RUSSELL FRANK INVESTMENT CO
497, 1998-08-17
Previous: BIOMET INC, 8-K/A, 1998-08-17
Next: BMC FUND INC, DEF 14A, 1998-08-17




                                                Filed pursuant to Rule 497(e)
                                             under the Securities Act of 1933,
                                                                   as amended.
                                                            File No. 002-71299
                                                            File No. 811-03153

                                                           INSTITUTIONAL FUNDS


                       FRANK RUSSELL INVESTMENT COMPANY
                         SUPPLEMENT TO THE PROSPECTUS
                              DATED MAY 1, 1998
                  AS SUPPLEMENTED THROUGH AUGUST 17, 1998

Effective  August  20,  1998,  Frank  Russell  Investment  Company  makes  the
following changes to the Institutional Funds' Prospectus.

In the section captioned "General Management of the Funds," the following is
added as a new second paragraph:

            "On August 10, 1998, Frank Russell Company and The Northwestern
            Mutual Life Insurance Company ("Northwestern Mutual") announced
            that they had agreed that Northwestern Mutual would acquire Frank
            Russell Company, the sole shareholder of Frank Russell Investment
            Management Company.  Frank Russell Company and Northwestern
            Mutual have signed a definitive purchase agreement, and it is
            expected that the transaction will be finalized at the end of
            1998.  Frank Russell Company will retain its identity and
            operating independence, and will continue to operate globally as
            a separate company."

In the section  captioned  "How to Purchase  Shares---Paying  for Shares," the
second paragraph shall be revised to read in its entirety as follows:

            "Cash,  third  party  checks  and  checks  drawn  on  credit  card
            accounts  generally will not be accepted.  However  exceptions may
            be  made by  prior  special  arrangement  with  certain  Financial
            Intermediaries."

In the section  captioned "How to Redeem Shares," the first paragraph shall be
revised to read in its entirety as follows:

            "Shares  of the  Funds may be  redeemed  on any  business  day the
            Funds  are open at the next net asset  value per share  calculated
            after  receipt of an order in proper form (defined in the "Written
            Instructions"  section).  Payment will  ordinarily  be made within
            seven days after  receipt of your request in proper  form.  Shares
            recently  purchased by check may not be available for  liquidation
            for 15 days  following  the  purchase  to assure  payment has been
            collected."

Equity II Fund will be managed by the following money managers:

      Delphi  Management,  Inc., 30 Rowes Wharf,  Suite 440, Boston, MA 02110,
      is 100% owned by Scott Black.

      Fiduciary  International,  Inc.,  2 World  Trade  Center,  New York,  NY
      10048,  an investment  adviser  registered  with the SEC, is an indirect
      wholly-owned subsidiary of Fiduciary Trust Company International,  a New
      York state chartered bank.

      GlobeFlex  Capital,  L.P., 4365 Executive  Drive,  Suite 720, San Diego,
      CA 92121,  is a California  limited  partnership  and an SEC  registered
      investment  adviser.  Its general partners are Robert J. Anslow, Jr. and
      Marina L. Marelli.

      Jacobs  Levy  Equity  Management,  Inc.,  280  Corporate  Center,  3 ADP
      Boulevard,  Roseland,  NJ  07068,  is 100%  owned  by Bruce  Jacobs  and
      Kenneth Levy.

      Sirach  Capital  Management,  Inc.,  One Union Square,  Suite 3323,  600
      Union Street,  Seattle, WA 98101, is a wholly-owned subsidiary of United
      Asset Management Company, a publicly traded corporation.

      Wellington  Management  Company LLP, 75 State Street,  Boston, MA 02109,
      is a private Massachusetts limited liability  partnership,  of which the
      following  persons are  managing  partners:  Robert W. Doran,  Duncan M.
      McFarland and John R. Ryan.

      Westpeak  Investment  Advisors,  L.P.,  1011 Walnut  Street,  Suite 400,
      Boulder,  CO  80302,  is  indirectly  controlled  by  Metropolitan  Life
      Insurance Company.

                  The date of this supplement is August 17, 1998.
<PAGE>

                                                 Filed pursuant to Rule 497(e)
                                             under the Securities Act of 1933,
                                                                   as amended.

                                                            File No. 002-71299
                                                            File No. 811-03153

                                                      LIFEPOINTS FUNDS


                       FRANK RUSSELL INVESTMENT COMPANY
                         SUPPLEMENT TO THE PROSPECTUS
                              DATED MAY 1, 1998
                   AS SUPPLEMENTED THROUGH AUGUST 17, 1998


Effective  August  20,  1998,  Frank  Russell  Investment  Company  makes  the
following changes to the LifePoints Funds' Prospectus.

