Rule 497(e)
Registration No. 33-84842
The Bear Stearns Funds
Balanced Portfolio
Supplement Dated March 17, 1999
to the Statement of Additional Information
Dated July 28, 1998
The Bear Stearns Funds Balanced Portfolio Statement of Additional
Information is supplemented as follows:
The following replaces the disclosure under "MANAGEMENT OF THE FUND" on
pages 16 to 18.
Trustees and officers of the Fund, together with information
as to their principal business occupations during at least the last
five years, are shown below. Each Trustee who is an "interested person"
of the Fund, as defined in the 1940 Act, is indicated by an asterisk.
<TABLE>
<CAPTION>
Name and Address Position Principal Occupation
(and age) with Fund During Past Five Years
--------- --------- ----------------------
<S> <C> <C>
Peter M. Bren (64) Trustee President of The Bren Co. since
126 East 56th Street 1969; President of Koll, Bren
New York, NY 10021 Realty Advisors and Senior
Partner for Lincoln Properties prior
thereto.
Alan J. Dixon* (70) Trustee Partner of Bryan Cave, a law firm
7535 Claymont Court in St. Louis since January 1993;
Apt. #2 United States Senator of Illinois
Belleville, IL 62223 from 1981 to 1993.
John R. McKernan, Jr. (50) Trustee Chairman and Chief Executive
P.O. Box 15213 Officer of McKernan Enterprises
Portland, ME 02110 since January 1995; Governor of
Maine prior thereto.
M.B. Oglesby, Jr. (56) Trustee Consultant since March 1998;
700 13th Street, N.W. President and Chief Executive
Suite 400 Officer. Association of American
Washington, D.C. 20005 Railroads from June 1997 to March
1998; Vice Chairman of Cassidy &
<PAGE>
Associates from February 1996 to June
1997; Senior Vice President of RJR
Nabisco, Inc. from April 1989 to
February 1996; Former Deputy Chief
of Staff-White House from 1988 to
January 1989.
Michael Minikes* (53) Trustee Senior Managing Director of Bear
245 Park Avenue Chairman Sterns since September 1985;
New York, NY 10167 Chairman of BSFM since December
1997; Treasurer of Bear Sterns
since January 1986; Treasurer of
the Bear Sterns Companies Inc.
since September 1985; Director of
The Bear Sterns Companies Inc.
since October 1989.
Donalda L. Fordyce (39) President Senior Managing Director of Bear
575 Lexington Avenue Stearns since March 1996;
New York, NY 10022 previously Vice President, Asset
Management Group, Goldman Sachs from
1986 to 1996.
Barry Sommers (30) Executive Vice Managing Director and Head of
575 Lexington Avenue President Marketing and Sales for Bear
New York, NY 10022 Sterns Funds since March 1997;
Vice President in Mutual Fund
Sales, Goldman, Sachs & Co. from
May 1995 to May 1997; Vice
President, Putnam Investments
from May 1992 to May 1995.
Stephen A. Bornstein (55) Secretary Managing Director, Legal
575 Lexington Avenue Department; General Counsel, Bear
New York, NY 10022 Stearns Asset Management.
2
<PAGE>
Frank J. Maresca (40) Vice President and Managing Director of Bear Stearns
575 Lexington Avenue Treasurer since September 1994; Chief
New York, NY 10022 Executive Officer and President
of BSFM since December 1997; Associate
Director of Bear Stearns from
September 1993 to September 1994;
Vice President of Bear Stearns from
March 1992 to September 1993.
Vincent L. Pereira (33) Assistant Associate Director of Bear
575 Lexington Avenue Treasurer Stearns since September 1995;
New York, NY 10022 Treasurer and Secretary of BSFM
since December 1997; Vice
President of Bear Stearns from
May 1993 to September 1995;
Assistant Vice President of
Mitchell Hutchins Asset
Management Inc. from October 1992
to May 1993.
