<PAGE>
INSTITUTIONAL FUNDS CLASS E & I SHARES
FRANK RUSSELL INVESTMENT COMPANY
Supplement Dated July 15, 1999
To the Prospectus Dated May 1, 1999
Effective immediately, Frank Russell Investment Company makes the following
changes to its Institutional Funds--Class E and I Shares Prospectus.
Under the Prospectus section entitled "Money Manager Information," the money
managers for Equity I and Equity Q Funds are revised as follows:
EQUITY I FUND
Alliance Capital Management, L.P., US Bank Place, 601 2nd Ave. South,
Suite 5000, Minneapolis, MN 55402-4322.
Barclays Global Fund Advisors N.A., 45 Fremont Street, San Francisco, CA
94105.
Equinox Capital Management, Inc., 590 Madison Avenue, 41st Floor,
New York, NY 10022.
Jacobs Levy Equity Management, Inc., 280 Corporate Center, 3 ADP
Boulevard, Roseland, NJ 07068
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606.
Marsico Capital Management, LLC, 1200 17th Street, Suite 1200, Denver, CO
80202.
Peachtree Asset Management, One Peachtree Center, Suite 4500,
303 Peachtree Street N.E., Atlanta, GA 30308.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, 21st Floor, New York,
NY 10153.
Suffolk Capital Management, Inc., 1633 Broadway, 40th Floor, New York, NY
10107.
Trinity Investment Management Corporation, 75 Park Plaza, Boston, MA
02116.
<PAGE>
EQUITY Q FUND
Barclays Global Fund Advisors. See: Diversified Equity Fund.
Franklin Portfolio Associates LLC, Two International Place, 22nd Floor,
Boston, MA 02110-4104.
Jacob's Levy Equity Management, Inc. See: Diversified Equity Fund.
J.P. Morgan Investment Management, Inc., 522 Fifth Ave., 6th Floor,
New York, NY 10036.
2
<PAGE>
RUSSELL FUNDS
FRANK RUSSELL INVESTMENT COMPANY
Supplement Dated July 15, 1999
To the Prospectus Dated May 1, 1999
Effective immediately, Frank Russell Investment Company makes the following
changes to its Russell Funds Prospectus.
Under the Prospectus section entitled "Money Manager Information," the money
managers for Diversified Equity and Quantitative Equity Funds are revised as
follows:
DIVERSIFIED EQUITY FUND
Alliance Capital Management L.P., US Bank Place, 601 2nd Ave. South, Suite
5000, Minneapolis, MN 55402-4322.
Barclays Global Fund Advisors N.A., 45 Fremont Street, San Francisco, CA
94105.
Equinox Capital Management, Inc., 590 Madison Avenue, 41st Floor, New
York, NY 10022.
Jacobs Levy Equity Management, Inc., 280 Corporate Center, 3 ADP
Boulevard, Roseland, NJ 07068
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606.
Marsico Capital Management, LLC, 1200 17th Street, Suite 1200, Denver, CO
80202.
Peachtree Asset Management, One Peachtree Center, Suite 4500, 303
Peachtree Street N.E., Atlanta, GA 30308.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, 21st Floor, New York,
NY 10153.
Suffolk Capital Management, Inc., 1633 Broadway, 40th Floor, New York, NY
10107.
Trinity Investment Management Corporation, 75 Park Plaza, Boston, MA
02116.
<PAGE>
QUANTITATIVE EQUITY FUND
Barclays Global Fund Advisors. See: Diversified Equity Fund.
Franklin Portfolio Associates LLC, Two International Place, 22nd Floor,
Boston, MA 02110-4104.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
J.P. Morgan Investment Management, Inc., 522 Fifth Ave., 6th Floor, New
York, NY 10036.
2
<PAGE>
INSTITUTIONAL FUNDS--CLASS Y SHARES
FRANK RUSSELL INVESTMENT COMPANY
Supplement Dated July 15, 1999
To the Prospectus Dated May 1, 1999
Effective immediately, Frank Russell Investment Company makes the following
changes to its Institutional Funds--Class Y Shares Prospectus.
Under the Prospectus section entitled "Money Manager Information," the money
managers for Equity I and Equity Q Funds are revised as follows:
EQUITY I FUND
Alliance Capital Management L.P., US Bank Place, 601 2nd Ave. South, Suite
5000, Minneapolis, MN 55402-4322.
Barclays Global Fund Advisors N.A., 45 Fremont Street, San Francisco, CA
94105.
