PILGRIM WORLDWIDE EMERGING MARKETS FUND INC
497, 2000-10-17
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                                                           SEC FILE NO. 33-56094
                                                           SEC FILE NO. 2-32488

                                  PILGRIM FUNDS

                        Supplement dated October 2, 2000
                      to the Prospectus dated July 31, 2000
                            Classes: A, B, C, M and T

ADDITION OF PORTFOLIO  MANAGERS FOR THE PILGRIM EMERGING  COUNTRIES FUND AND THE
PILGRIM WORLDWIDE EMERGING MARKETS FUND

On page 42 of the  Prospectus  under the section  "MANAGEMENT OF THE FUNDS," the
disclosure  is hereby  amended to reflect that Jan Wim Derks,  Eric Anderson and
Bratin Sanyal will share the responsibility for the day-to-day management of the
Pilgrim Worldwide Emerging Markets Fund (the "Worldwide  Emerging Markets Fund")
and the Pilgrim  Emerging  Countries Fund (the "Emerging  Countries  Fund") with
Richard T. Saler and Phillip A.  Schwartz.  The  following  disclosure is hereby
added:

EMERGING COUNTRIES FUND

Jan Wim Derks,  Vice President of Pilgrim  Investments,  Inc.  ("Pilgrim"),  has
served as a member of the  portfolio  management  team that manages the Emerging
Countries  Fund since  October  2000.  Mr.  Derks also serves as a member of the
portfolio  management team that manages the Lexington  Emerging Markets Fund and
the Worldwide  Emerging Markets Fund. In addition to his role with Pilgrim,  Mr.
Derks  also  serves as  Director  of Global  Emerging  Markets  Equities  at ING
Investment  Management - Europe.  Prior to joining ING  Investment  Management -
Europe, Mr. Derks managed a Latin American equity fund with ABN AMRO.

Eric  Anderson,  Vice  President  of  Pilgrim,  has  served  as a member  of the
portfolio management team that manages the Emerging Countries Fund since October
2000. Mr. Anderson also serves as a member of the portfolio management team that
manages the Lexington  Emerging Markets Fund and the Worldwide  Emerging Markets
Fund. In addition to his role with Pilgrim,  Mr.  Anderson also serves as Senior
Portfolio   Manager  -  Global  Emerging  Markets  Equities  at  ING  Investment
Management - Americas.  Prior to joining ING  Investment  Management - Americas,
Mr. Anderson  managed a Latin America equity  portfolio and  participated in the
management of an emerging market debt portfolio at Offitbank in New York.

Bratin  Sanyal,  Vice  President  of  Pilgrim,  has  served  as a member  of the
portfolio management team that manages the Emerging Countries Fund since October
2000. Mr. Sanyal also serves as manager of the Lexington  Emerging  Markets Fund
and the Worldwide  Emerging  Markets Fund. In addition to his role with Pilgrim,
Mr.  Sanyal serves as the Senior  Portfolio  Manager - Global  Emerging  Markets
Equities at ING  Investment  Management  - Europe.  Mr.  Sanyal has held several
positions  with ING  Investment  Management - Europe,  most recently as an Asian
equity fund manager. Prior to joining ING Investment Management - Europe, he was
an economist at the World Bank where he structured  debt workouts for the Highly
Indebted Countries.

The following  disclosure is hereby added after the  sub-section  "INTERNATIONAL
FUND AND WORLDWIDE EMERGING MARKETS FUND":

Jan Wim Derks, Eric Anderson and Bratin Sanyal,  whose backgrounds are described
above, have served as members of the portfolio  management team that manages the
Worldwide Emerging Markets Fund since October 2000.

               PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE


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