DIMENSIONAL INVESTMENT GROUP INC/, 485BPOS, 2000-03-22

DIMENSIONAL INVESTMENT GROUP INC/
485BPOS, 2000-03-22

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<PAGE>
AS FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION ON MARCH 21, 2000
FILE NO. 33-33980
FILE NO. 811-6067
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 /X/
Pre-Effective Amendment No. / /

Post-Effective Amendment No. 29 /X/

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 /X/
Amendment No. 30 /X/

(Check appropriate box or boxes.)

DIMENSIONAL INVESTMENT GROUP INC.

(Exact Name of Registrant as Specified in Charter)

<TABLE>
<S> <C>
1299 OCEAN AVENUE, 11TH FLOOR, SANTA MONICA, CA 90401
(Address of Principal Executive Office) (Zip Code)

Registrant's Telephone Number, including Area Code (310) 395-8005
</TABLE>

IRENE R. DIAMANT, VICE PRESIDENT AND SECRETARY
DIMENSIONAL INVESTMENT GROUP INC.
1299 OCEAN AVENUE, 11TH FLOOR, SANTA MONICA, CALIFORNIA 90401
(Name and Address of Agent for Service)

Please send copies of all communications to:

STEPHEN W. KLINE, ESQUIRE
STRADLEY, RONON, STEVENS & YOUNG, LLP
Great Valley Corporate Center
30 Valley Stream Parkway
Malvern, PA 19355
(610) 640-5801

It is proposed that this filing will become effective (check appropriate box):

/ / immediately upon filing pursuant to paragraph (b).

/X/ on March 24, 2000 pursuant to paragraph (b)

/ / 60 days after filing pursuant to paragraph (a)(1)

/ / on (date) pursuant to paragraph (a)(1)

/ / 75 days after filing pursuant to paragraph (a)(2)

/ / on (date) pursuant to paragraph (a)(2) of Rule 485.

If appropriate, check the following box:

/ / This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

The Trustees and principal officers of The DFA Investment Trust Company also
have executed this registration statement.

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<PAGE>
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Title of Securities Being Registered

RWB/DFA U.S. HIGH BOOK TO MARKET PORTFOLIO
RWB/DFA TWO-YEAR CORPORATE FIXED INCOME PORTFOLIO
RWB/DFA TWO-YEAR GOVERNMENT PORTFOLIO
DFA INTERNATIONAL VALUE PORTFOLIO III
U.S. LARGE CAP VALUE PORTFOLIO III
TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO II
TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO XI
U.S. LARGE COMPANY INSTITUTIONAL INDEX PORTFOLIO
U.S. 6-10 VALUE PORTFOLIO II
DFA INTERNATIONAL VALUE PORTFOLIO II
U.S. LARGE CAP VALUE PORTFOLIO II
DFA INTERNATIONAL VALUE PORTFOLIO IV
EMERGING MARKETS PORTFOLIO II
THE DFA 6-10 INSTITUTIONAL PORTFOLIO
DFA INTERNATIONAL VALUE PORTFOLIO

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<PAGE>
CONTENTS

This Post-Effective Amendment No. 29/30 to Registration File Nos.
33-33980/811-6067 includes the following:

1. Facing Page (1)

2. Contents Page

3. Part A -- Prospectus relating to the Registrant's RWB/DFA U.S. High Book to
Market Portfolio, RWB/DFA Two-Year Corporate Fixed Income Portfolio and
RWB/DFA Two-Year Government Portfolio series of shares

4. Part A -- Prospectus relating to the Registrant's DFA International Value
Portfolio III, U.S. Large Cap Value Portfolio III, Tax-Managed U.S.
Marketwide Value Portfolio II and Tax-Managed U.S. Marketwide Value
Portfolio XI series of shares

5. Part A -- Prospectus relating to Registrant's U.S. Large Company
Institutional Index Portfolio series of shares

6. Part A -- Prospectus relating to Registrant's U.S. 6-10 Value Portfolio II
series of shares

7. Part A -- Prospectus relating to Registrant's DFA International Value
Portfolio II series of shares

8. Part A -- Prospectus relating to Registrant's U.S. Large Cap Value Portfolio
II series of shares

9. Part A -- Prospectus relating to Registrant's DFA International Value
Portfolio IV and Emerging Markets Portfolio II series of shares

10. Part A -- Prospectus relating to Registrant's The DFA 6-10 Institutional
Portfolio series of shares

11. Part A -- Prospectus (1)

12. Part B -- Statement of Additional Information relating to the Registrant's
RWB/DFA U.S. High Book to Market Portfolio, RWB/DFA Two-Year Corporate Fixed
Income Portfolio and RWB/DFA Two-Year Government Portfolio series of shares

13. Part B -- Statement of Additional Information relating to the Registrant's
DFA International Value Portfolio III, U.S. Large Cap Value Portfolio III,
Tax-Managed U.S. Marketwide Value Portfolio II and Tax-Managed U.S.
Marketwide Value Portfolio XI series of shares

14. Part B -- Statement of Additional Information relating to the Registrant's
U.S. Large Company Institutional Index Portfolio series of shares

15. Part B -- Statement of Additional Information relating to the Registrant's
U.S. 6-10 Value Portfolio II series of shares

16. Part B -- Statement of Additional Information relating to the Registrant's
DFA International Value Portfolio II series of shares

17. Part B -- Statement of Additional Information relating to the Registrant's
U.S. Large Cap Value Portfolio II series of shares

18. Part B -- Statement of Additional Information relating to the Registrant's
DFA International Value Portfolio IV and Emerging Markets Portfolio II
series of shares

19. Part B -- Statement of Additional Information relating to the Registrant's
The DFA 6-10 Institutional Portfolio series of shares

20. Part B -- Statement of Additional Information (1)

21. Part C -- Other Information

22. Signatures

(1) The Prospectus and Statement of Additional Information relating to the
Registrant's DFA International Value Portfolio series of shares, dated March
24, 2000, are incorporated into this filing by reference to the electronic
filing of 1933 Act/1940 Act Post-Effective Amendment Nos. 56/57 to the
Registration Statement of DFA Investment Dimensions Group Inc. filed March
21, 2000 (File Nos. 2-73948/811-3258).

<PAGE>
P R O S P E C T U S

MARCH 24, 2000

PLEASE CAREFULLY READ THE IMPORTANT INFORMATION IT CONTAINS BEFORE INVESTING.

DFA INVESTMENT DIMENSIONS GROUP INC.
---------------------------------------------
DIMENSIONAL INVESTMENT GROUP INC.

The two mutual funds described in this Prospectus (DFA Investment Dimensions
Group Inc. and Dimensional Investment Group Inc.) each offer a variety of
investment portfolios. Each of the Portfolios described in this
Prospectus has its own investment objective and policies, and is
the equivalent of a separate mutual fund. RWB/DFA International
High Book To Market Portfolio is offered by DFA
Investment Dimensions Group Inc. The other listed
Portfolios are part of Dimensional Investment
Group Inc. The four Portfolios: - Are
exclusively available to clients of
RWB Advisory Services Inc. - Do not
charge sales commissions or
"loads."
- Are designed
for long-term
investors.

RWB/DFA U.S. HIGH BOOK TO MARKET PORTFOLIO

RWB/DFA INTERNATIONAL HIGH BOOK TO MARKET PORTFOLIO

RWB/DFA TWO-YEAR CORPORATE FIXED INCOME PORTFOLIO

RWB/DFA TWO-YEAR GOVERNMENT PORTFOLIO

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR PASSED ON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>
TABLE OF CONTENTS

<TABLE>
<S> <C>
RISK/RETURN SUMMARY......................................... 1
ABOUT THE PORTFOLIOS...................................... 1
MANAGEMENT................................................ 1
INVESTMENT OBJECTIVES, STRATEGIES AND RISKS............... 2
OTHER RISKS............................................... 3
RISK AND RETURN BAR CHARTS AND TABLES..................... 4
FEES AND EXPENSES........................................... 6
ANNUAL FUND OPERATING EXPENSES.............................. 6
EXAMPLE..................................................... 7
SECURITIES LENDING REVENUE.................................. 7
HIGHLIGHTS.................................................. 7
MANAGEMENT AND ADMINISTRATIVE SERVICES.................... 7
DIVIDEND POLICY........................................... 7
PURCHASE, VALUATION AND REDEMPTION OF SHARES.............. 7
INVESTMENT OBJECTIVES AND POLICIES--EQUITY PORTFOLIOS....... 8
RWB/DFA U.S. HIGH BOOK TO MARKET PORTFOLIO.................. 8
INVESTMENT OBJECTIVE AND POLICIES......................... 8
PORTFOLIO CONSTRUCTION.................................... 8
RWB/DFA INTERNATIONAL HIGH BOOK TO MARKET PORTFOLIO......... 8
INVESTMENT OBJECTIVE AND POLICIES......................... 8
EQUITY PORTFOLIOS........................................... 9
INVESTMENT OBJECTIVES AND POLICIES--FIXED INCOME
PORTFOLIOS................................................ 9
RWB/DFA TWO-YEAR CORPORATE FIXED INCOME PORTFOLIO......... 9
RWB/DFA TWO-YEAR GOVERNMENT PORTFOLIO..................... 10
DESCRIPTION OF INVESTMENTS................................ 10
INVESTMENTS IN THE BANKING INDUSTRY....................... 11
PORTFOLIO STRATEGY........................................ 11
DEVIATION FROM MARKET CAPITALIZATION WEIGHTING--EQUITY
PORTFOLIOS................................................ 12
SECURITIES LOANS............................................ 13
MANAGEMENT OF THE FUNDS..................................... 13
CONSULTING SERVICES--INTERNATIONAL VALUE SERIES........... 13
CLIENT SERVICE AGENT--ALL PORTFOLIOS...................... 14
DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES............ 14
PURCHASE OF SHARES.......................................... 15
IN-KIND PURCHASES......................................... 15
VALUATION OF SHARES......................................... 16
EXCHANGE OF SHARES.......................................... 17
REDEMPTION OF SHARES........................................ 18
REDEMPTION PROCEDURE...................................... 18
REDEMPTION OF SMALL ACCOUNTS.............................. 18
IN-KIND REDEMPTIONS....................................... 18
THE FEEDER PORTFOLIOS....................................... 18
FINANCIAL HIGHLIGHTS........................................ 20
SERVICE PROVIDERS........................................... 23
</TABLE>

i
<PAGE>
RISK/RETURN SUMMARY

ABOUT THE PORTFOLIOS
- -------------------

SOME PORTFOLIOS HAVE SPECIAL STRUCTURES: Certain Portfolios, called "Feeder
Portfolios," do not buy individual securities directly. Instead, they invest in
corresponding mutual funds called "Master Funds." Master Funds in turn purchase
stocks, bonds and/or other securities.

POSSIBLE COMPLICATIONS: The Master-Feeder structure is relatively new and more
complex. While this structure is designed to reduce costs, it may not do so. As
a result, a Feeder Portfolio might encounter operational or other complications.

[SIDEBAR]
A Master Fund buys securities directly. A corresponding Feeder Portfolio invests
in the Master Fund's shares. The two have the same gross investment returns.
[END SIDEBAR]

MANAGEMENT
- ------------

Dimensional Fund Advisors Inc. (the "Advisor") is the investment manager for
each non-Feeder Portfolio and all Master Funds. (A Feeder Portfolio does not
need an investment manager.) RWB Advisory Services Inc. provides shareholders
with client services such as performance reporting.

EQUITY INVESTMENT APPROACH:
- -------------------------

The Advisor believes that equity investing should involve a long-term view and a
focus on asset class (e.g., large company stocks) selection, not stock picking.
It places priority on limiting expenses, portfolio turnover, and trading costs.
Many other investment managers concentrate on reacting to price movements and
choosing individual securities.

NO MARKET TIMING OR STOCK PICKING: In contrast to some other managers, the
Advisor does not take defensive positions in anticipation of negative investment
conditions, or try to pick potentially outperforming securities.

PORTFOLIO CONSTRUCTION: Generally, the Advisor structures a portfolio by:

1. Selecting a starting universe of securities (for example, all publicly
traded U.S. common stocks).

2. Creating a sub-set of companies meeting the Advisor's investment guidelines.

3. Excluding certain companies after analyzing various factors (for example,
solvency).

4. Purchasing stocks so the portfolio is generally market cap weighted.

FIXED INCOME INVESTMENT APPROACH:
- -------------------------------

PORTFOLIO CONSTRUCTION: Generally, the Advisor structures a portfolio by:

1. Setting a maturity range.

2. Implementing the Advisor's quality and eligibility guidelines.

3. Purchasing securities with a view to maximizing returns.

[SIDEBAR]
MARKET CAPITALIZATION means the number of shares of a company's stock
outstanding times price per share.

MARKET CAPITALIZATION WEIGHTED means the amount of a stock in an index or
portfolio is keyed to that stock's market capitalization compared to all
eligible stocks. The higher the stock's relative market cap, the greater its
representation.
[END SIDEBAR]

1
<PAGE>
MARKET RISK: Even a long-term investment approach cannot guarantee a profit.
Economic, political and issuer specific events will cause the value of
securities, and the Portfolios that own them, to rise or fall. Fixed Income
portfolios are particularly sensitive to changing interest rates.

INVESTMENT OBJECTIVES, STRATEGIES AND RISKS
- -----------------------------------------

RWB/DFA U.S. HIGH BOOK TO MARKET PORTFOLIO

- - INVESTMENT OBJECTIVE: Long-term capital appreciation.

- - INVESTMENT STRATEGY: Purchase a Master Fund that buys value stocks of large
United States companies on a market capitalization weighted basis.

RWB/DFA INTERNATIONAL HIGH BOOK TO MARKET PORTFOLIO

- - INVESTMENT OBJECTIVE: Long-term capital appreciation.

- - INVESTMENT STRATEGY: Purchase a Master Fund that buys value stocks of large
non-U.S. companies on a market capitalization weighted basis in each applicable
country.

THE MASTER FUND IN WHICH THE PORTFOLIO INVESTS STOPPED PURCHASING MALAYSIAN
STOCKS. This action was taken because the Malaysian government restricted the
ability of foreign investors--including the Master Fund in question--to withdraw
their investments from Malaysia.

[SIDEBAR]
"VALUE STOCKS": Compared to other stocks, value stocks sell for low prices
relative to their earnings, dividends or book value.

In selecting value stocks, the Advisor primarily considers price relative to
book value.

RWB/DFA International High Book To Market Portfolio's foreign currency risks
generally are not hedged.
[END SIDEBAR]

FOREIGN SECURITIES AND CURRENCIES RISK: Foreign securities prices may decline or
fluctuate because of: (a) economic or political actions of foreign governments,
and/or (b) less regulated or liquid securities markets. Investors holding these
securities are also exposed to foreign currency risk (the possibility that
foreign currency will fluctuate in value against the U.S. dollar). Foreign
currency risk can be minimized by hedging. However, hedging may be expensive.

RWB/DFA TWO-YEAR CORPORATE FIXED INCOME PORTFOLIO

- - INVESTMENT OBJECTIVE: Maximize total return available from a universe of high
quality fixed income investments with an average maturity of two years or less.

- - INVESTMENT STRATEGY: Purchase U.S. issued, dollar-denominated debt
instruments with maturities of no more than two years. Issuers might include the
U.S. government and its agencies, domestic and foreign corporations and
supranational organizations (e.g., the World Bank). The Portfolio intends to
concentrate investments in the banking industry in certain cases.

RISK OF BANKING CONCENTRATION: Focus on the banking industry would link the
performance of the RWB/DFA Two Year Corporate Fixed Income Portfolio to changes
in performance of the banking industry generally.

2
<PAGE>
RWB/DFA TWO-YEAR GOVERNMENT PORTFOLIO

- - INVESTMENT OBJECTIVE: Maximize total return available from a universe of high
quality fixed income investments maturing in two years or less.

- - INVESTMENT STRATEGY: Acquire obligations of the U.S. government and its
agencies maturing within two years, and enter into repurchase agreements backed
by U.S. government securities.

OTHER RISKS
- -----------

DERIVATIVES:
- ----------

Derivatives are securities, such as futures contracts, whose value is derived
from that of other securities or indices. Derivatives can be used for hedging
(attempting to reduce risk by offsetting one investment position with another)
or speculation (taking a position in the hope of increasing return). The Master
Fund in which RWB/DFA International High Book To Market Portfolio invests may
use long-term foreign currency contracts to hedge foreign currency risks.
Hedging with derivatives may increase expenses, and there is no guarantee that a
hedging strategy will work.

SECURITIES LENDING:
- ----------------

Non-Feeder Portfolios and Master Funds may lend their portfolio securities to
generate additional income. If they do so, they will use various strategies (for
example, only making fully collateralized and bank guaranteed loans) to reduce
related risks.

3
<PAGE>
RISK AND RETURN BAR CHARTS AND TABLES
- --------------------------------------

The Bar Charts and Tables below illustrate the variability of each Portfolio's
returns and are meant to provide some indication of the risks of investing in
the Portfolios. Shown are changes in performance from year to year, and how
annualized 1 year, 5 years, and since inception returns compare with those of a
broad measure of market performance. Past performance is not an indication of
future results.

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
RWB/DFA
U.S. HIGH BOOK-TO-MARKET PORTFOLIO
<S> <C> <C> <C>
Total Returns (%)
1997 28.04
1998 12.07
1999 4.72
January 1997-December 1999
Highest Quarter Lowest Quarter
16.84 (10/98-12/98) -17.09 (7/98-9/98)
Periods ending December 31, 1999
One Since 6/96
Annualized Returns (%) Year Inception
RWB/DFA U.S. High Book-to-Market
Portfolio 4.72 14.16
Russell 1000 Value Index 7.35 19.64
RWB/DFA
INTERNATIONAL HIGH BOOK-TO-MARKET PORTFOLIO
Total Returns (%)
1994 8.77
1995 11.47
1996 7.89
1997 -3.16
1998 14.97
1999 16.38
January 1994-December 1999
Highest Quarter Lowest Quarter
17.98 (1/98-3/98) -16.86 (7/98-9/98)
Periods ending December 31, 1999
One Five Since 7/93
Annualized Returns (%) Year Years Inception
RWB/DFA International High
Book-to-Market Portfolio 16.38 9.28 10.23
MSCI EAFE Index (net dividends) 26.91 12.82 12.25
</TABLE>

4
<PAGE>
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
RWB/DFA
TWO-YEAR CORPORATE FIXED INCOME PORTFOLIO
<S> <C> <C>
Total Returns (%)
1997 5.92
1998 5.68
1999 4.23
January 1997-December 1999
Highest Quarter Lowest Quarter
2.03 (4/97-6/97) 0.83 (1/97-3/97)
Periods ending December 31, 1999
One Since 7/96
Annualized Returns (%) Year Inception
RWB/DFA Two-Year Corporate Fixed Income
Portfolio 4.23 5.51
Merrill-Lynch 1-3 Year Government 3.08 5.81
RWB/DFA
TWO-YEAR GOVERNMENT PORTFOLIO
Total Returns (%)
1997 6.15
1998 5.44
1999 3.91
January 1997-December 1999
Highest Quarter Lowest Quarter
2.11 (4/97-6/97) 0.65 (1/97-3/97)
Periods ending December 31, 1999
One Since 7/96
Annualized Returns (%) Year Inception
RWB/DFA Two-Year Government
Portfolio 3.91 5.38
Merrill-Lynch 1-3 Year Government 3.08 5.81
</TABLE>

5
<PAGE>
FEES AND EXPENSES

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT): None*

* Most shares of the Portfolios that will be purchased through omnibus
accounts maintained by securities firms may be subject to a service
fee or commission on such purchases.

ANNUAL FUND OPERATING EXPENSES
(EXPENSES THAT ARE DEDUCTED FROM PORTFOLIO ASSETS)

Except as indicted below, the expenses in the following tables are based on
those incurred by the Portfolios and the corresponding Master Funds for the
fiscal year ended November 30, 1999.

<TABLE>
<S> <C>
ANNUAL FUND OPERATING EXPENSES
(AS A PERCENTAGE OF AVERAGE NET ASSETS)

RWB/DFA U.S. HIGH BOOK TO MARKET PORTFOLIO(1)(2)
Management Fee........................................ 0.11%
Other Expenses........................................ 0.24%
Total Operating Expenses.............................. 0.35%

RWB/DFA INTERNATIONAL HIGH BOOK TO MARKET
PORTFOLIO(1)(2)
Management Fee........................................ 0.21%
Other Expenses........................................ 0.29%
Total Operating Expenses.............................. 0.50%

RWB/DFA TWO-YEAR CORPORATE FIXED INCOME PORTFOLIO(2)
Management Fee........................................ 0.15%
Other Expenses........................................ 0.18%
Total Operating Expenses.............................. 0.33%

RWB/DFA TWO-YEAR GOVERNMENT PORTFOLIO(2)
Management Fee........................................ 0.15%
Other Expenses........................................ 0.19%
Total Operating Expenses.............................. 0.34%
</TABLE>

- ------------------------

(1) Feeder Portfolio. The "Management Fee" includes an investment management
fee payable by the Master Fund and an administration fee payable by the
Feeder Portfolio. The amount set forth in "Other Expenses" represents the
aggregate amount that is payable by both the Feeder Portfolio and the
Master Fund.

(2) "Other Expenses" include a client services fee payable to RWBAS of 0.15%,
0.19%, 0.08% and 0.08% by the RWB/DFA U.S. High Book to Market Portfolio,
the RWB/DFA International High Book to Market Portfolio, the RWB/DFA
Two-Year Corporate Fixed Income Portfolio and the RWB/DFA Two-Year
Government Portfolio, respectively. "Other Expenses" have been restated in
order to include an increase in the Client Services Fee which took effect
on March 30, 1999.

6
<PAGE>
EXAMPLE

This Example is meant to help you compare the cost of investing in the
Portfolios with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Portfolio for the time
periods indicated and then redeem all of your shares at the end of those
periods. The Example also assumes that your investment has a 5% return each
year, that the Portfolio's operating expenses remain the same and current
reimbursement fees may apply. Although your actual costs may be higher or lower,
based on these assumptions your costs would be:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
-------- -------- -------- --------
<S> <C> <C> <C> <C>
RWB/DFA U.S. High Book to Market Portfolio.................. $36 $113 $197 $443
RWB/DFA International High Book to Market Portfolio......... $51 $160 $280 $628
RWB/DFA Two-Year Corporate Fixed Income Portfolio........... $34 $106 $185 $418
RWB/DFA Two-Year Government Portfolio....................... $35 $109 $191 $431
</TABLE>

With respect to the Feeder Portfolios, the table summarizes the aggregate
estimated annual operating expenses of both the Portfolios and the Master Funds
in which the Portfolios invests.

SECURITIES LENDING REVENUE

For the fiscal year ended November 30, 1999, the following Master Funds
received the following net revenue from a securities lending program which
constituted a percentage of the average daily net assets of the Master Fund (see
"SECURITIES LOANS"):

<TABLE>
<CAPTION>
PERCENTAGE
MASTER FUND NET REVENUE OF NET ASSETS
- ----------- ----------- -------------
<S> <C> <C>
U.S. Large Cap Value Series................................. $ 57,000 0.00%
DFA International Value Series.............................. $1,324,000 0.08%
</TABLE>

HIGHLIGHTS

MANAGEMENT AND ADMINISTRATIVE SERVICES

Dimensional Fund Advisors Inc. (the "Advisor") provides each Portfolio with
administrative services and also serves as investment advisor to the non-Feeder
Portfolios and the Master Funds. RWBAS serves as client service agent to each
Portfolio. (See "MANAGEMENT OF THE PORTFOLIOS.")

DIVIDEND POLICY

The RWB/DFA U.S. High Book to Market Portfolio and the Fixed Income
Portfolios distribute dividends from their net investment income quarterly. The
RWB/DFA International High Book to Market Portfolio distributes dividends from
net investment income annually. Each of the Portfolios will distribute any
realized net capital gains annually after the end of the fiscal year. (See
"DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES.")

PURCHASE, VALUATION AND REDEMPTION OF SHARES

The shares of the Portfolios are offered at net asset value, which is
calculated as of the close of the NYSE on each day that the NYSE is open for
business. The value of the shares of each Feeder Portfolio will fluctuate in
relation to the investment experience of the Master Fund in which it invests.
The value of the shares of each Fixed Income Portfolio will fluctuate in
relation to its own investment experience. The redemption price of a share of
each Portfolio is equal to its net asset value. (See "PURCHASE OF SHARES" and
"REDEMPTION OF SHARES.")

7
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES--EQUITY PORTFOLIOS

RWB/DFA U.S. HIGH BOOK TO MARKET PORTFOLIO

INVESTMENT OBJECTIVE AND POLICIES

The investment objective of the RWB/DFA U.S. High Book to Market Portfolio
is to achieve long-term capital appreciation. The Portfolio pursues its
objective by investing all of its assets in the U.S. Large Cap Value Series of
The DFA Investment Trust Company (the "Trust"), which has the same investment
objective and policies as the Portfolio. The U.S. Large Cap Value Series seeks
to achieve its objective by investing in common stocks of large U.S. companies
which the Advisor believes to be value stocks at the time of purchase.
Securities are considered value stocks primarily because a company's shares have
a high book value in relation to their market value (a "book to market ratio").
Generally, a company's shares will be considered to have a high book to market
ratio if the ratio equals or exceeds the ratios of any of the 30% of companies
with the highest positive book to market ratios whose shares are listed on the
NYSE and, except as described below under "Portfolio Structure," will be
considered eligible for investment. In measuring value, the Advisor may consider
additional factors such as cash flow, economic conditions and developments in
the issuer's industry. A company will be considered "large" if its market
capitalization (i.e., the market price of its common stock multiplied by the
number of outstanding shares) equals or exceeds that of the company having the
median market capitalization of companies whose shares are listed on the NYSE.

PORTFOLIO CONSTRUCTION

Ordinarily, at least 80% of the assets of the U.S. Large Cap Value
Series will be invested in a broad and diverse group of readily marketable
common stocks of large U.S. companies with high book to market ratios, as
described above. The U.S. Large Cap Value Series may invest in futures contracts
and options on futures contracts. To the extent that the Portfolio invests in
futures contracts and options thereon for other than bona fide hedging purposes,
it will not purchase futures contracts or options thereon, if, as a result, more
than 5% of its net assets would then consist of initial margin deposits and
premiums required to establish such positions. The U.S. Large Cap Value
Series will purchase securities that are listed on the principal U.S. national
securities exchanges and traded over-the-counter.

It is management's belief that the value stocks of large U.S. companies
offer, over a long term, a prudent opportunity for capital appreciation but, at
the same time, selecting a limited number of large company stocks for inclusion
in the U.S. Large Cap Value Series involves greater risk than including a large
number of them.

RWB/DFA INTERNATIONAL HIGH BOOK TO MARKET PORTFOLIO

INVESTMENT OBJECTIVE AND POLICIES

The investment objective of RWB/DFA International High Book to Market
Portfolio is to achieve long-term capital appreciation. The Portfolio pursues
its objective by investing all of its assets in the DFA International Value
Series of the Trust, which has the same investment objective and policies as the
Portfolio. The International Value Series seeks to achieve its objective by
investing in the stocks of large non-U.S. companies that the Advisor believes to
be value stocks at the time of purchase. Securities are considered value stocks
primarily because a company's shares have a high book value in relation to their
market value (a book to market ratio). In measuring value, the Advisor may
consider additional factors such as cash flow, economic conditions and
developments in the issuer's industry. Generally, the shares of a company in any
given country will be considered to have a high book to market ratio if the
ratio equals or exceeds the ratios of any of the 30% of companies in that
country with the highest positive book to market ratios whose shares are listed
on a major exchange, and, except as described below, will be considered eligible
for investment. The International Value Series intends to invest in the stocks
of large companies in

8
<PAGE>
countries with developed markets. As of the date of this prospectus, the
International Value Series may invest in the stocks of large companies in
Australia, Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong,
Ireland, Italy, Japan, the Netherlands, New Zealand, Norway, Singapore, Spain,
Sweden, Switzerland and the United Kingdom. As the Series' asset growth permits,
it may invest in the stocks of large companies in other developed markets.

As of the date of this prospectus, the International Value Series intends to
invest in companies having at least $800 million of market capitalization, and
the Series will be approximately market capitalization weighted. The Advisor may
reset such floor from time to time to reflect changing market conditions. In
determining market capitalization weights, the Advisor, using its best judgment,
will seek to eliminate the effect of cross holdings on the individual country
weights. As a result, the weighting of certain countries in the International
Value Series may vary from their weighting in international indices such as
those published by The Financial Times, Morgan Stanley Capital International or
Salomon/Russell. The Advisor, however, will not attempt to account for cross
holding within the same country.

