you must include the minor's Social  Security  number on the
     application.

o    Trust.  An  established  trust can open a Fund  account.  The names of each
     trustee,  the name of the trust and the date of the trust agreement must be
     included on the application.

o    Business  Accounts.  Corporations  and  partnerships  may also  open a Fund
     account.  The  application  must be signed by an authorized  officer of the
     corporation or a general partner of the partnership.

RETIREMENT ACCOUNTS

If you are eligible, you may set up an account under a tax-sheltered  retirement
plan. A retirement plan allows you to shelter your investment income and capital
gains from current income taxes.  A contribution  to these plans may also be tax
deductible.  Distributions from retirement plans are generally subject to income
tax and may be subject to an additional tax if withdrawn prior to age 59 1/2.

Investors  Fiduciary Trust Company serves as custodian for the Retirement  Plans
offered by the Fund.  There is an annual $12 fee per  account to  maintain  your
retirement  account.  The maximum annual fee is $24 per taxpayer  identification
number. You may pay the fee by check or have it automatically deducted from your
account (usually in December).

The following plans require a special  application.  For an application and more
details about our Retirement Plans, call 1-800-525-3713.

o    Individual  Retirement Account ("IRA"): An IRA allows individuals under the
     age of 70 1/2 with earned  income to  contribute up to the lesser of $2,000
     or 100% of  compensation  annually.  Please  refer to the  Janus  Funds IRA
     booklet for complete information regarding IRAs.

o    Simplified  Employee Pension Plan ("SEP"):  This plan allows small business
     owners  (including sole proprietors) to make  tax-deductible  contributions
     for  themselves  and any  eligible  employee(s).  A SEP  requires an IRA (a
     SEP-IRA) to be set up for each SEP participant.

o    Profit  Sharing or Money  Purchase  Pension  Plan:  These plans are open to
     corporations,  partnerships and sole proprietors to benefit their employees
     and themselves.

o    Section  403(b)(7) Plan:  Employees of educational  organizations  or other
     qualifying,  tax-exempt  organizations  may be eligible to participate in a
     Section 403(b)(7) Plan.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       7
<PAGE>

HOW TO OPEN YOUR JANUS ACCOUNT

Complete and sign the  appropriate  application.  Please be sure to provide your
Social Security or taxpayer identification number on the application.  Make your
check payable to Janus Funds. Send all items to one of following addresses:

Regular Mail
Janus Funds
P.O. Box 173375
Denver, CO 80217-3375

Express or Certified Mail
Janus Funds
100 Fillmore Street
Denver, CO 80206-4923

INVESTOR SERVICE CENTERS

Janus Funds offers two Investor Service Centers for those  individuals who would
like to conduct their investing in person. Our representatives  will be happy to
assist you at either of the following locations:

100 Fillmore Street, Suite 100
Denver, CO 80206

3773 Cherry Creek North Drive, Suite 101
Denver, CO 80209

HOW TO PURCHASE SHARES

PAYING FOR SHARES

When you purchase  shares,  your request will be processed at the next net asset
value ("NAV") calculated after your order is received and accepted.  Please note
the following:

o    Cash,  credit cards,  third party checks and credit card checks will not be
     accepted.

o    All purchases must be made in U.S. dollars.

o    Checks must be drawn on a U.S. bank and made payable to Janus Funds.

o    If a check does not clear your bank,  the Fund reserves the right to cancel
     the purchase.

o    If the Fund is unable to debit your  predesignated  bank account on the day
     of purchase, it may make additional attempts or cancel the purchase.

o    The Fund reserves the right to reject any specific purchase request.

If your purchase is cancelled,  you will be  responsible  for any losses or fees
imposed by your bank and losses  that may be incurred as a result of any decline
in the  value  of the  cancelled  purchase.  The Fund  (or its  agents)  has the
authority to redeem  shares in your  account(s)  to cover any such losses due to
fluctuations in share price. Any profit on such  cancellation will accrue to the
Fund.

ONCE YOU HAVE OPENED YOUR JANUS  ACCOUNT,  THE MINIMUM  AMOUNT FOR AN ADDITIONAL
INVESTMENT  IS $100.  You may add to your account at any time through any of the
following options:

BY MAIL

Complete  the  remittance  slip  attached  at the  bottom  of your  confirmation
statement.  If you are  making a  purchase  into a  retirement  account,  please
indicate  whether  the  purchase  is a  rollover  or a  current  or  prior  year
contribution. Send your check and remittance slip or written instructions to one
of the addresses listed previously. You may also request a booklet of remittance
slips for non-retirement accounts.

BY TELEPHONE

This service allows you to purchase  additional  shares quickly and conveniently
through an  electronic  transfer of money.  When you call to make an  additional
purchase by telephone,  Janus will  automatically  debit your predesignated bank
account for the desired  amount.  To establish the telephone  purchase option on
your new account,  complete the  "Telephone  Purchase of Shares"  section on the
application  and attach a "voided" check or deposit slip from your bank account.
If your  account is already  established,  call  1-800-525-3713  to request  the
appropriate  form. This option will become  effective ten days after the form is
received.

BY WIRE

Purchases  may also be made by wiring money from your bank account to your Janus
account. Call 1-800-525-3713 to receive wiring instructions.

