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SKYLINE FUND
Skyline Special Equities Portfolio (the "Portfolio") closed to new investors
on January 30, 1997, the date on which the Portfolio reached approximately
$250 million in net assets. Skyline Fund's Board of Trustees concluded that
it is in the best interest of the shareholders to limit the assets in the
Portfolio.
All persons owning shares of the Portfolio as of January 30, 1997, the date
on which the Portfolio stopped accepting new investments (the "Closing Date")
may continue to add to their existing accounts after the Closing Date. In
addition, the following persons may continue to open new accounts after the
Closing Date:
- - persons owning shares of the Portfolio as of the Closing Date
- - clients of any financial advisor or planner who has $250,000 or more of
client assets invested in the Portfolio as of the Closing Date
- - clients of Mesirow Asset Management, Inc., Skyline Fund's former
investment adviser, and Mesirow Financial, Inc., Skyline Fund's former
distributor
- - employee benefit plans that have advised the Fund that the Portfolio has
been selected as an investment alternative under the plan, and as to which
selection the Fund has agreed, before the Closing Date, even if
investments in the Portfolio have not begun as of the Closing Date
- - the Fund's trustees and members of their immediate families, and the
Adviser's employees and members of their immediate families
- - retirement plan accounts (including ERISA accounts and IRAs) for the
Adviser's employees and the Fund's trustees, and members of their
immediate families
- - retirement plans sponsored by the Adviser or Affiliated Managers Group,
Inc., the general partner of the Adviser, in which the Adviser's employees
are eligible to participate
- - members of Skyline Growth Fund, L.L.C., a private investment company
managed by the Adviser
- - persons who are transferring or rolling over into a Skyline Fund IRA
assets from an employee benefit plan through which they held shares of the
Portfolio, or investing part or all of the proceeds of a distribution from
a plan through which the person held shares of the Portfolio which does
not permit transfers or rollovers
Effective as of the Closing Date, the Exchange Privilege may be used to
exchange into Special Equities Portfolio only if you would be eligible to
invest in the Portfolio under the guidelines described above.
Supplement dated January 30, 1997 to Prospectus dated May 1, 1996