Equinox Capital Management, Inc., 590 Madison Avenue, 41st Floor, New
York, NY 10022.
Jacobs Levy Equity Management, Inc., 280 Corporate Center, 3 ADP
Boulevard, Roseland, NJ 07068
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606.
Marsico Capital Management, LLC, 1200 17th Street, Suite 1200, Denver, CO
80202.
Peachtree Asset Management, One Peachtree Center, Suite 4500, 303
Peachtree Street N.E., Atlanta, GA 30308.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, 21st Floor, New York,
NY 10153.
Suffolk Capital Management, Inc., 1633 Broadway, 40th Floor, New York, NY
10107.
Trinity Investment Management Corporation, 75 Park Plaza, Boston, MA
02116.
<PAGE>
EQUITY Q FUND
Barclays Global Fund Advisors. See: Diversified Equity Fund.
Franklin Portfolio Associates LLC, Two International Place, 22nd Floor,
Boston, MA 02110-4104.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
J.P. Morgan Investment Management, Inc., 522 Fifth Ave., 6th Floor, New
York, NY 10036.
2
<PAGE>
LIFEPOINTS FUNDS PROSPECTUS
FRANK RUSSELL INVESTMENT COMPANY
Supplement Dated July 15, 1999
To the Prospectus Dated May 1, 1999
Effective immediately, Frank Russell Investment Company makes the following
changes to its LifePoints Funds Prospectus:
Under the section Annual Operating Expenses, the following expense ratios and
example are revised to read as follows:
The total direct and indirect operating expense ratios of each class of
shares of each LifePoints Fund (calculated as a percentage of average net
assets) are as follows:
<TABLE>
<CAPTION>
Class C Class D Class E
------- ------- -------
<S> <C> <C> <C>
Equity Aggressive Strategy........................... 2.10% 1.60% 1.35%
Aggressive Strategy.................................. 2.07% 1.57% 1.32%
Balanced Strategy.................................... 1.96% 1.46% 1.21%
Moderate Strategy.................................... 1.82% 1.32% 1.07%
Conservative Strategy................................ 1.75% 1.25% 1.00%
</TABLE>
Each LifePoints Fund's total expense ratio is based on its total operating
expense ratio plus a weighted average of the expense ratios of the
Underlying Funds in which it was invested as of December 31, 1998. These
total expense ratios may be higher or lower depending on the allocation of
a LifePoints Fund's assets among the Underlying Funds and the actual
expenses of the LifePoints Funds.
Example
This example is intended to help you compare the cost of investing in each
LifePoints Fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the LifePoints Fund for the
time periods indicated, your investment has a 5% return each year, and
that operating expenses, which include the indirect expenses of the
Underlying Funds, remain the same. The figures shown would be the same
whether you sold your shares at the end of a period or kept them.
<PAGE>
Although your actual costs may be higher or lower, under these assumptions
your costs would be:
<TABLE>
<CAPTION>
1 Year 3 Years 5 Years 10 Years
Class C: ------ ------- ------- --------
<S> <C> <C> <C> <C>
Equity Aggressive Strategy Fund.............. $210 $663 $1,161 $2,641
Aggressive Strategy Fund..................... 207 652 1,144 2,603
Balanced Strategy Fund....................... 196 618 1,083 2,466
Moderate Strategy Fund....................... 182 574 1,006 2,289
Conservative Strategy Fund................... 175 552 968 2,202
<CAPTION>
1 Year 3 Years 5 Years 10 Years
Class D: ------ ------- ------- --------
<S> <C> <C> <C> <C>
Equity Aggressive Strategy Fund.............. $160 $504 $ 883 $2,010
Aggressive Strategy Fund..................... 157 495 868 1,975
Balanced Strategy Fund....................... 146 460 806 1,835
Moderate Strategy Fund....................... 132 417 730 1,661
Conservative Strategy Fund................... 125 394 691 1,574
<CAPTION>
1 Year 3 Years 5 Years 10 Years
Class E: ------ ------- ------- --------
<S> <C> <C> <C> <C>
Equity Aggressive Strategy Fund.............. $135 $426 $ 746 $1,697
Aggressive Strategy Fund..................... 132 417 730 1,661
Balanced Strategy Fund....................... 121 381 668 1,521
Moderate Strategy Fund....................... 107 337 591 1,346
Conservative Strategy Fund................... 100 315 553 1,259
</TABLE>
Under the Prospectus section entitled "Money Manager Information," the money
managers for Diversified Equity and Quantitative Equity Funds are revised as
follows:
DIVERSIFIED EQUITY FUND
Alliance Capital Management L.P., US Bank Place, 601 2nd Ave. South, Suite
5000, Minneapolis, MN 55402-4322.
