<PAGE>
<PAGE>
CUMULATIVE SUPPLEMENT DATED MAY 17, 1999 TO PROSPECTUS
DATED MARCH 1, 1999
FIRST EAGLE FUNDS
PURCHASING LEVEL-LOAD CLASS C SHARES -- PAGE 17.
Investors purchasing Class C shares in connection with participant directed
retirement plans, such as 401(k) plans, will not be subject to a 1.25%
contingent deferred sales charge. Distributors of shares of the Funds are
normally paid an initial 1% fee on the sale of Class C shares. Distributors of
Class C shares that are not subject to a 1.25% contingent deferred sales charge
will be paid the distribution fee and the service fee on a quarterly basis.
PURCHASING FRONT-END LOAD CLASS A SHARES -- PAGE 18.
The Distributor may waive the front-end sales charge for investors who are
purchasing Class A shares with the proceeds from a redemption of another 'load'
mutual fund made within 60 days of the purchase. The investor or the investor's
broker or financial institution placing the trade must notify the Distributor at
the time the order to purchase Class A shares is made and must provide a copy of
the investor's account statement showing the redemption.
THE FUND'S PERFORMANCE -- PAGE 4.
The best quarter's performance for First Eagle Fund of America was the Fourth
Quarter of 1998 rather than the First Quarter of 1998 when its performance was
16.82%.
