STRATUS FUND INC
497, 2000-05-30
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                               STRATUS FUND, INC.

                           INSTITUTIONAL CLASS SHARES


                     INTERMEDIATE GOVERNMENT BOND PORTFOLIO
                         GOVERNMENT SECURITIES PORTFOLIO
                                GROWTH PORTFOLIO
                         CAPITAL APPRECIATION PORTFOLIO


                        SUPPLEMENT DATED MAY 30, 2000 TO
                        PROSPECTUS DATED NOVEMBER 1, 1999


        On  May  26,  2000,   Stratus  Fund,   Inc.   amended  its  articles  of
incorporation  to combine its  Intermediate  Government  Bond Portfolio with its
Government  Securities  Portfolio,  and  to  combine  its  Capital  Appreciation
Portfolio with its Growth Portfolio.  As part of the combinations,  Intermediate
Government Bond Portfolio and Capital Appreciation  Portfolio were terminated as
separate  series of shares of the capital  stock of Stratus  Fund.  Accordingly,
Stratus Fund no longer offers shares of  Intermediate  Government Bond Portfolio
or Capital Appreciation Portfolio for sale to the public.

THIS INFORMATION SUPPLEMENTS THE PROSPECTUS OF STRATUS FUND, INC. DATED NOVEMBER
1, 1999. PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.



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                               STRATUS FUND, INC.

                              RETAIL CLASS A SHARES


                     INTERMEDIATE GOVERNMENT BOND PORTFOLIO
                         GOVERNMENT SECURITIES PORTFOLIO
                                GROWTH PORTFOLIO
                         CAPITAL APPRECIATION PORTFOLIO


                        SUPPLEMENT DATED MAY 30, 2000 TO
                        PROSPECTUS DATED NOVEMBER 1, 1999


        On  May  26,  2000,   Stratus  Fund,   Inc.   amended  its  articles  of
incorporation  to combine its  Intermediate  Government  Bond Portfolio with its
Government  Securities  Portfolio,  and  to  combine  its  Capital  Appreciation
Portfolio with its Growth Portfolio.  As part of the combinations,  Intermediate
Government Bond Portfolio and Capital Appreciation  Portfolio were terminated as
separate  series of shares of the capital  stock of Stratus  Fund.  Accordingly,
Stratus Fund no longer offers shares of  Intermediate  Government Bond Portfolio
or Capital Appreciation Portfolio for sale to the public.

THIS INFORMATION SUPPLEMENTS THE PROSPECTUS OF STRATUS FUND, INC. DATED NOVEMBER
1, 1999. PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.



                                       2
<PAGE>


                               STRATUS FUND, INC.


                     INTERMEDIATE GOVERNMENT BOND PORTFOLIO
                         GOVERNMENT SECURITIES PORTFOLIO
                                GROWTH PORTFOLIO
                         CAPITAL APPRECIATION PORTFOLIO


                        SUPPLEMENT DATED MAY 30, 2000 TO
           STATEMENT OF ADDITIONAL INFORMATION DATED NOVEMBER 1, 1999


        On  May  26,  2000,   Stratus  Fund,   Inc.   amended  its  articles  of
incorporation  to combine its  Intermediate  Government  Bond Portfolio with its
Government  Securities  Portfolio,  and  to  combine  its  Capital  Appreciation
Portfolio with its Growth Portfolio.  As part of the combinations,  Intermediate
Government Bond Portfolio and Capital Appreciation  Portfolio were terminated as
separate  series of shares of the capital  stock of Stratus  Fund.  Accordingly,
Stratus Fund no longer offers shares of  Intermediate  Government Bond Portfolio
or Capital Appreciation Portfolio for sale to the public.

THIS INFORMATION  SUPPLEMENTS THE STATEMENT OF ADDITIONAL INFORMATION OF STRATUS
FUND,  INC.  DATED  NOVEMBER 1, 1999.  PLEASE RETAIN THIS  SUPPLEMENT FOR FUTURE
REFERENCE.




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