<PAGE>
<PAGE>
SUPPLEMENT dated October 30, 1998 to
PROSPECTUS
Dated March 2, 1998
FIRST EAGLE TRUST
EFFECTIVE NOVEMBER 19, 1998, FIRST EAGLE TRUST WILL BEGIN OFFERING
INVESTORS THE OPTION OF PURCHASING 'FRONT-LOAD' CLASS A SHARES OF FIRST EAGLE
FUND OF AMERICA AND FIRST EAGLE INTERNATIONAL FUND (THE 'FUNDS'). THE FUNDS ALSO
OFFER 'NO-LOAD' CLASS Y SHARES AND 'LEVEL LOAD' CLASS C SHARES.
PURCHASE OF SHARES -- page 4.
CLASS Y shares may be purchased at net asset value. There is no sales
charge on purchases of Class Y shares.
CLASS A shares are subject to a maximum initial sales charge of 5.00% on
purchases of less than $50,000, larger purchases qualify for lower sales
charges, and are subject to a 0.25% Rule 12b-1 distribution fee.
CLASS C shares may be purchased at net asset value and are subject to a
0.75% Rule 12b-1 distribution fee and a one-year contingent deferred sales
charge of 1.25%.
SUMMARY OF EXPENSES -- page 6.
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES
(AS A PERCENTAGE OF AVERAGE NET ASSETS)
---------------------------------------------------------------------------------------
CLASS Y CLASS A CLASS C
--------------------------- --------------------------- ---------------------------
FIRST EAGLE FIRST EAGLE FIRST EAGLE FIRST EAGLE FIRST EAGLE FIRST EAGLE
FUND OF INTERNATIONAL FUND OF INTERNATIONAL FUND OF INTERNATIONAL
AMERICA FUND AMERICA FUND AMERICA FUND
----------- ------------- ----------- ------------- ----------- -------------
<S> <C> <C> <C> <C> <C> <C>
Management fees....... 1.00% 1.00% 1.00% 1.00% 1.00% 1.00%
12b-1 fees............ None None .25% .25% .75% .75%
Service fees.......... .25% .25% .25% .25% .25% .25%
Other operating
expenses............. .17% 1.05% .17% 1.05% .17% 1.05%
--- --- --- --- --- ---
Total annual operating
expenses............. 1.42% 2.30% 1.67% 2.55% 2.17% 3.05%
--- --- --- --- --- ---
--- --- --- --- --- ---
</TABLE>
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES
---------------------------------------------------------
FIRST EAGLE FUND FIRST EAGLE
OF AMERICA INTERNATIONAL FUND
--------------------------- ---------------------------
CLASS Y CLASS A CLASS C CLASS Y CLASS A CLASS C
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Maximum sales load..................... None 5.00% None None 5.00 % None
Maximum deferred sales charge as a
percentage of assets redeemed within
first year after purchase............. None None 1.25% None None 1.25%
Redemption fee*........................ None None None 2.00% 2.00% 2.00%
Exchange fee........................... None None None None None None
</TABLE>
- ------------
* Effective December 1, 1998, a redemption fee will be charged on shares of
First Eagle International Fund redeemed within 30 days after purchase.
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You would pay the following expenses on a $1,000 investment, assuming a 5%
annual return and a redemption at the end of each time period.
<TABLE>
<CAPTION>
EXAMPLE 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- -------------------------------------------------- ------ ------- ------- --------
<S> <C> <C> <C> <C>
First Eagle Fund of America Class Y............... $ 14 $ 45 $ 78 $170
First Eagle Fund of America Class A............... $ 66 $ 100 $ 136 $238
First Eagle Fund of America Class C............... $ 35 $ 68 $ 116 $250
First Eagle International Fund Class Y............ $ 23 $ 72 $ 123 $264
First Eagle International Fund Class A............ $ 75 $ 125 $ 199 $324
First Eagle International Fund Class C............ $ 43 $ 94 $ 160 $336
</TABLE>
The purpose of the above tables is to assist you in understanding the
various costs and expenses that an investor in the Funds will bear directly or
indirectly. The percentages are based on the Funds' actual expenses for the
fiscal period ended October 31, 1997 adjusted for the lower investment
management fees currently in effect. See 'Management of the Funds' in the
Prospectus and 'Adviser' in the Statement of Additional Information. These
examples should not be considered a representation of future expenses which may
be more or less than those shown.
HOW TO PURCHASE SHARES -- page 18.
Shares of the Funds may also be purchased directly from the Funds or
through broker-dealers or financial services firms. Investors may purchase
either Class A, Class C or Class Y shares. If no designation is made to the
Funds' Transfer Agent, Class Y shares will be issued. The Funds do not issue
share certificates; share ownership is recorded with the Transfer Agent.
