Fees and Expenses of the Fund

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  

Shareholder Fees (fees paid directly from your investment)

Maximum sales charge (load) on purchase	None
Maximum deferred sales charge (load)	None
Redemption fee	None

Management fees	1.00%
Distribution (12b-1) fees	None
Other expenses	0.23
Acquired fund fees and expenses(1)	0.02
Total annual fund operating expenses(2)	1.25%

(2) The expense information in the table has been restated to reflect the Fund’s fees for the current fiscal year.

 

1 year	3 years	5 years	10 years
$127	$397	$686	$1,511

Principal Investment Strategies

The Fund’s investment strategy (which we call “value investing”) is based on our belief that stock prices fluctuate around the true value of a company.  The Fund invests the majority of its assets in common stock of larger companies. The Fund considers larger-cap companies to be issuers with a market capitalization equal to or greater than the median capitalization of companies in the Russell 1000 Index at the time of purchase.  The median capitalization of companies in the Russell 1000 Index was $4.2 billion as of June 30, 2010.

 

 

 

 

 

We do not try to “time” the market.  However, if there is cash available for investment and there are not securities that meet the Fund’s investment criteria, the Fund may invest without limitation in high-quality cash and cash equivalents such as U.S. Government securities or government money market fund shares.  In the event that the Fund takes such a temporary defensive position, it may not be able to achieve its investment objective during this temporary period.

 

Performance

The following chart and table provides an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year over the period indicated and by showing how the Fund’s average annual total returns for the periods indicated, both before and after taxes, compared to those of relevant market indexes.  The Standard & Poor’s 500 Index, the Fund’s primary benchmark, is generally representative of the market for the stocks of large-size U.S. companies.  The Russell 1000 Index measures the performance of the large-cap segment of the U.S. equity market.  All Fund performance numbers are calculated after deducting fees and expenses, and all numbers assume reinvestment of dividends.  The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future both before and after taxes.  Updated performance information is available on our website at weitzfunds.com or by calling us toll-free at 800-304-9745.

 

 

The Fund’s year-to-date return for the six months ended June 30, 2010 was 0.42%.

 

	Quarter/Year	Total Return
Best Quarter	2nd Quarter 2003	19.47%
Worst Quarter	4th Quarter 2008	-24.75%

	1 Year	5 Year	10 Year
Return Before Taxes	27.62%	-4.29%	1.75%
Return After Taxes on Distributions	27.49%	-5.21%	0.66%
Return After Taxes on Distributions and Sale of Fund Shares	17.94%	-3.63%	1.28%
Comparative Indexes (reflect no deduction for fees, expenses or taxes):
Standard & Poor’s 500 Index	26.46%	0.42%	-0.95%
Russell 1000 Index	28.43%	0.79%	-0.49%

 

 

 

Fees and Expenses of the Fund

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  

Shareholder Fees (fees paid directly from your investment)

Maximum sales charge (load) on purchase	None
Maximum deferred sales charge (load)	None
Redemption fee	None

Management fees	1.00%
Distribution (12b-1) fees	None
Other expenses	0.24
Acquired fund fees and expenses(1)	0.02
Total annual fund operating expenses(2)	1.26%

 

(2) The expense information in the table has been restated to reflect the Fund’s fees for the current fiscal year.

 

1 year	3 years	5 years	10 years
$128	$400	$692	$1,523

 

 

 

 

 

 

 

position, it may not be able to achieve its investment objective during this temporary period.

 

Performance

The following chart and table provides an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year over the period indicated and by showing how the Fund’s average annual total returns for the periods indicated, both before and after taxes, compared to those of relevant market indexes.  The Standard & Poor’s 500 Index, the Fund’s primary benchmark, is generally representative of the market for the stocks of large-size U.S. companies.  The Russell 3000 Index measures the performance of the largest 3,000 U.S. companies.  All Fund performance numbers are calculated after deducting fees and expenses, and all numbers assume reinvestment of dividends.  The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future both before and after taxes.  Updated performance information is available on our website at weitzfunds.com or by calling us toll-free at 800-304-9745.

 

 

 

The Fund’s year-to-date return for the six months ended June 30, 2010 was 6.07%.

