BERGER 100 FUND
BERGER GROWTH AND INCOME FUND
BERGER SMALL COMPANY GROWTH FUND
BERGER NEW GENERATION FUND
SUPPLEMENT DATED MARCH 31, 1997
TO
PROSPECTUS DATED NOVEMBER 28, 1996
AS SUPPLEMENTED FEBRUARY 18, 1997
Effective March 31, 1997, Berger Distributors, Inc., has
been appointed as the distributor (principal underwriter) of the
Funds' shares. Accordingly, the Funds' Prospectus is supplemented by
the addition of the following to Section 7. Expenses of the Funds:
"DISTRIBUTOR
The distributor (principal underwriter) of
the Funds' shares is Berger Distributors, Inc.
(the "Distributor"), 210 University Boulevard,
Suite 900, Denver, CO 80206. The Distributor may
be reimbursed by Berger Associates for its costs
in distributing Fund shares. See "Policies of the
Funds to Promote Sales of Shares" below. The
Distributor is a wholly-owned subsidiary of Berger
Associates, and certain officers of the Funds are
officers or directors of the Distributor."
Investors desiring to purchase shares of the Funds should
continue to follow the instructions in the Prospectus under Section 9.
How to Purchase Shares in the Funds, by sending checks made payable to
"Berger Funds" in care of the Funds' transfer agent as follows:
Berger Funds
c/o DST Systems, Inc.
P.O. Box 419958
Kansas City, MO 64141
