SECURITY GROWTH & INCOME FUND/KS/
497, 2000-03-15
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                     SECURITY FUNDS PROSPECTUS SUPPLEMENT
================================================================================
SECURITY GROWTH AND INCOME FUND
SECURITY EQUITY FUND
  EQUITY SERIES
  GLOBAL SERIES
  TOTAL RETURN SERIES
  SOCIAL AWARENESS SERIES
  VALUE SERIES
  SMALL COMPANY SERIES
  ENHANCED INDEX SERIES
  INTERNATIONAL SERIES
  SELECT 25 SERIES
SECURITY ULTRA FUND
MEMBERS OF THE SECURITY BENEFIT GROUP OF COMPANIES
700 HARRISON, TOPEKA, KANSAS 66636-0001


                         SUPPLEMENT DATED MARCH 15, 2000
                      TO PROSPECTUS DATED FEBRUARY 1, 2000


EFFECTIVE  MARCH  7,  2000,  TERRY A.  MILBERGER  ASSUMED  PORTFOLIO  MANAGEMENT
RESPONSIBILITIES  FOR  SECURITY  GROWTH AND INCOME  FUND,  REPLACING  MICHAEL A.
PETERSON.  MR. PETERSON'S  BIOGRAPHICAL  INFORMATION APPEARING UNDER THE HEADING
"PORTFOLIO  MANAGERS" IS REMOVED AND MR.  MILBERGER'S  BIOGRAPHICAL  INFORMATION
UNDER THE SAME HEADING IS REPLACED WITH THE FOLLOWING INFORMATION:

TERRY A. MILBERGER, Senior Portfolio Manager of the Investment Manager, has been
the  manager of Equity  Fund since 1981 and Growth and Income  Fund since  March
2000.  He has been the lead  manager  of Select 25 Fund since its  inception  in
January 1999 and of Total Return Fund since May 1999.  He has more than 20 years
of investment  experience.  He began his career as an investment  analyst in the
insurance  industry,  and from 1974  through  1978,  he  served as an  assistant
portfolio  manager  for the  Investment  Manager.  He was then  employed as Vice
President  of Texas  Commerce  Bank and  managed  its  pension  assets  until he
returned to the  Investment  Manager in 1981. Mr.  Milberger  holds a bachelor's
degree  in  business  and an  M.B.A.  from the  University  of  Kansas  and is a
Chartered Financial Analyst.


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