<PAGE>
REMBRANDT FUNDS/R/
COMMON SHARES
SUPPLEMENT DATED JANUARY 13, 1998 TO
PROSPECTUS DATED APRIL 30, 1997 AND REVISED OCTOBER 10, 1997
This supplement supersedes and replaces any existing supplements to the
Prospectus. THIS SUPPLEMENT PROVIDES NEW AND ADDITIONAL INFORMATION BEYOND THAT
CONTAINED IN THE PROSPECTUS AND SHOULD BE RETAINED AND READ IN CONJUNCTION WITH
SUCH PROSPECTUS.
Effective December, 1997, SEI Fund Resources, the Administrator of the Rembrandt
Funds (the "Trust"), ceased its voluntary fee waiver for the Trust's Money
Market Funds. Accordingly, please replace "ANNUAL OPERATING EXPENSES" on page 6
of the Prospectus with the following:
<TABLE>
<CAPTION>
Money Market Funds
- -------------------------------------------------------------------------------------------------------
Treasury Government Money Tax-Exempt
Money Money Market Money
Market Market Market
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Advisory Fees (after fee waivers)(1) .20% .20% .20% .19%
12b-1 Fees None None None None
Other Operating Expenses .24% .24% .23% .21%
- -------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(2) .44% .44% .43% .40%
- -------------------------------------------------------------------------------------------------------
</TABLE>
(1) The Advisor is waiving, on a voluntary basis, a portion of its fees from
each Money Market Fund (except the Government Money Market Fund). The
Advisor reserves the right to terminate its waiver at any time in its sole
discretion. Absent such waiver, Advisory Fees for the Funds would be as
follows: Treasury Money Market Fund -- .35%, Money Market Fund -- .35%, and
Tax-Exempt Money Market Fund -- .35%. Additional information may be found
under "The Advisor."
(2) Absent the voluntary waiver described above, Total Operating Expenses for
the Funds would be as follows: Treasury Money Market Fund -- .59%, Money
Market Fund -- .58% and Tax-Exempt Money Market Fund -- .56%. This waiver
is voluntary and may be discontinued at any time at the Advisor's
discretion.
Effective November, 1997, the portfolio manager for the Latin America Equity
Fund is Mr. Luiz Ribeiro. Accordingly, replace the second paragraph under the
section titled "THE SUB-ADVISOR" on page 32 with the following:
<PAGE>
Luiz M. Ribeiro, Jr. has served as the portfolio manager of the Latin
America Equity Fund since November, 1997. Mr. Ribeiro has worked in
various investment management positions with ABN AMRO and/or its affiliates
since 1994. From March, 1990 to June, 1993, he served with the trading desk
of Dibran DTVM Ltd.
At a meeting of the Board of Trustees (the "Board") held on December 11, 1997,
the Board voted to clarify or amend certain of the investment policies of the
Funds. Accordingly, under the section of the Prospectus titled "INVESTMENT
OBJECTIVES AND POLICIES":
(1) with respect to the International Equity Fund, add the following sentences
after the last sentence of the first full paragraph on page 17:
The Fund may invest or hold a portion of its assets in U.S. dollars and
foreign currencies, including multinational currency units. A portion of
the Fund's total assets normally will be held in U.S. dollars.
(2) with respect to the TransEurope Fund, add the following sentences after the
last sentence of the fourth full paragraph on page 17:
The Fund may invest or hold a portion of its assets in U.S. dollars and
European currencies, including multinational currency units. A portion of
the Fund's total assets normally will be held in U.S. dollars.
(3) with respect to the Asian Tigers Fund, add the following sentences after the
last sentence of the third paragraph on page 18:
The Fund may invest or hold a portion of its assets in U.S. dollars and
Asian currencies. A portion of the Fund's total assets normally will be
held in U.S. dollars.
(4) with respect to the Latin America Equity Fund, add the following sentences
after the last sentence of the second paragraph on page 19:
The Fund may invest or hold a portion of its assets in U.S. dollars and
Latin American currencies. A portion of the Fund's total assets normally
will be held in U.S. dollars.
(5) with respect to the International Fixed Income Fund, add the following
sentences after the last sentence of the first full paragraph on page 23:
The Fund may invest or hold a portion of its assets in U.S. dollars and
foreign currencies, including multinational currency units. A portion of
the Fund's total assets normally will be held in U.S. dollars.
(6) with respect to temporary defensive investments of the Equity Funds, Fixed
Income Funds and the Balanced Fund, replace the third paragraph under the
section titled "GENERAL INVESTMENT POLICIES - ALL FUNDS" on page 27 with the
following:
For temporary defensive purposes, when the Advisor determines that market
conditions warrant, each of the Equity Funds, Fixed Income Funds and
Balanced Fund may invest up to 100% of its assets in money market
instruments, U.S. dollars and foreign currencies, including multinational
currency units.
