THE BEAR STEARNS FUNDS

                          Supplement dated May 14, 2002
                                     to the
                         Prospectus dated August 1, 2001
                                     of the
                               Balanced Portfolio


On May 6, 2002, the Board of Trustees of The Bear Stearns Funds approved a
plan to terminate and liquidate the Balanced Portfolio (the "Portfolio").

The Portfolio has been unable to reach an asset level that would enable it to
achieve economies of scale.  In addition, Bear Stearns Asset Management Inc.,
the Portfolio's investment adviser, informed the Board of Trustees that it
would be unable to continue to subsidize the Portfolio's operations.  Under
these circumstances, the Board of Trustees concluded that it would be in the
best interests of shareholders to liquidate the Portfolio.

On or about June 30, 2002 (the "Liquidation Date"), the Portfolio will
liquidate its assets and distribute cash pro rata to all remaining
shareholders who have not previously redeemed or exchanged all of their
shares.  Sales of shares of the Portfolio have been suspended.

As an accommodation to shareholders, the Portfolio will automatically
exchange your shares on the Liquidation Date into the Bear Stearns Money
Market Fund, unless you instruct us otherwise.

If you own your shares in a tax deferred account, such as an Individual
Retirement Account, 401(k), 403(b) or profit sharing account, your account
will continue to be tax-deferred.  If you plan to request a distribution
before or after the Liquidation Date, we suggest that you consult your tax
adviser to determine the tax consequences, if any.

The Portfolio will not pay a regular quarterly dividend in June.

The Portfolio may begin to sell its securities and convert them to cash in
anticipation of the liquidation.  To the extent it sells its securities for
this purpose, the Portfolio will not be pursuing its stated investment
objective.

If you have any questions, please call us at 800-766-4111.


                                                                    BSF-S-010-11