It is management's belief that the stocks of large companies with high book
to market ratios offer, over a long term, a prudent opportunity for capital
appreciation, but, at the same time, selecting a limited number of such issues
for inclusion in the International Value Series involves greater risk than
including a large number of them.

EQUITY PORTFOLIOS

With respect to the Equity Portfolios and the Master Funds in which such
Portfolios invest, investments will generally be made in eligible securities on
a market capitalization weighted basis. Securities will not be purchased or sold
based on the prospects for the economy, the securities markets or the individual
issuers whose shares are eligible for purchase. Securities which have
depreciated in value since their acquisition will not be sold solely because
prospects for the issuer are not considered attractive or due to an expected or
realized decline in securities prices in general. Securities will not be sold to
realize short-term profits, but when circumstances warrant, they may be sold
without regard to the length of time held. Securities, including those eligible
for purchase, may be disposed of, however, at any time when, in the Advisor's
judgment, circumstances warrant their sale, including, but not limited to,
tender offers, mergers and similar transactions, or bids made for block
purchases at opportune prices. Generally, securities will be purchased with the
expectation that they will be held for longer than one year and will be held
until such time as they are no longer considered an appropriate holding in light
of the investment policy of each Portfolio.

INVESTMENT OBJECTIVES AND POLICIES--FIXED INCOME PORTFOLIOS

RWB/DFA TWO-YEAR CORPORATE FIXED INCOME PORTFOLIO

The investment objective of RWB/DFA Two-Year Corporate Fixed Income
Portfolio is to maximize total returns consistent with the preservation of
capital. This objective will be pursued by investing in U.S. government
obligations, U.S. government agency obligations, dollar-denominated obligations
of foreign issuers issued in the U.S., bank obligations, including U.S.
subsidiaries and branches of foreign banks,

9
<PAGE>
corporate obligations, commercial paper, repurchase agreements and obligations
of supranational organizations. It is the RWB/DFA Two-Year Corporate Fixed
Income Portfolio's policy to acquire obligations which mature within two years
from the date of settlement. The RWB/DFA Two-Year Corporate Fixed Income
Portfolio principally invests in certificates of deposit, commercial paper,
bankers' acceptances, notes and bonds. The Portfolio will invest more than 25%
of its total assets in obligations of U.S. and/or foreign banks and bank holding
companies when the yield to maturity on these instruments exceeds the yield to
maturity on all other eligible portfolio investments of similar quality for a
period of five consecutive days when the NYSE is open for trading. (See
"Investments in the Banking Industry.") The RWB/DFA Two-Year Corporate Fixed
Income Portfolio may invest in futures contracts and options on futures
contracts. To the extent that it invests in futures contracts and options
thereon for other than bona fide hedging purposes, it will not purchase futures
contracts or options thereon, if, as a result, more than 5% of its net assets
would then consist of initial margin deposits and premiums required to establish
such positions.

RWB/DFA TWO-YEAR GOVERNMENT PORTFOLIO

The investment objective of the RWB/DFA Two-Year Government Portfolio is to
maximize total returns available from the universe of debt obligations of the
U.S. government and U.S. government agencies and consistent with the
preservation of capital. Generally, this objective will be pursued by acquiring
U.S. government obligations and U.S. government agency obligations that mature
within two years from the date of settlement. The Portfolio may invest in
futures contracts and options on futures contracts. To the extent that it
invests in futures contracts and options thereon for other than bona fide
hedging purposes, it will not purchase futures contracts or options thereon, if,
as a result, more than 5% of its net assets would then consist of initial margin
deposits and premiums required to establish such positions.

DESCRIPTION OF INVESTMENTS

The following is a description of the categories of investments which may be
acquired by the Fixed Income Portfolios:

<TABLE>
<CAPTION>
PERMISSIBLE
CATEGORIES
-----------
<S> <C>
RWB/DFA Two-Year Corporate Fixed Income Portfolio........... 1-7
RWB/DFA Two-Year Government Portfolio....................... 1, 2, 6
</TABLE>

1. U.S. GOVERNMENT OBLIGATIONS--Debt securities issued by the U.S. Treasury
which are direct obligations of the U.S. government, including bills, notes and
bonds.

2. U.S. GOVERNMENT AGENCY OBLIGATIONS--Issued or guaranteed by U.S.
government-sponsored instrumentalities and federal agencies, including the
Federal National Mortgage Association, Federal Home Loan Bank and the Federal
Housing Administration.

3. CORPORATE DEBT OBLIGATIONS--Non-convertible corporate debt securities
(e.g., bonds and debentures) which are issued by companies whose commercial
paper is rated Prime-1 by Moody's Investors Services, Inc. ("Moody's") or A-1 by
Standard & Poor's Rating Group, a Division of The McGraw-Hill Companies ("S&P")
and dollar-denominated obligations of foreign issuers issued in the U.S. If the
issuer's commercial paper is unrated, then the debt security would have to be
rated at least AA by S&P or Aa2 by Moody's. If there is neither a commercial
paper rating nor a rating of the debt security, then the Advisor must determine
that the debt security is of comparable quality to equivalent issues of the same
issuer rated at least AA or Aa2.

4. BANK OBLIGATIONS--Obligations of U.S. banks and savings and loan
associations and dollar-denominated obligations of U.S. subsidiaries and
branches of foreign banks, such as certificates of deposit

10
<PAGE>
(including marketable variable rate certificates of deposit) and bankers'
acceptances. Bank certificates of deposit will be acquired only if the bank has
assets in excess of $1,000,000,000.

5. COMMERCIAL PAPER--Rated, at the time of purchase, A-1 or better by S&P
or Prime-1 by Moody's, or, if not rated, issued by a corporation having an
outstanding unsecured debt issue rated Aaa by Moody's or AAA by S&P, and having
a maximum maturity of nine months.

6. REPURCHASE AGREEMENTS--Instruments through which the Portfolios purchase
securities ("underlying securities") from a bank, or a registered U.S.
government securities dealer, with an agreement by the seller to repurchase the
security at an agreed price, plus interest at a specified rate. The underlying
securities will be limited to U.S. government and agency obligations described
in (1) and (2) above. The Portfolios will not enter into a repurchase agreement
with a duration of more than seven days if, as a result, more than 10% of the
value of the Portfolio's total assets would be so invested. The Portfolios will
also only invest in repurchase agreements with a bank if the bank has at least
$1,000,000,000 in assets and is approved by the Investment Committee of the
Advisor. The Advisor will monitor the market value of the securities plus any
accrued interest thereon so that they will at least equal the repurchase price.

7. SUPRANATIONAL ORGANIZATION OBLIGATIONS--Debt securities of supranational
organizations such as the European Coal and Steel Community, the European
Economic Community and the World Bank, which are chartered to promote economic
development.

The categories of investments that may be acquired by the RWB/DFA Two-Year
Corporate Fixed Income and RWB/DFA Two-Year Government Portfolios may include
both fixed and floating rate securities. Floating rate securities bear interest
at rates that vary with prevailing market rates. Interest rate adjustments are
made periodically (e.g., every six months), usually based on a money market
index such as the London Interbank Offered Rate (LIBOR) or the Treasury bill
rate.

INVESTMENTS IN THE BANKING INDUSTRY

The RWB/DFA Two-Year Corporate Fixed Income Portfolio will invest more than
25% of its total assets in obligations of U.S. and/or foreign banks and bank
holding companies when the yield to maturity on these investments exceeds the
yield to maturity on all other eligible portfolio investments for a period of
five consecutive days when the NYSE is open for trading. This policy can only be
changed by a vote of the shareholders of the Portfolio. Banks and bank holding
companies are considered to constitute a single industry, the banking industry.
When investment in such obligations exceeds 25% of the total net assets of the
RWB/DFA Two-Year Corporate Fixed Income Portfolio, the Portfolio will be
considered to be concentrating its investments in the banking industry. As of
the date of this prospectus, the RWB/DFA Two-Year Corporate Fixed Income
Portfolio is not concentrating its investments in the banking industry.

The types of bank and bank holding company obligations in which the RWB/DFA
Two-Year Corporate Fixed Income Portfolio may invest include: dollar-denominated
certificates of deposit, bankers' acceptances, commercial paper and other debt
obligations issued in the United States and which mature within two years of the
date of settlement, provided such obligations meet the Portfolio's established
credit rating criteria as stated under "Description of Investments." In
addition, the RWB/DFA Two-Year Corporate Fixed Income Portfolio is authorized to
invest more than 25% of its total assets in Treasury bonds, bills and notes and
obligations of federal agencies and instrumentalities.

PORTFOLIO STRATEGY

The RWB/DFA Two-Year Corporate Fixed Income Portfolio will be managed with a
view to capturing credit risk premiums and term or maturity premiums. The term
"credit risk premium" means the anticipated incremental return on investment for
holding obligations considered to have greater credit risk than direct
obligations of the U.S. Treasury and "maturity risk premium" means the
anticipated incremental return on investment for holding securities having
maturities of longer than one month compared to

11
<PAGE>
securities having a maturity of one month. The Advisor believes that credit risk
premiums are available largely through investment in high grade commercial
paper, certificates of deposit and corporate obligations. The holding period for
assets of the RWB/DFA Two-Year Corporate Fixed Income Portfolio will be chosen
with a view to maximizing anticipated returns, net of trading costs.

The Fixed Income Portfolios are expected to have high portfolio turnover
rates due to the relatively short maturities of the securities to be acquired.
The rate of portfolio turnover will depend upon market and other conditions; it
will not be a limiting factor when management believes that portfolio changes
are appropriate. It is anticipated that the annual turnover rate of the RWB/DFA
Two-Year Corporate Fixed Income Portfolio could be 0% to 200%, and the RWB/DFA
Two-Year Government Portfolio could be 100% to 500%. Taxable distributions
ordinarily increase with trading activity. While the Fixed Income Portfolios
acquire securities in principal transactions and, therefore, do not pay
brokerage commissions, the spread between the bid and asked prices of a security
may be considered to be a "cost" of trading. Such costs ordinarily increase with
trading activity. However, as stated above, securities ordinarily will be sold
when, in the Advisor's judgment, the monthly return of the RWB/DFA Two-Year
Corporate Fixed Income Portfolio or the RWB/DFA Two-Year Government Portfolio
will be increased as a result of portfolio transactions after taking in to
account the cost of trading. It is anticipated that securities will be acquired
in the secondary markets for short term instruments.

DEVIATION FROM MARKET CAPITALIZATION WEIGHTING--EQUITY PORTFOLIOS

The portfolio structures of the Master Funds, in which the Equity Portfolios
invest, involve market capitalization weighting. That is, their investment
portfolios are structured by basing the amount of each security purchased on the
issuer's relative market capitalization with a view to achieving a reasonable
reflection of the relative market capitalizations in accordance with their
investment objectives and strategies. Deviation from strict market
capitalization weighting may occur for several reasons. The Advisor may exclude
the stock of a company that meets applicable market capitalization criterion if
the Advisor determines in its best judgment that the purchase of such stock is
inappropriate given other conditions. (The Advisor does not anticipate that a
significant number of securities which meet the market capitalization criteria
will be selectively excluded.) Deviation also will occur because the Advisor
intends to purchase in round lots only. Furthermore, the Advisor may reduce the
relative amount of any security held from the level of strict adherence to
market capitalization weighting, in order to retain sufficient portfolio
liquidity. A portion, but generally not in excess of 20% of assets may be
invested in interest bearing obligations, such as money market instruments,
thereby causing further deviation from strict market capitalization weighting. A
further deviation may occur due to investments in privately placed convertible
debentures.

Block purchases of eligible securities may be made at opportune prices even
though such purchases exceed the number of shares which, at the time of
purchase, strict adherence to the policy of market capitalization weighting
would otherwise require. In addition, securities eligible for purchase or
otherwise represented in a portfolio may be acquired in exchange for the
issuance of shares. (See "PURCHASE OF SHARES--In Kind Purchases.") While such
transactions might cause a temporary deviation from market capitalization
weighting, they would ordinarily be made in anticipation of further growth of
assets.

Changes in the composition and relative ranking (in terms of market
capitalization) of the stocks which are eligible for purchase take place with
every trade when the securities markets are open for trading due, primarily, to
price fluctuations of such securities. On at least a semi-annual basis, the
Advisor will prepare lists of companies with high book to market ratios whose
stock is eligible for investment by each portfolio. Only common stocks whose
market capitalizations are not less than the minimum on such list will be
purchased. Additional investments generally will not be made in securities which
have depreciated in value sufficiently that they are not then considered by the
Advisor to be large companies. This may result in further deviation from strict
market capitalization weighting. Such deviation could be substantial

12
<PAGE>
if a significant amount of a portfolio's holdings decrease in value sufficiently
to be excluded from the requirement for eligible securities, but not by a
sufficient amount to warrant their sale.

SECURITIES LOANS

The Portfolios and Master Funds are authorized to lend securities to
qualified brokers, dealers, banks and other financial institutions for the
purpose of earning additional income. While the Portfolios or Master Funds may
earn additional income from lending securities, such activity is incidental to
their investment objectives. The value of securities loaned may not exceed 33
1/3% of the value of each Portfolio's or Master Fund's total assets. In
connection with such loans, the Portfolio or the Master Fund will receive
collateral consisting of cash or U.S. government securities, which will be
maintained at all times in an amount equal to at least 100% of the current
market value of the loaned securities. In addition, the Portfolio or the Master
Fund will be able to terminate the loan at any time, will receive reasonable
compensation on the loan, as well as amounts equal to any dividends, interest or
other distributions on the loaned securities. In the event of the bankruptcy of
the borrower, a Portfolio or Master Fund could experience delay in recovering
the loaned securities. Management believes that this risk can be controlled
through careful monitoring procedures. Although each Feeder Fund is authorized
to lend its portfolio securities, as long as it only holds shares of its Master
Fund, it will not do so.

MANAGEMENT OF THE FUNDS

The Advisor serves as investment advisor to each of the Portfolios, except
the Feeder Portfolios, and each Master Fund. As such, it is responsible for the
management of their respective assets. Investment decisions for all non-Feeder
Portfolios and Master Funds are made by the Investment Committee of the Advisor,
which meets on a regular basis and also as needed to consider investment issues.
The Investment Committee is composed of certain officers and directors of the
Advisor who are elected annually. The Advisor provides all non-Feeder Portfolios
and Master Funds with a trading department and selects brokers and dealers to
effect securities transactions.

Securities transactions are placed with a view to obtaining the best price
and execution of such transactions. The Advisor is authorized to pay a higher
commission to a broker, dealer or exchange member than another such organization
might charge if it determines, in good faith, that the commission paid is
reasonable in relation to the research or brokerage services provided by such
organization.

For the advisory fees that the Portfolios have incurred for the fiscal year
ended November 30, 1999, see "ANNUAL FUND OPERATING EXPENSES." The Advisor was
organized in May, 1981, and is engaged in the business of providing investment
management services to institutional investors. Assets under management total
approximately $36 billion.

The Funds and the Trust bear all of their own costs and expenses, including:
services of its independent accountants, legal counsel, brokerage commissions
and transfer taxes in connection with the acquisition and disposition of
portfolio securities, taxes, insurance premiums, costs incidental to meetings of
its shareholders and directors or trustees, the cost of filing its registration
statements under federal securities laws and the cost of any filings required
under state securities laws, reports to shareholders, and transfer and dividend
disbursing agency, administrative services and custodian fees. Expenses
allocable to a particular Portfolio or Master Fund are so allocated. Expenses of
a Fund which are not allocable to a particular Portfolio are borne by each
Portfolio of that Fund on the basis of its relative net assets. Similarly, the
expenses of the Trust which are not allocable to a particular Master Fund are to
be borne by each Master Fund of the Trust on the basis of its relative net
assets.

CONSULTING SERVICES--INTERNATIONAL VALUE SERIES

The Advisor has entered into a Consulting Services Agreement with
Dimensional Fund Advisors Ltd. ("DFAL") and DFA Australia Limited ("DFA
Australia"), respectively. Pursuant to the terms of each

13
<PAGE>
Consulting Services Agreement, DFAL and DFA Australia provide certain trading
and administrative services to the Advisor with respect to the International
Value Series. The advisor owns 100% of the outstanding shares of DFAL and
beneficially owns 100% of DFA Australia.

CLIENT SERVICE AGENT--ALL PORTFOLIOS

Pursuant to a Client Service Agent Agreement with each Portfolio, RWBAS
performs various services for the Portfolios. These services include
establishment of a toll-free telephone number for shareholders of each Portfolio
to use to obtain or receive up-to-date account information; providing to
shareholders quarterly and other reports with respect to the performance of each
Portfolio; and providing shareholders with such information regarding the
operations and affairs of each Portfolio, and their investment in its shares, as
the shareholders or the applicable Board of Directors may reasonably request.

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES

The RWB/DFA U.S. High Book to Market Portfolio and the Fixed Income
Portfolios distribute dividends from their net investment income quarterly. The
RWB/DFA International High Book to Market Portfolio distributes dividends from
net investment income annually. Each of the Portfolios will distribute any
realized net capital gains annually after the end of the fiscal year. Each
Portfolio is treated as a separate corporation for federal tax purposes.

Shareholders of each Portfolio will automatically receive all income
dividends and any capital gains distributions in additional shares of the
Portfolio whose shares they hold at net asset value (as of the business date
following the dividend record date). With the exception of RWB/DFA International
High Book to Market Portfolio, upon written notice to the Advisor, shareholders
of the remaining Portfolios may select one of the following options:

<TABLE>
<S> <C>
Income Option--to receive income dividends in cash and capital gains distributions in
additional shares at net asset value.

Capital Gains Option--to receive capital gains distributions in cash and income dividends
in additional shares at net asset value.

Cash Option--to receive both income dividends and capital gains distributions in cash.
</TABLE>

Certain investments by the Portfolios (or their corresponding Master Fund)
may be subject to special rules which may affect the amount, character and
timing of the income to the investing entity. Some of these rules are referenced
in the statement of additional information. Specifically, prospective investors
should consult the statement of additional information for further information
regarding the extent to which distributions from a Portfolio may be eligible for
the dividends received deduction or whether certain foreign tax credits may be
available to an investor in a Portfolio.

Dividends which are declared in October, November or December to
shareholders of record in such a month but which, for operational reasons, may
not be paid to the shareholder until the following January, will be treated for
tax purposes as if paid by the Portfolio and received by the shareholder on
December 31 of the calendar year in which they are declared.

14
<PAGE>
The sale of shares of a Portfolio is a taxable event and may result in a
capital gain or loss to shareholders subject to tax. Capital gain or loss may be
realized from an ordinary redemption of shares or an exchange of shares between
two Portfolios. Any loss incurred on sale or exchange of a Portfolio's shares,
held for six months or less, will be treated as a long-term capital loss to the
extent of capital gain dividends received with respect to such shares.

Since virtually all of the net investment income from the Fixed Income
Portfolios is expected to arise from earned interest, it is not expected that
either of the Portfolios' distributions will be eligible for the dividends
received deduction for corporations. Similarly, it is anticipated that either
none or only a small portion of the distributions made by the RWB/DFA
International High Book to Market Portfolio will qualify for the corporate
dividends received deduction because of such Portfolios' investment (through its
Master Fund) in foreign equity securities. The portion of dividends paid by the
RWB/DFA U.S. High Book to Market Portfolio from net investment income that is
eligible for the corporate dividends received deduction depends on the
Portfolio's pro rata share of the aggregate qualifying dividend income received
by its Master Fund from domestic (U.S.) sources.

In addition to federal taxes, shareholders may be subject to state and local
taxes on distributions from a Portfolio and on gains arising on redemption or
exchange of Portfolio shares. With regard to the Fixed Income Portfolios,
distributions of interest income and capital gains realized from certain types
of U.S. government securities may be exempt from state personal income taxes.

A Portfolio is required to withhold 31% of taxable dividends, capital gains
distributions, and redemptions paid to shareholders who have not complied with
IRS taxpayer identification regulations. You may avoid this withholding
requirement by certifying on the account registration form your proper Taxpayer
Identification Number and by certifying that you are not subject to backup
withholding.

The tax discussion set forth above is included for general information only.
Prospective investors should consult their own tax advisers concerning the
federal, state, local or foreign tax consequences of an investment in a
Portfolio.

PURCHASE OF SHARES

Only clients of RWBAS are eligible to purchase shares of the Portfolios.
Investors should first contact RWBAS at (800) 366-7266, ext. 124, to notify
RWBAS of the proposed investment.

Most shares of the Portfolios that will be purchased or sold through omnibus
accounts maintained by securities firms may be subject to a service fee or
commission for such transactions. Clients of RWBAS may also be subject to
investment advisory fees under their own arrangements with RWBAS.

Purchases of shares will be made in full and fractional shares calculated to
three decimal places. In the interest of economy and convenience, certificates
for shares will not be issued.

IN-KIND PURCHASES

If accepted by the applicable Fund, shares of a Portfolio may be purchased
in exchange for securities which are eligible for acquisition by such Portfolio
(or its corresponding Master Fund) or otherwise represented in its portfolio as
described in this prospectus. Shares of the RWB/DFA International High Book to
Market Portfolio may also be purchased in exchange for local currencies in which
securities owned by its corresponding Master Fund are denominated. Securities
and local currencies to be exchanged which are accepted by a Fund and Fund
shares to be issued therefore will be valued as set forth under "VALUATION OF
SHARES" at the time of the next determination of net asset value after such
acceptance. All dividends, interests, subscription, or other rights pertaining
to such securities shall become the property of the Portfolio (or its
corresponding Master Fund) whose shares are being acquired and must be delivered
to the applicable Fund by the investor upon receipt from the issuer.

15
<PAGE>
The Funds will not accept securities in exchange for shares of a Portfolio
unless: (1) such securities are, at the time of the exchange, eligible to be
included, or otherwise represented, in the Portfolio (or its corresponding
Master Fund) and current market quotations are readily available for such
securities; (2) the investor represents and agrees that all securities offered
to be exchanged are not subject to any restrictions upon their sale by the
Portfolio (or its corresponding Master Fund) under the Securities Act of 1933 or
under the laws of the country in which the principal market for such securities
exists or otherwise; and (3) at the discretion of the applicable Fund, the value
of any such security (except U.S. government securities) being exchanged
together with other securities of the same issuer owned by the Portfolio (or
Master Fund) may not exceed 5% of the net assets of the Portfolio (or Master
Fund) immediately after the transaction. The Funds will accept such securities
for investment and not for resale.

A gain or loss for federal income tax purposes will generally be realized by
investors who are subject to federal taxation upon the exchange depending upon
the cost of the securities or local currency exchanged. Investors interested in
such exchanges should contact the Advisor.

VALUATION OF SHARES

The net asset value per share of each Portfolio and Master Fund is
calculated as of the close of the NYSE by dividing the total market value of its
investments and other assets, less any liabilities, by the total outstanding
shares of the stock of the Portfolio or Master Fund. The value of the shares of
each non-Feeder Portfolio will fluctuate in relation to its own investment
experience. The value of each Feeder Portfolio's shares will fluctuate in
relation to the investment experience of the Master Fund in which such Portfolio
invests. Securities held by a Portfolio or Master Fund which are listed on a
securities exchange and for which market quotations are available are valued at
the last quoted sale price of the day. If there is no such reported sale, the
U.S. Large Cap Value Series values such securities at the mean between the most
recent quoted bid and asked prices. Price information on listed securities is
taken from the exchange where the security is primarily traded. Unlisted
securities for which market quotations are readily available are valued at the
mean between the most recent quoted bid and asked prices. The value of other
assets and securities for which no quotations are readily available (including
restricted securities) are determined in good faith at fair value in accordance
with procedures adopted by the respective Board of Directors or Trustees.

The value of the shares of the Fixed Income Portfolios will tend to
fluctuate with interest rates because, unlike money market funds, these
Portfolios do not seek to stabilize the value of their respective shares by use
of the "amortized cost" method of asset valuation. Net asset value includes
interest on fixed income securities which is accrued daily. Securities which are
traded over-the-counter and on a stock exchange will be valued according to the
broadest and most representative market, and it is expected that for bonds and
other fixed-income securities this ordinarily will be the over-the-counter
market. Securities held by the Fixed Income Portfolios may be valued on the
basis of prices provided by a pricing service when such prices are believed to
reflect the current market value of such securities. Other assets and securities
for which quotations are not readily available will be valued in good faith at
fair value using methods determined by the Board of Directors.

The net asset value per share of the International Value Series (in which
the RWB/DFA International High Book to Market Portfolio invests all of its
assets) is expressed in U.S. dollars by translating the net assets using the
mean price for the dollar as quoted by generally recognized reliable sources.
Generally, trading in foreign securities markets is completed each day at
various times prior to the close of the NYSE. The values of foreign securities
held by the International Value Series are determined as of such times for the
purpose of computing the net asset value of the International Value Series (and
the RWB/DFA International High Book to Market Portfolio). If events which
materially affect the value of the foreign investments occur subsequent to the
close of the securities market on which such securities are primarily traded,
the investments affected thereby will be valued at "fair value" as described
above. Since the International Value Series owns securities that are primarily
listed on foreign exchanges which may trade on days when the Portfolios and
Master Funds do not price their shares, the net asset value of the

16
<PAGE>

International Value Series and RWB/DFA International High Book to Market
Portfolio may change on days when shareholders will not be able to purchase or
redeem shares.

The International Value Series and RWB/DFA International High Book to Market
Portfolio are closed if portfolio securities greater than 50% of the
International Value Series total assets are principally traded on exchanges that
are closed that day. Purchase and redemption orders for shares of such Portfolio
or Master Fund will not be accepted on those days.

Provided that RWBAS has received the investor's investment instructions in
good order and the Custodian has received the investor's payment, shares of the
Portfolio selected will be priced at the net asset value calculated next after
receipt of the order by PFPC Inc. If an order to purchase shares must be
canceled due to non-payment, the purchaser will be responsible for any loss
incurred by the Portfolio arising out of such cancellation. The Funds reserve
the right to redeem shares owned by any purchaser whose order is canceled to
recover any resulting loss and may prohibit or restrict the manner in which such
purchaser may place further orders.

Management believes that any dilutive effect of the cost of investing the
proceeds of the sale of the shares of the Portfolios is minimal and, therefore,
the shares of the Portfolios are currently sold at net asset value, without
imposition of a fee that would be used to reimburse a Portfolio for such cost
("reimbursement fee"). Reimbursement fees may be charged prospectively from time
to time based upon the future experience of the Portfolios and the corresponding
Master Funds. Any such charges will be described in the prospectus.

EXCHANGE OF SHARES

An investor may exchange shares of one Portfolio for those of another
Portfolio described in this prospectus or another portfolio of the Funds, by
first contacting RWBAS and completing the documentation required by RWBAS and
the Advisor.

The minimum amount for an exchange into a portfolio of DFAIDG is $100,000.
Exchanges are accepted only into those portfolios of DFAIDG that are eligible
for the exchange privilege of DFAIDG. Investors should contact RWBAS for a list
of those portfolios of DFAIDG that accept exchanges.

The exchange privilege is not intended to afford shareholders a way to
speculate on short-term movements in the markets. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt the
management of the Portfolios or otherwise adversely affect the Funds, any
proposed exchange will be subject to the approval of the Advisor. Such approval
will depend on: (i) the size of the proposed exchange; (ii) the prior number of
exchanges by that shareholder; (iii) the nature of the underlying securities and
the cash position of the portfolios involved in the proposed exchange; (iv) the
transaction costs involved in processing the exchange; and (v) the total number
of redemptions by exchange already made out of the Portfolio.

The redemption and purchase prices of shares redeemed and purchased by
exchange, respectively, are the net asset values next determined after the
Advisor has received an Exchange Form in good order, plus any applicable
reimbursement fee on purchases by exchange. "Good order" means a completed
Exchange Form specifying the dollar amount to be exchanged, signed by all
registered owners of the shares; and (if no authorized signatures for the
account are on file) a guarantee of the signature of each registered owner by an
"eligible guarantor institution." Such institutions generally include national
or state banks, savings associations, savings and loan associations, trust
companies, savings banks, credit unions and members of a recognized stock
exchange. Exchanges will be accepted only if the registrations of the two
accounts are identical, stock certificates have not been issued and the shares
of the portfolio being acquired may be issued in compliance with the securities
laws of the investor's state of residence.

There is no fee imposed on an exchange. However, the Funds reserve the right
to impose an administrative fee in order to cover the costs incurred in
processing an exchange. Any such fee will be disclosed in the prospectus. An
exchange is treated as a redemption and a purchase. Therefore, the

17
<PAGE>
investor could realize a taxable gain or loss on the transaction. The Funds
reserve the right to revise or terminate the exchange privilege or limit the
amount of or reject any exchange, as deemed necessary, at any time.

