TRANSAMERICA INVESTORS INC, 485BPOS, 1998-06-25

TRANSAMERICA INVESTORS INC
485BPOS, 1998-06-25

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As filed with the Securities and Exchange Commission on June 24, 1998

Registration No. 33-90888
811-9010

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C 20549

FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |_|

Pre-Effective Amendment No. |_|
Post-Effective Amendment No. 11 |X|

and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

Amendment No. 13 |X|

TRANSAMERICA INVESTORS, INC.
(Exact Name of Registrant)

1150 South Olive, Los Angeles, CA 90015
(Address of Principal Executive Offices)

Registrant's Telephone Number, including Area Code:
(213) 742-2111

Name and Address of Agent for Service:

Reid A. Evers, Esquire

Vice President and Associate General Counsel

Transamerica Occidental Life Insurance Company
1150 South Olive
Los Angeles, CA 90015

Approximate date of proposed sale to the
public: As soon as practicable after effectiveness of the
Registration Statement.

The Registrant has previously filed a declaration of indefinite registration of
its shares pursuant to Rule 24F-2 under the Investment Company Act of 1940. The
Form 24F-2 for the year ended December 31, 1997 was filed on March 20, 1998.

It is proposed that this filing will become effective:
|_|immediately upon filing pursuant to paragraph (b)
|X| on June 30, 1998 pursuant to paragraph (b)
|_| 60 days after filing pursuant to paragraph (a)(1)
|_| on ___________ pursuant to paragraph (a)(1)
|_| 75 days after filing pursuant to paragraph (a)(2)
|_| on__ pursuant to paragraph (a)(2) of Rule 485

If appropriate, check the following box:
|_| this Post-Effective Amendment designates a new
effective date for a previously filed Post-Effective Amendment.

<PAGE>
TRANSAMERICA INVESTORS, INC.

Registration Statement on Form N-1A

CROSS REFERENCE SHEET
Pursuant to Rule 481(b)
<TABLE>
<CAPTION>

PART A INFORMATION REQUIRED IN A PROSPECTUS

N-1A Item No. Caption
<S> <C> <C>
1. Cover Page Cover Page

2. Synopsis Cover Page
Fund Expenses

3. Condensed Financial Information Financial Highlights

4. General Description of Registrant Cover Page
A General Discussion About Risk
The Funds in Detail
Organization and Management
General Information

5. Management of the Fund The Management Team
Organization and Management
General Information

5.A. Management's Discussion of Performance Investment Adviser's Performance
Managing Similar Accounts

6. Capital Stock and Other Securities The Management Team
Dividends and Capital Gains
What About Taxes?
General Information

7. Purchase of Securities Being Offered Shareholder Services
Opening Your Account
How to Buy Shares
Other Investor Requirements and
Services

8. Redemption or Repurchase Shareholder Services
How to Sell Shares

N-1A Item No. Caption

8. Redemption or Repurchase (continued) How to Exchange Shares
Other Investor Requirements and
Services
Share Price

9. Pending Legal Proceedings General Information

PART B INFORMATION REQUIRED IN THE STATEMENT OF ADDITIONAL INFORMATION

N-1A Item No. Caption

10. Cover Page Cover Page

11. Table of Contents Table of Contents

12. General Information and History [Not Applicable]

13. Investment Objectives and Policies Investment Objectives and Policies
Investment Restrictions

14. Management of the Registrant Management of the Company
Investment Advisory and Other
Services

15. Control Persons and Principal Management of the Company
Holder of Securities

16. Investment Advisory and Other Practices Investment Advisory and Other
Services

17. Brokerage Allocation and Other Practices Brokerage Allocation

18. Capital Stock and Other Securities Purchase and Redemption of Shares

19. Purchase, Redemption and Pricing of Purchase and Redemption of Shares
Pricing of Securities Being Offered

20. Tax Status Taxes

21. Underwriters Management of the Company
N-1A Item No. Caption

22. Calculation of Performance Data Performance Information

23. Financial Statements Financial Statements
</TABLE>

PART C OTHER INFORMATION

Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C to this Registration Statement.

<PAGE>
TRANSAMERICA INVESTORS, INC.

Registration Statement on Form N-1A

CROSS REFERENCE SHEET
Pursuant to Rule 481(b)

PART A INFORMATION REQUIRED IN A PROSPECTUS
<TABLE>
<CAPTION>

N-1A Item No. Caption
<S> <C> <C>
1. Cover Page Cover Page

2. Synopsis Cover Page
Fund Expenses

3. Condensed Financial Information [Not Applicable]

4. General Description of Registrant Cover Page
A General Discussion About Risk
The Funds in Detail
Organization and Management
General Information

5. Management of the Fund Organization and Management
General Information

5.A. Management's Discussion of Performance Investment Adviser's Performance
Managing Similar Accounts

6. Capital Stock and Other Securities Dividends and Capital Gains
Tax Information
General Information

7. Purchase of Securities Being Offered Buying and Selling Shares
Other Investor Requirements and
Services

8. Redemption or Repurchase Buying and Selling Shares
Share Price

9. Pending Legal Proceedings General Information

PART B INFORMATION REQUIRED IN THE STATEMENT OF ADDITIONAL INFORMATION

N-1A Item No. Caption

10. Cover Page Cover Page

11. Table of Contents Table of Contents

12. General Information and History [Not Applicable]

13. Investment Objectives and Policies Investment Objectives and Policies
Investment Restrictions

14. Management of the Registrant Management of the Company
Investment Advisory and Other
Services

15. Control Persons and Principal Management of the Company
Holder of Securities

16. Investment Advisory and Other Practices Investment Advisory and Other
Services

17. Brokerage Allocation and Other Practices Brokerage Allocation

18. Capital Stock and Other Securities Purchase and Redemption of Shares

19. Purchase, Redemption and Pricing of Purchase and Redemption of Shares
Pricing of Securities Being Offered

20. Tax Status Taxes

21. Underwriters Management of the Company

22. Calculation of Performance Data Performance Information

23. Financial Statements [Not Applicable]

</TABLE>

PART C OTHER INFORMATION

Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C to this Registration Statement.

<PAGE>
TRANSAMERICA INVESTORS, INC.

Registration Statement on Form N-1A

CROSS REFERENCE SHEET
Pursuant to Rule 481(b)
<TABLE>
<CAPTION>

PART A INFORMATION REQUIRED IN A PROSPECTUS

N-1A Item No. Caption
<S> <C> <C>
1. Cover Page Cover Page

2. Synopsis Cover Page
Fund Expenses

3. Condensed Financial Information Financial Highlights

4. General Description of Registrant Cover Page
A General Discussion About Risk
The Funds in Detail
Organization and Management
General Information

5. Management of the Fund The Management Team
Organization and Management
General Information

5.A. Management's Discussion of Performance Investment Adviser's Performance
Managing Similar Accounts

6. Capital Stock and Other Securities The Management Team
Dividends and Capital Gains
What About Taxes?
General Information

7. Purchase of Securities Being Offered Shareholder Services
Opening Your Account
How to Buy Shares
Other Investor Requirements and
Services

8. Redemption or Repurchase Shareholder Services
How to Sell Shares

N-1A Item No. Caption

8. Redemption or Repurchase (continued) How to Exchange Shares
Other Investor Requirements and
Services
Share Price

9. Pending Legal Proceedings General Information

PART B INFORMATION REQUIRED IN THE STATEMENT OF ADDITIONAL INFORMATION

N-1A Item No. Caption

10. Cover Page Cover Page

11. Table of Contents Table of Contents

12. General Information and History [Not Applicable]

13. Investment Objectives and Policies Investment Objectives and Policies
Investment Restrictions

14. Management of the Registrant Management of the Company
Investment Advisory and Other
Services

15. Control Persons and Principal Management of the Company
Holder of Securities

16. Investment Advisory and Other Practices Investment Advisory and Other
Services

17. Brokerage Allocation and Other Practices Brokerage Allocation

18. Capital Stock and Other Securities Purchase and Redemption of Shares

19. Purchase, Redemption and Pricing of Purchase and Redemption of Shares
Pricing of Securities Being Offered

20. Tax Status Taxes

21. Underwriters Management of the Company
N-1A Item No. Caption

22. Calculation of Performance Data Performance Information

23. Financial Statements Financial Statements
</TABLE>

PART C OTHER INFORMATION

Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C to this Registration Statement.

<PAGE>
TRANSAMERICA INVESTORS, INC.

Registration Statement on Form N-1A

CROSS REFERENCE SHEET
Pursuant to Rule 481(b)

PART A INFORMATION REQUIRED IN A PROSPECTUS
<TABLE>
<CAPTION>

N-1A Item No. Caption
<S> <C> <C>
1. Cover Page Cover Page

2. Synopsis Cover Page
Fund Expenses

3. Condensed Financial Information [Not Applicable]

4. General Description of Registrant Cover Page
A General Discussion About Risk
The Funds in Detail
Organization and Management
General Information

5. Management of the Fund Organization and Management
General Information

5.A. Management's Discussion of Performance Investment Adviser's Performance
Managing Similar Accounts

6. Capital Stock and Other Securities Dividends and Capital Gains
Tax Information
General Information

7. Purchase of Securities Being Offered Buying and Selling Shares
Other Investor Requirements and
Services

8. Redemption or Repurchase Buying and Selling Shares
Share Price

9. Pending Legal Proceedings General Information

PART B INFORMATION REQUIRED IN THE STATEMENT OF ADDITIONAL INFORMATION

N-1A Item No. Caption

10. Cover Page Cover Page

11. Table of Contents Table of Contents

12. General Information and History [Not Applicable]

13. Investment Objectives and Policies Investment Objectives and Policies
Investment Restrictions

14. Management of the Registrant Management of the Company
Investment Advisory and Other
Services

15. Control Persons and Principal Management of the Company
Holder of Securities

16. Investment Advisory and Other Practices Investment Advisory and Other
Services

17. Brokerage Allocation and Other Practices Brokerage Allocation

18. Capital Stock and Other Securities Purchase and Redemption of Shares

19. Purchase, Redemption and Pricing of Purchase and Redemption of Shares
Pricing of Securities Being Offered

20. Tax Status Taxes

21. Underwriters Management of the Company

22. Calculation of Performance Data Performance Information

23. Financial Statements [Not Applicable]

</TABLE>

PART C OTHER INFORMATION

Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C to this Registration Statement.

<PAGE>
Transamerica Premier Funds -- Investor Shares

Prospectus: June 30, 1998

Transamerica Premier Aggressive Growth Fund Transamerica Premier Small
Company Fund Transamerica Premier Equity Fund Transamerica Premier
Value Fund Transamerica Premier Index Fund Transamerica Premier
Balanced Fund Transamerica Premier High Yield Bond Transamerica Premier
Bond Fund Transamerica Premier Cash Reserve Fund

Your Guide
This guide (the "Prospectus") will provide you with helpful insights and details
about the Investor Class of shares of the Transamerica Premier Funds (a "Fund"
or collectively the "Funds"). It is intended to give you what you need to know
before investing. Please read it carefully and save it for future reference.

Transamerica Investors, Inc.
Transamerica Investors, Inc. (the "Company") is an open-end, management
investment company offering a number of portfolios, known collectively as the
Transamerica Premier Funds. Each Fund is managed separately and has its own
investment objective, strategies and policies designed to meet different goals.
Each class of each Fund has its own levels of expenses and charges. The minimum
initial investment is $1,000 per Fund, or $250 to open an IRA.
See "Minimum Investments" on page 43 for more details.

Additional Information and Assistance
For additional details about the Funds, call 1-800-89-ASK-US (1-800-892-7587),
or write to Transamerica Premier Funds, P.O. Box 9232, Boston, Massachusetts
02205-9232. A Statement of Additional Information, which has been filed with the
Securities and Exchange Commission (the "SEC"), is available at no charge by
calling the above number. The Statement of Additional Information is a part of
this Prospectus by reference.

Like all mutual fund shares, these securities have not been approved or
disapproved by the Securities and Exchange Commission or any state securities
commission nor has the Securities and Exchange Commission or any state
securities commission passed upon the accuracy or adequacy of this Prospectus.
Any representation to the contrary is a criminal offense.

An investment in the Transamerica Premier Cash Reserve Fund is neither insured
nor guaranteed by the U.S. Government, and there can be no assurance that this
Fund will maintain a stable net asset value of $1.00 per share.

Table of Contents

The Funds at a Glance 3
Fund Expenses 6
Financial Highlights 7
Investment Adviser's Performance Managing
Similar Accounts 9
The Management Team 14
The Funds In Detail 15
Transamerica Premier Aggressive Growth Fund 15
Transamerica Premier Small Company Fund 16
Transamerica Premier Equity Fund 18
Transamerica Premier Value Fund 19
Transamerica Premier Index Fund 21
Transamerica Premier Balanced Fund 23
Transamerica Premier High Yield Bond Fund 25
Transamerica Premier Bond Fund 27
Transamerica Premier Cash Reserve Fund 29
A General Discussion About Risk 30
Investment Procedures and Risk Considerations 31
Shareholder Services 40
Opening Your Account 40
How to Buy Shares 41
How to Sell Shares 43
How to Exchange Shares 46
Other Investor Requirements and Services 47
Dividends and Capital Gains 48
What About Taxes? 49
Share Price 51
Organization and Management 51
General Information 57

The Funds at a Glance

The Transamerica Premier Funds consist of the following Funds with different
investment objectives and risk levels. There is no guarantee that these
investment objectives will be met. These brief descriptions will give you a
summary of each Fund. A more detailed description for each Fund is in "The Funds
in Detail" on page 15. For information on the risks associated with investment
in these Funds, see "Investment Procedures and Risk Considerations" on page 31.

Transamerica Premier Aggressive Growth Fund The Fund seeks to maximize long-term
growth.
It invests primarily in common stocks selected for their growth potential
resulting from growing franchises protected by high barriers to
competition. Under normal market conditions, the Fund will invest at least
90% of its total assets in a non-diversified portfolio of domestic equity
securities of any size, which may include securities of larger, more
established companies and/or smaller emerging companies selected for their
growth potential.
The Fund is intended for investors who have the perspective, patience, and
financial ability to take on above-average stock market volatility in a
focused pursuit of long-term capital growth.
See page 15 for more details.

Transamerica Premier Small Company Fund The Fund seeks to maximize long-term
growth.
It invests primarily in a diversified portfolio of domestic common stocks.
Under normal market conditions, at least 65% of the Fund will be invested
in companies with smaller market capitalizations (generally, under $1
billion) or annual revenues of no more than $1 billion.
The Fund is intended for investors who have the perspective, patience, and
financial ability to take on above-average stock market volatility in a
focused pursuit of long-term capital growth.
See page 16 for more details.

Transamerica Premier Equity Fund The Fund seeks to maximize long-term growth.
It invests primarily in common stocks of growth companies that are
considered to be premier companies that are under-valued in the stock
market.
The Fund is intended for investors who wish to participate primarily in
the common stock markets. Investors should have the perspective, patience,
and financial ability to take on above-average stock market volatility in a
focused pursuit of long-term capital growth.
See page 18 for more details.

Transamerica Premier Value Fund
The Fund seeks to maximize capital appreciation.
It invests primarily in securities of companies that the Investment
Adviser believes are "underfollowed" or "out-of-favor." The Investment
Adviser believes these securities are under-valued relative to the
intrinsic or private market value of the firm. The securities in the Fund
may include common and preferred stocks, warrants, and corporate debt
securities.
The Fund is intended for investors who wish to participate primarily in
the common stock markets. Investors should have the perspective, patience,
and financial ability to take on above-average stock market volatility in a
focused pursuit of long-term capital growth.
See page 19 for more details.

Transamerica Premier Balanced Fund
The Fund seeks to achieve long-term capital growth and current income with
a secondary objective of capital preservation, by balancing investments
among stocks, bonds, and cash (or cash equivalents).
It invests primarily in a diversified selection of common stocks, bonds,
and money market instruments and other short-term debt securities.
The Fund is intended for investors who wish to participate in both the
equity and debt markets, but who wish to leave the allocation of the
balance between them to professional management. Investors should have the
perspective, patience, and financial ability to take on average market
volatility in pursuit of long-term total return that balances capital
growth and current income.
See page 23 for more details.

Transamerica Premier High Yield Bond Fund
The Fund seeks to achieve a high total return (income plus capital growth)
by investing primarily in debt instruments and convertible securities, with
an emphasis on lower quality securities.
It invests primarily in lower-rated bonds, commonly known as "junk bonds."
Investments of this type are subject to a greater risk of loss of principal
and nonpayment of interest. Investors should carefully assess the risks
associated with an investment in this Fund.
The Fund is intended for investors who wish to invest in the bond market
and are willing to assume additional risk in return for above-average
income potential.
See page 25for more details.

Transamerica Premier Cash Reserve Fund
The Fund seeks to maximize current income from money market securities
consistent with liquidity and preservation of principal.
This is a money market fund. It invests primarily in high quality U.S.
dollar-denominated money market instruments with remaining maturities of 13
months or less.
The Fund provides a low risk, relatively low cost way to maximize current
income through high-quality money market securities that offer stability of
principal and liquidity. This Fund may be a suitable investment for
temporary or defensive purposes and may also be appropriate as part of an
overall long-term investment strategy.
See page 29 for more details.

Availability
Investor Shares are available on a no-load basis directly to individuals,
companies, Pension and Retirement Savings Programs, and other investors from
Transamerica Securities Sales Corporation ("TSSC"), the Distributor. For a
listing of applicable Pension and Retirement Savings Programs, see "Pension and
Retirement Savings Programs" on page 59.

Fund Expenses

Shareholder Transaction Expenses (as a percentage of offering price)
<TABLE>
<CAPTION>

High
Aggressive Small Yield Cash
Transaction Expense Growth Company Equity Value Index Balanced Bond Bond Reserve
Sales Charge
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
on Purchases1 None None None None None None None None None
Redemption Fee None None None None None None None None None
Sales Charge on
Reinvested Dividends None None None None None None None None None
Contingent Deferred
Sales Charge None None None None None None None None None
</TABLE>

Annual Fund Operating Expenses (as a percent of average net assets)
<TABLE>
<CAPTION>

Other Expenses Total Operating
Transamerica After Waiver and Expenses After Waiver
Premier Funds Adviser Fee2 12b-1 Fee3 Reimbursement4 and Reimbursement5
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Aggressive Growth 0.85% 0.25% 0.30% 1.40%
Small Company 0.85% 0.25% 0.30% 1.40%
Equity 0.85% 0.25% 0.40% 1.50%
Value 0.75% 0.25% 0.20% 1.20%
Index 0.00% 0.10% 0.15% 0.25%
High Yield Bond 0.55% 0.25% 0.10% 0.90%
Bond 0.60% 0.25% 0.45% 1.30%
Balanced 0.75% 0.25% 0.45% 1.45%
Cash Reserve 0.00% 0.00% 0.25% 0.25%
</TABLE>

The preceding tables summarize actual transaction expenses and Adviser fees and
anticipated operating expenses for 1998. The purpose of the tables is to assist
you in understanding the varying costs and expenses you will bear directly or
indirectly.

Example

Using the aforementioned transaction and operating expenses, the expenses for a
$1,000 investment in the Investor Class of Shares of the Funds below using an
assumed annual return of 5%, would be:6
<TABLE>
<CAPTION>

Transamerica Premier Funds 1 Year 3 Years 5 Years 10 Years
- ----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Aggressive Growth $14 $44 $77 $168
Small Company $14 $44 $77 $168
Equity $15 $47 $82 $179
Value $12 $38 $66 $146
Index $ 3 $ 8 $14 $ 32
Balanced $15 $46 $79 $174
High Yield Bond $ 8 $26 $44 $ 99
Bond $13 $41 $71 $157
Cash Reserve $ 3 $ 8 $14 $ 32
</TABLE>

The information contained in the above examples should not be considered a
representation of future expenses. The actual expenses may be more or less than
those shown.

1 Although there is no sales charge, there is a 12b-1 fee. Over a long period of
time, the total amount of 12b-1 fees paid may exceed the amount of another
fund's sales charges. 2 The Investment Adviser may waive part or all of the
adviser fee to keep the total operating expenses from exceeding the amount shown
in the table. See footnote 3 below. See "Adviser Fee" on page 55 for additional
information. 3 12b-1 fees cover costs of advertising and marketing the Funds.
The distributor may waive the 12b-1 fee from time to time, at its discretion.
For more information on 12b-1 fees, see "Distribution Plan" on page 56. 4 "Other
Expenses" are those incurred after any reimbursements to the Fund by the
Administrator. See "The Management Team" on page 14. Other expenses include
expenses not covered by the adviser fee or the 12b-1 fee. Expenses shown for the
Value Fund and the High Yield Bond Fund are based on estimated expenses and
estimated net assets for its first fiscal year. 5 "Total Operating Expenses"
include adviser fees, 12b-1 fees, and other expenses that a Fund incurs. The
Investment Adviser has agreed to waive part of its adviser fee and the
Administrator has agreed to assume any other operating expenses to ensure that
annualized expenses for each Fund (other than interest, taxes, brokerage
commissions and extraordinary expenses) will not exceed the following
percentages: 1.40% for the Aggressive Growth Fund, 1.40% for the Small Company
Fund, 1.50% for the Equity Fund, 1.20% for the Value Fund, 0.25% for the Index
Fund, 1.45% for the Balanced Fund, 0.90% for the High Yield Bond Fund, 1.30% for
the Bond Fund, and 0.25% for the Cash Reserve Fund. The Administrator may, from
time to time, assume additional expenses. Fee waivers and expense assumption
arrangements, which may be terminated at any time without notice, will increase
a Fund's yield. If the Investment Adviser had not waived fees and the
Administrator had not reimbursed expenses for the year ended December 31, 1997,
the ratio of total operating expenses to average net assets would have been
2.08% for the Aggressive Growth Fund, 2.12% for the Small Company Fund, 1.51%
for the Equity Fund, 1.57% for the Index Fund, 1.62% for the Balanced Fund,
1.64% for the Bond Fund, and 0.95% for the Cash Reserve Fund. It is estimated to
be 1.51% for the High Yield Bond Fund, and 1.29% for the Value Fund based on
estimated $12.5 million and $75 million in assets respectively. 6 The expenses
in the example assume no fees for IRA or SEP accounts.

Financial Highlights

The following information has been audited by Ernst & Young LLP, independent
certified public accountants, whose unqualified reports covering the fiscal
years ended December 31, 1995, 1996 and 1997 are incorporated by reference
herein and appear in the annual report to shareholders. This information should
be read in conjunction with the financial statements and accompanying notes
thereto which appear in the annual report. Further information about the Funds'
performance is included in the annual report which may be obtained without
charge by writing or calling the address or telephone number on page 1.
<TABLE>
<CAPTION>

Transamerica Premier Transamerica Premier Transamerica Premier
Transamerica Premier
Aggressive Growth Fund Small Company Fund Equity Fund Index Fund
Period Ended Period Ended Year Ended Year Ended Period
Ended Year Ended Year Ended Period Ended
December 31, 1997* December 31, 1997* December 31, 1997 December 31, 1996 December 31,
- -------------------------------------------------------------------------------------------------------------
1995* December 31, 1997 December 31, 1996 December 31, 1995*
- ---------------------------------------------------------------
Net Asset Value
<S> <C> <C> <C> <C> <C> <C>
Beginning of period $10.00 $10.00 $12.65 $9.82 $10.00 $11.96
----------------------------------------------------------------------------
$10.59 $10.00
Investment Operations
Net investment income
(loss)1 (0.03) (0.02) (0.04) (0.06) 0.02
0.32 0.27 0.06
Net realized and
unrealized gain (loss) 2.21 2.51 6.05 2.91 (0.20)
------------------------------------------------------------------
3.60 2.06 0.53
- -------------------------------------
Total from investment
Operations 2.18 2.49 6.01 2.85 (0.18)
--------------------------------------------------------------------
3.92 2.33 0.59
- --------------------------------------
Distributions to
Shareholders From:
Net investment income - - - - - - (0.02) - -
(0.32) (0.33) - -
Net realized gains - - - - (0.13) - - - -
--------------------------------------------------------------------------
(0.07) (0.63) - -
- ----------------------------------------
Total distributions - - - - (0.13) (0.02) - -
(0.39) (0.96) - -
Net Asset Value
End of period $12.18 $12.49 $18.53 $12.65 $9.82 $15.49 $11.96
------------------------------------------------------------------------------------------
$10.59
Total Return2 21.80% 24.90% 47.51% 29.07% (1.80)% 33.14% 22.33%
---------------------------------------------------------------------------------
5.90%
Ratios and
Supplemental Data
Expenses to average
net assets:
After reimbursement/
fee waiver 1.40%+ 1.40%+ 1.49% 1.50% 0.25% 0.25% 0.35%
0.25%
Before reimbursement/
fee waiver 2.08%+ 2.12%+ 1.51% 1.95% 2.39% 1.57% 2.29%
4.12%
Net investment income (loss),
after reimbursement/
fee waiver (0.59)%+ (0.43)%+ (0.71)% (0.66)% 1.51% 2.31% 2.48%
2.70%
Portfolio turnover rate 17% 74% 13% 60% - - 11%
94% 4%
Average commission rate 3 $0.0650 $0.0562 $0.0619 $0.0660 $0.0678 $0.0407 $0.0363 $0.0418
Net assets, end of period $12,780 $11,122 $111,567 $30,454 $11,070 $23,992 $10,814 $6,934
(in thousands)
</TABLE>

* Each Fund commenced operations on October 2, 1995, except for the Aggressive
Growth and Small Company funds which commenced operations on July 1, 1997.

+ Annualized
1 Net investment income (loss) is after waiver of fees by the Investment Adviser
and reimbursement of certain expenses by the Administrator. If the Investment
Adviser had not waived fees and the Administrator had not reimbursed expenses,
net investment income (loss) per share would have been $(0.06) for the
Aggressive Growth Fund and $(0.06) for the Small Company Fund for the period
ended December 31, 1997. If the Adviser had not waived fees and the
Administrator had not reimbursed expenses, net investment income (loss) per
share would have been $(0.04), $(0.10) and $(0.01) for the Equity Fund, and
$0.14, $0.06 and $(0.03) for the Index Fund for the periods ended December 31,
1997, 1996 and 1995, respectively.

2 Total return represents aggregate total return for the period indicated and is
not annualized for periods less than one year.

3 Represents the average commission rate paid on equity security transactions on
which commissions are charged.
<TABLE>
<CAPTION>

Transamerica Premier Transamerica Premier Transamerica
Premier
Bond Fund Balanced Fund Cash Reserve Fund
Year Ended Year Ended Period Ended Year Ended Year Ended
Period Ended Year Ended Year Ended Period Ended
December 31, 1997 December 31, 1996 December 31, 1995* December 31, 1997 December 31, 1996 December
31, 1995* December 31, 1997 December 31, 1996December 31, 1995*

Net Asset Value
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Beginning of period $9.86 $10.37 $10.00 $11.57 $10.23 $10.00 $1.00 $1.00 $1.00
Investment Operations
Net investment income (loss)1 0.62 0.56 0.16 0.11 0.14 0.06 0.05 0.05 0.01
Net realized and
unrealized gain (loss) 0.33 (0.46) 0.32 3.97 1.40 0.17 - - -
- - - -
Total from investment
operations 0.95 0.10 0.48 4.08 1.54 0.23 0.05 0.05 0.01
Distributions to
Shareholders From:
Net investment income (0.62) (0.61) (0.11) (0.11) (0.20) - - (0.05) (0.05) (0.01)
Net realized gains - - - - - - - - -
- - - - - - - - - -
Total distributions (0.62) (0.61) (0.11) (0.11) (0.20) - - (0.05) (0.05) (0.01)
Net Asset Value
End of period $10.19 $9.86 $10.37 $15.54 $11.57 $10.23 $1.00 $1.00 $1.00
Total Return2 9.99% 1.16% 4.82% 35.38% 15.28% 2.30% 5.48% 5.34% 1.39%
Ratios and
Supplemental Data
Expenses to average
net assets :
After reimbursement/
fee waiver 1.30% 1.30% 0.25%+ 1.45% 1.45% 0.25%+ 0.25% 0.25% 0.25%+
Before reimbursement/
fee waiver 1.64% 1.81% 1.93%+ 1.62% 1.94% 2.12%+ 0.95% 1.09% 1.37%+
Net investment income (loss),
after reimbursement/
fee waiver 6.25% 5.66% 6.55%+ 0.83% 1.34% 3.12%+ 5.35% 5.21% 5.55%+
Portfolio turnover rate 99% 7% 19% 23% 19% 16% N/A N/A N/A
Average commission rate 3 - - - - - - $0.0638 $0.0656 $0.0662
- - - - - -
Net assets, end of period $14,236 $12,553 $11,827 $26,799 $16,041 $12,084 $51,246 $32,041 $27,996
(in thousands)
</TABLE>

* Each Fund commenced operations on October 2, 1995.

+ Annualized
1 Net investment income (loss) is after waiver of fees by the Investment Adviser
and reimbursement of certain expenses by the Administrator. If the Investment
Adviser had not waived fees and the Administrator had not reimbursed expenses,
net investment income (loss) per share would have been $0.58, $0.50 and $0.12
for the Bond Fund, $0.09, $0.09 and $0.02 for the Balanced Fund, and $0.05,
$0.04 and $0.01 for the Cash Reserve Fund for the periods ended December 31,
1997, 1996 and 1995, respectively.

2 Total return represents aggregate total return for the period indicated and is
not annualized for periods less than one year.

3 Represents the average commission rate paid on equity security transactions on
which commissions are charged.

Investment Adviser's Performance Managing Similar Accounts

The Funds' Investment Adviser, Transamerica Investment Services, Inc., has been
managing segregated investment accounts (or "separate accounts") for pension
clients of Transamerica Corporation's affiliated companies for over ten years.

The Transamerica Premier Equity, Index, Balanced, High Yield Bond, Bond and Cash
Reserve Funds have the same investment adviser and the investment objectives,
policies and strategies are substantially similar in all material respects as
the separate accounts from which they were cloned. In addition, the Transamerica
High Yield Bond separate account transferred all its assets (i.e., the intact
portfolio of securities) to the Transamerica Premier High Yield Bond Fund in
exchange for its shares on the day the Fund began selling shares. The separate
accounts are not registered with the SEC nor are they subject to Subchapter M of
the Internal Revenue Code of 1986, as amended (the "Code"). Therefore, they were
not subject to the investment limitations, diversification requirements, and
other restrictions that apply to the Funds. If the separate accounts had been
subject to Subchapter M of the Code, their performance may have been adversely
affected at times. In addition, the separate accounts are not subject to the
same fees and expenses borne by the Funds. If the Equity, Bond and Balanced
separate accounts had been subject to the same fees and expenses as their
respective mutual funds, their performance would have been lower. If the Equity
Index and Cash Management separate accounts had been subject to the same fees
and expenses as their respective mutual funds, their performance would have been
higher. The High Yield Bond separate account performance shown below was
recalculated to reflect the fees and expenses currently being charged by the
Fund. The separate account performance figures are not the Funds' own
performance and should not be considered a substitute for the Funds' own
performance; nor should they be considered indicative of any past or future
performance of the Funds.

For comparison purposes, the separate accounts from which the Premier Funds were
cloned are shown below.

Separate Accounts Premier Funds
- ---------------------------------------------------------
Transamerica Equity Fund Transamerica Premier Equity Fund
Transamerica Equity Index Fund Transamerica Premier Index Fund
Transamerica Balanced Fund Transamerica Premier Balanced Fund
Transamerica High Yield Bond Fund Transamerica Premier High Yield Bond Fund
Transamerica Bond Fund Transamerica Premier Bond Fund
Transamerica Cash Management Fund Transamerica Premier Cash Reserve Fund

There are no corresponding separate accounts for the Transamerica Premier
Aggressive Growth Fund, the Transamerica Premier Small Company Fund, and the
Transamerica Premier Value Fund.

The following table illustrates the separate accounts' annualized performance1
as compared to the Premier Funds2 Investor Class and recognized industry indexes
since inception and over the last one, five, and ten-year periods ending March
31, 1998.
<TABLE>
<CAPTION>

1 5 10 Since
Year Years Years Inception
<S> <C> <C> <C> <C> <C>
Equity Fund 72.15% 31.88% 28.14% 25.24%
Premier Equity Fund 70.88% --- --- 36.76%
S&P 500 Index4 48.00% 22.40% 18.94% 15.74%

Equity Index Fund 46.99% 21.79% 18.30% 17.48%
Premier Index Fund 47.79% --- --- 30.96%
S&P 500 Index4 48.00% 22.40% 18.94% 15.74%

Balanced Fund 47.62% 22.19% --- 22.19%
Premier Balanced Fund 51.88% --- --- 26.39%
50% S&P 500 Index and
50% Lehman Brothers
Govt./Corporate Index 29.34% 14.57% --- 14.57%

High Yield Bond Fund
Premier High Yield Bond Fund - - - - - - - -
Merrill Lynch All High5
Yield Index 14.77% 10.99% - - 14.07%

Bond Fund 14.77% 8.27% 10.60% 12.34%
Premier Bond Fund 14.19% --- --- 7.18%
Lehman Brothers
Govt./Corporate Index6 9.76% 7.61% 9.15% 9.97%

Cash Management Fund7 5.10% 4.50% 5.41% 6.62%
Premier Cash Reserve Fund 5.54% --- --- 5.45%
IBC First Tier Index8 5.08% 4.44% 5.39% 6.56%
</TABLE>

1 Average Annual Total Return calculated as shown in the Statement of Additional
Information. 2 The performance of the Premier Funds reflects that of the
Investor Shares, which are subject to Rule 12b-1 fees. 3 The inception date of
all Premier Funds shown in the table is October 2, 1995. Inception dates of the
separate accounts: Equity - 10/1/87; Equity Index - 10/1/86; Balanced - 4/1/93;
High Yield Bond - 9/1/90; Bond - 5/1/83; and Cash Management - 1/3/82. The
inception dates shown for the indexes match the dates of the separate accounts'
inception. 4 The Standard and Poor's 500 Index consists of 500 widely held,
publicly traded common stocks. 5 The Merrill Lynch All High Yield Index consists
of high yield bonds. 6 The Lehman Brothers Government/Corporate Bond Index is a
broad-based unmanaged index of government and corporate bonds with maturities of
10 years or longer that are rated investment grade or higher by Moody's Investor
Services, Inc. or Standard and Poor's Corporation. 7 The 7-day current yield was
5.36% as of 3/31/98. 8 IBC's Money Fund ReportTM-First Tier is a composite of
taxable money market funds that meet the SEC's definition of first tier
securities contained in Rule 2a-7 under the Investment Company Act of 1940.
These indexes do not reflect any commissions or fees which would be
incurred by an investor purchasing
the securities represented by each index. 0

The Investment Adviser has a history of successfully investing in the three
basic investment categories: equity, bond, and money market. Following are
graphs of the three separate accounts representing those categories, depicting
their performance since inception compared with the performance of a recognized
industry index for each investment category.

Equity Separate Account
The following graph depicts that $1,000 invested in the Equity Separate Account
at its inception, October 1, 1987, would have appreciated to $10,620 at March
31, 1998. This is an annualized return of 25.24% per year. By comparison, $1,000
invested for the same time period in S&P 500 Index securities would have grown
to only $4,639.

<PAGE>
Transamerica Premier Funds -- Investor Shares

Prospectus: June 30, 1998

Transamerica Investors, Inc.

Transamerica Investors, Inc. (the "Company") is an open-end, management
investment company offering a number of portfolios, known collectively as the
Transamerica Premier Funds. Each Fund is managed separately and has its own
investment objective, strategies and policies designed to meet different goals.
Each class of each Fund has its own levels of expenses and charges. The minimum
initial investment is $1,000 per Fund, or $250 to open an IRA.

See "Minimum Investments" on page 43 for more details.

Table of Contents

The Funds at a Glance

See page 18 for more details.

See page 19 for more details.

Transamerica Premier Index Fund
The Fund seeks to track the performance of the Standard & Poor's 500
Composite Stock Price Index, also known as the S&P 500 Index.
It attempts to reproduce the overall investment characteristics of the S&P
500 Index by using a combination of management techniques. Its stock
purchases reflect the S&P 500 Index, but it makes no attempt to forecast
general market movements.
The Fund is intended for investors who wish to participate in the overall
growth of the economy, as reflected by the domestic stock market. Investors
should have the perspective, patience, and financial ability to take on
average stock market volatility in pursuit of long-term capital growth.
See page 20 for more details.
The Fund seeks to achieve a high total return (income plus capital changes)
from fixed income securities consistent with preservation of principal.
It invests primarily in a diversified selection of investment grade corporate
and government bonds and mortgage-backed securities.
The Fund is intended for investors who wish to invest in a diversified
portfolio of bonds. Investors should have the perspective, patience, and
financial ability to take on above-average bond price volatility in pursuit
of a high total return produced by income from longer-term securities and
capital gains from under-valued bonds.
See page 21 for more details.

See page 29 for more details.

Availability

Investor Shares are available on a no-load basis directly to individuals,
companies, Pension and Retirement Savings Programs, and other investors from
Transamerica Securities Sales Corporation ("TSSC"), the Distributor. For a
listing of applicable Pension and Retirement Savings Programs, see "Pension and
Retirement Savings Programs" on page 59.

Fund Expenses

Shareholder Transaction Expenses (as a percentage of offering price)

<TABLE>
<CAPTION>
High
Aggressive Small Yield Cash
Transaction Expense Growth Company Equity Value Index Balanced Bond Bond Reserve

Sales Charge

<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
on Purchases1 None None None None None None None None None
Redemption Fee None None None None None None None None None
Sales Charge on
Reinvested Dividends None None None None None None None None None
Contingent Deferred
Sales Charge None None None None None None None None None

</TABLE>

Annual Fund Operating Expenses (as a percent of average net assets)
<TABLE>
<CAPTION>

Other Expenses Total Operating

Transamerica After Waiver and Expenses After Waiver
Premier Funds Adviser Fee2 12b-1 Fee3 Reimbursement4 and Reimbursement5
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Aggressive Growth 0.85% 0.25% 0.30% 1.40%
Small Company 0.85% 0.25% 0.30% 1.40%
Equity 0.85% 0.25% 0.40% 1.50%
Value 0.75% 0.25% 0.20% 1.20%
Index 0.00% 0.10% 0.15% 0.25%
High Yield Bond 0.55% 0.25% 0.10% 0.90%
Bond 0.60% 0.25% 0.45% 1.30%
Balanced 0.75% 0.25% 0.45% 1.45%
Cash Reserve 0.00% 0.00% 0.25% 0.25%

</TABLE>

Example

</TABLE>

The information contained in the above examples should not be considered a
representation of future expenses. The actual expenses may be more or less than
those shown.

Financial Highlights

* Each Fund commenced operations on October 2, 1995, except for the Aggressive
Growth and Small Company funds which commenced operations on July 1, 1997.

2 Total return represents aggregate total return for the period indicated and is
not annualized for periods less than one year.

3 Represents the average commission rate paid on equity security transactions on
which commissions are charged.

* Each Fund commenced operations on October 2, 1995.

+ Annualized

1 Net investment income (loss) is after waiver of fees by the Investment Adviser
and reimbursement of certain expenses by the Administrator. If the Investment
Adviser had not waived fees and the Administrator had not reimbursed expenses,
net investment income (loss) per share would have been $0.58, $0.50 and $0.12
for the Bond Fund, $0.09, $0.09 and $0.02 for the Balanced Fund, and $0.05,
$0.04 and $0.01 for the Cash Reserve Fund for the periods ended December 31,
1997, 1996 and 1995, respectively.

2 Total return represents aggregate total return for the period indicated and is
not annualized for periods less than one year.

3 Represents the average commission rate paid on equity security transactions on
which commissions are charged.

Investment Adviser's Performance Managing Similar Accounts

For comparison purposes, the separate accounts from which the Premier Funds were
cloned are shown below.

There are no corresponding separate accounts for the Transamerica Premier
Aggressive Growth Fund, the Transamerica Premier Small Company Fund, and the
Transamerica Premier Value Fund.

1 5 10 Since
Year Years Years Inception

<S> <C> <C> <C> <C> <C>
Equity Fund 72.15% 31.88% 28.14% 25.24%
Premier Equity Fund 70.88% --- --- 36.76%
S&P 500 Index4 48.00% 22.40% 18.94% 15.74%

Equity Index Fund 46.99% 21.79% 18.30% 17.48%
Premier Index Fund 47.79% --- --- 30.96%
S&P 500 Index4 48.00% 22.40% 18.94% 15.74%

Balanced Fund 47.62% 22.19% --- 22.19%
Premier Balanced Fund 51.88% --- --- 26.39%
50% S&P 500 Index and

50% Lehman Brothers

Govt./Corporate Index 29.34% 14.57% --- 14.57%

High Yield Bond Fund
Premier High Yield Bond Fund - - - - - - - -
Merrill Lynch All High5
Yield Index 14.77% 10.99% - - 14.07%

Bond Fund 14.77% 8.27% 10.60% 12.34%
Premier Bond Fund 14.19% --- --- 7.18%
Lehman Brothers
Govt./Corporate Index6 9.76% 7.61% 9.15% 9.97%

Cash Management Fund7 5.10% 4.50% 5.41% 6.62%
Premier Cash Reserve Fund 5.54% --- --- 5.45%
IBC First Tier Index8 5.08% 4.44% 5.39% 6.56%

</TABLE>

These indexes do not reflect any commissions or fees which would be
incurred by an investor purchasing
the securities represented by each index. 0

Equity Separate Account

The following graph depicts that $1,000 invested in the Equity Separate Account
at its inception, October 1, 1987, would have appreciated to $10,620 at March
31, 1998. This is an annualized return of 25.24% per year. By comparison, $1,000
invested for the same time period in S&P 500 Index securities would have grown
to only $4,639.