3
</TABLE>
<PAGE>
Rule 497(e)
Registration No. 33-84842
The Bear Stearns Funds
Large Cap Value Portfolio
Small Cap Value Portfolio
Income Portfolio
Supplement Dated March 17, 1999
to the Statement of Additional Information
Dated July 28, 1998
The Bear Stearns Funds Statement of Additional Information for the
Large Cap Value Portfolio, Small Cap Value Portfolio and Income
Portfolio is supplemented as follows:
The following replaces the disclosure under "MANAGEMENT OF THE FUND" on
pages 10 to 12.
Trustees and officers of the Fund, together with information
as to their principal business occupations during at least the last
five years, are shown below. Each Trustee who is an "interested person"
of the Fund, as defined in the 1940 Act, is indicated by an asterisk.
<TABLE>
<CAPTION>
Name and Address Position Principal Occupation
(and age) with Fund During Past Five Years
--------- --------- ----------------------
<S> <C> <C>
Peter M. Bren (64) Trustee President of The Bren Co. since
126 East 56th Street 1969; President of Koll, Bren
New York, NY 10021 Realty Advisors and Senior
Partner for Lincoln Properties prior
thereto.
Alan J. Dixon* (70) Trustee Partner of Bryan Cave, a law firm
7535 Claymont Court in St. Louis since January 1993;
Apt. #2 United States Senator of Illinois
Belleville, IL 62223 from 1981 to 1993.
John R. McKernan, Jr. (50) Trustee Chairman and Chief Executive
P.O. Box 15213 Officer of McKernan Enterprises
Portland, ME 02110 since January 1995; Governor of
Maine prior thereto.
M.B. Oglesby, Jr. (56) Trustee Consultant since March 1998;
700 13th Street, N.W. President and Chief Executive
Suite 400 Officer. Association of American
Washington, D.C. 20005 Railroads from June 1997 to March
1998; Vice Chairman of Cassidy &
<PAGE>
Associates from February 1996 to June
1997; Senior Vice President of RJR
Nabisco, Inc. from April 1989 to
February 1996; Former Deputy Chief
of Staff-White House from 1988 to
January 1989.
Michael Minikes* (53) Trustee Senior Managing Director of Bear
245 Park Avenue Chairman Sterns since September 1985;
New York, NY 10167 Chairman of BSFM since December
1997; Treasurer of Bear Sterns
since January 1986; Treasurer of
the Bear Sterns Companies Inc.
since September 1985; Director of
The Bear Sterns Companies Inc.
since October 1989.
Donalda L. Fordyce (39) President Senior Managing Director of Bear
575 Lexington Avenue Stearns since March 1996;
New York, NY 10022 previously Vice President, Asset
Management Group, Goldman Sachs from
1986 to 1996.
Barry Sommers (30) Executive Vice Managing Director and Head of
575 Lexington Avenue President Marketing and Sales for Bear
New York, NY 10022 Sterns Funds since March 1997;
Vice President in Mutual Fund
Sales, Goldman, Sachs & Co. from
May 1995 to May 1997; Vice
President, Putnam Investments
from May 1992 to May 1995.
Stephen A. Bornstein (55) Secretary Managing Director, Legal
575 Lexington Avenue Department; General Counsel, Bear
New York, NY 10022 Stearns Asset Management.
2
<PAGE>
Frank J. Maresca (40) Vice President and Managing Director of Bear Stearns
575 Lexington Avenue Treasurer since September 1994; Chief
New York, NY 10022 Executive Officer and President
of BSFM since December 1997; Associate
Director of Bear Stearns from
September 1993 to September 1994;
Vice President of Bear Stearns from
March 1992 to September 1993.
Vincent L. Pereira (33) Assistant Associate Director of Bear
575 Lexington Avenue Treasurer Stearns since September 1995;
New York, NY 10022 Treasurer and Secretary of BSFM
since December 1997; Vice
President of Bear Stearns from
May 1993 to September 1995;
Assistant Vice President of
Mitchell Hutchins Asset
Management Inc. from October 1992
to May 1993.
