NEUBERGER & BERMAN ADVISERS MANAGEMENT TRUST
497, 1997-08-04
Previous: TIME WARNER COMPANIES INC, S-3, 1997-08-04
Next: VAN KAMPEN AMERICAN CAPITAL U S GOVERNMENT TRUST, 497, 1997-08-04




                   Neuberger&Berman Advisers Management Trust

                                Joint Prospectus

                 Supplement to the Prospectus dated May 1, 1997



         The  following  replaces  the text  under the  heading  "SUMMARY  - The
Neuberger&Berman Investment Approach" on page 5 of the Prospectus:

         While each Portfolio has its own investment  objective,  policies,  and
limitations,  each  Portfolio  is  managed  using  one of two  basic  investment
approaches - value or growth.

         A  value-oriented  portfolio  manager  buys stocks that are selling for
less than their perceived market value.  These include stocks that are currently
under-researched or are temporarily out of favor on Wall Street.

         Portfolio  managers  identify  value stocks in several ways. One of the
most  common  identifiers  is a low  price-to-earnings  ratio - that is,  stocks
selling  at  multiples  of  earnings  per share  that are lower than that of the
market as a whole.  Other  criteria are high dividend  yield,  a strong  balance
sheet and financial position, a recent company  restructuring with the potential
to realize hidden values,  strong management,  and low price-to-book  value (net
value of the company's  assets).  A  value-oriented  manager believes that, over
time, securities that are undervalued are more likely to appreciate in price and
be subject to less risk of price  decline than  securities  whose market  prices
have already  reached  their  perceived  economic  values.  This  approach  also
contemplates selling portfolio securities when N&B Management believes they have
reached their potential.

         While a value approach  concentrates on securities that are undervalued
in relation to their fundamental economic values, a growth approach seeks stocks
of companies that N&B Management  projects will grow at above-average  rates and
faster than others expect.  While a growth  portfolio  manager may be willing to
pay a higher  multiple of earnings per share than a value manager,  the multiple
tends to be reasonable  relative to the manager's  expectation  of the company's
earnings growth rate.

         In general,  AMT  Partners  Investment  places a greater  emphasis on a
value-oriented  investment  approach.  AMT Growth  Investments  and AMT Balanced
Investments  (equity  portion)  place a greater  emphasis  on a  growth-oriented
investment  approach,  and  these  Series  are  therefore  willing  to invest in
securities  with prices that have higher  multiples of earnings than securities
purchased by the other Series,  but  generally  buy  companies  that have higher
earnings growth rates.

         AMT International  Investments uses an investment process that includes
a combination of country selection and individual  security selection  primarily
based on a value-oriented investment approach.



         The following replaces the text under the heading, "INVESTMENT PROGRAMS
- - AMT Growth Investments" on pages 18-19 of the Prospectus:

         The   investment   objective   of  AMT  Growth   Investments   and  its
corresponding  Portfolio  is to seek  capital  appreciation  without  regard  to
income.  The investment  objective is fundamental and may not be changed without
the  approval  of the  holders of a majority  of the  outstanding  shares of the
Portfolio and Series.

         AMT Growth Investments can invest in securities of small-, medium-, and
large-capitalization  companies  believed  to have  the  maximum  potential  for
long-term capital appreciation. The portfolio managers currently intend to focus
primarily on the securities of  medium-capitalization  companies.  The portfolio
managers do not seek to invest in securities that pay dividends or interest, and
any such income is incidental.

         The  Series  uses  a  growth-oriented  investment  approach.  When  N&B
Management  believes  that  particular  securities  have greater  potential  for
long-term  capital  appreciation,  the Series may purchase  such  securities  at
prices with relatively  higher  multiples to measures of economic value (such as
earnings or cash flow) than other Series.  In selecting  stocks,  N&B Management
considers,  among other factors,  a company's  financial  strength,  competitive
position,  projected  future  earnings,   management  strength  and  experience,
reasonable valuation and other investment criteria.  The Series also diversifies
its investments among companies and industries.

