OAK RIDGE GROWTH FUND
a Series of
OAK RIDGE FUNDS, INC.
Supplement to Statement of Additional Information dated
March 31, 1998
Capitalized terms not otherwise defined in this
Supplement have the same meaning as stated in the
Statement of Additional Information
DISTRIBUTION PLANS
Description of Plans
Effective July 31, 1998, the Fund's Board of
Directors, including a majority of the Disinterested
Directors, approved an amendment to the Class A Plan
and the Class C Plan. Under the amendment, the payment
of fees pursuant to each Plan is no longer limited to
amounts specifically expensed in a specific quarter.
In addition, such fees must be paid promptly after the
close of the quarter rather than within 30 days of the
close of a quarter. All amounts paid out of each Plan
will continue to be reported to the Board of Directors,
but must not be approved in advance of such payment.
Accordingly, the last paragraph on page 16 is deleted
in its entirety and replaced as follows:
"Payment of the distribution and/or service fee is
to be made promptly following the end of each quarter;
provided, however, that the aggregate payments by the
Fund under the Class A Plan to the Distributor and all
Recipients may not exceed 0.25% (on an annualized
basis) of the Fund's average net assets attributable to
the Class A shares for that quarter, and the aggregate
payments by the Fund under the Class C Plan to the
Distributor and all Recipients may not exceed 1.00% (on
an annualized basis) of the Fund's average net assets
attributable to the Class C shares for that quarter.
Please retain this Supplement with your Statement of
Additional Information for future reference.
The date of this Supplement is August 11, 1998.