</TABLE>
3
<PAGE>
Rule 497(e)
Registration No. 33-84842
The Bear Stearns Funds
Prime Money Market Portfolio
Supplement Dated March 17, 1999
to the Statement of Additional Information
Dated July 28, 1998
The Bear Stearns Funds Prime Money Market Portfolio Statement of
Additional Information is supplemented as follows:
The following replaces the disclosure under "MANAGEMENT OF THE FUND" on
pages 11 to 13.
Trustees and officers of the Fund, together with information
as to their principal business occupations during at least the last
five years, are shown below. Each Trustee who is an "interested person"
of the Fund, as defined in the 1940 Act, is indicated by an asterisk.
<TABLE>
<CAPTION>
Name and Address Position Principal Occupation
(and age) with Fund During Past Five Years
--------- --------- ----------------------
<S> <C> <C>
Peter M. Bren (64) Trustee President of The Bren Co. since
126 East 56th Street 1969; President of Koll, Bren
New York, NY 10021 Realty Advisors and Senior
Partner for Lincoln Properties prior
thereto.
Alan J. Dixon* (70) Trustee Partner of Bryan Cave, a law firm
7535 Claymont Court in St. Louis since January 1993;
Apt. #2 United States Senator of Illinois
Belleville, IL 62223 from 1981 to 1993.
John R. McKernan, Jr. (50) Trustee Chairman and Chief Executive
P.O. Box 15213 Officer of McKernan Enterprises
Portland, ME 02110 since January 1995; Governor of
Maine prior thereto.
M.B. Oglesby, Jr. (56) Trustee Consultant since March 1998;
700 13th Street, N.W. President and Chief Executive
Suite 400 Officer. Association of American
Washington, D.C. 20005 Railroads from June 1997 to March
1998; Vice Chairman of Cassidy &
<PAGE>
Associates from February 1996 to June
1997; Senior Vice President of RJR
Nabisco, Inc. from April 1989 to
February 1996; Former Deputy Chief
of Staff-White House from 1988 to
January 1989.
Michael Minikes* (53) Trustee Senior Managing Director of Bear
245 Park Avenue Chairman Sterns since September 1985;
New York, NY 10167 Chairman of BSFM since December
1997; Treasurer of Bear Sterns
since January 1986; Treasurer of
the Bear Sterns Companies Inc.
since September 1985; Director of
The Bear Sterns Companies Inc.
since October 1989.
Donalda L. Fordyce (39) President Senior Managing Director of Bear
575 Lexington Avenue Stearns since March 1996;
New York, NY 10022 previously Vice President, Asset
Management Group, Goldman Sachs from
1986 to 1996.
Barry Sommers (30) Executive Vice Managing Director and Head of
575 Lexington Avenue President Marketing and Sales for Bear
New York, NY 10022 Sterns Funds since March 1997;
Vice President in Mutual Fund
Sales, Goldman, Sachs & Co. from
May 1995 to May 1997; Vice
President, Putnam Investments
from May 1992 to May 1995.
Stephen A. Bornstein (55) Secretary Managing Director, Legal
575 Lexington Avenue Department; General Counsel, Bear
New York, NY 10022 Stearns Asset Management.
2
<PAGE>
Frank J. Maresca (40) Vice President and Managing Director of Bear Stearns
575 Lexington Avenue Treasurer since September 1994; Chief
New York, NY 10022 Executive Officer and President
of BSFM since December 1997; Associate
Director of Bear Stearns from
September 1993 to September 1994;
Vice President of Bear Stearns from
March 1992 to September 1993.
Vincent L. Pereira (33) Assistant Associate Director of Bear
575 Lexington Avenue Treasurer Stearns since September 1995;
New York, NY 10022 Treasurer and Secretary of BSFM
since December 1997; Vice
President of Bear Stearns from
May 1993 to September 1995;
Assistant Vice President of
Mitchell Hutchins Asset
Management Inc. from October 1992
to May 1993.
