BRANDES INTERNATIONAL FUND
BRANDES SMALL CAP INTERNATIONAL FUND
Supplement to Prospectus Dated April 1, 1996
The Board of Trustees of the Brandes Investment Trust (the "Trust") has
approved in principle a proposed tax-free reorganization ("Proposed
Reorganization") of the Brandes International Fund (the "Brandes International
Fund"), a series of the Trust, into the Northstar International Value Fund
("Northstar International Value Fund"). The Northstar International Value Fund
will be a newly organized series of the Northstar Trust, a registered investment
company, with investment objectives and policies substantially similar to those
of the Brandes International Fund. Upon the completion of the Proposed
Reorganization, the Class A and C shareholders of the Brandes International Fund
will become shareholders of Class A and Class C shares of the Northstar
International Value Fund, respectively. Northstar will serve as advisor to the
Northstar International Value Fund, and Brandes will serve as sub-advisor and
will manage the investment portfolio of the Northstar International Value Fund.
Consummation of the Proposed Reorganization will be subject to (a) the
review and approval by the Board of Trustees of the Trust of a definitive
Agreement and Plan of Reorganization ("Agreement") between the Trust and the
Northstar Trust with respect to the Proposed Reorganization and (b) the approval
of Proposed Reorganization by the shareholders of the Brandes International
Fund. Further details will be provided to the shareholders in a proxy statement
which will be distributed in connection with a special shareholders meeting to
consider the Proposed Reorganization which is currently anticipated to be held
no later than April, 1997.
Management of the Trust has indicated that, upon consummation of the
Proposed Reorganization, the net assets of the Trust's Small Cap International
Fund will be too small to permit its effective operation and that, in light of
the Proposed Reorganization, it is unlikely that the net assets of the Small Cap
International Fund will increase substantially in the foreseeable future.
Accordingly, the Board of Trustees has decided that it is in the best interest
of the Small Cap International Fund and its shareholders that sales of shares of
the Small Cap International Fund be discontinued immediately and that the Small
Cap International Fund be terminated as of the close of business on Friday,
January 17, 1997. The Trust's distributor has agreed to waive any and all
applicable contingent deferred sales charges with respect to future redemptions
of shares of the Small Cap International Fund. The shareholders of the Small Cap
International Fund currently have the right to exchange their shares for shares
of Brandes International Fund at net asset value, without a sales charge (see
"Shareholder Services - Exchange Privilege"). This right will continue until
operations of the Small Cap International Fund are terminated. The Trust's
distributor has also agreed to return to current Class A shareholders of the
Small Cap International Fund who do not exchange their shares for shares of
Brandes International Fund any and all sales charges paid upon their purchases
of Class A shares. Shareholders of the Small Cap International Fund who do not
redeem their shares prior to Friday, January 17, 1997 or who do not exchange
their shares for shares of the Brandes International Fund before such time, will
receive redemption proceeds for their shares from the Trust promptly after
January 17, 1997.
Dated: December 16, 1996