         The Series' growth investment  program involves greater risks and share
price  volatility  than  programs  that invest in more  undervalued  securities.
Investments  in  smaller  and  medium  sized   companies  may  present   greater
opportunities for capital appreciation,  but may involve greater risks and share
price  volatility  than  investment  in  securities  of  larger   capitalization
companies.  These companies may have limited product lines,  market or financial
resources,  or they may be  dependent  upon a limited  management  group.  Their
securities  may be traded only in the  over-the-counter  market or on a regional
securities  exchange.  As a result, such companies may be subject to more abrupt
or erratic market  movements than larger,  more established  companies,  and any
such movements may be reflected in the Series' and  Portfolio's net asset value.
Moreover,  the Series does not follow a policy of active  trading for short-term
profits. Accordingly, the Portfolio may be more appropriate for investors with a
longer-range perspective.



         The information set forth on page 28 of the Prospectus  which shows the
performance  record of Felix Rovelli  prior to his joining the  Neuberger&Berman
organization is no longer relevant.



         The following replaces the seventh, ninth and eleventh paragraphs under
the heading "MANAGEMENT AND ADMINISTRATION - Investment Manager,  Administrator,
Sub-Adviser and Distributor" on page 35 of the Prospectus:

         AMT Government Income Investments--Michael J. Hanratty.  Mr. Hanratty
has been primarily responsible for AMT Government Income Investments since July
1997. Mr. Hanratty has been a member of the Fixed Income Group since March 1993,
where he served as senior trader and portfolio  manager,  and an Assistant  Vice
President  of N&B  Management  since  July  1997.  Prior to 1993,  Mr.  Hanratty
received a Masters in Business Administration from New York University and was a
senior quantitative analyst for another investment firm.

         AMT International Investments--Felix Rovelli, manager of the Series, is
on a leave  of  absence  attending  to a  personal  matter.  Valerie  Chang,  an
Assistant Vice President of N&B  Management and an assistant  portfolio  manager
for the Series from December 1996 until June 1997, has been  responsible for the
management  of the Series since June 1997.  Ms.  Chang served in the  investment
banking  division of Salomon  Brothers and Morgan  Stanley & Co., Inc. from 1993
until 1995 and as a senior  securities  analyst  for  TIAA/CREF  from 1995 until
December 1996.

         AMT Growth Investments and   AMT   Balanced    Investments    (equity
portion)--Jennifer  K. Silver and Brooke A. Cobb are  co-managers of the Series.
Ms. Silver is Director of the Neuberger&Berman Growth Equity Group, and both she
and Mr. Cobb are Vice Presidents of N&B Management. Ms. Silver is a principal of
Neuberger&Berman.  Both Ms. Silver and Mr. Cobb have had  responsibility for AMT
Growth  Investments  and AMT Balanced  Investments  (equity  portion) since July
1997.  Previously,  Ms. Silver was a portfolio  manager for several large mutual
funds managed by a prominent  investment adviser.  Previously,  Mr. Cobb was the
chief  investment  officer for an investment  advisory firm managing  individual
accounts  from 1995 to 1997 and,  from 1992 to 1995,  a  portfolio  manager of a
large mutual fund managed by a prominent investment adviser.



         This Supplement  supersedes the Supplements dated June 3, 1997 and July
15, 1997.



                                 The date of this Supplement is July 31, 1997.

<PAGE>


                   Neuberger&Berman Advisers Management Trust

                          Balanced Portfolio Prospectus

                 Supplement to the Prospectus dated May 1, 1997



         The  following  replaces  the text  under the  heading  "SUMMARY  - The
Neuberger&Berman Investment Approach":

                  AMT Balanced  Investments  (equity portion) is managed using a
growth-oriented  investment  approach.  This approach  seeks stocks of companies
that N&B Management  projects will grow at  above-average  rates and faster than
others expect.  While a growth portfolio  manager may be willing to pay a higher
multiple of earnings per share than a value  manager,  the multiple  tends to be
reasonable  relative to the  manager's  expectation  of the  company's  earnings
growth rate. The Series is therefore willing to invest in securities with prices
that have higher  multiples of earnings than securities  purchased by the other
Series, but generally buys companies that have higher earnings growth rates.