<PAGE>
1

Transamerica Premier Funds - Investor and Institutional Classes of Shares

Statement of Additional Information - June 30, 1998

Transamerica Premier Aggressive Growth Fund
The Fund seeks to maximize long-term capital appreciation by investing
in common stocks selected for high growth potential.
Transamerica Premier Small Company Fund
The Fund seeks to maximize long-term growth by investing in small
company stocks.
Transamerica Premier Equity Fund
The Fund seeks to maximize long-term capital appreciation by investing
in medium and large company stocks.
Transamerica Premier Value Fund
The Fund seeks to capital appreciation.
Transamerica Premier Index Fund
The Fund seeks to track the performance of the Standard & Poor's 500
Composite Stock Price Index,
also known as the S&P 500 Index (the "Index").
Transamerica Premier Balanced Fund
The Fund seeks to achieve long-term capital growth and current income
with a secondary objective of capital preservation, by balancing its
investments among stocks, bonds, and cash.
Transamerica Premier High Yield Bond Fund
The Fund seeks to achieve a high total return (income plus capital
growth) by investing primarily in debt instruments and convertible
securities, with an emphasis on lower quality securities.
Transamerica Premier Bond Fund
The Fund seeks to achieve a high total return (income plus capital
changes) consistent with
preservation of principal.
Transamerica Premier Cash Reserve Fund
This is a money market fund that seeks to maximize current income
consistent with liquidity and preservation of principal.

Contents

Investment Objectives and Policies 2
Investment Restrictions 11
Management of the Company 14
Investment Advisory and Other Services 17
Purchase and Redemption of Shares 19
Brokerage Allocation 21
Determination of Net Asset Value 22
Performance Information 23
Taxes 26
Other Information 27
Financial Statements 27
Appendix A:
Description of Corporate Bond Ratings 28
Appendix B:
Description of Fixed-Income Instruments 30

Your Guide
This Statement of Additional Information pertains to the Investor Class and the
Institutional Class of the Transamerica Premier Funds (a "Fund" or collectively
the "Funds") listed above. It will provide you with details beyond what is
available in the Prospectus. Please refer to the Prospectus first, then to this
document. Please read it carefully. Save it for future reference.

About the Prospectus
This Statement of Additional Information is not a prospectus. It should be read
in connection with the current Prospectus dated March 31, 1998. The Prospectus
is available without charge by calling, 1-800-89-ASK-US (1-800-892-7587).

Terms used in the Prospectus are incorporated by reference in this Statement of
Additional Information.

No person has been authorized to give any information or to make any
representations other than those contained in this Statement of Additional
Information and the Prospectus dated March 31, 1998, as revised from time to
time, and if given or made, such information or representations may not be
relied upon as having been authorized by the Funds.

Investment Objectives and Policies

The investment objectives and policies of the Funds are described in the
Prospectus. The achievement of each Fund's investment objectives will depend on
market conditions generally and on the analytical and portfolio management
skills of the Investment Adviser. There can be no assurance that the investment
objective of any of the Funds can be achieved.

High-Yield ("Junk") Bonds
High-yield bonds (commonly called "junk" bonds) are lower rated bonds that
involve a higher degree of credit risk. See "Appendix A" for a description of
credit ratings. Credit risk is the risk that the issuer of the bonds will not be
able to make interest or principal payment on time. If this happened to a bond
in a Fund, the Fund would lose some of its income, and could expect a decline in
the market value of the securities affected. So the Investment Adviser needs to
carefully analyze the financial condition of companies issuing junk bonds. The
prices of junk bonds tend to be more reflective of prevailing economic and
industry conditions, issuers' unique financial situations, and the bonds' coupon
than to small changes in the level of interest rates. But during an economic
downturn or a period of rising interest rates, highly leveraged companies may
have trouble making principal and interest payments, meeting projected business
goals, and obtaining additional financing. Junk bonds' values will generally
decrease in a rising interest rate market.

Junk bonds may contain "call" provisions, which enable the issuers of the bond
to redeem the bond at will. If the issuer exercises this privilege during a
declining interest rate market, the Fund would most likely replace the bond with
a lower yield bond, resulting in a lower return for investors.

Periods of economic or political uncertainty and change can create some
volatility for junk bonds. Since the last major economic recession, there has
been a substantial increase in the use of high-yield debt securities to fund
highly leveraged corporate acquisitions and restructurings. Past experience with
high-yield securities in a prolonged economic downturn may not provide an
accurate indication of future performance during such periods. Lower rated
securities may also be harder to sell than higher rated securities because of
negative publicity and investor perceptions of this market, as well as new or
proposed laws dealing with high yield securities. For many junk bonds, there is
no established retail secondary market. As a result, it may be difficult for the
Investment Adviser to accurately value the bonds because they cannot rely on
available objective data.

Each Fund may also invest in unrated debt securities. Unrated debt, while not
necessarily of lower quality than rated securities, may not have as broad a
market. Since bond ratings do not consider factors relevant to each issue, and
may not be updated regularly, the Investment Adviser may treat high yield
securities as unrated debt.

Because of the size and perceived demand of the issue, among other factors,
certain municipalities may decide not to pay the cost of getting a rating for
their bonds. The Investment Adviser will analyze the creditworthiness of the
issuer, as well as any financial institution or other party responsible for
payments on the security, to determine whether to purchase unrated municipal
bonds. See "Appendix B" for a description of fixed income instruments.

Restricted and Illiquid Securities
A Fund may purchase certain restricted securities of U.S. issuers (securities
that are not registered under the Securities Act of 1933, as amended [the "1933
Act"] but can be offered and sold to "qualified institutional buyers" under Rule
144A of that Act) and limited amounts of illiquid investments, including
illiquid restricted securities.

Illiquid investments include restricted securities, repurchase agreements that
mature in more than seven days, fixed time deposits that mature in more than
seven days and participation interests in loans.

Certain repurchase agreements which provide for settlement in more than seven
days, however, can be liquidated before the nominal fixed term of seven days.
The Investment Adviser will consider such repurchase agreements as liquid.
Likewise, restricted securities (including commercial paper issued pursuant to
Section 4(2) of the 1933 Act) that the Board or the Investment Adviser have
determined to be liquid will be treated as such.

The SEC staff has taken the position that fixed time deposits maturing in more
than seven days, that cannot be traded on a secondary market, and participation
interests in loans are illiquid and not readily marketable. A considerable
amount of time may elapse between a Fund's decision to dispose of restricted or
illiquid securities and the time which such Fund is able to dispose of them,
during which time the value of such securities (and therefore the value of the
Fund's shares) could decline.

Derivatives
Each Fund, except for Transamerica Premier Cash Reserve Fund, may use options,
futures, forward contracts, and swap transactions ("derivatives"). The Funds may
purchase, or write, call or put options on securities or on indexes ("options")
and may enter into interest rate or index futures contracts for the purchase or
sale of instruments based on financial indexes ("futures contracts"), options on
futures contracts, forward contracts, and interest rate swaps and swap-related
products.

By investing in derivatives, the Investment Adviser may seek to protect a Fund
against potentially unfavorable movements in interest rates or securities'
prices, or attempt to adjust a Fund's exposure to changing securities prices,
interest rates, or other factors that affect securities values. This is done in
an attempt to reduce a Fund's overall investment risk. Although it will not
generally be a significant part of a Fund's strategies, the Investment Adviser
may also use derivatives to enhance returns. Opportunities to enhance returns
arise when the derivative does not reflect the fair value of the underlying
securities. None of the Funds will use derivatives for leverage.

Risks in the use of derivatives include, in addition to those referred to above:
(1) the risk that interest rates and securities prices do not move in the
directions being hedged against, in which case the Fund has incurred the cost of
the derivative (either its purchase price or, by writing an option, losing the
opportunity to profit from increases in the value of the securities covered)
with no tangible benefit; (2) imperfect correlation between the price of
derivatives and the movements of the securities' prices or interest rates being
hedged; (3) the possible absence of a liquid secondary market for any particular
derivative at any time (some derivatives are not actively traded but are custom
designed to meet the investment needs of a narrow group of institutional
investors and can become illiquid if the needs of that group of investors
change); (4) the potential loss if the counterparty to the transaction does not
perform as promised; and (5) the possible need to defer closing out certain
positions to avoid adverse tax consequences.

The Transamerica Premier Bond Fund and Transamerica Premier Balanced Fund may
invest in derivatives with respect to less than 20% of each Fund's assets;
Transamerica Premier Index Fund may invest with respect to no more than 35% of
its assets. The Board will closely monitor the Investment Adviser's use of
derivatives in each of the Funds to assure they are used in accordance with the
investment objectives of each Fund.

Options on Securities and Securities Indexes
A Fund may write (i.e.; sell) covered call and put options on any securities in
which it may invest. A call option written by a Fund obligates the Fund to sell
specified securities to the holder of the option at a specified price if the
option is exercised at any time before the expiration date. All call options
written by a Fund are covered, which means that the Fund will own the securities
subject to the option so long as the option is outstanding. A Fund's purpose in
writing covered call options is to realize greater income than would be realized
on securities transactions alone. However, by writing the call option a Fund
might forgo the opportunity to profit from an increase in the market price of
the underlying security.

A put option written by a Fund would obligate the Fund to purchase specified
securities from the option holder at a specified price if the option is
exercised at any time before the expiration date. All put options written by a
Fund would be covered, which means that such Fund would have deposited with its
custodian cash or liquid securities with a value at least equal to the exercise
price of the put option. The purpose of writing such options is to generate
additional income for the Fund. However, in return for the option premium, a
Fund accepts the risk that it might be required to purchase the underlying
securities at a price in excess of the securities' market value at the time of
purchase.

In addition, a written call option or put option may be covered by maintaining
liquid securities in a segregated account with its custodian or by purchasing an
offsetting option or any other option which, by virtue of its exercise price or
otherwise, reduces a Fund's net exposure on its written option position.

A Fund may also write (sell) covered call and put options on any securities
index composed of securities in which it may invest. Options on securities
indexes are similar to options on securities, except that the exercise of
securities index options requires cash payments and does not involve the actual
purchase or sale of securities. In addition, securities index options are
designed to reflect price fluctuations in a group of securities or segment of
the securities market rather than price fluctuations in a single security.

A Fund may cover call options on a securities index by owning securities whose
price changes are expected to be similar to those of the underlying index, or by
having an absolute and immediate right to acquire such securities without
additional cash consideration (or for additional cash consideration held in a
segregated account by its custodian) upon conversion or exchange of other
securities in the Fund. A Fund may cover call and put options on a securities
index by maintaining cash or liquid securities with a value equal to the
exercise price in a segregated account with its custodian.

A Fund may terminate its obligations under an exchange traded call or put option
by purchasing an option identical to the one it has written. Obligations under
over-the-counter options may be terminated only by entering into an offsetting
transaction with the counterparty to such option. Such purchases are referred to
as "closing purchase" transactions.

A Fund may purchase put and call options on any securities in which it may
invest or options on any securities index based on securities in which it may
invest. A Fund would also be able to enter into closing sale transactions in
order to realize gains or minimize losses on options it had purchased.

A Fund would normally purchase call options in anticipation of an increase in
the market value of securities of the type in which it may invest. The purchase
of a call option would entitle a Fund, in return for the premium paid, to
purchase specified securities at a specified price during the option period. A
Fund would ordinarily realize a gain if, during the option period, the value of
such securities exceeded the sum of the exercise price, the premium paid and
transaction costs; otherwise the Fund would realize a loss on the purchase of
the call option.

A Fund would normally purchase put options in anticipation of a decline in the
market value of its securities ("protective puts") or in securities in which it
may invest. The purchase of a put option would entitle a Fund, in exchange for
the premium paid, to sell specified securities at a specified price during the
option period. The purchase of protective puts is designed to offset or hedge
against a decline in the market value of a Fund's securities. Put options may
also be purchased by a Fund for the purpose of affirmatively benefiting from a
decline in the price of securities which it does not own. A Fund would
ordinarily realize a gain if, during the option period, the value of the
underlying securities decreased below the exercise price sufficiently to cover
the premium and transaction costs; otherwise such a Fund would realize a loss on
the purchase of the put option.

A Fund would purchase put and call options on securities indexes for the same
purposes as it would purchase options on individual securities.

Risks Associated with Options Transactions
There is no assurance that a liquid secondary market will exist for any
particular exchange-traded option at any particular time. If a Fund is unable to
affect a closing purchase transaction with respect to covered options it has
written, the Fund will not be able to sell the underlying securities or dispose
of assets held in a segregated account until the options expire or are
exercised. Similarly, if a Fund is unable to effect a closing sale transaction
with respect to options it has purchased, it would have to exercise the options
in order to realize any profit and will incur transaction costs upon the
purchase or sale of underlying securities.

Reasons for the absence of a liquid secondary market on an exchange include the
following: (i) there may be insufficient trading interest in certain options;
(ii) restrictions may be imposed by an exchange on opening transactions or
closing transactions or both; (iii) trading halts, suspensions or other
restrictions may be imposed with respect to particular classes or series of
options; (iv) unusual or unforeseen circumstances may interrupt normal
operations on an exchange; (v) the facilities of an exchange or the Options
Clearing Corporation may not at all times be adequate to handle current trading
volume; or (vi) one or more exchanges could, for economic or other reasons,
decide or be compelled at some future date to discontinue the trading of options
(or a particular class or series of options), in which event the secondary
market on that exchange (or in that class or series of options) would cease to
exist, although outstanding options on that exchange that had been issued by the
Options Clearing Corporation as a result of trades on that exchange would
continue to be exercisable in accordance with their terms.

A Fund may purchase and sell both options that are traded on U.S., United
Kingdom, and other exchanges and options traded over-the-counter with
broker-dealers who make markets in these options. The ability to terminate
over-the-counter options is more limited than with exchange-traded options and
may involve the risk that broker-dealers participating in such transactions will
not fulfill their obligations. Until such time as the staff of the SEC changes
its position, a Fund will treat purchased over-the-counter options and all
assets used to cover written over-the-counter options as illiquid securities,
except that with respect to options written with primary dealers in U.S.
government securities pursuant to an agreement requiring a closing purchase
transaction at a formula price, the amount of illiquid securities may be
calculated with reference to the formula.

Transactions by a Fund in options on securities and securities indexes will be
subject to limitations established by each of the exchanges, boards of trade or
other trading facilities governing the maximum number of options in each class
which may be written or purchased by a single investor or group of investors
acting in concert. Thus, the number of options which a Fund may write or
purchase may be affected by options written or purchased by other investment
advisory clients of the Investment Adviser of the Funds. An exchange, board of
trade or other trading facility may order the liquidation of positions found to
be in excess of these limits, and it may impose certain other sanctions.

The writing and purchase of options is a highly specialized activity which
involves investment techniques and risks different from those associated with
ordinary securities transactions. The successful use of protective puts for
hedging purposes depends in part on an ability to anticipate future price
fluctuations and the degree of correlation between the options and securities
markets.

Futures Contracts and Options on Futures Contracts
A Fund may purchase and sell futures contracts and may also purchase and write
options on futures contracts. A Fund may purchase and sell futures contracts
based on various securities (such as U.S. government securities), securities
indexes, and other financial instruments and indexes. A Fund will engage in
futures or related options transactions only for bona fide hedging purposes as
defined below or to increase total returns to the extent permitted by
regulations of the Commodity Futures Trading Commission ("CFTC"). All futures
contracts entered into by a Fund are traded on U.S. exchanges or boards of trade
that are licensed and regulated by the CFTC.

Futures Contracts
A futures contract may generally be described as an agreement between two
parties to buy or sell particular financial instruments for an agreed price
during a designated month (or to deliver the final cash settlement price, in the
case of a contract relating to an index or otherwise not calling for physical
delivery at the end of trading in the contract).

When interest rates are rising or securities prices are falling, a Fund can seek
to offset a decline in the value of its current securities through the sale of
futures contracts. When rates are falling or prices are rising, a Fund, through
the purchase of futures contracts, can attempt to secure better rates or prices
than might later be available in the market when it effects anticipated
purchases. The Transamerica Premier Index Fund will use options and futures
contracts only to achieve its performance objective of matching the return on
the S&P 500.

Positions taken in the futures markets are not normally held to maturity, but
are instead liquidated through offsetting transactions which may result in a
profit or a loss. While a Fund's futures contracts on securities will usually be
liquidated in this manner, it may instead make or take delivery of the
underlying securities whenever it appears economically advantageous for a Fund
to do so. A clearing corporation associated with the exchange on which futures
on securities are traded guarantees that, if still open, the sale or purchase
will be performed on the settlement date.

Hedging Strategies
Hedging by use of futures contracts seeks to establish more certainty than would
otherwise be possible in the effective price or rate of return on securities
that a Fund owns or proposes to acquire. A Fund may, for example, take a "short"
position in the futures market by selling futures contracts in order to hedge
against an anticipated rise in interest rates or a decline in market prices that
would adversely affect the value of the Fund's securities. Such futures
contracts may include contracts for the future delivery of securities held by
the Fund or securities with characteristics similar to those of a Fund's
securities.

If, in the opinion of the Investment Adviser, there is a sufficient degree of
correlation between price trends for a Fund's securities and futures contracts
based on other financial instruments, securities indexes or other indexes, the
Fund may also enter into such futures contracts as part of its hedging strategy.
Although under some circumstances prices of a Fund's securities may be more or
less volatile than prices of such futures contracts, the Investment Adviser will
attempt to estimate the extent of this difference in volatility based on
historical patterns and to compensate for it by having a Fund enter into a
greater or lesser number of futures contracts or by attempting to achieve only a
partial hedge against price changes affecting the Fund's securities. When
hedging of this character is successful, any depreciation in the value of the
Fund's securities will be substantially offset by appreciation in the value of
the futures position. On the other hand, any unanticipated appreciation in the
value of the Fund's securities would be substantially offset by a decline in the
value of the futures position.

On other occasions, a Fund may take a "long" position by purchasing such futures
contracts. This would be done, for example, when a Fund anticipates the
subsequent purchase of particular securities when it has the necessary cash, but
expects the prices or interest rates then available in the applicable market to
be less favorable than prices or rates that are currently available.

Options on Futures Contracts
The acquisition of put and call options on futures contracts will give a Fund
the right (but not the obligation), for a specified price, to sell or to
purchase, respectively, the underlying futures contract at any time during the
option period. As the purchaser of an option on a futures contract, a Fund
obtains the benefit of the futures position if prices move in a favorable
direction but limits its risk of loss in the event of an unfavorable price
movement to the loss of the option premium and transaction costs.

The writing of a call option on a futures contract generates a premium which may
partially offset a decline in the value of a Fund's assets. By writing a call
option, a Fund becomes obligated, in exchange for the premium, to sell a futures
contract, which may have a value higher than the exercise price. Conversely, the
writing of a put option on a futures contract generates a premium, which may
partially offset an increase in the price of securities that a Fund intends to
purchase. However, a Fund becomes obligated to purchase a futures contract,
which may have a value lower than the exercise price. Thus, the loss incurred by
a Fund in writing options on futures is potentially unlimited and may exceed the
amount of the premium received. A Fund will increase transaction costs in
connection with the writing of options on futures.

The holder or writer of an option on a futures contract may terminate its
position by selling or purchasing an offsetting option on the same series. There
is no guarantee that such closing transactions can be effected. A Fund's ability
to establish and close out positions on such options will be subject to the
development and maintenance of a liquid market.

Other Considerations
Where permitted, a Fund will engage in futures transactions and in related
options transactions only for bona fide hedging or to increase total return to
the extent permitted by CFTC regulations. A Fund will determine that the price
fluctuations in the futures contracts and options on futures used for hedging
purposes are substantially related to price fluctuations in securities held by
the Fund or which it expects to purchase. Except as stated below, each Fund's
futures transactions will be entered into for traditional hedging purposes,
i.e., futures contracts will be sold to protect against a decline in the price
of securities that the Fund owns, or futures contracts will be purchased to
protect the Fund against an increase in the price of securities it intends to
purchase. As evidence of this hedging intent, a Fund expects that on 75% or more
of the occasions on which they take a long futures or option position (involving
the purchase of futures contracts), that Fund will have purchased, or will be in
the process of purchasing, equivalent amounts of related securities in the cash
market at the time when the futures or option position is closed out. However,
in particular cases, when it is economically advantageous for a Fund to do so, a
long futures position may be terminated or an option may expire without the
corresponding purchase of securities or other assets.

As an alternative to literal compliance with the bona fide hedging definition, a
CFTC regulation permits a Fund to elect to comply with a different test, under
which the aggregate initial margin and premiums required to establish positions
in futures contracts and options on futures for the purpose of increasing total
return, will not exceed 5% of the Fund's net asset value, after taking into
account unrealized profits and losses on any such positions and excluding the
amount by which such options were in-the-money at the time of purchase. As
permitted, each Fund will engage in transactions in futures contracts and in
related options transactions only to the extent such transactions are consistent
with the requirements of the Internal Revenue Code of 1986, as amended (the
"Code") for maintaining its qualification as a regulated investment company for
federal income tax purposes.

Transactions in futures contracts and options on futures involve brokerage
costs, require margin deposits and, in the case of contracts and options
obligating a Fund to purchase securities or currencies, require the Fund to
segregate with its custodian liquid securities in an amount equal to the
underlying value of such contracts and options.

While transactions in futures contracts and options on futures may reduce
certain risks, such transactions themselves entail certain other risks. Thus,
unanticipated changes in interest rates or securities prices may result in a
poorer overall performance for a Fund than if it had not entered into any
futures contracts or options transactions. In the event of an imperfect
correlation between a futures position and the position which is intended to be
protected, the desired protection may not be obtained and a Fund may be exposed
to risk of loss.

Perfect correlation between a Fund's futures positions and current positions may
be difficult to achieve because no futures contracts based on individual equity
securities are currently available. The only futures contracts available to
these Funds for hedging purposes are various futures on U.S. government
securities and securities indexes.

Interest Rate Swaps

A Fund may enter into interest rate swaps for hedging purposes and non-hedging
purposes. Since swaps are entered into for good faith hedging purposes or are
offset by a segregated account as described below, the Investment Adviser
believes that swaps do not constitute senior securities as defined in the 1940
Act and, accordingly, will not treat them as being subject to the Fund's
borrowing restrictions. The net amount of the excess, if any, of a Fund's
obligations over its "entitlement" with respect to each interest rate swap will
be accrued on a daily basis and an amount of cash or other liquid securities
having an aggregate net asset value at least equal to such accrued excess will
be maintained in a segregated account by the Fund's custodian. A Fund will not
enter into any interest rate swap unless the credit quality of the unsecured
senior debt or the claims-paying ability of the other party thereto is
considered to be investment grade by the Investment Adviser. If there is a
default by the other party to such a transaction, a Fund will have contractual
remedies pursuant to the agreement. The swap market has grown substantially in
recent years with a large number of banks and investment banking firms acting
both as principals and as agents utilizing standardized swap documentation. As a
result, the swap market has become relatively liquid in comparison with the
markets for other similar instruments which are traded in the interbank market.

Swap Transactions
The Funds may, to the extent permitted by the SEC, enter into privately
negotiated "swap" transactions with other financial institutions in order to
take advantage of investment opportunities generally not available in public
markets. In general, these transactions involve "swapping" a return based on
certain securities, instruments, or financial indexes with another party, such
as a commercial bank, in exchange for a return based on different securities,
instruments, or financial indexes.

By entering into swap transactions, a Fund may be able to protect the value of a
portion of its securities against declines in market value. A Fund may also
enter into swap transactions to facilitate implementation of allocation
strategies between different market segments or to take advantage of market
opportunities which may arise from time to time.

A Fund may be able to enhance its overall performance if the return offered by
the other party to the swap transaction exceeds the return swapped by the Fund.
However, there can be no assurance that the return a Fund receives from the
counterparty to the swap transaction will exceed the return it swaps to that
party.

While a Fund will only enter into swap transactions with counterparties it
considers creditworthy, a risk inherent in swap transactions is that the other
party to the transaction may default on its obligations under the swap
agreement. The Fund will monitor the creditworthiness of parties with which it
has swap transactions. If the other party to the swap transaction defaults on
its obligations, a Fund would be limited to contractual remedies under the swap
agreement. There can be no assurance that a Fund will succeed when pursuing its
contractual remedies. To minimize a Fund's exposure in the event of default, the
Funds will usually enter into swap transactions on a net basis (i.e., the
parties to the transaction will net the payments payable to each other before
such payments are made). When a Fund enters into swap transactions on a net
basis, the net amount of the excess, if any, of the Fund's obligations over its
entitlements with respect to each such swap agreement will be accrued on a daily
basis and an amount of liquid assets having an aggregate market value at least
equal to the accrued excess will be segregated by the Fund's custodian. To the
extent a Fund enters into swap transactions other than on a net basis, the
amount segregated will be the full amount of the Fund's obligations, if any,
with respect to each such swap agreement, accrued on a daily basis. See
"Segregated Accounts."

Swap agreements are considered to be illiquid by the SEC staff and will be
subject to the limitations on illiquid
investments. See "Restricted and Illiquid Securities."

To the extent that there is an imperfect correlation between the return a Fund
is obligated to swap and the securities or instruments representing such return,
the value of the swap transaction may be adversely affected. A Fund therefore
will not enter into a swap transaction unless it owns or has the right to
acquire the securities or instruments representative of the return it is
obligated to swap with the counterparty to the swap transaction. It is not the
intention of the Funds to engage in swap transactions in a speculative manner,
but rather primarily to hedge or manage the risks associated with assets held in
a Fund, or to facilitate the implementation of strategies of purchasing and
selling assets for a Fund.

Foreign Securities
All the Premier Funds, except the Transamerica Premier Index Fund and the
Transamerica Premier Cash Reserve Fund, may invest in foreign securities. The
Transamerica Premier Index Fund invests only in those securities that are
selected by the Standard & Poor's Corporation to be included in the S&P 500
Index. Foreign securities, other than ADRs, will be held in custody by State
Street London Limited, who will handle transactions with the transnational
depositories Euroclear and Cedel.

Segregated Accounts
In connection with when-issued securities, firm commitment agreements, futures,
the writing of options, and certain other transactions in which a Fund incurs an
obligation to make payments in the future, a Fund may be required to segregate
assets with its custodian in amounts sufficient to settle the transaction. To
the extent required, such segregated assets will consist of liquid securities.

Purchase of "When-Issued" Securities
The Funds may enter into firm commitment agreements for the purchase of
securities on a specified future date. Thus, the Funds may purchase, for
example, new issues of fixed-income instruments on a "when-issued" basis,
whereby the payment obligation, or yield to maturity, or coupon rate on the
instruments may not be fixed at the time of the transaction. In addition, the
Funds may invest in asset-backed securities on a delayed delivery basis. This
reduces the Funds' risk of early repayment of principal, but exposes the Funds
to some additional risk that the transaction will not be consummated.

When the Funds enter into firm commitment agreements, liability for the purchase
price and the rights and risks of ownership of the securities accrue to the
Funds at the time they become obligated to purchase such securities, although
delivery and payment occur at a later date. Accordingly, if the market price of
the security should decline, the effect of the agreement would be to obligate
the Funds to purchase the security at a price above the current market price on
the date of delivery and payment. During the time the Funds are obligated to
purchase such securities they will be required to segregate assets. See
"Segregated Accounts," on this page. A Fund will not purchase securities on a
"when-issued" basis if, as a result, more than 15% of the Fund's net assets
would be so invested.

Lending of Securities
Subject to investment restriction number 2 titled "Lending" (relating to loans
of securities), a Fund may lend its securities to brokers and dealers that are
not affiliated with the Investment Adviser, are registered with the Commission
and are members of the NASD, and also to certain other financial institutions.
All loans will be fully collateralized. In connection with the lending of its
securities, a Fund will receive as collateral cash, securities issued or
guaranteed by the United States government (i.e., Treasury securities), or other
collateral permitted by applicable law, which at all times while the loan is
outstanding will be maintained in amounts equal to at least 102% of the current
market value of the loaned securities, or such lesser percentage as may be
permitted by applicable law, as reviewed daily. The Fund lending its securities
will receive amounts equal to the interest or dividends paid on the securities
loaned and in addition will expect to receive a portion of the income generated
by the short-term investment of cash received as collateral or, alternatively,
where securities or a letter of credit are used as collateral, a lending fee
paid directly to the Fund by the borrower of the securities. Such loans will be
terminable by the Fund at any time and will not be made to affiliates of the
Investment Adviser. A Fund may terminate a loan of securities in order to regain
record ownership of, and to exercise beneficial rights related to, the loaned
securities, including but not necessarily limited to voting or subscription
rights, and may, in the exercise of its fiduciary duties, terminate a loan in
the event that a vote of holders of those securities is required on a material
matter. The Fund may pay reasonable fees to persons unaffiliated with the Fund
for services or for arranging such loans. Loans of securities will be made only
to firms deemed creditworthy. As with any extension of credit, however, there
are risks of delay in recovering the loaned securities, should the borrower of
securities default, become the subject of bankruptcy proceedings, or otherwise
be unable to fulfill its obligations or fail financially.

Borrowing Policies of the Funds
The Funds can borrow money from banks or engage in reverse repurchase
agreements, for temporary or emergency purposes. The Funds can borrow up to
one-third of a Fund's total assets. To secure borrowings, the Funds can mortgage
or pledge securities in an amount up to one-third of a Fund's net assets. If a
Fund borrows money, its share price may be subject to greater fluctuation until
the borrowing is paid off. The Fund will not make any additional investments,
other than reverse repurchase agreements, while the level of the borrowing
exceeds 5% of the Fund's total assets.

Short-term corporate obligations may also include variable amount master demand
notes. Variable amount master notes are obligations that permit the investment
of fluctuating amounts by a Fund at varying rates of interest pursuant to direct
arrangements between the Fund, as lender, and the borrower. These notes permit
daily changes in the amounts borrowed. The Fund has the right to increase the
amount under the note at any time up to the full amount provided by the note
agreement, or to decrease the amount, and the borrower may repay up to the full
amount of the note without penalty. The borrower is typically a large industrial
or finance company which also issues commercial paper. Typically these notes
provide that the interest rate is set daily by the borrower. The rate is usually
the same or similar to the interest rate on commercial paper being issued by the
borrower. Because variable amount master notes are direct lending arrangements
between the lender and borrower, it is not generally contemplated that such
instruments will be traded, and there is no secondary market for these notes,
although they are redeemable (and thus immediately repayable by the borrower) at
the face value, plus accrued interest, at any time. Accordingly, a Fund's right
to redeem is dependent on the ability of the borrower to pay principal and
interest on demand. In connection with master demand note arrangements, the Fund
considers earning power, cash flow, and other liquidity ratios of the issuer.
The Funds will only invest in master demand notes of U.S. issuers. While master
demand notes, as such, are not typically rated by credit rating agencies, if not
so rated the Funds may invest in them only if at the time of an investment the
issuer meets the criteria set forth in the Prospectus for all other commercial
paper issuers. A Fund will not invest more than 25% of its assets in master
demand notes.

Repurchase Agreements
Repurchase agreements have the characteristics of loans by a Fund, and will be
fully collateralized (either with physical securities or evidence of book entry
transfer to the account of the custodian bank) at all times. During the term of
the repurchase agreement the Fund retains the security subject to the repurchase
agreement as collateral securing the seller's repurchase obligation, continually
monitors the market value of the security subject to the agreement, and requires
the seller to deposit with the Fund additional collateral equal to any amount by
which the market value of the security subject to the repurchase agreement falls
below the resale amount provided under the repurchase agreement. The Funds will
enter into repurchase agreements only with member banks of the Federal Reserve
System, and with primary dealers in United States government securities or their
wholly-owned subsidiaries whose creditworthiness has been reviewed and found
satisfactory by the Investment Adviser and who have, therefore, been determined
to present minimal credit risk.

Securities underlying repurchase agreements will be limited to certificates of
deposit, commercial paper, bankers' acceptances, or obligations issued or
guaranteed by the United States government or its agencies or instrumentalities,
in which the Fund may otherwise invest.

If a seller of a repurchase agreement defaults and does not repurchase the
security subject to the agreement, the Fund would look to the collateral
security underlying the seller's repurchase agreement, including the securities
subject to the repurchase agreement, for satisfaction of the seller's obligation
to the Fund; in such event the Fund might incur disposition costs in liquidating
the collateral and might suffer a loss if the value of the collateral declines.
In addition, if bankruptcy proceedings are instituted against a seller of a
repurchase agreement, realization upon the collateral may be delayed or limited.

Reverse Repurchase Agreements and Leverage
The Funds may enter into reverse repurchase agreements with Federal Reserve
member banks and U.S. securities dealers from time to time. In a reverse
repurchase transaction the Fund sells securities and simultaneously agrees to
repurchase them at a price which reflects an agreed-upon rate of interest. The
Fund will use the proceeds of reverse repurchase agreements to make other
investments which either mature or are under an agreement to resell at a date
simultaneous with or prior to the expiration of the reverse repurchase
agreement. The Fund may utilize reverse repurchase agreements only if the
interest income to be earned from the investment proceeds of the transaction is
greater than the interest expense of the reverse repurchase transaction.

Reverse repurchase agreements are a form of leverage which increases the
opportunity for gain and the risk of loss for a given change in market value. In
addition, the gains or losses will cause the net asset value of the Funds'
shares to rise or fall faster than would otherwise be the case. There may also
be a risk of delay in the recovery of the underlying securities if the opposite
party has financial difficulties. A Fund's obligations under all borrowings,
including reverse repurchase agreements, will not exceed one-third of the Fund's
net assets.

The use of reverse repurchase agreements is included in the Fund's borrowing
policy and is subject to the limits of Section 18(f)(1) of the Investment
Company Act of 1940, as amended. During the time a reverse repurchase agreement
is outstanding, each Fund that has entered into such an agreement maintains a
segregated account with its Custodian containing cash or other liquid securities
having a value at least equal to the repurchase price under the reverse
repurchase agreement.

Other Investment Techniques and Opportunities
The Funds may take certain actions with respect to merger proposals, tender
offers, conversion of equity-related securities and other investment
opportunities with the objective of enhancing overall return, irrespective of
how these actions may affect the weight of the particular securities in a Fund.
It is not the policy of any of the Funds to select investments based primarily
on the possibility of one or more of these investment techniques and
opportunities being presented.

Investment Restrictions

Investment restrictions numbered 1 through 10 below have been adopted by the
Company as fundamental policies of the Funds. Under the Investment Company Act
of 1940, as amended (the "1940 Act"), a fundamental policy may not be changed
with respect to a Fund without the vote of a majority of the outstanding voting
securities (as defined in the 1940 Act) of the Fund. Each Fund will operate as a
"diversified company" within the meaning of the 1940 Act, except the
Transamerica Premier Aggressive Growth Fund which will operate as a
nondiversified fund. The Transamerica Premier Aggressive Growth Fund reserves
the right to become a diversified company by limiting the investments in which
more than 5% of its total assets are invested. Investment restrictions 11
through 15 may be changed by a vote of the Board of Directors of the Company
(the "Board") at any time.

1. Borrowing
Each Fund may borrow from banks for temporary or emergency (not leveraging)
purposes, including the meeting of redemption requests and cash payments of
dividends and distributions that might otherwise require the untimely
disposition of securities, in an amount not to exceed 33.33% of the value of the
Fund's total assets (including the amount borrowed) valued at market less
liabilities (not including the amount borrowed) at the time the borrowing is
made. Whenever outstanding borrowings, not including reverse repurchase
agreements, represent 5% or more of a Fund's total assets, the Fund will not
make any additional investments.

2. Lending
No Fund may lend its assets or money to other persons, except through (a)
purchasing debt obligations, (b) lending securities in an amount not to exceed
33.33% of the Fund's assets taken at market value, (c) entering into repurchase
agreements (d) trading in financial futures contracts, index futures contracts,
securities indexes and options on financial futures contracts, options on index
futures contracts, options on securities and options on securities indexes and
(e) entering into variable rate demand notes.

3. 5% Fund Rule
Except for the Transamerica Premier Aggressive Growth Fund, no Fund may purchase
securities (other than government securities) of any issuer if, as a result of
the purchase, more than 5% of the Fund's total assets would be invested in the
securities of the issuer, except that up to 25% of the value of the total assets
of each Fund, other than the Transamerica Premier Cash Reserve Fund, may be
invested without regard to this limitation. All securities of a foreign
government and its agencies will be treated as a single issuer for purposes of
this restriction. With respect to the Transamerica Premier Aggressive Growth
Fund, no more than 25% of the Fund's total assets may be invested in the
securities of a single issuer (other than cash items and government securities);
and with respect to 50% of the Fund's total assets, no more than 5% may be
invested in the securities of a single issuer (other than cash items and
government securities). Transamerica Premier Cash Reserve Fund may invest more
than 5% of the Fund's total assets, but not more than 25% of the Fund's total
assets, in the securities of one issuer for a period not to exceed three
business days.

4. 10% Issuer Rule
No Fund may purchase more than 10% of the voting securities of any one issuer,
or more than 10% of the outstanding securities of any class of issuer, except
that (a) this limitation is not applicable to a Fund's investments in government
securities and (b) up to 25% of the value of the assets of a Fund may be
invested without regard to these 10% limitations. All securities of a foreign
government and its agencies will be treated as a single issuer for purposes of
this restriction. These limitations are subject to any further limitation under
the 1940 Act.

5. 25% Industry Rule
No Fund may invest more than 25% of the value of its total assets in securities
issued by companies engaged in any one industry, including non-domestic banks or
any foreign government. This limitation does not apply to securities issued or
guaranteed by the United States government, its agencies or instrumentalities.
For the Transamerica Premier Cash Reserve Fund, investments in the following are
not subject to the 25% limitation: repurchase agreements and securities loans
collateralized by United States government securities, certificates of deposit,
bankers' acceptances, and obligations (other than commercial paper) issued or
guaranteed by United States banks and United States branches of foreign banks.

6. Underwriting
No Fund may underwrite any issue of securities, except to the extent that the
sale of securities in accordance with the Fund's investment objective, policies
and limitations may be deemed to be an underwriting, and except that the Fund
may acquire securities under circumstances in which, if the securities were
sold, the Fund might be deemed to be an underwriter for purposes of the
Securities Act of 1933, as amended.

7. Real Estate
No Fund may purchase or sell real estate or real estate limited partnership
interests, or invest in oil, gas or mineral leases, or mineral exploration or
development programs, except that a Fund may (a) invest in securities secured by
real estate, mortgages or interests in real estate or mortgages, (b) purchase
securities issued by companies that invest or deal in real estate, mortgages or
interests in real estate or mortgages, (c) engage in the purchase and sale of
real estate as necessary to provide it with an office for the transaction of
business or (d) acquire real estate or interests in real estate securing an
issuer's obligations, in the event of a default by that issuer.

8. Short Sales
No Fund may make short sales of securities or maintain a short position, unless
at all times when a short position is open, the Fund owns an equal amount of the
securities or securities convertible into or exchangeable for, without payment
of any further consideration, securities of the same issue as, and equal in
amount to, the securities sold short.

9. Margin Purchases
No Fund may purchase securities on margin, except that a Fund may obtain any
short-term credits necessary for the clearance of purchases and sales of
securities. For purposes of this restriction, the deposit or payment of initial
or variation margin in connection with futures contracts, financial futures
contracts or related options, and options on securities, and options on
securities indexes will not be deemed to be a purchase of securities on margin
by a Fund.

10. Commodities
No Fund may invest in commodities, except that each Fund (other than the
Transamerica Premier Cash Reserve Fund) may invest in futures contracts
(including financial futures contracts or securities index futures contracts)
and related options and other similar contracts as described in this Statement
of Additional Information and in the Prospectus.

11. Securities of Other Investment Companies

No Fund may purchase securities of other investment companies, other than a
security acquired in connection with a merger, consolidation, acquisition,
reorganization or offer of exchange and except as permitted under the 1940 Act,
if as a result of the purchase: (a) more than 10% of the value of the Fund's
total assets would be invested in the securities of investment companies; (b)
more than 5% of the value of the Fund's total assets would be invested in the
securities of any one investment company; or (c) the Fund would own more than 3%
of the total outstanding voting securities of any investment company.