REDEMPTION OF SHARES

REDEMPTION PROCEDURE

An investor who desires to redeem shares of a Portfolio must furnish a
redemption request to RWBAS in the form required by RWBAS. The Portfolio will
redeem shares at the net asset value of such shares next determined after
receipt of a request for redemption in good order by PFPC Inc.

Although the redemption payments will ordinarily be made within seven days
after receipt, payment to investors redeeming shares which were purchased by
check will not be made until the Funds can verify that the payments for the
purchase have been, or will be, collected, which may take up to fifteen days or
more. Investors may avoid this delay by submitting a certified check along with
the purchase order.

REDEMPTION OF SMALL ACCOUNTS

With respect to each Portfolio, the Funds reserve the right to redeem a
shareholder's account if the value of the shares in a specific account is $500
or less, whether because of redemptions, a decline in the portfolio's net asset
value per share or any other reason. Before a Fund involuntarily redeems shares
from such an account and sends the proceeds to the stockholder, the Fund will
give written notice of the redemption to the stockholder at least sixty days in
advance of the redemption date. The stockholder will then have sixty days from
the date of the notice to make an additional investment in the Portfolio in
order to bring the value of the shares in the account for a specific Portfolio
to more than $500 and avoid such involuntary redemption. The redemption price to
be paid to a stockholder for shares redeemed by a Fund under this right will be
the aggregate net asset value of the shares in the account at the close of
business on the redemption date.

IN-KIND REDEMPTIONS

When in the best interests of a Portfolio, it may make a redemption payment,
in whole or in part, by a distribution of portfolio securities from the
Portfolio being redeemed (or its corresponding Master Fund) in lieu of cash in
accordance with Rule 18f-1 under the Investment Company Act of 1940. The RWB/DFA
International High Book to Market Portfolio also reserves the right to redeem
its shares in the currencies in which the International Value Series'
investments are denominated. Investors may incur brokerage charges and other
transaction costs selling securities which were received in payment of
redemptions and the value of foreign securities or currencies may be affected by
currency exchange fluctuations.

THE FEEDER PORTFOLIOS

Other institutional investors, including other mutual funds, may invest in
each Master Fund. The expenses of such other funds and, correspondingly, their
returns may differ from those of the Feeder Portfolios. Please contact The DFA
Investment Trust Company at 1299 Ocean Avenue, 11th Floor Santa Monica, CA
90401, (310) 395-8005 for information about the availability of investing in a
Master Fund other than through a Feeder Portfolio.

The aggregate amount of expenses for a Feeder Portfolio and the
corresponding Master Fund may be greater than it would be if the Portfolio were
to invest directly in the securities held by the corresponding Master Fund.
However, the total expense ratios for the Feeder Portfolios and the Master Funds
are expected to be less over time than such ratios would be if the Portfolios
were to invest directly in the underlying securities. this arrangement enables
various institutional investors, including the Feeder Portfolios, to pool their
assets, which may be expected to result in economies by spreading certain fixed
costs over

18
<PAGE>
a larger asset base. Each shareholder in a Master Fund, including a Feeder
Portfolio, will pay its proportionate share of the expenses of that Master Fund.

The shares of the Master Funds will be offered to institutional investors
for the purpose of increasing the funds available for investment, to reduce
expenses as a percentage of total assets and to achieve other economies that
might be available at higher asset levels. Investment in a Master Fund by other
institutional investors offers potential benefits to the Master Funds, and
through their investment in the Master Funds, the Feeder Portfolios also.
However, such economies and expense reductions might not be achieved, and
additional investment opportunities, such as increased diversification, might
not be available if other institutions do not invest in the Master Funds. Also,
if an institutional investor were to redeem its interest in a Master Fund, the
remaining investors in that Master Fund could experience higher pro rata
operating expenses, thereby producing lower returns, and the Master Fund's
security holdings may become less diverse, resulting in increased risk.
Institutional investors that have a greater pro rata ownership interest in a
Master Fund than the corresponding Feeder Portfolio could have effective voting
control over the operation of the Master Fund.

If the Board of Directors of the relevant Fund determines that it is in the
best interest of a Feeder Portfolio, the Feeder Portfolio may withdraw its
investment in a Master Fund at any time. Upon any such withdrawal, the Board
would consider what action the Portfolio might take, including either seeking to
invest its assets in another registered investment company with the same
investment objective as the Portfolio, which might not be possible, or retaining
an investment advisor to manage the Portfolio's assets in accordance with its
own investment objective, possibly at increased cost. Shareholders of a Feeder
Portfolio will receive written notice thirty days prior to the effective date of
any changes in the investment objective of its corresponding Master Fund. A
withdrawal by a Feeder Portfolio of its investment in the corresponding Master
Fund could result in a distribution in kind of portfolio securities (as opposed
to a cash distribution) to the Portfolio. Should such a distribution occur, the
Portfolio could incur brokerage fees or other transaction costs in converting
such securities to cash in order to pay redemptions. In addition, a distribution
in kind to a Portfolio could result in a less diversified portfolio of
investments and could affect adversely the liquidity of the Portfolio. Moreover,
a distribution in kind by a Master Fund to a Feeder Portfolio may constitute a
taxable exchange for federal income tax purposes resulting in gain or loss to
such Portfolio. Any net capital gains so realized will be distributed to that
Portfolio's shareholders as described in "DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS
AND TAXES."

19
<PAGE>
FINANCIAL HIGHLIGHTS

The Financial Highlights table is meant to help you understand each
Portfolio's financial performance for the past 5 years or, if shorter, the
period of that Portfolio's operations, as indicated by the table. The total
returns in the table represent the rate that you would have earned (or lost) on
an investment in the Portfolio, assuming reinvestment of all dividends and
distributions. This information has been audited by PricewaterhouseCoopers LLP,
whose report, along with the Portfolios' financial statements, are included in
the annual reports which are available upon request.

DIMENSIONAL INVESTMENT GROUP INC.

FINANCIAL HIGHLIGHTS
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
<TABLE>
<CAPTION>
RWB/DFA
U.S. HIGH BOOK TO
MARKET PORTFOLIO
------------------------------------------------------
YEAR YEAR YEAR JUNE 7
ENDED ENDED ENDED TO
NOV. 30, NOV. 30, NOV. 30, NOV. 30,
1999 1998 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net Asset Value, Beginning
of Period............... $ 13.99 $ 13.12 $ 10.77 $ 10.00
-------- -------- -------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net Investment Income..... 0.24 0.21 0.20 0.08
Net Gains (Losses) on
Securities (Realized and
Unrealized)............. 0.35 1.27 2.45 0.72
-------- -------- -------- -------
Total from Investment
Operations.............. 0.59 1.48 2.65 0.80
-------- -------- -------- -------
LESS DISTRIBUTIONS
Net Investment Income..... (0.25) (0.21) (0.20) (0.03)
Net Realized Gains........ (0.51) (0.40) (0.10) --
-------- -------- -------- -------
Total Distributions....... (0.76) (0.61) (0.30) (0.03)
-------- -------- -------- -------
Net Asset Value, End of
Period.................. $ 13.82 $ 13.99 $ 13.12 $ 10.77
======== ======== ======== =======
Total Return.............. 4.44% 11.78% 25.01% 8.06%#
Net Assets, End of Period
(thousands)............. $118,923 $145,278 $128,484 $40,708
Ratio of Expenses to
Average Net Assets...... 0.35%(1) 0.33%(1) 0.36%(1) 0.71%*(1)
Ratio of Expenses to
Average Net Assets
(excluding waivers and
assumption of
expenses)............... 0.35%(1) 0.33%(1) 0.36%(1) 0.71%*(1)
Ratio of Net Investment
Income to Average Net
Assets.................. 1.56% 1.54% 1.76% 2.70%*
Ratio of Net Investment
Income to Average Net
Assets (excluding
waivers and assumption
of expenses)............ 1.56% 1.54% 1.76% 2.70%*
Portfolio Turnover Rate... N/A N/A N/A N/A
Portfolio Turnover Rate of
Master Fund Series...... 42.96% 24.70% 17.71% 20.12%(2)

<CAPTION>
RWB/DFA
TWO-YEAR CORPORATE FIXED
INCOME PORTFOLIO
------------------------------------------------------
YEAR YEAR YEAR JUNE 7
ENDED ENDED ENDED TO
NOV. 30, NOV. 30, NOV. 30, NOV. 30,
1999 1998 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net Asset Value, Beginning
of Period............... $ 10.19 $ 10.23 $ 10.24 $ 10.00
-------- -------- -------- --------
INCOME FROM INVESTMENT
OPERATIONS
Net Investment Income..... 0.51 0.55 0.57 0.26
Net Gains (Losses) on
Securities (Realized and
Unrealized)............. (0.07) -- (0.01) 0.11
-------- -------- -------- --------
Total from Investment
Operations.............. 0.44 0.55 0.56 0.37
-------- -------- -------- --------
LESS DISTRIBUTIONS
Net Investment Income..... (0.52) (0.59) (0.56) (0.13)
Net Realized Gains........ (0.02) -- (0.01) --
-------- -------- -------- --------
Total Distributions....... (0.54) (0.59) (0.57) (0.13)
-------- -------- -------- --------
Net Asset Value, End of
Period.................. $ 10.09 $ 10.19 $ 10.23 $ 10.24
======== ======== ======== ========
Total Return.............. 4.42% 5.64% 5.79% 3.69%#
Net Assets, End of Period
(thousands)............. $138,612 $158,586 $153,772 $122,807
Ratio of Expenses to
Average Net Assets...... 0.33% 0.31% 0.34%(1) 0.31%*(1)
Ratio of Expenses to
Average Net Assets
(excluding waivers and
assumption of
expenses)............... 0.33% 0.31% 0.35%(1) 0.34%*(1)
Ratio of Net Investment
Income to Average Net
Assets.................. 5.00% 5.43% 5.83% 5.72%*
Ratio of Net Investment
Income to Average Net
Assets (excluding
waivers and assumption
of expenses)............ 5.00% 5.43% 5.82% 5.69%*
Portfolio Turnover Rate... 46.18% 15.98% N/A N/A
Portfolio Turnover Rate of
Master Fund Series...... N/A N/A 147.78% 81.97%*(2)
</TABLE>

- ----------------------------------
* Annualized

# Non-Annualized

(1) Represents the combined ratio for the respective Portfolio and its
respective pro-rata share of its Master Fund Series.

(2) Items calculated for the period ended November 30, 1996.

20
<PAGE>
DFA INVESTMENT DIMENSIONS GROUP INC.

RWB/DFA INTERNATIONAL HIGH BOOK TO MARKET PORTFOLIO

FINANCIAL HIGHLIGHTS
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

<TABLE>
<CAPTION>
YEAR YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED ENDED
NOV. 30, NOV. 30, NOV. 30, NOV. 30, NOV. 30,
1999 1998 1997 1996 1995
--------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of
Period............................. $ 13.86 $ 12.84 $ 13.76 $ 12.02 $ 11.44
-------- -------- -------- -------- --------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income................ 0.35 0.30 0.22 0.22 0.19
Net Gains (Losses) on Securities
(Realized and Unrealized).......... 1.42 1.21 (0.77) 1.53 0.60
-------- -------- -------- -------- --------
Total from Investment Operations..... 1.77 1.51 (0.55) 1.75 0.79
-------- -------- -------- -------- --------
LESS DISTRIBUTIONS
Net Investment Income................ (0.29) (0.27) (0.23) (0.01) (0.19)
Net Realized Gains................... (0.05) (0.22) (0.14) -- (0.02)
-------- -------- -------- -------- --------
Total Distributions.................. (0.34) (0.49) (0.37) (0.01) (0.21)
-------- -------- -------- -------- --------
Net Asset Value, End of Period....... $ 15.29 $ 13.86 $ 12.84 $ 13.76 $ 12.02
======== ======== ======== ======== ========
Total Return......................... 13.03% 12.28% (4.04)% 14.61% 6.95%
Net Assets, End of Period
(thousands)........................ $259,693 $286,790 $275,057 $257,371 $172,017
Ratio of Expenses to Average Net
Assets(1).......................... 0.50% 0.46% 0.50% 0.54% 0.68%
Ratio of Net Investment Income to
Average Net Assets................. 2.20% 2.10% 1.72% 1.88% 1.85%
Portfolio Turnover Rate.............. N/A N/A N/A N/A N/A
Portfolio Turnover Rate of Master
Fund Series........................ 5.80% 15.41% 22.55% 12.23% 9.75%
</TABLE>

- ------------------------

(1) Represents the combined ratio for the Portfolio and its pro-rata share of
its Master Fund Series.

21
<PAGE>
DIMENSIONAL INVESTMENT GROUP INC.

FINANCIAL HIGHLIGHTS
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

<TABLE>
<CAPTION>
RWB/DFA
TWO-YEAR
GOVERNMENT PORTFOLIO
-------------------------------------------------------
YEAR YEAR YEAR JUNE 7
ENDED ENDED ENDED TO
NOV. 30, NOV. 30, NOV. 30, NOV. 30,
1999 1998 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net Asset Value, Beginning of Period........... $ 10.19 $ 10.20 $ 10.23 $ 10.00
-------- -------- -------- --------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income.......................... 0.49 0.53 0.54 0.26
Net Gains (Losses) on Securities (Realized and
Unrealized).................................. (0.07) 0.02 0.01 0.10
-------- -------- -------- --------
Total from Investment Operations............... 0.42 0.55 0.55 0.36
-------- -------- -------- --------
LESS DISTRIBUTIONS
Net Investment Income.......................... (0.52) (0.55) (0.53) (0.13)
Net Realized Gains............................. (0.04) (0.01) (0.05) --
-------- -------- -------- --------
Total Distributions............................ (0.56) (0.56) (0.58) (0.13)
-------- -------- -------- --------
Net Asset Value, End of Period................. $ 10.05 $ 10.19 $ 10.20 $ 10.23
======== ======== ======== ========
Total Return................................... 4.19% 5.54% 5.58% 3.60%#
Net Assets, End of Period (thousands).......... $114,742 $127,486 $131,066 $104,644
Ratio of Expenses to Average Net Assets........ 0.34% 0.32% 0.37%(1) 0.38%*(1)
Ratio of Expenses to Average Net Assets
(excluding waivers and assumption of
expenses).................................... 0.34% 0.32% 0.38% 0.41%*(1)
Ratio of Net Investment Income to Average Net
Assets....................................... 4.86% 5.17% 5.53%(1) 5.81%*(1)
Ratio of Net Investment Income to Average Net
Assets (excluding waivers and assumption of
expenses).................................... 4.86% 5.17% 5.52% 5.78%
Portfolio Turnover Rate........................ 64.47% 69.51% N/A N/A
Portfolio Turnover Rate of Master Fund
Series....................................... N/A N/A 153.67% 200.59%*(2)
</TABLE>

- ------------------------

* Annualized

# Non-Annualized

(1) Represents the combined ratio for the Portfolio and its respective pro-rata
share of its Master Fund Series.

(2) Calculated for the period ended November 30, 1996.

22
<PAGE>
SERVICE PROVIDERS

INVESTMENT ADVISOR CLIENT SERVICE AGENT
DIMENSIONAL FUND ADVISORS INC. REINHARDT WERBA BOWEN ADVISORY SERVICES
1299 Ocean Avenue, 11th floor 1190 Saratoga Avenue, Suite 200
Santa Monica, CA 90401 San Jose, CA 95129
Tel. No. (310) 395-8005 Tel. No. (800) 366-7266

CUSTODIAN--DOMESTIC CUSTODIAN--INTERNATIONAL
PFPC TRUST COMPANY CITIBANK, N.A.
400 Bellevue Parkway 111 Wall Street
Wilmington, DE 19809 New York, NY 10005

ACCOUNTING SERVICES, DIVIDEND DISBURSING AND LEGAL COUNSEL
TRANSFER AGENT STRADLEY, RONON, STEVENS & YOUNG, LLP
PFPC INC. 2600 One Commerce Square
400 Bellevue Parkway Philadelphia, PA 19103-7098
Wilmington, DE 19809
</TABLE>

INDEPENDENT ACCOUNTANTS
PRICEWATERHOUSECOOPERS LLP
2400 Eleven Penn Center
19th and Market Streets
Philadelphia, PA 19103
</TABLE>

23
<PAGE>
OTHER AVAILABLE INFORMATION

You can find more information about the Funds and their Portfolios in the Funds'
Statement of Additional Information ("SAI") and Annual and Semi-Annual Reports.

STATEMENT OF ADDITIONAL INFORMATION. The SAI supplements, and is technically
part of, this Prospectus. It includes an expanded discussion of investment
practices, risks, and fund operations.

ANNUAL AND SEMI-ANNUAL REPORTS TO SHAREHOLDERS. These reports focus on
Portfolio holdings and performance. The Annual Report also discusses the market
conditions and investment strategies that significantly affected the Portfolios
in their last fiscal year.

How to get these and other materials about the Funds:

- - Clients of Reinhardt Werba Bowen Advisory Services (RWBAS) should call (800)
366-7266 ext. 124.

- - If you are an RWB Advisory Services Inc. client, call that firm toll-free at
(800) 366-7266 to request free copies. Additional materials describing the
Funds and Portfolios, as well as the Advisor and its investment approach,
are also available.

- - Access current prospectuses on our web site at dfafunds.com.

- - Access them on the SEC's Internet site--http://www.sec.gov.

- - Review and copy them at the SEC's Public Reference Room in Washington D.C.

- - Request copies from the Public Reference Section of the SEC, Washington, D.C.
20549 (you will be charged a copying fee).

<TABLE>
<S> <C>
Client Service Agent:

DIMENSIONAL FUND ADVISORS INC. RWB ADVISORY SERVICES INC.
1299 Ocean Avenue, 11th Floor 1190 Saratoga Avenue, Suite 200
Santa Monica, CA 90401 San Jose, CA 95129
(310) 395-8005 (800) 366-7266
</TABLE>

DFA INVESTMENT DIMENSIONS GROUP INC. (RWB/DFA International High Book to Market
Portfolio)--
Registration No. 811-3258

DIMENSIONAL INVESTMENT GROUP INC. (all other Portfolios)--REGISTRATION NO.
811-6067
<PAGE>
P R O S P E C T U S

MARCH 24, 2000

PLEASE CAREFULLY READ THE IMPORTANT INFORMATION IT CONTAINS BEFORE INVESTING.

DIMENSIONAL INVESTMENT GROUP INC.
---------------------------------------------

Dimensional Investment Group Inc. is a mutual fund that offers a variety of
investment portfolios. Each Portfolio
described in this Prospectus: - Has its own investment objective and policies,
and is the equivalent
of a separate mutual fund. - Is exclusively available to 401(k) plans and
clients
of registered investment advisers. - Is designed for long-term investors.

The Portfolios do not charge sales commissions or "loads."

DFA INTERNATIONAL VALUE PORTFOLIO III
U.S. LARGE CAP VALUE PORTFOLIO III
TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO II
TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO XI

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR PASSED UPON THE
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
<PAGE>
TABLE OF CONTENTS

FEES AND EXPENSES........................................... 6

ANNUAL FUND OPERATING EXPENSES.............................. 6

EXAMPLE..................................................... 6

SECURITIES LENDING REVENUE.................................. 7

HIGHLIGHTS.................................................. 7
MANAGEMENT AND ADMINISTRATIVE SERVICES.................... 7
DIVIDEND POLICY........................................... 7
PURCHASE, VALUATION AND REDEMPTION OF SHARES.............. 7

INVESTMENT OBJECTIVES AND POLICIES.......................... 7
DFA INTERNATIONAL VALUE PORTFOLIO III..................... 7
PORTFOLIO CONSTRUCTION.................................... 8
THE U.S. LARGE CAP VALUE PORTFOLIO........................ 8
PORTFOLIO CONSTRUCTION.................................... 9

TAX-MANAGED VALUE PORTFOLIOS................................ 9
PORTFOLIO CONSTRUCTION.................................... 9
TAX MANAGEMENT STRATEGIES................................. 10

EQUITY PORTFOLIOS........................................... 11

DEVIATION FROM MARKET CAPITALIZATION WEIGHTING.............. 11

SECURITIES LOANS............................................ 12

MANAGEMENT OF THE PORTFOLIOS................................ 12
CONSULTING SERVICES--INTERNATIONAL VALUE SERIES........... 13

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES............ 13

PURCHASE OF SHARES.......................................... 14
IN KIND PURCHASES......................................... 15

VALUATION OF SHARES......................................... 15
NET ASSET VALUE........................................... 15
PUBLIC OFFERING PRICE..................................... 16

EXCHANGE OF SHARES.......................................... 16

REDEMPTION OF SHARES........................................ 17
REDEMPTION PROCEDURES..................................... 17
REDEMPTION OF SMALL ACCOUNTS.............................. 17
REDEMPTION IN-KIND........................................ 18

THE FEEDER PORTFOLIOS....................................... 18

FINANCIAL HIGHLIGHTS........................................ 19

SERVICE PROVIDERS........................................... 23
</TABLE>

i
<PAGE>
RISK/RETURN SUMMARY

ABOUT THE PORTFOLIOS
- -------------------

THE PORTFOLIOS HAVE SPECIAL STRUCTURES: The Portfolios are "Feeder
Portfolios" -- portfolios that do not buy individual securities directly.
Instead, they invest in corresponding mutual funds called "Master Funds". Master
Funds in turn purchase stocks, bonds and/or other securities.

POSSIBLE COMPLICATIONS: The Master-Feeder structure is relatively new and more
complex. While this structure is designed to reduce costs, it may not do so. As
a result, a Portfolio might encounter operational or other complications.

A Master Fund buys securities directly. A corresponding Feeder Portfolio invests
in the Master Fund's shares. The two have the same gross investment returns.

MANAGEMENT
- ------------

Dimensional Fund Advisors Inc. (the "Advisor") is the investment manager for the
Master Funds. (A Feeder Portfolio does not need an investment manager.)

EQUITY INVESTMENT APPROACH:
- -------------------------

PORTFOLIO CONSTRUCTION: Generally, the Advisor structures a portfolio by:

1. Selecting a starting universe of securities (for example, all publicly
traded U.S. common stocks).

2. Creating a sub-set of companies meeting the Advisor's investment guidelines.

3. Excluding certain companies after analyzing various factors (for example,
solvency).

4. Purchasing stocks so the portfolio is generally market cap weighted.

The U.S. Large Cap Value Portfolio III, the Tax-Managed U.S. Marketwide Value
Portfolio II and the Tax-Managed U.S. Marketwide Value Portfolio XI use a market
capitalization segmentation approach. Broadly speaking, this technique involves:

1. Dividing all the companies traded on the New York Stock Exchange ("NYSE")
into 10 groups or "deciles" based on market capitalization. Stocks in decile
1 have the biggest market capitalizations and those in decile 10, the
smallest.

Market capitalization means the number of shares of a company's stock
outstanding times price per share.

Market capitalization weighted means the amount of a stock in an index or
portfolio is keyed to that stock's market capitalization compared to all
eligible stocks. The higher the stock's relative market cap, the greater its
representation.

2. Combining two or more of these deciles into a market cap segment or range.

1
<PAGE>
3. Generally considering a stock (it may not necessarily be NYSE traded) for
purchase only if its market capitalization falls within the range created.

For example, the U.S. Large Cap Value Portfolio III buys stock with market caps
in the range defined by stocks in NYSE deciles 1 through 5.

TAX MANAGED PORTFOLIO STRATEGIES:
- -----------------------------

The Advisor's tax management strategies are designed to minimize taxable
distributions to shareholders. Generally, the Advisor buys and sells a tax
managed portfolio's securities with the goals of:

1. Delaying the realization of net capital gains (e.g., appreciated stocks
might be sold later).

2. Maximizing the extent to which any realized net capital gains are long-term
in nature (i.e., taxable at lower capital gains tax rates).

3. Minimizing dividend income.

4. Sell securities to other tax-managed portfolios in order to offset gains by
realized losses.

Shareholders of Tax-Managed Value Portfolios may save on taxes while they hold
their shares. However, they will still have to pay taxes if they sell their
shares at a profit.

MARKET RISK: Even a long-term investment approach cannot guarantee a profit.
Economic, political and issuer specific events will cause the value of
securities, and the Portfolios that own them, to rise or fall.

INVESTMENT OBJECTIVES, STRATEGIES AND RISKS
- -----------------------------------------

DFA INTERNATIONAL VALUE PORTFOLIO III

- - INVESTMENT OBJECTIVE: Long-term capital appreciation.

- - INVESTMENT STRATEGY: Purchase a Master Fund that buys Value Stocks of large
non-U.S. companies on a market capitalization weighted basis in each
applicable country.

DFA International Value Portfolio III's foreign currency risks generally are not
hedged.

U.S. LARGE CAP VALUE PORTFOLIO III
TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO II
TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO XI

- - INVESTMENT OBJECTIVES:

- U.S. LARGE CAP VALUE PORTFOLIO III: Long-term capital appreciation.

- TAX-MANAGED VALUE PORTFOLIOS: Long-term capital appreciation while
minimizing federal income taxes on returns.

- - INVESTMENT STRATEGY (EACH PORTFOLIO): Purchase a Master Fund that buys value
stocks of United States companies on a market capitalization weighted basis.

"Value Stocks": Compared to other stocks, value stocks sell for low prices
relative to their earnings, dividends or book value.

In selecting value stocks, the Advisor primarily considers price relative to
book value.

2
<PAGE>
- - HOW THE PORTFOLIOS DIFFER: The Portfolios focus on different parts of the
value stocks universe:

- U.S. Large Cap Value Portfolio III -- Large capitalization stocks.

- Tax-Managed U.S. Marketwide Value Portfolios -- The full universe except
for very small stocks.

Only the Tax-Managed Value Portfolios employ the Advisor's tax management
strategies. Both Tax-Managed Portfolios will invest a large portion of the
eligible securities, buy may not have identical holdings. Thus, the Tax-Managed
Portfolios may sell securities to one another, in order to employ certain tax
management strategies.

OTHER RISKS
- -----------

DERIVATIVES:
- ----------

Derivatives are securities, such as futures contracts, whose value is derived
from that of other securities or indices. Derivatives can be used for hedging
(attempting to reduce risk by offsetting one investment position with another)
or speculation (taking a position in the hope of increasing return). The Master
Fund in which DFA International Value Portfolio III invests may use long-term
foreign currency futures contracts to hedge foreign currency risks. Hedging with
derivatives may increase expenses, and there is no guarantee that a hedging
strategy will work.

SECURITIES LENDING:

- ----------------

The Master Funds purchased by the Portfolios may lend their portfolio securities
to generate additional income. If they do so, they will use various strategies
(for example, only making fully collateralized and bank guaranteed loans) to
reduce related risks.

VALUE STOCKS:

- -----------

Compared to other stocks, value stocks sell for low prices relative to their
earnings dividends or book value. In selecting value stocks, the Advisor
primarily considers price relative to book value.

3
<PAGE>

RISK AND RETURN BAR CHARTS AND TABLES

- --------------------------------------

The Bar Charts and Tables below illustrate the variability of each Portfolio's
returns and are meant to provide some indication of the risks of investing in
the Portfolios. Shown are changes in performance from year to year, and how
annualized one year and since inception returns compare with those of a broad
measure of market performance. Past performance is not an indication of future
results. The Tax-Managed U.S. Marketwide Value Portfolio XI has not been in
operation for a full calendar year so no information is shown for it.

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
U.S. LARGE CAP VALUE PORTFOLIO III
<S> <C> <C> <C> <C>
1996 1997 1998 1999
Total Returns (%) 20.33 28.29 12.18 4.90
January 1996-December 1999
Highest Quarter Lowest Quarter
16.82 (10/98-12/98) -17.00 (7/98-9/98)
Periods ending December 31, 1999
Annualized Returns (%) One Year Since 3/95 Inception
U.S. Large Cap Value Portfolio III 4.90 19.10
Russell 1000 Value Index 7.35 22.21
</TABLE>

4
<PAGE>
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
DFA INTERNATIONAL VALUE PORTFOLIO III
<S> <C> <C> <C> <C>
1996 1997 1998 1999
Total Returns (%) 8.07 -3.03 15.08 16.58
January 1996-December 1999
Highest Quarter Lowest Quarter
17.99 (1/98-3/98) -16.80 (7/98-9/98)
Periods ending December 31, 1999
Annualized Returns (%) One Year Since 3/95 Inception
DFA International Value Portfolio III 16.58 10.73
MSCI EAFE Index (net dividends) 26.91 14.28
TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO II
1999
Total Returns (%) 5.02
January 1999-December 1999
Highest Quarter Lowest Quarter
16.36 (4/99-6/99) -12.07 (7/99-9/99)
Periods ending December 31, 1999
Since 12/98
Annualized Returns (%) Inception
Tax-Managed U.S. Marketwide
Value Portfolio II 5.02
Russell 3000 Value Index 6.64
</TABLE>

5
<PAGE>
FEES AND EXPENSES

Shareholder Fees (fees paid directly from your investment): None*

*Shares of the Portfolios that are purchased through omnibus accounts
maintained by securities firms may be subject to a service fee or commission on
such purchases.