         The following replaces the text under the heading,  "INVESTMENT PROGRAM
- - AMT Balanced Investments":

         The  investment   objective  of  AMT  Balanced   Investments   and  its
corresponding  Portfolio  is long term  capital  growth and  reasonable  current
income without undue risk to principal.  The investment objective is fundamental
and may not be changed  without the approval of the holders of a majority of the
outstanding shares of the Portfolio and Series.

         N&B Management  anticipates that the Series'  investments will normally
be  managed  so that  approximately  60% of the  Series'  total  assets  will be
invested  in common  and  preferred  stocks  and the  remaining  assets  will be
invested  in  investment  grade  debt  securities.  However,  depending  on  N&B
Management's  views regarding current market trends, the common stock portion of
the Series'  investments may be adjusted  downward to as low as 50% or upward to
as high as 70%.  At least 25% of the  Series'  assets  will be invested in fixed
income securities.

         N&B Management has analyzed the total return performance and volatility
over the last 37 years of the  Standard & Poor's  "500"  Composite  Stock  Price
Index ("S&P 500"), an unmanaged  average widely  considered as representative of
general stock market performance. It has compared the performance and volatility
of the S&P "500" to that of several model balanced  portfolios,  each consisting
of a different fixed allocation of the S&P "500" and U.S.  Treasury Notes having
maturities of 2 years. The comparison  reveals that the model balanced portfolio
in which 60% was  allocated to the S&P "500" (with the  remaining  40% in 2-year
U.S.  Treasury  Notes) was able to achieve 87.3% of the  performance  of the S&P
"500," with only 63.3% of the  volatility.  Those model  balanced  portfolios in
which 70% and 50% were allocated to the S&P "500" were able to achieve 90.7% and
83.6%,  respectively,  of the  performance of the S&P "500," with only 72.8% and
54.6% of the volatility,  respectively.  While the underlying  securities in the
model balanced  portfolios are not identical to the  anticipated  investments by
AMT Balanced Investments and represent past performance, N&B Management believes
that the  results of its  analysis  show the  potential  benefits  of a balanced
investment  approach.  A chart  setting forth the study appears as Appendix A to
this Prospectus.

         In the  equity  securities  portion  of  its  portfolio,  AMT  Balanced
Investments    can   invest   in    securities   of   small-,    medium-,    and
large-capitalization  companies  believed  to have  the  maximum  potential  for
long-term capital appreciation. The portfolio managers currently intend to focus
primarily on the securities of  medium-capitalization  companies.  The portfolio
managers do not seek to invest in securities that pay dividends or interest, and
any such income is incidental.

         The  Series  uses  a  growth-oriented  investment  approach.  When  N&B
Management  believes  that  particular  securities  have greater  potential  for
long-term  capital  appreciation,  the Series may purchase  such  securities  at
prices with relatively  higher  multiples to measures of economic value (such as
earnings or cash flow) than other Series.  In selecting  stocks,  N&B Management
considers,  among other factors,  a company's  financial  strength,  competitive
position,  projected  future  earnings,   management  strength  and  experience,
reasonable valuation and other investment criteria.  The Series also diversifies
its investments among companies and industries.

         The Series' growth investment  program involves greater risks and share
price  volatility  than  programs  that invest in more  undervalued  securities.
Investments  in  smaller  and  medium  sized   companies  may  present   greater
opportunities for capital appreciation,  but may involve greater risks and share
price  volatility  than  investment  in  securities  of  larger   capitalization
companies.  These companies may have limited product lines,  market or financial
resources,  or they may be  dependent  upon a limited  management  group.  Their
securities  may be traded only in the  over-the-counter  market or on a regional
securities  exchange.  As a result, such companies may be subject to more abrupt
or erratic market  movements than larger,  more established  companies,  and any
such movements may be reflected in the Series' and  Portfolio's net asset value.
Moreover,  the Series does not follow a policy of active  trading for short-term
profits. Accordingly, the Portfolio may be more appropriate for investors with a
longer-range perspective.