12. Invest for Control
No Fund may invest in companies for the purposes of exercising control or
management.

13. 3-Year Rule
No Fund may purchase securities (other than government securities) if, as a
result of the purchase, the Fund would then have more than 5% of its total
assets invested in securities of companies (including predecessors) that have
been in continuous operation for fewer than three years. This restriction will
apply to the entity supplying the revenues from which the issue is to be paid.

14. Warrants
The Transamerica Premier Cash Reserve Fund may not invest in any form of
warrants.

15. Restricted and Illiquid Securities
No Fund will invest more than 15% (10% for the Transamerica Premier Cash Reserve
Fund) of its net assets in illiquid investments, which includes most repurchase
agreements maturing in more than seven days, currency and interest rate swaps,
time deposits with a notice or demand period of more than seven days, certain
over-the-counter option contracts, participation interests in loans, securities
that are not readily marketable, and restricted securities, unless the
Investment Adviser determines, based upon a continuing review of the trading
markets and available reliable price information for the specific security, that
such restricted securities are eligible to be deemed liquid under Rule 144A. For
purposes of this restriction, illiquid securities are securities that cannot be
disposed of by a Fund within seven days in the ordinary course of business at
approximately the amount at which the Fund has valued the securities. In no
event will any Fund's investment in illiquid securities, in the aggregate,
exceed 15% (10% for the Transamerica Premier Cash Reserve Fund) of its assets.
If through a change in values, net assets, or other circumstances, any Fund were
in a position where more than 15% of its assets were invested in illiquid
securities, it would take appropriate steps to protect liquidity.

The Board has adopted guidelines and delegated to the Investment Adviser the
daily function of determining and monitoring the liquidity of restricted
securities. The Board, however, will retain sufficient oversight and be
ultimately responsible for the determinations. When no market, dealer, or matrix
quotations are available for a security, illiquid investments are priced at fair
value as determined in good faith by a committee appointed by the Board. Since
it is not possible to predict with assurance exactly how the market for
restricted securities sold and offered under Rule 144A will develop, the Board
will carefully monitor each Fund's investments in these securities, focusing on
such important factors, among others, as valuation, liquidity, and availability
of information. To the extent that qualified institutional buyers become for a
time uninterested in purchasing these restricted securities, this investment
practice could have the effect of decreasing the level of liquidity in a Fund.

The purchase price and subsequent valuation of restricted securities normally
reflect a discount from the price at which such securities would trade if they
were not restricted, since the restriction makes them less liquid. The amount of
the discount from the prevailing market prices is expected to vary depending
upon the type of security, the character of the issuer, the party who will bear
the expenses of registering the restricted securities, and prevailing supply and
demand conditions.

Management of the Company

The names of the directors and executive officers of the Company, their business
addresses and their principal occupations during the past five years are listed
below. Each of the officers listed below is an employee of an entity that
provides services to the Funds. An asterisk (*) appears after the name of each
director who is an "interested person" of the Company, as defined in the 1940
Act.

Position
Held with
Name, Address Transamerica Principal Occupations
& Age Investors During Past 5 Year
- --------------------------------------------------------------------------------
<S> <C> <C>
Nooruddin S. Veerjee* Chief Executive President, Transamerica Life
Transamerica Center Officer and Insurance and Annuity Company
1150 S. Olive St. Chairman of ("TALIAC"), and President,
Los Angeles, CA 90015 the Board Insurance Products Division,
Age 39 Transamerica Occidental Life

Insurance Company ("TOLIC").

Gary U. Rolle'* Director Chairman and President,
Transamerica Center Transamerica Income Shares Inc.;
1150 S. Olive St. Executive Vice President & Chief
Los Angeles, CA 90015 Investment Officer, Transamerica
Age 56 Investment Services ("TIS"); and
Chief Investment
Officer, TOLIC and
TALIAC.

Sidney E. Harris Director Dean of College of Business
Georgia State University Administration, Georgia
35 Broad Street, Suite 718 State University since 1997.
Atlanta, Georgia 30303 Formerly Dean of the Peter F.
Age 48 Drucker Management Center,

Claremont Graduate School.

Charles C. Reed Director Vice Chairman of Aon Risk
Aon Risk Services Services Inc. of Southern
707 Wilshire Blvd., Suite 6000 California (business risk
Los Angeles, CA 90017 management and insurance
Age 64 brokerage).

Carl R. Terzian Director Chairman of Carl Terzian
Carl Terzian Associates Associates (public relations).
12400 Wilshire Blvd, Suite 200
Los Angeles, CA 90025
Age 62

Nicki Bair President Senior Vice President, TOLIC &
Transamerica Center TALIAC since 1996. Formerly Vice
1150 S. Olive St. President, TOLIC & TALIAC.
Los Angeles, CA 90015
Age 42

E. Joy Heckendorf Senior Vice Marketing Director, TALIAC since
Transamerica Center President 1996. Formerly President, Dreyfus
1150 S. Olive St. Service Corporation in 1996.
Los Angeles, CA 90015 Formerly Vice President Marketing,
Age 41 Janus Capital Corporation.

</TABLE>

The directors are responsible for major decisions relating to the Funds'
objectives, policies and operations pursuant to the Funds' Bylaws, Articles of
Incorporation, Maryland law and the 1940 Act. Day-to-day decisions by the
officers of the Funds are reviewed by the directors on a quarterly basis. During
the interim between quarterly Board meetings, the Executive Committee is
empowered to act when necessary for the Board of Directors.
The Executive Committee members are Nooruddin S. Veerjee and Gary U. Rolle.'

No officer, director or employee of Transamerica Investment Services, Inc. or
Transamerica Occidental Life Insurance Company or any of their affiliates
receives any compensation from the Company for acting as a director or officer
of the Company. Each director of the Company who is not an "interested person"
of the Company receives an annual fee of $10,000, and $1,000 for each meeting of
the Company's Board attended, and $500 for each Board committee meeting
attended, and is reimbursed for expenses incurred in connection with such
attendance.

Following is a table of the compensation expected to be paid to each director
during the current fiscal year.
<TABLE>
<CAPTION>

Estimated Total
Annual Compensation
Compensation Pension Benefits at All Related
Name Paid Benefits Retirement Funds
- -------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Sidney E. Harris $15,000 $0 $0 $15,000
Charles C. Reed $15,000 $0 $0 $15,000
Carl R. Terzian $15,000 $0 $0 $15,000
Gary U. Rolle' $0 $0 $0 $0
Nooruddin S. Veerjee $0 $0 $0 $0
</TABLE>

As of February 28, 1998 the officers and directors of Transamerica Investors,
Inc. together owned 2.9% of the Premier Aggressive Growth Fund. The officers and
directors of Transamerica Investors, Inc. together owned less than 1% of the
shares of each of the following equity Funds: Premier Small Company Fund,
Premier Equity Fund, Premier Value Fund, Premier Index Fund, and Premier
Balanced Fund.

As of June 3, 1998 the following shareholders owned 25% or more of the indicated
Funds:

Transamerica Percent
Shareholder Premier Fund Owned
Charles Schwab & Company, Inc. Equity Fund 46%
101 Montgomery St., San Francisco, CA 94104
ARC Reinsurance Corporation Small Company Fund 29%
1149 S. Hill St., H-344, Los Angeles, CA 90015
ARC Reinsurance Corporation Value Fund 65%
1149 S. Hill St., H-344, Los Angeles, CA 90015
ARC Reinsurance Corporation Index Fund 31%
1149 S. Hill St., H-344, Los Angeles, CA 90015
Transamerica Corporation Index Fund 27%
600 Montgomery St., San Francisco, CA 94111-2702
Transamerica Real Estate Tax Service Bond Fund 78%
1150 S. Olive St., Suite T-2700, Los Angeles, CA 90015

In addition, as of June 3, 1998 the following shareholders owned 5% or more of
the shares of the indicated equity Funds:
Transamerica Percent
Shareholder Premier Fund Owned
Charles Schwab & Company, Inc. Aggressive Growth Fund 20%
101 Montgomery St., San Francisco, CA 94104
ARC Reinsurance Corporation Aggressive Growth Fund 19%
1149 S. Hill St., H-344, Los Angeles, CA 90015
National Financial Services Aggressive Growth Fund 11%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Charles Schwab & Company, Inc. Small Company Fund 23%
101 Montgomery St., San Francisco, CA 94104
National Financial Services Small Company Fund 9%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Donaldson Lufkin & Jenrette Small Company Fund 8%
1 Pershing Plaza, 7th Floor, Jersey City, NJ 07399
Transamerica Occidental Life Insurance Co. Small Company Fund 6%
P.O. Box 2101, Los Angeles, CA 90051-0101
Transamerica Corporation Equity Fund 7%
600 Montgomery St., San Francisco, CA 94111
Transamerica Occidental Life Insurance Co. Equity Fund 7%
P.O. Box 512101, Los Angeles, CA 90051-0101
National Financial Services Equity Fund 5%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Transamerica Occidental Life Insurance Co. Index Fund 10%
P.O. Box 512101, Los Angeles, CA 90051-0101
National Financial Services Index Fund 6%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Transamerica Corporation Balanced Fund 24%
600 Montgomery St., San Francisco, CA 94111-2702
Charles Schwab & Company, Inc. Balanced Fund 18%
101 Montgomery St., San Francisco, CA 94104
Transamerica Occidental Life Insurance Co. Balanced Fund 18%
P.O. Box 512101, Los Angeles, CA 90051-0101
Transamerica Investment Services Balanced Fund 10%
1150 S. Olive St, Suite 2700, Los Angeles, CA 90015-2297

Investment Advisory and Other Services

Investment Adviser and Administrator
Responsibility for the management and supervision of the Company and its Funds
rests with the Board of Directors of Transamerica Investors, Inc. (the "Board").
The Investment Adviser and the Administrator are subject to the direction of the
Board.

The Funds' Investment Adviser is Transamerica Investment Services, Inc. (the
"Investment Adviser"), 1150 South Olive Street, Los Angeles, California 90015.
The Investment Adviser will: (1) supervise and manage the investments of each
Fund and direct the purchase and sale of its investment securities; and (2) see
that investments follow the investment objectives and comply with government
regulations. The Investment Adviser is also responsible for the selection of
brokers and dealers to execute transactions for each Fund. Some of these brokers
or dealers may be affiliated persons of the Company, the Investment Adviser,
Administrator, or the Distributor. Since it is our policy to seek the best price
and execution for each transaction, the Investment Adviser may give
consideration to brokers and dealers who provide us with statistical information
and other services in addition to transaction services.

For its services to the Funds, the Investment Adviser receives an Adviser Fee.
This fee is based on an annual percentage of the average daily net assets of
each Fund. It is accrued daily, and paid monthly. Certain fees were waived by
the Investment Adviser. Following are the amounts of Adviser Fees earned,
amounts waived and net amounts received for each Fund over the last three fiscal
years.
<TABLE>
<CAPTION>

- --------------------------------------------------- ------------------- ------------------ -----------------
Transamerica Premier Fund Adviser Fee Adviser Fee Adviser Fee
Fiscal Year Earned Waived Net Received
Aggressive Growth Fund
<S> <C> <C> <C>
1995 - - - - - -
1996 - - - - - -
1997 $42,912 $34,278 $8,634
Small Company Fund
1995 - - - - - -
1996 - - - - - -
1997 $38,671 $32,982 $5,689
Equity Fund
1995 $12,015 $12,015 - -
1996 $194,101 $134,162 $59,939
1997 $540,485 $28,198 $512,287
Index Fund
1995 $4,161 $4,161 - -
1996 $25,718 $25,718 - -
1997 $52,012 $244,224 - -
Balanced Fund
1995 $17,091 $17,091 - -
1996 $106,251 $98,079 $8,172
1997 $159,452 $49,663 $109,789
Bond Fund
1995 $15,656 $15,656 - -
1996 $72,032 $72,032 - -
1997 $79,524 $59,121 $20,403
Cash Reserve Fund
1995 $20,801 $20,801 - -
1996 $102,415 $102,415 - -
1997 $147,809 $308,778 - -
- --------------------------------------------------- ------------------- ------------------ -----------------
</TABLE>

The Adviser Fee for any Fund may be reduced in any year if the Fund's expenses
exceed the limits on investment company expenses imposed by any statute or
regulatory authority of any jurisdiction in which shares of the Fund are
qualified to offer for sale. The term "expenses" is defined in the statutes or
regulations of such jurisdictions, but it generally excludes brokerage
commissions, taxes, interest, and extraordinary expenses.

The Funds' Administrator is Transamerica Occidental Life Insurance Company (the
"Administrator"), 1150 South Olive Street, Los Angeles, California 90015. The
Administrator will: (1) provide the Funds with administrative and clerical
services, including the maintenance of the Funds' books and records; (2) arrange
periodic updating of the Funds' prospectus and any supplements; (3) provide
proxy materials and reports to Fund shareholders and the Securities and Exchange
Commission; and (4) provide the Funds with adequate office space and all
necessary office equipment and services. The Administrator also provides
services for the registration of Fund shares with those states and other
jurisdictions where its shares are offered or sold.

Transamerica Occidental Life Insurance Company is a wholly-owned subsidiary of
Transamerica Insurance Corporation of California. Both Transamerica Insurance
Corporation of California and Transamerica Investment Services, Inc. are
wholly-owned subsidiaries of Transamerica Corporation, 600 Montgomery Street,
San Francisco, California 94111, one of the nation's largest financial services
companies.

Custodian and Transfer Agent
State Street Bank and Trust Company ("State Street"), located at 225 Franklin
Street, Boston, Massachusetts 02110, serves as custodian to the Funds. Under its
custodian contract with the Company, State Street is authorized to appoint one
or more banking institutions as subcustodians of assets owned by each Fund. For
its custody services, State Street receives monthly fees charged to the Funds
based upon the month-end, aggregate net asset value of the Funds, plus certain
charges for securities transactions. The assets of the Company are held under
bank custodianship in accordance with the 1940 Act.

Under a Foreign Subcustodian Agreement with State Street, State Street London
Limited is responsible for foreign assets and transactions with the
transnational depositories of Euroclear and Cedel.

Under a Transfer Agency Agreement, State Street Bank is also responsible for
processing redemption requests and crediting dividends to the accounts of
shareholders of the Funds.

Distribution of Shares of the Funds
Transamerica Securities Sales Corporation ("TSSC") serves as the principal
underwriter of shares of the Funds, which are continuously distributed. TSSC is
a wholly-owned subsidiary of Transamerica Insurance Corporation of California,
which is a wholly-owned subsidiary of Transamerica Corporation. TSSC is
registered with the Securities and Exchange Commission as a broker-dealer, and
is a member of the National Association of Securities Dealers, Inc. TSSC may
also enter into arrangements whereby Fund shares may be sold by other
broker-dealers, which may or may not be affiliated with TSSC.

The Company has adopted a plan of distribution pursuant to Rule 12b-1 (the
"Plan") under the Investment Company Act of 1940, as amended (the "1940 Act").
Under the Plan, each Fund makes payments monthly to TSSC based on an annual
percentage of the average net value of the assets represented by each class of
shares.

For the Investor Shares class, there is an annual 12b-1 distribution fee of .25%
of the average daily net assets of the Investor shares of each Fund, except the
Transamerica Premier Index and Cash Reserve Funds. The distribution fee for the
Index and Cash Reserve Funds is .10%. This fee covers such expenses as
preparation, printing and mailing of the Prospectus and Statement of Additional
Information, as well as sales literature and other media advertising, and
related expenses. It can also be used to compensate sales personnel involved
with selling the Funds.

During 1997 TSSC received $323,977 in 12b-1 fees, of which approximately $48,597
was spent on telemarketing and prospectus distribution and approximately
$275,380 was spent on advertising and sales promotion. There was no sales
compensation paid in 1997.

There are no 12b-1 fees on the Institutional Shares.

From time to time, and for one or more Funds within each class of Shares, the
Distributor may waive any or all of these fees at its discretion.

Purchases and Redemptions of Shares

Detailed information on how to purchase and redeem shares of a Fund is included
in the Prospectus under "How to Buy Shares" and "How to Sell Shares."

The right of redemption of shares of a Fund may be suspended or the date of
payment postponed (1) for any periods during which the New York Stock Exchange
is closed (other than for customary weekend and holiday closings), (2) when
trading in the markets the Fund normally utilizes is restricted, or an
emergency, as defined by the rules and regulations of the SEC, exists, making
disposal of a Fund's investments or determination of its net asset value not
reasonably practicable, or (3) for such other periods as the Securities and
Exchange Commission by order may permit for the protection of the Fund's
shareholders. A shareholder who pays for Fund shares by personal check will
receive the proceeds of a redemption of those shares when the purchase check has
been collected, which may take up to 10 days or more. Shareholders who
anticipate the need for more immediate access to their investment should
purchase shares with Federal funds or bank wire or by a certified or cashier's
check.

Investor Share Redemptions in Excess of $250,000
If you request a redemption of up to $250,000, the amount will be paid in cash.
If you redeem more than $250,000 from any one Investor Shares account in any one
Fund in a 90-day period, the entire redemption will be paid in cash if you
provide us with an unconditional instruction to redeem at least 30 days prior to
the date on which the redemption transaction is to occur. The instruction must
specify the dollar amount or number of shares to be redeemed and the date of the
transaction. The date must be a minimum of 30 days after receipt of the
instruction by us. If you have authorized us to accept such instructions, your
instruction may be by telephone or in writing without a signature guarantee. If
you have not done so, the instruction must be in writing with all signatures
guaranteed. Your shares will be redeemed at the price determined on the date you
specify in your instruction and the proceeds will be sent by mail, wire or
electronic funds transfer in accordance with the procedures specified in the
Prospectus.

Receipt of your instruction to redeem 30 days prior to the transaction provides
the Fund with sufficient time to raise the cash in an orderly manner to pay the
redemption and thereby minimizes the effect of the redemption on the Fund and
its shareholders.

You may cancel your redemption instruction prior to the transaction date.
However, if you do so, we may not accept an instruction from you to redeem in
accordance with this alternative for a period of 90 days from the date of
cancellation.

If you do not provide your instruction to redeem 30 days prior to the
transaction, you have two alternatives:

(1)You may redeem up to $250,000 in cash the first day, and the remainder over
the next 20 business days at the rate of not less than $50,000 or more than
$500,000 per day (and such lesser amount on the last day to redeem all the
shares remaining), but not more than $10 million total. The redemption each day
will be at the price determined that day. For example, a request to redeem
$525,000, or a number of shares worth $525,000, will be effective at $250,000 on
the first day, and $50,000 per day for the next five business days, and $25,000
on the last day. A request to redeem $11 million would be effective at $250,000
the first day and $500,000 per day for the next 20 business days ($10.25 million
total) and the remaining $750,000 to be redeemed by the delivery of securities.

Since the share price is determined not on the date the redemption request is
received, but instead on succeeding business days when the redemption is
effected, the number of shares redeemed will vary from day to day. The total you
will receive over the entire period may be more or less than the amount that you
would have received had the redemption been effected on the day your redemption
request was received. In the first example above, falling per-share prices could
cause the value of the shares on the last day to be less than $25,000, and the
redemption on the last day would be only of the shares left in the account.

(2)In lieu of receiving cash as described earlier, you may elect to receive
securities from the Fund. The securities delivered will be selected at the sole
discretion of the Fund. They will be readily marketable with an active and
substantial secondary market given the type of companies involved and the
characteristics of the markets in which they trade, but will not necessarily be
representative of the entire Fund, and will be securities that the Fund may
regard as least desirable. You may incur brokerage costs in converting the
securities to cash.

The method of valuing securities used to make the redemptions will be the same
as the method of valuing securities described under "Determination of Net Asset
Value," page 22, and such valuation will be made as of the same time the
redemption price is determined.

These alternatives are designed to lessen the adverse effect of large
redemptions on the Fund and its non-redeeming shareholders. For example, assume
that a shareholder redeems $1 million on a given day and that the Fund pays him
$250,000 in cash and is required to sell securities for $750,000 to raise the
remainder of the cash to pay him. The securities valued at $750,000 on the day
of the redemption may bring a lower price when sold thereafter, so that more
securities may be sold to realize $750,000. In that case, the redeeming
shareholder's proceeds would be fixed at $750,000 and the market risk would be
imposed on the Fund and its remaining shareholders, who would suffer the loss.
By delivering securities instead of cash or staggering the payment of cash, the
market risk is imposed on the redeeming shareholder. If securities are
delivered, the redeeming shareholder (and not the Fund) bears the brokerage cost
of selling them.

This section does not apply to the Institutional Class of Shares.

Brokerage Allocation

Subject to the direction of the Board, the Investment Adviser has responsibility
for making a Fund's investment decisions, for effecting the execution of trades
for a Fund and for negotiating any brokerage commissions thereon. It is the
Investment Adviser's policy to obtain the best price and execution available,
giving attention to net price (including commissions where applicable),
execution capability (including the adequacy of a firm's capital position), and
other services related to execution; the relative priority given to these
factors will depend on all of the circumstances regarding a specific trade.

The Investment Adviser receives a variety of brokerage and research services
from brokerage firms in return for the execution by such brokerage firms of
trades on behalf of the Funds. These brokerage and research services include,
but are not limited to, quantitative and qualitative research information and
purchase and sale recommendations regarding securities and industries, analyses
and reports covering a broad range of economic factors and trends, statistical
data relating to the strategy and performance of the Funds and other investment
companies, services related to the execution of trades in a Fund's securities
and advice as to the valuation of securities. The Investment Adviser considers
the quantity and quality of such brokerage and research services provided by a
brokerage firm along with the nature and difficulty of the specific transaction
in negotiating commissions for trades in a Fund's securities and may pay higher
commission rates than the lowest available when it is reasonable to do so in
light of the value of the brokerage and research services received generally or
in connection with a particular transaction.

Consistent with federal legislation, the Investment Adviser may obtain such
brokerage and research services regardless of whether they are paid for (1) by
means of commissions, or (2) by means of separate, non-commission payments. The
Investment Adviser's judgment as to whether and how it will obtain the specific
brokerage and research services will be based upon its analysis of the quality
of such services and the cost (depending upon the various methods of payment
which may be offered by brokerage firms) and will reflect the Investment
Adviser's opinion as to which services and which means of payment are in the
long-term best interests of the Funds. The Investment Adviser will not effect
any brokerage transactions in the Funds' securities with any affiliate of the
Company, the Investment Adviser, or the Administrator except in accordance with
applicable SEC rules.

Certain executive officers of the Investment Adviser also have supervisory
responsibility with respect to the securities of the Investment Adviser's own
accounts. In placing orders for the purchase and sale of debt securities for a
Fund, the Investment Adviser will normally use its own facilities. A Fund and
another fund or another advisory client of the Investment Adviser, or the
Investment Adviser itself, may desire to buy or sell the same publicly traded
security at or about the same time. In such a case, the purchases or sales will
normally be allocated as nearly as practicable on a pro rata basis in proportion
to the amounts to be purchased or sold by each. In determining the amounts to be
purchased and sold, the main factors to be considered are the respective
investment objectives of a Fund and the other funds, the relative size of
holdings of the same or comparable securities, availability of cash for
investment by a Fund and the other funds, and the size of their respective
investment commitments.

During the year ending December 31, 1997, all transactions were allocated to
brokers and dealers on the basis of the best execution and no commissions were
paid based on research or other services provided.

Over the last three fiscal years the Funds have paid the following brokerage
commissions:
<TABLE>
<CAPTION>

- ------------------------------------------------ --------------- -------------- ---------------
Transamerica Premier Fund 1997 1996 1995
- ------------------------------------------------ --------------- -------------- ---------------
<S> <C> <C> <C>
Aggressive Growth Fund $21,170 - - - -
Small Company Fund $48,326 - - - -
Equity Fund $127,954 $50,745 $44,132
Index Fund $7,134 $9,599 $16,636
Balanced Fund $20,909 $13,424 $48,901
Bond Fund $23,822 $2,828 $19,275
Total $251,312 $78,592 $130,939
- ------------------------------------------------ --------------- -------------- ---------------
</TABLE>

The Premier Aggressive Growth and Premier Small Company Funds were launched in
July 1997. The Premier High Yield Bond Fund was launched in July 1998. High fees
in 1995 reflect the start up costs of these Funds. Increases in 1997 over 1996
for these Funds were due to a large increase in sales in 1997, particularly for
the Premier Equity Fund.

On December 31, 1997, the Premier Equity Fund held stock in Charles Schwab
Corporation with a value of $4,717,969 and stock in Merrill Lynch & Company
Incorporated with a value of $2,917,500. The Premier Index Fund held stock in
Charles Schwab Corporation with a value of $29,818, stock in Chase Manhattan
Corporation with a value of $115,413, and stock in Merrill Lynch & Company
Incorporated with a value of $60,830. The Premier Bond Fund held bonds issued by
Morgan Stanley, Dean Witter, Discover and Co. with a value of $542,035. The
Premier Balanced Fund held stock in Charles Schwab Corporation with a value of
$943,594. In 1997, Charles Schwab & Co., Merrill Lynch, Pierce, Fenner, & Smith,
Chase Securities, Morgan Stanley & Co., Inc. and J.P. Morgan were among these
Funds' regular brokers or dealers as defined in Rule 10b-1 under the Investment
Company Act of 1940.

Charles Schwab & Company is considered an affiliated broker, because the Chief
Executive Officer of its parent corporation is on the board of directors of the
parent corporation of the Investment Adviser and the Administrator of the Funds.
The amount of commissions paid by all Funds to Charles Schwab & Company over the
last three fiscal years was $0 in 1995, $0 in 1996 and $300 in 1997, totaling
$300 over the three years. For 1997, the business done through Charles Schwab &
Company represents 0.11% of the total commissions paid by the Funds to all
brokers, and 0.14% of the aggregate dollar amount of transactions made by the
Funds through all brokers.

Determination of Net Asset Value

Under the 1940 Act, the Board is responsible for determining in good faith the
fair value of securities of each Fund, and each class of each Fund. In
accordance with procedures adopted by the Board, the net asset value per share
is calculated by determining the net worth of each Fund (assets, including
securities at market value, minus liabilities) divided by the number of that
Fund's outstanding shares. All securities are valued as of the close of regular
trading on the New York Stock Exchange (normally 4:00 p.m. Eastern Time). Except
for the Transamerica Premier Cash Reserve Fund, each Fund will compute its net
asset value once daily at the close of such trading on each day that the New
York Stock Exchange is open for business (as described in the Prospectus). The
Transamerica Premier Cash Reserve Fund will determine its net asset value only
on days that the Federal Reserve is open.

In the event that the New York Stock Exchange, the Federal Reserve, or the
national securities exchange on which stock options are traded adopt different
trading hours on either a permanent or temporary basis, the Board will
reconsider the time at which net asset value is computed. In addition, the Funds
may compute their net asset value as of any time permitted pursuant to any
exemption, order or statement of the SEC or its staff.

Assets of the Funds (other than the Transamerica Premier Cash Reserve Fund) are
valued as follows: (a) equity securities and other similar investments
("Equities") listed on any U.S. or foreign stock exchange or the National
Association of Securities Dealers Automated Quotation System ("NASDAQ") are
valued at the last sale price on that exchange or NASDAQ on the valuation day;
if no sale occurs, Equities traded on a U.S. exchange or NASDAQ are valued at
the mean between the closing bid and closing asked prices. Equities traded on a
foreign exchange will be valued at the official bid price; (b) over-the-counter
securities not quoted on NASDAQ are valued at the last sale price on the
valuation day or, if no sale occurs, at the mean between the last bid and asked
prices; (c) debt securities purchased with a remaining maturity of 61 days or
more are valued on the basis of dealer-supplied quotations or by a pricing
service selected by the Investment Adviser and approved by the Board; (d)
options and futures contracts are valued at the last sale price on the market
where any such option or futures contract is principally traded; (e)
over-the-counter options are valued based upon prices provided by market makers
in such securities or dealers in such currencies; (f) forward foreign currency
exchange contracts are valued based upon quotations supplied by dealers in such
contracts; (g) all other securities and other assets, including those for which
a pricing service supplies no quotations or quotations are not deemed by the
Investment Adviser to be representative of market values, but excluding debt
securities with remaining maturities of 60 days or less, are valued at fair
value as determined in good faith pursuant to procedures established by the
Board; and (h) debt securities with a remaining maturity of 60 days or less will
be valued at their amortized cost, which approximates market value.

Equities traded on more than one U.S. national securities exchange or foreign
securities exchange are valued at the last sale price on each business day at
the close of the exchange representing the principal market for such securities.
The value of all assets and liabilities expressed in foreign currencies will be
converted into U.S. dollar values at the noon (Eastern Time) Reuters spot rate.
If such quotations are not available, the rate of exchange will be determined in
good faith by or under procedures established by the Board.

All of the assets of the Transamerica Premier Cash Reserve Fund are valued on
the basis of amortized cost in an effort to maintain a constant net asset value
of per share $1.00. The Board has determined that to be in the best interests of
the Transamerica Premier Cash Reserve Fund and its shareholders. Under the
amortized cost method of valuation, securities are valued at cost on the date of
their acquisition, and thereafter a constant accretion of any discount or
amortization of any premium to maturity is assumed, regardless of the impact of
fluctuating interest rates on the market value of the security. While this
method provides certainty in valuation, it may result in periods in which value
as determined by amortized cost is higher or lower than the price the Fund would
receive if it sold the security. During such periods, the quoted yield to
investors may differ somewhat from that obtained by a similar fund which uses
available market quotations to value all of its securities. The Board has
established procedures reasonably designed, taking into account current market
conditions and the Transamerica Premier Cash Reserve Fund's investment
objective, to stabilize the net asset value per share for purposes of sales and
redemptions at $1.00. These procedures include review by the Board, at such
intervals as it deems appropriate, to determine the extent, if any, to which the
net asset value per share calculated by using available market quotations
deviates from $1.00 per share. In the event such deviation should exceed one
half of one percent, the Board will promptly consider initiating corrective
action. If the Board believes that the extent of any deviation from a $1.00
amortized cost price per share may result in material dilution or other unfair
results to new or existing shareholders, it will take such steps as it considers
appropriate to eliminate or reduce these consequences to the extent reasonably
practicable. Such steps may include: (1) selling securities prior to maturity;
(2) shortening the average maturity of the fund; (3) withholding or reducing
dividends; or (4) utilizing a net asset value per share determined from
available market quotations. Even if these steps were taken, the Transamerica
Premier Cash Reserve Fund's net asset value might still decline.

Performance Information

Performance information for the Funds including the yield and effective yield of
the Transamerica Premier Cash Reserve Fund, the yield of the remaining Funds,
and the total return of all Funds, may appear in reports or promotional
literature to current or prospective shareholders.

Money Market Fund Yields
Current yield for the Transamerica Premier Cash Reserve Fund will be computed by
determining the net change, exclusive of capital changes at the beginning of a
seven-day period in the value of a hypothetical investment, subtracting any
deductions from shareholder accounts, and dividing the difference by the value
of the hypothetical investment at the beginning of the base period to obtain the
base period return. This base period return is then multiplied by (365/7) with
the resulting yield figure carried to at least the nearest hundredth of one
percent.

Calculation of "effective yield" begins with the same "base period return" used
in the calculation of yield, which is then annualized to reflect weekly
compounding pursuant to the following formula:

Effective Yield = [(Base Period Return + 1)365/7] - 1

30-Day Yield for Non-Money Market Funds
Quotations of yield for the remaining Funds will be based on all investment
income per share earned during a particular 30-day period, less expenses accrued
during the period ("net investment income"), and will be computed by dividing
net investment income by the value of a share on the last day of the period,
according to the following formula:

Yield = 2[({[a-b]/cd} + 1)6 - 1] Where:
a = dividends and interest earned during the period b = the expenses accrued for
the period (net of reimbursements) c = the average daily number of shares
outstanding during the period d = the maximum offering price per share on the
last day of the period

Average Annual Total Return for Non-Money Market Funds
Quotations of average annual total return for any Fund will be expressed in
terms of the average annual compounded rate of return of a hypothetical
investment in a Fund over a period of one, five and ten years (or, if less, up
to the life of the Fund), calculated pursuant to the formula:

P(1 + T)n = ERV Where:
P = a hypothetical initial payment of $1,000 T = an average annual total return
n = the number years
ERV = the ending redeemable value of a hypothetical $1,000 payment made at the
beginning of the 1, 5, or 10 year period at the end of the 1, 5, 10 year period
(or fractional portion thereof)

Any performance data quoted for a Fund will represent historical performance and
the investment return and principal value of an investment will fluctuate so
that an investor's shares, when redeemed, may be worth more or less than
original cost.

Published Performance
From time to time the Company may publish, or provide telephonically, an
indication of the Funds' past performance as measured by independent sources
such as (but not limited to) Lipper Analytical Services, Incorporated,
Weisenberger Investment Companies Service, IBC's Money Fund Report, Barron's,
Business Week, Changing Times, Financial World, Forbes, Fortune, Money, Personal
Investor, Sylvia Porter's Personal Finance and The Wall Street Journal. The
Company may also advertise information which has been provided to the NASD for
publication in regional and local newspapers.

In addition, the Company may from time to time advertise its performance
relative to certain indexes and benchmark investments, including:
the Lipper Analytical Services, Inc. Mutual Fund Performance Analysis,
Fixed-Income Analysis and Mutual
Fund Indexes (which measure total return and average current yield for the
mutual fund industry and rank
mutual fund performance);
the CDA Mutual Fund Report published by CDA Investment Technologies, Inc
(which analyzes price, risk and
various measures of return for the mutual fund industry);
the Consumer Price Index published by the U.S. Bureau of Labor Statistics
(which measures changes in the
price of goods and services);
Stocks, Bonds, Bills and Inflation published by Ibbotson Associates (which
provides historical performance figures for stocks, government securities
and inflation);
the Hambrecht & Quist Growth Stock Index;
the NASDAQ OTC Composite Prime Return;
the Russell Midcap Index;
the Russell 2000 Index;
the ValueLine Composite;
the Wilshire 5000 Index;
the Salomon Brothers World Bond Index (which measures the total return in
U.S. dollar terms of government bonds, Eurobonds and foreign bonds of ten
countries, with all such bonds having a minimum maturity of five years);
the Shearson Lehman Brothers Aggregate Bond Index or its component
indexes (the Aggregate Bond Index
measures the performance of Treasury, U.S. government agencies, mortgage
and Yankee bonds);
the S&P Bond indexes (which measure yield and price of corporate,
municipal and U.S. government bonds);
the J.P. Morgan Global Government Bond Index;
IBC's Money Market Fund Report (which provides industry averages of 7-day
annualized and compounded yields
of taxable, tax-free and U.S. government money market funds);
historical investment data supplied by the research departments of Goldman
Sachs, Lehman Brothers, First Boston Corporation, Morgan Stanley (including
EAFE), Salomon Brothers, Merrill Lynch, Donaldson Lufkin and Jenrette or
other providers of such data;
the FT-Actuaries Europe and Pacific Index;
mutual fund performance indexes published by Morningstar, Inc., Variable
Annuity Research & Data Service, the Investment Company Institute, the
Investment Company Data, Inc., Media General Financial, and Value Line
Mutual Fund Survey; and
financial industry analytical surveys, such as Piper Universe.

The composition of the investments in such indexes and the characteristics of
such benchmark investments are not identical to, and in some cases are very
different from, those of a Fund. These indexes and averages are generally
unmanaged and the items included in the calculations of such indexes and
averages may be different from those of the equations used by the Company to
calculate a Fund's performance figures.

The Funds may also from time to time include in such advertising a total return
figure that is not calculated according to the formula set forth above in order
to compare more accurately the performance of a Fund with other measures of
investment return. For example, unmanaged indexes may assume the reinvestment of
dividends but generally do not reflect deductions for administrative and
management costs and expenses.

The Company may from time to time summarize the substance of discussions
contained in shareholder reports in advertisements and publish the Investment
Adviser's views as to markets, the rationale for a Fund's investments, and
discussions of the Fund's current asset allocation.

From time to time, advertisements or information may include a discussion of
certain attributes or benefits to be derived by an investment in a particular
Fund. Such advertisements or information may include symbols, headlines or other
material which highlight or summarize the information discussed in more detail
in the communication.

Such performance data will be based on historical results and will not be
intended to indicate future performance. The total return or yield of a Fund
will vary based on market conditions, expenses, investments, and other factors.
The value of a Fund's shares will fluctuate and an investor's shares may be
worth more or less than their original cost upon redemption. The Company may
also, at its discretion, from time to time make a list of a Fund's holdings
available to investors upon request.

Taxes

Each Fund intends to qualify and to continue to qualify as a regulated
investment company ("RIC") under the Internal Revenue Code of 1986, as amended
(the "Code"). The distribution requirement, in order to qualify for that
treatment, is that each Fund must distribute to its shareholders for each
taxable year at least 90% of its investment company taxable income, consisting
generally of net investment income, net short-term capital gains, and net gains
from certain foreign currency transactions. The Company must also meet the
following additional requirements: (1) The Fund must derive at least 90% of its
gross income each taxable year from dividends, interest, payments with respect
to securities loans, and gains from the sale or other disposition of securities
or foreign currencies, or other income (including gains from options, futures,
or forward contracts) derived with respect to its business of investing in
securities or those currencies ("Income Requirement"); (2) At the close of each
quarter of the Fund's taxable year, at least 50% of the value of its total
assets must be represented by cash and cash items, U.S. government securities,
securities of other RICs, and other securities that, with respect to any one
issuer, do not exceed 5% of the value of the Fund's total assets and that do not
represent more than 10% of the outstanding voting securities of the issuer; and
(3) At the close of each quarter of the Fund's taxable year, not more than 25%
of the value of its total assets may be invested in securities (other than U.S.
government securities or the securities of other RICs) of any one issuer.

Each Fund will be subject to a nondeductible 4% excise tax on amounts not
distributed to shareholders on a timely basis. The Fund intends to make
sufficient distributions to avoid this 4% excise tax.

Dividends and interest received by each Fund may be subject to income,
withholding, or other taxes imposed by foreign countries and U.S. possessions
that would reduce the yield on its securities. Tax conventions between certain
countries and the United States may reduce or eliminate these foreign taxes,
however, and foreign countries generally do not impose taxes on capital gains
with respect to investments by foreign investors.

Certain of the Funds may invest in the stock of "passive foreign investment
companies" ("PFICs"). A PFIC is a foreign corporation that, in general, meets
either of the following tests: (1) At least 75% of its gross income is passive;
or (2) An average of at least 50% of its assets produce, or are held for the
production of, passive income. Under certain circumstances, the Fund would be
subject to Federal income tax on a portion of any "excess distribution" received
on the stock of a PFIC or of any gain on disposition of that stock (collectively
"PFIC income"), plus interest thereon, even if the Fund distributes the PFIC
income as a taxable dividend to its shareholders. The balance of the PFIC income
would be included in the Fund's investment company taxable income, and
accordingly, will not be taxable to it to the extent that income is distributed
to its shareholders. If the Fund invests in a PFIC and elects to treat the PFIC
as a "qualified electing fund," then in lieu of the foregoing tax and interest
obligation, that Fund will be required to include income each year to its pro
rata share of the qualified electing fund's annual ordinary earnings and net
capital gain (the excess of net long-term capital gain over net short-term
capital loss), even if they are not distributed to the Fund; those amounts would
be subject to the Distribution Requirement. The ability of a Fund to make this
election may be limited.

The use of hedging strategies, such as writing (selling) and purchasing options
and futures contracts and entering into forward contracts, involves complex
rules that will determine for income tax purposes the character and timing of
recognition of the income received in connection therewith by a Fund. Income
from the disposition of foreign currencies (except certain gains therefrom that
may be excluded by future regulations), and income from transactions in options,
futures, and forward contracts derived by a Fund with respect to its business of
investing in securities or foreign currencies, will qualify as permissible
income under the Income Requirement.

The foregoing is only a general summary of some of the important Federal income
tax considerations generally affecting the Funds and their shareholders. No
attempt is made to present a complete explanation of the Federal tax treatment
of the Funds' activities. Potential investors are urged to consult their own tax
advisers for more detailed information and for information regarding any
applicable state, local, or foreign taxes.

Other Information

Legal Matters
An opinion of counsel as to the legality of the shares of the Funds has been
given by Reid A. Evers.

Independent Auditors
Ernst & Young LLP, 515 S. Flower Street, Los Angeles, California 90071, performs
audits of the Funds' financial statements.

Registration Statement
A Registration Statement has been filed with the Securities and Exchange
Commission, under the Securities Act of 1933 as amended, with respect to the
Company and the shares of the Funds discussed in this Statement of Additional
Information. Not all of the information set forth in the Registration Statement,
amendments and exhibits thereto has been included in the Prospectus or this
Statement of Additional Information. Statements contained herein concerning the
contents of certain other legal instruments are intended to be summaries. For a
complete statement of the terms of these documents, reference should be made to
the instruments filed with the Commission.

Financial Statements

The audited Annual Report for the fiscal year ended December 31, 1997 is a
separate report supplied with this Statement of Additional Information and is
incorporated herein by reference.

<PAGE>

Appendix A

Description of Corporate Bond Ratings

Moody's Investors Service, Inc. and Standard and Poor's Corporation are two
prominent independent rating agencies that rate the quality of bonds. Following
are expanded explanations of the ratings shown in the Prospectus.