In the section captioned "General Management of the Underlying Funds and the
LifePoints Funds," the following is added as a new second paragraph:

            "On August 10, 1998, Frank Russell Company and The Northwestern
            Mutual Life Insurance Company ("Northwestern Mutual") announced
            that they had agreed that Northwestern Mutual would acquire Frank
            Russell Company, the sole shareholder of Frank Russell Investment
            Management Company.  Frank Russell Company and Northwestern
            Mutual have signed a definitive purchase agreement, and it is
            expected that the transaction will be finalized at the end of
            1998.  Frank Russell Company will retain its identity and
            operating independence, and will continue to operate globally as
            a separate company."

In the section  captioned "How to Purchase  LifePoints  Funds  Shares---Paying
for Shares," the second  paragraph shall be revised to read in its entirety as
follows:

            "Cash,  third  party  checks  and  checks  drawn  on  credit  card
            accounts  generally will not be accepted.  However  exceptions may
            be  made by  prior  special  arrangement  with  certain  Financial
            Intermediaries."

In the section  captioned "How to Redeem Shares," the first paragraph shall be
revised to read in its entirety as follows:

            "Shares  of the  Funds may be  redeemed  on any  business  day the
            Funds  are open at the next net asset  value per share  calculated
            after  receipt of an order in proper form (defined in the "Written
            Instructions"  section).  Payment will  ordinarily  be made within
            seven days after  receipt of your request in proper  form.  Shares
            recently  purchased by check may not be available for  liquidation
            for 15 days  following  the  purchase  to assure  payment has been
            collected."

Special Growth Fund will be managed by the following money managers:

      Delphi  Management,  Inc., 30 Rowes Wharf,  Suite 440, Boston, MA 02110,
      is 100% owned by Scott Black.

      Fiduciary  International,  Inc.,  2 World  Trade  Center,  New York,  NY
      10048,  an investment  adviser  registered  with the SEC, is an indirect
      wholly-owned subsidiary of Fiduciary Trust Company International,  a New
      York state chartered bank.

      GlobeFlex  Capital,  L.P., 4365 Executive  Drive,  Suite 720, San Diego,
      CA 92121,  is a California  limited  partnership  and an SEC  registered
      investment  adviser.  Its general partners are Robert J. Anslow, Jr. and
      Marina L. Marelli.

      Jacobs  Levy  Equity  Management,  Inc.,  280  Corporate  Center,  3 ADP
      Boulevard,  Roseland,  NJ  07068,  is 100%  owned  by Bruce  Jacobs  and
      Kenneth Levy.

      Sirach  Capital  Management,  Inc.,  One Union Square,  Suite 3323,  600
      Union Street,  Seattle, WA 98101, is a wholly-owned subsidiary of United
      Asset Management Company, a publicly traded corporation.

      Wellington  Management  Company LLP, 75 State Street,  Boston, MA 02109,
      is a private Massachusetts limited liability  partnership,  of which the
      following  persons are  managing  partners:  Robert W. Doran,  Duncan M.
      McFarland and John R. Ryan.

      Westpeak  Investment  Advisors,  L.P.,  1011 Walnut  Street,  Suite 400,
      Boulder,  CO  80302,  is  indirectly  controlled  by  Metropolitan  Life
      Insurance Company.

                  The date of this supplement is August 17, 1998.

<PAGE>
                                                 Filed pursuant to Rule 497(e)
                                             under the Securities Act of 1933,
                                                                   as amended.

                                                            File No. 002-71299
                                                            File No. 811-03153

                                                               SPECIALTY FUNDS

                       FRANK RUSSELL INVESTMENT COMPANY
                        SUPPLEMENT TO THE PROSPECTUS
                              DATED MAY 1, 1998
                   AS SUPPLEMENTED THROUGH AUGUST 17, 1998


Effective  August  20,  1998,  Frank  Russell  Investment  Company  makes  the
following changes to the Specialty Funds' Prospectus.

In the section captioned "General Management of the Funds," the following is
added as a new second paragraph:

            "On August 10, 1998, Frank Russell Company and The Northwestern
            Mutual Life Insurance Company ("Northwestern Mutual") announced
            that they had agreed that Northwestern Mutual would acquire Frank
            Russell Company, the sole shareholder of Frank Russell Investment
            Management Company.  Frank Russell Company and Northwestern
            Mutual have signed a definitive purchase agreement, and it is
            expected that the transaction will be finalized at the end of
            1998.  Frank Russell Company will retain its identity and
            operating independence, and will continue to operate globally as
            a separate company."

