SCHEDULE 14A INFORMATION
                Proxy Statement Pursuant to Section 14(a) of the
                         Securities Exchange Act of 1934

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:
[X]  Preliminary Proxy Statement             [ ]  Confidential, For Use of the
[ ]  Definitive Proxy Statement                   Commission Only (as permitted
[ ]  Definitive Additional Materials              by Rule 14a-6(e)(2))
[ ]  Soliciting Material Pursuant to
     Rule 14a-11(c) or Rule 14a-12

                              THE MONTGOMERY FUNDS
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                (Name of Registrant as Specified In Its Charter)

- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):
[X]  No fee required.
[ ]  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

1)   Title of each class of securities to which transaction applies:

- --------------------------------------------------------------------------------
2)   Aggregate number of securities to which transaction applies:

- --------------------------------------------------------------------------------
3)   Per unit price or other underlying value of transaction  computed  pursuant
     to Exchange  Act Rule 0-11 (set forth the amount on which the filing fee is
     calculated and state how it was determined):

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4)   Proposed maximum aggregate value of transaction:

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5)   Total fee paid:

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[ ] Fee paid previously with preliminary materials:

[ ] Check box if any part of the fee is offset as provided  by  Exchange  Act
    Rule  0-11(a)(2)  and identify the filing for which the  offsetting fee was
    paid  previously.  Identify the previous filing by  registration  statement
    number, or the form or schedule and the date of its filing.

    1)   Amount previously paid:

    2)   Form, Schedule or Registration Statement No.: Schedule 14A; 33-34841;
         811-6011

    3)   Filing Party: Registrant

    4)   Date Filed: January 14, 2000


                              THE MONTGOMERY FUNDS
                              101 California Street
                         San Francisco, California 94111
                              (800) 572-FUND [3863]

                          Notice dated January 29, 2000

                            Montgomery Select 50 Fund


Notice of Special Meeting of Shareholders

     A Special  Meeting of  Shareholders  of the Montgomery  Select 50 Fund (the
"Fund") will be held at the offices of The Montgomery  Funds (the "Trust"),  101
California Street,  35th Floor, San Francisco,  California 94111 on February 29,
2000 at 10:00 a.m. (local time) for the following purposes:

1.   To approve a change in the investment objective of the Montgomery Select 50
     Fund,  which now seeks  long-term  capital  appreciation  by investing in a
     portfolio  of  50  securities   with  equal  weighting  in  five  different
     investment  disciplines to instead seek long-term  capital  appreciation by
     investing in a  concentrated  portfolio of 20 to 30, but not fewer than 20,
     securities of companies  located  throughout the world,  including those in
     developing international markets and the United States.

2.   To approve a change of the Fund's  sub-classification  under the Investment
     Company Act of 1940, as amended, from a diversified investment company to a
     non-diversified  investment  company,  and approve the  elimination  of the
     Fund's corresponding investment restriction regarding diversification.

3.   To transact such other business as may properly come before the Meeting, or
     any adjournments thereto.

     Shareholders  of record at the close of business  on December  31, 1999 are
entitled to notice of, and to vote at, the Meeting.  The Fund is a series of The
Montgomery Funds, a Massachusetts business trust.


/s/   Dulce Daclison
- -----------------------------------
Dulce Daclison, Assistant Secretary
The Montgomery Funds

                                       1


                              THE MONTGOMERY FUNDS

                                 Proxy Statement
                      For a Special Meeting of Shareholders
                         To Be Held on February 29, 2000

                            Montgomery Select 50 Fund


Introduction

     This proxy statement is solicited by the Board of Trustees (the "Board") of
The  Montgomery  Funds  (the  "Trust")  for  voting at the  special  meeting  of
shareholders  of the  Montgomery  Select 50 Fund (the  "Fund"),  a series of the
Trust,  to be held at 10:00 a.m.  (local  time) on  February  29,  2000,  at 101
California Street,  35th Floor, San Francisco,  California 94111, and at any and
all  adjournments  thereof  (the  "Meeting"),  for the purposes set forth in the
accompanying Notice of Special Meeting of Shareholders. This proxy statement was
first mailed to shareholders on or about January 29, 2000.

     Each share of the Fund is entitled to one vote on each Proposal and on each
other matter that it is entitled to vote upon at the  Meeting.  Each valid proxy
that we receive will be voted in accordance with your  instructions,  and as the
persons named in the proxy  determine on such other  business as may come before
the Meeting.  If no  instructions  are given on an executed  proxy that has been
returned  to us,  that proxy will be voted FOR  Proposal 1 and FOR  Proposal  2.
Shareholders  who  execute  proxies  may revoke them at any time before they are
voted, either by writing to the Trust or by voting in person at the Meeting.