</TABLE>
3
<PAGE>
Rule 497(e)
Registration No. 33-84842
The Bear Stearns Funds
High Yield Total Return Portfolio
Supplement Dated March 17, 1999
to the Statement of Additional Information
Dated July 28, 1998
The Bear Stearns Funds High Yield Total Return Portfolio Statement of
Additional Information is supplemented as follows:
The following replaces the disclosure under "MANAGEMENT OF THE FUND" on
pages 24 to 26.
Trustees and officers of the Fund, together with information
as to their principal business occupations during at least the last
five years, are shown below. Each Trustee who is an "interested person"
of the Fund, as defined in the 1940 Act, is indicated by an asterisk.
<TABLE>
<CAPTION>
Name and Address Position Principal Occupation
(and age) with Fund During Past Five Years
--------- --------- ----------------------
<S> <C> <C>
Peter M. Bren (64) Trustee President of The Bren Co. since
126 East 56th Street 1969; President of Koll, Bren
New York, NY 10021 Realty Advisors and Senior
Partner for Lincoln Properties prior
thereto.
Alan J. Dixon* (70) Trustee Partner of Bryan Cave, a law firm
7535 Claymont Court in St. Louis since January 1993;
Apt. #2 United States Senator of Illinois
Belleville, IL 62223 from 1981 to 1993.
John R. McKernan, Jr. (50) Trustee Chairman and Chief Executive
P.O. Box 15213 Officer of McKernan Enterprises
Portland, ME 02110 since January 1995; Governor of
Maine prior thereto.
M.B. Oglesby, Jr. (56) Trustee Consultant since March 1998;
700 13th Street, N.W. President and Chief Executive
Suite 400 Officer. Association of American
Washington, D.C. 20005 Railroads from June 1997 to March
1998; Vice Chairman of Cassidy &
<PAGE>
Associates from February 1996 to June
1997; Senior Vice President of RJR
Nabisco, Inc. from April 1989 to
February 1996; Former Deputy Chief
of Staff-White House from 1988 to
January 1989.
Michael Minikes* (53) Trustee Senior Managing Director of Bear
245 Park Avenue Chairman Sterns since September 1985;
New York, NY 10167 Chairman of BSFM since December
1997; Treasurer of Bear Sterns
since January 1986; Treasurer of
the Bear Sterns Companies Inc.
since September 1985; Director of
The Bear Sterns Companies Inc.
since October 1989.
Donalda L. Fordyce (39) President Senior Managing Director of Bear
575 Lexington Avenue Stearns since March 1996;
New York, NY 10022 previously Vice President, Asset
Management Group, Goldman Sachs from
1986 to 1996.
Barry Sommers (30) Executive Vice Managing Director and Head of
575 Lexington Avenue President Marketing and Sales for Bear
New York, NY 10022 Sterns Funds since March 1997;
Vice President in Mutual Fund
Sales, Goldman, Sachs & Co. from
May 1995 to May 1997; Vice
President, Putnam Investments
from May 1992 to May 1995.
Stephen A. Bornstein (55) Secretary Managing Director, Legal
575 Lexington Avenue Department; General Counsel, Bear
New York, NY 10022 Stearns Asset Management.
2
<PAGE>
Frank J. Maresca (40) Vice President and Managing Director of Bear Stearns
575 Lexington Avenue Treasurer since September 1994; Chief
New York, NY 10022 Executive Officer and President
of BSFM since December 1997; Associate
Director of Bear Stearns from
September 1993 to September 1994;
Vice President of Bear Stearns from
March 1992 to September 1993.
Vincent L. Pereira (33) Assistant Associate Director of Bear
575 Lexington Avenue Treasurer Stearns since September 1995;
New York, NY 10022 Treasurer and Secretary of BSFM
since December 1997; Vice
President of Bear Stearns from
May 1993 to September 1995;
Assistant Vice President of
Mitchell Hutchins Asset
Management Inc. from October 1992
to May 1993.