AUTOMATIC INVESTMENT PROGRAMS

Automatic investing is an easy way to systematically add to your account.  Janus
offers several  automatic  investment  programs to help investors  achieve their
financial goals as simply and conveniently as possible. Our automatic investment
programs  allow you to open an account  with as little as $500 if you  establish
automatic monthly investments for $100 or more.

o    AUTOMATIC MONTHLY INVESTMENT PROGRAM
     You  select  the day each  month  that your  money  will be  electronically
     transferred from your bank account to your Fund account.  To establish this
     option,  complete the "Automatic  Investing" section on the application and
     attach a "voided"  check or deposit  slip from your bank  account.  If your
     Fund account is already  established,  call  1-800-525-3713  to request the
     appropriate form.

o    PAYROLL DEDUCTION
     If your employer can initiate an automatic payroll deduction,  you may have
     all or a portion of your paycheck invested directly into your Fund account.
     To obtain information on establishing this option, call 1-800-525-3713.

o    SYSTEMATIC EXCHANGE
     With a Systematic Exchange you determine the amount of money ($100 minimum)
     you would like automatically exchanged from one Janus account to another on


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       8
<PAGE>

     any day of the month. For more information on how to establish this option,
     call 1-800-525-3713.

HOW TO EXCHANGE SHARES

On any  business  day, you may exchange all or a portion of your shares into any
other available Janus fund.

IN WRITING

To request an exchange in writing,  please follow the  instructions  for written
requests noted on page 10.

BY TELEPHONE

All accounts are  automatically  eligible for the telephone  exchange option. To
exchange  shares  by  telephone,  call an  investor  service  representative  at
1-800-525-3713  during  normal  business  hours  or call  the  Janus  Electronic
Telephone Service (JETS(R)) line at 1-800-525-6125.

BY SYSTEMATIC EXCHANGE

As noted above, a Systematic Exchange may be established for as little as $100 a
month.

EXCHANGE POLICIES 

Please note our exchange policies:

o    Except for Systematic  Exchanges,  the exchange  minimum is $2,500,  or the
     total account value if less than $2,500.

o    You may  make  four  exchanges  out of the  Fund  during  a  calendar  year
     (exclusive of Systematic  Exchanges)  free of charge.  A $5 transaction fee
     may be deducted from your account for each additional exchange.

o    Exchanges  between accounts will be accepted only if the  registrations are
     identical.

o    If the shares you are  exchanging  are held in  certificate  form, you must
     return the certificate to the Fund prior to making any exchanges.

o    Be sure to read the prospectus for the fund into which you are exchanging.

o    The Fund reserves the right to reject any exchange request and to modify or
     terminate  the exchange  privilege at any time.  For example,  the Fund may
     reject  exchanges  from accounts  engaged in excessive  trading  (including
     market timing transactions) that are detrimental to the Fund.

o    An exchange represents the sale of shares from one fund and the purchase of
     shares  of  another  fund,  which may  produce a taxable  gain or loss in a
     non-tax deferred account.

QUICK ADDRESS AND TELEPHONE REFERENCE

Regular Mail
Janus Funds
P.O. Box 173375
Denver, CO 80217-3375

Express or Certified Mail
Janus Funds
100 Fillmore Street
Denver, CO 80206-4923

Janus Investor Services 1-800-525-3713 
To speak to a service representative.

JETS(R)    1-800-525-6125
For 24-hour access to account and fund information.

TDD      1-800-525-0056
A telecommunications device for our hearing and speech-impaired shareholders.

Janus QuotelineSM 1-800-525-0024
For automated daily quotes on fund share prices, yields and total returns.

Janus Literature Line      1-800-525-8983
To request a prospectus, shareholder reports or marketing materials.

HOW TO REDEEM SHARES

On any  business  day,  you may redeem all or a portion of your  shares.  If the
shares are held in certificate  form, the  certificate  must be returned with or
before your redemption  request.  Your transaction will be processed at the next
NAV calculated after your order is received and accepted.

IN WRITING

To request a redemption in writing,  please follow the  instructions for written
requests noted on page 10.

BY TELEPHONE

Most  accounts  have the  telephone  redemption  option,  unless this option was
specifically declined on the application or in writing.

This  option  enables you to redeem up to  $100,000  daily from your  account by
simply calling 1-800-525-3713 by 4:00 p.m. New York time.

SYSTEMATIC WITHDRAWAL PLAN ("SWP")

SWPs allow you to redeem a specific dollar amount from your account on a regular
basis. For more information on SWPs or to request the appropriate  form,  please
call 1-800-525-3713.

PAYMENT OF REDEMPTION PROCEEDS

o    BY CHECK
     Redemption  proceeds  will be sent to the  shareholder(s)  of record at the
     address of record  within  seven days after  receipt of a valid  redemption
     request.

o    ELECTRONIC TRANSFER
     If you have  established  this option,  your  redemption  proceeds  will be
     electronically transferred to your predesignated bank account on the second
     business day after receipt of your  redemption  request.  To establish this
     option, call 1-800-525-3713. There is no fee for this option.

o    BY WIRE
     If you are  authorized for the wire  redemption  service,  your  redemption
     proceeds will be wired directly into your designated


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       9
<PAGE>

     bank  account on the next  business  day after  receipt of your  redemption
     request.  There is no limitation on redemptions by wire; however,  there is
     an $8 fee for each  wire and your  bank may  charge  an  additional  fee to
     receive the wire. If you would like to establish this option on an existing
     account,  please call  1-800-525-3713 to request the appropriate form. Wire
     redemptions are not available for retirement accounts.