Broker-dealers and financial services firms may hold shares in an omnibus
account at the Transfer Agent for the benefit of those investors they serve. Due
to different expense ratios, Class A, Class C and Class Y shares of the same
Fund may have different net asset values.
CLASS A SHARES: Class A shares of the Funds may be purchased from
broker-dealers or other financial services firms by investors who seek
professional guidance and assistance. As compensation for their services,
broker-dealers and other financial services firms that distribute Class A shares
receive Rule 12b-1 distribution fees at an annual rate of up to 0.25% and
service fees at an annual rate of 0.25% of the average daily net assets of the
Class A shares for which they provide services. Class A shares of the Funds are
offered at net asset value plus an initial sales charge as shown in the
following table.
2
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<TABLE>
<CAPTION>
SALES CHARGE AS
PERCENT OF
-------------------- DEALER ALLOWANCE
CLASS A SHARES OFFERING NET AMOUNT AS PERCENT OF
DOLLARS INVESTED PRICE INVESTED OFFERING PRICE
- --------------------------------------------- -------- ---------- ----------------
<S> <C> <C> <C>
Less than $50,000............................ 5.00% 5.26% 4.50%
$50,000 but less than $100,000............... 4.50% 4.71% 4.00%
$100,000 but less than $250,000.............. 3.75% 3.90% 3.25%
$250,000 but less than $500,000.............. 2.75% 2.83% 2.50%
$500,000 but less than $1,000,000............ 1.75% 1.78% 1.50%
$1,000,000 or more........................... none none none
</TABLE>
Arnhold and S. Bleichroeder, Inc., the Funds' distributor, normally pays
4.50% of the 5.00% maximum sales charge on Class A shares to broker-dealers who
sell such shares. Upon notice to all dealers with whom it has sales agreements,
Arnhold and S. Bleichroeder may reallow up to the full applicable sales charge,
as shown in the above table, and such reallowances may be based upon attainment
of minimum sales levels. During periods when the full sales charge is reallowed,
such dealers may be deemed to be underwriters as that term is defined in the
Securities Act of 1933.
Class A shares are available to 401(k) Plans and other qualified employee
benefit plans under Section 401(a) of the Internal Revenue Code at net asset
value without a sales charge. Class A shares may also be sold at net asset value
through certain investment dealers registered under the Investment Advisers Act
of 1940 and other financial services firms that sell such shares in a 'wrap
program' or similar program. Class A shares sold at net asset value are subject
to an annual 0.25% Rule 12b-1 fee, while no-load Class Y shares are not subject
to such a fee.
Rights of Accumulation: A shareholder is entitled to the quantity discount
on each new purchase of Class A shares of the Funds that, when combined with
existing investments in the Funds, qualifies for a sales charge discount set
forth in the above table. Investors should inform their broker-dealers or other
financial services firm whenever they are entitled to a quantity discount.
Letter of Intent: If a shareholder intends to purchase Class A shares of
the Funds within a 13-month period in such dollar amount that would entitle the
shareholder to a quantity discount, the shareholder may obtain the reduced sales
charges on their initial purchase of Class A shares as if the full amount of the
intended purchase was initially made, by agreeing to escrow shares pursuant to a
letter of intent, so that if the intended purchase is not completed, any
additional sales charges owed can be redeemed and paid from the escrow shares.
3
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SALES IN FOREIGN COUNTRIES: Shares of the various Classes of the Funds may
be offered outside of the United States and such shares may be subject to
different sales charge arrangements.
HOW TO REDEEM SHARES -- page 20.
REDEMPTION FEES. Effective December 1, 1998, shares of First Eagle
International Fund that are redeemed within 30 days after the purchase of such
shares will be subject to a 2% redemption fee. First Eagle International Fund is
not designed for short-term traders whose frequent purchases and redemptions can
generate substantial purchases and sales of portfolio investments that can
unnecessarily disrupt the Fund's investment program. Short-term traders often
redeem when the market is most turbulent, thereby forcing the sale of portfolio
securities held by the Fund at the worst possible time as far as long-term
investors are concerned. Additionally, short-term trading increases the Fund's
transaction costs as measured by both commissions and bid/ask spreads, which are
borne by the remaining long-term investors. For these reasons, First Eagle
International Fund assesses a 2% fee on the redemption of shares held for 30
days or less.
EXCHANGE PRIVILEGE -- page 22.
Shareholders of Class A, Class C and Class Y shares of one Fund may
exchange their shares for the same Class of the other Fund. Thus, Class A shares
of either of the Funds may be exchanged for Class A shares of the other Fund at
their relative net asset values, and Class A shares may not be exchanged for
either Class C or Class Y shares. The exchange privilege is limited to six
exchanges within any twelve-month period. Shareholders may exchange their shares
by calling (800) 451-3623.
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