</TABLE>
3
<PAGE>
Rule 497(e)
Registration No. 33-84842
The Bear Stearns Funds
The Insiders Select Fund
Supplement Dated March 17, 1999
to the Statement of Additional Information
Dated July 28, 1998
The Bear Stearns Funds Insiders Select Fund Statement of Additional
Information is supplemented as follows:
The following replaces the disclosure under "MANAGEMENT OF THE FUND" on
pages 9 to 11.
Trustees and officers of the Fund, together with information
as to their principal business occupations during at least the last
five years, are shown below. Each Trustee who is an "interested person"
of the Fund, as defined in the 1940 Act, is indicated by an asterisk.
<TABLE>
<CAPTION>
Name and Address Position Principal Occupation
(and age) with Fund During Past Five Years
--------- --------- ----------------------
<S> <C> <C>
Peter M. Bren (64) Trustee President of The Bren Co. since
126 East 56th Street 1969; President of Koll, Bren
New York, NY 10021 Realty Advisors and Senior
Partner for Lincoln Properties prior
thereto.
Alan J. Dixon* (70) Trustee Partner of Bryan Cave, a law firm
7535 Claymont Court in St. Louis since January 1993;
Apt. #2 United States Senator of Illinois
Belleville, IL 62223 from 1981 to 1993.
John R. McKernan, Jr. (50) Trustee Chairman and Chief Executive
P.O. Box 15213 Officer of McKernan Enterprises
Portland, ME 02110 since January 1995; Governor of
Maine prior thereto.
M.B. Oglesby, Jr. (56) Trustee Consultant since March 1998;
700 13th Street, N.W. President and Chief Executive
Suite 400 Officer. Association of American
Washington, D.C. 20005 Railroads from June 1997 to March
1998; Vice Chairman of Cassidy &
<PAGE>
Associates from February 1996 to June
1997; Senior Vice President of RJR
Nabisco, Inc. from April 1989 to
February 1996; Former Deputy Chief
of Staff-White House from 1988 to
January 1989.
Michael Minikes* (53) Trustee Senior Managing Director of Bear
245 Park Avenue Chairman Sterns since September 1985;
New York, NY 10167 Chairman of BSFM since December
1997; Treasurer of Bear Sterns
since January 1986; Treasurer of
the Bear Sterns Companies Inc.
since September 1985; Director of
The Bear Sterns Companies Inc.
since October 1989.
Donalda L. Fordyce (39) President Senior Managing Director of Bear
575 Lexington Avenue Stearns since March 1996;
New York, NY 10022 previously Vice President, Asset
Management Group, Goldman Sachs from
1986 to 1996.
Barry Sommers (30) Executive Vice Managing Director and Head of
575 Lexington Avenue President Marketing and Sales for Bear
New York, NY 10022 Sterns Funds since March 1997;
Vice President in Mutual Fund
Sales, Goldman, Sachs & Co. from
May 1995 to May 1997; Vice
President, Putnam Investments
from May 1992 to May 1995.
Stephen A. Bornstein (55) Secretary Managing Director, Legal
575 Lexington Avenue Department; General Counsel, Bear
New York, NY 10022 Stearns Asset Management.
2
<PAGE>
Frank J. Maresca (40) Vice President and Managing Director of Bear Stearns
575 Lexington Avenue Treasurer since September 1994; Chief
New York, NY 10022 Executive Officer and President
of BSFM since December 1997; Associate
Director of Bear Stearns from
September 1993 to September 1994;
Vice President of Bear Stearns from
March 1992 to September 1993.
Vincent L. Pereira (33) Assistant Associate Director of Bear
575 Lexington Avenue Treasurer Stearns since September 1995;
New York, NY 10022 Treasurer and Secretary of BSFM
since December 1997; Vice
President of Bear Stearns from
May 1993 to September 1995;
Assistant Vice President of
Mitchell Hutchins Asset
Management Inc. from October 1992
to May 1993.
