NEUBERGER BERMAN EQUITY ASSETS
497, 1999-10-12
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SUPPLEMENT TO THE PROSPECTUS DATED DECEMBER 30, 1998

Neuberger Berman, LLC ("NB LLC") and Neuberger Berman Management Inc. are wholly
owned   subsidiaries  of  Neuberger   Berman  Inc.,  a  publicly  held  company.
Individuals who were principals of NB LLC are now employees of NB LLC.

This Supplement is dated October 11, 1999.


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SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION DATED DECEMBER 30, 1998

Neuberger  Berman,  LLC ("NB LLC") and Neuberger Berman Management Inc. ("NBMI")
are wholly owned  subsidiaries of Neuberger  Berman Inc. ("NB Inc."), a publicly
held company.  Certain current and former  directors and officers of NB Inc. and
its subsidiaries ("principals") and their affiliated family limited partnerships
and trusts ("family  affiliates") own approximately 72% of NB Inc.'s outstanding
shares.  These principals and their family  affiliates have agreed to vote their
shares of NB Inc. in accordance with a majority of the shares held by all of the
principals and their family  affiliates cast in a preliminary vote held prior to
any meeting of stockholders of NB Inc.

Lawrence  Zicklin and Richard  Cantor have  retired  from NB LLC and are now the
non-executive  chairman and  vice-chairman of NB Inc.,  respectively.  They will
also  remain on the Board of  Directors  of NBMI.  Mr.  Zicklin  remains  in his
position  with the Trusts.  Individuals  who were  principals  of NB LLC are now
employees  of NB LLC.  Stanley  Egener has  retired as  president  of NBMI,  but
remains in his position with the Trusts.  Peter Sundman,  formerly a senior vice
president, has succeeded him.

This Supplement is dated October 11, 1999.



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