IF THE SHARES BEING REDEEMED WERE  PURCHASED BY CHECK,  TELEPHONE OR THROUGH THE
AUTOMATIC  MONTHLY  INVESTMENT  PROGRAM,  THE  FUND MAY  DELAY  THE  PAYMENT  OF
REDEMPTION  PROCEEDS  FOR UP TO 15 DAYS  FROM THE DAY OF  PURCHASE  TO ALLOW THE
PURCHASE TO CLEAR. Unless you provide alternate instructions, your proceeds will
be invested in Janus Money Market Fund - Investor  Shares during the 15 day hold
period.

WRITTEN INSTRUCTIONS

To redeem or exchange all or part of your shares in writing, your request should
be sent to one of the addresses  listed on page 8 and must include the following
information:

     o    the name of the Fund
     o    the account number
     o    the amount of money or number of shares being redeemed
     o    the name(s) on the account
     o    the signature(s) of all registered account owners
     o    your daytime telephone number

o    SIGNATURE REQUIREMENTS BASED ON ACCOUNT TYPE

     o    Individual,  Joint Tenants,  Tenants in Common:  Written  instructions
          must be signed by each shareholder, exactly as the names appear in the
          account registration.

     o    UGMA or UTMA: Written  instructions must be signed by the custodian in
          his/her capacity as it appears in the account registration.

     o    Sole Proprietor,  General Partner: Written instructions must be signed
          by an authorized  individual in his/her  capacity as it appears on the
          account registration.

     o    Corporation,  Association:  Written instructions must be signed by the
          person(s)  authorized to act on the account. In addition,  a certified
          copy of the corporate  resolution  authorizing the signer to act, must
          accompany the request.

     o    Trust: Written  instructions must be signed by the trustee(s).  If the
          name(s)  of the  current  trustee(s)  does not  appear in the  account
          registration,  a certificate  of incumbency  dated within 60 days must
          also be submitted.

     o    IRA: Written  instructions must be signed by the account owner. If you
          do not want federal income tax withheld from your redemption, you must
          state that you elect not to have such withholding  apply. In addition,
          your instructions must state whether the distribution is normal (after
          age 59 1/2)  or  premature  (before  age 59 1/2)  and,  if  premature,
          whether any exceptions  such as death or disability  apply with regard
          to the 10% additional tax on early distributions.

PRICING OF FUND SHARES

All  purchases,  redemptions  and  exchanges  will be  processed at the NAV next
calculated  after  your  request is  received  and  approved.  The Fund's NAV is
calculated  at the close of the  regular  trading  session of the New York Stock
Exchange (the "NYSE")  (normally 4:00 p.m. New York time) each day that the NYSE
is open. In order to receive a day's price,  your order must be received by 4:00
p.m. New York time.  NAV per share is  calculated by dividing the total value of
the Fund's securities and other assets, less liabilities, by the total number of
shares  outstanding.  Securities  are  valued  at  market  value or, if a market
quotation is not readily available, at their fair value determined in good faith
under  procedures  established  by and under the  supervision  of the  Trustees.
Short-term  instruments  maturing  within 60 days are valued at amortized  cost,
which approximates market value. See the SAI for more detailed information.

SIGNATURE GUARANTEE

In  addition  to the  signature  requirements,  A  SIGNATURE  GUARANTEE  IS ALSO
REQUIRED if any of the following is applicable:

o    The redemption exceeds $100,000.

o    You  would  like  the  check  made   payable  to  anyone   other  than  the
     shareholder(s) of record.

o    You would like the check mailed to an address that has been changed  within
     10 days of the redemption request.

o    You would  like the check  mailed to an address  other than the  address of
     record.

THE FUND  RESERVES  THE  RIGHT TO  REQUIRE A  SIGNATURE  GUARANTEE  UNDER  OTHER
CIRCUMSTANCES  OR TO REJECT OR DELAY A REDEMPTION ON CERTAIN LEGAL GROUNDS.  FOR
MORE INFORMATION PERTAINING TO SIGNATURE GUARANTEES, PLEASE CALL 1-800-525-3713.

HOW TO OBTAIN A SIGNATURE GUARANTEE

A signature  guarantee  assures  that a  signature  is  genuine.  The  signature
guarantee  protects  shareholders  from  unauthorized  account  transfers.   The
following financial  institutions may guarantee  signatures:  banks, savings and
loan  associations,  trust companies,  credit unions,  broker-dealers and member
firms of a national securities exchange.  Call your financial institution to see
if they have the ability to guarantee a signature. A signature guarantee may not
be provided by a notary public.

If you live outside the United States, a foreign bank properly  authorized to do
business  in  your  country  of  residence  or a U.S.  consulate  may be able to
authenticate your signature.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       10
<PAGE>

SHAREHOLDER SERVICES AND ACCOUNT POLICIES

JANUS ELECTRONIC TELEPHONE SERVICE (JETS(R))

JETS,  our  electronic  telephone  service  line,  offers you 24-hour  access by
TouchTone(TM) telephone  to obtain your  account  balance,  to confirm your last
transaction or dividend posted to your account,  to order  duplicate  account or
tax statements,  to reorder money market fund checks or to exchange your shares.
JETS can be  accessed  by calling  1-800-525-6125.  Calls on JETS are limited to
seven minutes.