     The presence in person or by proxy of shareholders  entitled to cast 40% of
the votes  eligible to be cast at the  Shareholder  Meeting  will  constitute  a
quorum for the conduct of business.  When a quorum is present,  approval of each
Proposal  will  require  the  affirmative  vote of the  lesser of (i) 67% of the
shares  represented at the Meeting if more than 50% of the outstanding shares is
represented, or (ii) shares representing more than 50% of the Fund's outstanding
shares. The Shareholder Meeting may be adjourned from time to time by a majority
of the votes properly  voting on the question of adjourning a meeting to another
date and time,  whether or not a quorum is present,  and the meeting may be held
as  adjourned  within a  reasonable  time  after  the date set for the  original
meeting without  further notice.  The persons named in the proxy will vote those
shares that they are entitled to vote in favor of  adjournment if adjournment is
necessary to obtain a quorum or to obtain a favorable  vote on any proposal.  If
the  adjournment  requires  setting a new record date or the  adjournment is for
more than 60 days from the date set for the original  meeting (in which case the
Board of Trustees will set a new record date), the Trust will give notice of the
adjourned meeting to the  shareholders.  Business may be conducted once a quorum
is present and may continue until adjournment of the meeting.

     Proxies may be voted by mail or electronically by internet or telephone. If
voted electronically, the Fund or its agent will use reasonable procedures (such
as requiring an  identification  number) to verify the  authenticity of the vote
cast.  Each  shareholder  who  casts an  electronic  vote  also  will be able to
validate that his or her vote was received correctly.

                                       2

     All proxies voted,  including  abstentions and broker  non-votes (where the
underlying  holder  has not voted  and the  broker  does not have  discretionary
authority to vote the shares),  will be counted  toward  establishing  a quorum.
Approval of each Proposal will occur only if a sufficient number of votes at the
Meeting are cast for that  proposal.  Abstentions do not constitute a vote "for"
and effectively result in a vote "against." However,  while broker non-votes are
considered  "present,"  they are  disregarded in  calculating  the percentage of
votes  cast in favor of or  against  a  Proposal  by  those  "voting  securities
present" when the voting  requirement  is based on achieving a percentage of the
voting securities  present in person or by proxy at the Meeting.  In the case of
the  Proposals,  which must be passed by the required  percentage of outstanding
shares, broker non-votes and abstentions effectively count as a vote against the
Proposals.

The Board of Trustees of The Montgomery  Funds recommends that you vote in favor
of each Proposal.

     The  Board of  Trustees  of The  Montgomery  Funds  has  fixed the close of
business  on  December  31,  1999 as the  record  date (the  "Record  Date") for
determining  holders of the Fund's  shares  entitled to notice of and to vote at
the Meeting.  Each shareholder will be entitled to one vote for each share held.
At the  close  of  business  on the  Record  Date,  the  following  shares  were
outstanding:

Fund                                        Total Fund Shares Outstanding
- ----                                        -----------------------------

Montgomery Select 50 Fund                             5,786,199

     The  holders  of 5% or more of the  outstanding  shares  of the Fund on the
Record Date are listed on Exhibit A to this Proxy  Statement.  The  officers and
Trustees of The Montgomery  Funds, as a group,  owned of record and beneficially
less than one percent of the outstanding voting securities of the Fund as of the
Record Date.

A. BACKGROUND TO THE PROPOSALS

     The Fund currently invests in five different investment  disciplines,  with
each portfolio management team from the Montgomery Growth, U.S. Emerging Growth,
Equity  Income,  International  Growth and Emerging  Markets Funds  selecting 10
stocks that they believe may offer the greatest capital  appreciation  potential
from their respective areas of expertise.  Effective immediately after the close
of business on February 29, 2000,  subject to shareholder  approval before then,
the  Montgomery  Equity  Income  Fund is  expected  to be  reorganized  into the
Montgomery Balanced Fund by becoming an underlying fund. Therefore,  U.S. equity
income will no longer be among the investment  disciplines that the Fund invests
in.

     Montgomery Asset Management, LLC (the "Manager"), the investment adviser to
the Fund,  believes that the  reorganization of the Equity Income Fund creates a
unique  opportunity  for the  Manager to change  further  the Fund's  investment
approach  from one that  invests  in a  portfolio  of 50  securities  with equal
weighting  in five  different  investment  disciplines  to one that invests in a
concentrated portfolio of 20 to 30, but not fewer than 20, securities worldwide.