</TABLE>
3
<PAGE>
Rule 497(e)
Registration No. 33-84842
The Bear Stearns Funds
Focus List Portfolio
Supplement Dated March 17, 1999
to the Statement of Additional Information
Dated July 28, 1998
The Bear Stearns Funds Focus List Portfolio Statement of Additional Information
is supplemented as follows:
The following replaces the disclosure under "MANAGEMENT OF THE FUND" on pages 9
to 11.
Trustees and officers of the Fund, together with information as to
their principal business occupations during at least the last five years, are
shown below. Each Trustee who is an "interested person" of the Fund, as defined
in the 1940 Act, is indicated by an asterisk.
<TABLE>
<CAPTION>
Name and Address Position Principal Occupation
(and age) with Fund During Past Five Years
--------- --------- ----------------------
<S> <C> <C>
Peter M. Bren (64) Trustee President of The Bren Co. since
126 East 56th Street 1969; President of Koll, Bren
New York, NY 10021 Realty Advisors and Senior
Partner for Lincoln Properties prior
thereto.
Alan J. Dixon* (70) Trustee Partner of Bryan Cave, a law firm
7535 Claymont Court in St. Louis since January 1993;
Apt. #2 United States Senator of Illinois
Belleville, IL 62223 from 1981 to 1993.
John R. McKernan, Jr. (50) Trustee Chairman and Chief Executive
P.O. Box 15213 Officer of McKernan Enterprises
Portland, ME 02110 since January 1995; Governor of
Maine prior thereto.
M.B. Oglesby, Jr. (56) Trustee Consultant since March 1998;
700 13th Street, N.W. President and Chief Executive
Suite 400 Officer. Association of American
Washington, D.C. 20005 Railroads from June 1997 to March
1998; Vice Chairman of Cassidy &
<PAGE>
Associates from February 1996 to June
1997; Senior Vice President of RJR
Nabisco, Inc. from April 1989 to
February 1996; Former Deputy Chief
of Staff-White House from 1988 to
January 1989.
Michael Minikes* (53) Trustee Senior Managing Director of Bear
245 Park Avenue Chairman Sterns since September 1985;
New York, NY 10167 Chairman of BSFM since December
1997; Treasurer of Bear Sterns
since January 1986; Treasurer of
the Bear Sterns Companies Inc.
since September 1985; Director of
The Bear Sterns Companies Inc.
since October 1989.
Donalda L. Fordyce (39) President Senior Managing Director of Bear
575 Lexington Avenue Stearns since March 1996;
New York, NY 10022 previously Vice President, Asset
Management Group, Goldman Sachs from
1986 to 1996.
Barry Sommers (30) Executive Vice Managing Director and Head of
575 Lexington Avenue President Marketing and Sales for Bear
New York, NY 10022 Sterns Funds since March 1997;
Vice President in Mutual Fund
Sales, Goldman, Sachs & Co. from
May 1995 to May 1997; Vice
President, Putnam Investments
from May 1992 to May 1995.
Stephen A. Bornstein (55) Secretary Managing Director, Legal
575 Lexington Avenue Department; General Counsel, Bear
New York, NY 10022 Stearns Asset Management.
2
<PAGE>
Frank J. Maresca (40) Vice President and Managing Director of Bear Stearns
575 Lexington Avenue Treasurer since September 1994; Chief
New York, NY 10022 Executive Officer and President
of BSFM since December 1997; Associate
Director of Bear Stearns from
September 1993 to September 1994;
Vice President of Bear Stearns from
March 1992 to September 1993.
Vincent L. Pereira (33) Assistant Associate Director of Bear
575 Lexington Avenue Treasurer Stearns since September 1995;
New York, NY 10022 Treasurer and Secretary of BSFM
since December 1997; Vice
President of Bear Stearns from
May 1993 to September 1995;
Assistant Vice President of
Mitchell Hutchins Asset
Management Inc. from October 1992
to May 1993.