<PAGE>
REMBRANDT FUNDS/R/
INVESTOR SHARES
SUPPLEMENT DATED JANUARY 13, 1998 TO
PROSPECTUS DATED APRIL 30, 1997 AND REVISED OCTOBER 10, 1997
This supplement supersedes and replaces any existing supplements to the
Prospectus. THIS SUPPLEMENT PROVIDES NEW AND ADDITIONAL INFORMATION BEYOND THAT
CONTAINED IN THE PROSPECTUS AND SHOULD BE RETAINED AND READ IN CONJUNCTION WITH
SUCH PROSPECTUS.
Effective December, 1997, SEI Fund Resources, the Administrator of the Rembrandt
Funds (the "Trust"), ceased its voluntary fee waiver for the Trust's Money
Market Funds. Accordingly, please replace "ANNUAL OPERATING EXPENSES" on page 6
of the Prospectus with the following:
<TABLE>
<CAPTION>
Money Market Funds
- -------------------------------------------------------------------------------------------------------
Treasury Government Money Tax-Exempt
Money Money Market Money
Market Market Market
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Advisory Fees (after fee waivers)(1) .20% .20% .20% .19%
12b-1 Fees .25% .25% .25% .25%
Other Operating Expenses (after fee waivers)(2) .24% .31% .34% .21%
- -------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) .69% .76% .79% .65%
- -------------------------------------------------------------------------------------------------------
</TABLE>
(1) The Advisor is waiving, on a voluntary basis, a portion of its fees from
each Fund (except the Government Money Market Fund). The Advisor reserves
the right to terminate its waiver at any time in its sole discretion.
Absent such waiver, Advisory Fees would be as follows: Treasury Money
Market Fund -- .35%, Money Market Fund -- .35%, and Tax-Exempt Money Market
Fund -- .35%. See "The Advisor."
(2) "Other Expenses" have been restated to reflect current fee waivers. Absent
such waivers, "Other Expenses" for the Funds would be as follows: Treasury
Money Market Fund -- .49%, Government Money Market Fund-- .49%, Money
Market Fund -- .48% and Tax-Exempt Money Market Fund --.46%.
(3) Absent waivers described above, Total Operating Expenses for the Funds
would be as follows: Treasury Money Market Fund -- 1.09%, Government Money
Market Fund -- .94%, Money Market Fund -- 1.08% and Tax-Exempt Money
Market Fund -- 1.06%. These fee waivers are voluntary and may be
discontinued at any time at the discretion of the service provider that is
waiving its fee.
Effective November, 1997, the portfolio manager for the Latin America Equity
Fund is Mr. Luiz Ribeiro. Accordingly, replace the second paragraph under the
section titled "THE SUB-ADVISOR" on page 33 with the following:
Luiz M. Ribeiro, Jr. has served as the portfolio manager of the Latin
America Equity Fund since November, 1997. Mr. Ribeiro has worked in
various investment management positions with ABN AMRO and/or its affiliates
since 1994. From March, 1990 to June, 1993, he served with the trading desk
of Dibran DTVM Ltd.
At a meeting of the Board of Trustees (the "Board") held on December 11, 1997,
the Board voted to clarify or amend certain of the investment policies of the
Funds. Accordingly, under the section of the Prospectus titled "Investment
Objectives and Policies":
<PAGE>
(1) with respect to the International Equity Fund, add the following sentences
after the last sentence of the eighth paragraph on page 17:
The Fund may invest or hold a portion of its assets in U.S. dollars and
foreign currencies, including multinational currency units. A portion of
the Fund's total assets normally will be held in U.S. dollars.
(2) with respect to the TransEurope Fund, add the following sentences after the
second sentence of the third paragraph on page 18 of the Prospectus:
The Fund may invest or hold a portion of its assets in U.S. dollars and
European currencies, including multinational currency units. A portion of
the Fund's total assets normally will be held in U.S. dollars.
(3) with respect to the Asian Tigers Fund, add the following sentences after the
sentence at the top of page 19:
The Fund may invest or hold a portion of its assets in U.S. dollars and
Asian currencies. A portion of the Fund's total assets normally will be
held in U.S. dollars.
(4) with respect to the Latin America Equity Fund, add the following sentences
after the last sentence of the sixth paragraph on page 19:
The Fund may invest or hold a portion of its assets in U.S. dollars and
foreign currencies, including multinational currency units. A portion of
the Fund's total assets normally will be held in U.S. dollars.
(5) with respect to the International Fixed Income Fund, add the following
sentences after the sentence at the top of page 24:
The Fund may invest or hold a portion of its assets in U.S. dollars and
foreign currencies, including multinational currency units. A portion of
the Fund's total assets normally will be held in U.S. dollars.
(6) with respect to temporary defensive investments of the Equity Funds, Fixed
Income Funds and the Balanced Fund, replace the fourth paragraph under the
section titled "GENERAL INVESTMENT POLICIES -- ALL FUNDS" on page 28 with the
following:
For temporary defensive purposes, when the Advisor determines that market
conditions warrant, each of the Equity Funds, Fixed Income Funds and
Balanced Fund may invest up to 100% of its assets in money market
instruments, U.S. dollars and foreign currencies, including multinational
currency units.
