FLAG INVESTORS SHORT INTERMEDIATE INCOME FUND INC
497, 1998-11-13
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               FLAG INVESTORS SHORT-INTERMEDIATE INCOME FUND, INC.

                        Supplement dated November 13, 1998
                      to the Prospectuses dated May 1, 1998


         The Prospectuses dated May 1, 1998 of Flag Investors Short-Intermediate
Income Fund, Inc. (the "Fund") are hereby amended and supplemented as follows:

         At a shareholder meeting held on September 25, 1998, shareholders of
the Fund approved a Sub-Advisory Agreement among the Fund, Investment Company
Capital Corp. ("ICC") and Alex. Brown Capital Advisory & Trust Company
("ABCAT"). Under this new arrangement, ICC will continue to supervise and manage
all of the Fund's operations and will oversee the performance of ABCAT. ABCAT
will be responsible for decisions to buy and sell securities for the Fund, for
broker-dealer selection and for negotiation of commission rates. ICC will
compensate ABCAT out of its advisory fee.

         ABCAT is a trust company with approximately $2.9 billion in assets
under management at June 30, 1998. ABCAT employs M. Elliott Randolph, Jr. and
Paul D. Corbin who were formerly employees of BT Alex. Brown and ICC and have
managed the Fund's investments since its inception in 1990. The address of ABCAT
is 19 South Street, Baltimore, Maryland 21202.


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               FLAG INVESTORS SHORT-INTERMEDIATE INCOME FUND, INC.

                        Supplement dated November 13, 1998
                   to the Statement of Additional Information
                                dated May 1, 1998



         The Statement of Additional Information dated May 1, 1998 of Flag
Investors Short-Intermediate Income Fund, Inc. (the "Fund") is hereby amended
and supplemented as follows:

         At a shareholder meeting held on September 25, 1998, shareholders of
the Fund approved a Sub-Advisory Agreement among the Fund, Investment Company
Capital Corp. ("ICC") and Alex. Brown Capital Advisory & Trust Company
("ABCAT"). As compensation for providing sub-advisory services, ABCAT is
entitled to receive a fee from ICC, calculated daily and payable monthly, at the
annual rate of 0.23% of the first $1 billion of the Fund's average daily net
assets, 0.20% of the next $500 million of the Fund's average daily net assets,
and 0.16% of that portion of the Fund's average daily net assets in excess of
$1.5 billion. ABCAT has agreed to voluntarily waive its fees in proportion to
any fee waivers by ICC.

         ABCAT is a trust company chartered under the laws of the State of
Maryland. It is a wholly-owned subsidiary of Brown Capital Holdings Incorporated
("Brown Capital Holdings"), a Maryland corporation whose principal executive
officer is Michael D. Hankin. Brown Capital Holdings is owned by management and
employees of ABCAT and outside investors. The address of ABCAT and Brown Capital
Holdings is 19 South Street, Baltimore, Maryland 21202.

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