Moody's Investors Service, Inc.
Aaa: Bonds with this rating are judged to be of the best quality. They carry the
smallest degree of investment risk. Interest payments are protected by a large
or exceptionally stable margin and principal is secure.

Aa: Bonds with this rating are judged to be of high quality by all standards.
Together with the Aaa group they comprise what are generally known as high grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude.

A: Bonds with this rating possess many favorable investment attributes and are
to be considered as upper medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Baa: Bonds with this rating are considered as medium grade obligations, i.e.;
they are neither highly protected nor poorly secured. Interest payments and
principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Ba: Bonds with this rating are judged to have speculative elements; their future
cannot be considered as well-assured. Often the protection of interest and
principal payments may be very moderate and thereby not well safeguarded during
both good and bad times over the future. Uncertainty of position characterizes
bonds in this class.

B: Bonds with this rating generally lack characteristics of desirable
investments. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.

Caa: Bonds with this rating are of poor standing. Such issues may be in default
or there may be present elements of danger with respect to principal or
interest.

Ca: Bonds with this rating represent obligations which are speculative to a high
degree. Such issues are often in
default or have other marked shortcomings.

C: Bonds with this rating are the lowest rated class of bonds. Issues so rated
can be regarded as having extremely poor prospects of ever attaining any real
investment standing.

Moody's applies numerical modifiers 1, 2 and 3 in each generic rating
classification from Aa through B in its corporate bond rating system. The
modifier 1 indicates that the security ranks in the higher end of its generic
rating category; the modifier 2 indicates a mid-range ranking; and the modifier
3 indicates that the issue ranks in the lower end of its generic rating
category.

Generally, investment-grade debt securities are those rated Baa3 or better by
Moody's.

Standard & Poor's Corporation
AAA: This rating is the highest rating assigned by Standard & Poor's. Capacity
to pay interest and repay
principal is very strong.

AA: This rating indicates a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only by a small degree.

A: This rating indicates a strong capacity to pay interest and repay principal,
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher rated categories.

BBB: This rating indicates an adequate capacity to pay interest and repay
principal. Whereas it normally exhibits adequate protection parameters, adverse
economic conditions or changing circumstances are more likely to lead to a
weakened capacity to pay interest and repay principal for debt in this category
than in higher rated categories.

BB, B, CCC, CC: These ratings indicate, on balance, a predominantly speculative
capacity of the issuer to pay interest and repay principal in accordance with
the terms of the obligation. BB indicates the lowest degree of speculation and
CC the highest degree of speculation. While such debt will likely have some
quality and protective characteristics, these are outweighed by large
uncertainties or major risk exposures to adverse conditions.

C: This rating is reserved for income bonds on which no interest is being paid.

D: This rating indicates debt in default, and payment of interest and/or
repayment of principal are in arrears.

The ratings from "AA" to "B" may be modified by the addition of a plus or minus
sign to show relative standing within the major rating categories, for example A
or B+.

Generally, investment-grade debt securities are those rated BBB or better by
Standard & Poor's.

<PAGE>

Appendix B

Description of Fixed-Income Instruments

U.S. Government Obligations
Securities issued or guaranteed as to principal and interest by the United
States government include a variety of Treasury securities, which differ in
their interest rates, maturities and times of issuance. Treasury Bills have a
maturity of one year or less; Treasury Notes have maturities of one to ten
years; and Treasury Bonds can be issued with any maturity period but generally
have a maturity of greater than ten years. Agencies of the United States
government which issue or guarantee obligations include, among others, the
Export-Import Bank of the United States, Farmers Home Administration, Federal
Housing Administration, Government National Mortgage Association, Maritime
Administration, Small Business Administration and The Tennessee Valley
Authority. Obligations of instrumentalities of the United States government
include securities issued or guaranteed by, among others, banks of the Farm
Credit System, the Federal National Mortgage Association, Federal Home Loan
Banks, Federal Home Loan Mortgage Corporation, Student Loan Marketing
Association, Federal Intermediate Credit Banks, Federal Land Banks, Banks for
Cooperatives, and the U.S. Postal Service. Some of these securities are
supported by the full faith and credit of the U.S. Treasury; others are
supported by the right of the issuer to borrow from the Treasury, while still
others are supported only by the credit of the instrumentality.

Certificates of Deposit
Certificates of deposit are generally short-term, interest-bearing negotiable
certificates issued by banks, savings and loan associations or savings banks
against funds deposited in the issuing institution.

Time Deposits
Time deposits are deposits in a bank or other financial institution for a
specified period of time at a fixed interest rate for which a negotiable
certificate is not received. Certain time deposits may be considered illiquid.

Bankers' Acceptance
A bankers' acceptance is a draft drawn on a commercial bank by a borrower,
usually in connection with an international commercial transaction (to finance
the import, export, transfer or storage of goods). The borrower is liable for
payment as well as the bank, which unconditionally guarantees to pay the draft
at its face amount on the maturity date. Most acceptances have maturities of six
months or less and are traded in secondary markets prior to maturity.

Commercial Paper
Commercial paper refers to short-term, unsecured promissory notes issued by
corporations to finance short-term credit needs. Commercial paper is usually
sold on a discount basis and has a maturity at the time of issuance not
exceeding 270 days.

Variable Rate, Floating Rate, or Variable Amount Securities
Variable rate, floating rate, or variable amount securities are short-term
unsecured promissory notes issued by corporations to finance short-term credit
needs. These are interest-bearing notes on which the interest rate generally
fluctuates on a scheduled basis.

Corporate Debt Securities
Corporate debt securities are debt issued by a corporation that pays interest
and principal to the holders at specified times.

Asset-Backed Securities
Asset-backed securities are securities which represent an undivided fractional
interest in a trust whose assets generally consist of mortgages, motor vehicle
retail installment sales contracts, or other consumer-based loans.

Participation Interests in Loans
A participation interest in a loan entitles the purchaser to receive a portion
of principal and interest payments due on a commercial loan extended by a bank
to a specified company. The purchaser of such an interest has no recourse
against the bank if payments of principal and interest are not made by the
borrower and generally relies on the bank to administer and enforce the loan's
terms.

International Organization Obligations
International organization obligations include obligations of those
organizations designated or supported by U.S. or foreign government agencies to
promote economic reconstruction and development, international banking, and
related government agencies. Examples include the International Bank for
Reconstruction and Development (the World Bank), the European Coal and Steel
Community, the Asian Development Bank, and the InterAmerican Development Bank.

Custody Receipts
A Fund may acquire custody receipts in connection with securities issued or
guaranteed as to principal and interest by the U.S. government, its agencies,
authorities or instrumentalities. Such custody receipts evidence ownership of
future interest payments, principal payments or both on certain notes or bonds
issued by the U.S. government, its agencies, authorities or instrumentalities.
These custody receipts are known by various names, including "Treasury
Receipts," "Treasury Investors Growth Receipts" ("TIGRs"), and "Certificates of
Accrual on Treasury Securities" ("CATS"). For certain securities law purposes,
custody receipts are not considered U.S.
government securities.

Pass-Through Securities
The Funds may invest in mortgage pass-through securities such as Government
National Mortgage Association ("GNMA") certificates or Federal National Mortgage
Association ("FNMA") and other mortgage-backed obligations, or modified
pass-through securities such as collateralized mortgage obligations issued by
various financial institutions. In connection with these investments, early
repayment of investment principal arising from prepayments of principal on the
underlying mortgage loans due to the sale of the underlying property, the
refinancing of the loan, or foreclosure may expose the Fund to a lower rate of
return upon reinvestment of the principal. Prepayment rates vary widely and may
be affected by changes in market interest rates. In periods of falling interest
rates, the rate of prepayment tends to increase, thereby shortening the actual
average life of the mortgage-related security. Conversely, when interest rates
are rising, the rate of prepayment tends to decrease, thereby lengthening the
actual average life of the mortgage-related security. Accordingly, it is not
possible to accurately predict the average life of a particular pool of
pass-through securities. Reinvestment of prepayments may occur at higher or
lower rates than the original yield on the certificates. Therefore, the actual
maturity and realized yield on pass-through or modified pass-through
mortgage-related securities will vary based upon the prepayment experience of
the underlying pool of mortgages. For purposes of calculating the average life
of the assets of the relevant Fund, the maturity of each of these securities
will be the average life of such securities based on the most recent or
estimated annual prepayment rate.

<PAGE>
31

Transamerica Premier Funds - Investor and Institutional Classes of Shares

Statement of Additional Information - June 30, 1998

Transamerica Premier High Yield Bond Fund
The Fund seeks to achieve a high total return (income plus capital
growth) by investing primarily in debt instruments and convertible
securities, with an emphasis on lower quality securities.
Transamerica Premier Bond Fund
The Fund seeks to achieve a high total return (income plus capital
changes) consistent with
preservation of principal.

Transamerica Premier Cash Reserve Fund
This is a money market fund that seeks to maximize current income
consistent with liquidity and preservation of principal.

Contents

Terms used in the Prospectus are incorporated by reference in this Statement of
Additional Information.

Investment Objectives and Policies

A Fund would purchase put and call options on securities indexes for the same
purposes as it would purchase options on individual securities.

Interest Rate Swaps
A Fund may enter into interest rate swaps for hedging purposes and non-hedging
purposes. Since swaps are entered into for good faith hedging purposes or are
offset by a segregated account as described below, the Investment Adviser
believes that swaps do not constitute senior securities as defined in the 1940
Act and, accordingly, will not treat them as being subject to the Fund's
borrowing restrictions. The net amount of the excess, if any, of a Fund's
obligations over its "entitlement" with respect to each interest rate swap will
be accrued on a daily basis and an amount of cash or other liquid securities
having an aggregate net asset value at least equal to such accrued excess will
be maintained in a segregated account by the Fund's custodian. A Fund will not
enter into any interest rate swap unless the credit quality of the unsecured
senior debt or the claims-paying ability of the other party thereto is
considered to be investment grade by the Investment Adviser. If there is a
default by the other party to such a transaction, a Fund will have contractual
remedies pursuant to the agreement. The swap market has grown substantially in
recent years with a large number of banks and investment banking firms acting
both as principals and as agents utilizing standardized swap documentation. As a
result, the swap market has become relatively liquid in comparison with the
markets for other similar instruments which are traded in the interbank market.

Swap agreements are considered to be illiquid by the SEC staff and will be
subject to the limitations on illiquid investments. See "Restricted and Illiquid
Securities."

Foreign Securities

All the Premier Funds, except the Transamerica Premier Index Fund and the
Transamerica Premier Cash Reserve Fund, may invest in foreign securities. The
Transamerica Premier Index Fund invests only in those securities that are
selected by the Standard & Poor's Corporation to be included in the S&P 500
Index. Foreign securities, other than ADRs, will be held in custody by State
Street London Limited, who will handle transactions with the transnational
depositories Euroclear and Cedel.

Reverse Repurchase Agreements and Leverage

The Funds may enter into reverse repurchase agreements with Federal Reserve
member banks and U.S. securities dealers from time to time. In a reverse
repurchase transaction the Fund sells securities and simultaneously agrees to
repurchase them at a price which reflects an agreed-upon rate of interest. The
Fund will use the proceeds of reverse repurchase agreements to make other
investments which either mature or are under an agreement to resell at a date
simultaneous with or prior to the expiration of the reverse repurchase
agreement. The Fund may utilize reverse repurchase agreements only if the
interest income to be earned from the investment proceeds of the transaction is
greater than the interest expense of the reverse repurchase transaction.

Investment Restrictions

11. Securities of Other Investment Companies
No Fund may purchase securities of other investment companies, other than a
security acquired in connection with a merger, consolidation, acquisition,
reorganization or offer of exchange and except as permitted under the 1940 Act,
if as a result of the purchase: (a) more than 10% of the value of the Fund's
total assets would be invested in the securities of investment companies; (b)
more than 5% of the value of the Fund's total assets would be invested in the
securities of any one investment company; or (c) the Fund would own more than 3%
of the total outstanding voting securities of any investment company.

12. Invest for Control
No Fund may invest in companies for the purposes of exercising control or
management.

14. Warrants
The Transamerica Premier Cash Reserve Fund may not invest in any form of
warrants.

Management of the Company

Carl R. Terzian Director Chairman of Carl Terzian
Carl Terzian Associates Associates (public relations).
12400 Wilshire Blvd, Suite 200
Los Angeles, CA 90025
Age 62

Nicki Bair President Senior Vice President, TOLIC &
Transamerica Center TALIAC since 1996. Formerly Vice
1150 S. Olive St. President, TOLIC & TALIAC.
Los Angeles, CA 90015
Age 42

Following is a table of the compensation expected to be paid to each director
during the current fiscal year.
<TABLE>
<CAPTION>

As of June 3, 1998 the following shareholders owned 25% or more of the indicated
Funds:

Transamerica Percent

Shareholder Premier Fund Owned
Charles Schwab & Company, Inc. Equity Fund 46%
101 Montgomery St., San Francisco, CA 94104
ARC Reinsurance Corporation Small Company Fund 29%
1149 S. Hill St., H-344, Los Angeles, CA 90015
ARC Reinsurance Corporation Value Fund 65%

1149 S. Hill St., H-344, Los Angeles, CA 90015

ARC Reinsurance Corporation Index Fund 31%
1149 S. Hill St., H-344, Los Angeles, CA 90015
Transamerica Corporation Index Fund 27%

600 Montgomery St., San Francisco, CA 94111-2702

Transamerica Real Estate Tax Service Bond Fund 78%
1150 S. Olive St., Suite T-2700, Los Angeles, CA 90015

In addition, as of June 3, 1998 the following shareholders owned 5% or more of
the shares of the indicated equity Funds:

Transamerica Percent

Shareholder Premier Fund Owned
Charles Schwab & Company, Inc. Aggressive Growth Fund 20%

101 Montgomery St., San Francisco, CA 94104

ARC Reinsurance Corporation Aggressive Growth Fund 19%
1149 S. Hill St., H-344, Los Angeles, CA 90015
National Financial Services Aggressive Growth Fund 11%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Charles Schwab & Company, Inc. Small Company Fund 23%
101 Montgomery St., San Francisco, CA 94104
National Financial Services Small Company Fund 9%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Donaldson Lufkin & Jenrette Small Company Fund 8%

1 Pershing Plaza, 7th Floor, Jersey City, NJ 07399

Transamerica Occidental Life Insurance Co. Small Company Fund 6%
P.O. Box 2101, Los Angeles, CA 90051-0101
Transamerica Corporation Equity Fund 7%

600 Montgomery St., San Francisco, CA 94111

Transamerica Occidental Life Insurance Co. Equity Fund 7%
P.O. Box 512101, Los Angeles, CA 90051-0101
National Financial Services Equity Fund 5%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Transamerica Occidental Life Insurance Co. Index Fund 10%

P.O. Box 512101, Los Angeles, CA 90051-0101

National Financial Services Index Fund 6%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Transamerica Corporation Balanced Fund 24%
600 Montgomery St., San Francisco, CA 94111-2702
Charles Schwab & Company, Inc. Balanced Fund 18%
101 Montgomery St., San Francisco, CA 94104
Transamerica Occidental Life Insurance Co. Balanced Fund 18%

P.O. Box 512101, Los Angeles, CA 90051-0101

Transamerica Investment Services Balanced Fund 10%
1150 S. Olive St, Suite 2700, Los Angeles, CA 90015-2297

Investment Advisory and Other Services

Bond Fund
1995 $15,656 $15,656 - -
1996 $72,032 $72,032 - -
1997 $79,524 $59,121 $20,403

Cash Reserve Fund
1995 $20,801 $20,801 - -
1996 $102,415 $102,415 - -
1997 $147,809 $308,778 - -
- --------------------------------------------------- ------------------- ------------------ -----------------
</TABLE>

Under a Foreign Subcustodian Agreement with State Street, State Street London
Limited is responsible for foreign assets and transactions with the
transnational depositories of Euroclear and Cedel.

Under a Transfer Agency Agreement, State Street Bank is also responsible for
processing redemption requests and crediting dividends to the accounts of
shareholders of the Funds.

Distribution of Shares of the Funds

Transamerica Securities Sales Corporation ("TSSC") serves as the principal
underwriter of shares of the Funds, which are continuously distributed. TSSC is
a wholly-owned subsidiary of Transamerica Insurance Corporation of California,
which is a wholly-owned subsidiary of Transamerica Corporation. TSSC is
registered with the Securities and Exchange Commission as a broker-dealer, and
is a member of the National Association of Securities Dealers, Inc. TSSC may
also enter into arrangements whereby Fund shares may be sold by other
broker-dealers, which may or may not be affiliated with TSSC.

There are no 12b-1 fees on the Institutional Shares.

From time to time, and for one or more Funds within each class of Shares, the
Distributor may waive any or all of these fees at its discretion.

Purchases and Redemptions of Shares

Detailed information on how to purchase and redeem shares of a Fund is included
in the Prospectus under "How to Buy Shares" and "How to Sell Shares."

If you do not provide your instruction to redeem 30 days prior to the
transaction, you have two alternatives:

This section does not apply to the Institutional Class of Shares.

Brokerage Allocation

Over the last three fiscal years the Funds have paid the following brokerage
commissions:
<TABLE>
<CAPTION>

<S> <C> <C> <C>
Aggressive Growth Fund $21,170 - - - -
Small Company Fund $48,326 - - - -
Equity Fund $127,954 $50,745 $44,132
Index Fund $7,134 $9,599 $16,636
Balanced Fund $20,909 $13,424 $48,901
Bond Fund $23,822 $2,828 $19,275
Total $251,312 $78,592 $130,939

- ------------------------------------------------ --------------- -------------- ---------------
</TABLE>

Determination of Net Asset Value

Performance Information

Calculation of "effective yield" begins with the same "base period return" used
in the calculation of yield, which is then annualized to reflect weekly
compounding pursuant to the following formula:

Effective Yield = [(Base Period Return + 1)365/7] - 1

In addition, the Company may from time to time advertise its performance
relative to certain indexes and benchmark investments, including: the Lipper
Analytical Services, Inc. Mutual Fund Performance Analysis, Fixed-Income
Analysis and Mutual Fund Indexes (which measure total return and average current
yield for the mutual fund industry and rank mutual fund performance); the CDA
Mutual Fund Report published by CDA Investment Technologies, Inc. (which
analyzes price, risk and various measures of return for the mutual fund
industry); the Consumer Price Index published by the U.S. Bureau of Labor
Statistics (which measures changes in the price of goods and services); Stocks,
Bonds, Bills and Inflation published by Ibbotson Associates (which provides
historical performance figures for stocks, government securities and inflation);
the Hambrecht & Quist Growth Stock Index; the NASDAQ OTC Composite Prime Return;
the Russell Midcap Index; the Russell 2000 Index; the ValueLine Composite; the
Wilshire 5000 Index; the Salomon Brothers World Bond Index (which measures the
total return in U.S. dollar terms of government bonds, Eurobonds and foreign
bonds of ten countries, with all such bonds having a minimum maturity of five
years); the Shearson Lehman Brothers Aggregate Bond Index or its component
indexes (the Aggregate Bond Index measures the performance of Treasury, U.S.
government agencies, mortgage and Yankee bonds); the S&P Bond indexes (which
measure yield and price of corporate, municipal and U.S. government bonds); the
J.P. Morgan Global Government Bond Index; IBC's Money Market Fund Report (which
provides industry averages of 7-day annualized and compounded yields of taxable,
tax-free and U.S. government money market funds); historical investment data
supplied by the research departments of Goldman Sachs, Lehman Brothers, First
Boston Corporation, Morgan Stanley (including EAFE), Salomon Brothers, Merrill
Lynch, Donaldson Lufkin and Jenrette or other providers of such data; the
FT-Actuaries Europe and Pacific Index; mutual fund performance indexes published
by Morningstar, Inc., Variable Annuity Research & Data Service, the Investment
Company Institute, the Investment Company Data, Inc., Media General Financial,
and Value Line Mutual Fund Survey; and financial industry analytical surveys,
such as Piper Universe.

Taxes

Each Fund will be subject to a nondeductible 4% excise tax on amounts not
distributed to shareholders on a timely basis. The Fund intends to make
sufficient distributions to avoid this 4% excise tax.

Other Information

Legal Matters An opinion of counsel as to the legality of the shares of the
Funds has been given by Reid A. Evers.

Independent Auditors
Ernst & Young LLP, 515 S. Flower Street, Los Angeles, California 90071, performs
audits of the Funds' financial statements.

Financial Statements

The audited Annual Report for the fiscal year ended December 31, 1997 is a
separate report supplied with this Statement of Additional Information and is
incorporated herein by reference.

<PAGE>

Appendix A

Description of Corporate Bond Ratings

Moody's Investors Service, Inc. and Standard and Poor's Corporation are two
prominent independent rating agencies
that rate the quality of bonds. Following are expanded explanations of the
ratings shown in the Prospectus.

Moody's Investors Service, Inc. Aaa: Bonds with this rating are judged to be of
the best quality. They carry the smallest degree of investment risk. Interest
payments are protected by a large or exceptionally stable margin and principal
is secure.

Caa: Bonds with this rating are of poor standing. Such issues may be in default
or there may be present elements of danger with respect to principal or
interest.

Ca: Bonds with this rating represent obligations which are speculative to a high
degree. Such issues are often in
default or have other marked shortcomings.

C: Bonds with this rating are the lowest rated class of bonds. Issues so rated
can be regarded as having
extremely poor prospects of ever attaining any real investment standing.

Generally, investment-grade debt securities are those rated Baa3 or better by
Moody's.

Standard & Poor's Corporation
AAA: This rating is the highest rating assigned by Standard & Poor's. Capacity
to pay interest and repay
principal is very strong.

AA: This rating indicates a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only by a small degree.

C: This rating is reserved for income bonds on which no interest is being paid.

D: This rating indicates debt in default, and payment of interest and/or
repayment of principal are in arrears.

The ratings from "AA" to "B" may be modified by the addition of a plus or minus
sign to show relative standing within the major rating categories, for example A
or B+.

Generally, investment-grade debt securities are those rated BBB or better by
Standard & Poor's.

<PAGE>

Appendix B

Description of Fixed-Income Instruments

Corporate Debt Securities
Corporate debt securities are debt issued by a corporation that pays interest
and principal to the holders at specified times.

<PAGE>
1

Transamerica Premier Funds --- Institutional Shares
Prospectus: June 30, 1998

Transamerica Premier Aggressive Growth Fund Transamerica Premier Small
Company Fund Transamerica Premier Equity Fund Transamerica Premier
Value Fund Transamerica Premier Index Fund Transamerica Premier
Balanced Fund Transamerica Premier High Yield Bond Fund Transamerica
Premier Bond Fund Transamerica Premier Cash Reserve Fund

Your Guide
This guide (the "Prospectus") will provide you with helpful insights and details
about the Institutional Class of shares of the Transamerica Premier Funds (a
"Fund" or collectively the "Funds"). It is intended to give you what you need to
know before investing. Please read it carefully and save it for future
reference.

Transamerica Investors, Inc.
Transamerica Investors, Inc. (the "Company") is an open-end, management
investment company offering a number of portfolios, known collectively as the
Transamerica Premier Funds. Each Fund is managed separately and has its own
investment objective, strategies and policies designed to meet different goals.
Each class of each Fund has its own levels of expenses and charges. The minimum
initial investment is $250,000 and the minimum subsequent investment is $1,000.
See "Minimum Investments" on page 30 for more details.

Contents

The Funds at a Glance 2
Fund Expenses 4
Investment Adviser's Performance Managing
Similar Accounts 5
The Management Team 9
The Funds In Detail 10
Transamerica Premier Aggressive Growth Fund 10
Transamerica Premier Small Company Fund 11
Transamerica Premier Equity Fund 12
Transamerica Premier Value Fund 13
Transamerica Premier Index Fund 15
Transamerica Premier Balanced Fund 16
Transamerica Premier High Yield Bond Fund 17
Transamerica Premier Bond Fund 19
Transamerica Premier Cash Reserve Fund 20
A General Discussion About Risk 21
Investment Procedures and Risk Considerations 22
Shareholder Services 28
Opening Your Account 28
How to Buy Shares 29
How to Sell Shares 31
How to Exchange Shares 33
Other Investor Requirements and Services 33
Dividends and Capital Gains 34
What About Taxes? 35
Share Price 36
Organization and Management 36
General Information 40

The Funds at a Glance

The Transamerica Premier Funds consist of the following Funds with different
investment objectives and risk levels. There is no guarantee that these
investment objectives will be met. These brief descriptions will give you a
summary of each Fund. A more detailed description for each Fund is in "The Funds
in Detail" on page 10. For information on the risks associated with investment
in these Funds, see "Investment Procedures and Risk Considerations" on page 22.

Transamerica Premier Value Fund
o The Fund seeks to maximize capital appreciation.
o It invests primarily in securities of companies that the Investment Adviser
believes are "underfollowed" or "out-of-favor." The Investment Adviser
believes these securities are under-valued relative to the intrinsic or
private market value of the firm. The securities in the Fund may include
common and preferred stocks, warrants, and corporate debt securities.
o The Fund is intended for investors who wish to participate primarily in the
common stock markets. Investors should have the perspective, patience, and
financial ability to take on above-average stock market volatility in a
focused pursuit of long-term capital growth.
o See page 13 for more details.

Availability
Institutional Shares are available on a no-load basis directly to high net worth
individuals, qualified retirement plans, and other institutional clients, and
require a minimum initial investment of $250,000. The shares may also be offered
through financial planners, broker-dealers, and other financial intermediaries.
These shares are distributed by Transamerica Securities Sales Corporation
("TSSC"), the Distributor.

Investor Shares are available on a no-load basis directly to individuals,
companies, Pension and Retirement Savings Programs, and other investors from
TSSC. You may obtain an Investor Shares Prospectus by calling 1-800-89-ASK-US
(1-800-892-7587).

This Prospectus provides information about the Institutional Shares only.

Fund Expenses

Shareholder Transaction Expenses (as a percentage of offering price)
<TABLE>
<CAPTION>

High
Aggressive Small Yield Cash
Transaction Expens Growth Company Equity Value Index Balanced Bond Bond Reserve
- ----------------------------------------------------------------------------------------------------
Sales Charge
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
on Purchases1 None None None None None None None None None
Redemption Fee None None None None None None None None None
Sales Charge on
Reinvested Dividends None None None None None None None None None
Contingent Deferred
Sales Charge None None None None None None None None None
</TABLE>
<TABLE>
<CAPTION>

Annual Fund Operating Expenses (as a percent of average net assets)
Other Expenses Total Operating
Transamerica After Waiver and Expenses After Waiver
Premier Funds Adviser Fee1 12b-1 Fee Reimbursement2 and Reimbursement3
- -----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Aggressive Growth 0.85% - - 0.30% 1.15%
Small Company 0.85% - - 0.30% 1.15%
Equity 0.85% - - 0.40% 1.25%
Value 0.75% - - 0.20% 1.00%
Index 0.30% - - 0.30% 0.60%
Balanced 0.75% - - 0.45% 1.20%
High Yield Bond 0.55% - - 0.00% 0.55%
Bond 0.60% - - 0.45% 1.05%
Cash Reserve 0.35% - - 0.25% 0.60%
</TABLE>

Example
Using the aforementioned transaction and operating expenses, the expenses for a
$1,000 investment using an assumed annual return of 5% would be:
<TABLE>
<CAPTION>

Transamerica Premier Funds 1 Year 3 Years 5 Years 10 Years
- ----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Aggressive Growth $12 $37 $63 $140
Small Company $12 $37 $63 $140
Equity $13 $40 $69 $151
Value $10 $32 $55 $122
Index $ 6 $19 $33 $ 75
Balanced $12 $38 $66 $145
High Yield Bond
Bond $11 $33 $58 $128
Cash Reserve $ 6 $19 $33 $ 75
</TABLE>

The information contained in the above examples should not be considered a
representation of future expenses. The actual expenses may be more or less than
those shown.

1 The Investment Adviser may waive part or all of the adviser fee to keep the
total operating expenses from exceeding the amount shown in the table. See
footnote 3 below. See "Adviser Fee" on page 39 for additional information. 2
"Other Expenses" are those incurred after any reimbursements to the Fund by the
Administrator. See "The Management Team" on page 9. Other expenses include
expenses not covered by the adviser fee. Expenses shown for the Value Fund are
based on estimated expenses and estimated net assets for its first fiscal year.
3 "Total Operating Expenses" include adviser fees and other expenses that a Fund
incurs. The Investment Adviser has agreed to waive that part of its adviser fee
and the Administrator has agreed to assume any other operating expenses to
ensure that annualized expenses for each Fund (other than interest, taxes,
brokerage commissions and extraordinary expenses) will not exceed the following
percentages: 1.00% for the Aggressive Growth Fund, 1.00% for the Small Company
Fund, 0.95% for the Equity Fund, 1.00% for the Value Fund, 0.50% for the Index
Fund, 0.80% for the Balanced Fund, 0.55% for the High Yield Bond Fund, 0.65% for
the Bond Fund, and 0.50% for the Cash Reserve Fund. The Administrator may, from
time to time, assume additional expenses. Fee waivers and expense assumption
arrangements, which may be terminated at any time without notice, will increase
a Fund's yield. If the Investment Adviser does not waive fees and the
Administrator does not reimburse expenses for the first fiscal year, the ratio
of total operating expenses to average net assets is estimated to be 1.48% for
the Aggressive Growth Fund, 1.48% for the Small Company Fund, 1.65% for the
Equity Fund, 1.99% for the Index Fund, 1.64% for the Balanced Fund, 1.51% for
the Bond Fund, and 0.79% for the Cash Reserve Fund. It is estimated to be 0.73%
for the High Yield Bond Fund, and 1.29% for the Value Fund based on estimated
$70.3 million and $75 million in assets respectively.

Investment Adviser's Performance Managing Similar Accounts

The Transamerica Premier Equity, Index, Bond, Balanced and Cash Reserve Funds
have the same investment adviser and have substantially the same investment
objectives, policies and strategies as the separate accounts from which they
were cloned. The separate accounts are not registered with the SEC nor are they
subject to Subchapter M of the Internal Revenue Code of 1986, as amended (the
"Code"). Therefore, they were not subject to the investment limitations,
diversification requirements, and other restrictions that apply to the Funds. If
the separate accounts had been subject to Subchapter M of the Code, their
performance may have been adversely affected at times. In addition, the separate
accounts are not subject to the same fees and expenses borne by the Funds. If
the Equity, Bond and Balanced separate accounts had been subject to the same
fees and expenses as their respective mutual funds, their performance would have
been lower. If the Equity Index and Cash Management separate accounts had been
subject to the same fees and expenses as their respective mutual funds, their
performance would have been higher. The separate account performance figures are
not the Funds' own performance and should not be considered a substitute for the
Funds' own performance; nor should they be considered indicative of any past or
future performance of the Funds.

For comparison purposes, the separate accounts from which the Premier Funds were
cloned are shown below.

Separate Accounts Premier Funds
Transamerica Equity Fund Transamerica Premier Equity Fund
Transamerica Equity Index Fund Transamerica Premier Index Fund
Transamerica Bond Fund Transamerica Premier Bond Fund
Transamerica Balanced Fund Transamerica Premier Balanced Fund
Transamerica Cash Management Fund Transamerica Premier Cash Reserve Fund

There are no corresponding separate accounts for the Transamerica Premier
Aggressive Growth Fund, the Transamerica Premier Small Company Fund, and the
Transamerica Premier Value Fund.

1 5 10 Since
Year Years Years Inception3
<S> <C> <C> <C> <C>
Equity Fund 45.70% 28.48% 27.79% 23.76%
Premier Equity Fund 47.51% --- --- 32.03%
S&P 500 Index4 33.36% 20.27% 18.07% 14.67%

Equity Index Fund 32.41% 19.63% 17.43% 16.56%
Premier Index Fund 33.14% --- --- 27.38%
S&P 500 Index4 33.36% 20.27% 18.07% 14.67%

Bond Fund 11.45% 9.29% 10.87% 12.41%
Premier Bond Fund 9.99% --- --- 7.07%
Lehman Brothers
Govt./Corporate Index5 9.76% 7.61% 9.15% 9.97%

Balanced Fund 29.61% --- --- 20.39%
Premier Balanced Fund 35.38% --- --- 23.09%
50% S&P 500 Index and
50% Lehman Brothers
Govt./Corporate Index 21.29% --- --- 13.60%

Cash Management Fund 5.07% 4.38% 5.45% 6.65%
Premier Cash Reserve Fund 5.48% --- --- 5.44%
IBC First Tier Index6 5.04% 4.32% 5.43% 6.58%
</TABLE>

1 Average Annual Total Performance calculated as shown in the Statement of
Additional Information. 2 The performance of the Premier Funds reflects that of
the Investor Shares, which are subject to Rule 12b-1 fees, because the
Institutional Shares were not offered during the periods shown. 3 The inception
date of all Premier Funds shown in the table is October 2, 1995. Inception dates
of the separate accounts: Equity - 10/1/87; Equity Index - 10/1/86; Bond -
5/1/83; Balanced - 4/1/93; Cash Management - 1/3/82. The inception dates shown
for the indexes match the dates of the separate accounts' inception. 4 The
Standard and Poor's 500 Index consists of 500 widely held, publicly traded
common stocks. 5 The Lehman Brothers Government/Corporate Bond Index is a
broad-based unmanaged index of government and corporate bonds with maturities of
10 years or longer that are rated investment grade or higher by Moody's Investor
Services, Inc. or Standard and Poor's Corporation. 6 IBC's Money Fund
ReportTM-First Tier is a composite of taxable money market funds that meet the
SEC's definition of first tier securities contained in Rule 2a-7 under the
Investment Company Act of 1940. These indexes do not reflect any commissions or
fees which would be incurred by an investor purchasing the securities
represented by each index.

Equity Separate Account
The following graph depicts that $1,000 invested in the Equity Separate Account
at its inception, October 1, 1987, would have appreciated to $8,895 at December
31, 1997. This is an annualized return of 23.76% per year. By comparison, $1,000
invested for the same time period in S&P 500 Index securities would have grown
to only $4,071.

<PAGE>
1

Transamerica Premier Funds --- Institutional Shares
Prospectus: June 30, 1998

Transamerica Premier Aggressive Growth Fund Transamerica Premier Small
Company Fund Transamerica Premier Equity Fund Transamerica Premier
Value Fund Transamerica Premier Index Fund Transamerica Premier
Balanced Fund Transamerica Premier High Yield Bond Fund Transamerica
Premier Bond Fund Transamerica Premier Cash Reserve Fund

Transamerica Investors, Inc.

Contents

The Funds at a Glance 2
Fund Expenses 4
Investment Adviser's Performance Managing

Similar Accounts 5
The Management Team 9
The Funds In Detail 10
Transamerica Premier Aggressive Growth Fund 10
Transamerica Premier Small Company Fund 11
Transamerica Premier Equity Fund 12
Transamerica Premier Value Fund 13
Transamerica Premier Index Fund 15
Transamerica Premier Balanced Fund 16
Transamerica Premier High Yield Bond Fund 17
Transamerica Premier Bond Fund 19
Transamerica Premier Cash Reserve Fund 20
A General Discussion About Risk 21
Investment Procedures and Risk Considerations 22
Shareholder Services 28
Opening Your Account 28
How to Buy Shares 29
How to Sell Shares 31
How to Exchange Shares 33
Other Investor Requirements and Services 33
Dividends and Capital Gains 34
What About Taxes? 35
Share Price 36
Organization and Management 36
General Information 40

The Funds at a Glance

The Transamerica Premier Funds consist of the following Funds with different
investment objectives and risk levels. There is no guarantee that these
investment objectives will be met. These brief descriptions will give you a
summary of each Fund. A more detailed description for each Fund is in "The Funds
in Detail" on page 10. For information on the risks associated with investment
in these Funds, see "Investment Procedures and Risk Considerations" on page 22.

Transamerica Premier Index Fund
The Fund seeks to track the performance of the Standard & Poor's 500
Composite Stock Price Index, also known as the S&P 500 Index.
It attempts to reproduce the overall investment characteristics of the S&P
500 Index by using a combination of management techniques. Its stock
purchases reflect the S&P 500 Index, but it makes no attempt to forecast
general market movements.
The Fund is intended for investors who wish to participate in the overall
growth of the economy, as reflected by the domestic stock market. Investors
should have the perspective, patience, and financial ability to take on
average stock market volatility in pursuit of long-term capital growth.
See page The Fund seeks to achieve a high total return (income plus
capital changes) from fixed income securities consistent with preservation
of principal.
It invests primarily in a diversified selection of investment grade corporate
and government bonds and mortgage-backed securities.
The Fund is intended for investors who wish to invest in a diversified
portfolio of bonds. Investors should have the perspective, patience, and
financial ability to take on above-average bond price volatility in pursuit
of a high total return produced by income from longer-term securities and
capital gains from under-valued bonds.

15 for more details.

See page 16 for more details.

See page 17 for more details.

See page 20 for more details.

This Prospectus provides information about the Institutional Shares only.

Fund Expenses

Shareholder Transaction Expenses (as a percentage of offering price)

</TABLE>

Annual Fund Operating Expenses (as a percent of average net assets)
<TABLE>
<CAPTION>

Other Expenses Total Operating
Transamerica After Waiver and Expenses After Waiver

Premier Funds Adviser Fee1 12b-1 Fee Reimbursement2 and Reimbursement3
- -----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Aggressive Growth 0.85% - - 0.30% 1.15%
Small Company 0.85% - - 0.30% 1.15%
Equity 0.85% - - 0.40% 1.25%
Value 0.75% - - 0.20% 1.00%
Index 0.30% - - 0.30% 0.60%
Balanced 0.75% - - 0.45% 1.20%
High Yield Bond 0.55% - - 0.00% 0.55%
Bond 0.60% - - 0.45% 1.05%
Cash Reserve 0.35% - - 0.25% 0.60%

</TABLE>

Example
Using the aforementioned transaction and operating expenses, the expenses for a
$1,000 investment using an assumed annual return of 5% would be:
<TABLE>
<CAPTION>

Transamerica Premier Funds 1 Year 3 Years 5 Years 10 Years
- ----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Aggressive Growth $12 $37 $63 $140
Small Company $12 $37 $63 $140
Equity $13 $40 $69 $151
Value $10 $32 $55 $122
Index $ 6 $19 $33 $ 75
Balanced $12 $38 $66 $145
High Yield Bond
Bond $11 $33 $58 $128
Cash Reserve $ 6 $19 $33 $ 75

</TABLE>

The information contained in the above examples should not be considered a
representation of future expenses. The actual expenses may be more or less than
those shown.

Investment Adviser's Performance Managing Similar Accounts

For comparison purposes, the separate accounts from which the Premier Funds were
cloned are shown below.

There are no corresponding separate accounts for the Transamerica Premier
Aggressive Growth Fund, the Transamerica Premier Small Company Fund, and the
Transamerica Premier Value Fund.

1 5 10 Since
Year Years Years Inception3
<S> <C> <C> <C> <C>
Equity Fund 45.70% 28.48% 27.79% 23.76%
Premier Equity Fund 47.51% --- --- 32.03%
S&P 500 Index4 33.36% 20.27% 18.07% 14.67%

Equity Index Fund 32.41% 19.63% 17.43% 16.56%
Premier Index Fund 33.14% --- --- 27.38%
S&P 500 Index4 33.36% 20.27% 18.07% 14.67%

Bond Fund 11.45% 9.29% 10.87% 12.41%
Premier Bond Fund 9.99% --- --- 7.07%
Lehman Brothers
Govt./Corporate Index5 9.76% 7.61% 9.15% 9.97%

Balanced Fund 29.61% --- --- 20.39%
Premier Balanced Fund 35.38% --- --- 23.09%
50% S&P 500 Index and
50% Lehman Brothers
Govt./Corporate Index 21.29% --- --- 13.60%

Cash Management Fund 5.07% 4.38% 5.45% 6.65%
Premier Cash Reserve Fund 5.48% --- --- 5.44%
IBC First Tier Index6 5.04% 4.32% 5.43% 6.58%
</TABLE>

<PAGE>
1

Transamerica Premier Funds --- Class A and Class M Shares
Prospectus: June 30, 1998

Transamerica Premier Aggressive Growth Fund Transamerica Premier Small Company
Fund Transamerica Premier Equity Fund Transamerica Premier Value Fund
Transamerica Premier Index Fund Transamerica Premier Balanced Fund Transamerica
Premier Bond Fund Transamerica Premier Cash Reserve Fund

Additional Information and Assistance
For additional details about the Funds ask your broker or write to Transamerica
Premier Funds, P.O. Box 9232, Boston, Massachusetts 02205-9232. A Statement of
Additional Information, which has been filed with the Securities and Exchange
Commission (the "SEC"), is available at no charge. The Statement of Additional
Information is a part of this Prospectus by reference.