ANNUAL FUND OPERATING EXPENSES*
(EXPENSES THAT ARE DEDUCTED FROM PORTFOLIO ASSETS)

The expenses in the following tables are based on those incurred by the
Portfolios and the corresponding Master Funds for the fiscal year ended
November 30, 1999, except as indicated.

<TABLE>
<S> <C>
DFA INTERNATIONAL VALUE PORTFOLIO III
Management Fee.............................................. 0.21%
Other Expenses.............................................. 0.12%
----
Total Operating Expenses.................................... 0.33%

U.S. LARGE CAP VALUE PORTFOLIO III
Management Fee.............................................. 0.11%
Other Expenses.............................................. 0.08%
----
Total Operating Expenses.................................... 0.19%

TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO II**
Management Fee.............................................. 0.20%
Other Expenses.............................................. 0.76%
----
Total Operating Expenses.................................... 0.96%

TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO XI***
Management Fee.............................................. 0.20%
Other Expenses.............................................. 0.13%
----
Total Operating Expenses.................................... 0.33%
</TABLE>

* The "Management Fee" includes an investment management fee payable by the
Master Fund and an administration fee payable by the Portfolio. The amount
set forth in "Other Expenses" represents the aggregate amount that is
payable by both the Master Fund and the Portfolio.

** Expenses are annualized based on the period from commencement of operations
to November 30, 1999.

*** "Other Expenses" are annualized estimates based on anticipated fees and
expenses through the fiscal year ending November 30, 2000.

EXAMPLE

This Example is meant to help you compare the cost of investing in the
Portfolios with the cost of investing in other mutual funds.

6
<PAGE>
a 5% return each year and that the Portfolio's operating expenses remain the
same. Although your actual costs may be higher or lower, based on these
assumptions your costs would be:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
-------- -------- -------- ---------
<S> <C> <C> <C> <C>
DFA International Value Portfolio III....................... $34 $106 $185 $ 418
U.S. Large Cap Value Portfolio III.......................... $19 $ 61 $107 $ 243
Tax-Managed U.S. Marketwide Value Portfolio II.............. $98 $306 531 1,718
Tax-Managed U.S. Marketwide Value Portfolio XI.............. $34 $106 N/A N/A
</TABLE>

The table summarizes the aggregate estimated annual operating expenses of
both the Portfolios and their Master Funds. The Tax-Managed U.S. Marketwide
Value Portfolio XI (and its corresponding Master Funds) are new and, therefore,
the above example is based on estimated expenses for the current fiscal year and
does not extend over five- and ten-year periods.

SECURITIES LENDING REVENUE

<TABLE>
<CAPTION>
PERCENTAGE
MASTER FUND NET REVENUE OF NET ASSETS
- ----------- ----------- -------------
<S> <C> <C>
DFA International Value Series.............................. $1,324,000 0.08%
U.S. Large Cap Value Series................................. $ 57,000 0.00%
Tax-Managed U.S. Marketwide Value Series.................... $ 6,000 0.01%
</TABLE>

HIGHLIGHTS

MANAGEMENT AND ADMINISTRATIVE SERVICES

Dimensional Fund Advisors Inc. (the "Advisor" or "DFA") provides each
Portfolio with administrative services and also serves as investment advisor to
each Master Fund. (See "MANAGEMENT OF THE PORTFOLIOS.")

DIVIDEND POLICY

Each Portfolio distributes dividends from its net investment income in
December of each year and will distribute any realized net capital gains
annually after the end of the Fund's fiscal year in November. (See "DIVIDENDS,
CAPITAL GAINS DISTRIBUTIONS AND TAXES.")

PURCHASE, VALUATION AND REDEMPTION OF SHARES

The shares of the Portfolios are offered at net asset value, which is
calculated as of the close of the NYSE on each day that the NYSE is open for
business. The value of a Portfolio's shares will fluctuate in relation to the
investment experience of its corresponding Master Fund. The redemption price of
a share of each Portfolio is equal to its net asset value. (See "PURCHASE OF
SHARES," "VALUATION OF SHARES" and "REDEMPTION OF SHARES.")

INVESTMENT OBJECTIVES AND POLICIES

DFA INTERNATIONAL VALUE PORTFOLIO III

The investment objective of the DFA International Value Portfolio III is to
achieve long-term capital appreciation. The Portfolio pursues its objective by
investing all of its assets in the DFA International Value Series (the
"International Value Series") of The DFA Investment Trust Company (the "Trust"),

7
<PAGE>

which has the same investment objective and policies as the Portfolio. The
International Value Series invests in the stocks of large non-U.S. companies
which the Advisor believes to be value stocks at the time of purchase.
Securities are considered value stocks primarily because a company's shares have
a high book value in relation to their market value (a "book to market ratio").
Generally, the shares of a company in any given country will be considered to
have a high book to market ratio if the ratio equals or exceeds the ratios of
any of the 30% of companies in that country with the highest positive book to
market ratios whose shares are listed on a major exchange, and, as described
below, will be considered eligible for investment. In measuring value, the
Advisor may consider additional factors such as cash flow, economic conditions
and developments in the issuer's industry. The International Value
Series intends to invest in the stocks of large companies in countries with
developed markets. As of the date of this prospectus, the International Value
Series may invest in the stocks of large companies in Australia, Austria,
Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Italy, Japan,
the Netherlands, New Zealand, Norway, Singapore, Spain, Sweden, Switzerland and
the United Kingdom. As the International Value Series' asset growth permits, it
may invest in the stocks of large companies in other developed markets.

PORTFOLIO CONSTRUCTION

Under normal market conditions, at least 65% of the International Value
Series' assets will be invested in companies organized or having a majority of
their assets in or deriving a majority of their operating income in at least
three non-U.S. countries and no more than 40% of the Series' assets will be
invested in such companies in any one country. As of the date of this
prospectus, the International Value Series intends to invest in companies having
at least $800 million of market capitalization and the Series will be
approximately market capitalization weighted. The Advisor may reset such floor
from time to time to reflect changing market conditions. The International Value
Series reserves the right to invest in futures contracts and options on futures
contracts to commit funds awaiting investment or to maintain liquidity. To the
extent that the International Value Series invests in futures contracts and
options thereon for other than bona fide hedging purposes, it will not purchase
futures contracts or options thereon if, as a result, more than 5% of its net
assets would then consist of initial margin deposits and premiums required to
establish such positions.

In determining market capitalization weights, the Advisor, using its best
judgment, will seek to eliminate the effect of cross holdings on the individual
country weights. As a result, the weighting of certain countries in the
International Value Series may vary from their weighting in international
indices, such as those published by The Financial Times, Morgan Stanley Capital
International or Salomon/Russell. The Advisor, however, will not attempt to
account for cross holding within the same country.

It is management's belief that the value stocks of large companies offer,
over a long term, a prudent opportunity for capital appreciation but, at the
same time, selecting a limited number of large company stock for inclusion in
the International Value Series involves greater risk than including a large
number of them.

THE U.S. LARGE CAP VALUE PORTFOLIO

The investment objective of the U.S. Large Cap Value Portfolio III (the
"U.S. Value Portfolio") is to achieve long-term capital appreciation. The U.S.
Value Portfolio invests all of its assets in the U.S. Large Cap Value
Series III (the "U.S. Value Series") of the Trust, which has the same investment
objective and policies as the U.S. Value Portfolio.

The U.S. Value Series invests in the common stocks of large U.S. companies
with shares that have a high book to market ratio. A company's shares will be
considered to have a high book to market ratio if the ratio equals or exceeds
the ratios of any of the 30% of companies with the highest positive book to
market ratios whose shares are listed on the NYSE and, except as described
below, will be considered eligible for investment. The U.S. Value Series will
purchase common stocks of companies whose market capitalization

8
<PAGE>
(i.e., the market price of its common stock multiplied by the number of
outstanding shares) equals or exceeds that of the company having the median
market capitalization of companies whose shares are listed on the NYSE. In
addition, the U.S. Value Series is authorized to invest in private placements of
interest-bearing debentures that are convertible into common stock ("privately
placed convertible debentures"). Such investments are considered illiquid and
the value thereof together with the value of all other illiquid investments may
not exceed 15% of the value of the U.S. Value Series' net assets at the time of
purchase.

PORTFOLIO CONSTRUCTION

Ordinarily, at least 80% of the assets of the U.S. Value Series will be
invested in a broad and diverse group of readily marketable common stocks of
large U.S. companies with high book to market ratios, as described above. The
U.S. Value Series may invest in futures contracts and options on futures
contracts. To the extent that the U.S. Value Series invests in futures contracts
and options thereon for other than bona fide hedging purposes, it will not
purchase futures contracts or options thereon, if, as a result, more than 5% of
its net assets would then consist of initial margin deposits and premiums
required to establish such positions. The U.S. Value Series will purchase
securities that are listed on the principal U.S. national securities exchanges
and traded over-the-counter.

It is management's belief that the stocks of large U.S. companies with high
book to market ratios offer, over a long term, a prudent opportunity for capital
appreciation but, at the same time, selecting a limited number of such issues
for inclusion in the U.S. Value Series involves greater risk than including a
large number of them.

TAX-MANAGED VALUE PORTFOLIOS

The investment objective of the Tax-Managed U.S. Marketwide Value Portfolios
II and XI (the "Tax-Managed Value Portfolios") is to achieve long-term capital
appreciation. The Tax-Managed Value Portfolios will pursue their investment
objective by investing all of their assets in the Tax-Managed U.S. Marketwide
Value Series and the Tax-Managed U.S. Marketwide Value Series X (collectively,
the "Tax-Managed Value Series") of the Trust, respectively. Each Tax-Managed
Value Series has the same investment objective and policies as the corresponding
Tax-Managed Value Portfolio.

Ordinarily, each Tax-Managed Value Series will invest at least 80% of its
assets in a broad and diverse group of readily marketable common stocks of U.S.
companies which the Advisor believes to be "value" stocks at the time of
purchase. Securities are considered value stocks primarily because the shares
have a high book value in relation to their market value (a "book to market
ratio"). Generally, a company's shares will be considered to have a high book to
market ratio if the ratio equals or exceeds the ratios of any of the 30% of
companies, with the highest positive book to market ratios, whose shares are
listed on the NYSE and, except as described under "Portfolio Structure," will be
considered eligible for investment. In measuring value, however, the Advisor may
consider additional factors such as a company's cash flow, economic conditions
and developments in the company's industry. The Tax-Managed Value Series will
purchase common stocks of companies whose market capitalizations equal the
market capitalizations of companies in the 1st through 8th deciles of those
companies listed on the NYSE.

PORTFOLIO CONSTRUCTION

Each of the Tax-Managed Value Series will purchase securities that are
listed on the principal U.S. national securities exchanges and traded OTC. Each
such Series intends to invest in a large portion of the universe of companies
whose shares are eligible for investment; shares of a certain number of eligible
companies will be held in both such Series. It is intended, for example, that
the securities portfolio of the Tax-Managed U.S. Marketwide Value Series will
not be identical to that of the Tax-Managed U.S. Marketwide Value Series X even
though the investment criteria of each Series are the same.

9
<PAGE>
The Tax-Managed Value Series may sell portfolio securities when the issuer's
market capitalization falls substantially below that of the issuer with the
minimum market capitalization which is then eligible for purchase by the Series.
In addition, the Series may sell portfolio securities when their book to market
ratio falls substantially below that of the security with the lowest such ratio
that is then eligible for purchase by the Series.

TAX MANAGEMENT STRATEGIES

The Tax-Managed Value Series seek to minimize the impact of federal taxes on
investment returns by managing their portfolios in a manner that will defer the
realization of net capital gains where possible and may minimize dividend
income.

When selling securities, a Tax-Managed Value Series, typically, will select
the highest cost shares of the specific security in order to minimize the
realization of capital gains. In certain cases, the highest cost shares may
produce a short-term capital gain. Since short-term capital gains are taxed at
higher tax rates than long-term capital gains, the highest cost shares with a
long-term holding period may be disposed of instead. Each Tax-Managed Value
Series, when possible, will refrain from disposing of a security until the
long-term holding period for capital gains for tax purposes has been satisfied.
Additionally, each Series, when consistent with all other tax management
policies, may sell securities in order to realize capital losses. Realized
capital losses can be used to offset realized capital gains, thus reducing
capital gains distributions. In addition to selling practices used among all
Portfolios and Series managed by the Advisor, the Tax-Managed U.S. Marketwide
Value Series may sell portfolio securities to the Tax-Managed U.S. Marketwide
Value Series X (and vice versa). Such sales would be made to realize losses on
securities which would be used to offset gains on other securities realized by
the selling Series. Such transactions are intended to benefit both Series that
are parties to the transaction. The selling Series will recognize a loss which
it can use to offset realized gains, while the purchasing Series will acquire an
eligible portfolio security, at a current market price, but without payment of
brokerage commissions.

While the Advisor believes this strategy can be both tax and cost efficient,
applicable federal tax law provides for suspension of recognition of losses and
potential disallowance of such losses incurred on the sale of securities by a
Series to a Series if, as of the date of any sale of a loss security, five or
fewer persons own or are considered for tax purposes to own more than 50% of the
outstanding shares of both the selling and purchasing Series' corresponding
Tax-Managed Value Portfolios. The Advisor intends to control the number of
investors in each Tax-Managed Value Portfolio in several ways. First, as with
all portfolios that the Advisor manages, it retains the right in its discretion
to reject any initial or additional investment for any reason and to suspend the
offering of shares of any portfolio. Second, the Advisor intends to offer the
shares of each Tax-Managed Value Portfolio to relatively few institutional
investors and anticipates that shares will be offered primarily to individual
investors, thereby creating a substantial number of shareholders in each
Tax-Managed Value Portfolio. Finally, the Advisor intends to monitor closely all
purchases of shares of both Tax-Managed Value Portfolios in order to increase
the probability that the five or fewer shareholder threshold is not violated.

The timing of purchases and sales of securities may be managed to minimize
the receipt of dividends when possible. With respect to dividends that are
received, the Tax-Managed Value Series and Portfolios may not be eligible to
flow through the dividends received deduction attributable to holdings in U.S.
equity securities to corporate shareholders if, because of timing activities,
the requisite holding period of the dividend paying stock is not met. Portfolio
investments also may be managed to emphasize low dividend-yielding securities.

The Tax-Managed Value Series are expected to deviate from their market
capitalization weightings to a greater extent than the other Series described in
this Prospectus. For example, the Advisor may exclude the stock of a company
that meets applicable market capitalization criteria in order to avoid dividend
income, and may sell the stock of a company that meets applicable market
capitalization criteria in order

10
<PAGE>
to realize a capital loss. Also, while other Series are managed with the
expectation that securities generally will be held for longer than one year, the
Tax-Managed Value Series may dispose of securities whenever the Advisor
determines that disposition is consistent with their tax management strategies
or is otherwise in the best interests of a Tax-Managed Value Series.

Although the Advisor intends to manage each Tax-Managed Value Series in a
manner to minimize the realization of capital gains and taxable dividend income
each year, the Tax-Managed Value Portfolios may nonetheless distribute taxable
gains and dividends to shareholders. Of course, realization of capital gains is
not entirely within the Advisor's control. Capital gains distributions may vary
considerably from year to year; there will be no capital gains distributions in
years when a Tax-Managed Series realizes a net capital loss. Furthermore, the
redeeming shareholders will be required to pay taxes on their capital gain, if
any, on a redemption of a Portfolio's shares, whether paid in cash or in kind,
if the amount received on redemption is greater than the amount of the
shareholder's tax basis in the shares redeemed.

EQUITY PORTFOLIOS

With respect to the Portfolios and Master Funds, investments will generally
be made in eligible securities on a market capitalization weighted basis.
Securities will not be purchased or sold based on the prospects for the economy,
the securities markets or the individual issuers whose shares are eligible for
purchase. Securities which have depreciated in value since their acquisition
will not be sold solely because prospects for the issuer are not considered
attractive or due to an expected or realized decline in securities prices in
general. Securities will not be sold to realize short-term profits, but when
circumstances warrant, they may be sold without regard to the length of time
held. Securities, including those eligible for purchase, may be disposed of,
however, at any time when, in the Advisor's judgment, circumstances warrant
their sale, including, but not limited to, tender offers, mergers and similar
transactions, or bids made for block purchases at opportune prices. Generally,
securities will be purchased with the expectation that they will be held for
longer than one year and will be held until such time as they are no longer
considered an appropriate holding in light of the investment policy of each
Portfolio.

DEVIATION FROM MARKET CAPITALIZATION WEIGHTING

The Master Funds are market capitalization weighted. That is, each security
is purchased based on the issuer's relative market capitalization. In this way,
the amount of a particular security owned by a Master Fund is keyed to that
security's market capitalization compared to all securities eligible for
purchase. Deviation from strict market capitalization weighting may occur for
several reasons. The Advisor may exclude the stock of a company that meets
applicable market capitalization criterion if the Advisor determines in its best
judgment that the purchase of such stock is inappropriate given other
conditions. (The Advisor does not anticipate that a significant number of
securities which meet the market capitalization criteria will be selectively
excluded.) Deviation also will occur because the Advisor intends to purchase in
round lots only. Furthermore, the Advisor may reduce the relative amount of any
security held from the level of strict adherence to market capitalization
weighting, in order to retain sufficient portfolio liquidity. A portion, but
generally not in excess of 20% of assets may be invested in interest bearing
obligations, such as money market instruments, thereby causing further deviation
from strict market capitalization weighting. A further deviation may occur due
to investments in privately placed convertible debentures.

The Tax-Managed Value Series should not be expected to adhere to their
market capitalization weightings to the same extent as the other Series. The tax
management strategies used by the Advisor to defer the realization of net
capital gains or minimize dividend income, from time to time, may cause
deviation from market capitalization weighting.

11
<PAGE>
represented in a portfolio may be acquired in exchange for the issuance of
shares. (See "PURCHASE OF SHARES--In Kind Purchases.") While such transactions
might cause a temporary deviation from market capitalization weighting, they
would ordinarily be made in anticipation of further growth of assets.

Changes in the composition and relative ranking (in terms of market
capitalization) of the stocks which are eligible for purchase take place with
every trade when the securities markets are open for trading due, primarily, to
price fluctuations of such securities. On at least a semi-annual basis, the
Advisor will prepare lists of companies with high book to market ratios whose
stock is eligible for investment by each Master Fund. Only common stocks whose
market capitalizations are at or above the minimum on such list will be
purchased. Additional investments generally will not be made in securities which
have depreciated in value sufficiently that they are not then considered by the
Advisor to be large companies. This may result in further deviation from strict
market capitalization weighting. Such deviation could be substantial if a
significant amount of a portfolio's holdings decrease in value sufficiently to
be excluded from the requirement for eligible securities, but not by a
sufficient amount to warrant their sale.

SECURITIES LOANS

The Master Funds are authorized to lend securities to qualified brokers,
dealers, banks and other financial institutions for the purpose of earning
additional income. While a Master Fund may earn additional income from lending
securities, such activity is incidental to a Master Fund's investment objective.
The value of securities loaned may not exceed 33 1/3% of the value of a Master
Fund's total assets. In connection with such loans, a Master Fund will receive
collateral consisting of cash or U.S. government securities, which will be
maintained at all times in an amount equal to at least 100% of the current
market value of the loaned securities. In addition, a Master Fund will be able
to terminate the loan at any time and will receive reasonable interest on the
loan, as well as amounts equal to any dividends, compensation or other
distributions on the loaned securities. In the event of the bankruptcy of the
borrower, a Master Fund could experience delay in recovering the loaned
securities. Management believes that this risk can be controlled through careful
monitoring procedures. Each Portfolio is also authorized to lend its portfolio
securities. However, as long as it holds only shares of its corresponding Master
Fund, it will not do so.

MANAGEMENT OF THE PORTFOLIOS

The Advisor serves as investment advisor to each Master Fund. As such, it is
responsible for the management of their respective assets. Investment decisions
for the Master Funds are made by the Investment Committee of the Advisor, which
meets on a regular basis and also as needed to consider investment issues. The
Investment Committee is composed of certain officers and directors of the
Advisor who are elected annually. The Advisor provides each Master Fund with a
trading department and selects brokers and dealers to effect securities
transactions.

For the advisory fees that the Portfolios have incurred for the fiscal year
ending November 30, 1999, see "ANNUAL FUND OPERATING EXPENSES." The Advisor was
organized in May, 1981, and is engaged in the business of providing investment
management services to institutional investors. Assets under management total
approximately $36 billion.

12
<PAGE>
and dividend disbursing agency, administrative services and custodian fees.
Expenses allocable to a particular Portfolio or Master Fund are so allocated.
Expenses which are not allocable to a particular Portfolio or Master Fund are
borne by each Portfolio and Master Fund on the basis of their relative net
assets.

CONSULTING SERVICES--INTERNATIONAL VALUE SERIES

The Advisor has entered into a Consulting Services Agreement with
Dimensional Fund Advisors Ltd. ("DFAL") and DFA Australia Limited ("DFA
Australia"), respectively. Pursuant to the terms of each Consulting Services
Agreement, DFAL and DFA Australia provide certain trading and administrative
services to the Advisor with respect to the International Value Series of the
Trust. The Advisor owns 100% of the outstanding shares of DFAL and beneficially
owns 100% of DFA Australia.

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES

Each Portfolio distributes substantially all of its net investment income in
December of each year. Each Portfolio will distribute any realized net capital
gains annually after the end of the Fund's fiscal year.

Special tax rules may apply in determining the income and gains that each
Master Fund earns on its investments. These rules may affect the amount of
distributions that a Portfolio pays to its shareholders.

Shareholders of the Portfolios will automatically receive all income
dividends and any capital gains distributions in additional shares of the
Portfolio whose shares they hold at net asset value (as of the business date
following the dividend record date). Shareholders of the Portfolios, except the
DFA International Value Portfolio III, who do not own their shares under a
401(k) plan, may select one of the following options upon written notice to the
Advisor:

Income Option to receive income dividends in cash and capital
gains distributions in additional shares at net asset value.

Capital Gains Option to receive capital gains distributions in
cash and income dividends in additional shares at net asset value.

Cash Option to receive both income dividends and capital gains
distributions in cash.

Each Portfolio receives income in the form of income dividends paid by the
corresponding Master Fund. This income, less the expenses incurred in
operations, is a Portfolio's net investment income from which income dividends
are distributed as described above. A Portfolio also may receive capital gains
distributions from the corresponding Master Fund and may realize capital gains
upon the redemption of the shares of the Master Fund. Any net realized capital
gains of a Portfolio will be distributed as described above. Dividends and
distributions paid to a 401(k) plan accumulate free of federal income taxes.

Whether paid in cash or additional shares and regardless of the length of
time a Portfolio's shares have been owned by shareholders who are subject to
federal income taxes, distributions from long-term capital gains are taxable as
such. Dividends from net investment income or net short-term capital gains will
be taxable as ordinary income, whether received in cash or in additional shares.
Dividends from net investment income of U.S. Large Cap Value Portfolio III,
Tax-Managed U.S. Marketwide Value Portfolio II and Tax-Managed U.S. Marketwide
Value Portfolio XI will generally qualify in part for the corporate dividends
received deduction, but the portion of dividends so qualified depends on the
aggregate qualifying dividend income received by the corresponding Master Fund
from domestic (U.S.) sources. Each Tax-Managed Value Series' attempts to time
investments in order to minimize receipt of dividends could result in the Series
being unable to flow through the dividends received deduction to corporate
shareholders. This will occur if a Tax-Managed Value Series does not hold the
stock of a domestic (U.S.) corporation for the requisite holding period to be
eligible for pass-through of the dividends received deduction. It is anticipated
that either none or only a small portion of the distributions made by the DFA

13
<PAGE>
International Value Portfolio III will qualify for the corporate dividends
received deduction because of its corresponding Master Fund's investment in
foreign equity securities.

For those investors subject to tax, if purchases of shares of the Portfolios
are made shortly before the record date for a dividend or capital gains
distribution, a portion of the investment will be returned as a taxable
distribution. Dividends from net investment income or net short-term capital
gains will be taxable as ordinary income. Shareholders are notified annually by
the Fund as to the federal tax status of dividends and distributions paid by the
Portfolios.

The Advisor seeks to manage the Tax-Managed Value Series in order to
minimize the realization of net capital gains and taxable dividend income during
a particular year. However, the realization of capital gains and receipt of
income is not entirely within the Advisor's control. Thus, the Tax-Managed Value
Portfolios may nonetheless distribute taxable gains and dividends to
shareholders. Capital gains distributions may vary considerably from year to
year. There will be no capital gains distributions in years when a Tax-Managed
Value Series realizes a net capital loss. Furthermore, the realization of
capital gains by a shareholder on the sale of portfolio shares will depend on
whether his or her redemption price exceeds his or her tax basis in the shares
sold.

Dividends which are declared in November or December to shareholders of
record in such month but which, for operational reasons, may not be paid to the
shareholder until the following January, will be treated for tax purposes as if
paid by a Portfolio and received by the shareholder on December 31 of the
calendar year in which they are declared.

The sale of shares of a Portfolio is a taxable event and may result in a
capital gain or loss to shareholders subject to tax. Capital gain or loss may be
realized from an ordinary redemption of shares or an exchange of shares of a
Portfolio for shares of another portfolio of the Fund. Any loss incurred on sale
or exchange of a Portfolio's shares, held for six months or less, will be
treated as a long-term capital loss to the extent of capital gain dividends
received with respect to such shares.

Certain investments by the Master Funds may be subject to special
rules which may affect the amount, character and timing of the income to the
Master Fund. Some of these rules are referenced in the statement of additional
information. Specifically, prospective investors should consult the statement of
additional information for further information regarding the extent to which
distributions from a portfolio may be eligible for the dividends received
deduction or whether certain foreign tax credits may be available to an investor
in a Portfolio.

In addition to federal taxes, shareholders may be subject to state and local
taxes on distributions from a Portfolio to its shareholders and on gains arising
on redemption or exchange of a Portfolio's shares.

The Portfolios are required to withhold 31% of taxable dividends, capital
gains distributions, and redemptions paid to shareholders who have not complied
with IRS taxpayer identification regulations. You may avoid this withholding
requirement by certifying on the account registration form your proper Taxpayer
Identification Number and by certifying that you are not subject to backup
withholding.

PURCHASE OF SHARES

Shares of the Portfolios are sold only (i) to fund deferred compensation
plans which are exempt from taxation under section 401(k) of the Internal
Revenue Code and (ii) to clients of financial advisers.

14
<PAGE>
employer's plan. Investors who are considering an investment in the Portfolios
should contact their employer for details. The Fund does not impose a minimum
purchase requirement, but investors should determine whether their employer's
plan imposes a minimum transaction requirement.

Investors who are clients of financial advisers should contact their
financial adviser with respect to a proposed investment and then follow the
procedures adopted by the financial adviser for making purchases. Shares that
are purchased or sold through omnibus accounts maintained by securities firms
may be subject to a service fee or commission for such transactions. Clients of
financial advisers may also be subject to investment advisory fees under their
own arrangements with their financial advisers.

Purchases of shares will be made in full and fractional shares calculated to
three decimal places. In the interest of economy and convenience, certificates
for shares will not be issued.

IN KIND PURCHASES

If accepted by the Fund, shares of a Portfolio may be purchased in exchange
for securities which are eligible for acquisition by its corresponding Master
Fund or otherwise represented in the portfolios of the Master Fund as described
in this prospectus. Shares may also be purchased in exchange for local
currencies in which such securities of the International Value Series are
denominated. Securities and local currencies to be exchanged which are accepted
by the Fund and Fund shares to be issued therefore will be valued as set forth
under "VALUATION OF SHARES" at the time of the next determination of net asset
value after such acceptance. All dividends, interests, subscription, or other
rights pertaining to such securities shall become the property of the Portfolio
whose shares are being acquired and must be delivered to the Fund by the
investor upon receipt from the issuer. Investors who desire to purchase shares
of the DFA International Value Portfolio III with local currencies should first
contact the Advisor for wire instructions.

The Fund will not accept securities in exchange for shares of a Portfolio
unless: (1) such securities are, at the time of the exchange, eligible to be
included, or otherwise represented, in the corresponding Master Fund and current
market quotations are readily available for such securities; (2) the investor
represents and agrees that all securities offered to be exchanged are not
subject to any restrictions upon their sale by the Portfolio under the
Securities Act of 1933 or under the laws of the country in which the principal
market for such securities exists or otherwise; and (3) at the discretion of the
Fund, the value of any such security (except U.S. Government securities) being
exchanged together with other securities of the same issuer owned by the
corresponding Master Fund may not exceed 5% of the net assets of the Master Fund
immediately after the transaction. The Fund will accept such securities for
investment and not for resale.

