OLSTEIN FUNDS
497, 1998-10-06
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                    Supplement Dated October 6, 1998 to the
        Statement of Additional Information dated January 1, 1998 for

                      THE OLSTEIN FINANCIAL ALERT FUND

The following  information  amends and  supplements the information set forth in
the  Statement of  Additional  Information (SAI) dated  January 1, 1998 for The
Olstein Financial Alert Fund:

Page 4 of the SAI is amended to include the following information:

   Swap Agreements
   ---------------
   The Fund may also enter into  equity  swap  agreements  for the purpose of
   attempting  to  obtain a desired  return or  exposure  to  certain  equity
   securities or equity indices in an expedited  manner or at a lower cost to
   the Fund than if the Fund had invested  directly in such securities.  Such
   techniques may indirectly enable the Fund to better manage the Fund's
   ability to  experience  taxable gains or losses  in an  effort  to
   maximize  the  after-tax  returns  for shareholders.

   Swap  agreements  are  two  party  contracts  entered  into  primarily  by
   institutional  investors for periods ranging from a few weeks to more than
   one year.  In a standard swap  transaction,  two parties agree to exchange
   the returns (or  differentials in return) earned or realized on particular
   predetermined  investments  or  instruments.   The  gross  returns  to  be
   exchanged or "swapped"  between the parties are generally  calculated with
   respect to a "notional  amount," i.e., the return on, or increase in value
   of a  particular  dollar  amount  invested  in a  "basket"  of  particular
   securities or securities  representing a particular  index.  Forms of swap
   agreements  include  equity or index caps,  under  which,  in return for a
   premium,  one party agrees to make payment to the other to the extent that
   the return on securities  exceeds a specified  rate,  or "cap";  equity or
   index floors,  under which,  in return for a premium,  one party agrees to
   make  payments  to the other to the extent  that the return on  securities
   fall below a specified  level,  or "floor";  and equity or index  collars,
   under which a party sells a cap and  purchases a floor or vice versa in an
   attempt to protect itself  against  movements  exceeding  given minimum or
   maximum  levels.  Parties may also enter into  bilateral  swap  agreements
   which  obligate one party to pay the amount of any net  appreciation  in a
   basket or index of securities  while the  counterparty is obligated to pay
   the amount of any net depreciation.

        The "notional amount" of the swap  agreement is only a fictive basis
   on  which  to  calculate  the  obligations  which  the  parties  to a swap
   agreement have agreed to exchange.  Most swap  agreements  entered into by
   the Fund would  calculate the  obligations of the parties to the agreement
   on a "net basis." Consequently, the Fund's current obligations (or rights)
   under a swap  agreement  will generally be equal only to the net amount to
   be paid or received  under the agreement  based on the relative  values of
   the positions held by each party to the agreement (the "net amount").  The
   Fund's  current  obligations  under a swap agreement will be accrued daily
   (offset  against  amounts owed to the Fund) and any accrued but unpaid net
   amounts owed to a swap  counterparty will be covered by the maintenance of
   a  segregated  account  consisting  of liquid  assets  such as cash,  U.S.
   Government  securities,  or high  grade  debt  obligations,  to avoid  any
   potential leveraging of the Fund's portfolio. The Fund will not enter into
   a swap  agreement  with any single  party if the net amount  owed or to be
   received under  existing  contracts with that party would exceed 5% of the
   Fund's assets.

        Whether  the  Fund's use of swap  agreements  will be  successful  in
   furthering its investment  objective will depend on the Adviser's  ability
   to predict  correctly  whether  certain types of investments are likely to
   produce greater returns than other investments. Because they are two-party
   contracts and because they may have terms of greater than seven days, swap
   agreements may be considered to be illiquid.  Moreover, the Fund bears the
   risk of loss of the amount  expected to be received under a swap agreement
   in  the  event  of  the  default  or  bankruptcy   of  a  swap   agreement
   counterparty.  The  Adviser  will  cause  the  Fund  to  enter  into  swap
   agreements   only  with   counterparties   that  would  be  eligible   for
   consideration  as  repurchase  agreement  counterparties  under the Fund's
   repurchase agreement guidelines.  Certain restrictions imposed on the Fund
   by the  Internal  Revenue  Code may limit the  Fund's  ability to use swap
   agreements.  The swaps  market is a  relatively  new market and is largely
   unregulated.  It is  possible  that  developments  in  the  swaps  market,
   including  potential  government  regulation,  could adversely  affect the
   Fund's ability to terminate existing swap agreements or to realize amounts
   to be received under such agreements.

    




            
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