Contents

The Funds at a Glance 2
Fund Expenses 3
Investment Adviser's Performance Managing
Similar Accounts 6
The Funds in Detail 9
Transamerica Premier Aggressive Growth Fund 9
Transamerica Premier Small Company Fund 10
Transamerica Premier Equity Fund 11
Transamerica Premier Value Fund 11
Transamerica Premier Index Fund 12
Transamerica Premier Balanced Fund 13
Transamerica Premier Bond Fund 14
Transamerica Premier Cash Reserve Fund 15
A General Discussion About Risk 16
Investment Procedures and Risk Considerations 17
Buying and Selling Shares 22
Dividends and Capital Gains 28
Tax Information 28
Share Price 29
Organization and Management 30
General Information 34

The Funds at a Glance

The Transamerica Premier Funds consist of the following Funds with different
investment objectives and risk levels. There is no guarantee that these
investment objectives will be met. These brief descriptions will give you a
summary of each Fund. A more detailed description for each Fund is in "The Funds
in Detail" on page 9. For information on the risks associated with investment in
these Funds, see "Investment Procedures and Risk Considerations" on page 17.

Fund Expenses

Shareholder Transaction Expenses
<TABLE>
<CAPTION>

- ----------------------------- ------------------ ----------------------- ----------------- -----------------
Transamerica Premier Maximum Sales Maximum Con-tingent Sales Charge on Exchange Fee
Fund/Class Charge1 Deferred Sales Reinvested
(as a percentage Charge2 Dividends
of offering (as a percentage of
price) the lower of original
purchase price or
redemption proceeds)
Aggressive Growth Fund
<S> <C> <C> <C> <C>
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Small Company Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Equity Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Value Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Index Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Balanced Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Bond Fund
Class A 4.75% none none none
Class M 1.00% 1.00% none none
Cash Reserve Fund
Class A none none none 5.25%3
Class M none none none 1.00%3
- ----------------------------- ------------------ ----------------------- ----------------- -----------------
</TABLE>

Annual Fund Operating Expenses (as a percent of average net assets)
<TABLE>
<CAPTION>

- ---------------------------- -------------- --------------- --------------------- --------------------------
Transamerica Premier Adviser Fee4 12b-1 Fee5 Other Expenses Total Operating Expenses
Fund/Class After Waiver and After Waiver and
Reimbursement6 Reimbursement7
Aggressive Growth Fund
<S> <C> <C> <C> <C>
Class A 0.85% 0.35% 0.30% 1.50%
Class M 0.85% 0.60% 0.30% 1.75%
Small Company Fund
Class A 0.85% 0.35% 0.30% 1.50%
Class M 0.85% 0.60% 0.30% 1.75%
Equity Fund
Class A 0.85% 0.35% 0.40% 1.60%
Class M 0.85% 0.60% 0.40% 1.85%
Value Fund
Class A 0.75% 0.35% 0.20% 1.30%
Class M 0.75% 0.60% 0.20% 1.55%
Index Fund
Class A 0.00% 0.35% 0.15% 0.50%
Class M 0.00% 0.60% 0.15% 0.75%
Balanced Fund
Class A 0.75% 0.35% 0.45% 1.55%
Class M 0.75% 0.60% 0.45% 1.80%
Bond Fund
Class A 0.60% 0.35% 0.45% 1.40%
Class M 0.60% 0.60% 0.45% 1.65%
Cash Reserve Fund
Class A 0.00% 0.35% 0.25% 0.60%
Class M 0.00% 0.60% 0.25% 0.85%
- ---------------------------- -------------- --------------- --------------------- --------------------------
</TABLE>

Examples
Using the aforementioned transaction and operating expenses, the expenses for a
$1,000 investment using an assumed annual return of 5%, payment of maximum sales
charge and, except as indicated, redemptions at the end of each period, would
be:8
<TABLE>
<CAPTION>

- ----------------------------------------- ----------------- --------------- --------------- ----------------
Transamerica Premier Fund 1 Year 3 Years 5 Years 10 Years
Aggressive Growth Fund
<S> <C> <C> <C> <C>
Class A $67 $97 $130 $222
Class M (no redemption) $28 $65 $104 $214
Class M (redemption) $38 $65 $104 $214
Small Company Fund
Class A $67 $97 $130 $222
Class M (no redemption) $28 $65 $104 $214
Class M (redemption) $38 $65 $104 $214
Equity Fund
Class A $68 $100 $135 $233
Class M (no redemption) $29 $68 $109 $225
Class M (redemption) $39 $68 $109 $225
Value Fund
Class A $65 $92 $120 $201
Class M (no redemption) $26 $58 $94 $193
Class M (redemption) $36 $58 $94 $193
Index Fund
Class A $57 $68 $79 $112
Class M (no redemption) $18 $34 $51 $102
Class M (redemption) $28 $34 $51 $102
Balanced Fund
Class A $67 $99 $133 $227
Class M (no redemption) $28 $66 $107 $219
Class M (redemption) $38 $66 $107 $219
Bond Fund
Class A $66 $94 $125 $212
Class M (no redemption) $27 $62 $99 $204
Class M (redemption) $37 $62 $99 $204
Cash Reserve Fund
Class A $6 $19 $33 $75
Class M (no redemption) $9 $27 $47 $105
Class M (redemption) $9 $27 $47 $105
- ----------------------------------------- ----------------- --------------- --------------- ----------------
</TABLE>

The information contained in the above examples should not be considered a
representation of future expenses. The actual expenses may be more or less than
those shown.

1 Sales charges are reduced for purchases of $50,000 or more. The Funds may sell
the Class A Shares at net asset value to certain persons. See "Buying and
Selling Shares" on page 22. 2 A contingent deferred sales charge of 1.00% is
assessed on redemptions of Class M Shares made within 24 months following their
purchase, without regard to the size of the purchase. See "Buying and Selling
Shares" on page 22. 3 An exchange of the Cash Reserve Fund shares for Class A
Shares of another Fund is subject to the initial sales charge, if applicable,
unless the Cash Reserve Fund shares were acquired by an exchange from other
Class A Shares or by reinvestment or cross reinvestment of dividends. 4 The
Investment Adviser may waive part or all of the adviser fee to keep the total
operating expenses from exceeding the amount shown in the table. See footnote 7
below. See "Adviser Fee" on page 32 for additional information. 5 After a
substantial period, these expenses may total more than the maximum sales charge
that would have been permissible if imposed as an initial sales charge. 6 "Other
Expenses" are those incurred after any reimbursements to the Fund by the
Administrator. See "Administrator" on page 33. Other expenses include expenses
not covered by the adviser fee or the 12b-1 fee. Expenses shown for the Value
Fund are based on estimated expenses and estimated net assets for its first
fiscal year. Expenses for all other Funds are based on actual expenses incurred
during 1997. 7 "Total Operating Expenses" include adviser fees, 12b-1 fees, and
other expenses that a Fund incurs. The Investment Adviser has agreed to waive
that part of its adviser fee and the Administrator has agreed to assume any
other operating expenses to ensure that annualized expenses for each Fund (other
than interest, taxes, brokerage commissions and extraordinary expenses) will not
exceed the following percentages for the Class A and Class M Shares,
respectively: 1.50%/1.75% for the Aggressive Growth Fund, 1.50%/1.75% for the
Small Company Fund, 1.60%/1.85% for the Equity Fund, 1.30%/1.55% for the Value
Fund, 0.50%/0.75% for the Index Fund, 1.55%/1.80% for the Balanced Fund,
1.40%/1.65% for the Bond Fund, and 0.60%/0.85% for the Cash Reserve Fund. The
Administrator may, from time to time, assume additional expenses. Fee waivers
and expense assumption arrangements, which may be terminated at any time without
notice, will increase a Fund's yield. If the Investment Adviser does not waive
fees and the Administrator does not reimburse expenses, the ratio of total
operating expenses to average net assets is estimated to be for the Class A
Shares and the Class M Shares, respectively: 3.51%/4.12% for the Aggressive
Growth Fund, 3.51%/4.31% for the Small Company Fund, 1.94%/2.31% for the Equity
Fund, 3.49%/4.10% for the Value Fund, 3.71%/4.45% for the Index Fund,
7.31%/8.56% for the Balanced Fund, 10.30%/12.13% for the Bond Fund, and
1.57%/2.00% for the Cash Reserve Fund.. 8 The expenses in the example assume no
fees for IRA or SEP accounts.

Investment Adviser's Performance Managing Similar Accounts
The Funds' Investment Adviser, Transamerica Investment Services, Inc., has been
managing segregated investment accounts (or "separate accounts") for pension
clients of Transamerica Corporation's affiliated companies for over ten years.

The Transamerica Premier Equity, Index, Balanced, Bond and Cash Reserve Funds
have the same investment adviser and the investment objectives, policies and
strategies are substantially similar in all material respects as the separate
accounts from which they were cloned. The separate accounts are not registered
with the SEC nor are they subject to Subchapter M of the Internal Revenue Code
of 1986, as amended (the "Code"). Therefore, they were not subject to the
investment limitations, diversification requirements, and other restrictions
that apply to the Funds. If the separate accounts had been subject to Subchapter
M of the Code, their performance may have been adversely affected at times. In
addition, the separate accounts are not subject to the same fees and expenses
borne by the Funds. If the Equity, Bond and Balanced separate accounts had been
subject to the same fees and expenses as their respective mutual funds, their
performance would have been lower. If the Equity Index and Cash Management
separate accounts had been subject to the same fees and expenses as their
respective mutual funds, their performance would have been higher. The separate
account performance figures are not the Funds' own performance and should not be
considered a substitute for the Funds' own performance; nor should they be
considered indicative of any past or future performance of the Funds.

For comparison purposes, the separate accounts from which the Premier Funds were
cloned are shown below.

Separate Accounts Premier Funds
Transamerica Equity Fund Transamerica Premier Equity Fund
Transamerica Equity Index Fund Transamerica Premier Index Fund
Transamerica Balanced Fund Transamerica Premier Balanced Fund
Transamerica Bond Fund Transamerica Premier Bond Fund
Transamerica Cash Management Fund Transamerica Premier Cash Reserve Fund

There are no corresponding separate accounts for the Transamerica Premier
Aggressive Growth Fund, the Transamerica Premier Small Company Fund, and the
Transamerica Premier Value Fund.

The following table illustrates the separate accounts' annualized performance1
as compared to the Premier Funds2 and recognized industry indexes since
inception and over the last one, five, and ten-year periods ending March 31,
1998.
<TABLE>
<CAPTION>
1 5 10 Since
year years years Inception3
<S> <C> <C> <C> <C>
Equity Fund 72.15% 31.88% 28.14% 25.24%
Premier Equity Fund, Class A 70.88% --- --- 36.76%
Premier Equity Fund, Class M 70.88% --- --- 36.76%
S&P 500 Index4 48.00% 22.40% 18.94% 15.74%

Equity Index Fund 46.99% 21.79% 18.30% 17.48%
Premier Index Fund, Class A 47.79% --- --- 30.96%
Premier Index Fund, Class M 47.79% --- --- 30.96%
S&P 500 Index4 48.00% 22.40% 18.94% 17.48%

Balanced Fund 47.62% 22.19% --- 22.19%
Premier Balanced Fund, Class A 51.88% --- --- 26.39%
Premier Balanced Fund, Class A 51.88% --- --- 26.39%
50% S&P 500 Index and
50% Lehman Brothers
Govt./Corporate Index 29.34% 14.57% --- 14.57%

Bond Fund 14.77% 8.27% 10.60% 12.34%
Premier Bond Fund, Class A 14.19% --- --- 7.18%
Premier Bond Fund, Class M 14.19% --- --- 7.18%
Lehman Brothers
Govt./Corporate Index5 12.39% 6.96% 8.93% 9.91%

Cash Management Fund 5.10% 4.50% 5.41% 6.62%
Premier Cash Reserve Fund, Class A6 5.48% --- --- 5.44%
Premier Cash Reserve Fund, Class M6 5.48% --- --- 5.44%
IBC First Tier Index7 5.08% 4.44% 5.39% 6.56%
</TABLE>

1 Average Annual Total Performance calculated as shown in the Statement of
Additional Information. 2 Performance of the Premier Funds prior to June 30,
1998 is based on the Investor Class of this Fund, but is recalculated using the
current maximum sales charge for this class of shares. 3 The inception date of
all Premier Funds shown in the table is October 2, 1995. Inception dates of the
separate accounts: Equity - 10/1/87; Equity Index - 10/1/86; Balanced - 4/1/93;
Bond - 5/1/83; Cash Management - 1/3/82. The inception dates shown for the
indexes match the dates of the separate accounts' inception. 4 The Standard &
Poor's 500 Index consists of the 500 most widely held, publicly traded common
stocks. 5 The Lehman Brothers Government/Corporate Bond Index is a broad-based
unmanaged index of government and corporate bonds with maturities of 10 years or
longer that are rated investment grade or higher by Moody's Investor Services,
Inc. or Standard & Poor's Corporation. 6 The 7-day current yield was 5.36% as of
3/31/98. 7 IBC's Money Fund ReportTM-First Tier is a composite of taxable money
market funds that meet the SEC's definition of first tier securities contained
in Rule 2a-7 under the Investment Company Act of 1940. These indexes do not
reflect any commissions or fees which would be incurred by an investor
purchasing the securities represented by each index.

<PAGE>
1

Transamerica Premier Funds --- Class A and Class M Shares
Prospectus: June 30, 1998

Transamerica Premier Aggressive Growth Fund Transamerica Premier Small
Company Fund Transamerica Premier Equity Fund Transamerica Premier
Value Fund Transamerica Premier Index Fund Transamerica Premier
Balanced Fund Transamerica Premier High Yield Bond Fund Transamerica
Premier Bond Fund Transamerica Premier Cash Reserve Fund

Contents

The Funds at a Glance 2
Fund Expenses 3
Investment Adviser's Performance Managing
Similar Accounts 6
The Funds in Detail 10
Transamerica Premier Aggressive Growth Fund 10
Transamerica Premier Small Company Fund 11
Transamerica Premier Equity Fund 12
Transamerica Premier Value Fund 12
Transamerica Premier Index Fund 13
Transamerica Premier Balanced Fund 14
Transamerica Premier High Yield Bond Fund 15
Transamerica Premier Bond Fund 16
Transamerica Premier Cash Reserve Fund 17
A General Discussion About Risk 18
Investment Procedures and Risk Considerations 19
Buying and Selling Shares 25
Dividends and Capital Gains 29
Tax Information 30
Share Price 31
Organization and Management 31
General Information 35

The Funds at a Glance

The Transamerica Premier Funds consist of the following Funds with different
investment objectives and risk levels. There is no guarantee that these
investment objectives will be met. These brief descriptions will give you a
summary of each Fund. A more detailed description for each Fund is in "The Funds
in Detail" on page 10. For information on the risks associated with investment
in these Funds, see "Investment Procedures and Risk Considerations" on page 19.

Fund Expenses

Shareholder Transaction Expenses
<TABLE>
<CAPTION>

- ----------------------------- ------------------ ----------------------- ----------------- -----------------
Transamerica Premier Maximum Sales Maximum Con-tingent Sales Charge on Exchange Fee
Fund/Class Charge1 Deferred Sales Reinvested
(as a percentage Charge2 Dividends
of offering (as a percentage of
price) the lower of original
purchase price or
redemption proceeds)
Aggressive Growth Fund
<S> <C> <C> <C> <C>
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Small Company Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Equity Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Value Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Index Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Balanced Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
High Yield Bond Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Bond Fund
Class A 4.75% none none none
Class M 1.00% 1.00% none none
Cash Reserve Fund
Class A none none none 5.25%3
Class M none none none 1.00%3
- ----------------------------- ------------------ ----------------------- ----------------- -----------------
</TABLE>

Annual Fund Operating Expenses (as a percent of average net assets)
<TABLE>
<CAPTION>

- ---------------------------- -------------- --------------- --------------------- --------------------------
Transamerica Premier Adviser Fee4 12b-1 Fee5 Other Expenses Total Operating Expenses
Fund/Class After Waiver and After Waiver and
Reimbursement6 Reimbursement7
Aggressive Growth Fund
<S> <C> <C> <C> <C>
Class A 0.85% 0.35% 0.30% 1.50%
Class M 0.85% 0.60% 0.30% 1.75%
Small Company Fund
Class A 0.85% 0.35% 0.30% 1.50%
Class M 0.85% 0.60% 0.30% 1.75%
Equity Fund
Class A 0.85% 0.35% 0.40% 1.60%
Class M 0.85% 0.60% 0.40% 1.85%
Value Fund
Class A 0.75% 0.35% 0.20% 1.30%
Class M 0.75% 0.60% 0.20% 1.55%
Index Fund
Class A 0.00% 0.35% 0.15% 0.50%
Class M 0.00% 0.60% 0.15% 0.75%
Balanced Fund
Class A 0.75% 0.35% 0.45% 1.55%
Class M 0.75% 0.60% 0.45% 1.80%
High Yield Bond Fund
Class A 0.55% 0.35% 0.00% 0.90%
Class M 0.55% 0.60% 0.00% 1.15%
Bond Fund
Class A 0.60% 0.35% 0.45% 1.40%
Class M 0.60% 0.60% 0.45% 1.65%
Cash Reserve Fund
Class A 0.00% 0.35% 0.25% 0.60%
Class M 0.00% 0.60% 0.25% 0.85%
- ---------------------------- -------------- --------------- --------------------- --------------------------
</TABLE>

Examples
Using the aforementioned transaction and operating expenses, the expenses for a
$1,000 investment using an assumed annual return of 5%, payment fo maximum sales
charge and, except as indicated, redemptions at the end of each period, would
be:8
<TABLE>
<CAPTION>

- ----------------------------------------- ----------------- --------------- --------------- ----------------
Transamerica Premier Fund 1 Year 3 Years 5 Years 10 Years
Aggressive Growth Fund
<S> <C> <C> <C> <C>
Class A $67 $97 $130 $222
Class M (no redemption) $28 $65 $104 $214
Class M (redemption) $38 $65 $104 $214
Small Company Fund
Class A $67 $97 $130 $222
Class M (no redemption) $28 $65 $104 $214
Class M (redemption) $38 $65 $104 $214
Equity Fund
Class A $68 $100 $135 $233
Class M (no redemption) $29 $68 $109 $225
Class M (redemption) $39 $68 $109 $225
Value Fund
Class A $65 $92 $120 $201
Class M (no redemption) $26 $58 $94 $193
Class M (redemption) $36 $58 $94 $193
Index Fund
Class A $57 $68 $79 $112
Class M (no redemption) $18 $34 $51 $102
Class M (redemption) $28 $34 $51 $102
Balanced Fund
Class A $67 $99 $133 $227
Class M (no redemption) $28 $66 $107 $219
Class M (redemption) $38 $66 $107 $219
High Yield Bond Fund
Class A $62 $83 $105 $169
Class M $23 $49 $78 $160
Class M (no redemption) $33 $49 $78 $160
Bond Fund
Class A $66 $94 $125 $212
Class M (no redemption) $27 $62 $99 $204
Class M (redemption) $37 $62 $99 $204
Cash Reserve Fund
Class A $6 $19 $33 $75
Class M (no redemption) $9 $27 $47 $105
Class M (redemption) $9 $27 $47 $105
- ----------------------------------------- ----------------- --------------- --------------- ----------------
</TABLE>

The information contained in the above examples should not be considered a
representation of future expenses. The actual expenses may be more or less than
those shown.

1 Sales charges are reduced for purchases of $50,000 or more. The Funds may sell
the Class A Shares at net asset value to certain persons. See "Buying and
Selling Shares" on page 25. 2 A contingent deferred sales charge of 1.00% is
assessed on redemptions of Class M Shares made within 24 months following their
purchase, without regard to the size of the purchase. See "Buying and Selling
Shares" on page 25. 3 An exchange of the Cash Reserve Fund shares for Class A
Shares of another Fund is subject to the initial sales charge, if applicable,
unless the Cash Reserve Fund shares were acquired by an exchange from other
Class A Shares or by reinvestment or cross reinvestment of dividends. 4 The
Investment Adviser may waive part or all of the adviser fee to keep the total
operating expenses from exceeding the amount shown in the table. See footnote 7
below. See "Adviser Fee" on page 34 for additional information. 5 After a
substantial period, these expenses may total more than the maximum sales charge
that would have been permissible if imposed as an initial sales charge. 6 "Other
Expenses" are those incurred after any reimbursements to the Fund by the
Administrator. See "Administrator" on page 31. Other expenses include expenses
not covered by the adviser fee or the 12b-1 fee. Expenses shown for the Value
Fund are based on estimated expenses and estimated net assets for its first
fiscal year. Expenses for all other Funds are based on actual expenses incurred
during 1997. 7 "Total Operating Expenses" include adviser fees, 12b-1 fees, and
other expenses that a Fund incurs. The Investment Adviser has agreed to waive
that part of its adviser fee and the Administrator has agreed to assume any
other operating expenses to ensure that annualized expenses for each Fund (other
than interest, taxes, brokerage commissions and extraordinary expenses) will not
exceed the following percentages for the Class A and Class M Shares,
respectively: 1.50%/1.75% for the Aggressive Growth Fund, 1.50%/1.75% for the
Small Company Fund, 1.60%/1.85% for the Equity Fund, 1.30%/1.55% for the Value
Fund, 0.50%/0.75% for the Index Fund, 1.55%/1.80% for the Balanced Fund,
0.90%/1.15% for the High Yield Bond Fund, 1.40%/1.65% for the Bond Fund, and
0.60%/0.85% for the Cash Reserve Fund. The Administrator may, from time to time,
assume additional expenses. Fee waivers and expense assumption arrangements,
which may be terminated at any time without notice, will increase a Fund's
yield. If the Investment Adviser does not waive fees and the Administrator does
not reimburse expenses, the ratio of total operating expenses to average net
assets is estimated to be for the Class A Shares and the Class M Shares,
respectively: 3.51%/4.12% for the Aggressive Growth Fund, 3.51%/4.31% for the
Small Company Fund, 1.94%/2.31% for the Equity Fund, 3.49%/4.10% for the Value
Fund, 3.71%/4.45% for the Index Fund, 7.31%/8.56% for the Balanced Fund,
____%/____% for the High Yield Bond Fund, 10.30%/12.13% for the Bond Fund, and
1.57%/2.00% for the Cash Reserve Fund. 8 The expenses in the example assume no
fees for IRA or SEP accounts.

For comparison purposes, the separate accounts from which the Premier Funds were
cloned are shown below.

Separate Accounts Premier Funds
- ---------------------------------------------------------
Transamerica Equity Fund Transamerica Premier Equity Fund
Transamerica Equity Index Fund Transamerica Premier Index Fund
Transamerica Balanced Fund Transamerica Premier Balanced Fund
Transamerica High Yield Bond Fund Transamerica Premier High Yield Bond
Fund
Transamerica Bond Fund Transamerica Premier Bond Fund
Transamerica Cash Management Fund Transamerica Premier Cash Reserve
Fund
There are no corresponding separate accounts for the Transamerica Premier
Aggressive Growth Fund, the Transamerica Premier Small Company Fund, and the
Transamerica Premier Value Fund.

1 5 10 Since
Year Years Years Inception
<S> <C> <C> <C> <C>
Equity Fund 72.15% 31.88% 28.14% 25.24%
Premier Equity Fund, Class A 70.88% --- --- 36.76%
Premier Equity Fund, Class M 70.88% --- --- 36.76%
S&P 500 Index4 48.00% 22.40% 18.94% 15.74%

Equity Index Fund 46.99% 21.79% 18.30% 17.48%
Premier Index Fund, Class A 47.79% --- --- 30.96%
Premier Index Fund, Class M 47.79% --- --- 30.96%
S&P 500 Index4 48.00% 22.40% 18.94% 17.48%

High Yield Bond Fund 19.44% 12.23% - - 14.61%
Premier High Yield Bond Fund, Cl. A - - - - - - - -
Premier High Yield Bond Fund, Cl. M - - - - - - - -
Merrill Lynch All High
Yield Index5 14.77% 10.99% - - 14.07%

Bond Fund 14.77% 8.27% 10.60% 12.34%
Premier Bond Fund, Class A 14.19% --- --- 7.18%
Premier Bond Fund, Class M 14.19% --- --- 7.18%
Lehman Brothers
Govt./Corporate Index6 12.39% 6.96% 8.93% 9.91%

Cash Management Fund 5.10% 4.50% 5.41% 6.62%
Premier Cash Reserve Fund, Class A7 5.48% --- --- 5.44%
Premier Cash Reserve Fund, Class M7 5.48% --- --- 5.44%
IBC First Tier Index8 5.08% 4.44% 5.39% 6.56%

</TABLE>

1 Average Annual Total Performance calculated as shown in the Statement of
Additional Information. 2 Performance of the Premier Funds prior to June 30,
1998 is based on the Investor Class of this Fund, but is recalculated using the
current maximum sales charge for this class of shares. 3 The inception date of
all Premier Funds shown in the table is October 2, 1995, except the Premier High
Yield Bond Fund which started June 30, 1998. Inception dates of the separate
accounts: Equity - 10/1/87; Equity Index - 10/1/86; Balanced - 4/1/93; High
Yield Bond - 9/1/90; Bond - 5/1/83; and Cash Management - 1/3/82. The inception
dates shown for the indexes match the dates of the separate accounts' inception.
4 The Standard & Poor's 500 Index consists of the 500 most widely held, publicly
traded common stocks.
5 The Merrill Lynch All High Yield Index consists of high yield bonds.
6 The Lehman Brothers Government/Corporate Bond Index is a broad-based unmanaged
index of government and corporate bonds with maturities of 10 years or longer
that are rated investment grade or higher by Moody's Investor Services, Inc. or
Standard & Poor's Corporation. 7 The 7-day current yield was 5.36% as of
3/31/98. 8 IBC's Money Fund ReportTM-First Tier is a composite of taxable money
market funds that meet the SEC's definition of first tier securities contained
in Rule 2a-7 under the Investment Company Act of 1940.
These indexes do not reflect any commissions or fees which would be incurred by
an investor purchasing
the securities represented by each index. 0

<PAGE>
33

Transamerica Premier Funds --- Class A and Class M Shares
Prospectus: June 30, 1998

Transamerica Premier Aggressive Growth Fund Transamerica Premier Small
Company Fund Transamerica Premier Equity Fund Transamerica Premier
Value Fund Transamerica Premier Index Fund Transamerica Premier
Balanced Fund Transamerica Premier High Yield Bond Fund Transamerica
Premier Bond Fund Transamerica Premier Cash Reserve Fund

Additional Information and Assistance

For additional details about the Funds ask your broker or write to Transamerica
Premier Funds, P.O. Box 9232, Boston, Massachusetts 02205-9232. A Statement of
Additional Information, which has been filed with the Securities and Exchange
Commission (the "SEC"), is available at no charge. The Statement of Additional
Information is a part of this Prospectus by reference.

Contents

The Funds at a Glance

The Transamerica Premier Funds consist of the following Funds with different
investment objectives and risk levels. There is no guarantee that these
investment objectives will be met. These brief descriptions will give you a
summary of each Fund. A more detailed description for each Fund is in "The Funds
in Detail" on page 10. For information on the risks associated with investment
in these Funds, see "Investment Procedures and Risk Considerations" on page 19.

See page 10 for more details.

See page 11 for more details.

See page 12 for more details.

o See page 12 for more details.

See page 13 for more details.

See page 14 for more details.

See page 17 for more details.

Fund Expenses

Shareholder Transaction Expenses
<TABLE>
<CAPTION>

<S> <C> <C> <C> <C>
Class A 5.25% none none none
Class M 1.00% 1.00% none none

Small Company Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none

Equity Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none

Value Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none

Index Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none

Balanced Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none
High Yield Bond Fund
Class A 5.25% none none none
Class M 1.00% 1.00% none none
Bond Fund
Class A 4.75% none none none
Class M 1.00% 1.00% none none

Cash Reserve Fund

Class A none none none 5.25%3
Class M none none none 1.00%3

- ----------------------------- ------------------ ----------------------- ----------------- -----------------
</TABLE>
<TABLE>
<CAPTION>

Annual Fund Operating Expenses (as a percent of average net assets)

<S> <C> <C> <C> <C>
Class A 0.85% 0.35% 0.30% 1.50%
Class M 0.85% 0.60% 0.30% 1.75%

Small Company Fund

Class A 0.85% 0.35% 0.30% 1.50%
Class M 0.85% 0.60% 0.30% 1.75%

Equity Fund

Class A 0.85% 0.35% 0.40% 1.60%
Class M 0.85% 0.60% 0.40% 1.85%

Value Fund

Class A 0.75% 0.35% 0.20% 1.30%
Class M 0.75% 0.60% 0.20% 1.55%

Index Fund

Class A 0.00% 0.35% 0.15% 0.50%
Class M 0.00% 0.60% 0.15% 0.75%

Balanced Fund

Class A 0.75% 0.35% 0.45% 1.55%
Class M 0.75% 0.60% 0.45% 1.80%
High Yield Bond Fund
Class A 0.55% 0.35% 0.00% 0.90%
Class M 0.55% 0.60% 0.00% 1.15%
Bond Fund
Class A 0.60% 0.35% 0.45% 1.40%
Class M 0.60% 0.60% 0.45% 1.65%

Cash Reserve Fund

Class A 0.00% 0.35% 0.25% 0.60%
Class M 0.00% 0.60% 0.25% 0.85%

- ---------------------------- -------------- --------------- --------------------- --------------------------
</TABLE>

- ----------------------------------------- ----------------- --------------- --------------- ----------------
Transamerica Premier Fund 1 Year 3 Years 5 Years 10 Years
Aggressive Growth Fund

<S> <C> <C> <C> <C>
Class A $67 $97 $130 $222
Class M (no redemption) $28 $65 $104 $214
Class M (redemption) $38 $65 $104 $214

Small Company Fund

Class A $67 $97 $130 $222
Class M (no redemption) $28 $65 $104 $214
Class M (redemption) $38 $65 $104 $214

Equity Fund

Class A $68 $100 $135 $233
Class M (no redemption) $29 $68 $109 $225
Class M (redemption) $39 $68 $109 $225

Value Fund

Class A $65 $92 $120 $201
Class M (no redemption) $26 $58 $94 $193
Class M (redemption) $36 $58 $94 $193

Index Fund

Class A $57 $68 $79 $112
Class M (no redemption) $18 $34 $51 $102
Class M (redemption) $28 $34 $51 $102

Balanced Fund

Class A $67 $99 $133 $227
Class M (no redemption) $28 $66 $107 $219
Class M (redemption) $38 $66 $107 $219
High Yield Bond Fund
Class A $62 $83 $105 $169
Class M $23 $49 $78 $160
Class M (no redemption) $33 $49 $78 $160
Bond Fund
Class A $66 $94 $125 $212
Class M (no redemption) $27 $62 $99 $204
Class M (redemption) $37 $62 $99 $204
Cash Reserve Fund
Class A $6 $19 $33 $75
Class M (no redemption) $9 $27 $47 $105
Class M (redemption) $9 $27 $47 $105

- ----------------------------------------- ----------------- --------------- --------------- ----------------
</TABLE>

The information contained in the above examples should not be considered a
representation of future expenses. The actual expenses may be more or less than
those shown.

For comparison purposes, the separate accounts from which the Premier Funds were
cloned are shown below.

There are no corresponding separate accounts for the Transamerica Premier
Aggressive Growth Fund, the Transamerica Premier Small Company Fund, and the
Transamerica Premier Value Fund.

Equity Index Fund 46.99% 21.79% 18.30% 17.48%
Premier Index Fund, Class A 47.79% --- --- 30.96%
Premier Index Fund, Class M 47.79% --- --- 30.96%
S&P 500 Index4 48.00% 22.40% 18.94% 17.48%

Balanced Fund 47.62% 22.19% --- 22.19%
Premier Balanced Fund, Class A 51.88% --- --- 26.39%
Premier Balanced Fund, Class A 51.88% --- --- 26.39%
50% S&P 500 Index and

50% Lehman Brothers

Govt./Corporate Index 29.34% 14.57% --- 14.57%

Bond Fund 14.77% 8.27% 10.60% 12.34%
Premier Bond Fund, Class A 14.19% --- --- 7.18%
Premier Bond Fund, Class M 14.19% --- --- 7.18%
Lehman Brothers
Govt./Corporate Index6 12.39% 6.96% 8.93% 9.91%

1 Average Annual Total Performance calculated as shown in the Statement of
Additional Information. 2 Performance of the Premier Funds prior to June 30,
1998 is based on the Investor Class of this Fund, but is recalculated using the
current maximum sales charge for this class of shares. 3 The inception date of
all Premier Funds shown in the table is October 2, 1995, except the Premier High
Yield Bond Fund which started June 30, 1998. Inception dates of the separate
accounts: Equity - 10/1/87; Equity Index - 10/1/86; Balanced - 4/1/93; High
Yield Bond - 9/1/90; Bond - 5/1/83; and Cash Management - 1/3/82. The inception
dates shown for the indexes match the dates of the separate accounts' inception.
4 The Standard & Poor's 500 Index consists of the 500 most widely held, publicly
traded common stocks.
5 The Merrill Lynch All High Yield Index consists of high yield bonds.
6 The Lehman Brothers Government/Corporate Bond Index is a broad-based unmanaged
index of government and corporate bonds with maturities of 10 years or longer
that are rated investment grade or higher by Moody's Investor Services, Inc. or
Standard & Poor's Corporation. 7 The 7-day current yield was 5.36% as of
3/31/98. 8 IBC's Money Fund ReportTM-First Tier is a composite of taxable money
market funds that meet the SEC's definition of first tier securities contained
in Rule 2a-7 under the Investment Company Act of 1940.
These indexes do not reflect any commissions or fees which would be
incurred by an investor purchasing
the securities represented by each index. 0

Equity Separate Account

(Graphic Omitted)

Bond Separate Account

The following graph depicts that $1,000 invested in the Bond Separate Account at
its inception, May 1, 1983, would have appreciated to $5,679 at March 31, 1998.
This is an annualized return of 12.34% per year. By comparison, $1,000 invested
for the same time period in Lehman Brothers Government/Corporate Index
securities would have grown to only $4,095.

(Graphic Omitted)

Cash Management Separate Account

The following graph depicts that $1,000 invested in the Cash Management Separate
Account at its inception, January 3, 1982, would have appreciated to $2,835 at
March 31, 1998. This is an annualized return of 6.62% per year. By comparison
$1,000 invested for the same time period in IBC First Tier Index securities
would have grown to $2,808.

(Graphic Omitted)

Performance for the separate accounts is shown after reduction for investment
management and administrative charges. The indexes shown in the previous graphs
are used for comparison purposes only. They are unmanaged indexes that have no
management fees or expense charges, and they are not available for investment.
Performance figures are based on historical earnings. They are not intended to
indicate future performance.

The performance of the Premier Funds may differ from the separate accounts'
performance for reasons such as timing of purchases and sales, availability of
cash for new investments, brokerage commissions, diversification of securities,
the investment restrictions, both regulatory and by prospectus, imposed on the
Funds, and the differences in fees, loads and expenses between the Funds and the
separate accounts. In addition, it is possible that by using different
performance-determining methods than those used here, the results could vary.
This performance data should not be relied upon when deciding to invest in a
particular Premier Fund. Past performance of the separate accounts is no
guarantee of future results for the Funds. The Funds in Detail

Fund Objectives, Strategies and Policies
The investment objectives, strategies, and policies of each Fund are described
on the following pages. In investing its portfolio assets, each Fund will follow
the general policies listed below. The percentage limitations included in these
policies and elsewhere in this Prospectus apply at the time of purchase of the
security, unless otherwise indicated. For example, if a Fund exceeds a limit as
a result of market fluctuations or the sale of other securities, it will not be
required to dispose of any securities. The Funds have adopted certain investment
restrictions, which are described fully in the Statement of Additional
Information. Like each Fund's investment objective, certain of these
restrictions are fundamental and may be changed only by a majority vote of the
Fund's outstanding shares.

Fund Risks

For additional information on specific types of securities, investment
techniques, and their risks, see "Investment Procedures and Risk Considerations"
on page 19.

Transamerica Premier Aggressive Growth Fund

Investment Objective
The Fund seeks to maximize long-term growth.

Investment Strategies and Policies
The Fund generally invests at least 90% of its total assets in a non-diversified
portfolio of domestic equity securities of any size, which may include
securities of larger more established companies and/or smaller emerging
companies selected by the Investment Adviser for their growth potential.

The Fund primarily invests in domestic common stocks selected by the Investment
Adviser for their growth potential resulting from growing franchises protected
by high barriers to competition. The Fund may invest to a lesser degree in
common stocks of foreign issuers and in other types of domestic and foreign
securities, including preferred stocks, warrants, convertible securities and
debt securities. Debt securities that the Fund may purchase include investment
grade and non-investment grade corporate bonds and debentures, government
securities, mortgage and asset-backed securities, zero coupon bonds,
indexed/structured notes, high-grade commercial paper, certificates of deposit,
and repurchase agreements. Such securities may offer growth potential because of
anticipated changes in interest rates, credit standing, currency relationships
or other factors. The Fund may use a variety of investment techniques, including
derivatives and short sales.

While the Fund will generally be fully invested, should the Investment Adviser
determine that market conditions warrant, the Fund may invest without limit in
cash and cash equivalents for temporary defensive purposes. To the extent the
Fund is so invested, it is not achieving its investment objectives. This
practice is not expected to be used routinely. As part of the management of cash
and cash equivalents and to help maintain liquidity, the Fund may invest in the
same kind of money market and other short-term instruments and debt securities
as the Transamerica Premier Cash Reserve Fund does. See "Transamerica Premier
Cash Reserve Fund" on page 17.

The Fund is constructed one stock at a time. Although themes may emerge in the
Fund, securities are generally selected without regard to any defined industry
sector or other similarly defined selection procedure. Each company passes
through a research process and stands on its own merits as a viable investment
in the Investment Adviser's opinion. The Investment Adviser's research is
designed to identify companies with growing franchises protected by high
barriers to competition with potential for improvement in profitability and
acceleration of growth.

Transamerica Premier Small Company Fund

Investment Objective
The Fund seeks to maximize long-term growth.

Investment Strategies and Policies
The Fund invests primarily in a diversified portfolio of domestic equity
securities (i.e., common stocks, preferred stocks, rights, warrants and
securities convertible into or exchangeable for common stocks) of companies with
small market capitalizations (under $1 billion) or annual revenues of up to $1
billion. The companies in which the Fund invests are those that the Adviser
believes to have the potential for significant long-term capital appreciation.
The Investment Adviser's research is designed to identify companies with
potential for improvement in profitability and acceleration of growth. The
average and median market capitalization of holdings in the Fund may, however,
fluctuate over time as a result of changes in stock prices and the companies
held by the Fund. In addition, the Fund may continue to hold securities of
companies whose market capitalization or revenues grow above $1 billion while
they are in the portfolio, if these companies continue to meet the other
investment policies of the Fund.

The securities of smaller companies are usually less actively followed by
analysts than those of larger companies and may be under-valued by the market.
This can provide significant opportunities for capital appreciation. However,
the securities of such smaller companies may also involve greater risks and may
be subject to more volatile market movements than securities of larger, more
established companies. See "Investment Procedures and Risk Considerations" for
further information about small company investment.

The Fund primarily invests in domestic common stocks of small companies selected
by the Adviser for their growth potential resulting from growing franchises
protected by high barriers to competition. The Fund may invest to a lesser
degree in other types of domestic and foreign securities, including preferred
stocks, warrants, convertible securities and debt securities. Debt securities
that the Fund may purchase include investment grade and non-investment grade
corporate bonds and debentures, government securities, mortgage and asset-backed
securities, zero coupon bonds, indexed/structured notes, high-grade commercial
paper, certificates of deposit, and repurchase agreements. Such securities may
offer growth potential because of anticipated changes in interest rates, credit
standing, currency relationships or other factors. The Fund may use a variety of
investment techniques, including derivatives and short sales.

Although the Fund is authorized to invest without limit in foreign equity and
debt securities, the Investment Adviser currently does not intend to invest in
foreign securities.

The Investment Adviser tries to keep the Fund fully invested. However, when the
Investment Adviser determines that market conditions warrant, the Fund may
invest without limit in cash and cash equivalents for temporary defensive
purposes. To the extent the Fund is so invested, it is not achieving its
investment objectives. This practice is not expected to be used routinely. As
part of the management of cash and cash equivalents and to help maintain
liquidity, the Fund may invest in the same kind of money market and other
short-term instruments and debt securities as the Transamerica Premier Cash
Reserve Fund does. See "Transamerica Premier Cash Reserve Fund" on page 17.

The Fund is constructed one stock at a time. Each company passes through a
research process and stands on its own merits as a viable investment in the
Investment Adviser's opinion.

Transamerica Premier Equity Fund

Investment Objective
The Fund seeks to maximize long-term growth.

Investment Strategies and Policies The Fund invests primarily in a diversified
portfolio of common stocks of growth companies that are considered to be premier
companies that are under-valued in the stock market. The characteristics of
premier companies include: management that demonstrate outstanding capabilities
through a combination of superior track records and well-defined plans for the
future; low-cost proprietary products; dominance in market share or specialized
market niches; strong earnings and cash flows to finance future growth; or
shareholder orientation by increasing dividends, stock repurchases, and
strategic acquisitions.