TRANSACTIONS THROUGH PROCESSING ORGANIZATIONS

You may  purchase or sell Fund  shares  through a  broker-dealer,  bank or other
financial  institution,  or an  organization  that  provides  recordkeeping  and
consulting  services to 401(k)  plans or other  qualified  plans (a  "Processing
Organization").  Processing  Organizations may charge you a fee for this service
and may require  different  minimum initial and subsequent  investments than the
Fund. The Processing  Organization may also impose other charges or restrictions
different from those applicable to shareholders who invest in the Fund directly.
The Processing  Organization,  rather than its customers, may be the shareholder
of record of your  shares.  The Fund is not  responsible  for the failure of any
Processing  Organization to carry out its obligations to its customers.  Certain
Processing  Organizations  may receive  compensation  from Janus  Capital or its
affiliates and certain  Processing  Organizations may receive  compensation from
the Fund for shareholder recordkeeping and similar services.

TAXPAYER IDENTIFICATION NUMBER

On the application or other  appropriate form, you will be asked to certify that
your Social Security or taxpayer  identification  number is correct and that you
are not subject to backup  withholding  for failing to report income to the IRS.
If you are subject to the 31% backup  withholding  or you did not  certify  your
taxpayer  identification,  the IRS  requires  the  Fund to  withhold  31% of any
dividends  paid and  redemption  or  exchange  proceeds.  In addition to the 31%
backup  withholding,  you may be subject to a $50 fee to reimburse  the Fund for
any penalty that the IRS may impose.

SHARE CERTIFICATES

Most  shareholders  choose not to hold their shares in certificate  form because
account transactions such as exchanges and redemptions cannot be completed until
the  certificate  has been  returned  to the  Fund.  The Fund will  issue  share
certificates  upon written request only. Share  certificates  will not be issued
until the shares have been held for at least 15 days. Share certificates  cannot
be issued for  retirement  accounts.  In addition,  if the  certificate is lost,
there may be a replacement charge.

ACCOUNT MINIMUMS

Minimum  account  requirements  are noted on page 7. Due to the  proportionately
higher costs of maintaining small accounts, Janus reserves the right to deduct a
$10 annual  maintenance  fee (or the value of the account if less than $10) from
accounts  with  values  below the stated  minimums  or to close  such  accounts.
Automatic Monthly Investment Program  participants are subject to a $500 minimum
so long as the  program is not  discontinued  before the account  value  reaches
$2,500.  It is  expected  that  accounts  will be valued and the $10 fee will be
assessed on the second Friday of September of each year. You will receive notice
before we charge the $10 fee or close your account so that you may increase your
account balance to the required minimum.

INVOLUNTARY REDEMPTIONS

The Fund reserves the right to close an account if the  shareholder is deemed to
engaged in activities which are illegal or otherwise detrimental to the Fund.

UNCASHED CHECKS

The Fund reserves the right to reinvest  undeliverable  or uncashed  checks that
remain  outstanding  for six  months  in  shares  of the  Fund as of the date of
cancellation. Any subsequent distributions may also be reinvested.

TELEPHONE TRANSACTIONS

You may initiate many  transactions  by telephone.  The Fund and its agents will
not be responsible for any losses resulting from unauthorized  transactions when
procedures designed to verify the identity of the caller are followed.

It may be  difficult to reach the Fund by  telephone  during  periods of unusual
market  activity.  If you are  unable to reach a  representative  by  telephone,
please consider sending written  instructions,  stopping by a Service Center, or
in the case of exchanges, calling the JETS line.

TEMPORARY SUSPENSION OF SERVICES

The Fund or its agents may, in case of emergency,  temporarily suspend telephone
transactions and other shareholder services.

ADDRESS CHANGES

To change the address on your  account,  call  1-800-525-3713  or send a written
request signed by all account owners.  Include the name of the Fund, the account
number(s),  the  name(s)  on the  account  and both  the old and new  addresses.
Certain  options may be suspended for 10 days following an address change unless
a signature guarantee is provided.

REGISTRATION CHANGES

To change the name on an account, the shares are generally  transferred to a new
account.  In  some  cases,  legal  documentation  may  be  required.   For  more
information call 1-800-525-3713.

STATEMENTS AND REPORTS

The Fund will send you a confirmation  statement  after every  transaction  that
affects your account balance or your account  registration.  If you are enrolled
in our Automatic Monthly  Investment  Program and invest on a monthly basis, you
will receive quarterly  confirmation  statements  unless monthly  statements are
requested.  Information regarding the tax status of income dividends and capital
gains  distributions will be mailed to shareholders on or before January 31st of
each year. Account tax information will also be sent to the IRS.

Financial  reports for the Fund,  which includes a list of the Fund's  portfolio
holdings,  will be mailed semiannually to all shareholders.  To reduce expenses,
only one copy of most financial  reports will be mailed to all accounts with the
same record address.  Upon request,  such reports will be mailed to all accounts
in the same household.  Please call  1-800-525-3713 if you would like to receive
additional reports.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       11
<PAGE>

MANAGEMENT OF THE FUND

TRUSTEES

The Trustees  oversee the business  affairs of the Trust and are responsible for
major decisions  relating to the Fund's investment  objective and policies.  The
Trustees  delegate the day-to-day  management of the Fund to the officers of the
Trust and meet at least  quarterly  to review  the Fund's  investment  policies,
performance, expenses and other business affairs.