Barclays Global Fund Advisors N.A., 45 Fremont Street, San Francisco, CA
94105.
Equinox Capital Management, Inc., 590 Madison Avenue, 41st Floor, New
York, NY 10022.
Jacobs Levy Equity Management, Inc., 280 Corporate Center, 3 ADP
Boulevard, Roseland, NJ 07068.
<PAGE>
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606.
Marsico Capital Management, LLC, 1200 17th Street, Suite 1200, Denver, CO
80202.
Peachtree Asset Management, One Peachtree Center, Suite 4500, 303
Peachtree Street N.E., Atlanta, GA 30308.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, 21st Floor, New York,
NY 10153.
Suffolk Capital Management, Inc., 1633 Broadway, 40th Floor, New York, NY
10107.
Trinity Investment Management Corporation, 75 Park Plaza, Boston, MA
02116.
QUANTITATIVE EQUITY FUND
Barclays Global Fund Advisors. See: Diversified Equity Fund.
Franklin Portfolio Associates LLC, Two International Place, 22nd Floor,
Boston, MA 02110-4104.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
J.P. Morgan Investment Management, Inc., 522 Fifth Ave., 6th Floor, New
York, NY 10036.
<PAGE>
Frank Russell Investment Company
Supplement Dated July 15, 1999
To the Statement of Additional Information Dated May 1, 1999
Effective immediately, Frank Russell Investment Company makes the following
changes to its Statement of Additional Information:
The following sub-section to the "INVESTMENT POLICIES" section, immediately
following the "Fund Investment Securities" subsection will be revised as
follows:
Cash Reserves. Each Fund (except the Money Market, U.S. Government
Money Market and Tax Free Money Market Funds), and its money managers, may
elect to invest the Fund's cash reserves in one or more of FRIC's money
market funds. Those money market funds and the Funds investing in them treat
such investments as the purchase and redemption of the money market funds'
shares. Any Fund investing in a money market fund pursuant to this procedure
participates equally on a pro rata basis in all income, capital gains and
net assets of the money market fund, and will have all rights and
obligations of a shareholder as provided in FRIC's Master Trust Agreement,
including voting rights. However, shares of a money market fund issued to
other Funds will be voted by the Trustees in the same proportion as the
shares of the money market fund that are held by shareholders that are not
Funds. Funds investing in a money market fund effectively do not pay an
advisory or administrative fee to a money market fund and thus do not pay
duplicative advisory or administrative fees, as FRIMCo waives a portion of
its advisory or administrative fees due from those Funds in an amount that
offsets the advisory or administrative fees it receives from the applicable
money market fund in respect of those investments.
The following restates the section entitled "MONEY MANAGER INFORMATION":
MONEY MANAGER INFORMATION
DIVERSIFIED EQUITY FUND
Alliance Capital Management, L.P. is a limited partnership whose (i)
general partner is a wholly-owned subsidiary of The Equitable Companies
Incorporated ("The Equitable") and (ii) majority unit holder is ACM, Inc.,
a wholly-owned subsidiary of The Equitable. As of March 1, 1995, 60.5% of
The Equitable was owned by Axa, a French insurance holding company.
Barclays Global Fund Advisors N.A. is an indirect, wholly-owned
subsidiary of Barclays Bank PLC.
<PAGE>
Equinox Capital Management, Inc. is a registered investment adviser
with majority ownership held by Ron Ulrich.
Jacobs Levy Equity Management, Inc. is 100% owned by Bruce Jacobs and
Kenneth Levy.
Lincoln Capital Management Company is a division of Lincoln Capital
Management Company, and is a registered investment adviser with majority
ownership held by Dave Flower, Jay Freedman, Parker Hall, Richard Knee, Ken
Meyer and Ray Zemon.
Marsico Capital Management, LLC is owned 50% by Marsico Management
Holdings, LLC and 50% by TFM Holdings, LLLP. Marsico Management Holdings is
a wholly-owned subsidiary of NationsBank, N.A. which in turn is a wholly-
owned subsidiary of Bank of America. TFM Holdings, LLLP is a Colorado
limited liability limited partnership whose sole general partner is TFM
Managers, Inc. which is wholly-owned by Thomas F. Marsico.
