SMITH BREEDEN SERIES FUND, 497, 1998-10-16

SMITH BREEDEN SERIES FUND
497, 1998-10-16

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						 Rule 497(e)
						  R-33-43089

		 SMITH BREEDEN SERIES FUND


                 FUND PROSPECTUS SUPPLEMENT
            to Prospectus dated October 15, 1998


Availability of Certain Funds.  Shares of the Smith  Breeden
Asian/Pacific  Equity  Market Fund  and  the  Smith  Breeden
European Equity Market Fund are not currently available  for
purchase  by  investors.  It is anticipated that  shares  of
such  Funds  will be offered beginning in 1999.  Prospective
investors should disregard any references to such  Funds  in
the Prospectus.


                                            October 15, 1998