<PAGE>
NICHOLAS-APPLEGATE-Registered Trademark- MUTUAL FUNDS
SUPPLEMENT TO PROSPECTUSES
Dated August 2, 1996
Series A, B & C Domestic Portfolios
January 9, 1997
The Investment Adviser has been appointed as co-administrator of the
Trust, to provide certain administrative services pursuant to a co-
administration agreement with the Trust, subject to the supervision of the Board
of Trustees of the Trust. The Investment Adviser is reimbursed for the
aggregate cost of providing such services, up to the annual rate of 0.10% of
each Portfolio's average daily net assets.
As a result, the information under "Summary of Expenses -- Annual
Portfolio Operating Expenses as a percentage of average net assets (after
expense deferral)" should be revised as follows for Core Growth Portfolio C and
Emerging Growth Portfolios A and C:
Core Growth Emerging Growth Emerging Growth
Portfolio C Portfolio A Portfolio C
----------- --------------- --------------
Management Fees 0.75% 1.00% 1.00%
12b-1 expenses 0.75% 0.25% 0.75%
All other expenses
(after expense deferral)
Shareholder service expenses 0.25% 0.10% 0.25%
Other expenses 0.50% 0.54% 0.51%
Total other expenses 0.75% 0.64% 0.76%
Total operating expenses 2.25% 1.89% 2.51%
(after expense deferral)
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In addition, the information under "Summary of Expenses - Example of Portfolio
Expenses" should be revised as follows for such Portfolios:
1 Year 3 Years 5 Years 10 Years
-----------------------------------------
CORE GROWTH
Portfolio C
Assuming redemption at the
end of the period $33 $ 70 $120 $258
Assuming no redemption $23 $ 70 $120 $258
EMERGING GROWTH
Portfolio A
Portfolio C $71 $109 $149 $262
Assuming redemption at the
end of the period $36 $ 78 $134 $285
Assuming no redemption $26 $ 78 $134 $285
The Investment Adviser has agreed to extend its expense deferral
agreements with respect to all Portfolios through August 31, 1997.
THE FOLLOWING PARAGRAPH UNDER THE "ORGANIZATION AND MANAGEMENT"
SECTION OF THE PROSPECTUSES IS AMENDED TO READ:
The Funds have been managed since inception under the general
supervision of Mr. Nicholas, who has been the Chief Executive Officer of the
Investment Adviser since its organization. In addition, since December 1995,
John D. Wylie, as Chief Investment Officer - Investor Services Group, is also
responsible for general oversight of the Fund's portfolios. The following
persons are primarily responsible for the Investment Adviser's day-to-day
management of the Fund's portfolios; except as otherwise indicated, each of them
has been primarily responsible since the Funds began operation: Core Growth Fund
- - John C. Marshall, Jr.; Emerging Growth Fund - Catherine Somhegyi; Income and
Growth Fund - Catherine Somhegyi (since December 1996); Balanced Growth Fund -
Fred S. Robertson III (since December 1996) and the Investment Adviser's Global
management team, headed by Lawrence S. Speidell (since March 1994) and Catherine
Somhegyi (since March 1996); and Government Income Fund - Fred S. Robertson III.
Mr. Marshall and Ms. Somhegyi have managed similar institutional accounts for
the Investment Adviser for more than the last five years. Mr. Speidell has been
a portfolio manager with the Investment Adviser since March 1994; from
1983 until he joined the Investment Adviser, he was an institutional portfolio
manager with Batterymarch Financial Management. Mr. Robertson has managed
institutional accounts for the Investment Adviser since May 1995. Prior to that
he managed institutional accounts for Criterion Investment Management Company.
<PAGE>
NICHOLAS-APPLEGATE-Registered Trademark- MUTUAL FUNDS
SUPPLEMENT TO PROSPECTUSES
Dated August 2, 1996
Domestic Institutional Portfolios
Domestic Qualified Portfolio
December 26, 1996
The Investment Adviser has been appointed as co-administrator of the
Trust, to provide certain administrative services pursuant to a co-
administration agreement with the Trust, subject to the supervision of the Board
of Trustees of the Trust. The Investment Adviser is reimbursed for the
aggregate cost of providing such services, up to the annual rate of 0.10% of
each Portfolio's average daily net assets.
The Investment Adviser has agreed to extend its expense deferral
agreements with respect to all Portfolios through August 31, 1997.
THE FOLLOWING PARAGRAPH UNDER THE "ORGANIZATION AND MANAGEMENT"
SECTION OF THE PROSPECTUSES IS AMENDED TO READ:
The Funds have been managed since inception under the general
supervision of Mr. Nicholas, who has been the Chief Executive Officer of the
Investment Adviser since its organization. In addition, since December 1995,
John D. Wylie, as Chief Investment Officer - Investor Services Group, is also
responsible for general oversight of the Fund's portfolios. The following
persons are primarily responsible for the Investment Adviser's day-to-day
management of the Fund's portfolios; except as otherwise indicated, each of them
has been primarily responsible since the Funds began operation. Core Growth
Fund - John C. Marshall, Jr.; Emerging Growth Fund - Catherine Somhegyi; Income
and Growth Fund - Catherine Somhegyi (since December 1996); Balanced Growth Fund
- - Fred S. Robertson III (since December 1996) and the Investment Adviser's
Global management team, headed by Lawrence S. Speidell (since March 1994) and
Catherine Somhegyi (since March 1996); and Government Income Fund - Fred S.
Robertson III. Mr. Marshall and Ms. Somhegyi have managed similar institutional
accounts for the Investment Adviser for more than the last five years. Mr.
Speidell has been a portfolio manager with the Investment Adviser since March
1994; from 1983 until he joined the Investment Adviser, he was an institutional
portfolio manager with Batterymarch Financial Management. Mr. Robertson has
managed institutional accounts for the Investment Adviser since May 1995. Prior
to that he managed institutional accounts for Criterion Investment Management
Company.
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THIS PAGE MUST BE KEPT AS THE LAST PAGE OF THE DOCUMENT.
SoftSolution Network ID: LA-BLD-B59744.2 Type: MISC
01/09/97 11:56 pm