INVESTMENT ADVISER

Janus  Capital,  100  Fillmore  Street,  Denver,  Colorado  80206-4923,  is  the
investment adviser to the Fund and is responsible for the day-to-day  management
of its investment portfolio and other business affairs.

Janus  Capital has served as investment  adviser to certain  series of the Trust
since 1970 and currently serves as investment adviser to all of the Janus funds,
as well  as  adviser  or  subadviser  to  other  mutual  funds  and  individual,
corporate, charitable and retirement accounts.

Kansas City Southern  Industries,  Inc.  ("KCSI") owns  approximately 83% of the
outstanding  voting stock of Janus  Capital,  most of which it acquired in 1984.
KCSI is a publicly traded holding company whose primary subsidiaries are engaged
in  transportation,  information  processing and financial  services.  Thomas H.
Bailey, President and Chairman of the Board of Janus Capital, owns approximately
12% of its voting stock and, by agreement with KCSI, selects a majority of Janus
Capital's Board.

Janus Capital  furnishes  continuous advice and  recommendations  concerning the
Fund's  investments.   Janus  Capital  also  furnishes  certain  administrative,
compliance  and  accounting  services for the Fund, and may be reimbursed by the
Fund for its costs in  providing  those  services.  In addition,  Janus  Capital
employees serve as officers of the Trust and Janus Capital provides office space
for the Fund and pays the  salaries,  fees and expenses of all Fund officers and
those Trustees who are affiliated with Janus Capital.

PORTFOLIO MANAGER

Scott W. Schoelzel is the Executive Vice President and portfolio  manager of the
Fund.  Mr.  Schoelzel  is Vice  President  of Janus  Capital,  where he has been
employed since January 1994.  From 1991 to 1993,  Mr.  Schoelzel was a portfolio
manager with Founders Asset Management,  Denver, Colorado. Prior to 1991, he was
a general  partner of Ivy Lane  Investments,  Denver,  Colorado  (a real  estate
investment  partnership).  He holds a Bachelor of Arts in Business from Colorado
College.

PERSONAL INVESTING

Janus  Capital  permits  investment  and other  personnel  to purchase  and sell
securities for their own accounts,  subject to Janus Capital's  policy governing
personal  investing.  Janus  Capital's  policy  requires  investment  and  other
personnel to conduct their personal investment activities in a manner that Janus
Capital  believes  is not  detrimental  to the  Fund or  Janus  Capital's  other
advisory clients. See the SAI for more detailed information.

PORTFOLIO TRANSACTIONS

Purchases  and  sales of  securities  on  behalf  of the Fund  are  executed  by
broker-dealers  selected by Janus  Capital.  Broker-dealers  are selected on the
basis of their  ability  to obtain  best  price  and  execution  for the  Fund's
transactions and recognizing brokerage,  research and other services provided to
the Fund and to Janus Capital.  Janus Capital may also consider payments made by
brokers  effecting  transactions  for the  Fund i) to the  Fund or ii) to  other
persons  on behalf of the Fund for  services  provided  to the Fund for which it
would be obligated to pay.  Janus Capital may also  consider  sales of shares of
the Fund as a factor in the  selection of  broker-dealers.  The Fund's  Trustees
have authorized Janus Capital to place portfolio transactions on an agency basis
with a broker-dealer  affiliated with Janus Capital.  When  transactions for the
Fund are effected with that  broker-dealer,  the commissions payable by the Fund
are credited against certain Fund operating  expenses.  The SAI further explains
the selection of broker-dealers.

BREAKDOWN OF MANAGEMENT EXPENSES AND EXPENSE LIMITS

The Fund pays Janus  Capital a  management  fee which is accrued  daily and paid
monthly.  The advisory agreement with the Fund spells out the management fee and
other  expenses  that the Fund must pay.  The  Fund's  management  fee  schedule
(expressed as an annual rate) is set out in the chart below.

Average Daily Net             Annual Rate
Assets of Fund                Percentage (%)
- --------------------------------------------
First $ 30 Million            1.00%
Next $270 Million              .75%
Next $200 Million              .70%
Over $500 Million              .65%
- --------------------------------------------

The Fund incurs expenses not assumed by Janus Capital,  including transfer agent
and custodian fees and expenses,  legal and auditing fees,  printing and mailing
costs of sending  reports and other  information to existing  shareholders,  and
independent  Trustees'  fees  and  expenses.   Janus  Capital  will  reduce  its
management fee to the extent that Fund expenses exceed  statutory limits imposed
by state securities regulators.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       12
<PAGE>

OTHER SERVICE PROVIDERS

The following parties provide the Fund with administrative and other services.

Domestic Custodian
Investors Fiduciary Trust Company
127 W. 10th Street
Kansas City, Missouri 64105

Foreign Custodian
State Street Bank and Trust Company
P.O. Box 351
Boston, Massachusetts 02101

Transfer Agent
Janus Service Corporation
P.O. Box 173375
Denver, Colorado 80217

Distributor
Janus Distributors, Inc.
100 Fillmore Street
Denver, Colorado 80206

Janus  Service  Corporation  and  Janus  Distributors,   Inc.  are  wholly-owned
subsidiaries  of  Janus  Capital.   Investors   Fiduciary  Trust  Company  is  a
wholly-owned subsidiary of State Street Bank and Trust Company.