In the section  captioned  "How to Purchase  Shares---Paying  for Shares," the
second paragraph shall be revised to read in its entirety as follows:

            "Cash,  third  party  checks  and  checks  drawn  on  credit  card
            accounts  generally will not be accepted.  However  exceptions may
            be  made by  prior  special  arrangement  with  certain  Financial
            Intermediaries."

In the section  captioned "How to Redeem Shares," the first paragraph shall be
revised to read in its entirety as follows:

            "Shares  of the  Funds may be  redeemed  on any  business  day the
            Funds  are open at the next net asset  value per share  calculated
            after  receipt of an order in proper form (defined in the "Written
            Instructions" section).  Payment will  ordinarily  be made within
            seven days after  receipt of your request in proper form.  Shares
            recently  purchased by check may not be available for liquidation
            for 15 days following the  purchase to assure payment has been
            collected."

Limited  Volatility  Tax Free  Fund will be  managed  by the  following  money
managers:

      MFS  Institutional  Advisors,  Inc.,  500 Boylston  Street,  Boston,  MA
      02116,  is a  wholly-owned,  indirect  subsidiary of Sun Life  Assurance
      Company of Canada (US), a mutual insurance company.

      Standish,  Ayer & Wood, Inc., One Financial Center, Boston, MA 02111, is
      a company whose ownership is divided among seventeen directors,  with no
      director having more than a 25% ownership interest.

                  The date of this supplement is August 17, 1998.

<PAGE>
                                                 Filed pursuant to Rule 497(e)
                                             under the Securities Act of 1933,
                                                                   as amended.

                                                            File No. 002-71299
                                                            File No. 811-03153

                                                                 CLASS S FUNDS

                       FRANK RUSSELL INVESTMENT COMPANY
                        SUPPLEMENT TO THE PROSPECTUS
                              DATED MAY 1, 1998
                   AS SUPPLEMENTED THROUGH AUGUST 17, 1998

Effective  August  20,  1998,  Frank  Russell  Investment  Company  makes  the
following changes to the Class S Funds' Prospectus.

In the section captioned "General Management of the Funds," the following is
added as a new second paragraph:

            "On August 10, 1998, Frank Russell Company and The Northwestern
            Mutual Life Insurance Company ("Northwestern Mutual") announced
            that they had agreed that Northwestern Mutual would acquire Frank
            Russell Company, the sole shareholder of Frank Russell Investment
            Management Company.  Frank Russell Company and Northwestern
            Mutual have signed a definitive purchase agreement, and it is
            expected that the transaction will be finalized at the end of
            1998.  Frank Russell Company will retain its identity and
            operating independence, and will continue to operate globally as
            a separate company."

In the section  captioned "How to Purchase  Shares---Paying  for Shares," the
second paragraph shall be revised to read in its entirety as follows:

            "Cash,  third  party  checks  and  checks  drawn  on  credit  card
            accounts  generally will not be accepted.  However  exceptions may
            be  made by  prior  special  arrangement  with  certain  Financial
            Intermediaries."

In the section  captioned "How to Redeem Shares," the first paragraph shall be
revised to read in its entirety as follows:

            "Shares of the Funds may be redeemed on any business day the
            Funds are open at the next net asset value per share calculated
            after  receipt of an order in proper form (defined in the "Written
            Instructions"  section).  Payment will  ordinarily  be made within
            seven days after  receipt of your request in proper  form.  Shares
            recently  purchased by check may not be available for  liquidation
            for 15 days  following  the  purchase  to assure  payment has been
            collected."

Special Growth Fund will be managed by the following money managers:

      Delphi  Management,  Inc., 30 Rowes Wharf,  Suite 440, Boston, MA 02110,
      is 100% owned by Scott Black.

      Fiduciary  International,  Inc.,  2 World  Trade  Center,  New York,  NY
      10048,  an investment  adviser  registered  with the SEC, is an indirect
      wholly-owned subsidiary of Fiduciary Trust Company International,  a New
      York state chartered bank.

      GlobeFlex  Capital,  L.P., 4365 Executive  Drive,  Suite 720, San Diego,
      CA 92121,  is a California  limited  partnership  and an SEC  registered
      investment  adviser.  Its general partners are Robert J. Anslow, Jr. and
      Marina L. Marelli.

      Jacobs  Levy  Equity  Management,  Inc.,  280  Corporate  Center,  3 ADP
      Boulevard,  Roseland,  NJ  07068,  is 100%  owned  by Bruce  Jacobs  and
      Kenneth Levy.