 

 

	Quarter/Year	Total Return
Best Quarter	2nd Quarter 2003	18.16%
Worst Quarter	4th Quarter 2008	-21.74%

	1 Year	5 Year	10 Year
Return Before Taxes	31.30%	-2.32%	2.48%
Return After Taxes on Distributions	31.26%	-3.26%	1.50%
Return After Taxes on Distributions and Sale of Fund Shares	20.34%	-1.94%	1.92%
Comparative Indexes (reflect no deduction for fees, expenses or taxes):
Standard & Poor’s 500 Index	26.46%	0.42%	-0.95%
Russell 3000 Index	28.34%	0.76%	-0.20%

 

 

Fees and Expenses of the Fund

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  

Shareholder Fees (fees paid directly from your investment)

Maximum sales charge (load) on purchase	None
Maximum deferred sales charge (load)	None
Redemption fee	None

Management fees	1.00%
Distribution (12b-1) fees	None
Other expenses	0.49
Dividend expense on short sales	0.30
Acquired fund fees and expenses(1)	0.01
Total annual fund operating expenses	1.80%

 

1 year	3 years	5 years	10 years
$183	$566	$975	$2,116

 

 

 

 

We do not try to “time” the market.  However, if there is cash available for investment and there are not securities that meet the Fund’s investment criteria, the Fund may invest without limitation in high-quality cash and cash equivalents such as U.S. Government securities or government money market fund shares.  In the event that the Fund takes such a temporary defensive position, it may not be able to achieve its investment objective during this temporary period.

 

 

•	Investments in Other Investment Companies   The Fund may invest in the shares of other investment companies, including

affiliated and non-affiliated money market funds. Investing in the shares of other investment companies involves the risk that

such other investment companies will not achieve their objectives or will achieve a yield or return that is lower than that of the

Fund. To the extent that the Fund is invested in the shares of other investment companies, the Fund will incur

additional expenses due to the duplication of fees and expenses as a result of investing in investment company shares.

•	Investments in Exchange Traded Funds   The Fund may invest in exchange traded funds (“ETFs”).  ETFs that are based on

a specific index may not be able to replicate and maintain exactly the composition and relative weightings of securities in the

applicable index. ETFs also incur certain expenses not incurred by their applicable index. Additionally, certain securities

comprising the index tracked by an ETF may, at times, be temporarily unavailable, which may impede an ETF’s ability to

track its index. To the extent that the Fund is invested in an ETF, the Fund will incur additional expenses due to the duplication

of fees and expenses as a result of investing in an ETF.

•    Short Sales Risk   If the price of a stock or ETF sold short increases after the sale, the Fund will lose money because it will

     have to pay a higher price to repurchase the borrowed stock when it closes its short position.  The loss of value on a

     short sale is theoretically unlimited.  The Fund has to borrow the securities to enter into the short sale. If the lender

     demands the securities be returned, the Fund must deliver them promptly, either by borrowing from another lender or

     buying the securities.  If this occurs at the same time other short sellers are trying to borrow or buy in the securities, a

     “short squeeze” could occur, causing the stock price to rise and making it more likely that the Fund will have to cover

     its short position at an unfavorable price.

 

Performance

The following chart and table provides an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year over the period indicated and by showing how the Fund’s average annual total returns for the periods indicated, both before and after taxes, compared to those of relevant market indexes.  The Standard and Poor’s 500 Index, the Fund’s primary benchmark, is generally representative of the market for the stocks of large-size U.S. companies.  The Russell 3000 Index measures the performance of the largest 3,000 U.S. companies.  All Fund performance numbers are calculated after deducting fees and expenses, and all numbers assume reinvestment of dividends.  The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future both before and after taxes.  Updated performance information is available on our website at weitzfunds.com or by calling us toll-free at 800-304-9745.

 

As of December 30, 2005, the Fund succeeded to substantially all of the assets of Weitz Partners III Limited Partnership (“Partnership”).  Performance of the Fund is measured from June 1, 1983, the inception of the Partnership.  The Fund’s investment objectives, policies and restrictions are materially equivalent to those of the Partnership and the Partnership was managed at all times with full investment authority by Wallace R. Weitz & Company.  During this period, the Partnership was not subject to certain investment restrictions, diversification requirements and other restrictions of the Investment Company Act of 1940 or the Internal Revenue Code, which if applicable, might have adversely affected the performance of the Partnership.

 

 

 

 

The Fund’s year-to-date return for the six months ended June 30, 2010 was 8.91%.

