NICHOLAS APPLEGATE INSTITUTIONAL FUNDS
497, 2000-03-23
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       NICHOLAS | APPLEGATE-Registered Trademark- INSTITUTIONAL FUNDS

                            SUPPLEMENT TO PROSPECTUS
                     INSTITUTIONAL SHARES DATED JULY 9, 1999

                                 MARCH 20, 2000

Effective April 1, 2000 the Global Blue Chip Fund will be renamed to Global
Select Growth Fund.

THE FOLLOWING INFORMATION IS ADDED UNDER THE "GOAL AND PRINCIPAL STRATEGY"
SECTION OF THE LATIN AMERICA FUND ON PAGE17:

Because the Fund is non-diversified, it may invest a significant portion of its
assets in the securities of a single issuer.

THE FOLLOWING INFORMATION IS ADDED UNDER THE "PRIMARY RISKS" SECTION OF THE
LATIN AMERICA FUND ON PAGE 17:

NON-DIVERSIFICATION - Because the Fund will be able to invest its assets in a
small number of issuers, the Fund is more susceptible to any single economic,
political or regulatory event affecting those issuers than is a diversified
fund.

THE FOLLOWING INFORMATION IS ADDED TO THE "ORGANIZATION AND MANAGEMENT" SECTION
UNDER "INVESTMENT ADVISER" ON PAGE 42:

For reasons of efficient portfolio management, the International Small Cap and
Emerging Countries Funds invest in certain Southeast Asian stock markets through
Nicholas-Applegate Southeast Asia Fund, Ltd a company in Mauritius which is the
Funds' subsidiary company (the "Mauritius Subsidiary"). The Mauritius Subsidiary
was incorporated under the laws of Mauritius, and as such is entitled to avail
of the double taxation treaty between India and Mauritius and hence invest in
India in what the Investment Adviser considers to be the most efficient way
currently available. The Funds and Mauritius Subsidiary will be treated as one
entity, and their holdings of investments are aggregated, for the purposes of
applying the investment and borrowing restrictions. All investments made by the
Mauritius Subsidiary will form part of the assets of the Funds' and will be
disclosed in the schedule of investments of the Fund.

THE FOLLOWING INFORMATION IS ADDED TO THE FIRST SENTENCE UNDER "EXPENSE WAIVERS"
SECTION ON PAGE 42:

The Investment Adviser has agreed to waive its fees and absorb other operating
expenses of the Funds so that total operating expenses, excluding taxes,
interest, brokerage and the expenses incurred from the creation and operation of
the Mauritius entity, do not exceed the percentages, as set forth below, for the
Class I shares of each Fund through March 31, 2000.


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       NICHOLAS | APPLEGATE-Registered Trademark- INSTITUTIONAL FUNDS

              SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
             INSTITUTIONAL AND RETIREMENT SHARES DATED JULY 9, 1999

                                 MARCH 20, 2000


THE FOLLOWING INFORMATION ON PAGE B-15 OF THE FUND'S STATEMENT OF ADDITIONAL
INFORMATION UNDER "DIVERSIFICATION" IS AMENDED AS FOLLOWS:

         Each Fund (except the Latin America Fund) is "diversified" within the
meaning of the Investment Company Act. In order to qualify as diversified, a
Fund must diversify its holdings so that at all times at least 75% of the value
of its total assets are represented by: (1) cash and cash items, Government
securities and securities of other investment companies; and (2) other
securities except that the Fund may not invest more than 5% of its total assets
in the securities of any single issuer or own more than 10% of the outstanding
voting securities of any one issuer. The Latin America Fund is a non-diversified
fund required to have at least 50% of the value of its total assets are
represented by: (1) cash and cash items, Government securities and securities of
other investment companies; and (2) other securities except that the Fund may
not invest more than 5% of its total assets in the securities of any single
issuer or own more than 10% of the outstanding voting securities of any one
issuer.

