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BARR ROSENBERG SERIES TRUST
Supplement dated February 23, 1998
to
Prospectus dated July 18, 1997
Effective February 20, 1998 (the "Closing Date"), the U.S. Small
Capitalization Series has been closed to new investors (except as otherwise
provided below). The following categories of investors will still be
permitted to purchase shares of the U.S. Small Capitalization Series: (i)
shareholders of the U.S. Small Capitalization Series on the Closing Date will
be permitted to purchase additional shares of the U.S. Small Capitalization
Series for as long as they continue to own shares of such Fund; (ii)
shareholders who beneficially own shares of the U.S. Small Capitalization
Series on the Closing Date through a registered investment adviser or
financial adviser will be permitted to purchase additional shares of the U.S.
Small Capitalization Series for as long as they beneficially own shares of
such Fund; (iii) participants in any self-directed qualified benefit plan
(for example, 401(a), 401(k), 457 and 403(b) plans) will be eligible to
direct the purchase of the shares of the U.S. Small Capitalization Series by
their plan account for as long as the plan continues to own shares of such
Fund for any single plan participant; and (iv) participants in certain "wrap
programs" that have entered into contractual arrangements with the Trust
and/or Distributor will be eligible to purchase shares of the U.S. Small
Capitalization Series for as long as the "wrap program" continues to own
shares of such Fund.
In the event (i) a shareholder redeems all of his, her or its shares of the
U.S. Small Capitalization Series; (ii) a shareholder who beneficially owns
shares of such Fund through a registered investment adviser or financial adviser
redeems all of his, her or its shares of such Fund; (iii) all participants in a
benefit plan described above redeem their shares of such Fund; and (iv) a "wrap
program" described above ceases to own shares of such Fund, such shareholder,
such shareholder who beneficially owns shares through a registered investment
adviser or financial adviser, the participants in such benefit plan, and the
participants in such "wrap program", respectively, will no longer be eligible to
purchase shares of the U.S. Small Capitalization Series.
Shareholders of other Funds will not be permitted to exchange any of their
shares for shares of the U.S. Small Capitalization Series unless such
shareholders are independently eligible to purchase shares of the U.S. Small
Capitalization Series as described above. The Trust reserves the right at any
time to modify the restrictions set forth above, including the suspension of all
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sales of shares of the U.S. Small Capitalization Series or the lifting of
restrictions on different classes of investors and/or transactions.
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