 

	Quarter/Year	Total Return
Best Quarter	2nd Quarter 2003	26.07%
Worst Quarter	4th Quarter 2008	-21.13%

	1 Year	5 Year	10 Year
Return Before Taxes	42.05%	-0.60%	7.18%
Return After Taxes on Distributions	42.05%	N/A	N/A
Return After Taxes on Distributions and Sale of Fund Shares	27.33%	N/A	N/A
Comparative Indexes (reflect no deduction for fees, expenses or taxes):
Standard & Poor’s 500 Index	26.46%	0.42%	-0.95%
Russell 3000 Index	28.34%	0.76%	-0.20%

 

 

 

 

 

 

Fees and Expenses of the Fund

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  

Shareholder Fees (fees paid directly from your investment)

Maximum sales charge (load) on purchase	None
Maximum deferred sales charge (load)	None
Redemption fee	None

Management fees	1.00%
Distribution (12b-1) fees	None
Other expenses	0.30
Acquired fund fees and expenses(1)	0.03
Total annual fund operating expenses(2)	1.33%

 

(1) The Fund has invested a portion of its temporary cash reserves in one or more money market funds (“acquired funds”).  The Fund indirectly incurs fees and expenses as a result of its investment in shares of acquired funds.   The total annual fund operating expense ratio for the Fund does not correlate to the ratio of expenses to average net assets shown in the Financial Highlights contained in the Prospectus, which reflects the operating expenses of the Fund and does not include acquired fund fees and expenses.

(2) The expense information in the table has been restated to reflect the Fund’s fees for the current fiscal year.

 

1 year	3 years	5 years	10 years
$135	$421	$729	$1,601

 

 

 

We do not try to “time” the market.  However, if there is cash available for investment and there are not securities that meet the Fund’s investment criteria, the Fund may invest without limitation in high-quality cash and cash equivalents such as U.S. Government securities or government money market fund shares.  In the event that the Fund takes such a temporary defensive position, it may not be able to achieve its investment objective during this temporary period.

 

 

 

Performance

The following chart and table provides an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year over the period indicated and by showing how the Fund’s average annual total returns for the periods indicated, both before and after taxes, compared to those of relevant market indexes.  The Standard & Poor’s 500 Index, the Fund’s primary benchmark, is generally representative of the market for the stocks of large-size U.S. companies.  The Russell 2500 Index measures the performance of the small to mid-cap segment of the U.S. equity market.  All Fund performance numbers are calculated after deducting fees and expenses, and all numbers assume reinvestment of dividends.  The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future both before and after taxes.  Updated performance information is available on our website at weitzfunds.com or by calling us toll-free at 800-304-9745.

 

 

The Fund’s year-to-date return for the six months ended June 30, 2010 was 11.39%.

	Quarter/Year	Total Return
Best Quarter	2nd Quarter 2003	25.28%
Worst Quarter	3rd Quarter 2002	-28.92%

	1 Year	5 Year	10 Year
Return Before Taxes	36.54%	-3.22 %	-1.51%
Return After Taxes on Distributions	36.54%	-3.34%	-1.98%
Return After Taxes on Distributions and Sale of Fund Shares	23.75%	-2.77%	-1.43%
Comparative Indexes (reflect no deduction for fees, expenses or taxes):
Standard & Poor’s 500 Index	26.46%	0.42%	-0.95%
Russell 2500 Index	34.39%	1.58%	4.91%

Fees and Expenses of the Fund

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  

Shareholder Fees (fees paid directly from your investment)

Maximum sales charge (load) on purchase	None
Maximum deferred sales charge (load)	None
Redemption fee	None

Management fees	0.80%
Distribution (12b-1) fees	None
Other expenses	0.38
Acquired fund fees and expenses(1)	0.01
Total annual fund operating expenses(2)	1.19%

(1) The Fund has invested a portion of its temporary cash reserves in one or more money market funds (“acquired funds”).  The Fund indirectly incurs fees and expenses as a result of its investment in shares of acquired funds.  The total annual fund operating expense ratio for the Fund does not correlate to the ratio of expenses to average net assets shown in the Financial Highlights contained in the Prospectus, which reflects the operating expenses of the Fund, and does not include acquired fund fees and expenses.

(2) The expense information in the table has been restated to reflect the Fund’s fees for the current fiscal year.

Although your actual costs may be higher or lower, based on these assumptions your costs would be:

1 year	3 years	5 years	10 years
$121	$378	$654	$1,443

 

 

 

We do not try to “time” the market. However, if there is cash available for investment and there are not securities which meet the Fund’s investment criteria or if we determine that market conditions warrant, the Fund may invest without limitation in cash and cash equivalents such as U.S. Government securities or government money market fund shares.  In the event that the Fund takes such a temporary defensive position, it may not be able to achieve its investment objective during this temporary period.