Peachtree Asset Management is division of SSBC Fund Management Inc.
SSBC Fund Management is owned 100% by Salomon Smith Barney Inc. which is a
wholly-owned subsidiary of Citigroup Inc.
Sanford C. Bernstein & Co., Inc. is a registered investment adviser.
Bernstein is controlled by its Board of Directors, which consists of the
following individuals: Andrew S. Adelson, Zalman C. Bernstein, Kevin R.
Rine, Charles C. Cahn, Jr., Marilyn Goldstein Fedak, Michael L. Goldstein,
Roger Hertog, Lewis A. Sanders and Francis H. Trainer, Jr.
Suffolk Capital Management, Inc. is a registered investment adviser
and a wholly-owned subsidiary of United Asset Management Company, a
publicly traded corporation.
Trinity Investment Management Corporation is a corporation with seven
shareholders, with Stanford M. Calderwood holding majority ownership.
EQUITY INCOME FUND
Equinox Capital Management, Inc. See: Diversified Equity Fund.
Trinity Investment Management Corporation. See: Diversified Equity
Fund.
Westpeak Investment Advisors, L.P. is a registered investment adviser
that is directly controlled by Metropolitan Life Insurance Company.
<PAGE>
QUANTITATIVE EQUITY FUND
Barclays Global Fund Advisors. See: Diversified Equity Fund.
Franklin Portfolio Associates, LLC is a Massachusetts business trust
owned by Mellon Financial Services Corporation, a holding company of Mellon
Bank Corporation.
J.P. Morgan Investment Management, Inc. is a wholly-owned subsidiary
of J.P. Morgan & Co., Inc., a publicly held bank holding company.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
INTERNATIONAL SECURITIES FUND
Delaware International Advisers Limited is an investment adviser whose
ultimate parent is Lincoln National Corporation, a publicly traded company.
Fidelity Management Trust Company is a bank, as defined in the
Investment Advisors Act of 1940, and is a wholly-owned subsidiary of FMR
Corp. Members of the Edward C. Johnson 3rd family are predominant owners of
a class of shares of common stock representing approximately 49% of the
voting power of FMR Corp.
J.P. Morgan Investment Management, Inc. See: Quantitative Equity Fund.
Mastholm Asset Management, LLC is a Washington limited liability
company that is controlled by the following founding members: Thomas M.
Garr, Robert L. Gernstetter, Joseph P. Jordan, Arthur M. Tyson and
Theordore J. Tyson.
Montgomery Asset Management, LLC is a Delaware limited liability
company with majority ownership held by Commerzbank AG, a foreign banking
organization.
Oechsle International Advisors, LLC is a Delaware limited liability
company that is controlled by its member manager, Oechsle Group, LLC a
Delaware limited liability company. Oechsle Group, LLC is controlled by the
following members: S. Dewey Keesler, Stephen P. Langer, L. Sean Roche and
Warren R. Walker.
Sanford C. Bernstein & Co., Inc. See: Diversified Equity Fund.
The Boston Company Asset Management, Inc. is 100% owned by Mellon Bank
Corporation, a publicly held corporation.
<PAGE>
DIVERSIFIED BOND FUND
Lincoln Capital Management Company. See: Diversified Equity Fund.
Pacific Investment Management Company is a subsidiary partnership of
PIMCO Advisers L.P. ("Partnership"). PIMCO Partners, G.P. is the sole
general partner of the Partnership. Pacific Financial Asset Management
Corporation indirectly holds a majority interest in PIMCO Partners, G.P.,
with the remainder held indirectly by a group comprised of PIMCO managing
directors.
Standish, Ayer & Wood, Inc.'s ownership is divided among seventeen
directors, with no director having more than a 25% ownership interest.
MULTISTRATEGY BOND FUND
Credit Suisse Asset Management is a general partnership of Credit
Suisse Capital Corporation ("CS Capital") and Basic Appraisals, Inc.
("Basic"). CS Capital is an 80% partner and is a wholly-owned subsidiary
of Credit Suisse Investment Corporation, which is in turn a wholly-owned
subsidiary of Credit Suisse, a Swiss bank, which is in turn a subsidiary of
CS Holding, a Swiss corporation. No one person or entity possesses a
controlling interest in Basic, the 20% partner. BEA Associates is a
registered investment adviser.
