RBB FUND INC
497, 1998-08-07
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                       BOSTON PARTNERS MICRO CAP VALUE FUND
                               (INSTITUTIONAL CLASS)

                 (Investment Portfolio of The RBB Fund, Inc.)

                         SUPPLEMENT DATED JULY 29, 1998
                      TO PROSPECTUS DATED JULY 1, 1998

     The  following  language  is added  to the  section  entitled  "Investment
Objectives and Policies" on pages 3-4 of the Prospectus:

     The Fund  presently has no intention to  participate  as a purchaser in any
initial  public  offering  of  securities  that may  trade at a  premium  in the
secondary market when such a secondary  market exists,  although it reserves the
ability to participate in such offerings in the future.




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                       BOSTON PARTNERS MICRO CAP VALUE FUND
                                 (INVESTOR CLASS)

                 (Investment Portfolio of The RBB Fund, Inc.)

                         SUPPLEMENT DATED JULY 29, 1998
                      TO PROSPECTUS DATED JULY 1, 1998

     The  following  language  is added  to the  section  entitled  "Investment
Objectives and Policies" on pages 3-4 of the Prospectus:

     The Fund  presently has no intention to  participate  as a purchaser in any
initial  public  offering  of  securities  that may  trade at a  premium  in the
secondary market when such a secondary  market exists,  although it reserves the
ability to participate in such offerings in the future.

<PAGE>





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