 

 

 

 

 

Performance

The following chart and table provides an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year over the period indicated and by showing how the Fund’s average annual total returns for the periods indicated, both before and after taxes, compared to those of relevant market indexes.  The Standard & Poor’s 500 Index is generally representative of the market for the stocks of large-size U.S. companies.  The Barclays Capital Intermediate U.S. Government/Credit Index is an unmanaged index consisting of government securities and publicly issued corporate debt with maturities from one to ten years.  The Blended Index reflects an unmanaged portfolio of 60% of the S&P 500 and 40% of the Barclays Capital Intermediate U.S. Government/Credit Index.  All Fund performance numbers are calculated after deducting fees and expenses, and all numbers assume reinvestment of dividends.  The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future both before and after taxes.  Updated performance information is available on our website at weitzfunds.com or by calling us toll-free at 800-304-9745.

 

 

 

The Fund’s year-to-date return for the six months ended June 30, 2010 was 2.51%.

	Quarter/Year	Total Return
Best Quarter	2nd Quarter 2009	13.95%
Worst Quarter	4th Quarter 2008	-15.68%

	1 Year	5 Year	Since Inception October 1, 2003
Return Before Taxes	28.78%	0.76%	3.03%
Return After Taxes on Distributions	28.24%	-0.21%	2.12%
Return After Taxes on Distributions and Sale of Fund Shares	18.70%	0.21%	2.18%
Comparative Indexes (reflect no deduction for fees, expenses or taxes):
Blended Index	17.98%	2.11%	4.02%
Standard & Poor’s 500 Index	26.46%	0.42%	-0.95%
Barclays Capital Intermediate U.S. Government/Credit Index	5.24%	4.66%	4.21%

 

 

 

Fees and Expenses of the Fund

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  

Shareholder Fees (fees paid directly from your investment)

Maximum sales charge (load) on purchase	None
Maximum deferred sales charge (load)	None
Redemption fee	None

Management fees	0.40%
Distribution (12b-1) fees	None
Other expenses	0.29
Acquired fund fees and expenses(1)	0.02
Total annual fund operating expenses(2)	0.71%

 

(1) The Fund has invested a portion of its temporary cash reserves in one or more money market funds (“acquired funds”).  The Fund indirectly incurs fees and expenses as a result of its investment in shares of acquired funds.   The total annual fund operating expense ratio for the Fund does not correlate to the ratio of expenses to average net assets shown in the Financial Highlights contained in the Prospectus, which reflects the operating expenses of the Fund, and does not include acquired fund fees and expenses.

(2) The expense information in the table has been restated to reflect the Fund’s fees for the current fiscal year.

1 year	3 years	5 years	10 years
$73	$227	$395	$883

Principal Investment Strategies

Under normal market conditions, the Fund will invest at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in fixed income securities such as U.S. Government and agency securities, corporate debt securities and mortgage-backed securities. We select fixed income securities whose yield is sufficiently attractive in view of the risks of ownership. In deciding whether the Fund should invest in particular fixed income securities, we consider a number of factors such as the price, coupon and yield-to-maturity, as well as the credit quality of the issuer.  We review the terms of the fixed income security, including subordination, default, sinking fund, and early redemption provisions.  The Fund may invest in fixed income securities of all maturities, but expects to maintain a dollar-weighted average maturity of between one to ten years. The Fund may invest up to 15% of its total assets in securities which are non-investment grade or unrated if we determine such securities are of comparable quality to the rated securities in which the Fund may invest.  The dollar-weighted average maturity of the Fund as of June 30, 2010 was 3.6 years.

If we determine that prevailing abnormal market or economic conditions warrant, a greater portion of the Fund’s portfolio may be retained in cash and cash equivalents such as U.S. Government securities or other high quality fixed income securities.  In the event that the Fund takes such a temporary defensive position, it may not be able to achieve its investment objective during this temporary period.

 

 

 

 

 

 

 

 

 

Performance

The following chart and table provides an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year over the period indicated and by showing how the Fund’s average annual total returns for the periods indicated, both before and after taxes, compared to those of a broad-based securities market index, the Barclays Capital Intermediate U.S. Government/Credit Index, which is an unmanaged index consisting of government securities and publicly issued corporate debt with maturities from one to ten years.  All Fund performance numbers are calculated after deducting fees and expenses, and all numbers assume reinvestment of dividends.  The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future both before and after taxes.  Updated performance information is available on our website at weitzfunds.com or by calling us toll-free at 800-304-9745.

 

 

 

The Fund’s year-to-date return for the six months ended June 30, 2010 was 3.23%.

