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LONGLEAF PARTNERS REALTY FUND
A SERIES OF
[LOGO] LONGLEAF PARTNERS FUNDS TRUST
Investment Counsel
SOUTHEASTERN ASSET MANAGEMENT, INC.
6075 Poplar Ave., Suite 900
Memphis, TN 38119
(800) 488-4191 (901) 761-2474
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SUPPLEMENT TO PROSPECTUS DATED JULY 18, 1996
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FOR OHIO RESIDENTS
LIMITATIONS ON AMOUNTS OF INVESTMENTS IN PORTFOLIO COMPANIES
FEDERAL AND OHIO RULES
FEDERAL RULES. Longleaf Partners Realty Fund (the "Realty Fund") is a
non-diversified mutual fund. There are no provisions under the Investment
Company Act of 1940 limiting investments in a single company by a
non-diversified mutual fund. However, the Realty Fund intends to qualify as a
"regulated investment company" under Subchapter M of the Internal Revenue Code
of 1986, as amended, which has the following limitations on investments in a
single company:
1. With respect to 50% of total assets, not more than 5% of total assets
may be invested in the securities of a single company and the Fund may
not acquire more than 10% of the voting securities of a single company.
2. With respect to the remaining 50% of total assets, there are no
limitations on the percentage of voting securities which a mutual fund
may purchase in a single company. As a percentage of total assets, not
more than 25% may be invested in the securities of a single company and
not more than 25% may be invested in two or more companies controlled
by the Fund which are engaged in similar trades or businesses.
OHIO RULES. The standard Ohio Securities Regulations are more restrictive in
connection with the percentage of ownership of voting securities in a single
company that a mutual fund may purchase. These regulations provide that with
respect to 75% of total assets, a mutual fund may not acquire more than 10% of
the voting securities of a single company.
This standard Ohio limitation does not apply if a mutual fund, among other
things, commits that it will not acquire more than 49% of the voting securities
of any one company or affiliate of that company. The Realty Fund has made this
and other required commitments to Ohio. As a result, with respect to 50% of
total assets, the Realty Fund may acquire more than 10% but not more than 49% of
the voting securities of a single company.
