Prospectus

Pacific Capital Growth Funds Ltd
Your international investment portfolio
Prospectus number 4

Prospectus dated and delivered for registration on January 27th 2000
(Refer to Page 15, section 5, Material Contracts)

It should be noted that circulation and distribution of this Prospectus in certain countries is restricted by law. This Prospectus does not constitute an offer or solicitation to anyone in any jurisdiction in which such an offer or solicitation is not authorized, or to any person to whom it is unlawful to make such an offer or solicitation. Any person who comes into possession of this Prospectus is required by Pacific Capital Growth Funds Limited to inform themselves, and comply with, any restrictions placed by local law.

World Class Fund Management

"Mutual" Funds came into being over 80 years ago in the United States. They survived the 1929 Wall Street crash and the thirties depression before going on to achieve excellent results for the many thousands of investors in them. There are now over 9,000 of these funds in the USA alone, which is surely a measure of their success and appeal.

During the 1980's, many countries lifted long standing Exchange Control Regulations, allowing the free movement of investment funds into other currencies and countries. Since then, many investors around the world have recognized the advantages to them and now invest in a range of international investment products.

With the development of the global market place investors are finding many reasons for investing in other countries. This is the only practical way for investors to participate in companies offering the widest possible range of goods and services. Just as no one wants to invest only in one company, they also want to spread their risk by investing in other countries and currencies. With the launch of this prospectus many more people have the opportunity to spread their investments in a range of funds managed by one of the world's top fund managers, under the umbrella of one company - Pacific Capital Growth Funds Limited.

For the cash management and managed currency funds, investors' monies are pooled and placed on interest bearing bank deposits, bank bills, or in liquid bonds with international financial institutions. This ensures a high degree of protection against loss of the underlying assets and given the availability of cash, a return which is generally greater than would be available to individual investors - safety first, return second. Our other funds are dealt with in accordance with each fund's Policy detailed on the following pages. None of the funds are authorized to borrow, or in any way pledge the underlying assets of the funds.

Fund net income is re-invested rather than distributed. That is, it is capitalized and converted to capital growth.

Why Invest in Overseas Currencies?
Investment advisers generally recommend that at least 10% and up to 50% of a portfolio should be invested overseas. There are four main reasons for this:

To allow the best spread of investment risk, beyond local alternatives;
To take advantage of the many opportunities which present themselves overseas;
As a hedge against adverse movements in the value of the investor's base currency;
To obtain free movement of money offshore when exchange controls are reintroduced. These arguments have proven themselves time and again.

Success achieved to date

The success of our fund management can be gauged by examining independent research. Lipper - a Reuters Company, awards Performance Achievement Certificates to funds that rank first in their category over one, two, five or ten year time periods. Lipper says, "Most funds never win a performance Achievement Certificate. Winning a Lipper Performance Achievement Certificate is an accomplishment for which you can feel justifiably proud. Your investors should likewise feel proud to be associated with a performance leader." We won eight of these awards for our performance in 1998, (the most recent year available when this prospectus was issued) which continued earlier good performance. A sample award shown:

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Profit Potential

Each Fund's investment strategy is aimed at securing the best return available, while providing liquidity, commensurate with a high level of security. The results achieved will be dependent upon the success of the Fund Manager in implementing this policy, together with the economic conditions and prevailing returns available in the currency of investment. 3