<PAGE>
DLJ WINTHROP FUNDS
Supplement Dated February 24, 1999 to Prospectus Dated February 23, 1999
Please be advised that the DLJ Winthrop High Income Fund (the "Fund")
has not yet begun investment operations and its shares are currently not being
offered. The Adviser anticipates commencing investment operations on or about
March 8, 1999. If you attempt to subscribe for shares in the Fund prior to the
commencement of investment operations, your subscription amounts will be
returned to you. For additional information related to the Fund or questions
related to buying the Fund's shares, please call DLJ Winthrop's shareholder
servicing representatives at 1-800-225-8011, option #2, or contact your
securities dealer representative.
