<PAGE> 1
THE PAYDEN & RYGEL INVESTMENT GROUP
Supplement to Prospectus dated June 17, 1999
On page 11 under the section entitled "How to Redeem Shares," the following
language is added before the last paragraph:
"The Group has authorized one or more brokers to accept
redemption orders on behalf of the Funds, and such brokers are
authorized to designate intermediaries to accept redemption orders on
behalf of the Funds. A Fund will be deemed to have received a redemption
order when an authorized broker or broker-authorized designee accepts
the order. A Customer's redemption order will be priced at the Fund's
NAV next computed after the order is accepted by an authorized broker or
broker-authorized designee. The authorized broker or broker-authorized
designee may charge the customer a fee for handling the redemption
order."
On page 12 under the section entitled "How to Purchase Shares," the following
language is added after the paragraph entitled "Additional Investments:"
"PURCHASES THROUGH BROKERS
The Group has authorized one or more brokers to accept purchase
orders on behalf of the Funds, and such brokers are authorized to
designate intermediaries to accept purchase orders on behalf of the
Funds. A Fund will be deemed to have received a purchase order when an
authorized broker or broker-authorized designee accepts the order. A
Customer's purchase order will be priced at the Fund's NAV next computed
after the order is accepted by an authorized broker or broker-authorized
designee. The authorized broker or broker-authorized designee may charge
the customer a fee for handling the purchase order."
The date of this Prospectus Supplement is January 19, 2000
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THE PAYDEN & RYGEL INVESTMENT GROUP
Supplement to Statement of Additional Information dated June 17, 1999
On page 4 under the section entitled "OPERATING POLICIES," sub-paragraph (3),
"INVESTMENT COMPANIES," is deleted in its entirety and the following is
substituted in its place:
"As a matter of operating policy, no Fund may:
....
(3) INVESTMENT COMPANIES. Purchase securities of open-end or closed-end
investment companies except in compliance with the Investment Company
Act of 1940, as amended. However, pursuant to an Order issued by the SEC
on December 29, 1999, any Fund may purchase shares of the Bunker Hill
Money Market Fund, provided that the investment does not exceed 25% of
the investing Fund's total assets."
On page 8, the section entitled "Money Market Funds" is deleted in its entirety
and the following is substituted in its place:
"Money Market Funds
To maintain liquidity, each Fund may invest in unaffiliated money market
funds. No investment by any Fund in an unaffiliated money market fund
will be in excess of 3% of the total assets of the money market fund.
None of the Funds anticipates investing more than 15% of its net assets
in unaffiliated money market funds. In addition, pursuant to an Order
issued by the SEC on December 29, 1999, any Fund may purchase shares of
the Bunker Hill Money Market Fund, provided that the investment does not
exceed 25% of the investing Fund's total assets. An investment in a
money market fund by a Fund will involve payment by the Fund of its pro
rata share of advisory and administrative fees charged by such money
market fund."
The date of this Supplement to the Statement of Additional Information is
January 19, 2000.
