<PAGE>
Russell Funds
Frank Russell Investment Company
Supplement Dated April 7, 1999
To The Prospectus Dated January 15, 1999
As Supplemented Through February 17, 1999
Effective immediately, the Diversified Equity and Equity Income Funds are
managed by the following money managers:
DIVERISIFIED EQUITY FUND
Alliance Capital Management L.P., First Bank Place, 601 2nd Ave. South,
Suite 5000, Minneapolis, MN 55402-4322, 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., 45 Fremont Street, San Francisco, CA
94105, is an indirect, wholly-owned subsidiary of Barclays Bank PLC.
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New York,
NY 10022. Equinox is a registered investment adviser with majority ownership
held by Ron Ulrich.
INVESCO Capital Management, Inc., 1315 Peachtree Street N.E., Suite 500,
Atlanta, GA 30309, is a corporation whose indirect parent is AMVESCO, PLC, a
London-based financial services holding company.
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606. Lincoln Capital Management, Inc. is a division of Lincoln
Capital Management Company, and is a registered investment adviser with majority
ownership held by John Croghan, Parker Hall, Ken Meyer, Tim Ubben and Ray Zemon.
Morgan Stanley Dean Witter Investment Management Inc., 1221 Avenue of the
Americas, New York, NY 10020, is a wholly owned subsidiary of Morgan Stanley
Dean Witter & Co., a publicly held corporation.
Peachtree Asset Management, One Peachtree Center, Suite 4500, 303 Peachtree
Street N.E., Atlanta, GA 30308. Peachtree is a unit of the Smith Barney Asset
Management division of Smith Barney Mutual Funds Management Inc., which is a
wholly owned subsidiary of Travelers Group Inc.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, New York, NY 10153,
is a registered investment adviser. Founded in 1967, Bernstein is controlled by
its Board of Directors, which consists of the following individuals: Andrew S.
Adelson, Zalman C.
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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., 250 West 57th Street, Suite 420, New
York, NY 10107. 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, 301 North Spring Street,
Bellefonte, PA 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
EQUITY INCOME FUND
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New York,
NY 10022. Equinox is a registered investment adviser with majority ownership
held by Ron Ulrich.
Trinity Investment Management Corporation, 301 North Spring Street,
Bellefonte, PA, 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
Westpeak Investment Advisors, L.P., 1011 Walnut Street, Suite 400, Boulder,
CO 80302, a registered investment adviser that is directly controlled by
Metropolitan Life Insurance Company.
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Institutional Funds Class Y
Frank Russell Investment Company
Supplement Dated April 7, 1999
To The Prospectus Dated January 15, 1999
As Supplemented Through February 17, 1999
Effective immediately, the Equity I and Equity III Funds are managed by the
following money managers:
EQUITY I FUND
Alliance Capital Management L.P., First Bank Place, 601 2nd Ave. South,
Suite 5000, Minneapolis, MN 55402-4322, 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., 45 Fremont Street, San Francisco, CA
94105, is an indirect, wholly-owned subsidiary of Barclays Bank PLC.
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New
York, NY 10022. Equinox is a registered investment adviser with majority
ownership held by Ron Ulrich.
INVESCO Capital Management, Inc., 1315 Peachtree Street N.E., Suite 500,
Atlanta, GA 30309, is a corporation whose indirect parent is AMVESCO, PLC, a
London-based financial services holding company.
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606. Lincoln Capital Management, Inc. is a division of Lincoln
Capital Management Company, and is a registered investment adviser with majority
ownership held by John Croghan, Parker Hall, Ken Meyer, Tim Ubben and Ray Zemon.
Morgan Stanley Dean Witter Investment Management Inc., 1221 Avenue of the
Americas, New York, NY 10020, is a wholly owned subsidiary of Morgan Stanley
Dean Witter & Co., a publicly held corporation.
Peachtree Asset Management, One Peachtree Center, Suite 4500, 303 Peachtree
Street N.E., Atlanta, GA 30308. Peachtree is a unit of the Smith Barney Asset
Management division of Smith Barney Mutual Funds Management Inc., which is a
wholly owned subsidiary of Travelers Group Inc.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, New York, NY 10153,
is a registered investment adviser. Founded in 1967, Bernstein is controlled by
its Board of Directors, which consists of the following individuals: Andrew S.
