<PAGE>
THE BURNHAM FUND INC.
SUPPLEMENT DATED AUGUST 11, 1995
TO THE PROSPECTUS DATED APRIL 28, 1995
THIS SUPPLEMENT SUPERCEDES THE SUPPLEMENT DATED JUNE 30, 1995.
The Fund is available through the Charles Schwab & Co., Inc. Institutional
Mutual Fund OneSource'r' program. In addition, the Fund is also available
through the brokerage firms Waterhouse Securities, Inc. and Jack White &
Company, Inc. Generally, these programs do not require customers to pay a
transaction fee in connection with purchases or sales, except in certain
circumstances. These and other organizations that have entered into agreements
with the Fund or its agent may enter purchase orders on behalf of customers by
phone, with payment to follow no later than the Fund's pricing on the following
business day. Purchases may be made at net asset value provided such purchases
are placed through a discount broker that maintains an omnibus account with the
Fund and such purchases are made by the following: (1) Investment Advisors or
Financial Planners who place trades for their own accounts or the accounts of
their clients and who charge a management, consulting or other fee for their
services; and clients of such investment advisors or financial planners who
place trades for their own accounts if the accounts are linked to the master
accounts of such investment advisor or financial planner on the books and
records of the broker or agent, (2) Retirement and deferred compensation plans
and trusts used to fund those plans, including but not limited to, those defined
in section 401(a), 403(b) or 457 of the Internal Revenue Code and 'rabbi trust.'
STATEMENT OF DIFFERENCES
------------------------
The registered trademark symbol shall be expressed as 'r'