</TABLE>
3
<PAGE>
Rule 497(e)
Registration No. 33-84842
The Bear Stearns Funds
International Equity Portfolio
Supplement Dated March 17, 1999
to the Statement of Additional Information
Dated July 28, 1998
The Bear Stearns Funds International Equity Portfolio Statement of Additional
Information is supplemented as follows:
The following replaces the disclosure under "MANAGEMENT OF THE FUND" on pages 23
to 25.
Trustees and officers of the Fund, together with information as to
their principal business occupations during at least the last five years, are
shown below. Each Trustee who is an "interested person" of the Fund, as defined
in the 1940 Act, is indicated by an asterisk.
<TABLE>
<CAPTION>
Name and Address Position Principal Occupation
(and age) with Fund During Past Five Years
--------- --------- ----------------------
<S> <C> <C>
Peter M. Bren (64) Trustee President of The Bren Co. since
126 East 56th Street 1969; President of Koll, Bren
New York, NY 10021 Realty Advisors and Senior
Partner for Lincoln Properties prior
thereto.
Alan J. Dixon* (70) Trustee Partner of Bryan Cave, a law firm
7535 Claymont Court in St. Louis since January 1993;
Apt. #2 United States Senator of Illinois
Belleville, IL 62223 from 1981 to 1993.
John R. McKernan, Jr. (50) Trustee Chairman and Chief Executive
P.O. Box 15213 Officer of McKernan Enterprises
Portland, ME 02110 since January 1995; Governor of
Maine prior thereto.
M.B. Oglesby, Jr. (56) Trustee Consultant since March 1998;
700 13th Street, N.W. President and Chief Executive
Suite 400 Officer. Association of American
Washington, D.C. 20005 Railroads from June 1997 to March
1998; Vice Chairman of Cassidy &
<PAGE>
Associates from February 1996 to June
1997; Senior Vice President of RJR
Nabisco, Inc. from April 1989 to
February 1996; Former Deputy Chief
of Staff-White House from 1988 to
January 1989.
Michael Minikes* (53) Trustee Senior Managing Director of Bear
245 Park Avenue Chairman Sterns since September 1985;
New York, NY 10167 Chairman of BSFM since December
1997; Treasurer of Bear Sterns
since January 1986; Treasurer of
the Bear Sterns Companies Inc.
since September 1985; Director of
The Bear Sterns Companies Inc.
since October 1989.
Donalda L. Fordyce (39) President Senior Managing Director of Bear
575 Lexington Avenue Stearns since March 1996;
New York, NY 10022 previously Vice President, Asset
Management Group, Goldman Sachs from
1986 to 1996.
Barry Sommers (30) Executive Vice Managing Director and Head of
575 Lexington Avenue President Marketing and Sales for Bear
New York, NY 10022 Sterns Funds since March 1997;
Vice President in Mutual Fund
Sales, Goldman, Sachs & Co. from
May 1995 to May 1997; Vice
President, Putnam Investments
from May 1992 to May 1995.
Stephen A. Bornstein (55) Secretary Managing Director, Legal
575 Lexington Avenue Department; General Counsel, Bear
New York, NY 10022 Stearns Asset Management.
2
<PAGE>
Frank J. Maresca (40) Vice President and Managing Director of Bear Stearns
575 Lexington Avenue Treasurer since September 1994; Chief
New York, NY 10022 Executive Officer and President
of BSFM since December 1997; Associate
Director of Bear Stearns from
September 1993 to September 1994;
Vice President of Bear Stearns from
March 1992 to September 1993.
Vincent L. Pereira (33) Assistant Associate Director of Bear
575 Lexington Avenue Treasurer Stearns since September 1995;
New York, NY 10022 Treasurer and Secretary of BSFM
since December 1997; Vice
President of Bear Stearns from
May 1993 to September 1995;
Assistant Vice President of
Mitchell Hutchins Asset
Management Inc. from October 1992
to May 1993.