Pacific Investment Management Company. See: Diversified Bond Fund.
Standish, Ayer & Wood, Inc. See: Diversified Bond Fund.
REAL ESTATE SECURITIES FUND
Cohen & Steers Capital Management is a corporation whose two
principals, Robert H. Steers and Martin Cohen, control the corporation
within the meaning of the 1940 Act.
AEW Capital Management, L.P. is a wholly-owned affiliate of New
England Investment Companies, L.P. ("NEIC"). NEIC is a publicly-held
limited partnership. Metropolitan Life Insurance Company, a publicly held
corporation, owns approximately 53% of NEIC. AEW Capital Management, Inc.,
a wholly-owned subsidiary of NEIC, is the general partner, and NEIC is the
sole limited partner, of AEW Capital Management, L.P.
<PAGE>
EMERGING MARKETS FUND
Foreign & Colonial Emerging Markets Limited, an investment adviser
registered with the United Kingdom Investment Management Regulatory
Organisation, is a wholly-owned subsidiary of Hypo Foreign & Colonial
Management (Holding) Limited ("HFCM"), the holding company of the Foreign &
Colonial Group of Fund managers which manages $40 billion worldwide. HFCM
is controlled by Bayerische Hypo-und Vereinsbank AG, the second largest
commercial bank in Germany.
Genesis Asset Managers, Ltd. is a limited liability company organized
under the laws of the state of Guernsey, the Channel Islands, and has been
engaged in the investment advisory business since 1990. Genesis Asset
Managers, Ltd., is registered as an investment adviser under the Investment
Advisers Act of 1940, as amended. Genesis Asset Managers, Ltd. is
affiliated with and has common investment executives with the Genesis Group
of fund management companies. The Genesis Group, whose holding company is
Genesis Holdings International Ltd., is controlled 55% by management and
assorted interests, and the balance held by outside shareholders, with the
largest single holding being 15%.
J.P. Morgan Investment Management, Inc. See: Quantitative Equity Fund.
Montgomery Asset Management, LLC. See: International Securities Fund.
Nicholas-Applegate Capital Management is a California limited
partnership whose general partner is Nicholas-Applegate Capital Management
Holdings, L.P., a California limited partnership controlled by Nicholas-
Applegate Capital Management Holdings, Inc., a California corporation
controlled by Arthur E. Nicholas.
Sanford C. Bernstein & Co. Inc. See: Diversified Equity Fund.
Schroders Capital Management International Limited is 100% owned by
Schroders plc, which is publicly traded on the London Stock Exchange.
EQUITY T FUND
J.P. Morgan Investment Management, Inc. See: Quantitative Equity Fund.
<PAGE>
SPECIAL GROWTH FUND
Delphi Management, Inc. is 100% owned by Scott Black.
Fiduciary International, Inc., 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. is a California limited partnership and an SEC
registered investment adviser. Its general partners are Robert J. Anslow,
Jr. and Marina L. Marrelli.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
Sirach Capital Management, Inc. is a wholly-owned subsidiary of United
Asset Management Company, a publicly traded corporation.
Wellington Management Company, LLP 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. See: Equity Income Fund.
TAX EXEMPT BOND FUND
MFS Institutional Advisors, Inc. is a wholly-owned, indirect
subsidiary of Sun Life Assurance Company of Canada (US), a mutual insurance
company.
Standish, Ayer & Wood, Inc. See: Diversified Bond Fund.
SHORT TERM BOND FUND
BlackRock Financial Management is a wholly-owned indirect subsidiary
of PNC Bank.
Standish, Ayer & Wood, Inc. See: Diversified Bond Fund.
STW Fixed Income Management Ltd. is a Bermuda exempted company.
William H. Williams III is the sole shareholder.
<PAGE>
MONEY MARKET FUND
Frank Russell Investment Management Company is a registered investment
adviser wholly-owned by Frank Russell Company which is a subsidiary of The
Northwestern Mutual Life Insurance Company.
US GOVERNMENT MONEY MARKET FUND
Frank Russell Investment Management Company. See: Money Market Fund.
TAX FREE MONEY MARKET FUND
Weiss, Peck & Greer, L.L.C. is a registered investment adviser and a
wholly-owned subsidiary of Robeco Groep N.V.
EQUITY I FUND
Alliance Capital Management L.P. See: Diversified Equity Fund.
Barclays Global Fund Advisors. See: Diversified Equity Fund.
