BERGER MID CAP VALUE FUND
SUPPLEMENT DATED JULY 7, 1998
TO PROSPECTUS DATED JULY 7, 1998
The Fund's distributor will solicit orders to purchase Fund
shares during an initial offering period from July 7, 1998 to
August 12, 1998 (the Subscription Period). Orders received
during the Subscription Period will be accepted by the Fund
and invested at the initial public offering price of $10 per
share on August 12, 1998. Payments accompanying orders
received during the Subscription Period will be held by the
Fund's transfer agent uncashed and uninvested until that
time.
Charles Schwab & Co., Inc. (Schwab) is also soliciting
subscriptions of Fund shares during the Subscription Period
pursuant to an agreement with Berger Distributors, Inc.
(BDI), the Fund's distributor. The $10 per share purchase
price for Fund shares ordered through Schwab will be paid
from a Schwab customer's brokerage account on August 12,
1998. BDI will pay Schwab for its services a fee of one
hundred thousand dollars or, if greater, an amount equal to a
maximum of 0.50% of the total dollar amount of Fund shares
sold through Schwab during the Subscription Period. All fees
paid to Schwab under these arrangements will be paid solely
by BDI out of its own resources and will have no effect on
the Fund's fees or expenses.
Shares of the Fund will not be available to the public prior
to the Fund's commencement of operations except through these
special subscription offers. After the Subscription Period,
Schwab will receive remuneration for recordkeeping and
shareholder servicing of Fund shares purchased through
Schwab.