VALUATION OF SHARES

NET ASSET VALUE

The net asset value per share of each Portfolio and Master Fund is
calculated as of the close of the NYSE by dividing the total market value of its
investments and other assets, less any liabilities, by the total outstanding
shares of the stock of the Portfolio or Master Fund. The value of each
Portfolio's shares will fluctuate in relation to the investment experience of
the corresponding Master Fund. Securities held by a Master Fund which are listed
on a securities exchange and for which market quotations are available are
valued at the last quoted sale price of the day. If there is no such reported
sale, such securities are valued at the mean between the most recent quoted bid
and asked prices. Price information on listed securities is taken from the
exchange where the security is primarily traded. Unlisted securities for which
market quotations are readily available are valued at the mean between the most
recent quoted bid and asked prices. The value of other assets and securities for
which no quotations are readily available (including

15
<PAGE>
restricted securities) are determined in good faith at fair value in accordance
with procedures adopted by the Board of Trustees of the Trust.

Generally, trading in foreign securities markets is completed each day at
various times prior to the close of the NYSE. The values of foreign securities
held by the International Value Series are determined as of such times for the
purpose of computing the net asset value of the International Value Series. If
events which materially affect the value of the foreign investments occur
subsequent to the close of the securities market on which such securities are
primarily traded, the investments affected thereby will be valued at "fair
value" as described above. Since the International Value Series owns securities
that are primarily listed on foreign exchanges which may trade on days when the
International Value Series and DFA International Value Portfolio III do not
price their shares, the net asset value of the DFA International Value
Portfolio III do not price their shares, the net asset value of the DFA
International Value Portfolio III may change on days when shareholders will not
be able to purchase or redeem shares. The net asset value per share of the
International Value Series is expressed in U.S. dollars by translating the net
assets of the Master Fund using the mean between the most recent quoted bid and
asked prices for the dollar as quoted by generally recognized reliable sources.

The International Value Series and DFA International Value Portfolio III are
closed if portfolio securities greater than 50% of the International Value
Series' total assets are principally traded on exchanges that are closed that
day. Purchase and redemption orders for shares of such Portfolio or Master Fund
will not be accepted on those days.

PUBLIC OFFERING PRICE

Provided that a financial adviser or service agent designated under a 401(k)
plan has received the investor's investment instructions in good order and a
Portfolio's custodian has received the investor's payment, shares of the
Portfolio selected will be priced at the net asset value calculated next after
receipt of the order by PFPC Inc., the transfer agent for the Portfolios. If an
order to purchase shares must be canceled due to non-payment, the purchaser will
be responsible for any loss incurred by the Fund arising out of such
cancellation. The Fund reserves the right to redeem shares owned by any
purchaser whose order is canceled to recover any resulting loss to the Fund and
may prohibit or restrict the manner in which such purchaser may place further
orders.

Management believes that any dilutive effect of the cost of investing the
proceeds of the sale of the shares of the Portfolios is minimal and, therefore,
the shares of the Portfolios are currently sold at net asset value, without
imposition of a fee that would be used to reimburse a Portfolio for such cost
("reimbursement fee"). Reimbursement fees may be charged prospectively from time
to time based upon the future experience of the Portfolios and their
corresponding Master Funds. Any such charges will be described in the
prospectus.

EXCHANGE OF SHARES

An investor who is a client of a financial adviser may exchange shares of
one Portfolio for those of another Portfolio described in this prospectus or a
portfolio of DFA Investment Dimensions Group Inc., an open-end, management
investment company ("DFAIDG"), by first contacting its financial adviser and
completing the documentation required by the financial adviser. Exchanges are
accepted only into those portfolios of DFAIDG that are eligible for the exchange
privilege of DFAIDG. In addition, exchanges are not accepted into or from the
DFA International Value Portfolio III. Investors should contact their financial
advisor for a list of those portfolios of DFAIDG that accept exchanges.

An investor who has invested through an employer's 401(k) plan may exchange
shares of other Fund portfolios that are offered through the plan by completing
the necessary documentation as required by the service agent designated under
the employer's plan and the Advisor. Please contact the service agent of your
plan for further information.

16
<PAGE>
The minimum amount for an exchange is $100,000. The exchange privilege is
not intended to afford shareholders a way to speculate on short-term movements
in the markets. Accordingly, in order to prevent excessive use of the exchange
privilege that may potentially disrupt the management of the Portfolios or
otherwise adversely affect the Fund or DFAIDG, the exchange privilege may be
terminated and any proposed exchange is subject to the approval of the Advisor.
Such approval will depend on: (i) the size of the proposed exchange; (ii) the
prior number of exchanges by that shareholder; (iii) the nature of the
underlying securities and the cash position of the Portfolio and of the
portfolio of DFAIDG involved in the proposed exchange; (iv) the transaction
costs involved in processing the exchange; and (v) the total number of
redemptions by exchange already made out of the Portfolio. Excessive use of the
exchange privilege is defined as any pattern of exchanges among portfolios by an
investor that evidences market timing.

With respect to shares held by clients of financial advisers, the redemption
and purchase prices of shares redeemed and purchased by exchange, respectively,
are the net asset values next determined after the Advisor has received an
Exchange Form in good order, plus any applicable reimbursement fee on purchases
by exchange. "Good order" means a completed Exchange Form specifying the dollar
amount to be exchanged, signed by all registered owners of the shares; and if
the Fund does not have on file the authorized signatures for the account, a
guarantee of the signature of each registered owner by a commercial bank, trust
company or member of a recognized stock exchange. Exchanges will be accepted
only if the registrations of the two accounts are identical, stock certificates
have not been issued and the Fund may issue the shares of the portfolio being
acquired in compliance with the securities laws of the investor's state of
residence.

With respect to shares held under a 401(k) plan, the redemption and purchase
prices of shares redeemed and purchased by exchange, respectively, are the net
asset values next determined after the plan's service agent has received
appropriate instructions in the form required by such service agent plus any
applicable reimbursement fee on purchases by exchange, and provided that such
service agent has provided proper documentation to the Advisor.

There is no fee imposed on an exchange. However, the Fund reserves the right
to impose an administrative fee in order to cover the costs incurred in
processing an exchange. Any such fee will be disclosed in the prospectus. An
exchange is treated as a redemption and a purchase. Therefore, an investor could
realize a taxable gain or loss on the transaction. The Fund reserves the right
to revise or terminate the exchange privilege, limit the amount of or reject any
exchange, or waive the minimum amount requirement as deemed necessary, at any
time.

REDEMPTION OF SHARES

REDEMPTION PROCEDURES

An investor who desires to redeem shares of a Portfolio must furnish a
redemption request to its financial adviser or to the service agent designated
under a 401(k) plan in the form required by such financial adviser or service
agent. The Portfolio will redeem shares at the net asset value of such shares
next determined after receipt of a request for redemption in good order by PFPC
Inc.

Although the redemption payments will ordinarily be made within seven days
after receipt, payment to investors redeeming shares which were purchased by
check will not be made until the Fund can verify that the payments for the
purchase have been, or will be, collected, which may take up to fifteen days or
more. Investors may avoid this delay by submitting a certified check along with
the purchase order.

REDEMPTION OF SMALL ACCOUNTS

With respect to each Portfolio, the Fund reserves the right to redeem a
shareholder's account if the value of the shares in a specific account is $500
or less, whether because of redemptions, a decline in the Portfolio's net asset
value per share or any other reason. Before the Fund involuntarily redeems
shares

17
<PAGE>
from such an account and sends the proceeds to the stockholder, the Fund will
give written notice of the redemption to the stockholder at least sixty days in
advance of the redemption date. The stockholder will then have sixty days from
the date of the notice to make an additional investment in the Fund in order to
bring the value of the shares in the account for a specific Portfolio to more
than $500 and avoid such involuntary redemption. The redemption price to be paid
to a stockholder for shares redeemed by the Fund under this right will be the
aggregate net asset value of the shares in the account at the close of business
on the redemption date.

REDEMPTION IN-KIND

When in the best interest of a Portfolio, the Portfolio (except the
Tax-Managed Value Portfolios and the Tax-Managed Value Series) may make a
redemption payment, in whole or in part, by a distribution of portfolio
securities that the Portfolio receives from the Master Fund in lieu of cash in
accordance with Rule 18f-1 under the Investment Company Act of 1940. The
International Value Series reserves the right to redeem its shares in the
currencies in which its investments are denominated. Investors may incur
brokerage charges and other transaction costs selling such securities and
converting such currencies to dollars. Also, the value of currencies may be
affected by currency exchange fluctuations. The Tax-Managed Value Portfolios and
the Tax-Managed Value Series are authorized to make redemption payments solely
by a distribution of portfolio securities, or a combination of securities and
cash, when it is determined by the Advisor to be consistent with the tax
management strategies described in this prospectus and applicable legal and
regulatory requirements.

THE FEEDER PORTFOLIOS

Other institutional investors, including other mutual funds, may invest in
each Master Fund. The expenses of such other funds and, correspondingly, their
returns may differ from those of the Portfolios. Please contact The DFA
Investment Trust Company at 1299 Ocean Avenue, 11th Floor Santa Monica, CA
90401, (301) 395-8005 for information about the availability of investing in a
Master Fund other than through a Portfolio.

The aggregate amount of expenses for a Portfolio and the corresponding
Master Fund may be greater than it would be if the Portfolio were to invest
directly in the securities held by the corresponding Master Fund. However, the
total expense ratios for the Portfolios and the Master Funds are expected to be
less over time than such ratios would be if the Portfolios were to invest
directly in the underlying securities. This arrangement enables various
institutional investors, including the Portfolios, to pool their assets, which
may be expected to result in economies by spreading certain fixed costs over a
larger asset base. Each shareholder in a Master Fund, including a Portfolio,
will pay its proportionate share of the expenses of that Master Fund.

The shares of the Master Funds will be offered to institutional investors
for the purpose of increasing the funds available for investment, to reduce
expenses as a percentage of total assets and to achieve other economies that
might be available at higher asset levels. Investment in a Master Fund by other
institutional investors offers potential benefits to the Master Funds, and
through their investment in the Master Funds, the Portfolios also. However, such
economies and expense reductions might not be achieved, and additional
investment opportunities, such as increased diversification, might not be
available if other institutions do not invest in the Master Funds. Also, if an
institutional investor were to redeem its interest in a Master Fund, the
remaining investors in that Master Fund could experience higher pro rata
operating expenses, thereby producing lower returns, and the Master Fund's
security holdings may become less diverse, resulting in increased risk.
Institutional investors that have a greater pro rata ownership interest in a
Master Fund than the corresponding Portfolio could have effective voting control
over the operation of the Master Fund.

18
<PAGE>
If the Board of Directors of the Fund determines that it is in the best
interest of a Portfolio, it may withdraw its investment in a Master Fund at any
time. Upon any such withdrawal, the Board would consider what action the
Portfolio might take, including either seeking to invest its assets in another
registered investment company with the same investment objective as the
Portfolio, which might not be possible, or retaining an investment advisor to
manage the Portfolio's assets in accordance with its own investment objective,
possibly at increased cost. Shareholders of a Portfolio will receive written
notice thirty days prior to the effective date of any changes in the investment
objective of its corresponding Master Fund. A withdrawal by a Portfolio of its
investment in the corresponding Master Fund could result in a distribution in
kind of portfolio securities (as opposed to a cash distribution) to the
Portfolio. Should such a distribution occur, the Portfolio could incur brokerage
fees or other transaction costs in converting such securities to cash in order
to pay redemptions. In addition, a distribution in kind to a Portfolio could
result in a less diversified portfolio of investments and could affect adversely
the liquidity of the Portfolio. Moreover, a distribution in kind by a Master
Fund to a Portfolio may constitute a taxable exchange for federal income tax
purposes resulting in gain or loss to such Portfolio. Any net capital gains so
realized will be distributed to that Portfolio's shareholders as described in
"DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES."

FINANCIAL HIGHLIGHTS

The Financial Highlights table is meant to help you understand each
Portfolio's financial performance for the period of that Portfolio's operations,
as indicated by the table. No Financial Highlights are shown for the Tax-Managed
U.S. Marketwide Value Portfolio XI because it has not begun operations as of
November 30, 1999, so no information is available for it. The total returns in
the table represent the rate that you would have earned (or lost) on an
investment in the Portfolio, assuming reinvestment of all dividends and
distributions. The information for each of the fiscal years has been audited by
PricewaterhouseCoopers LLP, whose report, along with the Portfolios' financial
statements (except the Tax-Managed U.S. Marketwide Value Portfolio XI), are
included in the Fund's annual report. Further information about each Portfolio's
performance (other than the Tax-Managed U.S. Marketwide Value Portfolio XI) is
contained in the Fund's annual report which is available upon request.

19
<PAGE>
DIMENSIONAL INVESTMENT GROUP INC.

DFA INTERNATIONAL VALUE PORTFOLIO III

FINANCIAL HIGHLIGHTS
------------------------

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
YEAR YEAR YEAR YEAR FEB. 3,
ENDED ENDED ENDED ENDED TO
NOV. 30, NOV. 30, NOV. 30, NOV. 30, NOV. 30,
1999 1998 1997 1996 1995
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period........... $ 12.55 $ 11.57 $ 12.39 $ 10.81 $ 10.00
-------- -------- -------- -------- --------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income.......................... 0.33 0.29 0.21 0.21 0.17
Net Gains (Losses) on Securities (Realized and
Unrealized).................................. 1.28 1.10 (0.69) 1.38 0.84
-------- -------- -------- -------- --------
Total from Investment Operations............... 1.61 1.39 (0.48) 1.59 1.01
-------- -------- -------- -------- --------
LESS DISTRIBUTIONS
Net Investment Income.......................... (0.28) (0.26) (0.22) (0.01) (0.17)
Net Realized Gains............................. (0.09) (0.15) (0.12) -- (0.03)
-------- -------- -------- -------- --------
Total Distributions............................ (0.37) (0.41) (0.34) (0.01) (0.20)
-------- -------- -------- -------- --------
Net Asset Value, End of Period................. $ 13.79 $ 12.55 $ 11.57 $ 12.39 $ 10.81
======== ======== ======== ======== ========
Total Return................................... 13.22% 12.36% (3.91)% 14.76% 10.04%#
-------- -------- -------- -------- --------
Net Assets, End of Period (thousands).......... $269,973 $287,738 $282,818 $242,371 $146,952
Ratio of Expenses to Average Net Assets (1).... 0.33% 0.34% 0.38% 0.45% 0.51%*
Ratio of Net Investment Income to Average Net
Assets....................................... 2.38% 2.21% 1.88% 2.03% 2.29%*
Portfolio Turnover Rate........................ N/A N/A N/A N/A N/A
Portfolio Turnover Rate of Master Fund
Series....................................... 5.80% 15.41% 22.55% 12.23% 9.75%(a)
</TABLE>

- ------------------------

* Annualized

# Non-Annualized

(1) Represents the respective combined ratio for the Portfolio and its pro-rata
share of its Master Fund Series.

(a) Master Fund Series Turnover calculated for the year ended November 30,
1995.

N/A Refer to the respective Master Fund Series.

20
<PAGE>
DIMENSIONAL INVESTMENT GROUP INC.

U.S. LARGE CAP VALUE PORTFOLIO III

FINANCIAL HIGHLIGHTS
------------------------

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
YEAR YEAR YEAR YEAR FEB. 3
ENDED ENDED ENDED ENDED TO
NOV. 30, NOV. 30, NOV. 30, NOV. 30, NOV. 30,
1999 1998 1997 1996 1995
--------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period........... $ 19.68 $ 19.02 $ 15.76 $ 12.92 $ 10.00
-------- -------- -------- -------- --------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income.......................... 0.36 0.33 0.32 0.28 0.23
Net Gains on Securities (Realized and
Unrealized).................................. 0.47 1.75 3.52 2.60 3.09
-------- -------- -------- -------- --------
Total from Investment Operations............... 0.83 2.08 3.84 2.88 3.32
-------- -------- -------- -------- --------
LESS DISTRIBUTIONS
Net Investment Income.......................... (0.32) (0.33) (0.29) (0.04) (0.23)
Net Realized Gains............................. (1.12) (1.09) (0.29) -- (0.17)
-------- -------- -------- -------- --------
Total Distributions............................ (1.44) (1.42) (0.58) (0.04) (0.40)
-------- -------- -------- -------- --------
Net Asset Value, End of Period................. $ 19.07 $ 19.68 $ 19.02 $ 15.76 $ 12.92
======== ======== ======== ======== ========
Total Return................................... 4.65% 11.85% 25.23% 22.34% 33.27%#
-------- -------- -------- -------- --------
Net Assets, End of Period (thousands).......... $418,647 $484,611 $471,038 $379,974 $135,043
Ratio of Expenses to Average Net Assets (1).... 0.19% 0.19% 0.23% 0.26% 0.31%*
Ratio of Net Investment Income to Average Net
Assets....................................... 1.73% 1.67% 1.79% 2.29% 2.82%*
Portfolio Turnover Rate........................ N/A N/A N/A N/A N/A
Portfolio Turnover Rate of Master Fund
Series....................................... 42.96% 24.70% 17.71% 20.12% 29.41%(a)
</TABLE>

- ------------------------

* Annualized

# Non-Annualized

(1) Represents the combined ratio for the Portfolio and its pro-rata share of
its Master Fund Series.

(a) Master Fund Series turnover calculated for the year ended November 30,
1995.

N/A Refer to the respective Master Fund Series.

21
<PAGE>
DIMENSIONAL INVESTMENT GROUP INC.

TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO II

FINANCIAL HIGHLIGHTS
------------------------

FOR THE PERIOD DECEMBER 16, 1998

(COMMENCEMENT OF OPERATIONS)

TO NOVEMBER 30, 1999

FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD

<TABLE>
<S> <C>
Net Asset Value, Beginning of Period........................ $ 10.00
-------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income..................................... 0.06
Net Gains on Securities (Realized and Unrealized)......... 0.62
-------
Total from Investment Operations.......................... 0.68
-------
LESS DISTRIBUTIONS
Net Investment Income....................................... --
Net Realized Gains.......................................... --
-------
Total Distributions......................................... --
-------
Net Asset Value, End of Period.............................. $ 10.68
=======
Total Return................................................ 6.80%#
-------

Net Assets, End of Period (thousands)....................... $26,414
Ratio of Expenses to Average Net Assets..................... 0.96%*(a)(1)
Ratio of Net Investment Income to Average Net Assets........ 0.99%*(a)
Portfolio Turnover Rate..................................... N/A
Portfolio Turnover Rate of Master Fund Series............... 9.72%*
</TABLE>

- ------------------------

* Annualized

# Non-Annualized

N/A Refer to the Master Fund Series.

(a) Because of commencement of operations and related preliminary transaction
costs, including offering costs, these ratios are not necessarily
indicative of future ratios.

(1) Represents the combined ratio for the Portfolio and its pro-rata share of
its Master Fund Series.

22
<PAGE>
SERVICE PROVIDERS

<TABLE>
<S> <C>
INVESTMENT ADVISOR ACCOUNTING SERVICES, DIVIDEND DISBURSING
DIMENSIONAL FUND ADVISORS INC. AND TRANSFER AGENT
1299 Ocean Avenue, 11th floor PFPC INC.
Santa Monica, CA 90401 400 Bellevue Parkway
Tel. No. (310) 395-8005 Wilmington, DE 19809

CUSTODIAN--DOMESTIC LEGAL COUNSEL
PFPC TRUST COMPANY STRADLEY, RONON, STEVENS & YOUNG, LLP
400 Bellevue Parkway 2600 One Commerce Square
Wilmington, DE 19809 Philadelphia, PA 19103-7098

CUSTODIAN--INTERNATIONAL INDEPENDENT ACCOUNTANTS
CITIBANK, N.A. PRICEWATERHOUSECOOPERS LLP
111 Wall Street 2400 Eleven Penn Center
New York, NY 10005 19th and Market Streets
Philadelphia, PA 19103
</TABLE>

23
<PAGE>
OTHER AVAILABLE INFORMATION

You can find more information about the Fund and its Portfolios in the Fund's
Statement of Additional Information ("SAI") and Annual and Semi-Annual Reports.

STATEMENT OF ADDITIONAL INFORMATION. The SAI supplements, and is technically
part of, this Prospectus. It includes an expanded discussion of investment
practices, risks, and fund operations.

How to get these and other materials about the Fund:

REQUEST FREE COPIES FROM:

- - Your plan administrator -- if you are a participant in a 401(k) plan offering
the Portfolios.

- - Your investment advisor -- if you are a client of an investment advisor who
has invested in the Portfolios on your behalf.

- - The Fund -- if you represent a 401(k) plan sponsor or registered investment
advisor. Call collect at (310) 395-8005.

- - Access current prospectuses on our web site at dfafunds.com.

- - Access them on the SEC's Internet site--http://www.sec.gov.

- - Review and copy them at the SEC's Public Reference Room in Washington D.C.

- - Request copies from the Public Reference Section of the SEC, Washington, D.C.
20549 (you will be charged a copying fee).

DIMENSIONAL FUND ADVISORS INC.
1299 Ocean Avenue, 11th Floor
Santa Monica, CA 90401
(310) 395-8005

DIMENSIONAL INVESTMENT GROUP INC.--REGISTRATION NO. 811-6067
<PAGE>
P R O S P E C T U S

MARCH 24, 2000

PLEASE CAREFULLY READ THE IMPORTANT INFORMATION IT CONTAINS BEFORE INVESTING.

DIMENSIONAL INVESTMENT GROUP INC.
---------------------------------------------

Dimensional Investment Group Inc. is a mutual fund that offers a variety of
investment portfolios. The Portfolio described in this Prospectus: - Has
its own investment objective and policies, and is the equivalent of
a separate mutual fund. - Is generally only available to
institutional investors, retirement plans and clients of
registered investment advisors. - Does not charge a
sales commission or "load". - Is designed for
long-term investors. - Requires a
minimum initial purchase of
$100 million.

U.S. LARGE COMPANY INSTITUTIONAL INDEX PORTFOLIO

<TABLE>
<S> <C>
RISK/RETURN SUMMARY......................................... 1

ABOUT THE PORTFOLIO....................................... 1
MANAGEMENT................................................ 1
INVESTMENT OBJECTIVE, STRATEGY AND RISKS.................. 1
OTHER RISKS............................................... 1
RISK AND RETURN BAR CHART AND TABLE....................... 2

FEES AND EXPENSES........................................... 3

ANNUAL FUND OPERATING EXPENSES.............................. 3

EXAMPLE..................................................... 3

SECURITIES LENDING REVENUE.................................. 3

HIGHLIGHTS.................................................. 4

MANAGEMENT AND ADMINISTRATIVE SERVICES.................... 4
DIVIDEND POLICY........................................... 4
PURCHASE, VALUATION AND REDEMPTION OF SHARES.............. 4

INVESTMENT OBJECTIVE AND POLICIES........................... 4

STANDARD & POOR'S INFORMATION AND DISCLAIMERS............... 4

PORTFOLIO TRANSACTIONS...................................... 5

SECURITIES LOANS............................................ 5

MANAGEMENT OF THE PORTFOLIO................................. 6

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES............ 6

PURCHASE OF SHARES.......................................... 7

IN-KIND PURCHASES......................................... 8

VALUATION OF SHARES......................................... 8

NET ASSET VALUE........................................... 8
PUBLIC OFFERING PRICE..................................... 8

EXCHANGE OF SHARES.......................................... 9

REDEMPTION OF SHARES........................................ 10

REDEMPTION PROCEDURE...................................... 10
REDEMPTION OF SMALL ACCOUNTS.............................. 10
IN-KIND REDEMPTIONS....................................... 11

THE FEEDER PORTFOLIO........................................ 11

FINANCIAL HIGHLIGHTS........................................ 12

SERVICE PROVIDERS........................................... 13
</TABLE>

i
<PAGE>
RISK/RETURN SUMMARY

ABOUT THE PORTFOLIO
- ------------------

THE PORTFOLIO HAS A SPECIAL STRUCTURE: The Portfolio is a "Feeder Portfolio"-- a
portfolio that does not buy individual securities directly. Instead, it invests
in a corresponding mutual fund, or "Master Fund", that in turn purchases stocks,
and other securities.

POSSIBLE COMPLICATIONS: The Master-Feeder structure is relatively new and more
complex. While this structure is designed to reduce costs, it may not do so. As
a result, the Portfolio might encounter operational or other complications.
The Master Fund buys securities directly. The Portfolio invests in the Master
Fund's shares. The two have the same gross investment returns.

MANAGEMENT
- ------------

Dimensional Fund Advisors Inc. (the "Advisor") is the investment manager for the
Master Fund. (A Feeder Portfolio does not need an investment manager.)

EQUITY INVESTMENT APPROACH:
- -------------------------

The Advisor believes that equity investing should involve a long-term view and a
focus on asset class (e.g. S&P 500-Registered Trademark- stocks) selection, not
stock picking. It places priority on limiting expenses, portfolio turnover and
trading costs. The Portfolio buys a Master Fund that is an index fund. Its
criteria for holding a stock is whether the stock is in the S&P 500
Index-Registered Trademark-.

NO MARKET TIMING OR STOCK PICKING: Because the Master Fund is an index fund, the
Advisor does not take defensive positions in anticipation of negative investment
conditions, or try to pick potentially outperforming securities.

MARKET RISK: Even a long-term investment approach cannot guarantee a profit.
Economic, political and issuer specific events will cause the value of
securities and the Portfolio that owns them to rise or fall.

INVESTMENT OBJECTIVE, STRATEGY AND RISKS
- ---------------------------------------

INVESTMENT OBJECTIVE: Produce returns similar to those of S&P 500
Index-Registered Trademark-.

INVESTMENT STRATEGY: Buy shares of a Master Fund that invests in S&P 500
Index-Registered Trademark- stocks in about the same proportions as they are
found in the S&P 500 Index-Registered Trademark-.
About the S&P 500 Index: The Standard & Poor's 500 Composite Stock Price Index
is market capitalization weighted. Its performance is usually cyclical because
it reflects periods when stock prices generally rise or fall.

OTHER RISKS
- -----------

SECURITIES LENDING:
- ----------------

The Master Fund purchased by the Portfolio may lend its portfolio securities to
generate additional income. If it does so, it will use various strategies (for
example, only making fully collateralized and bank guaranteed loans) to reduce
related risks.

1
<PAGE>

RISK AND RETURN BAR CHART AND TABLE

- ------------------------------------

The Bar Chart and Table below illustrate the variability of the Master Fund's
returns and are meant to provide some indication of the risks of investing in
the Portfolio. Because the Portfolio is new, the returns shown in the Bar Chart
and Table are for the Master Fund and have been adjusted to reflect the
anticipated expenses of the Portfolio. Shown are changes in the Master Fund's
performance from year to year, and how annualized one year, five years and since
inception returns of the Master Fund compare with those of a broad measure of
market performance. Past performance is not an indication of future results.

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
U.S. LARGE COMPANY 1.39
SERIES
1994
<S> <C> <C> <C>
1995 37.19
1996 22.54
1997 33.06
1998 28.58
1999 20.76
January 1994-December 1999
Highest Quarter Lowest Quarter
21.41 (10/98-12/98) -9.96 (7/98-9/98)
Periods ending December 31, 1999
Annualized Returns (%)
U.S. Large Company
Institutional Index Portfolio One Five Since 2/93
S&P 500 Index Year Years Inception
20.76 28.28 21.02
21.03 28.55 20.67
</TABLE>

2
<PAGE>
FEES AND EXPENSES

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT): None

ANNUAL FUND OPERATING EXPENSES*
(EXPENSES THAT ARE DEDUCTED FROM PORTFOLIO ASSETS)

<TABLE>
<S> <C>
Management Fee.............................................. 0.075%**
Other Expenses.............................................. 0.275%
Total Operating Expenses.................................... 0.35%***
</TABLE>

- ------------------------

* Expenses are annualized based on fees and expenses payable by both the
Master Fund and the Portfolio for the period from commencement to
November 30, 1999.

** The "Management Fee" includes an investment management fee payable by the
Master Fund and an administration fee payable by the Portfolio.

*** The Advisor and other service providers to the Portfolio and Master Fund
have agreed to waive certain fees and to assume expenses of the Portfolio to
the extent necessary to keep the cumulative expenses to not more than .10%
of the average net assets of the Portfolio on an annualized basis. For
purposes of this waiver and assumption, the expenses are those expenses
incurred in any period consisting of thirty-six consecutive months. Any fees
that may be waived or expenses that may be reimbursed may be subject to
recoupment for a period of 36 months. The Advisor and service providers
retain the right in their sole discretion to change or eliminate such waiver
and assumption of expenses in the future. Such change will be set forth in
the prospectus.