Companies are also selected for their potential for growth based upon trends in
the U.S. economy. Some major trends have included: a) the aging of baby boomers;
b) the proliferation of communication and information technologies; c) the shift
toward financial assets rather than real estate or other tangible assets; and d)
the continuing increase in U.S. productivity.

The focus for this Fund is on growth stocks. Generally, at least 65% of the
Fund's assets will be invested in common stocks. The Fund may also invest in
preferred stocks, warrants, and bonds convertible into common stocks.

Foreign securities may be purchased if they meet the same criteria described
above for the Fund's investments in general. The Fund may invest up to 20% of
its assets in foreign securities. At times, the Fund may have no foreign
investments. Foreign securities purchased will be those traded on U.S.
exchanges.

Transamerica Premier Value Fund

Investment Objective
The Fund seeks to maximize capital appreciation.

Investment Strategies and Policies

The Fund is a diversified fund that invests primarily in securities of companies
that the Investment Adviser believes are "under-valued" relative to the
intrinsic or private market value of the firm. Intrinsic, or private market
value, is what an acquiring company might pay for the entire firm. The
determination of private market value is based on an analysis of the firm's
unrecognized balance sheet values and the discretionary cash flow the firm
generates. The securities in the Fund may include common and preferred stocks,
warrants, convertible securities, corporate and high yield debt, and other
securities that the Investment Adviser believes are attractively priced. Income
is a secondary consideration of the Fund, although it is not part of the Fund's
fundamental investment objective.

The Fund has no pre-set limit as to the percentage of the portfolio which may be
invested in equity securities, debt securities, or cash equivalents. The
Investment Adviser's opinions are based upon analysis and research, taking into
account the valuation of the firm's securities relative to the fundamental
outlook for the firm's business and the comparable valuation of similar industry
competitors. These factors are not applied formulaically, as the Investment
Adviser examines each security separately; the Investment Adviser has no general
criteria as to asset size, earnings or industry type which would make a security
unsuitable for purchase by the Fund.

Although the Fund may invest in securities from any size issuer, the Fund will
generally invest in securities of issuers with market capitalizations in excess
of $500 million. The Fund may invest in securities that are traded on U.S. or
foreign exchanges, the National Association of Securities Dealers Automated
Quotations ("NASDAQ") national market system or in the over-the-counter ("OTC")
market.

Debt securities in which the Fund invests (such as corporate and U.S. government
bonds, debentures and notes) may or may not be rated by rating agencies such as
Moody's or S&P, and, if rated, such rating may range from the very highest to
the very lowest, currently C for Moody's and D for S&P. Securities rated D are
in default as to the payment of principal and interest. Medium and lower rated
debt securities in which the Fund expects to invest are commonly referred to as
"junk bonds." The Fund is limited to 35% of total assets for junk bonds and
other non-investment grade debt securities. See "High Yield ('Junk') Bonds" on
page 22 for further information.

The general investment policy for debt instruments, including junk bonds, is the
same as the investment policy for equity securities. The Fund seeks to invest in
debt instruments that are available at prices less than their intrinsic value.
Such instruments may include securities issued by reorganizing or restructuring
companies, or companies which recently emerged from, or are facing, the prospect
of a financial restructuring. It is under these circumstances, which usually
involve unrated or low rated securities that are often in, or about to, default
that the Investment Adviser identifies securities which are sometimes available
at prices which it believes are less than their intrinsic value.

Transamerica Premier Index Fund

Investment Objective
The Fund seeks to track the performance of the Standard & Poor's 500 Composite
Stock Price Index, also known as the S&P 500 Index (the "Index").

Investment Strategies and Policies

To achieve the Fund's objective, a combination of management techniques are
employed. The Fund purchases common stocks, S&P 500 Stock Index futures, S&P 500
Stock Index options, and short-term instruments in varying proportions. For
common stocks, investment decisions are based solely on the proportions of
securities which are included in the Index. The only exception is that
Transamerica Corporation, a member of the Index, common stock will not be
purchased. Because stock purchases reflect the Index, no attempt is made to
forecast general market movements. The correlation between the performance of
the Fund and the S&P 500 Index is expected to be 0.95 or higher (a correlation
of 1.00 would indicate perfect correlation). There is no assurance that the Fund
will achieve the expected correlation.

The S&P 500 Index is an unmanaged index which assumes reinvestment of dividends
and is generally considered representative of U.S. large capitalization stocks.
The Index is composed of 500 common stocks of large capitalization companies
that are chosen by Standard and Poor's Corporation on a statistical basis. The
inclusion of a stock in the Index in no way implies that Standard & Poor's
Corporation believes the stock to be an attractive investment. The 500 stocks,
most of which trade on the New York Stock Exchange, represent approximately 70%
of the market value of all U.S. common stocks. Each stock in the Index is
weighted by its market value.

Due to the market value weighting, the 50 largest companies in the Index
currently account for approximately 50% of the Index. Typically, companies
included in the Index are the largest and most dominant firms in their
respective industries. The Investment Adviser routinely compares the Fund's
composition to the Index and rebalances the Fund as required.

The Fund may invest in instruments, other than common stocks, whose return
depends on stock market prices. They include S&P 500 Stock Index futures
contracts, options on the Index, and options on futures contracts. These are
derivative securities whose returns are linked to the returns of the S&P 500
Index. These investments are made primarily to help the Fund track the total
return of the Index. The use of S&P 500 Index derivatives allows the Fund to
achieve close correlation with the Index on a cost-effective basis while
maintaining liquidity. Purchase of futures and options requires only a small
amount of cash to cover the Fund's position and approximate the price movement
of the Index. In order to avoid leverage, any cash which the Fund does not
invest in stocks or in futures and options is invested in short-term debt
securities of the same type as the Transamerica Premier Cash Reserve Fund can
invest. See "Transamerica Premier Cash Reserve Fund" on page 17. These
short-term debt investments allow the Fund to approximate the dividend yield of
the Index, to cover the Fund's open positions in the S&P 500 Index derivatives,
and to help offset transaction costs and other expenses not incurred by the
unmanaged Index. For more information on derivatives, see the section on
"Options, Futures, and Other Derivatives" on page 23 of this Prospectus, and
also in the Statement of Additional Information.

The Transamerica Premier Index Fund is not affiliated with, sponsored, endorsed,
sold or promoted by Standard & Poor's Corporation.

Transamerica Premier Balanced Fund

Investment Objective
The Fund seeks to achieve long-term capital growth and current income with a
secondary objective of capital preservation, by balancing investments among
stocks, bonds, and cash and cash equivalents.

Investment Strategies and Policies
The Fund invests in a diversified selection of common stocks, bonds, and money
market instruments and other short-term debt securities. The Fund attempts to
achieve reasonable asset appreciation during favorable market conditions and
conservation of principal in adverse times. This requires flexibility in
managing the Fund's assets. Therefore, the proportion of investments in bonds
and stocks will be adjusted according to business and investment conditions.
While the Fund may hold equity, fixed income, and cash securities in any
proportion, at no time will it hold less than 25% of its assets in
non-convertible debt securities. When the Investment Adviser determines that
market conditions warrant, the Fund may invest without limit in cash or cash
equivalents for temporary defensive purposes. To the extent that the Fund is so
invested, it is not achieving its investment objectives.

In general, common stocks represent 60% to 70% of the Fund's total assets, with
the remaining 30% to 40% of the Fund's assets primarily invested in investment
grade bonds as rated by either Moody's or S&P and cash and cash equivalents. The
Fund holds common stocks primarily to provide long-term growth of capital and
income. Changes in the asset mix may be made to increase the bond position of
the Fund and to help achieve the Fund's objectives of long-term growth as well
as capital preservation.

The stocks in the Fund are generally growth companies that are considered to be
premier companies and under-valued in the stock market. Equity securities may be
selected based on growth potential and dividend paying properties since income
is a consideration. The equity portion of the Fund may be managed in a similar
manner as the Transamerica Premier Equity Fund, although the selection of
securities may differ. See "Transamerica Premier Equity Fund" on page 12.

The fixed income portion of the Fund is invested in a diversified selection of
corporate and U.S. government bonds and mortgage-backed securities. This portion
of the Fund is managed in a similar manner as the Transamerica Premier Bond
Fund, although the selection of securities may differ. See "Transamerica Premier
Bond Fund" on page 16. The fixed income assets are normally at least 65% high
quality, investment grade bonds with maturities between 5 and 30 years.
Non-investment grade bonds held in the fixed income portion of the Fund will be
less than 20% of the Fund's total net assets. For more information on
non-investment grade bonds, see "High Yield (`Junk') Bonds" on page 22 and the
Statement of Additional Information. The Fund may also hold certain short-term
fixed income securities. As part of the management of cash and cash equivalents
and to help maintain liquidity, the Fund may invest in the same kind of money
market and other short-term instruments and debt securities as the Transamerica
Premier Cash Reserve Fund does. See "Transamerica Premier Cash Reserve Fund" on
page 17.

The fund may buy foreign securities and other instruments if they meet the same
criteria described above for the Fund's investments in general. As much as 20%
of the Fund's assets may be invested in foreign securities. The Fund may also
invest in stock and bond index futures and options to a limited extent, as well
as preferred stocks.

Transamerica Premier High Yield Bond Fund

Investment Objective The Fund seeks to maximize total return (income plus
capital appreciation) by investing primarily in debt instruments and convertible
securities, with an emphasis on lower quality securities.

Investment Strategies and Policies The Fund invests in a diversified portfolio
of high yield, below investment grade, fixed-income securities. The Fund takes a
disciplined approach to high yield bonds, based on its research and credit
analysis, seeking securities that will pay coupons and principal at maturity
with a minimum of defaults. In order to minimize price volatility and achieve
potential price appreciation, the Investment Adviser seeks to identify those
bonds that are likely to receive credit quality upgrades from nationally
recognized securities ratings organizations. In order to lessen price
volatility, the Investment Adviser focuses on the potential for each prospective
holding (a "bottom up" approach) rather than the economic or business cycle (a
"top down" approach). This approach relies on extensive research and credit
analysis to help identify those bonds that are likely to be upgraded.

These securities are rated below investment grade and are commonly called "junk
bonds." These securities have greater risk of loss due to a higher default rate
than securities which are rated investment grade. Normally, at least 65% of the
Fund's assets will be invested in high yield debt securities. The Fund's
remaining assets may be held in cash or money market instruments, or invested in
common stocks and other equity securities when these types of investments are
consistent with the objective of high current income and capital appreciation.
These securities may also be convertible to common stock, have warrants
attached, or contain other equity features. The Fund may retain equity
securities obtained by conversion, exchange, exercise of warrants, or other
methods. The Fund may also elect to invest in preferred stock, other debt
instruments, money market instruments, cash and cash equivalents, or other
securities that the Investment Adviser deems appropriate.

Differing yields on fixed-income securities of the same maturity are a function
of several factors, including the relative financial strength of the issuers of
such securities. Higher yields are generally available from securities in the
lower rating categories of recognized rating agencies, such as Moody's and S&P.
Securities rated below Baa or BBB are considered to be of poor standing and
predominantly speculative. The Fund may invest up to 15% of the assets in
securities rated below Caa by Moody's or CCC by S&P, including securities in the
lowest rating category of each rating agency, or in unrated securities that we
determine are of comparable quality. Such securities may be in default and are
generally regarded by the rating agencies as having extremely poor prospects of
ever attaining any real investment standing. The rating services' descriptions
of securities in the lower rating categories, including their speculative
characteristics, are set forth on page 36.

Securities ratings are based largely on the issuer's historical financial
condition and the rating agencies' investment analysis at the time of rating.
Consequently, the rating assigned to any particular security is not necessarily
a reflection of the issuer's current financial condition, which may be better or
worse than the rating would indicate. Although securities ratings are considered
when making investment decisions, the Investment Adviser performs its own
investment analysis and does not rely principally on the ratings assigned by the
rating services. This analysis may include consideration of the issuer's
experience and managerial strength, changing financial condition, borrowing
requirements or debt maturity schedules, and its responsiveness to changes in
business conditions and interest rates. Also considered are relative values
based on anticipated cash flow, interest or dividend coverage, asset coverage
and earnings prospects. Because of the greater number of investment
considerations involved in investing in lower-rated securities, the achievement
of the Fund's objectives depends more on the analytical abilities of the
Investment Adviser than would be the case if the Fund were investing primarily
in securities in the higher rating categories.

The Fund may invest in participations and assignments of fixed and floating rate
loans made by financial institutions to governmental or corporate borrowers. In
addition to other risks associated with investments in debt securities,
participations and assignments involve the additional risk that the
institution's insolvency could delay or prevent the flow of payments on the
underlying loan to the Fund. The Fund may have limited rights to enforce the
terms of the liquidity of loan participations and assignments may be limited.

At times the Investment Adviser may determine that conditions in the securities
markets make pursuing the Fund's basic investment strategy inconsistent with the
best interests of the shareholders. At such times alternative strategies may be
temporarily used, designed primarily to reduce fluctuations in the value of the
Fund's assets. In implementing these defensive strategies, the Fund may increase
the portion of its assets invested in money market instruments and may invest in
higher-rated fixed-income securities, or other securities we consider consistent
with such defensive strategies. The yield on these securities would generally be
lower than the yield on lower-rated fixed-income securities. It is impossible to
predict when, or for how long, the Fund will use these alternative strategies.
Overall, investors should expect that this Fund may fluctuate in price
independently of the broad bond market and prevailing interest rate trends, and
that price volatility at times may be very high, especially as a result of
credit concerns, market liquidity, and anticipated or actual legislative and
regulatory changes.

Some Points To Consider When Investing The Transamerica Premier High Yield Bond
Fund is designed for investors willing to take substantial risks in pursuit of
potentially higher rewards. Since the Fund invests in securities that are
considered speculative by traditional investment standards, an investment in
this Fund should represent only a portion of a balanced investment program for
most investors. Because of the risks associated with bond investments, this Fund
is intended to be a long-term investment vehicle and is not designed to provide
investors with a means of speculating on short-term bond market movements.
Investors should carefully consider their ability to assume the risks of owning
shares of a Fund that invests primarily in lower-rated securities before making
an investment in this Fund.

Transamerica Premier Bond Fund

Investment Objective
The Fund seeks to achieve a high total return (income plus capital changes) from
fixed income securities consistent with preservation of principal.

Investment Strategies and Policies
The Fund invests in a diversified portfolio of corporate and government bonds
and mortgage-backed securities. Through its proprietary evaluation and credit
research, the Investment Adviser attempts to identify bonds whose potential to
outperform other similar bonds, by virtue of underlying credit strength and
market mispricing, is not fully reflected in current bond market valuations. By
actively managing the Fund, the Investment Adviser seeks to capitalize on these
opportunities by finding price advantages as they occur in the market.

Generally, at least 65% of the Fund's assets is invested in investment grade
bonds. Investment grade bonds are rated Baa or higher by Moody's Investors
Service ("Moody's") or BBB or higher by Standard & Poor's Corporation ("S&P").
Maturities of these bonds are primarily between 10 and 30 years. In addition,
the Fund may invest in lower-rated securities (currently not expected to exceed
20% of the Fund's total assets). Those securities are rated Ba1 or lower by
Moody's or BB+ or lower by S&P. The Fund may also invest in unrated securities
of similar quality, as determined by the Investment Adviser. For more
information on lower-rated securities, see "High Yield (`Junk') Bonds" on page
22 of the Prospectus and see the Statement of Additional Information. For more
information on S&P and Moody's ratings, see "Summary of Bond Ratings" on page
36.

Investments for this Fund may include securities issued or guaranteed by the
U.S. government or its agencies and instrumentalities, publicly traded corporate
securities, as well as municipal obligations. The Fund may also invest in
mortgage-backed securities issued by various federal agencies and government
sponsored enterprises and in other mortgage-related or asset-backed securities.
The investments in mortgage-related securities can be subject to the risk of
early repayment of principal. For more information, see "Mortgage-Backed and
Asset-Backed Securities" on page 23 and the Statement of Additional Information.

The Fund may buy foreign securities and other instruments if they meet the same
criteria described above for the Fund's investments in general. As much as 20%
of the Fund's total assets may be invested in foreign securities.
For more information see "Foreign Securities" on page 22.

If a security in the Fund that was rated investment grade at the time of
purchase is downgraded by a rating service, it may or may not be sold. An
assessment of the issuer's prospects will be made by the Investment Adviser.
However, the Fund will not purchase below-investment-grade securities if that
would increase their representation in the Fund to more than 35%. See "Summary
of Bond Ratings" on page 36 and "High Yield (`Junk') Bonds" on page 22 for a
description of bond ratings and high yield bonds.

As part of the management of cash and cash equivalents and to help maintain
liquidity, the Fund may purchase and sell the same kind of money market and
other short-term instruments and debt securities as the Transamerica Premier
Cash Reserve Fund does. See "Transamerica Premier Cash Reserve Fund" on page 17.
The Fund may also invest in options and futures contracts on securities or
groups of securities and preferred stock. See "Options, Futures and Other
Derivatives" on page 23 and in the Statement of Additional Information. The Fund
ordinarily invests in common stock only as a result of conversion of bonds,
exercise of warrants, or other extraordinary business events.

Transamerica Premier Cash Reserve Fund

Investment Objective
The Fund seeks to maximize current income from money market securities
consistent with liquidity and preservation of principal.

Investment Strategies and Policies This is a money market fund which invests
primarily in high quality U.S. dollar-denominated money market instruments of
U.S. and foreign issuers with remaining maturities of 13 months or less,
including: Obligations issued or guaranteed by the U.S. and foreign governments
and their agencies or instrumentalities; Obligations of U.S. and foreign banks,
or their foreign branches, and U.S. savings banks; Short-term corporate
obligations, including commercial paper, notes, and bonds; Other short-term debt
obligations with remaining maturities of 397 days or less; and Repurchase
agreements involving any of the securities mentioned above.

The Fund may also purchase other marketable, non-convertible corporate debt
securities of U.S. issuers. These investments include bonds, debentures,
floating rate obligations, and issues with optional maturities. See the
Statement of Additional Information for a description of these securities and
other requirements under Rule 2a-7 of the Investment Company Act of 1940.

Bank obligations are limited to U.S. or foreign banks having total assets
greater than $1.5 billion. Investments in savings association obligations are
limited to U.S. savings banks with total assets greater than $1.5 billion.
Investments in bank obligations can include instruments issued by foreign
branches of U.S. or foreign banks or domestic branches of foreign banks.

In addition, the Fund may invest in U.S. dollar-denominated obligations issued
or guaranteed by foreign governments or their political subdivisions, agencies,
or instrumentalities. The Fund may buy these foreign securities and other
instruments if they meet the same criteria described above for the Fund's
investments in general. The Fund can invest up to 25% of its total assets in
obligations of Canadian and other foreign issuers.

The commercial paper and other short-term corporate obligations purchases are
deemed by the Investment Adviser to present minimal credit risks. They are
either: a) rated in the highest short-term rating category by at least two
nationally recognized statistical rating organizations; b) rated in the highest
short-term rating category by a single rating organization if only one
organization has assigned the obligation a short-term rating; or c) unrated, but
determined by the Investment Adviser to be of comparable quality (also called
"First Tier Securities").

The Fund seeks to maintain a stable net asset value of $1.00 per share by
investing in securities which present minimal credit risk as defined above, by
maintaining the average maturity of the Fund's portfolio at 90 days or less, and
by valuing the Fund's securities on an amortized cost basis.

What is Fundamental?
The investment objectives given for each Fund are fundamental. This means they
can be changed only with the approval of a majority of shareholders. No
assurance can be given that these objectives will be met. Strategies and
policies are not fundamental. This means strategies and policies can be changed
by the Board without your approval.

If any investment objectives of a Fund change, you should decide if the Fund
still meets your financial needs. More information about this is contained in
the Statement of Additional Information.

A General Discussion About Risk

There are risks inherent in investing in different kinds of mutual funds, such
as the Premier Funds, just as there are inherent risks in making any type of
investment. Each of the Funds is subject to the following risks:

Market or Price Volatility Risk

For stocks, this refers to the price fluctuations, or volatility, caused by
changing conditions in the financial markets. For bonds and other debt
securities, this refers to the change in market price caused by interest rate
movements. Longer-maturity bond funds and stock funds are subject to this risk
more than money market funds and shorter-maturity bond funds.

Financial or Credit Risk

For stocks and other equity securities, financial risk comes from the
possibility that current earnings of the company will fall or that its overall
financial circumstances will decline. Either of these could cause the security
to lose value. For bonds and other debt securities, financial risk comes from
the possibility that the issuer will be unable to pay principal and interest on
time. Funds with low quality bonds and speculative stock funds are subject to
this risk more than funds with government or high quality bonds. For more
information, see "High Yield (`Junk') Bonds" on 22 and "Summary of Bond Ratings"
on page 36.

Current Income Risk

The Funds receive income, either as interest or dividends, from the securities
in which they invest. Each Fund pays out substantially all of this income to its
shareholders as dividends. See the footnote for "Tax Information" on page 30.
The dividends paid to shareholders are considered "current income." Current
income risk refers to how much and how quickly overall interest rate or dividend
rate changes affect the Fund's ability to maintain the current level of income
paid to its shareholders.

Inflation or Purchasing Power Risk

Inflation risk is the uncertainty that dollars invested may not buy as much in
the future as they do today. Longer-maturity bond funds are subject to this risk
more than money market or stock funds.

Sovereign Risk

Sovereign risk is the potential loss of assets or earning power due to
government actions, such as taxation, expropriation, or regulation. Funds with
large investments overseas or funds with tax-advantaged investments are subject
to this risk more than other funds.

More in-depth information about risk is provided in the following section and in
the Statement of Additional Information.

Investment Procedures and Risk Considerations

Buying and Selling Securities
In general, the Funds purchase and hold securities for capital growth, current
income, or a combination of those purposes. Investment decisions are made in
order to achieve the Fund's investment objective. Portfolio changes can result
from liquidity needs, securities reaching a price objective, anticipated changes
in interest rates, a change in the creditworthiness of an issuer, or from
general financial or market developments. Because investment changes usually are
not tied to the length of time a security has been held, a significant number of
short-term transactions may result.

The Funds may sell one security and simultaneously purchase another of
comparable quality. The Funds may simultaneously purchase and sell the same
security to take advantage of short-term differentials and bond yields. In
addition, the Funds may purchase individual securities in anticipation of
relatively short-term price gains. The rate of portfolio turnover will not be a
determining factor in these decisions.

Portfolio turnover has not been and will not be a consideration in the
investment process. The Investment Adviser buys and sells securities for each
Fund whenever it believes it is appropriate to do so. Increased turnover results
in higher costs. These costs result from brokerage commissions, dealer mark-ups
and other transaction costs on the sale of securities and reinvestment in other
securities.

For the calendar year 1997, the portfolio turnover rate for each Fund was: 17%
for the Transamerica Premier Aggressive Growth Fund; 74% for the Transamerica
Premier Small Company Fund; 13% for the Transamerica Premier Equity Fund; 11%
for the Transamerica Premier Index Fund; 23% for the Transamerica Premier
Balanced Fund; and 99% for the Transamerica Premier Bond Fund. The expected
turnover rate for 1998 for the new Transamerica Premier Value Fund and
Transamerica Premier High Yield Bond Fund is 50%. The turnover rate for the
Transamerica Premier Cash Reserve Fund is zero for regulatory purposes. A 100%
annual turnover rate would occur if all of a Fund's securities were replaced one
time during a one year period.

Short-term gains are taxable to shareholders as ordinary income, except for
tax-qualified accounts (such as IRAs and employer sponsored pension plans). For
more information, see "Tax Information" on page 30, and the Statement of
Additional Information.

Securities Lending

As a means to earn additional income, the Funds may lend their securities to
creditworthy persons not affiliated with the Funds. Such loans must be secured
by cash collateral or by irrevocable letters of credit maintained on a current
basis in an amount at least equal to the market value of the securities loaned.
During the existence of the loan, the Funds must continue to receive the
equivalent of the interest and dividends paid by the issuer on the securities
loaned and interest on the investment of the collateral. The Fund must have the
right to call the loan and obtain the securities loaned at any time on three
days notice. This includes the right to call the loan to enable the Fund to
execute shareholder voting rights. Such loans cannot exceed one-third of the
Fund's net assets taken at market value. Interest on loaned securities cannot
exceed 10% of the annual gross income of the Fund (without offset for realized
capital gains). The lending policy described in this paragraph is a fundamental
policy that can only be changed by a vote of a majority of shareholders.

Lending securities to broker-dealers and institutions could result in a loss or
a delay in recovering the Fund's securities.

Borrowing Policies of the Funds
The Funds can borrow money from banks or engage in reverse repurchase
agreements, for temporary or emergency purposes. A Fund can borrow up to
one-third of the Fund's total assets. To secure borrowings, the Funds can
mortgage or pledge securities in an amount up to one-third of a Fund's net
assets. If a Fund borrows money, the Fund's share price may be subject to
greater fluctuation until the borrowing is paid off. The Fund will not make any
additional investments, other than through reverse repurchase agreements, while
the level of borrowing exceeds 5% of the Fund's total assets. For more
information on reverse repurchase agreements see the "Reverse Repurchase
Agreements and Leverage" section on page 23.

Small Capitalization Stocks
The Transamerica Premier Aggressive Growth Fund , the Transamerica Premier Small
Company Fund, and the Transamerica Premier Value Fund can purchase securities of
small companies. The securities of small companies are usually less actively
followed by analysts and may be under-valued by the market, which can provide
significant opportunities for capital appreciation; however, the securities of
such small companies may also involve greater risks and may be subject to more
volatile market movements than securities of larger, more established companies.
The securities of small companies are often traded in the over-the counter
market, and might not be traded in volumes typical of securities traded on a
national securities exchange. Thus, the securities of small companies are likely
to be subject to more abrupt or erratic market movements than securities of
larger, more established companies.

Over-The-Counter-Market
The Transamerica Premier Aggressive Growth and Transamerica Premier Small
Company Funds may invest in over-the-counter stocks. Generally, the volume of
trading in an unlisted or over-the-counter common stock is less than the volume
of trading in a listed stock. Low trading volumes may make it difficult to find
a buyer or seller for the securities of some companies. This will have an effect
on the purchase or selling price of a stock.

Special Situations
The Transamerica Premier Aggressive Growth Fund, the Transamerica Premier Small
Company Fund, and the Transamerica Premier Value Fund may invest in "special
situations" from time to time. A special situation arises when, in the opinion
of a Fund's portfolio manager, the securities of a particular issuer will be
recognized and appreciate in value due to a specific development with respect to
that issuer. Developments creating a special situation might include, among
others, a merger proposal or buyout, a leveraged recapitalization, a new product
or process, a technological breakthrough, a management change or other
extraordinary corporate event, or differences in market supply of and demand for
the security. Investment in special situations may carry an additional risk of
loss in the event that the anticipated development does not occur or does not
attract the expected attention.

Repurchase Agreements
The Funds may enter into repurchase agreements with Federal Reserve System
member banks or U.S. securities dealers. A repurchase agreement occurs when, at
the time a Fund purchases an interest-bearing debt obligation, the seller agrees
to repurchase the debt obligation on a specified date in the future at an
agreed-upon price. The repurchase price reflects an agreed-upon interest rate
during the time the Fund's money is invested in the security. Since the security
constitutes collateral for the repurchase obligation, a repurchase agreement can
be considered a collateralized loan. The risk to the Fund is the ability of the
seller to pay the agreed-upon price on the delivery date. If the seller is
unable to make a timely repurchase, the expected proceeds could be delayed, or
the Fund could suffer a loss in principal or current interest, or incur costs in
liquidating the collateral. The Funds have established procedures to evaluate
the creditworthiness of parties making repurchase agreements.

The Funds will not invest in repurchase agreements maturing in more than seven
days, if that would result in more than 10% of the Fund's net assets being so
invested when taking into account the remaining days to maturity of its existing
repurchase agreements.

Reverse Repurchase Agreements and Leverage
The Funds may enter into reverse repurchase agreements with Federal Reserve
member banks and U.S. securities dealers from time to time. In a reverse
repurchase transaction the Fund sells securities and simultaneously agrees to
repurchase them at a price which reflects an agreed-upon rate of interest. The
proceeds from reverse repurchase agreements are used to make other investments
which either mature or are under an agreement to resell at a date simultaneous
with or prior to the expiration of the reverse repurchase agreement. The Fund
may utilize reverse repurchase agreements only if the interest income to be
earned from the investment proceeds of the transaction is greater than the
interest expense of the reverse repurchase transaction.

Reverse repurchase agreements are a form of leverage which increases the
opportunity for gain and the risk of loss for a given change in market value. In
addition, the gains or losses will cause the net asset value of the Fund's
shares to rise or fall faster than may otherwise be the case. There may also be
a risk of delay in the recovery of the underlying securities, if the counter
party has financial difficulties. A Fund's obligations under all borrowings,
including reverse repurchase agreements, will not exceed one-third of the Fund's
net assets.

When-Issued Securities
Occasionally the Funds may purchase new issues of securities on a when-issued
basis. The price of when-issued securities is established at the time the
commitment to purchase is made. Delivery of and payment for these securities
typically occur 15 to 45 days after the commitment to purchase. The market price
of the securities at the time of delivery may be higher or lower than that
contracted for on the when-issued security, and there is some risk the
transaction may not be consummated. The Funds maintain a segregated account
consisting of liquid securities in an amount at least equal to the when-issued
commitments.

Short Sales
The Funds may sell securities which they do not own, or intend to deliver to the
buyer if they do own ("sell short") if, at the time of the short sale, a Fund
owns or has the right to acquire an equal amount of the security being sold
short at no additional cost. These transactions allow the Funds to hedge against
price fluctuations by locking in a sale price for securities they do not wish to
sell immediately.

A Fund may make a short sale when it decides to sell a security it owns at a
currently attractive price. This allows the Fund to postpone a gain or loss for
federal income tax purposes and to satisfy certain tests applicable to regulated
investment companies under the Internal Revenue Code of 1986, as amended, (the
"Code"). The Funds will only make short sales if the total amount of all short
sales does not exceed 10% of the total assets of the Fund. This limitation can
be changed at any time.

Municipal Obligations
Any of the Funds, except the Transamerica Premier Index Fund, may invest in
municipal obligations. This includes the equity Funds as part of their cash
management techniques. In addition to the usual risks associated with investing
for income, the value of municipal obligations can be affected by changes in the
actual or perceived credit quality. The credit quality of a municipal obligation
can be affected by, among other factors: a) the financial condition of the
issuer or guarantor; b) the issuer's future borrowing plans and sources of
revenue; c) the economic feasibility of the revenue bond project or general
borrowing purpose; d) political or economic developments in the region or
jurisdiction where the security is issued; and e) the liquidity of the security.
Because municipal obligations are generally traded over the counter, the
liquidity of a particular issue often depends on the willingness of dealers to
make a market in the security. The liquidity of some municipal issues can be
enhanced by demand features which enable the Fund to demand payment from the
issuer or a financial intermediary on short notice.

High Yield ("Junk") Bonds
High yield bonds (commonly called "junk" bonds) are lower-rated bonds that
involve higher current income but are predominantly speculative because they
present a higher degree of credit risk. We need to carefully analyze the
financial condition of companies issuing junk bonds. The prices of junk bonds
tend to be more reflective of prevailing economic and industry conditions, the
issuers' unique financial situations, and the bonds' coupon than to small
changes in the level of interest rates. But during an economic downturn or a
period of rising interest rates, highly leveraged companies can have trouble
making principal and interest payments, meeting projected business goals, and
obtaining additional financing.

The Funds may also invest in unrated debt securities. Unrated debt, while not
necessarily of lower quality than rated securities, may not have as broad a
market. Because of the size and perceived demand for the issue, among other
factors, certain issuers may decide not to pay the cost of getting a rating for
their bonds. The creditworthiness of the issuer, as well as any financial
institution or other party responsible for payments on the security, will be
analyzed to determine whether to purchase unrated bonds.

Changes by recognized rating services in their ratings of a fixed-income
security and changes in the ability of an issuer to make payments of interest
and principal may also affect the value of these investments. For a description
of the bond rating categories see "Summary of Bond Ratings" on page 36. Changes
in the value of portfolio securities generally will not affect income derived
from these securities, but will affect the Fund's net asset value.

The lower ratings of certain securities held reflect a greater possibility that
adverse changes in the financial condition of the issuer, or in general economic
conditions, or both, or an unanticipated rise in interest rates, may impair the
ability of the issuer to make payments of principal and interest. The inability
(or perceived inability) of issuers to make timely payments of interest and
principal would likely make the values of some securities more volatile and
could limit a Fund's ability to sell its securities at prices approximating the
values the Fund had placed on such securities. In the absence of a liquid
trading market for securities held by it, a Fund at times may be unable to
establish the fair value of such securities.

The Funds will not necessarily dispose of a security when its rating is reduced
below its rating at the time of purchase. However, the Investment Adviser will
monitor the investment to determine whether continued investment in the security
will assist in meeting the Fund's investment objectives.

At times, a substantial portion of a Fund's assets may be invested in securities
as to which the Fund, by itself or together with other Funds and accounts
managed by the Investment Adviser, holds all or a major portion. Under adverse
market or economic conditions or in the event of adverse changes in the
financial condition of the issuer, the Fund could find it more difficult to sell
these securities when the Investment Adviser believes it advisable to do so or
may be able to sell the securities only at prices lower than if they were more
widely held. Under these circumstances, it may also be more difficult to
determine the fair value of such securities for purposes of computing the Fund's
net asset value.

In order to enforce its rights in the event of a default of these securities, a
Fund may be required to participate in various legal proceedings or take
possession of and manage assets securing the issuer's obligations on the
securities. This could increase the Fund's operating expenses and adversely
affect the Fund's net asset value.

Certain securities held by a Fund may permit the issuer at its option to "call,"
or redeem, its securities. If an issuer were to redeem securities held by the
Fund during a time of declining interest rates, the Fund may not be able to
reinvest the proceeds in securities providing the same investment return as the
securities redeemed.

The Funds may invest in "zero-coupon" bonds and "payment-in-kind" bonds.
Zero-coupon bonds are issued at a significant discount from their principal
amount and may pay interest either only at maturity, or subsequent to the issue
date prior to maturity, rather than at regular intervals during the life of the
security. Payment-in-kind bonds allow the issuer, at its option, to make current
interest payments on the bonds either in cash or in additional bonds. The values
of zero-coupon bonds and payment-in-kind bonds are subject to greater
fluctuation in response to changes in market interest rates than bonds that pay
interest in cash currently. Both zero-coupon bonds and payment-in-kind bonds
allow an issuer to avoid the need to generate cash to meet current interest
payments. Accordingly, such bonds may involve greater credit risks than bonds
paying interest currently. Even though such bonds do not pay current interest in
cash, a Fund nonetheless is required to accrue interest income on these
investments and to distribute the interest income at least annually to
shareholders. Thus, the Fund could be required at times to liquidate other
investments in order to satisfy its distribution requirements.

Certain investment grade securities in which a Fund may invest share some of the
risk factors discussed above with respect to lower-rated securities.

Foreign Securities

Investing in the securities of foreign issuers involves special risks and
considerations not typically associated with investing in U.S. companies. These
risks and considerations include differences in accounting, auditing and
financial reporting standards, generally higher commission rates on foreign Fund
transactions, the possibility of expropriation or confiscatory taxation, adverse
changes in investment or exchange control regulations, political instability
which could affect U.S. investment in foreign countries and potential
restrictions on the flow of international capital and currencies. Foreign
issuers may also be subject to less government regulation than U.S. companies.
Moreover, the dividends and interest payable on foreign securities may be
subject to foreign withholding taxes, thus reducing the net amount of income
available for distribution to the Fund's shareholders. Further, foreign
securities often trade with less frequency and volume than domestic securities
and, therefore, may exhibit greater price volatility. Changes in foreign
exchange rates will affect, favorably or unfavorably, the value of those
securities which are denominated or quoted in currencies other than the U.S.
dollar.

Options, Futures, and Other Derivatives
The Funds may use options, futures, forward contracts, and swap transactions
("derivatives"). However, the Transamerica Premier Cash Reserve Fund does not
currently use, or anticipate using, derivatives. Derivatives are used to protect
a Fund against potential unfavorable movements in interest rates or securities
prices. If those markets do not move in the direction anticipated, the Funds
could suffer losses. The Funds may purchase, or write, call or put options on
securities or on indexes ("options"). The Funds may also enter into futures
contracts for the purchase or sale of instruments based on interest rates or
financial indexes ("futures contracts"), options on futures contracts, forward
contracts, and interest rate swaps and swap-related products. These instruments
are used primarily to adjust a Fund's exposure to changing securities prices,
interest rates, or other factors that affect securities values. The strategy is
to attempt to reduce the overall investment risk. However, the Transamerica
Premier Index Fund will use derivatives as part of its strategy to match the
performance of the S&P 500 Index.

Risks in the use of these derivatives include, in addition to those referred to
above: a) the risk that interest rates and securities prices do not move in the
directions being hedged against, in which case the Fund has incurred the cost of
the derivative (either its purchase price or, by writing an option, losing the
opportunity to profit from increases in the value of the securities covered)
with no tangible benefit; b) imperfect correlation between the price of
derivatives and the movements of the securities' prices or interest rates being
hedged; c) the possible absence of a liquid secondary market for any particular
derivative at any time; d) the potential loss if the counterparty to the
transaction does not perform as promised; and e) the possible need to defer
closing out certain positions to avoid adverse tax consequences. More
information on derivatives is contained in the Statement of Additional
Information.

Mortgage-Backed and Asset-Backed Securities
The Funds may invest in mortgage-backed and asset-backed securities. The
Transamerica Premier Bond Fund is more likely to invest in such securities than
the other Funds. Mortgage-backed and asset-backed securities are generally
securities evidencing ownership or interest in pools of many individual
mortgages or other loans. Part of the cash flow of these securities is from the
early payoff of some of the underlying loans. The specific amount and timing of
such prepayments is difficult to predict, creating "prepayment risk." For
example, prepayments on Government National Mortgage Association certificates
("GNMAs") are more likely to increase during periods of declining long-term
interest rates because borrowers tend to refinance when interest rates drop. In
the event of very high prepayments, the Funds may be required to invest these
proceeds at a lower interest rate, causing them to earn less than if the
prepayments had not occurred. Prepayments are more likely to decrease during
periods of rising interest rates, causing the expected average life of the
underlying mortgages to become longer. This variability of prepayments will tend
to limit price gains when interest rates drop and to exaggerate price declines
when interest rates rise.

Zero Coupon Bonds
The Funds may invest in zero coupon bonds and strips. Zero coupon bonds do not
make regular interest payments. Instead, they are sold at a discount from face
value. A single lump sum which represents both principal and interest is paid at
maturity. Strips are debt securities whose interest coupons are taken out and
traded separately after the securities are issued, but otherwise are comparable
to zero coupon bonds. The market value of zero coupon bonds and strips generally
is more sensitive to interest rate fluctuations than interest-paying securities
of comparable term and quality.

Indebtedness

From time to time, the Funds may purchase the direct indebtedness of various
companies ("Indebtedness") or participation in such Indebtedness. The
Transamerica Premier Value Fund is more likely to invest in such securities than
the other Funds. Indebtedness represents a specific commercial loan or portion
of a loan which has been given to a company by a financial institution such as a
bank or insurance company ("Bank Claims"). The company is typically obligated to
repay such commercial loan over a specified time period. By purchasing the Bank
Claims, a Fund steps into the shoes of the financial institution which made the
loan to the company prior to its restructuring or refinancing. Such Bank Claims
purchased by a Fund may be in the form of loans, notes or bonds.

The Funds normally invest in the Indebtedness of a company which Indebtedness
has the highest priority in terms of payment by the company, although on
occasion, lower priority Indebtedness also my be acquired.

Indebtedness of companies may also include Trade Claims. Trade Claims generally
represent money due to a supplier of goods or services to the companies issuing
indebtedness. Company Indebtedness, including Bank Claims and Trade Claims, may
be illiquid (as defined below).

Illiquid Securities
Up to 15% of a Fund's net assets may be invested in securities that are
illiquid, except that the Transamerica Premier Cash Reserve Fund may only invest
10% of its net assets in such securities. Securities are considered illiquid
when there is no readily available market or when they have legal or contractual
restrictions. Repurchase agreements which mature in more than seven days are
included as illiquid securities. These investments may be difficult to sell
quickly for their fair market value.

Certain restricted securities that are not registered for sale to the general
public but that can be resold to institutional investors under Rule 144A may not
be considered illiquid if a dealer or institutional trading market exists. The
institutional trading market is relatively new. However, liquidity of the Funds'
investments could be impaired if trading for these securities does not further
develop or declines. The Investment Adviser determines the liquidity of Rule
144A securities under guidelines approved by the Transamerica Investors, Inc.
Board of Directors ("Board").

