BERGER SMALL CAP VALUE FUND
INSTITUTIONAL SHARES
SUPPLEMENT DATED FEBRUARY 19, 1998, TO
THE PROSPECTUS DATED JANUARY 31, 1998
At their meeting on February 19, 1998, the Trustees of
the Berger Small Cap Value Fund (the "Fund") voted to increase to
$250,000 the minimum initial purchase and minimum account balance
requirements for the Institutional Shares class of the Fund. The
increased minimums do not apply to accounts opened prior to
February 19, 1998. Those accounts will remain subject to the
minimum account balance requirements applicable to them at that
time. Consequently, all shareholders who first open an account
and purchase Institutional Shares after February 19, 1998, will
be required to make a minimum initial investment of $250,000. In
addition, the Fund will be authorized to redeem involuntarily all
Fund shares held in the accounts of those shareholders if the
account balance drops below $250,000, in accordance with the
procedures described in the Prospectus for redemptions by the
Fund. In light of the Trustees' action, all references in the
Prospectus to $100,000 are amended to read $250,000. Sections 8
and 11 in the Prospectus are also amended accordingly.