         In the  debt  securities  portion  of  its  investments,  AMT  Balanced
Investments will invest in a diversified  portfolio primarily consisting of U.S.
Government and Agency  securities and investment grade debt securities issued by
financial  institutions,  corporations,  and  others.  "Investment  grade"  debt
securities  are those  receiving  one of the four  highest  ratings from Moody's
Investors Service, Inc. ("Moody's"),  Standard & Poor's Rating Group ("S&P"), or
another  nationally  recognized   statistical  rating  organization   ("NRSRO").
Securities  in  which  the  Series  may  invest  include   mortgage-backed   and
asset-backed  securities,  repurchase agreements with respect to U.S. Government
and Agency securities, and foreign investments.  The Series may invest in fixed,
variable or inflation-indexed debt securities.



                  AMT  Balanced  Investments  may  invest  up to 10% of the debt
securities  portion of its investments,  measured at the time of investment,  in
fixed-income  securities that are below investment grade,  including  comparable
unrated  securities.   Securities  rated  below  investment  grade  as  well  as
comparable unrated securities are often considered to be speculative and usually
entail  greater risk. The Series will invest in debt  securities  rated no lower
than B by Moody's or S&P or, if unrated by either of those entities,  comparable
unrated  securities.  The  Series  may  invest  up to 5% of the debt  securities
portion of its  investments,  measured at the time of  investment,  in municipal
securities  when N&B Management  believes such  securities may outperform  other
available issues. The Series may purchase and sell covered call and put options,
interest-rate futures contracts,  and options on those futures contracts and may
engage in lending  portfolio  securities.  The Series'  dollar-weighted  average
portfolio duration may range up to four years, although the Series may invest in
individual  securities  of any  duration.  The Series'  dollar-weighted  average
maturity  may  range up to five  years.  For  more  information  on lower  rated
securities,  see "Ratings of Debt Securities" in this Prospectus,  "Fixed Income
Securities" in the SAI, and Appendix A of the SAI.



         The  following   replaces  the  fifth   paragraph   under  the  heading
"MANAGEMENT AND ADMINISTRATION - Investment Manager, Administrator,  Sub-Adviser
and Distributor":

         Jennifer K. Silver and Brooke A. Cobb are  primarily  responsible  for
the day-to-day management of the equity securities  portion  of  AMT  Balanced
Investments. Ms. Silver is Director of the Neuberger&Berman Growth Equity Group,
and both she and Mr. Cobb are Vice Presidents of N&B Management. Ms. Silver is a
principal  of   Neuberger&Berman.   Both  Ms.  Silver  and  Mr.  Cobb  have  had
responsibility for AMT Growth Investments and AMT Balanced  Investments  (equity
portion)  since July 1997.  Previously,  Ms. Silver was a portfolio  manager for
several  large  mutual  funds  managed  by  a  prominent   investment   adviser.
Previously, Mr. Cobb was the chief investment officer for an investment advisory
firm  managing  individual  accounts from 1995 to 1997 and, from 1992 to 1995, a
portfolio  manager of a large  mutual  fund  managed by a  prominent  investment
adviser.



         This Supplement supersedes the Supplement dated July 15, 1997.



                                 The date of this Supplement is July 31, 1997.