EXAMPLE

This Example is meant to help you compare the cost of investing in the
Portfolio with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Portfolio for the time
periods indicated and then redeem all of your shares at the end of those
periods. The Example also assumes that your investment has a 5% return each year
and that the Portfolio's operating expenses remain the same. Although your
actual costs may be higher or lower, based on these assumptions your costs would
be:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------- -------- -------- ---------
<S> <C> <C> <C>
$36 $113 $197 $443
</TABLE>

The Example summarizes the aggregate estimated annual operating expenses
before any waivers of both the Portfolio and Master Fund.

SECURITIES LENDING REVENUE

For the fiscal year ended November 30, 1999, the Master Fund received the
following net revenue from a securities lending program which constituted a
percentage of the average daily net assets of the Master Fund (see "SECURITIES
LOANS"):

<TABLE>
<CAPTION>
PERCENTAGE
MASTER FUND NET REVENUE OF NET ASSETS
- ----------- ----------- -------------
<S> <C> <C>
U.S. Large Company Series................................... $115,000 0.01%
</TABLE>

3
<PAGE>
HIGHLIGHTS

MANAGEMENT AND ADMINISTRATIVE SERVICES

Dimensional Fund Advisors Inc. (the "Advisor" or "DFA") provides the
Portfolio with administrative services and serves as investment advisor to the
Master Fund. (See "MANAGEMENT OF THE PORTFOLIO.")

DIVIDEND POLICY

The Portfolio distributes dividends from its net investment income quarterly
and any realized net capital gains are distributed annually after November 30.
(See "DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES.")

PURCHASE, VALUATION AND REDEMPTION OF SHARES

The shares of the Portfolio are offered at net asset value, which is
calculated as of the close of the New York Stock Exchange ("NYSE") on each day
that the NYSE is open for business. The minimum initial purchase requirement for
the Portfolio's shares is $100,000,000. There is no minimum purchase requirement
for subsequent purchases. The value of the Portfolio's shares will fluctuate in
relation to the investment experience of the Master Fund. The redemption price
of a share of the Portfolio is equal to its net asset value. (See "PURCHASE OF
SHARES," "VALUATION OF SHARES" and "REDEMPTION OF SHARES.")

INVESTMENT OBJECTIVE AND POLICIES

U.S. Large Company Institutional Index Portfolio seeks, as its investment
objective, to approximate the investment performance of the S&P 500
Index-Registered Trademark-, in terms of its total investment return. The
Portfolio invests all of its assets in the U.S. Large Company Series (the
"Master Fund") of The DFA Investment Trust Company (the "Trust"), which has the
same investment objective and policies as the Portfolio. The Master Fund intends
to invest in all of the stocks that comprise the S&P 500
Index-Registered Trademark- in approximately the same proportions as they are
represented in the Index. The amount of each stock purchased for the Master
Fund, therefore, will be based on the issuer's respective market capitalization.
The S&P 500 Index-Registered Trademark- is comprised of a broad and diverse
group of stocks most of which are traded on the New York Stock Exchange
("NYSE"). Generally, these are the U.S. stocks with the largest market
capitalizations and, as a group, they represent approximately 70% of the total
market capitalization of all publicly traded U.S. stocks. Under normal market
conditions, at least 95% of the Master Fund's assets will be invested in the
stocks that comprise the S&P 500-Registered Trademark- Index.

The Master Fund may also acquire stock index futures contracts and options
thereon in order to commit funds awaiting investment in stocks or maintain cash
liquidity. To the extent that it invests in stock index futures contracts and
options thereon for other than bona fide hedging purposes, it will not purchase
such futures contracts or options if as a result more than 5% of its net assets
would then consist of initial margin deposits and premiums required to establish
such contracts or options.

Ordinarily, portfolio securities will not be sold except to reflect
additions or deletions of the stocks that comprise the S&P 500
Index-Registered Trademark-, including mergers, reorganizations and similar
transactions and, to the extent necessary, to provide cash to pay redemptions of
the Master Fund's shares.

STANDARD & POOR'S INFORMATION AND DISCLAIMERS

Neither the Portfolio nor Master Fund is sponsored, endorsed, sold or
promoted by standard & Poor's Rating Group, a Division of The McGraw Hill
Companies ("S&P"). S&P makes no representation or warranty, express or implied,
to the owners of the Portfolio or the Master Fund or any member of the public
regarding the advisability of investing in securities generally or in the
Portfolio or the Master Fund

4
<PAGE>
particularly or the ability of the S&P 500 Index-Registered Trademark- to track
general stock market performance. S&P's only relationship to the Portfolio or
the Master Fund is the licensing of certain trademarks and trade names of S&P
and of the S&P 500 Index-Registered Trademark- which is determined, composed and
calculated by S&P without regard to the Portfolio or the Master Fund. S&P has no
obligation to take the needs of the Portfolio, the Master Fund or their
respective owners into consideration in determining, composing or calculating
the S&P 500 Index-Registered Trademark-. S&P, is not responsible for and has not
participated in the determination of the prices and amount of the Portfolio or
the Master Fund or the issuance or sale of the Portfolio or the Master Fund or
in the determination or calculation of the equation by which the Portfolio or
the Master Fund is to be converted into cash. S&P has no obligation or liability
in connection with the administration, marketing or trading of the Portfolio or
the Master Fund.

S&P DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE S&P 500
INDEX-Registered Trademark- OR ANY DATA INCLUDED THEREIN AND S&P SHALL HAVE NO
LIABILITY FOR ANY ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN. S&P MAKES NO
WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY LICENSEE, OWNERS
OF THE PRODUCT, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE S&P 500
INDEX-Registered Trademark- OR ANY DATA INCLUDED THEREIN. S&P MAKES NO EXPRESS
OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE S&P 500
INDEX-Registered Trademark- OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY
OF THE FOREGOING, IN NO EVENT SHALL S&P HAVE ANY LIABILITY FOR ANY SPECIAL,
PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EVEN IF
NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

PORTFOLIO TRANSACTIONS

For both the Portfolio and the Master Fund, investments will generally be
made in eligible securities on a market capitalization weighted basis.
Securities will not be purchased or sold based on the prospects for the economy,
the securities markets or the individual issuers whose shares are eligible for
purchase. Securities which have depreciated in value since their acquisition
will not be sold solely because prospects for the issuer are not considered
attractive or due to an expected or realized decline in securities prices in
general. Securities will not be sold to realize short-term profits, but when
circumstances warrant, they may be sold without regard to the length of time
held.

Securities, including those eligible for purchase, may be disposed of,
however, at any time when, in the Advisor's judgement, circumstances warrant
their sale, including but not limited to tender offers, mergers and similar
transactions, or bids made for block purchases at opportune prices. Generally,
securities will be purchased with the expectation that they will be held for
longer than one year and will be held until such time as they are no longer
considered an appropriate holding in light of the investment policy of the
Portfolio.

SECURITIES LOANS

The Master Fund is authorized to lend securities to qualified brokers,
dealers, banks and other financial institutions for the purpose of earning
additional income. While the Master Fund may earn additional income from lending
securities, such activity is incidental to the Master Fund's investment
objective. The value of securities loaned may not exceed 33 1/3% of the value of
the Master Fund's total assets. In connection with such loans, the Master Fund
will receive collateral consisting of cash or U.S. government securities, which
will be maintained at all times in an amount equal to at least 100% of the
current market value of the loaned securities. In addition, the Master Fund will
be able to terminate the loan at any time and will receive reasonable
compensation on the loan, as well as amounts equal to any dividends, interest or
other distributions on the loaned securities. In the event of the bankruptcy of
the borrower, the Master Fund could experience delay in recovering the loaned
securities. Management

5
<PAGE>
believes that this risk can be controlled through careful monitoring procedures.
The Portfolio is also authorized to lend its portfolio securities. However, as
long as it holds only shares of the Master Fund, it will not do so.

MANAGEMENT OF THE PORTFOLIO

The Advisor serves as investment advisor to the Master Fund. As such, it is
responsible for the management of its assets. The Advisor provides the Master
Fund with a trading department and selects brokers and dealers to effect
securities transactions.

For the advisory fees the Portfolio has incurred for the fiscal year ended
November 30, 1999, see "ANNUAL FUND OPERATING EXPENSES." The Advisor was
organized in May, 1981, and is engaged in the business of providing investment
management services to institutional investors. Assets under management total
approximately $36 billion.

The Portfolio and the Master Fund each bears all of its own costs and
expenses, including: services of its independent accountants, legal counsel,
brokerage commissions and transfer taxes in connection with the acquisition and
disposition of portfolio securities, taxes, insurance premiums, costs incidental
to meetings of its shareholders and directors or trustees, the cost of filing
its registration statements under federal securities laws and the costs of any
filings required under state securities laws, reports to shareholders, and
transfer and dividend disbursing agency, administrative services and custodian
fees. Expenses allocable to the Portfolio or the Master Fund are so allocated
and expenses which are not allocable to the Portfolio and the Master Fund are
borne by the Portfolio and the Master Fund on the basis of their relative net
assets.

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES

The Portfolio distributes substantially all net investment income quarterly
and any realized net capital gains are distributed annually after November 30.

Shareholders of the Portfolio will automatically receive all income
dividends and any capital gains distributions in additional shares of the
Portfolio at net asset value (as of the business date following the dividend
record date), unless upon written notice to the Advisor, the shareholder selects
one of the following options:

Income Option--to receive income dividends in cash and capital
gains distributions in additional shares at net asset value.

Capital Gains Option--to receive capital gains distributions in
cash and income dividends in additional shares at net asset value.

Cash Option--to receive both income dividends and capital gains
distributions in cash.

Whether paid in cash or additional shares and regardless of the length of
time the Portfolio's shares have been owned by shareholders who are subject to
federal income taxes, distributions from long-term capital gains are taxable as
such. Dividends from net investment income or net short-term capital gains will
be taxable as ordinary income, whether received in cash or in additional shares.
Dividends from net investment income will generally qualify in part for the
corporate dividends received deduction. The portion of dividends so qualified
depends on the aggregate qualifying dividend income received by the Master Fund
from domestic (U.S.) sources.

6
<PAGE>
For those investors subject to tax, if purchases of shares of the Portfolio
are made shortly before the record date for a dividend or capital gains
distribution, a portion of the investment will be returned as a taxable
distribution. Shareholders are notified annually by the Fund as to the federal
tax status of dividends and distributions paid by the Portfolio.

Dividends which are declared in November or December to shareholders of
record but which, for operational reasons, may not be paid to the shareholder
until the following January, will be treated for tax purposes as if paid by the
Portfolio and received by the shareholder on December 31 of the calendar year in
which they are declared.

The sale of shares of the Portfolio is a taxable event and may result in a
capital gain or loss to shareholders subject to tax. Capital gain or loss may be
realized from an ordinary redemption of shares or an exchange of shares of the
Portfolio for shares of another portfolio of the Fund. Any loss incurred on sale
or exchange of the Portfolio's shares, held for six months or less, will be
treated as a long-term capital loss to the extent of capital gain dividends
received with respect to such shares.

In addition to federal taxes, shareholders may be subject to state and local
taxes on distributions from the Portfolio and on gains arising on redemption or
exchange of Portfolio shares.

The Portfolio is required to withhold 31% of taxable dividends, capital
gains distributions, and redemptions paid to shareholders who have not complied
with IRS taxpayer identification regulations. You may avoid this withholding
requirement by certifying on the account registration form your proper Taxpayer
Identification Number and by certifying that you are not subject to backup
withholding.

The tax discussion set forth above is included for general information only.
Prospective investors should consult the statement of additional information.
Prospective investors should also consult their own tax advisers concerning the
federal, state, local or foreign tax consequences of an investment in the
Portfolio.

PURCHASE OF SHARES

Investors may purchase shares of the Portfolio by first contacting the
Advisor at (310) 395-8005 to notify the Advisor of the proposed investment. All
investments are subject to approval of the Advisor, and all investors must
complete and submit an Account Registration Form.

The minimum initial purchase requirement for the Portfolio's shares is
$100,000,000. Once the minimum purchase requirement is satisfied, further
investments in the Portfolio are not subject to any minimum purchase
requirement. The Fund reserves the right to reduce or waive the minimum
investment requirement, to reject any initial or additional investment and to
suspend the offering of shares of the Portfolio.

Investors having an account with a bank that is a member or a correspondent
of a member of the Federal Reserve System may purchase shares by first calling
the Advisor at (310) 395-8005 to notify the Advisor of the proposed investment,
then requesting the bank to transmit immediately available funds (Federal Funds)
by wire to the custodian, for the account of Dimensional Investment Group Inc.
(U.S. Large Company Institutional Index Portfolio). Additional investments also
may be made through the wire procedure by first notifying the Advisor. Investors
who wish to purchase shares by check should send their check to Dimensional
Investment Group Inc., c/o PFPC Inc., 400 Bellevue Parkway, Wilmington, Delaware
19809.

7
<PAGE>
purchased or redeemed directly from the Fund. Investors who are clients of
investment advisory organizations may also be subject to investment advisory
fees under their own arrangements with such organizations.

Purchases of shares will be made in full and fractional shares calculated to
three decimal places. In the interest of economy and convenience, certificates
for shares will not be issued.

IN-KIND PURCHASES

If accepted by the Fund, shares of the Portfolio may be purchased in
exchange for securities which are eligible for acquisition by the Master Fund or
otherwise represented in its portfolio as described in this prospectus.
Securities to be exchanged which are accepted by the Fund and shares of the
Portfolio to be issued therefore will be valued as set forth under "VALUATION OF
SHARES" at the time of the next determination of net asset value after such
acceptance. All dividends, interest, subscription, or other rights pertaining to
such securities shall become the property of the Portfolio and must be delivered
to the Fund by the investor upon receipt from the issuer.

The Fund will not accept securities in exchange for shares of the Portfolio
unless: (1) such securities are, at the time of the exchange, eligible to be
included, or otherwise represented, in the Master Fund and current market
quotations are readily available for such securities; (2) the investor
represents and agrees that all securities offered to be exchanged are not
subject to any restrictions upon their sale by the Master Fund under the
Securities Act of 1933 or otherwise; and (3) at the discretion of the Fund, the
value of any such security (except U.S. government securities) being exchanged
together with other securities of the same issuer owned by the Master Fund may
not exceed 5% of the net assets of the Master Fund immediately after the
transaction. The Fund will accept such securities for investment and not for
resale.

A gain or loss for federal income tax purposes will generally be realized by
investors who are subject to federal taxation upon the exchange depending upon
the cost of the securities exchanged. Investors interested in such exchanges
should contact the Advisor.

VALUATION OF SHARES

NET ASSET VALUE

The net asset values per share of the Portfolio and the Master Fund are
calculated as of the close of the NYSE by dividing the total market value of
their respective investments and other assets, less any liabilities, by the
total outstanding shares of the stock of the Portfolio and the Master Fund,
respectively. The net asset values will not be calculated on days the NYSE is
closed, including national holidays. The value of the Portfolio's shares will
fluctuate in relation to the investment experience of the Master Fund.
Securities held by the Master Fund which are listed on a securities exchange and
for which market quotations are available are valued at the last quoted sale
price of the day. If there is no such reported sale, the Master Fund values such
securities at the mean between the most recent quoted bid and asked prices.
Price information on listed securities is taken from the exchange where the
security is primarily traded. Unlisted securities for which market quotations
are readily available are valued at the mean between the most recent quoted bid
and asked prices. The value of other assets and securities for which no
quotations are readily available (including restricted securities) are
determined in good faith at fair value in accordance with procedures adopted by
the Board of Trustees of the Trust.

PUBLIC OFFERING PRICE

Provided that the Advisor or transfer agent has received the investor's
Account Registration form in good order and the custodian has received the
investor's payment, shares of the Portfolio will be priced at the net asset
value calculated next after receipt of the investor's funds by the custodian.
"Good order" with respect to the purchase of shares means that (1) a fully
completed and properly signed Account

8
<PAGE>

Registration form and any additional supporting legal documentation required by
the Advisor have been received in legible form and (2) the Advisor has been
notified of the purchase by telephone and, if the Advisor so requests, also in
writing, no later than the close of regular trading on the NYSE (ordinarily
1:00 p.m. PST) on the day of the purchase. If an order to purchase shares must
be canceled due to non-payment, the purchaser will be responsible for any loss
incurred by the Fund arising out of such cancellation. The Fund reserves the
right to redeem shares owned by any purchaser whose order is canceled to recover
any resulting loss to the Fund and may prohibit or restrict the manner in which
such purchaser may place further orders.

Management believes that any dilutive effect of the cost of investing the
proceeds of the sale of the shares of the Portfolio will be minimal and,
therefore, the shares of the Portfolio are currently sold at net asset value,
without imposition of a fee that would be used to reimburse the Portfolio for
such cost (a "reimbursement fee"). However, a reimbursement fee may be charged
prospectively from time to time based upon the future experience of the
Portfolio and the Master Fund. A reimbursement fee would be used to defray the
costs of investing in securities (such as brokerage commissions, taxes and other
transaction costs). Any such charge will be described in the prospectus.

EXCHANGE OF SHARES

Investors may exchange shares of the Portfolio for those of another
portfolio in the Fund or a portfolio of DFA Investment Dimensions Group Inc., an
open-end, management investment company ("DFAIDG"). Investors should first
contact the Advisor at (310) 395-8005 to notify the Advisor of the proposed
exchange and then complete an Exchange Form and mail it to:

Dimensional Investment Group Inc.
Attn: Client Operations
1299 Ocean Avenue, 11th Floor
Santa Monica, CA 90401

The minimum amount for an exchange into a portfolio of DFAIDG is $100,000.
Exchanges are accepted only into those portfolios of DFAIDG that are eligible
for the exchange privilege of DFAIDG. Investors may contact the Advisor at the
above-listed phone number for a list of those portfolios of DFAIDG that accept
exchanges.

The exchange privilege is not intended to afford shareholders a way to
speculate on short-term movements in the markets. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt the
management of the Portfolio or otherwise adversely affect the Fund or DFAIDG,
any proposed exchange will be subject to the approval of the Advisor. Such
approval will depend on: (i) the size of the proposed exchange; (ii) the prior
number of exchanges by that shareholder; (iii) the nature of the underlying
securities and the cash position of the Portfolio and of the portfolio of the
Fund or DFAIDG involved in the proposed exchange; (iv) the transaction costs
involved in processing the exchange; and (v) the total number of redemptions by
exchange already made out of the Portfolio. Excessive use of the exchange
privilege is defined as any pattern of exchanges among portfolios by an investor
that evidences market timing.

The redemption and purchase prices of shares redeemed and purchased by
exchange, respectively, are the net asset values next determined after the
Advisor has received an Exchange Form in good order, plus any applicable
reimbursement fee on purchases by exchange. "Good order" means a completed
Exchange Form specifying the dollar amount to be exchanged, signed by all
registered owners of the shares; and if the Fund does not have on file the
authorized signatures for the account, a guarantee of the signature of each
registered owner by an "eligible guarantor institution." Such institutions
generally include national or state banks, savings associations, savings and
loan associations, trust companies, savings banks, credit unions and members of
a recognized stock exchange. Exchanges will be accepted only if the
registrations of

9
<PAGE>
the two accounts are identical, stock certificates have not been issued and the
Fund or DFAIDG may issue the shares of the portfolio being acquired in
compliance with the securities laws of the investor's state of residence.

There is no fee imposed on an exchange. However, the Fund reserves the right
to impose an administrative fee in order to cover the costs incurred in
processing an exchange. Any such fee will be disclosed in the prospectus. An
exchange is treated as a redemption and a purchase. Therefore, an investor could
realize a taxable gain or a loss on the transaction. The Fund reserves the right
to revise or terminate the exchange privilege, waive the minimum amount
requirement, limit the amount of or reject any exchange, as deemed necessary, at
any time.

REDEMPTION OF SHARES

REDEMPTION PROCEDURE

Investors who desire to redeem shares of the Portfolio must first contact
the Advisor at (310) 395-8005. The Portfolio will redeem shares at the net asset
value of such shares next determined after receipt of a written request for
redemption in good order by the Portfolio's transfer agent. "Good order" means
that the request to redeem shares must include all necessary documentation, to
be received in writing by the Advisor no later than the close of regular trading
on the NYSE (ordinarily 1:00 p.m. PST), including but not limited to: the stock
certificate(s), if issued; a letter of instruction or a stock assignment
specifying the number of shares or dollar amount to be redeemed, signed by all
registered owners (or authorized representatives thereof) of the shares; if the
Fund does not have on file the authorized signatures for the account, a
guarantee of the signature of each registered owner by an eligible guarantor
institution; and any other required supporting legal documents.

Redeeming shareholders who have authorized redemption payment by wire on an
authorization form filed with the Fund, may request that redemption proceeds be
paid in federal funds wired to the bank they have designated on the
authorization form. If the proceeds are wired to the shareholder's account at a
bank which is not a member of the Federal Reserve System, there could be a delay
in crediting the funds to the shareholder's bank account. The Fund reserves the
right at any time to suspend or terminate the redemption by wire procedure after
notification to shareholders. No charge is made by the Fund for redemptions. The
redemption of all shares in an account will result in the account being closed.
A new Account Registration Form will be required for further investments. (See
"PURCHASE OF SHARES.")

Although the redemption payments will ordinarily be made within seven days
after receipt, payment to investors redeeming shares which were purchased by
check will not be made until the Fund can verify that the payments for the
purchase have been, or will be, collected, which may take up to fifteen days or
more. Investors may avoid this delay by submitting a certified check along with
the purchase order.

REDEMPTION OF SMALL ACCOUNTS

The Fund reserves the right to redeem a shareholder's account if the value
of the shares in the account is $500 or less, whether because of redemptions, a
decline in the Portfolio's net asset value per share or any other reason. Before
the Fund involuntarily redeems shares from such an account and sends the
proceeds to the stockholder, the Fund will give written notice of the redemption
to the stockholder at least sixty days in advance of the redemption date. The
stockholder will then have sixty days from the date of the notice to make an
additional investment in the Portfolio in order to bring the value of the shares
in the account to more than $500 and avoid such involuntary redemption. The
redemption price to be paid to a stockholder for shares redeemed by the Fund
under this right will be the aggregate net asset value of the shares in the
account at the close of business on the redemption date.

10
<PAGE>
IN-KIND REDEMPTIONS

When in the best interests of the Portfolio, the Portfolio may make a
redemption payment, in whole or in part, by a distribution of portfolio
securities that the Portfolio receives from the Master Fund in lieu of cash.
Such distributions will be made in accordance with the federal securities laws
and regulations governing mutual funds. Investors may incur brokerage charges
and other transaction costs selling securities that were received in payment of
redemptions.

THE FEEDER PORTFOLIO

Other institutional investors, including other mutual funds, may invest in
the Master Fund. The expenses of such other funds and, correspondingly, their
returns may differ from those of the Portfolio. Please contact The DFA
Investment Trust Company at 1299 Ocean Avenue, 11th Floor Santa Monica, CA
90401, (301) 395-8005 for information about the availability of investing in the
Master Fund other than through the Portfolio.

The aggregate amount of expenses for the Portfolio and the Master Fund may
be greater than it would be if the Portfolio were to invest directly in the
securities held by the Master Fund. However, the total expense ratios for the
Portfolio and the Master Fund are expected to be less over time than such ratios
would be if the Portfolio were to invest directly in the underlying securities.
This arrangement enables various institutional investors, including the
Portfolio, to pool their assets, which may be expected to result in economies by
spreading certain fixed costs over a larger asset base. Each shareholder in the
Master Fund, including the Portfolio, will pay its proportionate share of the
expenses of the Master Fund.

The shares of the Master Fund will be offered to institutional investors for
the purpose of increasing the funds available for investment, to reduce expenses
as a percentage of total assets and to achieve other economies that might be
available at higher asset levels. Investment in the Master Fund by other
institutional investors offers potential benefits to the Master Fund and,
through its investment in the Master Fund, the Feeder Portfolio also. However,
such economies and expense reductions might not be achieved, and additional
investment opportunities, such as increased diversification, might not be
available if other institutions do not invest in the Master Fund. Also, if an
institutional investor were to redeem its interest in the Master Fund, the
remaining investors in the Master Fund could experience higher pro rata
operating expenses, thereby producing lower returns, and the Master Fund's
security holdings may become less diverse, resulting in increased risk.
Institutional investors that have a greater pro rata ownership interest in the
Master Fund than the Portfolio could have effective voting control over the
operation of the Master Fund.

If the Board of Directors of the Fund determines that it is in the best
interest of the Portfolio, it may withdraw its investment in the Master Fund at
any time. Upon any such withdrawal, the Board would consider what action the
Portfolio might take, including either seeking to invest its assets in another
registered investment company with the same investment objective as the
Portfolio, which might not be possible, or retaining an investment advisor to
manage the Portfolio's assets in accordance with its own investment objective,
possibly at increased cost. Shareholders of the Portfolio will receive written
notice thirty days prior to the effective date of any changes in the investment
objective of the Master Fund. A withdrawal by the Portfolio of its investment in
the Master Fund could result in a distribution in kind of portfolio securities
(as opposed to a cash distribution) to the Portfolio. Should such a distribution
occur, the Portfolio could incur brokerage fees or other transaction costs in
converting such securities to cash in order to pay redemptions. In addition, a
distribution in kind to a Portfolio could result in a less diversified portfolio
of investments and could affect adversely the liquidity of the Portfolio.
Moreover, a distribution in kind by the Master Fund to the Portfolio may
constitute a taxable exchange for federal income tax purposes resulting in gain
or loss to the Portfolio. Any net capital gains so realized will be distributed
to the Portfolio's shareholders as described in "DIVIDENDS, CAPITAL GAINS
DISTRIBUTIONS AND TAXES."

11
<PAGE>

FINANCIAL HIGHLIGHTS

The Financial Highlights table is meant to help you understand the
Portfolio's financial performance for the period of the Portfolio's operation.
The total returns in the table represent the rate that you would have earned (or
lost) on an investment in the Portfolio, assuming reinvestment of all dividends
and distributions. This information has been audited by
PricewaterhouseCoopers LLP, whose report, along with the Portfolio's financial
statements, are included in the Fund's annual report which is available upon
request.

DIMENSIONAL INVESTMENT GROUP INC.

U.S. LARGE COMPANY INSTITUTIONAL INDEX PORTFOLIO

FINANCIAL HIGHLIGHTS

FOR THE PERIOD SEPTEMBER 23, 1999

(COMMENCEMENT OF OPERATIONS)

TO NOVEMBER 30, 1999

(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)

<TABLE>
<S> <C>
Net Asset Value, Beginning of Period........................ $ 10.00
-------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income....................................... 0.02
Net Gains on Securities (Realized and Unrealized)........... 0.85
-------
Total from Investment Operations............................ 0.87
-------
LESS DISTRIBUTIONS
Net Investment Income....................................... --
Net Realized Gains.......................................... --
-------
Total Distributions......................................... --
-------
Net Asset Value, End of Period.............................. $ 10.87
=======
Total Return................................................ 8.70%#

Net Assets, End of Period (thousands)....................... $55,887
Ratio of Expenses to Average Net Assets**................... 0.10%*
Ratio of Expenses to Average Net Assets (Excluding Waivers
and Assumption of Expenses)**............................. 0.35%*(a)
Ratio of Net Investment Income to Average Net Assets........ 1.20%*(a)
Ratio of Net Investment Income to Average Net Assets
(Excluding Waivers and Assumption of Expenses)............ 0.95%*(a)
Portfolio Turnover Rate..................................... N/A
Portfolio Turnover Rate of Master Fund Series............... 4.27%(b)
</TABLE>

- ------------------------

* Annualized

** Represents the combined ratio for the Portfolio and its respective pro-rata
share of the Master Fund Series.

# Non-Annualized

(a) Because of commencement of operations and related preliminary transaction
costs, these ratios are not necessarily indicative of future ratios.

(b) For the year ended November 30, 1999

N/A Refer to the Master Fund Series.

12
<PAGE>
SERVICE PROVIDERS

<TABLE>
<S> <C>
INVESTMENT ADVISOR ACCOUNTING SERVICES, DIVIDEND DISBURSING AND
DIMENSIONAL FUND ADVISORS INC. TRANSFER AGENT
1299 Ocean Avenue, 11th floor PFPC INC.
Santa Monica, CA 90401 400 Bellevue Parkway
Tel. No. (310) 395-8005 Wilmington, DE 19809

CUSTODIAN LEGAL COUNSEL
PFPC TRUST COMPANY STRADLEY, RONON, STEVENS & YOUNG, LLP
400 Bellevue Parkway 2600 One Commerce Square
Wilmington, DE 19809 Philadelphia, PA 19103-7098
</TABLE>

INDEPENDENT ACCOUNTANTS
PRICEWATERHOUSECOOPERS LLP
2400 Eleven Penn Center
19th and Market Streets
Philadelphia, PA 19103
</TABLE>

13
<PAGE>
OTHER AVAILABLE INFORMATION

You can find more information about the Fund and Portfolio in the Fund's
Statement of Additional Information ("SAI") and Annual and Semi-Annual Reports.

