PBHG FUNDS INC /
497, 1999-06-21
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                              THE PBHG FUNDS, INC.

                         SUPPLEMENT DATED JUNE 21, 1999
                   TO THE PROSPECTUS FOR THE PBHG CLASS SHARES
                    DATED JUNE 1, 1998, AND FEBRUARY 8, 1999

     This Supplement updates certain information contained in the Prospectus, as
supplemented on April 1, 1999, May 1, 1999 and May 28, 1999. You should retain
the Prospectus and all Supplements for future reference. You may obtain an
additional copy of the Prospectus, as supplemented, free of charge, by calling
1-800-433-0051.

     Effective June 28, 1999, Raymond J. McCaffrey, CFA, manages the PBHG Large
Cap Value Fund. Mr. McCaffrey has been a portfolio manager with Value Investors
since 1997. Prior to joining Value Investors he was a Vice President, Technology
Analyst and Portfolio Manager with Pitcairn Trust Company. Mr. McCaffrey's prior
experience also includes investment analyst positions with Cypress Capital
Management, Independence Capital Management and Fidelity Bank. Mr. McCaffrey is
an honors graduate of Villanova University with a BS in Economics and received
his Masters of Science in Industrial Administration from Carnegie Mellon
University. He is a Chartered Financial Analyst.

     Effective June 28, 1999, Jerome J. Heppelmann, CFA, manages the PBHG
Mid-Cap Value Fund, PBHG Small Cap Value Fund, PBHG Focused Value Fund and
co-manages the PBHG Strategic Small Company Fund. Mr. Heppelmann joined the
Adviser in 1994 and since 1997 has been a member of Value Investors' value
equity team responsible for researching small and mid-cap value companies. Prior
to joining the Adviser, Mr. Heppelmann worked in the Investment Advisory Group
for SEI Investments servicing investment management clients. Mr. Heppelmann
holds a Bachelor of Business Administration with a concentration in Finance from
the University of Notre Dame. He is a Chartered Financial Analyst.




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