<PAGE>


                   Neuberger&Berman Advisers Management Trust

                           Growth Portfolio Prospectus

                 Supplement to the Prospectus dated May 1, 1997



         The  following  replaces  the text  under the  heading  "SUMMARY  - The
Neuberger&Berman Investment Approach" on page ____ of the Prospectus:

         AMT Growth  Investments is managed using a  growth-oriented  investment
approach. A growth approach seeks stocks of companies that are projected to grow
at above-average  rates and faster than others expect.  While a growth portfolio
manager may be willing to pay a higher  multiple  of  earnings  per share than a
value  manager,  the multiple  tends to be reasonable  relative to the manager's
expectation  of the  company's  earnings  growth  rate.  The Series is therefore
willing  to invest in  securities  with  prices  that have higher  multiples  of
earnings  than  securities  purchased by the other Series,  but  generally  buys
companies that have higher earnings growth rates.



         The following replaces the text under the heading,  "INVESTMENT PROGRAM
    - AMT Growth Investments" on page ____ of the Prospectus:

         The   investment   objective   of  AMT  Growth   Investments   and  its
corresponding  Portfolio  is to seek  capital  appreciation  without  regard  to
income.  The investment  objective is fundamental and may not be changed without
the  approval  of the  holders of a majority  of the  outstanding  shares of the
Portfolio and Series.

         AMT Growth Investments can invest in securities of small-, medium-, and
large-capitalization  companies  believed  to have  the  maximum  potential  for
long-term capital appreciation. The portfolio managers currently intend to focus
primarily on the securities of  medium-capitalization  companies.  The portfolio
managers do not seek to invest in securities that pay dividends or interest, and
any such income is incidental.

         The  Series  uses  a  growth-oriented  investment  approach.  When  N&B
Management  believes  that  particular  securities  have greater  potential  for
long-term  capital  appreciation,  the Series may purchase  such  securities  at
prices with relatively  higher  multiples to measures of economic value (such as
earnings or cash flow) than other Series.  In selecting  stocks,  N&B Management
considers,  among other factors,  a company's  financial  strength,  competitive
position,  projected  future  earnings,   management  strength  and  experience,
reasonable valuation and other investment criteria.  The Series also diversifies
its investments among companies and industries.

         The Series' growth investment  program involves greater risks and share
price  volatility  than  programs  that invest in more  undervalued  securities.
Investments  in  smaller  and  medium  sized   companies  may  present   greater
opportunities for capital appreciation,  but may involve greater risks and share
price  volatility  than  investment  in  securities  of  larger   capitalization
companies.  These companies may have limited product lines,  market or financial
resources,  or they may be  dependent  upon a limited  management  group.  Their
securities  may be traded only in the  over-the-counter  market or on a regional
securities  exchange.  As a result, such companies may be subject to more abrupt
or erratic market  movements than larger,  more established  companies,  and any
such movements may be reflected in the Series' and  Portfolio's  net asset value
Moreover,  the Series does not follow a policy of active  trading for short-term
profits. Accordingly, the Portfolio may be more appropriate for investors with a
longer-range perspective.



         The  following   replaces  the  third   paragraph   under  the  heading
"MANAGEMENT AND ADMINISTRATION - Investment Manager, Administrator,  Sub-Adviser
and Distributor" on page ____ of the Prospectus:

        Jennifer K. Silver and Brooke A. Cobb are primarily responsible for the
day-to-day  management of AMT Growth Investments.  Ms. Silver is Director of the
Neuberger&Berman  Growth  Equity  Group,  and  both  she and Mr.  Cobb  are Vice
Presidents of N&B  Management.  Ms.  Silver is a principal of  Neuberger&Berman.
Both Ms. Silver and Mr. Cobb have had  responsibility for AMT Growth Investments
and AMT Balanced Investments (equity portion) since July 1997.  Previously,  Ms.
Silver was a portfolio  manager  for several  large  mutual  funds  managed by a
prominent  investment  adviser.  Previously,  Mr. Cobb was the chief  investment
officer for an investment  advisory firm managing  individual accounts from 1995
to 1997 and,  from 1992 to 1995,  a  portfolio  manager of a large  mutual  fund
managed by a prominent investment adviser.



         This Supplement supersedes the Supplement dated July 15, 1997.