OTHER INFORMATION

ORGANIZATION

The Trust is a "mutual  fund" that was  organized  as a  Massachusetts  business
trust on February 11, 1986.  A mutual fund is an  investment  vehicle that pools
money from  numerous  investors  and  invests  the money to achieve a  specified
objective.

The Trust consists of 18 separate  series,  three of which  currently  offer two
classes  of  shares.  The Trust  currently  offers  the other 17 series by other
prospectuses.

SHAREHOLDER MEETINGS

The Trust does not intend to hold annual shareholder meetings.  However, special
meetings may be called specifically for the Fund or for the Trust as a whole for
purposes such as electing or removing Trustees,  terminating or reorganizing the
Trust,  changing  fundamental  policies,  or for any other  purpose  requiring a
shareholder  vote under the 1940 Act.  Separate votes are taken by the Fund only
if a matter affects or requires the vote of just the Fund or the Fund's interest
in the matter differs from the interest of other  portfolios of the Trust.  As a
shareholder, you are entitled to one vote for each share that you own.

SIZE OF THE FUND

The  Fund  has no  present  plans  to  limit  its  size.  However,  the Fund may
discontinue sales of its shares if management  believes that continued sales may
adversely  affect the Fund's  ability to achieve its  investment  objective.  If
sales of the Fund are discontinued, it is expected that existing shareholders of
the Fund would be permitted  to continue to purchase  shares and to reinvest any
dividends or capital gains distributions, absent highly unusual circumstances.

MASTER/FEEDER OPTION

The Trust may in the future seek to achieve the Fund's  investment  objective by
investing all of the Fund's assets in another investment company having the same
investment   objective  and  substantially  the  same  investment  policies  and
restrictions  as those  applicable  to the Fund.  It is  expected  that any such
investment  company would be managed by Janus Capital in substantially  the same
manner as the Fund. The  shareholders  of the Trust of record on April 30, 1992,
and the initial  shareholder(s) of the Fund, have voted to vest authority to use
this  investment  structure in the sole  discretion of the Trustees.  No further
approval of the shareholders of the Fund is required.  You will receive at least
30 days' prior notice of any such investment. Such investment would be made only
if the  Trustees  determine  it to be in the best  interests of the Fund and its
shareholders.  In making that  determination  the Trustees will consider,  among
other things,  the benefits to  shareholders  and/or the  opportunity  to reduce
costs and achieve operational efficiencies.  Although the Fund believes that the
Trustees  will not  approve  an  arrangement  that is likely to result in higher
costs,  no  assurance  is given that costs  will be  materially  reduced if this
option is implemented.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       13
<PAGE>

DISTRIBUTIONS AND TAXES

DISTRIBUTIONS

THE INTERNAL REVENUE CODE REQUIRES THE FUND TO DISTRIBUTE NET INCOME AND ANY NET
GAINS REALIZED BY ITS INVESTMENTS ANNUALLY. THE FUND'S INCOME FROM DIVIDENDS AND
INTEREST AND ANY NET REALIZED  SHORT-TERM CAPITAL GAINS ARE PAID TO SHAREHOLDERS
AS DIVIDENDS.  NET REALIZED  LONG-TERM GAINS ARE PAID TO SHAREHOLDERS AS CAPITAL
GAINS DISTRIBUTIONS.  DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS ARE DECLARED AND
PAID IN DECEMBER.

HOW DISTRIBUTIONS AFFECT THE FUND'S NAV

Distributions are paid to shareholders as of the record date of the distribution
of the Fund,  regardless  of how long the shares have been held.  Dividends  and
capital gains  awaiting  distribution  are included in the Fund's daily NAV. The
share  price of the Fund  drops by the  amount of the  distribution,  net of any
subsequent market fluctuations.  As an example,  assume that on December 31, the
Fund  declared a dividend in the amount of $0.25 per share.  If the Fund's share
price was $10.00 on December  30, the Fund's share price on December 31 would be
$9.75, barring market fluctuations.

"BUYING A DIVIDEND"

If you purchase  shares of the Fund just before the  distribution,  you will pay
the full price for the shares and receive a portion of the  purchase  price back
as a taxable  distribution.  This is referred to as "buying a dividend."  In the
above  example,  if you bought shares on December 30, you would have paid $10.00
per share.  On December 31, the Fund would pay you $0.25 per share as a dividend
and your shares  would now be worth $9.75 per share.  Unless your account is set
up as a  tax-deferred  account,  dividends paid to you would be included in your
gross income for tax purposes,  even though you may not have participated in the
increase in NAV of the Fund, whether or not you reinvested the dividends.

DISTRIBUTION OPTIONS

When you open an account,  you must specify on your  application how you want to
receive your distributions.  You may change your distribution option at any time
by writing or calling 1-800-525-3713. The Fund offers the following options:

1.   Reinvestment  Option.  You may reinvest  your income  dividends and capital
     gains   distributions  in  additional  shares.   This  option  is  assigned
     automatically if no other choice is made.

2.   Cash  Option.  You may receive  your  income  dividends  and capital  gains
     distributions in cash.

3.   Reinvest and Cash Option.  You may receive either your income  dividends or
     capital  gains  distributions  in cash and reinvest the other in additional
     shares.