      Sirach  Capital  Management,  Inc.,  One Union Square,  Suite 3323,  600
      Union Street,  Seattle, WA 98101, is a wholly-owned subsidiary of United
      Asset Management Company, a publicly traded corporation.

      Wellington  Management  Company LLP, 75 State Street,  Boston, MA 02109,
      is a private Massachusetts limited liability  partnership,  of which the
      following  persons are  managing  partners:  Robert W. Doran,  Duncan M.
      McFarland and John R. Ryan.

      Westpeak  Investment  Advisors,  L.P.,  1011 Walnut  Street,  Suite 400,
      Boulder,  CO  80302,  is  indirectly  controlled  by  Metropolitan  Life
      Insurance Company.

                  The date of this supplement is August 17, 1998.

<PAGE>

                                                 Filed pursuant to Rule 497(e)
                                             under the Securities Act of 1933,
                                                                   as amended.

                                                            File No. 002-71299
                                                            File No. 811-03153

                                                                 CLASS E FUNDS


                       FRANK RUSSELL INVESTMENT COMPANY
                        SUPPLEMENT TO THE PROSPECTUS
                              DATED MAY 1, 1998
                   AS SUPPLEMENTED THROUGH AUGUST 17, 1998

Effective  August  20,  1998,  Frank  Russell  Investment  Company  makes  the
following changes to the Class E Funds' Prospectus.

In the section captioned "General Management of the Funds," the following is
added as a new second paragraph:

            "On August 10, 1998, Frank Russell Company and The Northwestern
            Mutual Life Insurance Company ("Northwestern Mutual") announced
            that they had agreed that Northwestern Mutual would acquire Frank
            Russell Company, the sole shareholder of Frank Russell Investment
            Management Company.  Frank Russell Company and Northwestern
            Mutual have signed a definitive purchase agreement, and it is
            expected that the transaction will be finalized at the end of
            1998.  Frank Russell Company will retain its identity and
            operating independence, and will continue to operate globally as
            a separate company."

In the section  captioned  "How to Purchase  Shares---Paying  for Shares," the
second paragraph shall be revised to read in its entirety as follows:

            "Cash,  third  party  checks  and  checks  drawn  on  credit  card
            accounts  generally will not be accepted.  However  exceptions may
            be  made by  prior  special  arrangement  with  certain  Financial
            Intermediaries."

In the section  captioned "How to Redeem Shares," the first paragraph shall be
revised to read in its entirety as follows:

            "Shares  of the  Funds may be  redeemed  on any  business  day the
            Funds  are open at the next net asset  value per share  calculated
            after  receipt of an order in proper form (defined in the "Written
            Instructions"  section).  Payment will  ordinarily  be made within
            seven days after  receipt of your request in proper  form.  Shares
            recently  purchased by check may not be available for  liquidation
            for 15 days  following  the  purchase  to assure  payment has been
            collected."

Special Growth Fund will be managed by the following money managers:

      Delphi  Management,  Inc., 30 Rowes Wharf,  Suite 440, Boston, MA 02110,
      is 100% owned by Scott Black.

      Fiduciary  International,  Inc.,  2 World  Trade  Center,  New York,  NY
      10048,  an investment  adviser  registered  with the SEC, is an indirect
      wholly-owned subsidiary of Fiduciary Trust Company International,  a New
      York state chartered bank.

      GlobeFlex  Capital,  L.P., 4365 Executive  Drive,  Suite 720, San Diego,
      CA 92121,  is a California  limited  partnership  and an SEC  registered
      investment  adviser.  Its general partners are Robert J. Anslow, Jr. and
      Marina L. Marelli.

      Jacobs  Levy  Equity  Management,  Inc.,  280  Corporate  Center,  3 ADP
      Boulevard,  Roseland,  NJ  07068,  is 100%  owned  by Bruce  Jacobs  and
      Kenneth Levy.

      Sirach  Capital  Management,  Inc.,  One Union Square,  Suite 3323,  600
      Union Street,  Seattle, WA 98101, is a wholly-owned subsidiary of United
      Asset Management Company, a publicly traded corporation.

      Wellington  Management  Company LLP, 75 State Street,  Boston, MA 02109,
      is a private Massachusetts limited liability  partnership,  of which the
      following  persons are  managing  partners:  Robert W. Doran,  Duncan M.
      McFarland and John R. Ryan.

      Westpeak  Investment  Advisors,  L.P.,  1011 Walnut  Street,  Suite 400,
      Boulder,  CO  80302,  is  indirectly  controlled  by  Metropolitan  Life
      Insurance Company.