Variable Rate, Floating Rate, or Variable Amount Securities
Any of the Funds, except the Transamerica Premier Equity Fund, may invest in
variable rate, floating rate, or variable amount securities. These are
short-term unsecured promissory notes issued by corporations to finance
short-term credit needs. They are interest-bearing notes on which the interest
rate generally fluctuates on a scheduled basis.

Investments in Other Investment Companies
Up to 10% of a Fund's total assets may be invested in the shares of other
investment companies, but only up to 5% of its assets may be invested in any one
other investment company. In addition, the Funds cannot purchase more than 3% of
the outstanding shares of any one investment company. It is intended that these
investments be kept to a minimum.

Buying and Selling Shares

Buying Class A Shares

An investor who purchases Class A Shares pays an initial sales charge at the
time of purchase. As a result, Class A Shares are not subject to any charges
when they are redeemed, except for certain sales at net asset value that are
subject to a contingent deferred sales charge ("CDSC"). Certain purchases of
Class A Shares qualify for reduced sales charges. Class A Shares bear a lower
12b-1 fee than Class M Shares.

The public offering price of Class A Shares is the net asset value plus a sales
charge that varies depending on the size of your investment.
<TABLE>
<CAPTION>

Investment Amount

Sales Charge Under $50,000 to $100,000 to $250,000 to
$500,000 to
<S> <C> <C> <C> <C> <C>
Per Fund $50,000 $ 99,999 $249,999 $499,999 $999,999
Premier Aggressive Growth 5.25%*/5.54%** 4.50%/4.71% 3.50%/3.63% 2.50%/2.56% 2.00%/2.04%
Premier Small Company 5.25%*/5.54%** 4.50%/4.71% 3.50%/3.63% 2.50%/2.56% 2.00%/2.04%
Premier Equity 5.25%*/5.54%** 4.50%/4.71% 3.50%/3.63% 2.50%/2.56% 2.00%/2.04%
Premier Value 5.25%*/5.54%** 4.50%/4.71% 3.50%/3.63% 2.50%/2.56% 2.00%/2.04%
Premier Index 5.25%*/5.54%** 4.50%/4.71% 3.50%/3.63% 2.50%/2.56% 2.00%/2.04%
Premier Balanced 5.25%*/5.54%** 4.50%/4.71% 3.50%/3.63% 2.50%/2.56% 2.00%/2.04%
Premier High Yield Bond 5.25%*/5.54%** 4.50%/4.71% 3.50%/3.63% 2.50%/2.56% 2.00%/2.04%
Premier Bond 4.75%*/4.99%** 4.00%/4.17% 3.25%/3.36% 2.50%/2.56% 1.75%/1.78%
Premier Cash Reserve none none none none none
* Sales charge as a percentage of offering price
** Sales charge as a percentage of net amount invested
</TABLE>

There is no sales charge on purchases of Class A Shares of $1 million or more or
purchases by participant-directed qualified retirement plans with at least 200
eligible employees. However, a CDSC of 1.0% will be imposed upon redemptions of
any shares purchased at net asset value within two years after initial purchase.
Shares purchased by investors investing $1 million or more in Class A Shares
whose broker-dealer of record waived its commission with the approval of
Transamerica Securities Sales Corporation are not subject to the CDSC.

In determining whether a CDSC is payable, shares not subject to any charge will
be redeemed first, followed by shares held longest during the CDSC period. Any
CDSC will be based on the lower of the shares' cost and current net asset value.
Any shares acquired by reinvestment of distributions will be redeemed without a
CDSC.

Transamerica Securities Sales Corporation ("TSSC" or the "Distributor") receives
all sales charges and pays appropriate amounts to qualifying broker-dealers to
compensate them for services provided in connection with sales of Class A
Shares. Commissions paid to broker-dealers on sales of Class A Shares are as
follows:

Amount of Investment

Broker-Dealer Commission Under $50,000 to $100,000 to $250,000 to $500,000 to

By Fund $50,000 $99,999 $249,999 $499,999
- -----------------------------------------------------------------------------------------------------
$999,999

<S> <C> <C> <C> <C> <C>
Premier Aggressive Growth 4.50% 3.75% 2.75% 1.75% 1.25%
Premier Small Company 4.50% 3.75% 2.75% 1.75% 1.25%
Premier Equity 4.50% 3.75% 2.75% 1.75%
1.25%
Premier Value 4.50% 3.75% 2.75% 1.75%
1.25%
Premier Index 4.50% 3.75% 2.75%
1.75% 1.25%
Premier Balanced 4.50% 3.75% 2.75% 1.75%
1.25%
Premier High Yield Bond 4.50% 3.75% 2.75% 1.75% 1.25%
Premier Bond 4.00% 3.25% 2.50%
1.75% 1.00%
Premier Cash Reserve none none none none none
</TABLE>

On sales at net asset value to all investors, including participant-directed
qualified retirement plans initially investing more than $1 million in the
Funds, TSSC pays commissions at the rate of 1.00% of the first $2 million, 0.80%
of the next $1 million and 0.50% thereafter on all Funds except the Premier Cash
Reserve Fund.

Buying Class M Shares
An investor who purchases Class M Shares pays an initial sales charge at the
time of purchase that is lower than the sales charge applicable to Class A
Shares. Certain purchases of Class M Shares qualify for reduced sales charges.
Class M Shares incur a 12b-1 fee that is higher than Class A Shares. In
addition, a CDSC of 1.0% will be imposed on any shares, including those
purchased by qualified retirement plans, redeemed within two years after initial
purchase. Class M Shares do not convert into any other class of shares.

The public offering price of Class M Shares is the net asset value plus a sales
charge that varies depending on the size of your investment.

Investment Amount

Sales Charge Under $250,000 Per Fund $250,000 and Above Premier Aggressive
Growth 1.00*/1.01%** - - / - Premier Small Company 1.00*/1.01%** - - / - Premier
Equity 1.00*/1.01%** - - / - Premier Value 1.00*/1.01%** - - / - Premier Index
1.00*/1.01%** - - / - Premier Balanced 1.00*/1.01%** - - / - Premier High Yield
Bond 1.00*/1.01%** - - / - Premier Bond 1.00*/1.01%** - - / - Premier Cash
Reserve none none * Sales charge as a percentage of offering price ** Sales
charge as a percentage of net amount invested

Participant-directed qualified retirement plans with at least 50 eligible
employees or a $250,000 investment may also purchase Class M Shares without an
initial sales charge.

TSSC receives all sales charges and pays appropriate amounts to qualifying
broker-dealers to compensate them for services provided in connection with sales
of Class M Shares. Commissions paid to broker-dealers on sales of Class M Shares
are as follows:

Amount of Investment

Broker-Dealer Commission Under $250,000
Per Fund $250,000 and Above
- --------------------------------------------------------------------
Premier Aggressive Growth 0.90% 0.50%
Premier Small Company 0.90% 0.50%
Premier Equity 0.90% 0.50%
Premier Value 0.90% 0.50%
Premier Index 0.90% 0.50%
Premier Balanced 0.90% 0.50%
Premier High Yield Bond 0.90% 0.50%
Premier Bond 0.90% 0.50%
Premier Cash Reserve none none

Distribution Plan
Each Fund makes payments to TSSC according to a plan adopted to meet the
requirements of Rule 12b-1 under the Investment Company Act of 1940, as amended.
The following fees accrue daily and are based on an annual percentage of the
daily average net assets.

12b-1 Fees
Fund Class A Class M
- ------------------------------------------------------------
Premier Aggressive Growth 0.35% 0.60%
Premier Small Company 0.35% 0.60%
Premier Equity 0.35% 0.60%
Premier Value 0.35% 0.60%
Premier Index 0.35% 0.60%
Premier Balanced 0.35% 0.60%
Premier High Yield Bond 0.35% 0.60%
Premier Bond 0.35% 0.60%
Premier Cash Reserve 0.35% 0.60%

The 12b-1 plan of distribution and related distribution contracts require the
Funds to pay distribution and service fees to TSSC as compensation for its
activities, not as reimbursement for specific expenses. If TSSC's expenses are
more than its fees for any Fund, the Fund will not have to pay more than those
fees. If TSSC's expenses are less than the fees, it will keep the excess. The
Funds will pay the distribution and service fees to TSSC until the distribution
contracts are terminated or not renewed. In that event, TSSC's expenses over and
above any fees through the termination date will be TSSC's sole responsibility
and not the obligation of the Funds. The Funds' Board of Directors will review
the distribution plan, contracts and TSSC's expenses.

From time to time, and for one or more Funds, the Distributor may waive all or
any portion of these fees at its discretion.

TSSC makes periodic payments equal to the above fees to qualifying
broker-dealers, certain financial institutions, or certain financial
intermediaries to compensate them for services provided in connection with sales
of Class A and Class M Shares. The payments are based on the average net asset
value of Class A or Class M Shares of the Fund which are attributable to
shareholders, including qualified retirement plans, for whom the broker-dealers
are designated as the broker-dealer of record.

This calculation excludes, until one year after purchase, Class A Shares
purchased at net asset value by shareholders investing $1million or more. Also
excluded, until one year after purchase, are Class A Shares purchased at net
asset value by participant-directed qualified retirement plans with at least 200
eligible employees. These Class A Shares are not subject to the one-year
exclusion provision in cases where certain shareholders who invested $1 million
or more have made arrangements with TSSC and the broker-dealer of record waived
the sales commission.

Additional Incentives
TSSC will from time to time, at its expense, provide additional promotional
incentives or payments to broker-dealers that sell shares of the Transamerica
Premier Funds. These incentives or payments may include payments for travel
expenses, including lodging, incurred in connection with trips taken by invited
registered representatives and their guests to locations within and outside the
United States for meetings or seminars of a business nature. In some instances,
these incentives or payments may be offered only to certain broker-dealers who
have sold or may sell significant amounts of shares. Certain broker-dealers may
not sell all classes of shares.

TSSC may suspend or modify such payments to broker-dealers. The payments are
also subject to the continuation of the relevant distribution plan, the terms of
service agreements between broker-dealers and TSSC, and any applicable limits
imposed by the National Association of Securities Dealers, Inc.

Which Class is Best for You?

The decision as to which class of shares provides a more suitable investment for
an investor depends on a number of factors, including the amount and intended
length of the investment. Consult your broker for details about the combined
purchase privilege, cumulative quantity discount, statement of intention, group
sales plan, qualified retirement plans and other exceptions. The Funds may sell
Class A and Class M Shares at net asset value without an initial sales charge or
a CDSC to certain qualified groups. Descriptions are included in the Statement
of Additional Information.

Minimum Investments

The minimum initial investment is $10,000, except that the minimum for IRAs is
$250. The investment must be a specified dollar amount. We cannot accept
purchase requests specifying a certain price, date, or number of shares. The
price you pay for your shares will be based on the next determined net asset
value after your purchase order is received. See "Share Price" on page 31. The
Company reserves the right to reject any application or investment. There may be
circumstances when the Company will not accept new investments in one or more of
the Funds.

IRA Accounts
You can establish an Individual Retirement Account ("IRA"), either Regular or
Roth IRA, or a Simplified Employee Pension ("SEP") or SIMPLE IRA with your
employer, or an Education IRA for a child. Contributions to an IRA may be
deductible from your taxable income or earnings may be tax-free, depending on
your personal tax situation and the type of IRA.

If you are receiving a distribution from your pension plan, or you would like to
transfer your IRA account from another financial institution, you can continue
to get tax-deferred growth by transferring these proceeds to a Transamerica
Premier Fund IRA. If you want to rollover distributions from your pension plan
to an IRA in one or more of the Funds, the money must be paid directly by your
pension plan administrator to Transamerica Premier Funds to avoid a 20% federal
withholding tax. See "Tax Information" on page 30.

There is an annual fee of $10 per Fund in which you own shares for administering
your IRA. This is limited to a maximum annual fee of $40 per taxpayer
identification number. This fee is waived if the combined value of all shares in
your IRA accounts is $5,000 or more when the fee is due. Alternatively, you can
pay a one-time, non-refundable fee of $100 for all IRA accounts that are
maintained under the same taxpayer identification number. You may pay the fee
directly. Otherwise it will be deducted ordinarily during December of each year
or at the time you fully redeem your shares in a Fund, if prior. The Company
reserves the right to change the fee, but you will be notified at least 30 days
in advance of any change.

Selling Shares
You can sell your shares to the Company (called "redeeming") at any time. You'll
receive the net asset value next determined after your redemption request is
received, assuming all requirements have been met. The redemption may be subject
to a contingent deferred sales charge. See "Buying and Selling Shares" on page
25. Before redeeming, please read "When Share Price Is Determined" on page 31.
Generally redemptions made by check are mailed on the second business day after
the request is received, but not later than seven days afterwards.

The Company may postpone such payment if: (a) the New York Stock Exchange is
closed for other than usual weekends or holidays, or trading on the New York
Stock Exchange is restricted; (b) an emergency exists as defined by the SEC, or
the SEC requires that trading be restricted; or (c) the SEC permits a delay for
the protection of investors.

When a redemption occurs shortly after a recent check purchase, the redemption
proceeds may be held beyond seven days but only until the purchase check clears,
which may take up to 15 days.

If the redemption request is made by a corporation, partnership, trust,
fiduciary, agent, or unincorporated association, the individual signing the
request must be authorized. If the redemption is from an account under a
qualified pension plan, spousal consent may be required.

A request to redeem shares in an IRA or 403(b) plan must be accompanied by an
IRS Form W4-P (pension income tax withholding form, which will be provided) and
a reason for withdrawal. This is required by the IRS.

Exchanging Shares

Shares in any Fund can be exchanged for shares of any other Fund within the same
class. You can exchange your shares of the same class of certain other
Transamerica Premier Funds at net asset value.

If you exchange shares subject to a contingent deferred sales charge (CDSC), the
transaction will not be subject to the CDSC. However, when you redeem the shares
acquired through the exchange, the redemption may be subject to a CDSC,
depending upon when you originally purchased the shares. The CDSC will be
computed using the schedule of any Fund into or from which you have exchanged
your shares that would result in your paying the highest CDSC applicable to your
class of shares. For purposes of computing the CDSC, the length of time you have
owned your shares will be measured from the date of original purchase and will
not be affected by any exchange. An exchange is treated as a sale of shares from
one Fund and the purchase of shares in another Fund. Exchanges are taxable
events. See "Tax Information" on page 30.

Exchanges into or out of the Funds are made at the next determined net asset
value per share after all necessary information for the exchange is received.

The Company reserves the right to reject any exchange request and to modify or
terminate the exchange option at any time.

Information About Your Account and the Funds
You will receive a consolidated, quarterly statement of your account showing all
transactions since the beginning of the current quarter. You can request a
statement of your account activity at any time. Also, each time you invest,
redeem, transfer or exchange shares, you will receive a confirmation of the
transaction.

You will receive an annual report that includes audited financial statements for
the fiscal year ended December 31. It will include a list of securities owned by
each Fund on that date. You will also receive a semi-annual report that includes
unaudited financial statements for the six months ended June 30. It will also
include a list of securities owned by each Fund on that date.

You will receive a new Prospectus each year. The Statement of Additional
Information is also revised each year. You can receive a Statement of Additional
Information by request only.

Dividends and Capital Gains

Substantially all of the Funds' net investment income will be distributed in the
form of dividends to you. The following table shows how often dividends are paid
on each Fund.

Fund Dividend Paid
Transamerica Premier Aggressive Growth Fund Annually
Transamerica Premier Small Company Fund Annually
Transamerica Premier Equity Fund Annually
Transamerica Premier Value Fund Annually
Transamerica Premier Index Fund Annually
Transamerica Premier Balanced Fund Annually
Transamerica Premier High Yield Bond Fund Monthly
Transamerica Premier Bond Fund Monthly
Transamerica Premier Cash Reserve Fund Monthly

Although dividends are paid monthly on the Transamerica Premier Cash Reserve
Fund, dividends are determined daily. You will begin to earn Premier Cash
Reserve dividends on the business day that your purchase is effective, and you
will earn dividends on the day your redemption request is received.

Net capital gains, if any, generally are distributed for all the Funds on an
annual basis.

Unless another option is specifically requested in your application, all
dividends and capital gains distributions will be reinvested in additional
shares of the same Fund. Other options available are to have either your
dividends or your capital gains paid in cash with the other being reinvested in
additional shares in the same Fund or both dividends and capital gains
distributions paid in cash.

Distributions for each Fund are made on a per share basis to the shareholders of
record as of the distribution date of that Fund. This is done regardless of how
long the shares have been held.

Tax Information

Federal Taxes*
Dividends paid by a Fund from net investment income, the excess of net
short-term capital gain over net long-term capital loss, and original issue
discount or certain market discount income will be taxable to you as ordinary
income. Distributions paid by a Fund from the excess of net long-term capital
gain over net short-term capital loss will be taxable as long-term capital gains
regardless of how long you have held your shares. These tax consequences will
apply regardless of whether distributions are received in cash or reinvested in
shares. A portion of the dividends paid to corporate shareholders may qualify
for the corporate dividends-received deduction to the extent the Fund earns
qualifying dividends. You will be notified after each calendar year of the
amount and character of distributions you received from each Fund for federal
tax purposes.

For IRAs and pension plans, dividends and capital gains are reinvested and not
taxed until you receive a qualified distribution from your IRA or pension plan.

The tax implications of buying shares immediately prior to a dividend or capital
gain distribution should be considered. Investors who purchase shares shortly
before the record date for a distribution will pay a per share price that
includes the value of the anticipated distribution. The shareholder will be
taxed on the distribution received.

Redemptions and exchanges of shares may result in a capital gain or a loss for
tax purposes.

Pension and Retirement Savings Programs
The tax rules applicable to participants and beneficiaries in Pension and
Retirement Savings Programs vary according to the type of plan and the terms and
conditions of the plan. In general, distributions from these plans are taxed as
ordinary income. Special favorable tax treatment may be available for certain
types of contributions and distributions. Adverse tax consequences may result
from contributions in excess of specified limits:
1. distributions prior to age 59 1/2 (subject to certain exceptions);
2. distributions that do not conform to specified commencement and
minimum distribution rules;
3. aggregate distributions in excess of a specified annual amount; and
4. in other specified circumstances.
You should consult a qualified tax adviser for more information.

Other Taxes

In addition to federal taxes, state and local taxes may apply to payments
received. Depending on the state tax laws pertaining to a shareholder, a portion
of the dividends paid by a Fund that come from direct obligations of the U.S.
Treasury and certain agencies may be exempt from state and local taxes. A tax
adviser should be consulted regarding specific questions as to federal, state
and local taxes.

* For each taxable year, each Fund intends to qualify as a regulated investment
company under Subchapter M of the Internal Revenue Code of 1986, as amended.
Qualifying regulated investment companies distributing substantially all of
their ordinary income and capital gains are not subject to federal income or
excise tax on any net investment income and net realized capital gains
distributed to shareholders. However, the Fund's shareholders are subject to tax
on these distributions.

Share Price

How Share Price Is Determined
Fund securities, traded on a domestic securities exchange or NASDAQ, are valued
at the last sale price on that exchange on the day the valuation is made. If no
sale is reported, the mean of the latest bid and asked prices is used.
Securities traded over-the-counter are valued at the mean of the latest bid and
asked prices. When market quotations are not readily available, securities and
other assets are valued at fair value pursuant to procedures adopted by the
Fund's Board of Directors.

All securities held by the Transamerica Premier Cash Reserve Fund, and any
short-term investments of the other Funds with maturities of 60 days or less at
the time of purchase, are valued on the basis of amortized cost. Amortized cost
requires constant amortization to maturity of any discount or premium,
regardless of the effect of assuming movements in interest rates. For more
information, see the Statement of Additional Information.

When Share Price Is Determined
Except for the Transamerica Premier Cash Reserve Fund, the net asset value of
each Fund is determined only on days that the New York Stock Exchange (the
"Exchange") is open. The net asset value of the Transamerica Premier Cash
Reserve Fund is determined only on days that the Federal Reserve is open.

Investments or redemption requests received before the close of business on the
Exchange, usually 4:00 p.m. eastern time, receive the share price determined at
the close of the Exchange that day. When investment and redemption requests are
received after the Exchange is closed, the share price at the close of the
Exchange the next day the Exchange is open is used. Investments and redemption
requests by telephone are deemed received at the time of receipt of the
telephone call.

Organization and Management

Transamerica Investors, Inc.

Transamerica Investors, Inc. was organized as a Maryland corporation on February
22, 1995. The Company is registered with the SEC under the 1940 Act as an
open-end, management investment company of the series type. Each Fund
constitutes a separate series. All series, except the Transamerica Premier
Aggressive Growth Fund, are diversified investment companies. There are four
classes of shares, Investor Shares, Institutional Shares, A Shares and M Shares.
This Prospectus describes the A and M Classes of Shares only. For information on
the Investor Shares, available to investors on a no-load basis, or the
Institutional Shares, available to institutional investors, call 1-800-892-7587.
The Company reserves the right to issue additional classes of shares in the
future without the consent of shareholders, and can allocate any remaining
unclassified shares or reallocate any unissued classified shares. The fiscal
year-end of the Company is December 31.

Except for the differences noted, each share of a Fund has equal dividend,
redemption and liquidation rights with other shares of the Fund and when issued,
is fully paid and nonassessable. Each share of each class of a Fund represents
an identical legal interest in the investments of the Fund. Each class has
certain other expenses related solely to that class. Each class will have
exclusive voting rights under any 12b-1 distribution plan related to that class.
In the event that a special meeting of shareholders is called, separate votes
are taken by each class only if a matter affects, or requires the vote of, that
class. Although the legal rights of holders of each class of shares are
identical, it is likely that the difference in expenses will result in different
net asset values and dividends. The classes may have different exchange
privileges.

As a Maryland corporation, the Company is not required to hold regular annual
meetings of shareholders. Ordinarily there will be no shareholder meetings,
unless requested by shareholders holding 10% or more of the outstanding shares,
or unless required by the 1940 Act or Maryland law. You are entitled to cast one
vote for each share you own of each Fund. At a special shareholders meeting, if
one is called, issues that affect all the Funds in substantially the same way
will be voted on by all shareholders, without regard to the Funds. Issues that
do not affect a Fund will not be voted on by that Fund. Issues that affect all
Funds, but in which their interests are not substantially the same, will be
voted on separately by each Fund.

Investment Adviser

The Funds' Investment Adviser is Transamerica Investment Services, Inc. (the
"Investment Adviser"), 1150 South Olive Street, Los Angeles, California 90015.
The Investment Adviser is a subsidiary of Transamerica Corporation, 600
Montgomery Street, San Francisco, California 94111, one of the nation's largest
financial services companies.

The Investment Adviser's duties include, but are not limited to: (1) supervising
and managing the investments of each Fund and directing the purchase and sale of
its investments; and (2) ensuring that investments meet each Fund's investment
objectives, strategies, and policies and comply with government regulations.

Some of the brokers or dealers selected to execute transactions for each Fund
may be affiliated persons of the Company, the Investment Adviser, the
Administrator, or the Distributor. Since it is the Investment Adviser's policy
to seek the best price and execution for each transaction, the Investment
Adviser may give consideration to brokers and dealers who provide statistical
information and other services in addition to transaction services. Additional
information about the selection of brokers and dealers is provided in the
Statement of Additional Information.

Management decisions for each of the Funds described in this Prospectus are made
by a team of expert managers and analysts headed by team leaders (designated as
primary managers) and their backups (designated as co-managers). The team
leaders are primarily responsible for the day-to-day decisions related to their
Fund. They are supported by the entire group of managers and analysts. A primary
manager or co-manager of any one Fund may be on another Fund team. The
transactions and performance of the Funds are reviewed periodically by the
Investment Adviser's senior officers.

Here's a listing and brief biography of the primary manager and co-managers for
each of the Funds:

Transamerica Premier Aggressive Growth Fund and Transamerica Premier Small
Company Fund Primary Manager: Philip Treick, Vice President and Fund Manager,
Transamerica Investment Services. B.S., University of South Florida. Financial
Analyst, Raymond James Financial Corporation, 1987-1988. Joined Transamerica in
1988.

Co-Manager: Christopher J. Bonavico, Assistant Vice President and Fund Manager,
Transamerica Investment Services. B.S., University of Delaware. Equity Research
Analyst, Salomon Brothers, 1989-1993. Business Analyst, Planning & Financial
Management, Chase Manhattan Bank, 1988-1989. Joined Transamerica in 1993.

Transamerica Premier Equity Fund Primary Manager: Jeffrey S. Van Harte, C.F.A.
Vice President and Senior Fund Manager, Transamerica Investment Services. Member
of San Francisco Society of Financial Analysts. B.A., California State
University at Fullerton. Securities Analyst and Trader, Transamerica Investment
Services, 1980-1984. Joined Transamerica in 1980.

Co-Manager: Philip Treick (see above).

Transamerica Premier Value Fund
Primary Manager: Christopher J. Bonavico (see above).

Co-Manager: Jeffrey S. Van Harte (see above).

Transamerica Premier Index Fund Primary Manager: Lisa L. Hansen, Assistant Vice
President and Senior Trader, Transamerica Investment Services. B.A. (biology),
University of California at Santa Cruz. Senior Trader, Husic Capital Management,
1988-1997. Assistant Vice President, Senior Trader, Kingsley Jennison McNulty &
Morse, Inc., 1979-1988. Joined Transamerica in 1997.

Co-Manager: Christopher J. Bonavico (see above).

Transamerica Premier Balanced Fund Primary Manager: Gary U. Rolle', C.F.A.,
Executive Vice President & Chief Investment Officer, Transamerica Investment
Services. Chairman & President, Transamerica Income Shares. Chief Investment
Officer of Transamerica Occidental Life and Transamerica Life Insurance &
Annuity. Former member of the Board of Governors of the Los Angeles Society of
Financial Analysts. B.S. (chemistry and economics), University of California at
Riverside. Chief Investment Officer, Kaufman & Broad and Sun Life Insurance
Company of California, 1981-1983. First joined Transamerica in 1967. Returned to
Transamerica in 1983.

Co-Manager: Stephen J. Ahearn, C.F.A., Vice President and Director of Research,
Transamerica Investment Services. B.S. (finance), Boston College (Magna Cum
Laude). Senior Associate-Municipal Bonds, General Electric Investment
Corporation, 1991-1994. Investment Analyst, General Electric Investment
Corporation 1987-1991. Financial Management Program, General Electric
Corporation, 1985-1987. Joined Transamerica in 1994.

Co-Manager: Christopher J. Bonavico (see above).

Transamerica Premier High Yield Bond Fund Primary Manager: Heather E. Creeden,
C.F.A. Vice President and Fund Manager, Transamerica Investment Services. Member
of the Los Angeles Society of Financial Analysts. B.S., Arizona State
University. Portfolio Manager, Analytical Investment Management, 1986-1987.
Joined Transamerica in 1987.

Co-Manager: Stephen J. Ahearn (see above).

Transamerica Premier Bond Fund Primary Manager: Susan A. Silbert, C.F.A., Senior
Vice President and Director of Fixed Income Management, Transamerica Investment
Services. Vice President of Transamerica Income Shares. Member of the Los
Angeles Society of Financial Analysts. M.B.A. (finance), University of Southern
California. B.S. (finance), University of Southern California. Joined
Transamerica in 1967.

Co-Manager: Matthew W. Kuhns, C.F.A., Vice President and Portfolio Manager,
Transamerica Investment Services. Member of the Bond Club of Los Angeles. M.B.A.
(finance), University of Southern California. B.A. (social science), University
of California, Berkeley. Assistant Vice President, First National Bank of
Chicago, 1987-1991. Assistant to the Budget Director, University of Southern
California, 1985-1986. Joined Transamerica in 1991.

Co-Manager: James J. Flick, Assistant Vice President and Portfolio Manager,
Transamerica Investment Services. M.B.A. (finance), University of Chicago. B.S.
(mechanical engineering), Ohio State University. Senior Vice President-Fixed
Income, Lehman Brothers, 1994-1995. Senior Vice President-Fixed Income, J.P.
Morgan, 1993-1994. Vice President-Fixed Income, Citicorp Securities, 1990-1993.
Associate-Fixed Income, Goldman Sachs, 1987-1990. Engineer, Westinghouse,
1983-1986. Joined Transamerica in 1995.

Co-Manager: William A. Griffin, C.F.A., Vice President and Portfolio Manager,
Transamerica Investment Services. B.A. (history), Colgate University. Analyst,
Countrywide Funding Corporation, 1991. Director-Mortgage Research, Mabon Nugent
& Co., 1988-1990. Mortgage-backed Options and Intermediate Mortgage Trader,
Citicorp Investment Bank, 1986-1987. Mortgage-backed Trading Assistant, Dean
Witter Reynolds, 1984-1986. Joined Transamerica in 1991.

Transamerica Cash Reserve Fund
Primary Manager: Kevin J. Hickam, C.F.A. Assistant Vice President and Fund
Manager, Transamerica Investment
Services. Member of Los Angeles Society of Financial Analysts. M.B.A., Cornell
University. B.S., California State
University at Chico. Senior Accountant, Santa Clara Savings, 1984-1987. Joined
Transamerica in 1989.

Co-Manager: Rex A. Olson, C.F.A., Securities Analyst, Transamerica Investment
Services. Member of the Los Angeles Society of Financial Analysts. B.S.
(finance), University of Southern California. Vice President, Mitsubishi Trust,
1987-1997. Associate, National Association of Securities Dealers, 1986-1987.
Joined Transamerica in 1997.

Adviser Fee
For its services to the Funds, the Investment Adviser receives an Adviser Fee.
This fee is based on an annual percentage of the average daily net assets of
each Fund. It is accrued daily, and paid monthly.

The annual fee percentages for the Transamerica Premier Aggressive Growth Fund
are .85% on the first $1 billion of assets. This reduces to .82% on the next $1
billion, and finally .80% on assets over $2 billion. The corresponding fee
percentages for the Transamerica Premier Small Company Fund are .85%, .82%, and
.80% respectively. The corresponding fee percentages for the Transamerica
Premier Equity Fund are .85%, .82%, and .80% respectively. The corresponding fee
percentages for the Transamerica Premier Value Fund are .75%, .72%, and .70%
respectively. The corresponding fee percentages for the Transamerica Premier
Index Fund are .30%, .30%, and .30% respectively. The corresponding fee
percentages for the Transamerica Premier Balanced Fund are .75%, .72%, and .70%,
respectively. The corresponding fee percentages for the Transamerica Premier
Bond Fund are .60%, .57%, and .55%, respectively. The corresponding fee
percentages for the Transamerica Premier High Yield Bond Fund are .55%, .52%,
and .50%, respectively. The corresponding fee percentages for the Transamerica
Premier Cash Reserve Fund are .35%, .35%, and .35%, respectively.

The Investment Adviser may waive some or all of these fees from time to time at
its discretion.

Administrator

The Funds' Administrator is Transamerica Occidental Life Insurance Company (the
"Administrator"), 1150 South Olive Street, Los Angeles, California 90015. The
Administrator is an indirect subsidiary of Transamerica Corporation, 600
Montgomery Street, San Francisco, California 94111, one of the nation's largest
financial services companies.

The Administrator's duties include, but are not limited to: (1) providing the
Funds with administrative and clerical services, including the maintenance of
the Funds' books and records; (2) registering Fund shares with the SEC and with
those states and other jurisdictions where its shares are offered or sold; (3)
the periodic update of the Funds' prospectus; and (4) providing proxy materials
and reports to Fund shareholders and the SEC. The Administrator has contracted
with State Street Bank and Trust Company to perform certain administrative
functions.

The Investment Adviser pays part of the Adviser Fee to the Administrator. The
Administrator provides office space for the Company and pays the salaries, fees
and expenses of all Company officers and those directors affiliated with
Transamerica Corporation not already paid by the Investment Adviser. Each Fund
pays all of its expenses not assumed by the Investment Adviser or the
Administrator. This includes transfer agent and custodian fees and expenses,
legal and auditing fees, printing costs of reports to shareholders, registration
fees and expenses, 12b-1 fees, and fees and expenses of directors unaffiliated
with Transamerica Corporation.

The Administrator may from time to time reimburse the Funds for some or all of
their operating expenses. Such reimbursements will increase a Fund's return.
This is intended to make the Funds more competitive. This practice may be
terminated at any time.

Custodian and Transfer Agent
Under a Custodian Agreement, State Street Bank and Trust Company ("State
Street"), 225 Franklin Street, Boston, Massachusetts 02110, holds all securities
and cash assets of the Funds, provides recordkeeping services, and serves as the
Funds' custodian. State Street is authorized to deposit securities in securities
depositories or to use services of sub-custodians.

Under a Transfer Agency Agreement, State Street Bank also serves as the Funds'
transfer agent. The transfer agent is responsible for: a) opening and
maintaining your account; b) reporting information to you about your account; c)
paying you dividends and capital gains; and d) handling your requests for
exchanges, transfers and redemptions.

Distributor
Transamerica Securities Sales Corporation ("TSSC") is the principal underwriter
and distributor of the shares of each of the Funds.

TSSC is a wholly-owned subsidiary of Transamerica Insurance Corporation of
California, which is a wholly-owned subsidiary of Transamerica Corporation. TSSC
is registered with the SEC as a broker-dealer. TSSC is also a member of the
National Association of Securities Dealers - Regulation, Inc.

General Information

Performance Information
The Company may publish performance information about the Funds. Fund
performance usually will be shown either as cumulative total return or average
periodic total return compared with other mutual funds by public ranking
services, such as Lipper Analytical Services, Inc. Cumulative total return is
the actual performance over a stated period of time. Average annual total return
is the hypothetical return, compounded annually, that would have produced the
same cumulative return if the Fund's performance had been constant over the
entire period. Each Fund's total return shows its overall dollar or percentage
change in value. This includes changes in the share price, deduction of
applicable sales charges, deduction of any applicable contingent deferred sales
charges, and reinvestment of dividends and capital gains. Any quotation of
investment performance not reflecting the maximum initial sales charge or
contingent deferred sales charge would be reduced if the sales charge was
reflected.

A Fund can also separate its cumulative and average annual total returns into
income results and capital gains or losses. Each Fund can quote its total
returns on a before-tax or after-tax basis.

The performance of a Fund can also be measured in terms of yield. Each Fund's
yield shows the rate of income the Fund earns on its investments as a percentage
of the Fund's share price.

From time to time, the Transamerica Premier Cash Reserve Fund advertises its
"yield" and "effective yield." Both yield figures are based on historical
earnings and are not intended to indicate future performance. Yield is based on
the price of the shares, including the maximum initial sales charge, but does
not reflect any contingent deferred sales charge. The "yield" of the Fund refers
to the income generated by an investment in the Fund over a seven-day period
(which period will be stated in the advertisement). This income is then
"annualized." That is, the amount of income generated by the investment during
that week is assumed to be generated each week over a 52-week period and is
shown as a percentage of the investment. The "effective yield" is calculated
similarly but, when annualized, the income earned by an investment in the Fund
is assumed to be reinvested. The "effective yield" will be slightly higher than
the "yield" because of the compounding effect of this assumed reinvestment.
For more information, see the Statement of Additional Information.

The performance information which may be published for the Funds is historical.
It is not intended to represent or guarantee future results. The value of your
Fund shares can be more or less than their original cost when they are redeemed.

Summary of Bond Ratings
Following is a summary of the grade indicators used by two of the most
prominent, independent rating agencies (Moody's Investors Service, Inc. and
Standard & Poor's Corporation) to rate the quality of bonds. The first four
categories are generally considered investment quality bonds. Those below that
level are of lower quality, commonly referred to as "junk bonds."

Standard
Investment Grade Moody's & Poor's
Highest quality Aaa AAA
High quality Aa AA
Upper medium A A
Medium, speculative features Baa BBB

Lower Quality
Moderately speculative Ba BB
Speculative B B
Very speculative Caa CCC
Very high risk Ca CC
Highest risk, may not be
paying interest C C
In arrears or default C D

For more detailed information on bond ratings, including gradations within each
category of quality, see the Statement of Additional Information.

Year 2000 Issue
Many computer software systems in use today cannot distinguish the year 2000
from the year 1900 because dates are encoded using the standard six-place format
that allows entry of only the last two digits of the year. This is commonly
known as the "Year 2000 Problem." This issue could adversely impact the Funds if
the computer systems used by the Funds' Administrator, Custodian, Transfer Agent
and Investment Adviser (including service providers' systems) do not accurately
process date information after January 1, 2000. The Administrator and Investment
Adviser are addressing this issue by testing the computer systems they use to
ensure that those systems will operate properly after January 1, 2000. The
Administrator and Investment Adviser are also seeking assurances from the
Custodian, Transfer Agent and other service providers they use that their
computer systems will be adapted to address the Year 2000 Problem in time to
prevent adverse consequences after January 1, 2000.

Pension and Retirement Savings Programs
The following is a listing of Pension and Retirement Savings Programs, which
providing you have the necessary plan documents, you can use the Transamerica
Premier Funds as investment options for:

401(a), 401(k), profit sharing, or money purchase pension plans (including
KEOGH/HR 10 Plans) designed to benefit employees of corporations,
partnerships, and sole proprietors.
Section 403(b)(7) (Tax-Sheltered Annuity) Plans* for employees of
educational organizations or other qualifying, tax exempt organizations.
Individual Retirement Account ("IRA"), or comparable program,
Individuals and Simplified Employee Pension ("SEP") Plans for employers
(including sole proprietors) and their employees.
Section 457 deferred compensation plans for employees of state governments
and tax-exempt organizations. Employers' non-qualified plans or savings
programs, that do not qualify for federal tax advantages. Other retirement
plans or savings programs allowed by the Funds' Board.
*You may be required to have your own custodian for this plan.

Transamerica Securities Sales Corporation, Distributor
1-800-89-ASK-US (1-800-892-7587)
http://funds.transamerica.com
e-mail: [email protected]

<PAGE>
1

Transamerica Premier Funds --- Class A and Class M Shares
Prospectus: June 30, 1998

Transamerica Premier Aggressive Growth Fund Transamerica Premier Small Company
Fund Transamerica Premier Equity Fund Transamerica Premier Value Fund
Transamerica Premier Index Fund Transamerica Premier Balanced Fund Transamerica
Premier Bond Fund Transamerica Premier Cash Reserve Fund

Additional Information and Assistance

Contents

The Funds at a Glance

The Transamerica Premier Funds consist of the following Funds with different
investment objectives and risk levels. There is no guarantee that these
investment objectives will be met. These brief descriptions will give you a
summary of each Fund. A more detailed description for each Fund is in "The Funds
in Detail" on page 9. For information on the risks associated with investment in
these Funds, see "Investment Procedures and Risk Considerations" on page 17.

See page 9 for more details.

See page 10 for more details.

Transamerica Premier Equity Fund The Fund seeks to maximize long-term growth.
It invests primarily in common stocks of growth companies that are
considered to be premier companies that are under-valued in the stock
market.
The Fund is intended for investors who wish to participate primarily in the
common stock markets. Investors should have the perspective, patience, and
financial ability to take on above-average stock market volatility in a
focused pursuit of long-term capital growth.

See page 11 for more details.

o See page 11 for more details.

See page 16See page 12 for more details.

Transamerica Premier Bond Fund
The Fund seeks to achieve a high total return (income plus capital
changes) from fixed income securities consistent with preservation of
principal.
It invests primarily in a diversified selection of investment grade
corporate and government bonds and mortgage-backed securities.
The Fund is intended for investors who wish to invest in a diversified
portfolio of bonds. Investors should have the perspective, patience, and
financial ability to take on above-average bond price volatility in pursuit
of a high total return produced by income from longer-term securities and
capital gains from under-valued bonds.
See page 17 for more details.
The Fund seeks to achieve long-term capital growth and current income with a
secondary objective of capital preservation, by balancing investments among
stocks, bonds, and cash (or cash equivalents).
It invests primarily in a diversified selection of common stocks, bonds, and
money market instruments and other short-term debt securities.
The Fund is intended for investors who wish to participate in both the equity
and debt markets, but who wish to leave the allocation of the balance
between them to professional management. Investors should have the
perspective, patience, and financial ability to take on average market
volatility in pursuit of long-term total return that balances capital
growth and current income.

See page 14 for more details.

See page 15 for more details.

Fund Expenses

Shareholder Transaction Expenses
<TABLE>
<CAPTION>

<S> <C> <C> <C> <C>
Class A 5.25% none none none
Class M 1.00% 1.00% none none

Small Company Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none

Equity Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none

Value Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none

Index Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none

Balanced Fund

Class A 5.25% none none none
Class M 1.00% 1.00% none none
Bond Fund
Class A 4.75% none none none
Class M 1.00% 1.00% none none

Cash Reserve Fund
Class A none none none 5.25%3
Class M none none none 1.00%3
- ----------------------------- ------------------ ----------------------- ----------------- -----------------

</TABLE>

Annual Fund Operating Expenses (as a percent of average net assets)
<TABLE>
<CAPTION>

The information contained in the above examples should not be considered a
representation of future expenses. The actual expenses may be more or less than
those shown.

For comparison purposes, the separate accounts from which the Premier Funds were
cloned are shown below.