4.   Redirect  Option.  You may direct  your  dividends  or  capital  gains into
     another Janus fund.

TAXES

As with any investment, you should consider the tax consequences of investing in
the Fund. The following  discussion  does not apply to  tax-deferred  retirement
accounts,  nor is it a complete  analysis  of the federal  tax  implications  of
investing  in  the  Fund.  You  may  wish  to  consult  your  own  tax  adviser.
Additionally,  state or local taxes may apply to your investment, depending upon
your residence.

TAXES ON DISTRIBUTIONS

Dividends  and  distributions  by the Fund are  subject to federal  income  tax,
regardless  of  whether  the  distribution  is made in  cash  or  reinvested  in
additional shares of the Fund. In certain states, a portion of the dividends and
distributions  (depending on the source of the Fund's income) may be exempt from
state and local taxes.  Information regarding the tax status of income dividends
and capital  gains  distributions  will be mailed to  shareholders  on or before
January 31st of each year.

TAXATION OF THE FUND

Dividends,  interest  and some  capital  gains  received  by the Fund on foreign
securities may be subject to tax withholding or other foreign taxes. Any foreign
taxes  paid by the Fund  will be  treated  as an  expense  to the Fund or passed
through to shareholders as a foreign tax credit,  depending on particular  facts
and  circumstances.  Tax conventions  between  certain  countries and the United
States may reduce or eliminate such taxes.

The Fund does not expect to pay any federal  income or excise  taxes  because it
intends  to meet  certain  requirements  of the  Internal  Revenue  Code.  It is
important  that the Fund meet these  requirements  so that any  earnings on your
investment will not be taxed twice.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       14
<PAGE>

APPENDIX A

GLOSSARY OF INVESTMENT TERMS

This  glossary  provides  a more  detailed  description  of some of the types of
securities  and other  instruments  in which the Fund may  invest.  The Fund may
invest in these instruments to the extent permitted by its investment  objective
and policies.  The Fund is not limited by this  discussion and may invest in any
other type of instruments  permitted by the policies discussed elsewhere in this
Prospectus.  Please  refer to the SAI for a more  detailed  discussion  of these
instruments.

I. EQUITY AND DEBT SECURITIES

Bonds are debt  securities  issued by a  company,  municipality,  government  or
government agency. The issuer of a bond is required to pay the holder the amount
of the  loan  (or par  value)  at a  specified  maturity  and to make  scheduled
interest payments.

Commercial  paper is a short-term debt obligation with a maturity ranging from 1
to 270 days  issued by banks,  corporations  and other  borrowers  to  investors
seeking to invest idle cash. The Fund may purchase commercial paper issued under
Section 4(2) of the  Securities  Act of 1933.  Janus Capital may determine  that
such securities are liquid under guidelines established by the Trustees.

Common stock  represents a share of ownership in a company,  and usually carries
voting rights and earns dividends.  Unlike preferred stock,  dividends on common
stock are not fixed but are declared at the  discretion of the issuer's board of
directors.

Convertible  securities are preferred  stocks or bonds that pay a fixed dividend
or interest  payment and are convertible  into common stock at a specified price
or conversion ratio.

Depositary receipts are receipts for shares of a foreign-based  corporation that
entitle the holder to dividends  and capital gains on the  underlying  security.
Receipts include those issued by domestic banks (American Depositary  Receipts),
foreign  banks  (Global or  European  Depositary  Receipts)  and  broker-dealers
(depositary shares).

Fixed-income  securities are securities that pay a specified rate of return. The
term generally includes short- and long-term government, corporate and municipal
obligations  that pay a  specified  rate of  interest or coupons for a specified
period of time and  preferred  stock,  which  pays fixed  dividends.  Coupon and
dividend  rates  may be  fixed  for the  life of the  issue  or,  in the case of
adjustable and floating rate securities, for a shorter period.

High-yield/High-risk  bonds are securities that are rated below investment grade
by the primary rating agencies (BB or lower by Standard & Poor's and Ba or lower
by Moody's).  Other terms  commonly  used to describe  such  securities  include
"lower rated bonds," "non-investment grade bonds" and "junk bonds."

Mortgage- and asset-backed securities are shares in a pool of mortgages or other
debt. These securities are generally pass-through  securities,  which means that
principal and interest  payments on the underlying  securities  (less  servicing
fees) are passed through to shareholders on a pro rata basis.  These  securities
involve  prepayment  risk,  which is the risk that the  underlying  mortgages or
other  debt may be  refinanced  or paid off  prior  to their  maturities  during
periods of declining  interest  rates.  In that case, the portfolio  manager may
have to reinvest the proceeds  from the  securities  at a lower rate.  Potential
market gains on a security  subject to prepayment  risk may be more limited than
potential  market  gains  on a  comparable  security  that  is  not  subject  to
prepayment risk.

Passive  foreign  investment  companies  ("PFICs") are any foreign  corporations
which  generate  certain  amounts of passive  income or hold certain  amounts of
assets for the production of passive income.  Passive income includes dividends,
interest, royalties, rents and annuities. Income tax regulations may require the
Fund to recognize  income  associated with a PFIC prior to the actual receipt of
any such income.

Preferred stock is a class of stock that generally pays dividends at a specified
rate and has  preference  over  common  stock in the  payment of  dividends  and
liquidation. Preferred stock generally does not carry voting rights.

