Revised Supplement to
Prospectus dated May 20, 1996 of
The Hirtle Callaghan Trust
Investment Advisory Arrangements. Hotchkis and Wiley, the principal
offices of which are located at 800 West Sixth Street, Los Angeles
California, 90017, has been retained by Board of Trustees of The
Hirtle Callaghan Trust ("Trust") to serve as an Investment Manager of
The Value Equity Portfolio. Hotchkis and Wiley will begin serving in
this capacity upon termination of the investment advisory agreement
between The Hirtle Callaghan Trust and Cowen Asset Management, which
is expected to occur on or about August 1, 1996. Hotchkis and Wiley
will provide day-to-day portfolio management services to The Value
Equity Portfolio pursuant to the terms of a contract ("Hotchkis
Agreement") approved by the Board of Trustees of the Trust ("Board")
and by a majority of the Independent Trustees, at a meeting of the
Board held on July 19, 1996. The terms and conditions of the
Hotchkis Agreement, including the fee to be received by Hotchkis &
Wiley for its services under that agreement, are substantially
identical to the agreement pursuant to the existing portfolio
management agreements relating to The Value Equity Portfolio.
In approving the retention of Hotckis and Wiley, the Board was
advised of the fact that Hotchkis and Wiley has entered into an
agreement with Merrill Lynch & Co., Inc. ("ML") pursuant to which ML
will acquire Hotchkis and Wiley, subject to certain conditions
("Acquisition"). The Board was further advised that, following the
Acquisition, Hotchkis and Wiley will continue to operate as a
separate business unit within the Capital Markets Group of ML and is
expected to retain its name, Los Angeles headquarters, management and
portfolio managers after the Acquisition. The Board determined,
subject to the confirmation of certain information about the
Acquisition, also to approve the continued retention of Hotchkis and
Wiley following the Acquisition on the same terms and conditions
contained in the Hotchkis Agreement. The Hotchkis Agreement,
together with a proposal that Hotchkis and Wiley continue to provide
portfolio management services to The Value Equity Portfolio following
the Acquisition, will be submitted for the approval of the
shareholders of The Value Equity Portfolio at a meeting of
shareholders of The Value Equity Portfolio to be held on October 23,
1996.
For its services to The Value Equity Portfolio, Hotchkis and Wiley
will receive a fee, based on the average daily net asset value of
that portion of The Value Equity Portfolio managed by it, at an
annual rate of 0.30%. Sheldon Lieberman will be responsible for
making day-to-day investment decisions for that portion of The Value
Equity Portfolio allocated to Hotchkis and Wiley. Before joining
Hotchkis and Wiley in 1994, Mr. Lieberman was the Chief Investment
Officer for the Los Angeles County Employees Retirement Association.
Prior to that, he was Manager of Trust Investments at Lockheed
Corporation. Hotchkis and Wiley currently manages total assets of
approximately $10 billion, of which approximately $1.5 billion
represent assets of mutual funds.
Administration, Distribution and Related Services. At its meeting
held on July 19, 1996, the Board also conditionally approved certain
new agreements pursuant to which BISYS Fund Services, Inc. and
certain of its affiliated companies ("BISYS") will provide
administration, transfer agency, accounting and distribution services
to the Trust. At present, these services are provided to the Trust
by the Mutual Fund Group of Furman Selz LLC. The conversion of these
service relationships to BISYS is slated to occur, subject to final
approval of the Trust's Board, upon consummation of the acquisition
by BISYS of the Mutual Funds Group. All services to be provided by
BISYS under the new agreements will be the same as those currently
provided to the Trust under the existing service agreements. The new
contracts will not result in any increase in the fees payable by the
Trust (or any portfolio of the Trust) for administration, transfer
agency, accounting or distribution services.
The date of this Supplement is July 30, 1996