                                 The date of this  Supplement  is July 31, 1997.
<PAGE>

                   Neuberger&Berman Advisers Management Trust

                     Government Income Portfolio Prospectus

                 Supplement to the Prospectus dated May 1, 1997


         The  following   replaces  the  fourth   paragraph  under  the  heading
"MANAGEMENT AND ADMINISTRATION  Investment Manager,  Administrator,  Sub-Adviser
and Distributor" on page 16 of the Prospectus:

         Michael J. Hanratty and Mr. Giuliano are primarily  responsible for the
day-to-day  management of AMT Government  Income  Investments.  Mr. Hanratty has
been primarily  responsible  for AMT Government  Income  Investments  since July
1997. Mr. Hanratty has been a member of the Fixed Income Group since March 1993,
where he served as senior trader and portfolio  manager,  and an Assistant  Vice
President  of N&B  Management  since  July  1997.  Prior to 1993,  Mr.  Hanratty
received a Masters in Business Administration from New York University and was a
senior quantitative analyst for another investment firm.



                                  The date of this  Supplement is July 31, 1997.

<PAGE>

                   Neuberger&Berman Advisers Management Trust

     Supplement to the Statement of Additional Information dated May 1, 1997


         The following replaces the third section under the heading  "INVESTMENT
INFORMATION-Discussions With Portfolio Managers":

         AMT Growth Investments; AMT Balanced Investments (equity portion)

                  AMT Growth  Investments'  objective  is capital  appreciation,
without  regard  to  income.  The  Series  differs  from  other  Series  in  its
willingness to invest in stocks with price/earnings or price-to-cash-flow ratios
that are higher  relative to those of the general market but that are reasonable
relative to the company's earnings growth rates. The Series is comprised of what
the portfolio co-managers believe are stocks of financially sound companies with
a special market capability,  management strength and experience,  a competitive
advantage or a product  that makes them  particularly  attractive  over the long
term.

                  AMT  Growth  Investments'  co-managers  view  value  on both a
relative  and an  absolute  basis,  so the Series may buy stocks  with  somewhat
above-market  historical growth rates. The Series steers clear of popular growth
stocks selling at extremely high prices.

         In the equity portion of its investments, AMT Balanced Investments will
utilize the same approach and investment  techniques  employed by N&B Management
in managing AMT Growth Investments.



         The following  replaces the section on Banking and Savings  Institution
Securities  under the heading  "INVESTMENT  INFORMATION - Additional  Investment
Information":

                  Banking and Savings Institution Securities.  (AMT Liquid Asset
Investments,  AMT Limited  Maturity  Bond  Investments,  AMT  Government  Income
Investments  and AMT Balanced  Investments).  Each of these Series may invest in
banking and savings institution  obligations,  which include CDs, time deposits,
bankers'  acceptances,  and other short-term debt obligations  issued by savings
institutions.  CDs are receipts for funds  deposited  for a specified  period of
time at a specified rate of return;  time deposits generally are similar to CDs,
but are uncertificated;  and bankers'  acceptances are time drafts on commercial
banks  by  borrowers,   usually  in  connection  with  international  commercial
transactions. The CDs, time deposits, and bankers' acceptances in which a Series
invests typically are not covered by deposit insurance.

                  AMT Liquid Asset  Investments may invest in securities  issued
by a commercial bank or savings  institution only if (1) the bank or institution
has total assets of at least  $1,000,000,000,  (2) the bank or institution is on
Neuberger&Berman's  approved  list,  and (3) in the  case of a  foreign  bank or
institution, the securities are, in Neuberger&Berman's opinion, of an investment
quality  comparable  with other debt  securities  that may be  purchased  by the
Series.  These  limitations do not prohibit  investments in securities issued by
foreign branches of U.S. banks that meet the foregoing requirements.



         This Supplement supersedes the Supplement dated June 26, 1997.



                                 The date of this Supplement is July 31, 1997.






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