Equinox Capital Management, Inc. See: Diversified Equity Fund.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
Lincoln Capital Management Company. See: Diversified Equity Fund.
Marsico Capital Management, LLC. See: Diversified Equity Fund.
Peachtree Asset Management. See: Diversified Equity Fund.
Sanford C. Bernstein & Co., Inc. See: Diversified Equity Fund.
Suffolk Capital Management, Inc. See: Diversified Equity Fund.
Trinity Investment Management Corporation. See: Diversified Equity
Fund.
EQUITY II FUND
Delphi Management, Inc. See: Special Growth Fund.
Fiduciary International, Inc. See: Special Growth Fund.
GlobeFlex Capital, L.P. See: Special Growth Fund.
<PAGE>
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
Sirach Capital Management, Inc. See: Special Growth Fund.
Wellington Management Company, LLP. See: Special Growth Fund.
Westpeak Investment Advisors, L.P. See: Equity Income Fund.
EQUITY III FUND
Equinox Capital Management, Inc. See: Diversified Equity Fund.
Trinity Investment Management Corporation. See: Diversified Equity
Fund.
Westpeak Investment Advisors, L.P. See: Equity Income Fund.
EQUITY Q FUND
Barclays Global Fund Advisors. See: Diversified Equity Fund.
Franklin Portfolio Associates, LLC. See: Quantitative Equity Fund.
J.P. Morgan Investment Management, Inc. See: Quantitative Equity Fund.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
INTERNATIONAL FUND
Delaware International Advisers Limited. See: International Securities
Fund.
Fidelity Management Trust Company. See: International Securities Fund.
J.P. Morgan Investment Management, Inc. See: Quantitative Equity Fund.
Mastholm Asset Management, LLC. See: International Securities Fund.
Montgomery Asset Management, LLC. See: International Securities Fund.
Oechsle International Advisors, LLC. See: International Securities
Fund.
Sanford C. Bernstein & Co., Inc. See: Diversified Equity Fund
<PAGE>
The Boston Company Asset Management, Inc. See: International
Securities Fund.
FIXED INCOME I FUND
Lincoln Capital Management Company. See: Diversified Equity Fund.
Pacific Investment Management Company. See: Diversified Bond Fund.
Standish, Ayer & Wood, Inc. See: Diversified Bond Fund.
FIXED INCOME III FUND
Credit Suisse Asset Management. See: Multistrategy Bond Fund.
Pacific Investment Management Company. See: Diversified Bond Fund.
Standish, Ayer & Wood, Inc. See: Diversified Bond Fund.
<PAGE>
Frank Russell Investment Company
Supplement Dated July 15, 1999
To the LifePoints Funds
Statement of Additional Information Dated May 1, 1999
Effective immediately, Frank Russell Investment Company makes the following
changes to its LifePoints Funds Statement of Additional Information:
The following new sub-section to the "INVESTMENT POLICIES OF THE UNDERLYING
FUNDS" section, immediately following the "Other Investment Practices of the
Underlying Funds" subsection will be revised as follows:
CASH RESERVES. Each LifePoints Fund and each Underlying Fund (the "Funds")
and its money mangers may elect to invest the Fund's cash reserves in one
or more of FRIC's money markets funds. Those money market funds seeks to
maximize current income to the extent consistent with the preservation of
capital and liquidity, and the maintenance of a stable $1.00 per share net
asset value by investing solely in short-term money market instruments.
The Underlying Funds will use this procedure only so long as doing so does
not adversely affect the portfolio management and operations of the money
market funds and FRIC's other Funds. Those money market funds and the
Underlying Funds investing in them treat such investments as the purchase
and redemption of money market fund shares. Any Underlying Fund investing
in the money market funds pursuant to this procedure participates equally
on a pro rata basis in all income, capital gains and net assets of the
money market fund, and will have all rights and obligations of a
shareholder as provided in FRIC's Master Trust Agreement, including voting
rights. However, shares of the money market funds issued to the Underlying
Funds will be voted by the Trustees of FRIC in the same proportion as the
shares of the money market funds that are held by shareholders who are not
Underlying Funds. Underlying Funds investing in the money market funds
effectively do not pay an advisory or administrative management fees to the
money market funds.