STATEMENT OF ADDITIONAL INFORMATION. The SAI supplements, and is technically
part of, this Prospectus. It includes an expanded discussion of investment
practices, risks, and fund operations.

How to get these and other materials:

- - Request free copies from:

-- Your plan administrator--if you are a participant in a 401(k) plan
offering the Portfolio.

-- Your account service provider--if you are a client or member of an
institution offering the Portfolio.

-- The Fund--if you represent a 401(k) plan sponsor or qualifying
institution. Call collect at (310) 395-8005.

- - Access current prospectuses on our web site at dfafunds.com.

- - Access them on the SEC's Internet site--http://www.sec.gov.

- - Review and copy them at the SEC's Public Reference Room in Washington D.C.

- - Request copies from the Public Reference Section of the SEC, Washington, D.C.
20549 (you will be charged a copying fee).

DIMENSIONAL FUND ADVISORS INC.
1299 Ocean Avenue, 11th Floor
Santa Monica, CA 90401
(310) 395-8005

DIMENSIONAL INVESTMENT GROUP INC.--REGISTRATION NO. 811-6067
<PAGE>
P R O S P E C T U S

MARCH 24, 2000

PLEASE CAREFULLY READ THE IMPORTANT INFORMATION IT CONTAINS BEFORE INVESTING.

DIMENSIONAL INVESTMENT GROUP INC.
---------------------------------------------

Dimensional Investment Group Inc. is a mutual fund that offers a variety of
investment portfolios. The Portfolio described in this Prospectus: - Has its
own investment objective and policies, and is the equivalent of a separate
mutual fund. - Is exclusively available to 401(k) plans and clients and
members of certain institutions. - Does not charge a sales commission
or "load". - Is designed for long-term investors.

U.S. 6-10 VALUE PORTFOLIO II

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>
TABLE OF CONTENTS

<TABLE>
<S> <C>
RISK/RETURN SUMMARY......................................... 1

ABOUT THE PORTFOLIO....................................... 1
MANAGEMENT................................................ 1
INVESTMENT OBJECTIVE, STRATEGY AND RISKS.................. 2
OTHER RISKS............................................... 2
RISK AND RETURN BAR CHART AND TABLE....................... 3

FEES AND EXPENSES........................................... 4

ANNUAL FUND OPERATING EXPENSES.............................. 4

SECURITIES LENDING REVENUE.................................. 5

HIGHLIGHTS.................................................. 5

MANAGEMENT AND ADMINISTRATIVE SERVICES.................... 5
DIVIDEND POLICY........................................... 5
PURCHASE, VALUATION AND REDEMPTION OF SHARES.............. 5

INVESTMENT OBJECTIVE AND POLICIES........................... 5

PORTFOLIO CONSTRUCTION.................................... 5
DEVIATION FROM MARKET CAPITALIZATION WEIGHTING............ 6

SECURITIES LOANS............................................ 7

MANAGEMENT OF THE PORTFOLIO................................. 7

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES............ 8

PURCHASE OF SHARES.......................................... 8

VALUATION OF SHARES......................................... 9

NET ASSET VALUE........................................... 9
PUBLIC OFFERING PRICE..................................... 9

EXCHANGE OF SHARES.......................................... 9

REDEMPTION OF SHARES........................................ 10

REDEMPTION PROCEDURE...................................... 10
REDEMPTION OF SMALL ACCOUNTS.............................. 10
IN-KIND REDEMPTIONS....................................... 10

THE FEEDER PORTFOLIO........................................ 10

FINANCIAL HIGHLIGHTS........................................ 12

SERVICE PROVIDERS........................................... 13
</TABLE>

i
<PAGE>
RISK/RETURN SUMMARY

ABOUT THE PORTFOLIO
- ------------------

THE PORTFOLIO HAS A SPECIAL STRUCTURE: The Portfolio is a "Feeder Portfolio" --
a portfolio that does not buy individual securities directly. Instead, it
invests in a corresponding mutual fund, or "Master Fund", that in turn purchases
stocks, and other securities.

POSSIBLE COMPLICATIONS: The Master-Feeder structure is relatively new and more
complex. While this structure is designed to reduce costs, it may not do so. As
a result, the Portfolio might encounter operational or other complications.
[SIDEBAR]
- - The Master Fund buys securities directly. The Portfolio invests in the Master
Fund's shares. The two have the same gross investment returns.
[END SIDEBAR]

MANAGEMENT
- ------------

Dimensional Fund Advisors Inc. (the "Advisor") is the investment manager for the
Master Fund. (A Feeder Portfolio does not need an investment manager.)

EQUITY INVESTMENT APPROACH:
- -------------------------

The Advisor believes that equity investing should involve a long-term view and a
focus on asset class (e.g., small company stocks) selection, not stock picking.
It places priority on limiting expenses, portfolio turnover, and trading costs.
Many other investment managers concentrate on reacting to price movements and
choosing individual securities.

PORTFOLIO CONSTRUCTION: Generally, the Advisor structures a portfolio by:

1. Selecting a starting universe of securities (for example, all publicly
traded U.S. common stocks).

2. Creating a sub-set of companies meeting the Advisor's investment guidelines.

3. Excluding certain companies after analyzing various factors (for example,
solvency).

4. Purchasing stocks so the portfolio is generally market cap weighted.

The Portfolio uses a market capitalization segmentation approach. Broadly
speaking, this technique involves:

2. Combining two or more of these deciles into a market cap segment or range.

3. Generally considering a stock (it may not necessarily be NYSE traded) for
purchase only if its market capitalization falls within the range created.
[SIDEBAR]
- - MARKET CAPITALIZATION means the number of shares of a company's stock
outstanding times price per share.

- - MARKET CAPITALIZATION WEIGHTED means the amount of a stock in an index or
portfolio is keyed to that stock's market capitalization compared to all
eligible stocks. The higher the stock's relative market cap, the greater its
representation.
[END SIDEBAR]

1
<PAGE>
For example, the U.S. 6-10 Value Portfolio II purchases value stocks with market
caps equivalent to those of stocks in NYSE deciles 6 through 10; thus its name.

MARKET RISK: Even a long-term investment approach cannot guarantee a profit.
Economic, political and issuer specific events will cause securities owned by
the Portfolio, and consequently the Portfolio itself, to rise or fall in value.

INVESTMENT OBJECTIVE, STRATEGY AND RISKS
- ---------------------------------------

- - INVESTMENT OBJECTIVE: Long-term capital appreciation.

- - INVESTMENT STRATEGY: Purchase shares of a Master Fund which buys stocks of
small United States companies on a market capitalization weighted basis.

SMALL COMPANY RISK: Securities of small firms are often less liquid than those
of large companies. As a result, small company stocks may fluctuate relatively
more in price.

OTHER RISKS
- -----------

SECURITIES LENDING:
- ----------------

[SIDEBAR]
- - "VALUE STOCKS": Compared to other stocks, value stocks sell for low prices
relative to their earnings, dividends or book value.

- - In selecting value stocks, the Advisor primarily considers price relative to

book value.
[END SIDEBAR]

2
<PAGE>
RISK AND RETURN BAR CHART AND TABLE
- ------------------------------------

The Bar Chart and Table below illustrate the variability of the Portfolio's
returns and are meant to provide some indication of the risks of investing in
the Portfolio. Shown are changes in performance from year to year, and how
annualized one year, five years and since inception returns compare with those
of a broad measure of market performance. Past performance is not an indication
of future results.

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
U.S. 6-10
VALUE PORTFOLIO II
TOTAL RETURNS (%)
<S> <C> <C> <C>
1995 28.84
1996 22.06
1997 30.84
1998 -7.17
1999 13.19
January 1995-December 1999
Highest Quarter Lowest Quarter
23.04 (4/99-6/99) -22.25 (7/98-9/98)
Periods ending December 31, 1999
One Five Since 9/94
Annualized Returns (%) Year Years Inception
DFA 6-10 Value Portfolio II 13.19 16.67 14.60
Russell 2000 Value Index -1.49 13.14 11.42
</TABLE>

3
<PAGE>
FEES AND EXPENSES

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT): None *

- ------------------------

* Shares of the Portfolio that are purchased through omnibus accounts
maintained by securities firms may be subject to a service fee or commission
on such purchases.

ANNUAL FUND OPERATING EXPENSES**
(EXPENSES THAT ARE DEDUCTED FROM PORTFOLIO ASSETS)

The expenses in the following tables are based on those incurred by the
Portfolio and the Master Fund for the fiscal year ended November 30, 1999.

<TABLE>
<S> <C>
Management Fee.............................................. 0.21%
Other Expenses.............................................. 0.23%
Total Operating Expenses.................................... 0.44%***
</TABLE>

- ------------------------

** The "Management Fee" includes an investment management fee payable by the
Master Fund and an administration fee payable by the Portfolio. The amount
set forth in "Other Expenses" represents the aggregate amount that is
payable by both the Master Fund and the Portfolio. "Other Expenses" include
a fee paid to the Shareholder Services Agent of each employer plan or
institution at the annual rate of .10% of the aggregate daily value of all
shares of the Portfolio that are held in an account maintained by such
Shareholder Services Agent, paid on a monthly basis.

*** Beginning on July 1, 1996, the Advisor agreed to waive its administration
fee and to assume expenses of the Portfolio to the extent necessary to keep
the cumulative annual expenses to not more than .75% of the average net
assets of the Portfolio on an annualized basis. The Advisor did not need to
waive any of its fees for the fiscal year ended November 30, 1999. For
purposes of this waiver and assumption, the annual expenses are those
expenses incurred in any period consisting of twelve consecutive months. The
Advisor retains the right in its sole discretion to change or eliminate such
waiver and assumption of expenses in the future. Such change will be set
forth in the prospectus.

EXAMPLE

This Example is meant to help you compare the cost of investing in the
Portfolio with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Portfolio for the time
periods indicated and then redeem all of your shares at the end of those
periods. The Example also assumes that your investment has a 5% return each year
and that the Portfolio's operating expenses remain the same. Although your
actual costs may be higher or lower, based on these assumptions your costs would
be:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ------ ------- ------- --------
<S> <C> <C> <C>
$45 $141 $246 $555
</TABLE>

The table summarizes the aggregate estimated annual operating expenses of
both the Portfolio and the Master Fund.

4
<PAGE>
SECURITIES LENDING REVENUE

<TABLE>
<CAPTION>
PERCENTAGE
OF NET
MASTER FUND NET REVENUE ASSETS
- ----------- ----------- ----------
<S> <C> <C>
U.S. 6-10 Value Series...................................... $1,486,000 0.06%
</TABLE>

HIGHLIGHTS

MANAGEMENT AND ADMINISTRATIVE SERVICES

Dimensional Fund Advisors Inc. (the "Advisor" or "DFA") provides the
Portfolio with administrative services and also serves as investment advisor to
the Master Fund. The Fund contracts with Shareholder Services Agents to provide
certain recordkeeping and other services for the benefit of the Portfolio's
shareholders. (See "MANAGEMENT OF THE PORTFOLIO.")

DIVIDEND POLICY

The Portfolio distributes dividends from its net investment income and any
realized net capital gains in December of each year. (See "DIVIDENDS, CAPITAL
GAINS DISTRIBUTIONS AND TAXES.")

PURCHASE, VALUATION AND REDEMPTION OF SHARES

The shares of the Portfolio are offered at net asset value, which is
calculated as of the close of the New York Stock Exchange (the "NYSE") on each
day that the NYSE is open for business. The value of the Portfolio's shares will
fluctuate in relation to the investment experience of the Master Fund. The
redemption price of a share of the Portfolio is equal to its net asset value.
(See "PURCHASE OF SHARES," "VALUATION OF SHARES" and "REDEMPTION OF SHARES.")

INVESTMENT OBJECTIVE AND POLICIES

The investment objective of the Portfolio is to achieve long-term capital
appreciation. The Portfolio pursues its objective by investing all of its assets
in the U.S. 6-10 Value Series (the "Master Fund" of the DFA Investment Trust
Company (the "Trust"), which has the same investment objective and policies as
the Portfolio. The Master Fund invests in common stocks of small U.S. companies
which the Advisor believes to be value stocks at the time of purchase.
Securities are considered value stocks primarily because a company's shares have
a high book value in relation to their market value (a "book to market ratio").
Generally, the shares of a company will be considered to have a high book to
market ratio if the ratio equals or exceeds the ratios of any of the 30% of
companies with the highest positive book to market ratios whose shares are
listed on the NYSE, and, except as described below, will be considered eligible
for investment. In measuring value, the Advisor may consider additional factors
such as cash flow, economic conditions and developments in the issuer's
industry. A company will be considered "small" if its market capitalization
(i.e., the market price of its common stock multiplied by the number of
outstanding shares) is less than the market capitalization of the NYSE-listed
company with the median market capitalization of all such listed companies.

PORTFOLIO CONSTRUCTION

Ordinarily, at least 80% of the assets of the Master Fund will be invested
in a broad and diverse group of readily marketable common stocks of small U.S.
companies with high book to market ratios, as described above. The Master Fund
may invest in futures contracts and options on futures contracts. To the

5
<PAGE>
extent that the Master Fund invests in futures contracts and options thereon for
other than bona fide hedging purposes, it will not purchase futures contracts or
options thereon, if, as a result, more than 5% of its net assets would then
consist of initial margin deposits and premiums required to establish such
positions. The Master Fund will purchase securities that are listed on the
principal U.S. national securities exchanges and traded over-the-counter.

The Master Fund is market capitalization weighted. That is, each security is
generally purchased based on the issuer's relative market capitalization. In
this way, the amount of a particular security owned by the Master Fund is keyed
to that security's market capitalization compared to all securities eligible for
purchase. It is management's belief that the value stocks of small U.S.
companies offer, over a long term, a prudent opportunity for capital
appreciation but, at the same time, selecting a limited number of such issues
for inclusion in the Master Fund involves greater risk than including a large
number of them.

DEVIATION FROM MARKET CAPITALIZATION WEIGHTING

The Advisor may exclude the securities of a company that otherwise meets the
applicable criteria described above if the Advisor determines, in its best
judgment, that other conditions exist that make the inclusion of such security
inappropriate. The Advisor does not anticipate that a significant number of
securities which meet the market capitalization criteria will be selectively
excluded from the Master Fund.

Deviation from strict market capitalization weighting will also occur
because the Master Fund intends to purchase round lots only. Furthermore, in
order to retain sufficient liquidity, the relative amount of any security held
by the Master Fund may be reduced, from time to time, from the level which
adherence to market capitalization weighting would otherwise require. A portion,
but generally not in excess of 20%, of the Master Fund's assets may be invested
in high quality, highly liquid fixed income securities, thereby causing further
deviation from market capitalization weighting. Such investments would be made
on a temporary basis pending investment in equity securities pursuant to the
Master Fund's investment objective. The Master Fund may make block purchases of
eligible securities at opportune prices even though such purchases exceed the
number of shares which, at the time of purchase, adherence to the policy of
market capitalization weighting would otherwise require. While such transactions
might cause a temporary deviation from market capitalization weighting, they
would ordinarily be made in anticipation of further growth of the assets of the
Master Fund.

Changes in the composition and relative ranking (in terms of market
capitalization and book to market ratio) of the stocks which are eligible for
purchase by the Master Fund take place with every trade when the securities
markets are open for trading due, primarily, to price fluctuations of such
securities. On not less than a semi-annual basis, the Advisor will prepare a
current list of small U.S. companies with high book to market ratios whose stock
is eligible for investment. Only common stocks whose market capitalizations are
not more than the maximum on such list will be purchased by the Master Fund.
Additional investments will not be made in securities which have appreciated in
value to such an extent that they are not then considered by the Advisor to be
small companies. This may result in further deviation from market capitalization
weighting and such deviation could be substantial if a significant amount of the
Master Fund's holdings increase in value sufficiently to be excluded from the
then current market capitalization requirement for eligible securities, but not
by a sufficient amount to warrant their sale.

Generally, securities will be purchased with the expectation that they will
be held for longer than one year. The Master Fund may sell portfolio securities
when the issuer's market capitalization increases to a level that substantially
exceeds that of the issuer with the largest market capitalization which is then
eligible for investment by the Master Fund. In addition, the Master Fund may
sell portfolio securities when

6
<PAGE>
their book to market ratio falls substantially below that of the security with
the lowest such ratio that is then eligible for purchase by the Master Fund. The
Master Fund anticipates that it will generally retain securities of issuers with
relatively smaller market capitalizations for longer periods, despite any
decrease in the issuer's book to market ratio. However, securities, including
those eligible for purchase, may be sold at any time when, in the Advisor's
judgment, circumstances warrant their sale.

SECURITIES LOANS

MANAGEMENT OF THE PORTFOLIO

The Advisor serves as investment advisor to the Master Fund. As such, it is
responsible for the management of its assets. Investment decisions for the
Master Fund are made by the Investment Committee of the Advisor, which meets on
a regular basis and also as needed to consider investment issues. The Investment
Committee is composed of certain officers and directors of the Advisor who are
elected annually. The Advisor provides the Master Fund with a trading department
and selects brokers and dealers to effect securities transactions.

The Portfolio and the Master Fund each bears all of its own costs and
expenses, including: services of its independent accountants, legal counsel,
brokerage commissions and transfer taxes in connection with the acquisition and
disposition of portfolio securities, taxes, insurance premiums, costs incidental
to meetings of its shareholders and directors or trustees, the cost of filing
its registration statements under federal securities laws and the cost of any
filings required under state securities laws, reports to shareholders, and
transfer and dividend disbursing agency, administrative services and custodian
fees. Expenses allocable to the Portfolio or the Master Fund are so allocated
and expenses which are not allocable to the Portfolio and the Master Fund are
borne by the Portfolio and the Master Fund on the basis of their relative net
assets.

7
<PAGE>
DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES

The Portfolio distributes substantially all net investment income and any
realized net capital gains annually in December of each year.

Dividends and distributions paid to a 401(k) plan accumulate free of federal
income tax. Whether paid in cash or additional shares and regardless of the
length of time the Portfolio's shares have been owned by shareholders who are
subject to federal income taxes, distributions from long-term capital gains are
taxable as such. Dividends from net investment income or net short-term capital
gains will be taxable as ordinary income, whether received in cash or in
additional shares. Dividends from net investment income will generally qualify
in part for the corporate dividends received deduction. The portion of dividends
so qualified depends on the aggregate qualifying dividend income received by the
Master Fund from domestic (U.S.) sources.

For those investors subject to tax, if purchases of shares of the Portfolio
are made shortly before the record date for a dividend or capital gains
distribution, a portion of the investment will be returned as a taxable
distribution. Shareholders are notified annually by the Fund as to the federal
tax status of dividends and distributions paid by the Portfolio.

Dividends which are declared in December to shareholders of record but
which, for operational reasons, may not be paid to the shareholder until the
following January, will be treated for tax purposes as if paid by the Portfolio
and received by the shareholder on December 31 of the calendar year in which
they are declared.

In addition to federal taxes, shareholders may be subject to state and local
taxes on distributions from the Portfolio and on gains on redemption or exchange
of Portfolio shares.

PURCHASE OF SHARES

8
<PAGE>
an institution, shares may be purchased by following the procedures adopted by
the respective employer or institution and approved by the Fund's management for
making investments. Shares are available through the Shareholder Services Agent
designated under the employer's plan or by the institution. Investors who want
to consider investing in the Portfolio should contact their employer or
institution for details. Institutions which purchase shares of the Portfolio for
the accounts of their customers may impose separate charges on those customers
for account services. The Fund does not impose a minimum purchase requirement,
but investors who wish to purchase shares of the Portfolio should determine
whether their employer's plan or institution imposes a minimum transaction
requirement.

VALUATION OF SHARES

NET ASSET VALUE

The net asset values per share of the Portfolio and the Master Fund are
calculated as of the close of the NYSE by dividing the total market value of
their respective investments and other assets, less any liabilities, by the
total outstanding shares of the stock of the Portfolio and the Master Fund,
respectively. The value of the Portfolio's shares will fluctuate in relation to
the investment experience of the Master Fund. Securities held by the Master Fund
which are listed on a securities exchange and for which market quotations are
available are valued at the last quoted sale price of the day. If there is no
such reported sale, the Master Fund values such securities at the mean between
the most recent quoted bid and asked prices. Price information on listed
securities is taken from the exchange where the security is primarily traded.
Unlisted securities for which market quotations are readily available are valued
at the mean between the most recent quoted bid and asked prices. The value of
other assets and securities for which no quotations are readily available
(including restricted securities) are determined in good faith at fair value in
accordance with procedures adopted by the Board of Trustees of the Trust.

PUBLIC OFFERING PRICE

Provided that the Shareholder Services Agent has received the investor's
investment instructions in good order and the Custodian has received the
investor's payment, shares of the Portfolio will be priced at the net asset
value calculated next after receipt of the payment by the Custodian. If an order
to purchase shares must be canceled due to non-payment, the purchaser will be
responsible for any loss incurred by the Fund arising out of such cancellation.
The Fund reserves the right to redeem shares owned by any purchaser whose order
is canceled to recover any resulting loss to the Fund and may prohibit or
restrict the manner in which such purchaser may place further orders.

Management believes that any dilutive effective of the cost of investing the
proceeds of the sale of the shares of the Portfolio will be minimal and,
therefore, the shares of the Portfolio are currently sold at net asset value,
without imposition of a fee that would be used to reimburse the Portfolio for
such cost (a "reimbursement fee"). However, a reimbursement fee may be charged
prospectively from time to time based upon the future experience of the
Portfolio and the Master Fund which would be used to defray the costs of
investing in securities (such as brokerage commissions, taxes and other
transaction costs). Any such charge will be described in the prospectus.

EXCHANGE OF SHARES

Provided such transactions are permitted under the employer's 401(k) plan or
by the institution, investors may exchange shares of the Portfolio for those of
the DFA International Value Portfolio II or the U.S. Large Cap Value Portfolio
II by completing the necessary documentation as required by the Shareholder
Services Agent designated under the employer's plan or by the institution.

9
<PAGE>
exchange privilege may be terminated. Excessive use of the exchange privilege is
defined as any pattern of exchanges among portfolios by an investor that
evidences market timing. Exchanges will be accepted only if the Fund may issue
the shares of the portfolio being acquired in compliance with the securities
laws of the investor's state of residence.

The redemption and purchase prices of shares redeemed and purchased by
exchange, respectively, are the net asset values next determined after the
Shareholder Services Agent has received appropriate instructions in the form
required by such Shareholder Services Agent.

There is no fee imposed on an exchange. However, the Fund reserves the right
to impose an administrative fee in order to cover the costs incurred in
processing an exchange. Any such fee will be disclosed in the prospectus. An
exchange is treated as a redemption and a purchase. Therefore, an investor could
realize a taxable gain or a loss on the transaction. The Fund reserves the right
to revise or terminate the exchange privilege or limit the amount of or reject
any exchange, as deemed necessary, at any time.

REDEMPTION OF SHARES

REDEMPTION PROCEDURE

Investors who desire to redeem shares of the Portfolio must furnish a
redemption request to the respective Shareholder Services Agent in the form
required by such Shareholder Services Agent. The Portfolio will redeem shares at
the net asset value of such shares next determined after receipt of a request
for redemption in good order.

Although the redemption payments will ordinarily be made within seven days
after receipt, payment to investors redeeming shares which were purchased by
check will not be made until the Fund can verify that the payments for the
purchase have been, or will be, collected, which may take up to fifteen days or
more. Investors may avoid this delay by submitting a certified check along with
the purchase order.

REDEMPTION OF SMALL ACCOUNTS

IN-KIND REDEMPTIONS

When in the best interests of the Portfolio, the Portfolio may make a
redemption payment, in whole or in part, by a distribution of portfolio
securities that the Portfolio receives from the Master Fund in lieu of cash.
Such distributions will be made in accordance with federal securities laws and
regulations governing mutual funds. Investors may incur brokerage charges and
other transaction costs selling securities that were received in payment of
redemptions.

THE FEEDER PORTFOLIO

10
<PAGE>

90401, (301) 395-8005 for information about the availability of investing in the
Master Fund other than through the Portfolio.

11
<PAGE>
FINANCIAL HIGHLIGHTS

The Financial Highlights table is meant to help you understand the
Portfolio's financial performance for the past five years. The total returns in
the table represent the rate that you would have earned (or lost) on an
investment in the Portfolio, assuming reinvestment of all dividends and
distributions. This information has been audited by PricewaterhouseCoopers LLP,
whose report, along with the Portfolio's financial statements, are included in
the Fund's annual report which is available upon request.

DIMENSIONAL INVESTMENT GROUP INC.

U.S. 6-10 VALUE PORTFOLIO II

FINANCIAL HIGHLIGHTS

(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

<TABLE>
<CAPTION>
YEAR YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED ENDED
NOV. 30, NOV. 30, NOV. 30, NOV. 30, NOV. 30,
1999 1998 1997 1996 1995
--------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period..... $ 16.73 $ 19.20 $ 14.67 $ 12.13 $ 9.65
------- ------- -------- ------- -------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income.................... 0.10 0.12 0.08 0.08 0.06
Net Gains (Losses) on Securities
(Realized and Unrealized).............. 1.29 (1.84) 4.77 2.51 2.63
------- ------- -------- ------- -------
Total from Investment Operations......... 1.39 (1.74) 4.85 2.59 2.69
------- ------- -------- ------- -------
LESS DISTRIBUTIONS
Net Investment Income.................... (0.09) (0.11) (0.07) (0.01) (0.06)
Net Realized Gains....................... (1.77) (0.64) (0.25) (0.04) (0.15)
------- ------- -------- ------- -------
Total Distributions...................... (1.86) (0.75) (0.32) (0.05) (0.21)
------- ------- -------- ------- -------
Net Asset Value, End of Period........... $ 16.26 $ 16.73 $ 19.20 $ 14.67 $ 12.13
======= ======= ======== ======= =======
Total Return............................. 9.60% (9.19)% 33.75% 21.39% 27.90%

Net Assets, End of Period (thousands).... $70,150 $85,074 $125,061 $40,637 $14,290
Ratio of Expenses to Average Net
Assets (1)............................. 0.44% 0.45% 0.48% 0.85% 0.96%
Ratio of Expenses to Average Net Assets
(excluding waivers and assumption of
expenses) (1).......................... 0.44% 0.45% 0.47% 0.88% 1.50%
Ratio of Net Investment Income to Average
Net Assets............................. 0.59% 0.59% 0.62% 0.77% 0.68%
Ratio of Net Investment Income to Average
Net Assets (excluding waivers and
assumption of expenses)................ 0.59% 0.59% 0.63% 0.74% 0.14%
Portfolio Turnover Rate.................. N/A N/A N/A N/A N/A
Portfolio Turnover Rate of Master Fund
Series................................. 29.41% 22.51% 25.47% 14.91% 20.62%
</TABLE>

- ------------------------

(1) Represents the combined ratio for the Portfolio and its respective pro-rata
share of its Master Fund Series.

N/A Refer to the Master Fund Series

12
<PAGE>
SERVICE PROVIDERS

CUSTODIAN LEGAL COUNSEL
PFPC TRUST COMPANY STRADLEY, RONON, STEVENS & YOUNG, LLP
400 Bellevue Parkway 2600 One Commerce Square
Wilmington, DE 19809 Philadelphia, PA 19103-7098
</TABLE>

INDEPENDENT ACCOUNTANTS
PRICEWATERHOUSECOOPERS LLP
2400 Eleven Penn Center
19th and Market Streets
Philadelphia, PA 19103
</TABLE>

13
<PAGE>
OTHER AVAILABLE INFORMATION

You can find more information about the Fund and Portfolio in the Fund's
Statement of Additional Information ("SAI") and Annual and Semi-Annual Reports.

STATEMENT OF ADDITIONAL INFORMATION. The SAI supplements, and is technically
part of, this Prospectus. It includes an expanded discussion of investment
practices, risks, and fund operations.

How to get these and other materials:
- ---------------------------------

- - Request free copies from:

-- Your plan administrator--if you are a participant in a 401(k) plan
offering the Portfolio.

-- Your shareholder services agent--if you are a client or member of an
institution offering the Portfolio.

-- The Fund--if you represent a 401(k) plan sponsor or qualifying
institution. Call collect at (310) 395-8005.

- - Access current prospectuses on our web site at dfafunds.com.

- - Access them on the SEC's Internet site--http://www.sec.gov.

- - Review and copy them at the SEC's Public Reference Room in Washington D.C.

- - Request copies from the Public Reference Section of the SEC, Washington, D.C.
20549 (you will be charged a copying fee).