Adelson, Zalman C.
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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., 250 West 57th Street, Suite 420, New
York, NY 10107. 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, 301 North Spring Street,
Bellefonte, PA 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
EQUITY III FUND
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New York,
NY 10022. Equinox is a registered investment adviser with majority ownership
held by Ron Ulrich.
Trinity Investment Management Corporation, 301 North Spring Street,
Bellefonte, PA, 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
Westpeak Investment Advisors, L.P., 1011 Walnut Street, Suite 400, Boulder,
CO 80302, a registered investment adviser that is directly controlled by
Metropolitan Life Insurance Company.
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Institutional Funds Class E and Class I
Frank Russell Investment Company
Supplement Dated April 7, 1999
To The Prospectus Dated January 15, 1999
As Supplemented Through February 17, 1999
Effective immediately, the Equity I and Equity III Funds are managed by the
following money managers:
EQUITY I FUND
Alliance Capital Management L.P., First Bank Place, 601 2nd Ave. South,
Suite 5000, Minneapolis, MN 55402-4322, 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., 45 Fremont Street, San Francisco, CA
94105, is an indirect, wholly-owned subsidiary of Barclays Bank PLC.
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New York,
NY 10022. Equinox is a registered investment adviser with majority ownership
held by Ron Ulrich.
INVESCO Capital Management, Inc., 1315 Peachtree Street N.E., Suite 500,
Atlanta, GA 30309, is a corporation whose indirect parent is AMVESCO, PLC, a
London-based financial services holding company.
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606. Lincoln Capital Management, Inc. is a division of Lincoln
Capital Management Company, and is a registered investment adviser with majority
ownership held by John Croghan, Parker Hall, Ken Meyer, Tim Ubben and Ray Zemon.
Morgan Stanley Dean Witter Investment Management Inc., 1221 Avenue of the
Americas, New York, NY 10020, is a wholly owned subsidiary of Morgan Stanley
Dean Witter & Co., a publicly held corporation.
Peachtree Asset Management, One Peachtree Center, Suite 4500, 303 Peachtree
Street N.E., Atlanta, GA 30308. Peachtree is a unit of the Smith Barney Asset
Management division of Smith Barney Mutual Funds Management Inc., which is a
wholly owned subsidiary of Travelers Group Inc.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, New York, NY 10153,
is a registered investment adviser. Founded in 1967, Bernstein is controlled by
its Board of Directors, which consists of the following individuals: Andrew S.
Adelson, Zalman C.
<PAGE>
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., 250 West 57th Street, Suite 420, New
York, NY 10107. 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, 301 North Spring Street,
Bellefonte, PA 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
EQUITY III FUND
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New York,
NY 10022. Equinox is a registered investment adviser with majority ownership
held by Ron Ulrich.
Trinity Investment Management Corporation, 301 North Spring Street,
Bellefonte, PA, 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
Westpeak Investment Advisors, L.P., 1011 Walnut Street, Suite 400, Boulder,
CO 80302, a registered investment adviser that is directly controlled by
Metropolitan Life Insurance Company.
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LifePoints Funds
Frank Russell Investment Company
Supplement Dated April 7, 1999
To The Prospectus Dated January 15, 1999
As Supplemented Through February 17, 1999
Effective immediately, the Diversified Equity Fund is managed by the following
money managers:
DIVERISIFIED EQUITY FUND
Alliance Capital Management L.P., First Bank Place, 601 2nd Ave. South,
Suite 5000, Minneapolis, MN 55402-4322, 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., 45 Fremont Street, San Francisco, CA
94105, is an indirect, wholly-owned subsidiary of Barclays Bank PLC.
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New York,
NY 10022. Equinox is a registered investment adviser with majority ownership
held by Ron Ulrich.
INVESCO Capital Management, Inc., 1315 Peachtree Street N.E., Suite 500,
Atlanta, GA 30309, is a corporation whose indirect parent is AMVESCO, PLC, a
London-based financial services holding company.