The following restates the section entitled "MONEY MANAGER INFORMATION FOR THE
UNDERLYING FUNDS":
MONEY MANAGER INFORMATION
FOR THE UNDERLYING FUNDS
DIVERSIFIED EQUITY FUND
Alliance Capital Management, L.P. is a limited partnership whose (i)
general partner is a wholly-owned subsidiary of The Equitable Companies
Incorporated ("The Equitable") and (ii) majority unit holder is ACM, Inc.,
a
<PAGE>
wholly-owned subsidiary of The Equitable. As of March 1, 1995, 60.5% of
The Equitable was owned by Axa, a French insurance holding company.
Barclays Global Fund Advisors N.A. is an indirect, wholly-owned
subsidiary of Barclays Bank PLC.
Equinox Capital Management, Inc. is a registered investment adviser
with majority ownership held by Ron Ulrich.
Jacobs Levy Equity Management, Inc. is 100% owned by Bruce Jacobs and
Kenneth Levy.
Lincoln Capital Management Company is a division of Lincoln Capital
Management Company, and is a registered investment adviser with majority
ownership held by Dave Flower, Jay Freedman, Parker Hall, Richard Knee, Ken
Meyer and Ray Zemon.
Marsico Capital Management, LLC is owned 50% by Marsico Management
Holdings, LLC and 50% by TFM Holdings, LLLP. Marsico Management Holdings
is a wholly-owned subsidiary of NationsBank, N.A. which in turn is a
wholly-owned subsidiary of Bank of America. TFM Holdings, LLLP is a
Colorado limited liability limited partnership whose sole general partner
is TFM Managers, Inc. which is wholly-owned by Thomas F. Marsico.
Peachtree Asset Management is division of SSBC Fund Management Inc.
SSBC Fund Management is owned 100% by Salomon Smith Barney Inc. which is a
wholly-owned subsidiary of Citigroup Inc.
Sanford C. Bernstein & Co., Inc. is a registered investment adviser.
Bernstein is controlled by its Board of Directors, which consists of the
following individuals: Andrew S. Adelson, Zalman C. Bernstein, Kevin R.
Rine, Charles C. Cahn, Jr., Marilyn Goldstein Fedak, Michael L. Goldstein,
Roger Hertog, Lewis A. Sanders and Francis H. Trainer, Jr.
Suffolk Capital Management, Inc. is a registered investment adviser
and a wholly-owned subsidiary of United Asset Management Company, a
publicly traded corporation.
Trinity Investment Management Corporation is a corporation with seven
shareholders, with Stanford M. Calderwood holding majority ownership.
SPECIAL GROWTH FUND
Delphi Management, Inc. is 100% owned by Scott Black.
<PAGE>
Fiduciary International, Inc., 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. is a California limited partnership and an SEC
registered investment adviser. Its general partners are Robert J. Anslow,
Jr. and Marina L. Marrelli.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
Sirach Capital Management, Inc. is a wholly-owned subsidiary of United
Asset Management Company, a publicly traded corporation.
Wellington Management Company, LLP 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. See: Equity Income Fund.
QUANTITATIVE EQUITY FUND
Barclays Global Fund Advisors. See: Diversified Equity Fund.
Franklin Portfolio Associates, LLC is a Massachusetts business trust
owned by Mellon Financial Services Corporation, a holding company of Mellon
Bank Corporation.
J.P. Morgan Investment Management, Inc. is a wholly-owned subsidiary
of J.P. Morgan & Co., Inc., a publicly held bank holding company.
Jacobs Levy Equity Management, Inc. See: Diversified Equity Fund.
INTERNATIONAL SECURITIES FUND
Delaware International Advisers Limited is an investment adviser whose
ultimate parent is Lincoln National Corporation, a publicly traded company.
Fidelity Management Trust Company is a bank, as defined in the
Investment Advisors Act of 1940, and is a wholly-owned subsidiary of FMR
Corp. Members of the Edward C. Johnson 3rd family are predominant owners of
a class of shares of common stock representing approximately 49% of the
voting power of FMR Corp.
J.P. Morgan Investment Management, Inc. See: Quantitative Equity Fund.
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Mastholm Asset Management, LLC is a Washington limited liability
company that is controlled by the following founding members: Thomas M.
Garr, Robert L. Gernstetter, Joseph P. Jordan, Arthur M. Tyson and
Theordore J. Tyson.
Montgomery Asset Management, LLC is a Delaware limited liability
company with majority ownership held by Commerzbank AG, a foreign banking
organization.