                                       3

     The Manager has advised the Board of Trustees  that the proposed  change in
the Fund's  investment  approach would be in the best interests of  shareholders
because this  investment  approach would provide the Manager with the ability to
maximize  potential  returns by  investing  a greater  percentage  of the Fund's
assets in fewer stocks whose investment potentials are believed to be especially
attractive.

     In  connection  with that  proposed  change,  the  Manager  is also  asking
shareholders'  approval  to  change  the  sub-classification  of the Fund from a
diversified  mutual  fund  to a  non-diversified  mutual  fund  so  that  it can
concentrate  the Fund's  investments  in fewer  stocks.  Because  Proposal 1 and
Proposal 2 are  interrelated,  the Board of Trustees has determined that neither
Proposal  should be implemented  (even if approved by Fund  shareholders)  until
such time as both Proposals have been approved by shareholders.


     The Fund's current  fundamental  investment  objective is to seek long-term
capital  appreciation  by investing in a portfolio of 50  securities  with equal
weighting in five different  investment  disciplines.  In addition,  the Fund is
currently a  diversified  mutual fund,  which means,  with respect to 75% of its
total assets,  it cannot invest in the  securities of any one issuer (other than
the U.S. Government and its agencies and instrumentalities) if immediately after
and as a result of such  investment more than 5% of the total assets of the Fund
would be invested in such issuer.  Under the Investment  Company Act of 1940, as
amended   (the  "1940  Act"),   neither  the   investment   objective   nor  the
diversification  status can be changed  without  approval of a "majority" of the
outstanding shares within the meaning of the 1940 Act.  Therefore,  in order for
the Manager and the Trust to implement the proposed  changes  further  described
below, shareholders must approve both proposals.

B. PROPOSAL 1:

     Proposal  1 is to  approve  a change  in the  investment  objective  of the
Montgomery  Select 50 Fund,  which now seeks long-term  capital  appreciation by
investing in a portfolio of 50 securities with equal weighting in five different
investment  disciplines,  to instead  seek  long-term  capital  appreciation  by
investing  in a  concentrated  portfolio  of 20 to 30,  but not  fewer  than 20,
securities.

     This change in investment  objective and approach  will be  accompanied  by
several changes in the Fund's principal investment strategies.  The Manager will
allocate  the  Fund's  assets  among  investments   selected  by  the  Manager's
International  and Global Equity Team and the Manager's U.S. Growth Equity Team.
The  International  and Global Equity Team may buy securities of companies based
anywhere in the world including emerging markets and the United States. The U.S.
Growth Equity Team may buy securities  with any market  capitalization  (ranging
from  small  capitalization  stocks  to   mid-capitalization   stocks  to  large
capitalization stocks) in the U.S. No more than 40% of the Fund's assets, or two
times the Fund's benchmark weight,  whichever is greater, may be invested in any
one country. Investments in companies based in the United States are not subject
to that limit.  Additionally,  the Fund may  concentrate  up to 35% of its total
assets in the stocks of communications companies worldwide,  including companies
involved in telecommunications,  broadcasting,  publishing, computer systems and
the Internet, among other industries.

                                       4

     The current benchmarks of the Fund are the S&P 500 Index and the MSCI World
Index.  In connection  with the change in the Fund's  investment  approach,  the
Fund's performance will be measured only against the MSCI World Index, which the
Manager believes better represents the types of securities in which the Fund may
invest, and the name of the Fund will be changed to "Montgomery Global 20."

     Before  shareholders vote on the proposal,  however,  you should understand
these changes result in additional risks for your investment.  For example, even
though the Fund  currently  invests a portion of its assets in emerging  markets
and,  therefore,  is already exposed to the types of risks generally  associated
with investing in those markets, the Manager,  under Proposal 1, could invest up
to 40% of the Fund's assets or two times the Fund's benchmark weight,  whichever
is greater,  in any one  emerging  markets  country.  This  concentration  would
significantly magnify the Fund's exposure to those risks. Additionally,  because
the Fund may concentrate its investments in the global communications  industry,
its share value may be more volatile than that of more  diversified  funds,  and
may reflect trends in the global communications  industry,  which may be subject
to greater  changes in  governmental  policies  and  regulation  than many other
industries.

C. PROPOSAL 2:

     Proposal 2 is to approve a change of the  Fund's  sub-classification  under
the  1940  Act  from  a  diversified  investment  company  to a  non-diversified
investment company,  and to approve the elimination of the Fund's  corresponding
investment restriction regarding diversification.

