<PAGE>
GENERAL AMERICAN CAPITAL COMPANY
PROSPECTUS SUPPLEMENT
Dated November 9, 1999
This page supplements the General American Capital Company Prospectus
dated May 1, 1999, as set forth below. Please keep this Prospectus
Supplement with your Prospectus for future reference.
The third paragraph under the heading "Portfolio Managers" on pages 12
and 13 is deleted and the first paragraph under the same heading is
replaced by the following paragraph:
"David A. Kaslow, CFA, Vice President of the Adviser, manages the
Managed Equity Fund, the Asset Allocation Fund, the International Index
Fund, the Mid-Cap Equity Fund, the S&P 500 Index Fund, and the Small-Cap
Equity Fund. He has managed the Asset Allocation Fund, International
Index Fund, and Mid-Cap Equity Fund since January 1997, the Managed
Equity Fund since October 1998, and the S&P 500 Index Fund and Small-Cap
Equity fund since November 1999. Prior to joining the Adviser in 1994,
Mr. Kaslow performed equity research at FBW Investment Management.
Mr. Kaslow has a bachelor's degree from Tulane University and a master's
degree from Washington University (St. Louis, Missouri)."
<PAGE>
<PAGE>
GENERAL AMERICAN CAPITAL COMPANY
PROSPECTUS SUPPLEMENT
Dated November 9, 1999
This page supplements the General American Capital Company Prospectus
dated May 1, 1999, as set forth below. Please keep this Prospectus
Supplement with your Prospectus for future reference.
The third paragraph under the heading "Portfolio Managers" on page 9 is
deleted and the first paragraph under the same heading is replaced by
the following paragraph:
"David A. Kaslow, CFA, Vice President of the Adviser, manages the
Managed Equity Fund, the Asset Allocation Fund, and the S&P 500 Index
Fund. He has managed the Asset Allocation Fund since January 1997, the
Managed Equity Fund since October 1998, and the S&P 500 Index Fund since
November 1999. Prior to joining the Adviser in 1994, Mr. Kaslow
performed equity research at FBW Investment Management. Mr. Kaslow has
a bachelor's degree from Tulane University and a master's degree from
Washington University (St. Louis, Missouri)."