Repurchase  agreements  involve  the  purchase  of a security  by the Fund and a
simultaneous  agreement by the seller (generally a bank or dealer) to repurchase
the security from the Fund at a specified  date or upon demand.  This  technique
offers a method of earning  income on idle cash.  These  securities  involve the
risk that the seller will fail to repurchase  the security,  as agreed.  In that
case,  the Fund  will  bear the risk of  market  value  fluctuations  until  the
security can be sold and may encounter delays and incur costs in liquidating the
security.

Reverse  repurchase  agreements  involve  the sale of a security  by the Fund to
another  party  (generally a bank or dealer) in return for cash and an agreement
by the  Fund to buy the  security  back at a  specified  price  and  time.  This
technique  will be used to provide cash to satisfy  unusually  heavy  redemption
requests or for other temporary or emergency purposes.

Rule 144A  securities  are  securities  that are not  registered for sale to the
general  public  under  the  Securities  Act of 1933,  but that may be resold to
certain  institutional   investors.   Janus  Capital  may  determine  that  such
securities are liquid pursuant to procedures adopted by the Trustees.

Standby  commitments  are  obligations  purchased by the Fund from a dealer that
give the Fund the option to sell a security to the dealer at specified price.

U.S.  government  securities include direct  obligations of the U.S.  government
that are  supported  by its full faith and credit.  Treasury  bills have initial
maturities of less than one year,  Treasury notes have initial maturities of one
to ten years and Treasury  bonds may be issued with any  maturity but  generally
have maturities of at least ten years. U.S.  government  securities also include
indirect  obligations of the U.S. government that are issued by federal agencies
and government sponsored entities. Unlike Treasury securities, 


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       15
<PAGE>

agency  securities  generally are not backed by the full faith and credit of the
U.S. government. Some agency securities are supported by the right of the issuer
to borrow from the Treasury, others are supported by the discretionary authority
of the U.S.  government  to purchase  the  agency's  obligations  and others are
supported only by the credit of the sponsoring agency.

Warrants are securities,  typically issued with preferred stocks or bonds,  that
give the holder  the right to buy a  proportionate  amount of common  stock at a
specified price,  usually at a price that is higher than the market price at the
time of  issuance  of the  warrant.  The right may last for a period of years or
indefinitely.

When-issued,  delayed delivery and forward  transactions  generally  involve the
purchase of a security  with  payment and  delivery at some time in the future -
i.e.,  beyond  normal  settlement.  The  Fund  does not  earn  interest  on such
securities until  settlement and bears the risk of market value  fluctuations in
between  the  purchase  and  settlement  dates.  New issues of stocks and bonds,
private  placements  and U.S.  government  securities are typically sold in this
manner.

Zero  coupon  bonds are debt  securities  that do not pay  interest  at  regular
intervals,  but  are  issued  at  a  discount  from  face  value.  The  discount
approximates the total amount of interest the security will accrue from the date
of issuance to maturity.  Strips are debt  securities that are stripped of their
interest (usually by a financial  intermediary) after the securities are issued.
The market value of these  securities  generally  fluctuates more in response to
changes  in  interest  rates  than  interest-paying   securities  of  comparable
maturity.

II. FUTURES, OPTIONS AND OTHER DERIVATIVES

Forward  contracts  are  contracts  to purchase  or sell a  specified  amount of
property for an agreed upon price at a specified time. Forward contracts are not
currently  exchange traded and are typically  negotiated on an individual basis.
The Fund may enter into forward currency  contracts to hedge against declines in
the  value of  non-dollar  denominated  securities  or to reduce  the  impact of
currency appreciation on purchases of non-dollar denominated securities.  It may
also enter into  forward  contracts  to  purchase  or sell  securities  or other
financial indices.

Futures  contracts  are  contracts  that  obligate  the buyer to receive and the
seller to deliver an  instrument  or money at a  specified  price on a specified
date.  The  Fund may buy and  sell  futures  contracts  on  foreign  currencies,
securities and financial  indices  including  interest rates or an index of U.S.
government,  foreign government, equity or fixed-income securities. The Fund may
also buy options on futures contracts. An option on a futures contract gives the
buyer the right, but not the obligation,  to buy or sell a futures contract at a
specified price on or before a specified date.  Futures contracts and options on
futures are standardized and traded on designated exchanges.

Indexed/structured  securities are typically  short- to  intermediate-term  debt
securities  whose value at maturity  or interest  rate is linked to  currencies,
interest rates, equity securities,  indices, commodity prices or other financial
indicators. Such securities may be positively or negatively indexed (i.e., their
value  may  increase  or  decrease  if  the   reference   index  or   instrument
appreciates).  Indexed/structured  securities  may have  return  characteristics
similar to direct  investments  in the  underlying  instruments  and may be more
volatile than the underlying  instruments.  The Fund bears the market risk of an
investment  in the  underlying  instruments,  as well as the credit  risk of the
issuer.

Interest  rate swaps  involve the  exchange  by two parties of their  respective
commitments  to pay or receive  interest  (e.g.,  an exchange  of floating  rate
payments for fixed rate payments).

Options are the right, but not the obligation, to buy or sell a specified amount
of  securities  or other  assets  on or before a fixed  date at a  predetermined
price.  The Fund may  purchase  and write put and call  options  on  securities,
securities indices and foreign currencies.


JANUS OLYMPUS FUND PROSPECTUS                                  NOVEMBER 28, 1995

                                       16



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