THE HIRTLE CALLAGHAN TRUST
Supplement to the Statement of Additional Information
of November 1, 1999
The date of this Supplement is April 25, 2000
Portfolio Management Agreements: The International Equity Portfolio
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At a Special Meeting of the Board of Trustees ("Board") held on April 14, 2000,
the Board approved the engagement of Capital Guardian Trust Company
("CapGuardian") to serve as a Specialist Manager for Portfolio. As directed by
the Board, CapGuardian will commence its engagement on the date on which the
contract between Brinson and the Trust terminates. It is anticipated that this
will occur on or about April 28, 2000 ("Effective Date"). Initially, CapGuardian
will serve under the terms of a portfolio management agreement ("Interim
Agreement") approved by the Board at the Special Meeting. The terms of the
Interim Agreement, including the advisory fee to be paid by the Portfolio, are
substantively similar to those of the Brinson Agreement, save for the identity
of the named portfolio manager and the duration of the agreement. At a Special
Meeting of the shareholders of the Portfolio, to be held on June 26, 2000,
shareholders of the Portfolio will be asked to approve the CapGuardian
engagement, together with the terms of a proposed portfolio management agreement
("Proposed CapGuardian Agreement") between the Trust and CapGuardian. The
Proposed CapGuardian Agreement, which was also approved by the Board at the
Special Meeting of the Board held on April 14, 2000, differs from the Interim
Agreement in that it calls for the payment to CapGuardian of performance based
compensation ("Performance Fee Arrangement") and for the indemnification of
CapGuardian by the Trust under certain circumstances. The Interim Agreement will
remain in effect until the earlier of the date on which the Proposed CapGuardian
Agreement is approved by the shareholders of the Portfolio in accordance with
Section 15(a) of the 1940 Act or the 150th day after the Effective Date of the
Interim Agreement.
If approved by the Portfolio's shareholders, the Proposed CapGuardian Agreement
will become effective on the day of such approval and will remain in effect
until the second anniversary of the Effective Date of the Interim Contract. It
will continue in effect thereafter from year to year so long as such
continuation is approved, at a meeting called for the purpose of voting on such
continuance, at least annually (i) by vote of a majority of the Trust's Board or
the vote of the holders of a majority of the outstanding securities of the
Trust; and (ii) by a majority of the Independent Trustees. The terms and
conditions set forth in the Proposed CapGuardian Agreement are substantively the
same as those contained in the Interim Agreement except for the effective and
termination dates, the investment advisory fee and the modification of certain
notice provisions relating to the obligation of CapGuardian to indemnify the
Trust under certain circumstances. Specifically, Section 5 of the Proposed
CapGuardian Agreement provides that the indemnification obligation of
CapGuardian with respect to information provided to the Trust by CapGuardian
shall not apply unless CapGuardian has had an opportunity to review such
documents for a specified period of time prior to the date on which they are
filed with the SEC and unless CapGuardian is notified in writing of any claim
for indemnification within specified periods. That section also provides that
the Trust will indemnify CapGuardian with respect to information included in
filings made with the SEC by the Trust, other than information relating to, and
provided in writing by, CapGuardian.
OFFICERS AND DIRECTORS OF THE TRUST. At its meeting held on April 14, 2000, the
Board of Trustees accepted the resignation of David M. Spungen as a Trustee of
the Trust and also accepted the resignation of Laura Anne Corsell as Secretary
of the Trust. The Board also amended the By-laws of the Trust to reduce the
number of Trustees from six to five, and appointed Robert J. Zion, who currently
serves as a Vice-President of the Trust, to the position of Secretary.