</TABLE>
3
<PAGE>
Rule 497(e)
Registration No. 33-84842
The Bear Stearns Funds
S&P STARS Portfolio
Supplement Dated March 17, 1999
to the Statement of Additional Information
Dated July 28, 1998
The Bear Stearns Funds S&P STARS Portfolio Statement of Additional Information
is supplemented as follows:
The following replaces the disclosure under "MANAGEMENT OF THE FUND" on pages 7
to 9.
Trustees and officers of the Fund, together with information as to
their principal business occupations during at least the last five years, are
shown below. Each Trustee who is an "interested person" of the Fund, as defined
in the 1940 Act, is indicated by an asterisk.
<TABLE>
<CAPTION>
Name and Address Position Principal Occupation
(and age) with Fund During Past Five Years
--------- --------- ----------------------
<S> <C> <C>
Peter M. Bren (64) Trustee President of The Bren Co. since
126 East 56th Street 1969; President of Koll, Bren
New York, NY 10021 Realty Advisors and Senior
Partner for Lincoln Properties prior
thereto.
Alan J. Dixon* (70) Trustee Partner of Bryan Cave, a law firm
7535 Claymont Court in St. Louis since January 1993;
Apt. #2 United States Senator of Illinois
Belleville, IL 62223 from 1981 to 1993.
John R. McKernan, Jr. (50) Trustee Chairman and Chief Executive
P.O. Box 15213 Officer of McKernan Enterprises
Portland, ME 02110 since January 1995; Governor of
Maine prior thereto.
M.B. Oglesby, Jr. (56) Trustee Consultant since March 1998;
700 13th Street, N.W. President and Chief Executive
Suite 400 Officer. Association of American
Washington, D.C. 20005 Railroads from June 1997 to March
1998; Vice Chairman of Cassidy &
<PAGE>
Associates from February 1996 to June
1997; Senior Vice President of RJR
Nabisco, Inc. from April 1989 to
February 1996; Former Deputy Chief
of Staff-White House from 1988 to
January 1989.
Michael Minikes* (53) Trustee Senior Managing Director of Bear
245 Park Avenue Chairman Sterns since September 1985;
New York, NY 10167 Chairman of BSFM since December
1997; Treasurer of Bear Sterns
since January 1986; Treasurer of
the Bear Sterns Companies Inc.
since September 1985; Director of
The Bear Sterns Companies Inc.
since October 1989.
Donalda L. Fordyce (39) President Senior Managing Director of Bear
575 Lexington Avenue Stearns since March 1996;
New York, NY 10022 previously Vice President, Asset
Management Group, Goldman Sachs from
1986 to 1996.
Barry Sommers (30) Executive Vice Managing Director and Head of
575 Lexington Avenue President Marketing and Sales for Bear
New York, NY 10022 Sterns Funds since March 1997;
Vice President in Mutual Fund
Sales, Goldman, Sachs & Co. from
May 1995 to May 1997; Vice
President, Putnam Investments
from May 1992 to May 1995.
Stephen A. Bornstein (55) Secretary Managing Director, Legal
575 Lexington Avenue Department; General Counsel, Bear
New York, NY 10022 Stearns Asset Management.
2
<PAGE>
Frank J. Maresca (40) Vice President and Managing Director of Bear Stearns
575 Lexington Avenue Treasurer since September 1994; Chief
New York, NY 10022 Executive Officer and President
of BSFM since December 1997; Associate
Director of Bear Stearns from
September 1993 to September 1994;
Vice President of Bear Stearns from
March 1992 to September 1993.
Vincent L. Pereira (33) Assistant Associate Director of Bear
575 Lexington Avenue Treasurer Stearns since September 1995;
New York, NY 10022 Treasurer and Secretary of BSFM
since December 1997; Vice
President of Bear Stearns from
May 1993 to September 1995;
Assistant Vice President of
Mitchell Hutchins Asset
Management Inc. from October 1992
to May 1993.
</TABLE>
3