     The Fund is currently a diversified  mutual fund. This means,  with respect
to 75% of the Fund's total  assets,  it may not invest in the  securities of any
issuer (other than the U.S.  Government and its agencies and  instrumentalities)
if  immediately  after  and as a result of that  investment  more than 5% of the
total assets of the Fund would be invested in such issuer.  The remaining 25% of
the  Fund's  total  assets  may  be  invested  without  being  subject  to  that
restriction.  The Manager has proposed,  and the Board has approved, a change in
the  Fund's   sub-classification  under  Section  5(b)  of  the  1940  Act  from
"diversified" to "non-diversified"  status and the elimination of the investment
restriction  described above. The Fund,  however,  intends to continue to comply
with the  diversification and other requirements of the Internal Revenue Code of
1986,  as amended (the  "Code"),  that are  applicable  to regulated  investment
companies  like the Fund so that it will not be subject to U.S.  federal  income
taxes on its net investment income.

     The  Manager  believes  that  the  requirements  under  the  1940  Act  for
diversified funds may, at times,  negatively affect the Fund's ability to invest
as high of a portion of the Fund's assets in suitable  securities believed to be
attractive  investments.  The  Manager  believes  the change to  non-diversified
investment  status would give the Fund the additional  flexibility  necessary to
invest its assets given the proposed change in the Fund's investment  objective.
Accordingly,  the Manager asks that shareholders  approve the change of the Fund
from a diversified to a non-diversified fund.

     Although the Fund would  remain  subject to the  diversification  standards
imposed by the Code, a change in the Fund's  classification to a non-diversified
investment company would permit the Fund to concentrate its investments in fewer
issuers  than is  presently  the case.  While

                                       5

greater  concentration  may prove  beneficial when the issuers in which the Fund
invests prove to be good  investments,  greater  concentration  in fewer issuers
will also magnify negative performance by any one position. Furthermore, because
the Fund would be able to invest a relatively higher percentage of its assets in
the stocks of a limited  number of issuers,  it may be more  susceptible  to any
single  economic,  political  or  regulatory  event  than it  currently  is as a
diversified  fund.  You should  consider  the  greater  risk of  investing  in a
non-diversified fund compared to more diversified mutual funds.

D. EVALUATION BY THE BOARD OF TRUSTEES

     The Board of Trustees of the Trust met on November 16, 1999 to evaluate the
two  Proposals.  After  careful  consideration,  the Board  decided  to  approve
Proposals and authorized  that both Proposals be submitted to  shareholders  for
their approval. In approving the two Proposals,  the Board determined,  in their
exercise of their business  judgment and in light of their  fiduciary  duties as
Trustees, that the Proposals would be beneficial to shareholders.


     Among the Board's  considerations in deciding to approve the Proposals were
the following:

[ ]  U.S. equity income will no longer be an investment  discipline in which the
     Fund may invest.

[ ]  The  revised   investment   objective  better   complements  the  Manager's
     experience  in  global   investing   and   preferred   style  of  designing
     concentrated portfolios.

[ ]  The absence of any fee increase or other adverse  change in the  management
     of the Fund.

[ ]  The Manager will absorb the costs of the proposed  changes,  including  the
     preparation and distribution of proxy materials.

The Board of Trustees  unanimously  recommends that shareholders vote "FOR" each
of Proposal 1 and Proposal 2.

E. OTHER MATTERS TO COME BEFORE THE MEETING

     The Trust  knows of no other  matters  that are to be  brought  before  the
Meeting. However, if any other matters not now known or determined properly come
before the Meeting,  it is the  intention  of the persons  named in the enclosed
form of Proxy to vote such Proxy in accordance  with their best judgment on such
matters.

F. SHAREHOLDER PROPOSALS

     The Meeting is a special meeting of shareholders.  The Fund is not required
to, nor does it intend to, hold regular meetings of its shareholders.  If such a
meeting  is  called,  any  shareholder  who  wishes  to  submit a  proposal  for
consideration at the meeting should submit the proposal promptly to the Trust.

                                       6

G. OTHER INFORMATION

     You can find  more  information  about  The  Montgomery  Funds'  investment
policies in the Prospectus and Statement of Additional  Information (SAI), which
are available free of charge.

     To request a free copy of the  Prospectus or SAI, call us at (800) 572-FUND
[3863]. You can review and copy further  information about The Montgomery Funds,
including the  Prospectus or SAI, at the  Securities  and Exchange  Commission's
(SEC's) Public Reference Room in Washington,  D.C. To obtain  information on the
operation of the Public  Reference Room please call (202) 942-8090.  Reports and
other information about The Montgomery Funds are available at the SEC's Web site
at www.sec.gov. You can also obtain copies of this information,  upon payment of
a  duplicating  fee,  by  writing  the  Public  Reference  Section  of the  SEC,
Washington, D.C., 20549-6009 or by e-mailing the SEC at publicinfo@sec.gov.

