Affiliated Managers Group Affiliate To Acquire Mutual Funds.

Business Editors

BOSTON--(BUSINESS WIRE)--May 23, 2000

The Managers Funds LLC To Acquire Three Funds Managed by Smith

Breeden Associates

Affiliated Managers Group, Inc. (NYSE: AMG), an asset management holding company, announced today the signing of a definitive agreement among AMG, The Managers Funds LLC ("Managers"), and Smith Breeden Associates, Inc. ("Smith Breeden") for Managers to acquire the retail business of Smith Breeden. The Smith Breeden retail business consists of three no-load mutual funds (totaling $242.6 million in assets under management) for which Managers will serve as investment manager. The acquisition will expand the total number of equity and fixed income mutual funds offered by Managers to 14 from 11.

Managers, an Affiliate of AMG, will advise Smith Breeden's U.S. Equity Market Plus (SBEPX), Short Duration U.S. Government (SBSHX), and Intermediate Duration U.S. Government (SBIDX) Funds. Using a proprietary selection process, Managers searches for and selects independent investment managers to serve as sub-advisors of its no-load mutual funds; once chosen, the sub-advisors are subject to ongoing monitoring by Managers' research team. Managers will retain Smith Breeden, an $8.4 billion investment manager based in Chapel Hill, North Carolina, as a sub-advisor to each of the three funds after the transaction. The transaction will have no effect on Smith Breeden's institutional business.

AMG sourced, financed and structured the arrangement with Smith Breeden. William J. Nutt, Chairman and CEO of AMG, stated, "We are very pleased to help Managers further expand its product line with three high quality mutual funds, each with a 4 star Morningstar rating." Mr. Nutt added, "With approximately $3.2 billion in total assets under management, Managers has nearly doubled since our acquisition in April 1999, and we believe adding these funds sub-advised by Smith Breeden will help Managers continue this success."

"This is another example of what AMG seeks to achieve through our Affiliate Development initiatives: To enhance the existing operations at our current Affiliates and help them continue growing their businesses," said Nathaniel Dalton, Senior Vice President, Affiliate Development of AMG. "We intend to use the expertise and scale of the holding company to benefit our Affiliates, and to help our Affiliates further leverage their existing infrastructure."

"Our affiliation with AMG has been very beneficial in growing our business through means consistent with our company philosophy and culture," said Peter M. Lebovitz, President of Managers. "Smith Breeden is an excellent investment manager with an impressive track record, and we are particularly excited to add their unique index-plus expertise to our fund offerings, while continuing to employ our select sub-advisor strategy."

Based in Norwalk, Connecticut, Managers is the advisor to The Managers Funds family, which consists of ten no-load mutual funds that are managed by one or more independent investment advisors selected and monitored by Managers. Managers is also the advisor to the Managers AMG Funds, a fund family whose sub-advisors are AMG's Affiliates. The mutual funds advised by Managers are distributed to retail and institutional clients directly and through intermediaries including independent investment advisors, 401(k) plan sponsors and alliances, broker-dealers, major fund marketplaces, and bank trust departments.

AMG addresses the succession and transition issues facing the principals of growing mid-sized investment management firms. The Company's strategy is to generate growth through investments in new Affiliates, as well as through the internal growth of its existing Affiliates. AMG's innovative transaction structure allows individual members of each Affiliate's management to retain or receive significant direct ownership in their firm while maintaining operating autonomy. In addition, AMG provides centralized assistance to its Affiliates in strategic matters, marketing, distribution, product development, and operations. To date, AMG has made investments in 15 Affiliates which collectively managed over $90 billion in assets at March 31, 2000.

Certain matters discussed in this press release, which are prefaced with words or phrases such as "view," "will," "intend," "plan" or similar words or phrases may constitute forward-looking statements within the meaning of the federal securities laws. Actual results and the timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including changes in the securities or financial markets or in general economic conditions, the availability of equity and debt financing, competition for acquisitions of interests in investment management firms, fulfillment of the conditions to the closing of pending investments, and other risks detailed from time to time in AMG's filings with the Securities and Exchange Commission. Reference is hereby made to the "Cautionary Statements" set forth in the Company's Form 10-K for the year ended December 31, 1999.

Morningstar proprietary ratings reflect historical risk-adjusted performance as of 04/30/00. Past performance is no guarantee of future results. Ratings may change monthly and are calculated from the fund's 3-, 5-, and 10-year average annual returns in excess of 90-day Treasury bill returns with appropriate fee adjustments and a risk factor that reflects fund performance below 90-day Treasury bill returns. The top 10 percent of funds in a broad asset class receive 5 stars; the next 22.5% of funds in such asset class receive 4 stars. Morningstar rated the U.S. Equity Market Plus(R) Fund 4 stars for the Overall, 3 stars for the 3-year period and 4 stars for the 5-year period ending 04/30/00 out of 3,606; 3,606; and 2,294 domestic equity funds, respectively. The Short Duration U.S. Government Fund received a 4 star rating for the Overall, 3-year period and 5-year period ending 04/30/00 out of 1,696; 1,696; and 1,292 taxable bond funds, respectively. The Intermediate Duration U.S. Government Fund received a 4 star rating for the Overall, 3-year period, and 5-year period ending 04/30/00 out of 1,696; 1,696; and 1,292 taxable bond funds, respectively.

For more complete information concerning the Smith Breeden Mutual Funds, including fees and expenses, please contact Smith Breeden Associates, Inc. at [phone] or visit the web site at www.smithbreeden.com for a prospectus. Please read the prospectus carefully before investing. The prospectus is not an offer to sell shares in the Fund and is not soliciting an offer to buy these shares in any state where the offer or sale is not permitted. The principal value and investment return of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. The Distributor of the Smith Breeden Mutual Funds, Provident Distributors, Inc., can be contacted at [phone].

For more information on Affiliated Managers Group, please visit AMG's web site at www.amg.com

For more information on Managers, please visit Managers' web site at www.managersfunds.com