SEC FILE NO. 02-91302
SEC FILE NO. 02-48906
SEC FILE NO. 33-56094
SEC FILE NO. 02-34552
SEC FILE NO. 33-67852
PILGRIM FUNDS
Supplement dated November 16, 2000 to
the Class A, B, C, M and T Income Prospectus
dated November 1, 2000
1. PROPOSED FUND REORGANIZATIONS
On November 2, 2000, the Board of Directors/Trustees of the Pilgrim Funds
approved proposals to reorganize the following Disappearing Funds into the
following Surviving Funds (the "Reorganizations"):
DISAPPEARING FUND SURVIVING FUND
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Pilgrim Government Securities Income Fund Pilgrim GNMA Income Fund
Pilgrim High Total Return Fund Pilgrim High Yield Fund II
Pilgrim High Total Return Fund II Pilgrim High Yield Fund II
The proposed Reorganizations are subject to the approval of shareholders of
the Disappearing Funds. If shareholder approval is obtained, it is expected that
the Reorganizations will take place in the first quarter of 2001.
2. EXCHANGES
Effective November 6, 2000, the following disclosure supplements the
disclosure under "Shareholder Guide -- Transaction Policies -- Exchanges" on
pages 29-30 of the Prospectus:
You may also exchange shares of a Fund for shares of the same
class of any ING Fund, without paying any additional sales
charge. Shares subject to a CDSC will continue to age from the
date that the original shares were purchased.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