DIMENSIONAL FUND ADVISORS INC.
1299 Ocean Avenue, 11th Floor
Santa Monica, CA 90401
(310) 395-8005

DIMENSIONAL INVESTMENT GROUP INC.--REGISTRATION NO. 811-6067
<PAGE>
P R O S P E C T U S

MARCH 24, 2000

PLEASE CAREFULLY READ THE IMPORTANT INFORMATION IT CONTAINS BEFORE INVESTING.

DIMENSIONAL INVESTMENT GROUP INC.
---------------------------------------------

Dimensional Investment Group Inc. is a mutual fund that offers a variety of
investment portfolios. The Portfolio described in this Prospectus: - Has
its own investment objective and policies, and is the equivalent of a
separate mutual fund. - Is exclusively available to 401(k)
plans and clients and members of certain
institutions. - Does not charge a sales
commission or "load". - Is designed for
long-term investors.

DFA INTERNATIONAL VALUE PORTFOLIO II

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR PASSED ON THE
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
<PAGE>
TABLE OF CONTENTS

<TABLE>
<S> <C>
RISK/RETURN SUMMARY......................................... 1

ABOUT THE PORTFOLIO....................................... 1
MANAGEMENT................................................ 1
INVESTMENT OBJECTIVE, STRATEGY AND RISKS.................. 2
OTHER RISKS............................................... 2
RISK AND RETURN BAR CHART AND TABLE....................... 3

FEES AND EXPENSES........................................... 4

ANNUAL FUND OPERATING EXPENSES.............................. 4

SECURITIES LENDING REVENUE.................................. 5

HIGHLIGHTS.................................................. 5

INVESTMENT OBJECTIVE AND POLICIES........................... 5

PORTFOLIO CONSTRUCTION.................................... 6

DEVIATION FROM MARKET CAPITALIZATION WEIGHTING............ 6

SECURITIES LOANS............................................ 7

MANAGEMENT OF THE PORTFOLIO................................. 7

CONSULTING SERVICES....................................... 8

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES............ 8

PURCHASE OF SHARES.......................................... 9

VALUATION OF SHARES......................................... 9

EXCHANGE OF SHARES.......................................... 10

REDEMPTION OF SHARES........................................ 11

THE FEEDER PORTFOLIO........................................ 11

FINANCIAL HIGHLIGHTS........................................ 13

SERVICE PROVIDERS........................................... 14
</TABLE>

i
<PAGE>
RISK/RETURN SUMMARY

ABOUT THE PORTFOLIO
- ------------------

POSSIBLE COMPLICATIONS: Designed to reduce costs, the Master-Feeder structure is
relatively new and more complex. While this structure is designed to reduce
costs, it may not do so. As a result, the Portfolio might encounter operational
or other complications.

[SIDEBAR]
The Master Fund buys securities directly. The Portfolio invests in the Master
Fund's shares. The two have the same gross investment returns.
[END SIDEBAR]

MANAGEMENT
- ------------

Dimensional Fund Advisors Inc. (the "Advisor") is the investment manager for the
Master Fund. (A Feeder Portfolio does not need an investment manager.)

EQUITY INVESTMENT APPROACH:
- -------------------------

[SIDEBAR]
MARKET CAPITALIZATION means the number of shares of a company's stock
outstanding times price per share.
[END SIDEBAR]

PORTFOLIO CONSTRUCTION: Generally, the Advisor structures a portfolio by:

1. Selecting a starting universe of securities (for example, stocks of larger
non-U.S. companies).

2. Creating a sub-set of companies meeting the Advisor's investment guidelines.

3. Excluding certain companies after analyzing various factors (for example,
solvency).

4. Purchasing stocks so the portfolio is generally market cap weighted.

[SIDEBAR]
MARKET CAPITALIZATION WEIGHTED means the amount of a stock in an index or
portfolio is keyed to that stock's market capitalization compared to all
eligible stocks. The higher the stock's relative market cap, the greater its
representation.
[END SIDEBAR]

1
<PAGE>
INVESTMENT OBJECTIVE, STRATEGY AND RISKS
- ---------------------------------------

- - INVESTMENT OBJECTIVE: Long-term capital appreciation.

- - INVESTMENT STRATEGY: Purchase a Master Fund that buys value stocks of large
non-U.S. companies on a market capitalization weighted basis in each
applicable country.

THE MASTER FUND IN WHICH THE PORTFOLIO INVESTS STOPPED PURCHASING MALAYSIAN
STOCKS: This action was taken because the Malaysian government restricted the
ability of foreign investors--including the Master Fund in question--to withdraw
their investments from Malaysia.

[SIDEBAR]
"VALUE STOCKS": Compared to other stocks, value stocks sell for low prices
relative to their earnings, dividends or book value.

In selecting value stocks, the Advisor primarily considers price relative to
book value.

The Portfolio's foreign currency risks generally are not hedged.
[END SIDEBAR]

OTHER RISKS
- -----------

DERIVATIVES:
- ----------

Derivatives are securities, such as futures contracts, whose value is derived
from that of other securities or indices. Derivatives can be used for hedging
(attempting to reduce risk by offsetting one investment position with another)
or speculation (taking a position in the hope of increasing return). The Master
Fund in which the Portfolio invests may use long-term foreign currency contracts
to hedge foreign currency risks. Hedging with derivatives may increase expenses,
and there is no guarantee that a hedging strategy will work.

SECURITIES LENDING:
- ----------------

2
<PAGE>

RISK AND RETURN BAR CHART AND TABLE

- ------------------------------------

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
DFA
INTERNA-
TIONAL
VALUE
PORTFO-
LIO II
TOTAL
RETURNS
(%)
<S> <C> <C> <C>
1995 11.14
1996 7.63
1997 -3.28
1998 14.89
1999 16.33
January
1995-December
1999
Highest Quarter Lowest Quarter
17.85
(1/98-3/98) -16.93 (7/98-9/98)
Periods ending
December 31,
1999
One Five Since 9/94
Annualized
Returns (%) Year Years Inception
DFA Inter-
national Value
Portfolio II 16.33 9.11 7.63
MSCI EAFE Index
(net dividends) 26.91 12.82 11.09
</TABLE>

3
<PAGE>
FEES AND EXPENSES

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT): None*

ANNUAL FUND OPERATING EXPENSES**
(EXPENSES THAT ARE DEDUCTED FROM PORTFOLIO ASSETS)

Except as indicated below, the expenses in the following tables are based on
those incurred by the Portfolio and the Master Fund for the fiscal year ended
November 30, 1999.

<TABLE>
<S> <C>
Management Fee.............................................. 0.21%
Other Expenses.............................................. 0.29%
-----
Total Operating Expenses.................................... 0.50%***
</TABLE>

- ------------------------

* Shares of the Portfolio that are purchased through omnibus accounts
maintained by securities firms may be subject to a service fee or commission
on such purchases.

*** Beginning on July 1, 1996, the Advisor agreed to waive its administration
fee with respect to the Portfolio and, to the extent that such waiver is
insufficient, to assume expenses of the Portfolio to the extent necessary to
keep the cumulative annual expenses to not more than .75% of the average net
assets of the Portfolio on an annualized basis. For purposes of this waiver
and assumption, the annualized expenses are those expenses incurred in any
period commencing on or after July 1, 1996, consisting of twelve consecutive
months. The Advisor was not required to waive any fees for the fiscal year
ended November 30, 1999. The Advisor retains the right in its sole
discretion to modify or eliminate the waivers of a portion of its fees or
its assumption of expenses of the Portfolio in the future. If the Advisor
modifies or eliminates the fee waivers or assumption, such change will be
set forth in the prospectus.

EXAMPLE

This Example is meant to help you compare the cost of investing in the
Portfolio with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Portfolio for the time
periods indicated and then redeem all of your shares at the end of those
periods. The Example also assumes that your investment has a 5% return each year
and that the Portfolio's operating expenses remain the same. Although your
actual costs may be higher or lower, based on these assumptions your costs would
be:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
- --------- -------- -------- --------
<S> <C> <C> <C>
$51 $160 $280 $628
</TABLE>

The table summarizes the aggregate estimated annual operating expenses of
both the Portfolio and the Master Fund.

4
<PAGE>
SECURITIES LENDING REVENUE

<TABLE>
<CAPTION>
PERCENTAGE
OF NET
MASTER FUND NET REVENUE ASSETS
- ----------- ----------- ----------
<S> <C> <C>
DFA International Value Series.............................. $1,324,000 0.08%
</TABLE>

HIGHLIGHTS

MANAGEMENT AND ADMINISTRATIVE SERVICES

DIVIDEND POLICY

The Portfolio distributes dividends from its net investment income and any
realized net capital gains in December of each year. (See "DIVIDENDS, CAPITAL
GAINS DISTRIBUTIONS AND TAXES.")

PURCHASE, VALUATION AND REDEMPTION OF SHARES

INVESTMENT OBJECTIVE AND POLICIES

The investment objective of the Portfolio is to achieve long-term capital
appreciation. The Portfolio pursues its objective by investing all of its assets
in the International Value Series (the "Master Fund") of the DFA Investment
Trust Company (the "Trust") of the Trust, which has the same investment
objective and policies as the Portfolio. The Master Fund invests in the stocks
of large non-U.S. companies which the Advisor believes to be value stocks at the
time of the purchase. Securities are considered value stocks primarily because a
company's shares have a high book value in relation to their market value (a
"book to market ratio"). Generally, the shares of a company in any given country
will be considered to have a high book to market ratio if the ratio equals or
exceeds the ratios of any of the 30% of companies in that country with the
highest positive book to market ratios whose shares are listed on a major
exchange, and, as described below, will be considered eligible for investment.
In measuring value, the Advisor may consider additional factors such as cash
flow, economic conditions and developments in the issuer's industry. The Master
Fund intends to invest in the stocks of large companies in countries with
developed markets. As of the date of this prospectus, the Master Fund may invest
in the stocks of large companies in Australia, Austria, Belgium, Denmark,
Finland, France, Germany, Hong Kong, Ireland, Italy, Japan, the Netherlands, New
Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland and the United
Kingdom. As the Master Fund's asset growth permits, it may invest in the stocks
of large companies in other developed markets.

5
<PAGE>
PORTFOLIO CONSTRUCTION

Under normal market conditions, at least 65% of the International Value
Series' assets will be invested in companies organized or having a majority of
their assets in or deriving a majority of their operating income in at least
three non-U.S. countries and no more than 40% of the Master Fund's assets will
be invested in such companies in any one country. As of the date of this
prospectus, the Master Fund intends to invest in companies having at least
$800 million of market capitalization and the Master Fund will be approximately
market capitalization weighted. The Advisor may reset such floor from time to
time to reflect changing market conditions. The Master Fund reserves the right
to invest in index futures contracts and options on futures contracts to commit
funds awaiting investment or to maintain liquidity. To the extent that the
Master Fund invests in futures contracts and options thereon for other than bona
fide hedging purposes, it will not purchase futures contracts or options
thereon, if, as a result, more than 5% of its net assets would then consist of
initial margin deposits and premiums required to establish such positions.

In determining market capitalization weights, the Advisor, using its best
judgment, will seek to eliminate the effect of cross holdings on the individual
country weights. As a result, the weighting of certain countries in the Master
Fund may vary from their weighting in international indices, such as those
published by The Financial Times, Morgan Stanley Capital International or
Salomon/Russell. The Advisor, however, will not attempt to account for cross
holding within the same country.

It is management's belief that the value stocks of large companies offer,
over a long term, a prudent opportunity for capital appreciation but, at the
same time, selecting a limited number of such issues for inclusion in the Master
Fund involves greater risk than including a large number of them.

DEVIATION FROM MARKET CAPITALIZATION WEIGHTING

The Advisor may exclude the stock of a company that otherwise meets the
applicable criteria if the Advisor determines, in its best judgment, that other
conditions exist that make the purchase of such stock for the Master Fund
inappropriate. The Advisor does not anticipate that a significant number of
securities which meet the market capitalization criteria will be selectively
excluded.

Deviation from market capitalization weighting also will occur because the
Master Fund intends to purchase round lots only. Furthermore, in order to retain
sufficient liquidity, the relative amount of any security held by the Master
Fund may be reduced from time to time from the level which adherence to market
capitalization weighting would otherwise require. A portion, but generally not
in excess of 20%, of the Master Fund's assets may be invested in
interest-bearing obligations, such as money-market instruments, for this
purpose, thereby causing further deviation from market capitalization weighting.
Such investments would be made on a temporary basis pending investment in equity
securities pursuant to the Master Fund's investment objective. A further
deviation from market capitalization weighting may occur if the Master Fund
invests a portion of its assets in convertible debentures.

The Master Fund may make block purchases of eligible securities at opportune
prices even though such purchases exceed the number of shares which, at the time
of purchase, adherence to the policy of market capitalization weighing would
otherwise require. While such purchases might cause a temporary deviation from
market capitalization weighting, they would ordinarily be made in anticipation
of further growth of the assets of the Master Fund.

6
<PAGE>
Additional investments will not be made in securities which have depreciated in
value to such an extent that they are not then considered by the Advisor to be
large companies. This may result in further deviation from market capitalization
weighing and such deviation could be substantial if a significant amount of the
Master Fund's holdings decrease in value sufficiently to be excluded from the
then current market capitalization requirement for eligible securities, but not
by a sufficient amount to warrant their sale.

Securities which have depreciated in value since their acquisition will not
be sold by the Master Fund solely because prospects for the issuer are not
considered attractive or due to an expected or realized decline in securities
prices in general. However, securities, including those eligible for purchase,
may be sold at any time when, in the Advisor's judgment, circumstances warrant
their sale, including, but not limited to, tender offers, mergers and similar
transactions, or bids made for block purchases at opportune prices. Generally,
securities will not be sold to realize short-term profits, but, when
circumstances warrant, they may be sold without regard to the length of time
held. Generally, securities will be purchased with the expectation that they
will be held for longer than one year and will be held until such time as they
are no longer considered an appropriate holding in light of the policy of
maintaining a portfolio of companies with large market capitalizations and high
book to market ratios.

SECURITIES LOANS

MANAGEMENT OF THE PORTFOLIO

For the advisory fees that the Portfolio has incurred for the fiscal year
ended November 30, 1999, see "ANNUAL FUND OPERATING EXPENSES." The Advisor was
organized in May, 1981, and is engaged in the business of providing investment
management services to institutional investors. Assets under management total
approximately $36 billion.

7
<PAGE>
The Portfolio and the Master Fund each bears all of its own costs and
expenses, including: services of its independent accountants, legal counsel,
brokerage commissions and transfer taxes in connection with the acquisition and
disposition of portfolio securities, taxes, insurance premiums, costs incidental
to meetings of its shareholders and directors or trustees, the cost of filing
its registration statements under federal securities laws and the cost of any
filings required under state securities laws, reports to shareholders, and
transfer and dividend disbursing agency, administrative services and custodian
fees. Expenses allocable to the Portfolio or the Master Fund are so allocated
and expenses which are not allocable to the Portfolio and the Master Fund are
borne by the Portfolio or Master Fund on the basis of their relative net assets.

CONSULTING SERVICES

The Advisor has entered into a Consulting Services Agreement with
Dimensional Fund Advisors Ltd. ("DFAL") and DFA Australia Limited ("DFA
Australia"), respectively. Pursuant to the terms of each Consulting Services
Agreement, DFAL and DFA Australia provide certain trading and administrative
services to the Advisor with respect to the Master Fund. The Advisor owns 100%
of the outstanding shares of DFAL and beneficially owns 100% of DFA Australia

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES

The Portfolio distributes substantially all net investment income and any
realized net capital gains in December of each year.

Dividends and distributions paid to a 401(k) plan accumulate free of federal
income tax. Whether paid in cash or additional shares and regardless of the
length of time the Portfolio's shares have been owned by shareholders who are
subject to federal income taxes, distributions from long-term capital gains are
taxable as such. Dividends from net investment income or net short-term capital
gains will be taxable as ordinary income, whether received in cash or in
additional shares. It is anticipated that either none or only a small portion of
the distributions made by the Portfolio will qualify for the corporate dividends
received deduction because of the Master Fund's investment in foreign equity
securities.

Certain investments by the Master Fund may be subject to special rules which
may affect the amount, character and timing of the income to the Master Fund.
Some of these rules are referenced in the statement of additional information.
Specifically, prospective investors should consult the statement of additional
information for further information regarding the extent to which distributions
from the

8
<PAGE>
Portfolio may be eligible for the dividends received deduction or whether
certain foreign tax credits may be available to an investor in the Portfolio.

In addition to federal taxes, shareholders may be subject to state and local
taxes on distributions from the Portfolio to its shareholders and on gains
arising on redemption or exchange of the Portfolio's shares.

PURCHASE OF SHARES

Provided that shares of the Portfolio are available under an employer's plan
or through an institution, shares may be purchased by following the procedures
adopted by the respective employer or institution and approved by the Fund's
management for making investments. Shares are available through the Shareholder
Services Agent designated under the employer's plan or by the institution.
Investors who want to consider investing in the Portfolio should contact their
employer or institution for details.

Institutions which purchase shares of the Portfolio for the accounts of
their customers may impose separate charges on those customers for account
services. The Fund does not impose a minimum purchase requirement, but investors
who wish to purchase shares of the Portfolio should determine whether their
employer's plan or institution imposes a minimum transaction requirement.

VALUATION OF SHARES

NET ASSET VALUE

The net asset values per share of the Portfolio and the Master Fund are
calculated as of the close of the NYSE by dividing the total market value of
their respective investments and other assets, less any liabilities, by the
total outstanding shares of the stock of the Portfolio and the Master Fund,
respectively. The value of the Portfolio's shares will fluctuate in relation to
the investment experience of the Master Fund. Securities held by the Master Fund
which are listed on a securities exchange and for which market quotations are
available are valued at the last quoted sale price of the day. If there is no
such reported sale, the Master Fund values such securities at the mean between
the most recent quoted bid and asked prices. Price information on listed
securities is taken from the exchange where the security is primarily traded.
Unlisted securities for which market quotations are readily available are valued
at the mean between the most recent quoted bid and asked prices. The value of
other assets and securities for which no quotations are readily available
(including restricted securities) are determined in good faith at fair value in
accordance with procedures adopted by the Board of Trustees of the Trust.

Generally, trading in foreign securities markets is completed each day at
various times prior to the close of the NYSE. The values of foreign securities
held by the Master Fund are determined as of such times for the purpose of
computing the net asset value of the Master Fund. If events which materially
affect the value of the foreign investments occur subsequent to the close of the
securities market on which such securities are primarily traded, the investments
affected thereby will be valued at "fair value" as described above. Since the
Master Fund owns securities that are primarily listed on foreign exchanges

9
<PAGE>

which may trade on days when the Portfolio and Master Fund do not price their
shares, the net asset value of the Portfolio may change on days when
shareholders will not be able to purchase or redeem shares. The net asset value
per share of the Master Fund is expressed in U.S. dollars by translating the net
assets of the Master Fund using the mean between the most recent quoted bid and
asked prices for the dollar as quoted by generally recognized reliable sources.

The Portfolio and Master Fund are closed if portfolio securities greater
than 50% of the Master Fund's total assets are principally traded on exchanges
that are closed that day. Purchase and redemption orders for shares of the
Portfolio will not be accepted on those days.

PUBLIC OFFERING PRICE

Provided that the Shareholder Services Agent has received the investor's
investment instructions in good order and the Portfolio's custodian has received
the investor's payment, shares of the Portfolio will be priced at the net asset
value calculated next after receipt of the payment by the custodian. If an order
to purchase shares must be canceled due to non-payment, the purchaser will be
responsible for any loss incurred by the Fund arising out of such cancellation.
The Fund reserves the right to redeem shares owned by any purchaser whose order
is canceled in order to recover any resulting loss to the Fund and may prohibit
or restrict the manner in which such purchaser may place further orders.

Management believes that any dilutive effective of the cost of investing the
proceeds of the sale of the shares of the Portfolio is minimal and, therefore,
the shares of the Portfolio are currently sold at net asset value, without
imposition of a fee that would be used to reimburse the Portfolio for such cost
("reimbursement fee"). Reimbursement fees may be charged prospectively from time
to time based upon the future experience of the Portfolio and the Master Fund
which would be used to defray the costs of investing in securities (such as
brokerage commissions, taxes and other transaction costs). Any such charges will
be described in the prospectus.

EXCHANGE OF SHARES

Provided such transactions are permitted under the employer's 401(k) plan or
by the institution, investors may exchange shares of the Portfolio for those of
the U.S. 6-10 Value Portfolio II or the U.S. Large Cap Value Portfolio II by
first completing the necessary documentation as required by the Shareholder
Services Agent designated under the employer's plan or by the institution.

There is no fee imposed on an exchange. However, the Fund reserves the right
to impose an administrative fee in order to cover the costs incurred in
processing an exchange. Any such fee will be disclosed in the prospectus. An
exchange is treated as a redemption and a purchase. Therefore, an investor could
realize a taxable gain or loss on the transaction. However, no taxable gain or
loss will normally be recognized by investors exchanging through a 401(k) plan.
The Fund reserves the right to revise or terminate the exchange privilege or
limit the amount of or reject any exchange, as deemed necessary, at any time.

10
<PAGE>
REDEMPTION OF SHARES

REDEMPTION PROCEDURE

Although the redemption payments will ordinarily be made within seven days
after receipt, payment to investors redeeming shares which were purchased by
check will not be made until the Fund can verify that the payments for the
purchase have been, or will be, collected, which may take up to fifteen days or
more. Investors may avoid this delay by submitting a certified check along with
the purchase order.

REDEMPTION OF SMALL ACCOUNTS

IN-KIND REDEMPTIONS

When in the best interests of the Portfolio, the Portfolio may make a
redemption payment, in whole or in part, by a distribution of portfolio
securities that the Portfolio receives from the Master Fund in lieu of cash in
accordance with Rule 18f-1 under the Investment Company Act of 1940. Investors
may incur brokerage charges and other transaction costs selling securities that
were received in payment of redemptions. The Master Fund reserves the right to
redeem its shares in the currencies in which its investments are denominated.
Investors may incur charges in converting such currencies to dollars and the
value of the currencies may be affected by currency exchange fluctuations.

THE FEEDER PORTFOLIO

11
<PAGE>
institutional investors offers potential benefits to the Master Fund, and
through its investment in the Master Fund, the Feeder Portfolio also. However,
such economies and expense reductions might not be achieved, and additional
investment opportunities, such as increased diversification, might not be
available if other institutions do not invest in the Master Fund. Also, if an
institutional investor were to redeem its interest in the Master Fund, the
remaining investors in the Master Fund could experience higher pro rata
operating expenses, thereby producing lower returns, and the Master Fund's
security holdings may become less diverse, resulting in increased risk.
Institutional investors that have a greater pro rata ownership interest in the
Master Fund than the Portfolio could have effective voting control over the
operation of the Master Fund.

12
<PAGE>
FINANCIAL HIGHLIGHTS

DIMENSIONAL INVESTMENT GROUP INC.

DFA INTERNATIONAL VALUE PORTFOLIO II

FINANCIAL HIGHLIGHTS

(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

<TABLE>
<CAPTION>
YEAR YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED ENDED
NOV. 30, NOV. 30, NOV. 30, NOV. 30, NOV. 30,
1999 1998 1997 1996 1995
--------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period...... $ 11.55 $ 10.65 $ 11.36 $ 9.95 $ 9.48
------- ------- ------- ------- -------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income..................... 0.28 0.26 0.17 0.14 0.13
Net Gains (Losses) on Securities (Realized
and Unrealized)......................... 1.17 0.99 (0.63) 1.28 0.49
------- ------- ------- ------- -------
Total from Investment Operations.......... 1.45 1.25 (0.46) 1.42 0.62
------- ------- ------- ------- -------
LESS DISTRIBUTIONS
Net Investment Income..................... (0.24) (0.22) (0.15) (0.01) (0.13)
Net Realized Gains........................ (0.11) (0.13) (0.10) -- (0.02)
------- ------- ------- ------- -------
Total Distributions....................... (0.35) (0.35) (0.25) (0.01) (0.15)
------- ------- ------- ------- -------
Net Asset Value, End of Period............ $ 12.65 $ 11.55 $ 10.65 $ 11.36 $ 9.95
======= ======= ======= ======= =======
Total Return.............................. 13.03% 12.25% (4.15)% 14.28% 6.52%

Net Assets, End of Period (thousands)..... $43,213 $36,824 $37,610 $30,018 $14,323
Ratio of Expenses to Average Net Assets
(1)..................................... 0.50% 0.55% 0.63% 0.86% 0.96%
Ratio of Expenses to Average Net Assets
(excluding waivers and assumptions of
expenses) (1)........................... 0.50% 0.55% 0.58% 0.96% 1.48%
Ratio of Net Investment Income to Average
Net Assets.............................. 2.31% 2.01% 1.63% 1.67% 1.63%
Ratio of Net Investment Income to Average
Net Assets (excluding waivers and
assumption of expenses)................. 2.31% 2.01% 1.68% 1.57% 1.11%
Portfolio Turnover Rate................... N/A N/A N/A N/A N/A
Portfolio Turnover Rate of Master Fund
Series.................................. 5.80% 15.41% 22.55% 12.23% 9.75%
</TABLE>

- ------------------------

(1) Represents the combined ratio for the Portfolio and its respective pro-rata
share of its Master Fund Series.

N/A Refer to the respective Master Fund Series.

13
<PAGE>
SERVICE PROVIDERS

CUSTODIAN--DOMESTIC LEGAL COUNSEL
PFPC TRUST COMPANY STRADLEY, RONON, STEVENS & YOUNG, LLP
400 Bellevue Parkway 2600 One Commerce Square
Wilmington, DE 19809 Philadelphia, PA 19103-7098

14
<PAGE>
OTHER AVAILABLE INFORMATION

You can find more information about the Fund and Portfolio in the Fund's
Statement of Additional Information ("SAI") and Annual and Semi-Annual Reports.

STATEMENT OF ADDITIONAL INFORMATION. The SAI supplements, and is technically
part of, this Prospectus. It includes an expanded discussion of investment
practices, risks, and fund operations.

How to get these and other materials:

- - Request free copies from:

-- Your plan administrator--if you are a participant in a 401(k) plan
offering the Portfolio.

-- Your shareholder services agent--if you are a client or member of an
institution offering the Portfolio.

-- The Fund--if you represent a 401(k) plan sponsor or qualifying
institution. Call collect at (310) 395-8005.

Additional materials describing the Fund and Portfolio, as well as the
Advisor and its investment approach, are also available.

- - Access current prospectuses on our web site at dfafunds.com.

- - Access them on the SEC's Internet site--http://www.sec.gov.

- - Review and copy them at the SEC's Public Reference Room in Washington D.C.

- - Request copies from the Public Reference Section of the SEC, Washington, D.C.
20549 (you will be charged a copying fee).

DIMENSIONAL FUND ADVISORS INC.
1299 Ocean Avenue, 11th Floor
Santa Monica, CA 90401
(310) 395-8005

DIMENSIONAL INVESTMENT GROUP INC.--REGISTRATION NO. 811-6067
<PAGE>
P R O S P E C T U S

MARCH 24, 2000

PLEASE CAREFULLY READ THE IMPORTANT INFORMATION IT CONTAINS BEFORE INVESTING.

DIMENSIONAL INVESTMENT GROUP INC.
---------------------------------------------

Dimensional Investment Group Inc. is a mutual fund that offers a variety of
investment portfolios. The Portfolio described in this Prospectus: - Has its
own investment objective and policies, and is the equivalent of a separate
mutual fund. - Is exclusively available to 401(k) plans and clients and
members of certain institutions. - Does not charge a sales commission
or "load". - Is designed for long-term investors.

U.S. LARGE CAP VALUE PORTFOLIO II

<TABLE>
<S> <C>
RISK/RETURN SUMMARY......................................... 1

ABOUT THE PORTFOLIO....................................... 1
MANAGEMENT................................................ 1
INVESTMENT OBJECTIVE, STRATEGY AND RISKS.................. 2
OTHER RISKS............................................... 2
RISK AND RETURN BAR CHART AND TABLE....................... 3

FEES AND EXPENSES........................................... 4

ANNUAL FUND OPERATING EXPENSES.............................. 4

SECURITIES LENDING REVENUE.................................. 4

HIGHLIGHTS.................................................. 5

MANAGEMENT AND ADMINISTRATIVE SERVICES.................... 5
DIVIDEND POLICY........................................... 5
PURCHASE, VALUATION AND REDEMPTION OF SHARES.............. 5

INVESTMENT OBJECTIVE AND POLICIES........................... 5

PORTFOLIO CONSTRUCTION.................................... 5
DEVIATION FROM MARKET CAPITALIZATION WEIGHTING............ 6

SECURITIES LOANS............................................ 6

MANAGEMENT OF THE PORTFOLIO................................. 7

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES............ 7