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606. Lincoln Capital Management, Inc. is a division of Lincoln
Capital Management Company, and is a registered investment adviser with majority
ownership held by John Croghan, Parker Hall, Ken Meyer, Tim Ubben and Ray Zemon.
Morgan Stanley Dean Witter Investment Management Inc., 1221 Avenue of the
Americas, New York, NY 10020, is a wholly owned subsidiary of Morgan Stanley
Dean Witter & Co., a publicly held corporation.
Peachtree Asset Management, One Peachtree Center, Suite 4500, 303 Peachtree
Street N.E., Atlanta, GA 30308. Peachtree is a unit of the Smith Barney Asset
Management division of Smith Barney Mutual Funds Management Inc., which is a
wholly owned subsidiary of Travelers Group Inc.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, New York, NY 10153, is
a registered investment adviser. Founded in 1967, Bernstein is controlled by its
Board of Directors, which consists of the following individuals: Andrew S.
Adelson, Zalman C.
<PAGE>
Institutional Funds Premier Class
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., 250 West 57th Street, Suite 420, New
York, NY 10107. 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, 301 North Spring Street,
Bellefonte, PA 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
<PAGE>
Institutional Funds Premier Class
Frank Russell Investment Company
Supplement Dated April 7, 1999
To The Prospectus Dated January 15, 1999
As Supplemented Through February 17, 1999
Effective immediately, the Equity I and Equity III Funds are managed by the
following money managers:
EQUITY I FUND
Alliance Capital Management L.P., First Bank Place, 601 2nd Ave. South,
Suite 5000, Minneapolis, MN 55402-4322, 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., 45 Fremont Street, San Francisco, CA
94105, is an indirect, wholly-owned subsidiary of Barclays Bank PLC.
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New
York, NY 10022. Equinox is a registered investment adviser with majority
ownership held by Ron Ulrich.
INVESCO Capital Management, Inc., 1315 Peachtree Street N.E., Suite 500,
Atlanta, GA 30309, is a corporation whose indirect parent is AMVESCO, PLC, a
London-based financial services holding company.
Lincoln Capital Management Company, 200 South Wacker Drive, Suite 2100,
Chicago, IL 60606. Lincoln Capital Management, Inc. is a division of Lincoln
Capital Management Company, and is a registered investment adviser with majority
ownership held by John Croghan, Parker Hall, Ken Meyer, Tim Ubben and Ray Zemon.
Morgan Stanley Dean Witter Investment Management Inc., 1221 Avenue of the
Americas, New York, NY 10020, is a wholly owned subsidiary of Morgan Stanley
Dean Witter & Co., a publicly held corporation.
Peachtree Asset Management, One Peachtree Center, Suite 4500, 303 Peachtree
Street N.E., Atlanta, GA 30308. Peachtree is a unit of the Smith Barney Asset
Management division of Smith Barney Mutual Funds Management Inc., which is a
wholly owned subsidiary of Travelers Group Inc.
Sanford C. Bernstein & Co., Inc., 767 Fifth Avenue, New York, NY 10153, is
a registered investment adviser. Founded in 1967, Bernstein is controlled by its
Board of Directors, which consists of the following individuals: Andrew S.
Adelson, Zalman C.
<PAGE>
Institutional Funds Premier Class
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., 250 West 57th Street, Suite 420, New
York, NY 10107. 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, 301 North Spring Street,
Bellefonte, PA 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
EQUITY III FUND
Equinox Capital Management, Inc. 590 Madison Avenue, 41st Floor, New
York, NY 10022. Equinox is a registered investment adviser with majority
ownership held by Ron Ulrich.
Trinity Investment Management Corporation, 301 North Spring Street,
Bellefonte, PA, 16823 is a wholly-owned subsidiary of Oppenheimer Acquisition
Corporation, a holding company controlled by Massachusetts Mutual Life Insurance
Company.
Westpeak Investment Advisors, L.P., 1011 Walnut Street, Suite 400, Boulder,
CO 80302, a registered investment adviser that is directly controlled by
Metropolitan Life Insurance Company.