Oechsle International Advisors, LLC is a Delaware limited liability
company that is controlled by its member manager, Oechsle Group, LLC, a
Delaware limited liability company. Oechsle Group, LLC is controlled by
the following members: S. Dewey Keesler, Stephen P. Langer, L. Sean Roche
and Warren R. Walker.
Sanford C. Bernstein & Co., Inc. See: Diversified Equity Fund.
The Boston Company Asset Management, Inc. is 100% owned by Mellon Bank
Corporation, a publicly held corporation.
DIVERSIFIED BOND FUND
Lincoln Capital Management Company. See: Diversified Equity Fund.
Pacific Investment Management Company is a subsidiary partnership of
PIMCO Advisers L.P. ("Partnership"). PIMCO Partners, G.P. is the sole
general partner of the Partnership. Pacific Financial Asset Management
Corporation indirectly holds a majority interest in PIMCO Partners, G.P.,
with the remainder held indirectly by a group comprised of PIMCO managing
directors.
Standish, Ayer & Wood, Inc.'s ownership is divided among seventeen
directors, with no director having more than a 25% ownership interest.
SHORT TERM BOND FUND
BlackRock Financial Management is a wholly-owned indirect subsidiary
of PNC Bank.
Standish, Ayer & Wood, Inc. See: Diversified Bond Fund.
STW Fixed Income Management Ltd. is a Bermuda exempted company.
William H. Williams III is the sole shareholder.
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MULTISTRATEGY BOND FUND
Credit Suisse Asset Management is a general partnership of Credit
Suisse Capital Corporation ("CS Capital") and Basic Appraisals, Inc.
("Basic"). CS Capital is an 80% partner and is a wholly-owned subsidiary
of Credit Suisse Investment Corporation, which is in turn a wholly-owned
subsidiary of Credit Suisse, a Swiss bank, which is in turn a subsidiary of
CS Holding, a Swiss corporation. No one person or entity possesses a
controlling interest in Basic, the 20% partner. BEA Associates is a
registered investment adviser.
Pacific Investment Management Company. See: Diversified Bond Fund.
Standish, Ayer & Wood, Inc. See: Diversified Bond Fund.
REAL ESTATE SECURITIES FUND
Cohen & Steers Capital Management is a corporation whose two
principals, Robert H. Steers and Martin Cohen, control the corporation
within the meaning of the 1940 Act.
AEW Capital Management, L.P. is a wholly-owned affiliate of New
England Investment Companies, L.P. ("NEIC"). NEIC is a publicly-held
limited partnership. Metropolitan Life Insurance Company, a publicly held
corporation, owns approximately 53% of NEIC. AEW Capital Management, Inc.,
a wholly-owned subsidiary of NEIC, is the general partner, and NEIC is the
sole limited partner, of AEW Capital Management, L.P.
EMERGING MARKETS FUND
Foreign & Colonial Emerging Markets Limited, an investment adviser
registered with the United Kingdom Investment Management Regulatory
Organisation, is a wholly-owned subsidiary of Hypo Foreign & Colonial
Management (Holding) Limited ("HFCM"), the holding company of the Foreign &
Colonial Group of Fund managers which manages $40 billion worldwide. HFCM
is controlled by Bayerische Hypo-und Vereinsbank AG, the second largest
commercial bank in Germany.
Genesis Asset Managers, Ltd. is a limited liability company organized
under the laws of the state of Guernsey, the Channel Islands, and has been
engaged in the investment advisory business since 1990. Genesis Asset
Managers, Ltd., is registered as an investment adviser under the Investment
Advisers Act of 1940, as amended. Genesis Asset Managers, Ltd. is
affiliated with and has common investment executives with the Genesis Group
of fund management companies. The Genesis Group, whose holding company is
Genesis Holdings International Ltd., is controlled 55% by management and
assorted interests, and
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the balance held by outside shareholders, with the largest single holding
being 15%.
J.P. Morgan Investment Management, Inc. See: Quantitative Equity Fund.
Montgomery Asset Management, LLC. See: International Securities Fund.
Nicholas-Applegate Capital Management is a California limited
partnership whose general partner is Nicholas-Applegate Capital Management
Holdings, L.P., a California limited partnership controlled by Nicholas-
Applegate Capital Management Holdings, Inc., a California corporation
controlled by Arthur E. Nicholas.
Sanford C. Bernstein & Co. Inc. See: Diversified Equity Fund.
Schroders Capital Management International Limited is 100% owned by
Schroders plc, which is publicly traded on the London Stock Exchange.
