FIRST FUNDS
Capital Appreciation Portfolio
SUPPLEMENT DATED MAY 30, 2000
TO THE OCTOBER 28, 1999 PROSPECTUS
This supplement provides new information beyond that contained in
the prospectus, and
should be read in conjunction with such prospectus.
At a meeting on May 17, 2000, shareholders of the Capital
Appreciation Portfolio (the "Portfolio") of First Funds approved
an Investment Advisory and Management Agreement between First
Funds and Delaware Management Company ("DMC") naming DMC as Co-
Adviser to the Portfolio. Effective June 1, 2000, DMC will
replace Investment Advisers, Inc. ("IAI") as Co-Investment
Adviser to the Capital Appreciation Portfolio. Accordingly, the
following changes are made to the Prospectus.
All references to IAI that appear under the following
headings in the Prospectus are changed to refer instead to DMC:
"Investment Objective, Principal Strategies and Risks,"
"Investment Details," "Who Manages the Portfolio?," "How to
Invest in the Portfolio," and "Appendix."
The second bullet point under the heading "Co-Investment
Advisers" under the section entitled "Fund Facts" shall be
replaced with the following language:
Delaware Management Company ("DMC" or "Adviser")
The four Portfolio Managers listed under the section
entitled "Fund Facts" shall be replaced with the following
Portfolio Managers:
- Gerald S. Frey
- Marshall T. Bassett
- John A. Heffern
- Jeffrey W. Hynoski
- Stephan T. Lampe
- Lori P. Wachs
- Francis J. Houghton, Jr.
The first sentence of the first paragraph under the section
entitled "Who Manages the Portfolio?" shall be replaced with the
following language:
First Tennessee (530 Oak Court Drive, Memphis,
Tennessee) and DMC (2005 Market Street, Philadelphia,
Pennsylvania) serve as Co-Investment Advisers to the
Portfolio.
The last paragraph under the section entitled "Who Manages
the Portfolio?" shall be deleted in its entirety and replaced
with the following language:
As of March 31, 2000, DMC had approximately $46 billion
under management in a wide range of asset classes for
institutional investors, large private trusts and mutual
fund shareholders. DMC is organized as a series of Delaware
Management Business Trust ("DMBT"), a business trust
organized under the laws of the State of Delaware. DMC and
DMBT are part of the Delaware Investments family of
companies, which are located at 2005 Market Street,
Philadelphia, PA 19103. They are indirect, wholly-owned
subsidiaries of Lincoln National Corporation, Centre Square,
West Tower, 1500 Market St., Suite 3900, Philadelphia, PA
19102-2112 ("LNC"). LNC is a publicly-owned company whose
shares are traded on the New York Stock Exchange.
The section entitled "Portfolio Managers" shall be deleted
in its entirety and replaced with the following language:
Gerald S. Frey is Vice President/Senior Portfolio
Manager of DMC and joined the company in 1996. Prior to
joining DMC, he was a Senior Director with Morgan Grenfell
Capital Management in New York. Mr. Frey has 22 years'
experience in the money management business and holds a
bachelor's degree in Economics from Bloomsburg University
and attended Wilkes College and New York University.
Marshall T. Bassett is Vice President of DMC and joined
the company in 1997. Prior to joining DMC, he served as
Vice President in Morgan Stanley Asset Management's Emerging
Growth Group, where he analyzed small growth companies.
Prior to that, he was a trust officer at Sovran Bank and
Trust Company. Mr. Bassett received his bachelor's degree
and MBA from Duke University.
John A. Heffern is Vice President of DMC and joined the
company in 1997. Prior to joining DMC, he was a Senior Vice
President, Equity Research at NatWest Securities
Corporation's Specialty Finance Services unit and a
Principal and Senior Regional Bank Analyst at Alex, Brown &
Sons. Mr. Heffern holds a bachelor's degree and an MBA from
the University of North Carolina at Chapel Hill.
Jeffrey W. Hynoski is Vice President of DMC and joined
the company in 1998. Prior to joining DMC, he served as a
Vice President for Bessemer Trust Company in the mid and
large capitalization growth group. Prior to that, Mr.
Hynoski held positions at Lord Abbett & Co. and Cowen Asset
Management. Mr. Hynoski holds a bachelor's degree in
Finance from the University of Delaware and an MBA from Pace
University.
Stephan T. Lampe is Vice President of DMC and joined
the company in 1995. Prior to joining DMC, he served as a
manager at Price Waterhouse. Mr. Lampe is a Certified
Public Accountant. Mr. Lampe earned a bachelor's degree and
an MBA from the University of Pennsylvania's Wharton School.
Lori P. Wachs is Vice President of DMC and joined the
company in 1992. Prior to joining DMC, she was with Goldman
Sachs, where she was an equity analyst for two years. Ms.
Wachs earned a bachelor's degree in Finance and Oriental
Studies from the University of Pennsylvania's Wharton
School.
Francis J. Houghton, Jr. is Vice President of DMC and
joined the company in 1990. Prior to joining DMC, he served
as Chairman of BMI Capital Corporation; Portfolio Manager
for Neuberger & Berman; Partner, Member of the Executive
Committee and Director of Research for Oppenheimer &
Company, Inc.; and Vice President and Portfolio Manager of
J.M. Hartwell & Company. Mr. Houghton earned a BBA from
Manhattan College and attended NYU Graduate School of
Business Administration.
