PBHG FUNDS INC /
497, 1997-01-21
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                                                  File Nos. 2-99810
                                                  and 811-4391
                                                  Rule 497(e) under
                                                  the Securities Act of 1933



                              THE PBHG FUNDS, INC.
                               PBHG CLASS SHARES



SUPPLEMENT DATED JANUARY 21, 1997 TO THE PROSPECTUS DATED DECEMBER 16, 1997 for
the PBHG Large Cap Value Fund and PBHG Strategic Small Company Fund.

This Supplement updates certain information contained in the above-referenced
Prospectus of The PBHG Funds, Inc. The following information should replace the
second paragraph under the caption "Portfolio Managers" on page 16 of the
Prospectus.

      James M. Smith, CFA and James H. Farrell, CFA have co-managed the Small
      Company Fund since its inception. Starting on January 27, 1997, Gary
      Haubold will replace James H. Farrell as the co-manager of the Small
      Company Fund. Gary Haubold has over twenty years of investment experience
      in equity research or portfolio management. Mr. Haubold joined the
      Sub-Adviser in January 1997. Prior to joining the Sub-Adviser, Mr. Haubold
      was Senior Portfolio Manager for Miller, Anderson & Sherrerd, a registered
      investment advisory firm, since 1993. In such capacity, Mr. Haubold was
      the primary portfolio manager for the MAS Small Cap Value Portfolio and
      the MAS Mid Cap Value Portfolio. Prior to that time, Mr. Haubold was
      Senior Vice President, Portfolio Manager and the head of Equity Research
      for Wood, Struthers & Winthrop, a registered investment advisory firm.
      James M. Smith, the other co-manager of the Small Company Fund, has over
      twenty years of investment experience in equity portfolio management and
      research. Mr. Smith joined the Adviser in 1993. In such capacity, James
      Smith has co-managed the PBHG Technology and Communications Fund since its
      inception in October 1995. Prior to joining the Adviser, Mr. Smith was
      Senior Vice President and Portfolio Manager at Selected Financial
      Services, a registered investment advisory firm.

You should retain both this Supplement and the Prospectus for future reference.
You may obtain an additional copy of the Prospectus, free of charge, by calling
1-800-433-0051.



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