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SUPPLEMENT DATED DECEMBER 21, 2000 TO THE
PROSPECTUS DATED MAY 31, 2000
THE ARBOR FUND (THE "TRUST")
GOLDEN OAK FAMILY OF FUNDS: GOLDEN OAK GROWTH PORTFOLIO AND
THE GOLDEN OAK TAX-MANAGED EQUITY PORTFOLIO
THIS SUPPLEMENT PROVIDES NEW AND ADDITIONAL INFORMATION BEYOND THAT
CONTAINED IN THE PROSPECTUS. IT SHOULD BE RETAINED AND READ IN CONJUNCTION WITH
THE PROSPECTUS.
On October 17, 2000, Nicholas-Applegate Capital Management
("Nicholas-Applegate"), sub-adviser to the Golden Oak Growth Portfolio and the
Golden Oak Tax-Managed Equity Portfolio (the "Portfolios"), and Allianz of
America ("Allianz") entered into a merger agreement under which Allianz will
acquire Nicholas-Applegate. Following the acquisition, Nicholas-Applegate will
operate as a subsidiary of Allianz and a part of Allianz Asset Management Group.
The change in control of Nicholas-Applegate, by law, will terminate
Nicholas-Applegate's agreements with the Portfolios and necessitate the approval
of new sub-advisory agreements by shareholders. In anticipation of the
acquisition, the Board of Trustees approved interim sub-advisory agreements
between the Trust, Citizens Bank, and Nicholas-Applegate, which will become
effective upon Allianz's acquisition of Nicholas-Applegate, scheduled to be
completed on January 31, 2001. Shareholders will be given the opportunity to
approve new sub-advisory agreements for the Portfolios at a special meeting
currently scheduled for the second quarter of 2001.
Allianz AG, the parent of Allianz, is a publicly traded German
Aktiengesellschaft ( German publicly traded company) which, together with its
subsidiaries, comprise the world's largest insurance group (the "Allianz
Group"). Allianz Group currently has assets under management of approximately
$650 billion. Allianz has indicated that it intends no changes to
Nicholas-Applegate's management of the Portfolios.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