THE FOLLOWING INFORMATION ON PAGE B-15 OF THE STATEMENT OF ADDITIONAL
INFORMATION UNDER "INVESTMENT RESTRICTIONS" IS AMENDED:

1.   May (except the Latin America Fund) invest in securities of any one issuer
     if more than 5% of the market value of its total assets would be invested
     in the securities of such issuer, except that up to 25% of a Fund's total
     assets may be invested without regard to this restriction and a Fund will
     be permitted to invest all or a portion of its assets in another
     diversified, open-end management investment company with substantially the
     same investment objective, policies and restrictions as the Fund. This
     restriction also does not apply to investments by a Fund in securities of
     the U.S. Government or any of its agencies or instrumentalities.

THE FOLLOWING INFORMATION ON PAGE B-21 OF THE STATEMENT OF ADDITIONAL
INFORMATION UNDER THE "INVESTMENT ADVISER" SECTION IS AMENDED AS FOLLOWS:

MAURITIUS SUBSIDIARY

For reasons of efficient portfolio management, the International Small Cap and
Emerging Countries Funds invest in the Southeast Asian stock markets through the
Nicholas-Applegate Southeast Asia Fund, Ltd. a subsidiary of the Funds with
offices located at 3rd Floor, Les Cascades, Edith Cavell Street, Port Louis,
Mauritius (the "Mauritius Subsidiary"). The Mauritius Subsidiary, incorporated
on October 29, 1999, is an "Offshore Company" for the purposes of the Mauritius
Offshore Business Activities Act 1992 and has a certificate of tax residence
from the Commissioner of Income Tax in Mauritius. The directors of the Mauritius
subsidiary are:

                               E. Blake Moore, Jr.
                              Charles H. Field, Jr.


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                               John J.P. McDonnell
                                  K. Dev Joory
                                 Couldip B. Lala

All Directors act in a non-executive capacity.

International Financial Services Limited ("IFS"), is a company incorporated in
Mauritius and licensed by the Mauritius Offshore Business Activities Authority
("MOBAA") to provide, inter alia, company management services to offshore
companies, has been appointed as administrator, registrar and secretary to the
Mauritius Subsidiary at a fee of approximately $2,500 per month. This
appointment may be terminated by either party on three months' prior written
notice or in the other circumstances listed in the agreement. The Mauritius
Subsidiary indemnifies IFS against matters other than those arising by reason of
the negligence, bad faith, dishonesty, fraud or willful breach of duty of IFS or
its employees and agents.


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       NICHOLAS | APPLEGATE-Registered Trademark- INSTITUTIONAL FUNDS

                            SUPPLEMENT TO PROSPECTUS

                      RETIREMENT SHARES DATED JULY 9, 1999

                                 MARCH 20, 2000


THE FOLLOWING INFORMATION IS ADDED TO THE "ORGANIZATION AND MANAGEMENT" SECTION
UNDER "INVESTMENT ADVISER" ON PAGE 20 OF THE PROSPECTUS:

For reasons of efficient portfolio management, the Emerging Countries Fund
invests in certain Southeast Asian stock markets through Nicholas-Applegate
Southeast Asia Fund, Ltd a company in Mauritius which is the Fund's subsidiary
company (the "Mauritius Subsidiary"). The Mauritius Subsidiary was incorporated
under the laws of Mauritius, and as such is entitled to avail of the double
taxation treaty between India and Mauritius and hence invest in India in what
the Investment Adviser considers to be the most efficient way currently
available. The Fund and Mauritius Subsidiary will be treated as one entity, and
their holdings of investments are aggregated, for the purposes of applying the
investment and borrowing restrictions. All investments made by the Mauritius
Subsidiary will form part of the assets of the Fund and will be disclosed in the
schedule of investments of the Fund.

THE FOLLOWING INFORMATION IS ADDED TO THE FIRST SENTENCE UNDER "EXPENSE WAIVERS"
SECTION ON PAGE 20 OF THE PROSPECTUS:

The Investment Adviser has agreed to waive its fees and absorb other operating
expenses of the Funds so that total operating expenses, excluding taxes,
interest, brokerage and the expenses incurred from the creation and operation of
the Mauritius entity, do not exceed the percentages, as set forth below, for the
Class I shares of each Fund through March 31, 2000.




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