There are no corresponding separate accounts for the Transamerica Premier
Aggressive Growth Fund, the Transamerica Premier Small Company Fund, and the
Transamerica Premier Value Fund.

1 5 10 Since
year years years Inception3
<S> <C> <C> <C> <C>
Equity Fund 72.15% 31.88% 28.14% 25.24%
Premier Equity Fund, Class A 70.88% --- --- 36.76%
Premier Equity Fund, Class M 70.88% --- --- 36.76%
S&P 500 Index4 48.00% 22.40% 18.94% 15.74%

Equity Index Fund 46.99% 21.79% 18.30% 17.48%
Premier Index Fund, Class A 47.79% --- --- 30.96%
Premier Index Fund, Class M 47.79% --- --- 30.96%
S&P 500 Index4 48.00% 22.40% 18.94% 17.48%

Bond Fund 14.77% 8.27% 10.60% 12.34%
Premier Bond Fund, Class A 14.19% --- --- 7.18%
Premier Bond Fund, Class M 14.19% --- --- 7.18%
Lehman Brothers
Govt./Corporate Index5 12.39% 6.96% 8.93% 9.91%

<PAGE>
1

Transamerica Premier Funds - Class A Shares and Class M Shares

Statement of Additional Information - June 30, 1998

Transamerica Premier Aggressive Growth Fund
The Fund seeks to maximize long-term growth by investing in common
stocks selected for high growth potential.
Transamerica Premier Small Company Fund
The Fund seeks to maximize long-term growth by investing in small
company stocks.
Transamerica Premier Equity Fund
The Fund seeks to maximize long-term growth by investing in premier
companies.
Transamerica Premier Value Fund
The Fund seeks to maximize capital appreciation by investing in
under-valued companies.
Transamerica Premier Index Fund
The Fund seeks to track the performance of the Standard & Poor's 500 Composite
Stock Price Index,
also known as the S&P 500 Index (the "Index").
Transamerica Premier Balanced Fund
The Fund seeks to maximize long-term growth and current income with a secondary
objective of
principal preservation, by balancing its investments among stocks, bonds, and
cash.
Transamerica Premier High Yield Bond Fund
The Fund seeks to achieve a high total return (income plus capital
growth) by investing primarily in debt instruments and convertible
securities, with an emphasis on lower quality securities.
Transamerica Premier Bond Fund
The Fund seeks to achieve a high total return (income plus capital
changes) consistent with
preservation of principal.
Transamerica Premier Cash Reserve Fund
This is a money market fund that seeks to maximize current income
consistent with liquidity and preservation of principal.

Contents

Investment Objectives and Policies 2
Investment Restrictions 11
Management of the Company 14
Investment Advisory and Other Services 17
Purchase and Redemption of Shares 19
Brokerage Allocation 25
Determination of Net Asset Value 26
Performance Information 28
Taxes 30
Other Information 31
Appendix A:
Description of Corporate Bond Ratings 32
Appendix B:
Description of Fixed-Income Instruments 34

Your Guide
This Statement of Additional Information pertains to the Class A Shares and
Class M Shares of the Transamerica Premier Funds (a "Fund" or collectively the
"Funds") listed above. It will provide you with details beyond what is available
in the Prospectus. Please refer to the Prospectus first, then to this document.
Please read it carefully. Save it for future reference.

About the Prospectus
This Statement of Additional Information is not a prospectus. It should be read
in connection with the current Prospectus dated June 30, 1998. The Prospectus is
available without charge from your broker.

Terms used in the Prospectus are incorporated by reference in this Statement of
Additional Information.

No person has been authorized to give any information or to make any
representations other than those contained in this Statement of Additional
Information and the Prospectus dated June 30, 1998, as revised from time to
time, and if given or made, such information or representations may not be
relied upon as having been authorized by the Funds.

Investment Objectives and Policies

Derivatives
Each Fund, except for Transamerica Premier Cash Reserve Fund and Transamerica
Premier Equity Fund, may use options, futures, forward contracts, and swap
transactions ("derivatives"). The Funds may purchase, or write, call or put
options on securities or on indexes ("options") and may enter into interest rate
or index futures contracts for the purchase or sale of instruments based on
financial indexes ("futures contracts"), options on futures contracts, forward
contracts, and interest rate swaps and swap-related products.

Transamerica Premier Balanced Fund and The Transamerica Premier Bond Fund may
invest in derivatives with respect to less than 20% of each Fund's assets;
Transamerica Premier Index Fund may invest with respect to no more than 35% of
its assets. The Board will closely monitor the Investment Adviser's use of
derivatives in each of the Funds to assure they are used in accordance with the
investment objectives of each Fund.

A Fund would purchase put and call options on securities indexes for the same
purposes as it would purchase options on individual securities.

Swap agreements are considered to be illiquid by the SEC staff and will be
subject to the limitations on illiquid
investments. See "Restricted and Illiquid Securities."

Foreign Securities
All the Premier Funds, except the Transamerica Premier Index Fund and the
Transamerica Premier Cash Reserve Fund, may invest in foreign securities. The
Transamerica Premier Index Fund invests only in those securities that are
selected by the Standard & Poor's Corporation to be included in the S&P 500
Index.
Foreign securities, other than ADRs, will be held in custody by State Street
London Limited, who will handle transactions with the transnational depositories
Euroclear and Cedel.

Reverse Repurchase Agreements and Leverage
We may enter into reverse repurchase agreements with Federal Reserve member
banks and U.S. securities dealers from time to time. In a reverse repurchase
transaction we sell securities and simultaneously agree to repurchase them at a
price which reflects an agreed-upon rate of interest. We will use the proceeds
of reverse repurchase agreements to make other investments which either mature
or are under an agreement to resell at a date simultaneous with or prior to the
expiration of the reverse repurchase agreement. The Fund may utilize reverse
repurchase agreements only if the interest income to be earned from the
investment proceeds of the transaction is greater than the interest expense of
the reverse repurchase transaction.

Investment Restrictions

12. Invest for Control
No Fund may invest in companies for the purposes of exercising control or
management.

14. Warrants
The Transamerica Premier Cash Reserve Fund may not invest in any form of
warrants.

Management of the Company

Carl R. Terzian Director Chairman of Carl Terzian
Carl Terzian Associates Associates (public relations).
12400 Wilshire Blvd, Suite 200
Los Angeles, CA 90025
Age 62

Nicki Bair President Senior Vice President, TOLIC &
Transamerica Center TALIAC since 1996. Formerly Vice
1150 S. Olive St. President, TOLIC & TALIAC.
Los Angeles, CA 90015
Age 42

Following is a table of the compensation expected to be paid to each director
during the current fiscal year.
<TABLE>
<CAPTION>

As of February 28, 1998 the following shareholders owned 25% or more of the
indicated Funds:
<TABLE>
<CAPTION>

Transamerica Percent
Shareholder Premier Fund Owned
<S> <C> <C>
ARC Reinsurance Corporation Aggressive Growth Fund 33%
1149 S. Hill St., H-344, Los Angeles, CA 90015
ARC Reinsurance Corporation Small Company Fund 39%
1149 S. Hill St., H-344, Los Angeles, CA 90015
Charles Schwab & Company, Inc. Equity Fund 35%
101 Montgomery St., San Francisco, CA 94104
ARC Reinsurance Corporation Index Fund 35%
1149 S. Hill St., H-344, Los Angeles, CA 90015
Transamerica Corporation Index Fund 31%
600 Montgomery St., San Francisco, CA 94111-2702
Transamerica Corporation Balanced Fund 42%
600 Montgomery St., San Francisco, CA 94111-2702
Transamerica Real Estate Tax Service Bond Fund 81%
1150 S. Olive St., Suite T-2700, Los Angeles, CA 90015
</TABLE>

In addition, as of February 28, 1998 the following shareholders owned 5% or more
of the shares of the indicated equity Funds:
<TABLE>
<CAPTION>
Transamerica Percent
Shareholder Premier Fund Owned
<S> <C> <C>
Charles Schwab & Company, Inc. Aggressive Growth Fund 10%
101 Montgomery St., San Francisco, CA 94104
Donaldson Lufkin & Jenrette Aggressive Growth Fund 8%
1 Pershing Plaza, 7th Floor, Jersey City, NJ 07399
Transamerica Occidental Life Insurance Co. Aggressive Growth Fund 7%
P.O. Box 512101, Los Angeles, CA 90051-0101
John A Kanellitsas & Randi S. Josel Aggressive Growth Fund 5%
1052 Oenoke Ridge Rd., New Canaan, CT 06840
Charles Schwab & Company, Inc. Small Company Fund 19%
101 Montgomery St., San Francisco, CA 94104
Transamerica Occidental Life Insurance Co. Small Company Fund 6%
P.O. Box 2101, Los Angeles, CA 90051-0101
National Financial Services Small Company Fund 6%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Donaldson Lufkin & Jenrette Small Company Fund 5%
1 Pershing Plaza, 7th Floor, Jersey City, NJ 07399
Transamerica Corporation Equity Fund 10%
600 Montgomery St., San Francisco, CA 94111
Transamerica Occidental Life Insurance Co. Equity Fund 10%
P.O. Box 512101, Los Angeles, CA 90051-0101
Transamerica Occidental Life Insurance Co. Index Fund 12%
P.O. Box 512101, Los Angeles, CA 90051-0101
Transamerica Occidental Life Insurance Co. Balanced Fund 22%
P.O. Box 512101, Los Angeles, CA 90051-0101
Charles Schwab & Company, Inc. Balanced Fund 12%
101 Montgomery St., San Francisco, CA 94104
</TABLE>

Investment Advisory and Other Services

- --------------------------------------------------- ------------------- ------------------ -----------------
Transamerica Premier Fund Adviser Fee Adviser Fee Adviser Fee
Fiscal Year Earned Waived Net Received
Aggressive Growth Fund
<S> <C> <C> <C> <C>
1997 $42,912 $34,278 $8,634
Small Company Fund
1997 $38,671 $32,982 $5,689
Equity Fund
1995 $12,015 $12,015 $0
1996 $194,101 $134,162 $59,939
1997 $540,485 $28,198 $512,287
Index Fund
1995 $4,161 $4,161 $0
1996 $25,718 $25,718 $0
1997 $52,012 $244,224 $0
Balanced Fund
1995 $17,091 $17,091 $0
1996 $106,251 $98,079 $8,172
1997 $159,452 $49,663 $109,789
Bond Fund
1995 $15,656 $15,656 $0
1996 $72,032 $72,032 $0
1997 $79,524 $59,121 $20,403
Cash Reserve Fund
1995 $20,801 $20,801 $0
1996 $102,415 $102,415 $0
1997 $147,809 $308,778 $0
- --------------------------------------------------- ------------------- ------------------ -----------------
</TABLE>

Under a Foreign Subcustodian Agreement with State Street, State Street London
Limited is responsible for foreign assets and transactions with the
transnational depositories of Euroclear and Cedel.

Under a Transfer Agency Agreement, State Street Bank is also responsible for
processing redemption requests and crediting dividends to the accounts of
shareholders of the Funds.

Distribution of Shares of the Funds
Transamerica Securities Sales Corporation ("TSSC") serves as the principal
underwriter of shares of the Funds, which are continuously distributed. TSSC is
a wholly-owned subsidiary of Transamerica Insurance Corporation of California,
which is a wholly-owned subsidiary of Transamerica Corporation. TSSC is
registered with the Securities and Exchange Commission as a broker-dealer, and
is a member of the National Association of Securities Dealers, Inc. TSSC may
enter into arrangements whereby Fund shares may be sold by other broker-dealers,
which may or may not be affiliated with TSSC.

From time to time, and for one or more Funds within each class of Shares, the
Distributor may waive any or all of these fees at its discretion.

Purchases and Redemptions of Shares

Detailed information on how to purchase and redeem shares of a Fund is included
in the Prospectus under "How to Buy Shares" and "How to Sell Shares."

General
Class A Shares and Class M Shares are generally sold with a sales charge payable
at the time of purchase (except for Class A Shares and Class M Shares of the
Transamerica Premier Cash Reserve Fund). The Prospectus contains a table of
applicable sales charges. For information about how to purchase Class A or Class
M Shares of a Fund at net asset value through an employer's defined contribution
plan, please consult your employer. Certain purchases of Class A Shares and
Class M Shares may be exempt from a sales charge or, in the case of Class A
Shares, may be subject to a contingent deferred sales charge ("CDSC"). See
"Distribution of Shares" in the Prospectus.

The Funds are currently making a continuous offering of their shares. The Funds
receive the entire net asset value of shares sold. The Funds will accept
unconditional orders for shares to be executed at the public offering price
based on the net asset value per share next determined after the order is
placed. In the case of Class A Shares and Class M Shares, the public offering
price is the net asset value plus the applicable sales charge, if any. No sales
charge is included in the public offering price of other classes of shares. In
the case of orders for purchase of shares placed through dealers, the public
offering price will be based on the net asset value determined on the day the
order is placed, but only if the dealer receives the order before the close of
regular trading on the New York Stock Exchange. If the dealer receives the order
after the close of the New York Stock Exchange, the price will be based on the
net asset value next determined. If funds for the purchase of shares are sent
directly to Transamerica Premier Funds, they will be invested at the public
offering price based on the net asset value next determined after receipt.
Payment for shares of the Funds must be in U.S. dollars; if made by check, the
check must be drawn on a U.S. bank.

Initial and subsequent purchases must satisfy the minimums stated in the
Prospectus, except that (i) individual investments under certain employee
benefit plans or tax qualified retirement plans may be lower, (ii) persons who
are already shareholders may make additional purchases of $100 or more by
sending funds directly to Transamerica Premier Funds, and (iii) for investors
participating in systematic investment plans and military allotment plans, the
initial and subsequent purchases must be $50 or more. Information about these
plans is available from investment broker-dealers or from Transamerica Premier
Funds.

The right of redemption of shares of a Fund may be suspended or the date of
payment postponed (1) for any periods during which the New York Stock Exchange
is closed (other than for customary weekend and holiday closings), (2) when
trading in the markets the Fund normally utilizes is restricted, or an
emergency, as defined by the rules and regulations of the SEC, exists, making
disposal of a Fund's investments or determination of its net asset value not
reasonably practicable, or (3) for such other periods as the Securities and
Exchange Commission by order may permit for the protection of the Fund's
shareholders. A shareholder who pays for Fund shares by personal check will
receive the proceeds of a redemption of those shares when the purchase check has
been collected, which may take up to 15 days. Shareholders who anticipate the
need for more immediate access to their investment should purchase shares with
Federal funds or bank wire or by a certified or cashier's check.

Purchases Not Subject to Sales Charges or Contingent Deferred Sales Charges. The
Funds may sell shares without a sales charge or CDSC to:

(i) current and retired Trustees of the Funds; officers of the Funds; directors
and current and retired U.S. full-time employees of Transamerica Occidental Life
Insurance Company and Transamerica Investment Services, Inc., their parent
corporation and certain corporate affiliates; family members of and employee
benefit plans for the foregoing; and partnerships, trusts or other entities in
which any of the foregoing has a substantial interest;

(ii) employee benefit plans, for the repurchase of shares in connection with
repayment of plan loans made to plan participants (if the sum loaned was
obtained by redeeming shares of a Fund sold with a sales charge);

(iii) clients of administrators of tax-qualified employee benefit plans which
have entered into agreements with Transamerica Premier Funds; (iv) registered
representatives and other employees of broker-dealers having sales agreements
with Transamerica Securities Sales Corporation ("TSSC"); employees of financial
institutions having sales agreements with TSSC or otherwise having an
arrangement with any such broker-dealer or financial institution with respect to
sales of Fund shares; and their spouses and children under age 21;

(v) a trust department of any financial institution purchasing shares of the
Funds in its capacity as trustee of any trust, if the value of the shares of the
Funds purchased or held by all such trusts exceeds $1 million in the aggregate;
and

(vi) "wrap accounts" maintained for clients of broker-dealers, financial
institutions or financial planners who have entered into agreements with TSSC
with respect to such accounts.

In addition, the Funds may issue their shares at net asset value without an
initial sales charge or a CDSC in connection with the acquisition of
substantially all of the securities owned by other investment companies or
personal holding companies. The CDSC will be waived on redemptions of shares
arising out of death or post-purchase disability or in connection with certain
withdrawals from IRA or other retirement plans. Up to 12% of the value of shares
subject to a systematic withdrawal plan may also be redeemed each year without a
CDSC. The Funds may sell Class M Shares at net asset value to members of
qualified groups. See "Group Purchases of Class A and Class M Shares" below.

Combined Purchase Privilege
The following persons may qualify for the sales charge reductions or
eliminations shown in the Prospectus by combining into a single transaction the
purchase of Class A Shares or Class M Shares with other purchases of any class
of shares:

(i) an individual, or a "company" as defined in Section 2(a)(8) of the
Investment Company Act of 1940 (which includes corporations which are corporate
affiliates of each other);

(ii) an individual, his or her spouse and their children under twenty-one,
purchasing for his, her or their own account;

(iii) a trustee or other fiduciary purchasing for a single trust estate or
single fiduciary account (including a pension, profit-sharing, or other employee
benefit trust created pursuant to a plan qualified under Section 401 of the
Internal Revenue Code of 1986, as amended (the "Code"));

(iv) tax-exempt organizations qualifying under Section 501(c)(3) of the Code
(not including tax-exempt organizations qualifying under Section 403(b)(7) (a
"403(b) plan") of the Code; and

(v) employee benefit plans of a single employer or of affiliated employers,
other than 403(b) plans.

A combined purchase currently may also include shares of any class of other
continuously offered Transamerica Premier Funds (other than the Transamerica
Premier Cash Reserve Fund) purchased at the same time through a single
broker-dealer, if the broker-dealer places the order for such shares directly
with Transamerica Premier Funds.

Cumulative Quantity Discount (Right of Accumulation)
A purchaser of Class A Shares or Class M Shares may qualify for a cumulative
quantity discount by combining a current purchase (or combined purchases as
described above) with certain other shares of any class of Transamerica Premier
Funds already owned. The applicable sales charge is based on the total of:

(i) the investor's current purchase; and

(ii) the maximum public offering price (at the close of business on the previous
day) of:

(a) all shares held by the investor in all of the Transamerica Premier
Funds (except the Transamerica Premier Cash Reserve Fund); and

(b) any shares of the Transamerica Premier Cash Reserve Fund acquired
by exchange from other Transamerica Premier Funds; and

(iii) the maximum public offering price of all shares described in paragraph
(ii) owned by another shareholder eligible to participate with the investor in a
"combined purchase" (see above).

To qualify for the combined purchase privilege or to obtain the cumulative
quantity discount on a purchase through an investment dealer, when each purchase
is made the investor or broker-dealer must provide Transamerica Premier Funds
with sufficient information to verify that the purchase qualifies for the
privilege or discount. The shareholder must furnish this information to
Transamerica Premier Funds when making direct cash investments.

Statement of Intention
Investors may also obtain the reduced sales charges for Class A Shares or Class
M Shares shown in the Prospectus for investments of a particular amount by means
of a written Statement of Intention, which expresses the investor's intention to
invest that amount (including certain "credits," as described below) within a
period of 13 months in shares of any class of the Funds or any other
continuously offered Transamerica Premier Funds (excluding the Transamerica
Premier Cash Reserve Fund). Each purchase of Class A Shares or Class M Shares
under a Statement of Intention will be made at the public offering price
applicable at the time of such purchase to a single transaction of the total
dollar amount indicated in the Statement of Intention. A Statement of Intention
may include purchases of shares made not more than 90 days prior to the date
that an investor signs a Statement. The 13-month period during which the
Statement of Intention is in effect will begin on the date of the earliest
purchase to be included.

An investor may receive a credit toward the amount indicated in the Statement of
Intention equal to the maximum public offering price as of the close of business
on the previous day of all shares he or she owns on the date of the Statement of
Intention which are eligible for purchase under a Statement of Intention (plus
any shares of money market funds acquired by exchange of such eligible shares).
Investors do not receive credit for shares purchased by the reinvestment of
distributions. Investors qualifying for the "combined purchase privilege" (see
above) may purchase shares under a single Statement of Intention.

The Statement of Intention is not a binding obligation upon the investor to
purchase the full amount indicated. The minimum initial investment under a
Statement of Intention is 5% of such amount, and must be invested immediately.
Class A Shares or Class M Shares purchased with the first 5% of such amount will
be held in escrow to secure payment of the higher sales charge applicable to the
shares actually purchased if the full amount indicated is not purchased. When
the full amount indicated has been purchased, the escrow will be released. If an
investor desires to redeem escrowed shares before the full amount has been
purchased, the shares will be released from escrow only if the investor pays the
sales charge without regard to the Statement of Intention that would apply to
the total investment made to date.

To the extent that an investor purchases more than the dollar amount indicated
on the Statement of Intention and qualifies for a further reduced sales charge,
the sales charge will be adjusted for the entire amount purchased at the end of
the 13-month period, upon recovery from the investor's dealer of its portion of
the sales charge adjustment. Once received from the dealer, which may take a
period of time or may never occur, the sales charge adjustment will be used to
purchase additional shares at the then current offering price applicable to the
actual amount of the aggregate purchases. These additional shares will not be
considered as part of the total investment for the purpose of determining the
applicable sales charge pursuant to the Statement of Intention. No sales charge
adjustment will be made unless and until the investor's dealer returns any
excess commissions previously received.

To the extent that an investor purchases less than the dollar amount indicated
on the Statement of Intention within the 13-month period, the sales charge will
be adjusted upward for the entire amount purchased at the end of the 13-month
period. This adjustment will be made by redeeming shares from the account to
cover the additional sales charge, the proceeds of which will be paid to the
investor's dealer and TSSC in accordance with the Prospectus.

Statement of Intention forms may be obtained from Transamerica Premier Funds or
from broker-dealers. Interested investors should read the Statement of Intention
carefully.

Class A Commissions
Except as stated below, TSSC pays broker-dealers of record commissions on sales
of Class A Shares of $1 million or more based on an investor's cumulative
purchases of such shares, including purchases pursuant to any Combined Purchase
Privilege, Right of Accumulation or Statement of Intention, during the one-year
period beginning with the date of the initial purchase at net asset value. Each
subsequent one-year measuring period for these purposes will begin with the
first net asset value purchase following the end of the prior period. Such
commissions are paid at the rate of 1.00% of the first $2 million, 0.80% of the
next $1 million and 0.50% thereafter. This includes participant-directed
qualified retirement plans (including a plans with at least 200 eligible
employees). Transamerica Premier Cash Reserve Fund shares are excluded from all
commission calculations, except for determining the amount initially invested by
a participant-directed qualified retirement plan. Commissions on sales at net
asset value to such plans are subject to TSSC's right to reclaim such
commissions if the shares are redeemed within two years.

Contingent Deferred Sales Charges
Class A Shares purchased at net asset value by a participant-directed qualified
retirement plan (including a plan with at least 200 eligible employees) within
two years after its initial purchase are subject to a CDSC of 1.00%. Similarly,
Class A Shares purchased at net asset value by any investor other than a
participant-directed qualified retirement plan investing $1 million or more,
including purchases pursuant to any Combined Purchase Privilege, Right of
Accumulation or Statement of Intention, are subject to a CDSC of 1.00%, if
redeemed within two years after purchase. The Class A Shares CDSC is imposed on
the lower of the cost and the current net asset value of the shares redeemed.
The CDSC does not apply to shares purchased by certain investors (including
participant-directed qualified retirement plans with more than 200 eligible
employees) investing $1 million or more that have made arrangements with
Transamerica Premier Funds and whose dealer of record waived the commission
described in the next paragraph.

All Class M Shares purchased within two years after the initial purchase,
including purchases by qualified retirement plans, are subject to a CDSC of
1.00%.

Investors who set up an Automatic Income Plan ("AIP") for a share account (see
"How to Sell Shares" in the Prospectus) may withdraw up to 12% of the net asset
value of the account (calculated as set forth below) each year without incurring
any CDSC. Shares not subject to a CDSC (such as shares representing reinvestment
of distributions) will be redeemed first and will count toward the 12%
limitation. If there are insufficient shares not subject to a CDSC, shares
subject to the lowest CDSC liability will be redeemed next until the 12% limit
is reached. The 12% figure is calculated on a pro rata basis at the time of the
first payment made pursuant to an AIP and recalculated thereafter on a pro rata
basis at the time of each AIP payment. Therefore, shareholders who have chosen
an AIP based on a percentage of the net asset value of their account of up to
12% will be able to receive AIP payments without incurring a CDSC. However,
shareholders who have chosen a specific dollar amount (for example, $100 per
month from a Fund that pays income distributions monthly) for their periodic AIP
payment should be aware that the amount of that payment not subject to a CDSC
may vary over time depending on the net asset value of their account. For
example, if the net asset value of the account is $10,000 at the time of
payment, the shareholder will receive $100 free of the CDSC (12% of $10,000
divided by 12 monthly payments). However, if at the time of the next payment the
net asset value of the account has fallen to $9,400, the shareholder will
receive $94 free of any CDSC (12% of $9,400 divided by 12 monthly payments) and
$6 subject to the lowest applicable CDSC. This AIP privilege may be revised or
terminated at any time.

No CDSC is imposed on shares of any class subject to a CDSC ("CDSC Shares") to
the extent that the CDSC Shares redeemed (i) are no longer subject to the
holding period therefor, (ii) resulted from reinvestment of distributions on
CDSC Shares, or (iii) were exchanged for shares of another Fund, provided that
the shares acquired in such exchange or subsequent exchanges (including shares
of a Transamerica Premier Funds money market fund) will continue to remain
subject to the CDSC, if applicable, until the applicable holding period expires.
In determining whether the CDSC applies to each redemption of CDSC Shares, CDSC
Shares not subject to a CDSC are redeemed first.

The Funds will waive any CDSC on redemptions, in the case of individual, joint
or Uniform Transfers to Minors Act accounts, in the event of death or
post-purchase disability of a shareholder, for the purpose of paying benefits
pursuant to tax-qualified retirement plans ("Benefit Payments"), or, in the case
of living trust accounts, in the event of the death or post-purchase disability
of the settlor of the trust). Benefit payments currently include, without
limitation, (1) distributions from an IRA due to death or disability, (2) a
return of excess contributions to an IRA or 401(k) plan, and (3) distributions
from retirement plans qualified under Section 401(a) of the Code or from a
403(b) plan due to death, disability, retirement or separation from service.
These waivers may be changed at any time.

If you do not provide your instruction to redeem 30 days prior to the
transaction, you have two alternatives:

(1) You may redeem up to $250,000 in cash the first day, and the remainder over
the next 20 business days at the rate of not less than $50,000 or more than
$500,000 per day (and such lesser amount on the last day to redeem all the
shares remaining), but not more than $10 million total. The redemption each day
will be at the price determined that day. For example, a request to redeem
$525,000, or a number of shares worth $525,000, will be effective at $250,000 on
the first day, and $50,000 per day for the next five business days, and $25,000
on the last day. A request to redeem $11 million would be effective at $250,000
the first day and $500,000 per day for the next 20 business days ($10.25 million
total) and the remaining $750,000 to be redeemed by the delivery of securities.

(2) In lieu of receiving cash as described earlier, you may elect to receive
securities from the Fund. The securities delivered will be selected at the sole
discretion of the Fund. They will be readily marketable with an active and
substantial secondary market given the type of companies involved and the
characteristics of the markets in which they trade, but will not necessarily be
representative of the entire Fund, and will be securities that the Fund may
regard as least desirable. You may incur brokerage costs in converting the
securities to cash.

The method of valuing securities used to make the redemptions will be the same
as the method of valuing securities described under "Determination of Net Asset
Value," page 28, and such valuation will be made as of the same time the
redemption price is determined.

Exchange Privilege
Except as otherwise set forth in this section, by calling Transamerica Premier
Funds, investors may exchange shares between accounts with identical
registrations, provided that no checks are outstanding for such shares and no
address change has been made within the preceding 15 days. During periods of
unusual market changes and shareholder activity, shareholders may experience
delays in contacting Transamerica Premier Funds by telephone to exercise
exchanges.

Transamerica Premier Funds also makes exchanges promptly after receiving a
properly completed Exchange Authorization Form. If the shareholder is a
corporation, partnership, agent, or surviving joint owner, the Funds will
require additional documentation of a customary nature. Because an exchange of
shares involves the redemption of fund shares and reinvestment of the proceeds
in shares of another Fund, completion of an exchange may be delayed under
unusual circumstances if the Fund were to suspend redemptions or postpone
payment for the Fund shares being exchanged, in accordance with federal
securities laws. Exchange Authorization Forms and prospectuses of the other
Funds are available from Transamerica Premier Funds or investment dealers having
sales contracts with TSSC. The prospectus of each Fund describes its investment
objective(s) and policies, and shareholders should obtain a prospectus and
consider these objectives and policies carefully before requesting an exchange.
The Funds reserve the right to change or suspend the exchange privilege at any
time. Shareholders would be notified of any change or suspension. Additional
information is available from Transamerica Premier Funds.

Brokerage Allocation

Over the last three fiscal years the Funds have paid the following brokerage
commissions:
<TABLE>
<CAPTION>

- ------------------------------------------------ --------------- -------------- ---------------
Transamerica Premier Fund 1997 1996 1995
<S> <C> <C> <C>
Aggressive Growth Fund $21,170 - - - -
Small Company Fund $48,326 - - - -
Equity Fund $127,954 $50,745 $44,132
Index Fund $7,134 $9,599 $16,636
Balanced Fund $20,909 $13,424 $48,901
Bond Fund $23,822 $2,828 $19,275
Total $251,312 $78,592 $130,939
- ------------------------------------------------ --------------- -------------- ---------------
</TABLE>

The Premier Aggressive Growth and Premier Small Company Funds were launched in
July 1997. High fees in 1995 reflect the start up costs of these Funds.
Increases in 1997 over 1996 for these Funds were due to a large increase in
sales in 1997, particularly for the Premier Equity Fund.

On December 31, 1997, the Premier Equity Fund held stock in Charles Schwab
Corporation with a value of $4,717,969 and stock in Merrill Lynch & Company
Incorporated with a value of $2,917,500. The Premier Index Fund held stock in
Charles Schwab Corporation with a value of $29,818, stock in Chase Manhattan
Corporation with a value of $115,413, and stock in Merrill Lynch & Company
Incorporated with a value of $60,830. The Premier Balanced Fund held stock in
Charles Schwab Corporation with a value of $943,594. The Premier Bond Fund held
bonds issued by Morgan Stanley, Dean Witter, Discover and Co. with a value of
$542,035. In 1997, Charles Schwab & Co., Merrill Lynch, Pierce, Fenner, & Smith,
Chase Securities, Morgan Stanley & Co., Inc. and J.P. Morgan were among these
Funds' regular brokers or dealers as defined in Rule 10b-1 under the Investment
Company Act of 1940.

Determination of Net Asset Value

Performance Information

Calculation of "effective yield" begins with the same "base period return" used
in the calculation of yield, which is then annualized to reflect weekly
compounding pursuant to the following formula:

Effective Yield = [(Base Period Return + 1)365/7] - 1

In addition, the Company may from time to time advertise its performance
relative to certain indexes and benchmark investments, including: the Lipper
Analytical Services, Inc. Mutual Fund Performance Analysis, Fixed-Income
Analysis and Mutual Fund Indexes (which measure total return and average current
yield for the mutual fund industry and rank mutual fund performance); the CDA
Mutual Fund Report published by CDA Investment Technologies, Inc. (which
analyzes price, risk and various measures of return for the mutual fund
industry); the Consumer Price Index published by the U.S. Bureau of Labor
Statistics (which measures changes in the price of goods and services); Stocks,
Bonds, Bills and Inflation published by Ibbotson Associates (which provides
historical performance figures for stocks, government securities and inflation);
the Hambrecht & Quist Growth Stock Index; the NASDAQ OTC Composite Prime Return;
the Russell Midcap Index; the Russell 2000 Index; the ValueLine Composite; the
Wilshire 5000 Index; the Salomon Brothers World Bond Index (which measures the
total return in U.S. dollar terms of government bonds, Eurobonds and foreign
bonds of ten countries, with all such bonds having a minimum maturity of five
years); the Shearson Lehman Brothers Aggregate Bond Index or its component
indexes (the Aggregate Bond Index measures the performance of Treasury, U.S.
government agencies, mortgage and Yankee bonds); the S&P Bond indexes (which
measure yield and price of corporate, municipal and U.S. government bonds); the
J.P. Morgan Global Government Bond Index; IBC's Money Market Fund Report (which
provides industry averages of 7-day annualized and compounded yields of taxable,
tax-free and U.S. government money market funds); historical investment data
supplied by the research departments of Goldman Sachs, Lehman Brothers, First
Boston Corporation, Morgan Stanley (including EAFE), Salomon Brothers, Merrill
Lynch, Donaldson Lufkin and Jenrette or other providers of such data; the
FT-Actuaries Europe and Pacific Index; mutual fund performance indexes published
by Morningstar, Inc., Variable Annuity Research & Data Service, the Investment
Company Institute, the Investment Company Data, Inc., Media General Financial,
and Value Line Mutual Fund Survey; and financial industry analytical surveys,
such as Piper Universe.

Taxes

Each Fund will be subject to a nondeductible 4% excise tax on amounts not
distributed to shareholders on a timely basis. The Fund intends to make
sufficient distributions to avoid this 4% excise tax.

Other Information

Legal Matters
An opinion of counsel as to the legality of the shares of the Funds has been
given by Reid A. Evers.

Independent Auditors
Ernst & Young LLP, 515 S. Flower Street, Los Angeles, California 90071, performs
audits of the Funds' financial statements.

<PAGE>

Appendix A

Description of Corporate Bond Ratings

Moody's Investors Service, Inc. Aaa: Bonds with this rating are judged to be of
the best quality. They carry the smallest degree of investment risk. Interest
payments are protected by a large or exceptionally stable margin and principal
is secure.

Caa: Bonds with this rating are of poor standing. Such issues may be in default
or there may be present elements
of danger with respect to principal or interest.

Ca: Bonds with this rating represent obligations which are speculative to a high
degree. Such issues are often in
default or have other marked shortcomings.

C: Bonds with this rating are the lowest rated class of bonds. Issues so rated
can be regarded as having extremely poor prospects of ever attaining any real
investment standing.

Generally, investment-grade debt securities are those rated Baa3 or better by
Moody's.

Standard & Poor's Corporation AAA: This rating is the highest rating assigned by
Standard & Poor's. Capacity to pay interest and repay principal is very strong.

AA: This rating indicates a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only by a small degree.

C: This rating is reserved for income bonds on which no interest is being paid.

D: This rating indicates debt in default, and payment of interest and/or
repayment of principal are in arrears.

The ratings from "AA" to "B" may be modified by the addition of a plus or minus
sign to show relative standing within the major rating categories, for example A
or B+.

Generally, investment-grade debt securities are those rated BBB or better by
Standard & Poor's.

<PAGE>

Appendix B

Description of Fixed-Income Instruments

Corporate Debt Securities
Corporate debt securities are debt issued by a corporation that pays interest
and principal to the holders at specified times.

<PAGE>
2

Transamerica Premier Funds - Class A Shares and Class M Shares

Statement of Additional Information - June 30, 1998

Transamerica Premier Aggressive Growth Fund

The Fund seeks to maximize long-term growth by investing in common
stocks selected for high growth potential.

Transamerica Premier Small Company Fund
The Fund seeks to maximize long-term growth by investing in small
company stocks.
Transamerica Premier Equity Fund

The Fund seeks to maximize long-term growth by investing in premier
companies.

Transamerica Premier Value Fund

The Fund seeks to maximize capital appreciation by investing in
under-valued companies.

Transamerica Premier Index Fund The Fund seeks to track the performance of the
Standard & Poor's 500 Composite Stock Price Index, also known as the S&P 500
Index (the "Index"). Transamerica Premier Balanced Fund

The Fund seeks to maximize long-term growth and current income with a secondary
objective of principal preservation, by balancing its investments among stocks,
bonds, and cash. Transamerica Premier High Yield Bond Fund The Fund seeks to
achieve a high total return (income plus capital growth) by investing primarily
in debt instruments and convertible securities, with an emphasis on lower
quality securities. Transamerica Premier Bond Fund The Fund seeks to achieve a
high total return (income plus capital changes) consistent with preservation of
principal.

Transamerica Premier Cash Reserve Fund
This is a money market fund that seeks to maximize current income
consistent with liquidity and preservation of principal.

Contents

Appendix A:

Description of Corporate Bond Ratings 32
Appendix B:
Description of Fixed-Income Instruments 34

About the Prospectus

This Statement of Additional Information is not a prospectus. It should be read
in connection with the current Prospectus dated June 30, 1998. The Prospectus is
available without charge from your broker.

Terms used in the Prospectus are incorporated by reference in this Statement of
Additional Information.

No person has been authorized to give any information or to make any
representations other than those contained in this Statement of Additional
Information and the Prospectus dated June 30, 1998, as revised from time to
time, and if given or made, such information or representations may not be
relied upon as having been authorized by the Funds.

Investment Objectives and Policies

A Fund would purchase put and call options on securities indexes for the same
purposes as it would purchase options on individual securities.

Swap agreements are considered to be illiquid by the SEC staff and will be
subject to the limitations on illiquid
investments. See "Restricted and Illiquid Securities."

Foreign Securities

Foreign securities, other than ADRs, will be held in custody by State Street
London Limited, who will handle transactions with the transnational depositories
Euroclear and Cedel.

Investment Restrictions

12. Invest for Control
No Fund may invest in companies for the purposes of exercising control or
management.

14. Warrants
The Transamerica Premier Cash Reserve Fund may not invest in any form of
warrants.

Management of the Company

Carl R. Terzian Director Chairman of Carl Terzian
Carl Terzian Associates Associates (public relations).
12400 Wilshire Blvd, Suite 200
Los Angeles, CA 90025
Age 62

Nicki Bair President Senior Vice President, TOLIC &
Transamerica Center TALIAC since 1996. Formerly Vice
1150 S. Olive St. President, TOLIC & TALIAC.
Los Angeles, CA 90015
Age 42

Following is a table of the compensation expected to be paid to each director
during the current fiscal year.

As of February 28, 1998 the following shareholders owned 25% or more of the
indicated Funds:
<TABLE>
<CAPTION>

Transamerica Corporation Balanced Fund 42%
600 Montgomery St., San Francisco, CA 94111-2702
Transamerica Real Estate Tax Service Bond Fund 81%

1150 S. Olive St., Suite T-2700, Los Angeles, CA 90015

In addition, as of February 28, 1998 the following shareholders owned 5% or more
of the shares of the indicated equity Funds:
Transamerica Percent
Shareholder Premier Fund Owned
Charles Schwab & Company, Inc. Aggressive Growth Fund 10%
101 Montgomery St., San Francisco, CA 94104
Donaldson Lufkin & Jenrette Aggressive Growth Fund 8%
1 Pershing Plaza, 7th Floor, Jersey City, NJ 07399
Transamerica Occidental Life Insurance Co. Aggressive Growth Fund 7%
P.O. Box 512101, Los Angeles, CA 90051-0101
John A Kanellitsas & Randi S. Josel Aggressive Growth Fund 5%
1052 Oenoke Ridge Rd., New Canaan, CT 06840
Charles Schwab & Company, Inc. Small Company Fund 19%
101 Montgomery St., San Francisco, CA 94104
Transamerica Occidental Life Insurance Co. Small Company Fund 6%
P.O. Box 2101, Los Angeles, CA 90051-0101
National Financial Services Small Company Fund 6%
1 World Trade Ctr., 200 Liberty St., New York, NY 10048
Donaldson Lufkin & Jenrette Small Company Fund 5%
1 Pershing Plaza, 7th Floor, Jersey City, NJ 07399
Transamerica Corporation Equity Fund 10%
600 Montgomery St., San Francisco, CA 94111
Transamerica Occidental Life Insurance Co. Equity Fund 10%
P.O. Box 512101, Los Angeles, CA 90051-0101
Transamerica Occidental Life Insurance Co. Index Fund 12%
P.O. Box 512101, Los Angeles, CA 90051-0101
Transamerica Occidental Life Insurance Co. Balanced Fund 22%
P.O. Box 512101, Los Angeles, CA 90051-0101
Charles Schwab & Company, Inc. Balanced Fund 12%
101 Montgomery St., San Francisco, CA 94104
</TABLE>

Investment Advisory and Other Services

1995 $12,015 $12,015 $0
1996 $194,101 $134,162 $59,939
1997 $540,485 $28,198 $512,287

Index Fund

1995 $4,161 $4,161 $0
1996 $25,718 $25,718 $0
1997 $52,012 $244,224 $0

Balanced Fund

1995 $17,091 $17,091 $0
1996 $106,251 $98,079 $8,172
1997 $159,452 $49,663 $109,789
Bond Fund
1995 $15,656 $15,656 $0
1996 $72,032 $72,032 $0
1997 $79,524 $59,121 $20,403

Cash Reserve Fund
1995 $20,801 $20,801 $0
1996 $102,415 $102,415 $0
1997 $147,809 $308,778 $0
- --------------------------------------------------- ------------------- ------------------ -----------------
</TABLE>