                  The date of this supplement is August 17, 1998.

<PAGE>

                                                 Filed pursuant to Rule 497(e)
                                             under the Securities Act of 1933,
                                                                   as amended.

                                                            File No. 002-71299
                                                            File No. 811-03153

                       FRANK RUSSELL INVESTMENT COMPANY
                              SUPPLEMENT TO THE
                     STATEMENT OF ADDITIONAL INFORMATION
                              DATED MAY 1, 1998
                   AS SUPPLEMENTED THROUGH AUGUST 17, 1998

In the section captioned "Trustees and Officers" under "Structure and
Governance," effective August 20, 1998, the Treasurer and Chief Accounting
Officer will be the following person:

      Mark E. Swanson, 34, Treasurer and Chief Accounting Officer.  Treasurer
      and Chief Accounting Officer, Russell Insurance Funds; Interim
      Director, Finance and Operations, Frank Russell Trust Company; Senior
      Vice President and Assistant Fund Treasurer, SSgA Funds (investment
      company); Interim Director of Fund Administration and Accounting, Frank
      Russell Investment Management Company; Manager, Funds Accounting and
      Taxes, Russell Fund Distributors, Inc. April 1996 to August 1998,
      Assistant Treasurer, Frank Russell Investment Company; August 1996 to
      August 1998, Assistant Treasurer, Russell Insurance Funds.  November
      1995 to July 1998, Assistant Secretary, the Seven Seas Series Fund.
      February 1997 to July 1998, Manager, Funds Accounting and Taxes, Frank
      Russell Investment Management Company.

In the section captioned "Consultant" under "Operation of the Investment
Company," the following is added as a new second paragraph:

      "On August 10, 1998, Frank Russell Company and The Northwestern Mutual
      Life Insurance Company ("Northwestern Mutual") announced that they had
      agreed that Northwestern Mutual would acquire Frank Russell Company,
      the sole shareholder of Frank Russell Investment Management Company.
      Frank Russell Company and Northwestern Mutual have signed a definitive
      purchase agreement, and it is expected that the transaction will be
      finalized at the end of 1998.  Frank Russell Company will retain its
      identity and operating independence, and will continue to operate
      globally as a separate company."

                The date of this supplement is August 17, 1998.

<PAGE>
                                                 Filed pursuant to Rule 497(e)
                                             under the Securities Act of 1933,
                                                                   as amended.

                                                            File No. 002-71299
                                                            File No. 811-03153


                       FRANK RUSSELL INVESTMENT COMPANY
                            SUPPLEMENT TO THE
                             LIFEPOINTS FUNDS
                    STATEMENT OF ADDITIONAL INFORMATION
                              DATED MAY 1, 1998
                   AS SUPPLEMENTED THROUGH AUGUST 17, 1998

In the section captioned "Trustees and Officers" under "Structure and
Governance," effective August 20, 1998, the Treasurer and Chief Accounting
Officer will be the following person:

      Mark E. Swanson, 34, Treasurer and Chief Accounting Officer.  Treasurer
      and Chief Accounting Officer, Russell Insurance Funds; Interim
      Director, Finance and Operations, Frank Russell Trust Company; Senior
      Vice President and Assistant Fund Treasurer, SSgA Funds (investment
      company); Interim Director of Fund Administration and Accounting, Frank
      Russell Investment Management Company; Manager, Funds Accounting and
      Taxes, Russell Fund Distributors, Inc. April 1996 to August 1998,
      Assistant Treasurer, Frank Russell Investment Company; August 1996 to
      August 1998, Assistant Treasurer, Russell Insurance Funds.  November
      1995 to July 1998, Assistant Secretary, the Seven Seas Series Fund.
      February 1997 to July 1998, Manager, Funds Accounting and Taxes, Frank
      Russell Investment Management Company.

In the section captioned "Consultant" under "Operation of the Investment
Company," the following is added as a new second paragraph:

      "On August 10, 1998, Frank Russell Company and The Northwestern Mutual
      Life Insurance Company ("Northwestern Mutual") announced that they had
      agreed that Northwestern Mutual would acquire Frank Russell Company,
      the sole shareholder of Frank Russell Investment Management Company.
      Frank Russell Company and Northwestern Mutual have signed a definitive
      purchase agreement, and it is expected that the transaction will be
      finalized at the end of 1998.  Frank Russell Company will retain its
      identity and operating independence, and will continue to operate
      globally as a separate company."

                  The date of this supplement is August 17, 1998.

                                            
a:frk-sup


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission