THE OMNI INVESTMENT FUND
SUPPLEMENT DATED NOVEMBER 18, 1996, TO
PROSPECTUS DATED APRIL 30, 1996
On November 18, 1996, THE CURRENT INVESTMENT ADVISER OF THE OMNI
INVESTMENT FUND (THE "Fund"), Perkins, Wolf, McDonnell & Company ("PWM"), and
Berger Associates, Inc. ("BERGER"), entered into an agreement (the "NOVEMBER
18 AGREEMENT) which proposes that Berger will become the Fund's investment
adviser under a new Investment Advisory Agreement, and that PWM will become
sub-adviser to the Fund under a new Sub-Advisory Agreement. No change is
contemplated in the investment advisory personnel responsible for day-to-day
management of the Fund's investments or in the Fund's investment objective or
approach.
ADVISORY AGREEMENTS. The proposed new Investment Advisory Agreement with
Berger would result in a reduction of the advisory fee payable by the Fund
from the annual rate of 1.00% to 0.90% of the Fund's average daily net assets.
Under the proposed new Sub-Advisory Agreement, PWM would continue with its
day-to-day portfolio management of the Fund and Berger would pay PWM a fee at
an annual rate of 0.90% of the first $75 million of the Fund's average daily
net assets, 0.50% of the next $125 million, and 0.20% of any excess. No part
of the sub-advisory fee would be borne by the Fund.
NEW FUND OFFICERS AND TRUSTEES. The November 18 Agreement also proposes
that the number of trustees of the Fund be increased from 5 to 10 and that the
trustees and officers of other funds advised by Berger would become the new
trustees and officers of the Fund.
NEW CLASS. The November 18 Agreement also proposes the creation of two
classes of shares of the Fund -- Institutional Shares and Investor Shares.
The shares held by the Fund's shareholders on the date of completion of the
transaction will be redesignated as Institutional Shares and otherwise
unchanged. Investor Shares will be identical to Institutional Shares, except
that Investor Shares will bear a 12b-1 fee at the annual rate of 0.25% of
average daily net assets of the Fund attributable to this class, which would
be paid to Berger for activities primarily intended to result in the sale of
the new class of shares. Investor Shares would be made available to the
general public, subject to the Fund's regular minimum initial investment
requirements. Sales of Institutional Shares, which will not bear a 12b-1 fee,
would be limited to (a) investors who maintain a large minimum account balance
(proposed to be $1 million) and (b) shareholders invested in the Fund on the
date the transaction is completed, subject only to the Fund's regular minimum
investment requirements.
CONDITIONS TO COMPLETION OF THE NEW ARRANGEMENTS. Implementation of the
changes contemplated by the November 18 Agreement is contingent upon, among
other things, the approval of both the current trustees and the shareholders
of the Fund of the new Investment Advisory Agreement with Berger, the new Sub-
dvisory Agreement with PWM, the new Fund trustees and the changes necessary to
implement the new class of shares.
