BERGER SMALL CAP VALUE FUND
Institutional Shares
SUPPLEMENT DATED MAY 10, 1999
to
STATEMENT OF ADDITIONAL INFORMATION
DATED JANUARY 31, 1999
Effective immediately, Jack R. Thompson has
succeeded Gerard M. Lavin as the senior officer
responsible for day-to-day management of Berger
Associates, Inc., investment advisor and/or administrator
to the Berger Funds. Effective November 1999, Mr.
Thompson will assume the title President and Chief
Executive Officer of Berger Associates, Inc.
The biographical information appearing under the
heading "3. Management of the Fund" for each of the
individuals referenced above is amended accordingly.