SUPPLEMENT TO MAY 1, 1999 PROSPECTUS
LONGLEAF PARTNERS FUNDS TRUST SM
[LOGO]
Managed By
Southeastern Asset Management, Inc.
6410 Poplar Ave., Suite 900
Memphis, TN 38119
Effective February 1, 2000, Longleaf Partners Fund is open to all investors. The
methods of opening new accounts and making new investments described in the
Shareholder Manual beginning on page 26 now apply to the Partners Fund, and any
references to the Partners Fund as a closed fund are accordingly amended.
Longleaf Partners Small-Cap Fund remains closed to new investors.
You may use the attached New Account Application to open a new account in
Longleaf Partners Fund or any of our other open Funds. We will return
investments accompanying new account applications for the Partners Fund received
prior to February 1, 2000.