     You can find further  information  about The Montgomery Funds in our annual
and  semiannual  shareholder  reports,  which discuss the market  conditions and
investment strategies that significantly  affected the Fund's performance during
its most recent  fiscal  period.  To request a copy of the most recent annual or
semiannual report, please call us at (800) 572-FUND [3863].

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Please complete,  sign and return this proxy promptly. No postage is required if
mailed in the United States. You also may vote by Internet at  www.proxyvote.com
(just follow the simple  instructions  once you have logged in) and by telephone
by calling (800) 609-6903).
- --------------------------------------------------------------------------------

By order of the Board of Trustees,

/s/ Dulce Daclison
- -----------------------------------
Dulce Daclison, Assistant Secretary
The Montgomery Funds

                                       7

                                    EXHIBIT A

LIST OF FIVE PERCENT SHAREHOLDERS

     As of December 31, 1999,  the following  persons owned of record 5% or more
of the shares of the Fund:



                                                                    Percentage
Name                                                Shares           Ownership
- ----                                                ------           ---------

Charles Schwab & Co., Inc.                        1,582,786             27.35%
101 Montgomery Street
San Francisco, California 94104-4122

National Financial Services Corp.                   417,907              7.74%
For the Exclusive Benefit of Our Customers
Attn Mutual Funds
P.O. Box 3730
Church Street Station
New York, New York 10008-1730

                                       8

                                  FORM OF PROXY

[Shareholder Name]
[Title (if applicable)]
[Address]
[Address]
[Fund Name]
[Shares Held]

                              THE MONTGOMERY FUNDS
                         SPECIAL MEETING OF SHAREHOLDERS
                            MONTGOMERY SELECT 50 FUND

                                February 29, 2000

SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF
THE MONTGOMRY FUNDS

     The undersigned hereby appoints Johanne Castro and Dulce Daclison, and each
of them,  as  proxies  of the  undersigned,  each  with the  power to  appoint a
substitute,  for the Special Meeting of Shareholders of the Montgomery Select 50
Fund (the "Fund"),  a separate  series of The  Montgomery  Funds,  to be held on
February  29,  1999,  at 101  California  Street,  35th  Floor,  San  Francisco,
California  94111, and at any and all adjournments  thereof (the "Meeting"),  to
vote, as designated  below,  all shares of the Fund,  held by the undersigned at
the close of business on  December  31,  1999.  Capitalized  terms used  without
definition have the meanings given to them in the accompanying Proxy Statement.

     A signed proxy will be voted in favor of the Proposals  listed below unless
you have specified otherwise.  Please sign, date and return this proxy promptly.
You may vote only if you held  shares in the Fund at the  close of  business  on
December  31,  1999.  Your  signature  authorizes  the  proxies to vote in their
discretion  on such other  business  as may  properly  come  before the  Meeting
including,  without  limitation,  all  matters  incident  to the  conduct of the
Meeting.

Please vote by filling in the boxes below.

     Proposal  1:  To  approve  a  change  in the  investment  objective  of the
Montgomery  Select 50 Fund,  which now seeks long-term  capital  appreciation by
investing in a portfolio of 50 securities with equal weighting in five different
investment  disciplines  to  instead  seek  long-term  capital  appreciation  by
investing  in a  concentrated  portfolio  of 20 to 30,  but not  fewer  than 20,
securities.

FOR [ ]          AGAINST [ ]          ABSTAIN [ ]

                                       9


     Proposal 2: To approve a change of the Fund's  sub-classification under the
Investment  Company  Act of 1940,  as  amended,  from a  diversified  investment
company to a non-diversified  investment company, and approve the elimination of
the Fund's corresponding investment restriction regarding diversification.

FOR [ ]          AGAINST [ ]          ABSTAIN [ ]



Dated: ________________________________________________________________, 2000
       [Shareholder Name]


Dated: ________________________________________________________________, 2000
       [Signature(s) (if held jointly)]

     Please sign exactly as the name or names appear on your shareholder account
statement.  When  signing  as  attorney,   trustee,   executor,   administrator,
custodian, guardian or corporate officer, please give your full title. If shares
are held jointly, each shareholder should sign.

- --------------------------------------------------------------------------------
Please complete,  sign and return this proxy promptly. No postage is required if
mailed in the United States. You also may vote by internet at  www.proxyvote.com
(just follow the simple  instructions  once you have logged in) and by telephone
by calling (800) 609-6903).
- --------------------------------------------------------------------------------

                                       10