 

	Quarter/Year	Total Return
Best Quarter	2nd Quarter 2009	4.12%
Worst Quarter	3rd Quarter 2008	-1.14%

	1 Year	5 Year	10 Year
Return Before Taxes	10.85%	4.93%	5.57%
Return After Taxes on Distributions	9.55%	3.54%	4.03%
Return After Taxes on Distributions and Sale of Fund Shares	7.02%	3.40%	3.85%
Barclays Capital Intermediate U.S. Government/Credit Index (reflect no deduction for fees, expenses or taxes)	5.24%	4.66%	5.93%

 

 

 

Fees and Expenses of the Fund

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  

Shareholder Fees (fees paid directly from your investment)

Maximum sales charge (load) on purchase	None
Maximum deferred sales charge (load)	None
Redemption fee	None

Management fees	0.40%
Distribution (12b-1) fees	None
Other expenses	0.36
Acquired Fund fees and expenses(1)	0.02
Total annual fund operating expenses	0.78%

 

 

1 year	3 years	5 years	10 years
$80	$249	$433	$966

 

 

If we determine that prevailing abnormal market or economic conditions warrant, a greater portion of the Fund’s portfolio may be retained in cash and cash equivalents such as U.S. Government securities or other high quality fixed income securities.  In the

 

 

 

event that the Fund takes such a temporary defensive position, it may not be able to achieve its investment objective during this temporary period.

 

 

Performance

The following chart and table provides an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year over the period indicated and by showing how the Fund’s average annual total returns for the periods indicated, both before and after taxes, compared to those of a broad-based securities market index, the Barclays Capital 5-Year Municipal Bond Index, which is an unmanaged index of long-term, fixed-rate, investment-grade, tax-exempt bonds representative of the municipal bond market.   All Fund performance numbers are calculated after deducting fees and expenses, and all numbers assume reinvestment of dividends.  The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future both before and after taxes.  Updated performance information is available on our website at weitzfunds.com or by calling us toll-free at 800-304-9745.

 

 

 

The Fund’s year-to-date return for the six months ended June 30, 2010 was 2.18%.

 

	Quarter/Year	Total Return
Best Quarter	4th Quarter 2000	4.76%
Worst Quarter	2nd Quarter 2004	-1.88%

	1 Year	5 Year	10 Year
Return Before Taxes	7.24%	3.47%	4.65%
Return After Taxes on Distributions	7.24%	N/A	N/A
Return After Taxes on Distributions and Sale of Fund Shares	5.83%	N/A	N/A
Barclays Capital 5-Year Municipal Bond Index (reflect no deduction for fees, expenses or taxes)	7.40%	4.50%	5.24%

 

After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.  Actual after-tax returns depend on an investor’s tax situation and may differ from those shown.  In some instances, the return after taxes may be greater than the return before taxes because you are assumed to be able to use the capital loss on the sale of Fund shares to offset other taxable gains.  After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as a 401(k) account or individual retirement account (IRA).  After-tax returns for the 5- and 10-year periods are not provided because Income Partners’ tax treatment was different than that of a registered investment company.

 

 

Fees and Expenses of the Fund

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  

Shareholder Fees (fees paid directly from your investment)

Maximum sales charge (load) on purchase	None
Maximum deferred sales charge (load)	None
Redemption fee	None

Management fees(1)	0.40%
Distribution (12b-1) fees	None
Other expenses(1)	0.36
Acquired fund fees and expenses(2)	0.01
Total annual fund operating expenses(1)	0.77
Fee waiver and/or expense reimbursement(1)	(0.56)
Total annual fund operating expenses after fee waiver and/or expense reimbursement(1)	0.21%

 

1 year	3 years	5 years	10 years
$22	$190	$373	$902

Principal Investment Strategies

The Fund invests substantially all of its assets in debt obligations issued or guaranteed by the U. S. Government, its agencies and instrumentalities and repurchase agreements on such securities with remaining maturities not exceeding thirteen months.  The Fund limits its average portfolio maturity to sixty days or less.

 

     2008, the Federal Housing Finance Agency (“FHFA”) placed Fannie Mae and Freddie Mac into conservatorship,

Performance

The following chart and table provides an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year over the period indicated.  All Fund performance numbers are calculated after deducting fees and expenses, and all numbers assume reinvestment of dividends.  The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future both before and after taxes.  Updated performance information is available on our website at weitzfunds.com or by calling us toll-free at 800-304-9745.

 

 

 

The Fund’s year-to-date return for the six months ended June 30, 2010 was 0.03%.

 

	Quarter/Year	Total Return
Best Quarter	4th Quarter 2000	1.50%
Worst Quarter	4th Quarter 2009	0.04%

	1 Year	5 Year	10 Year
Government Money Market Fund	0.30%	2.81%	2.57%

 

Each Fund seeks to achieve its investment objective through its principal investment strategies.  Summaries of each Fund’s principal investment strategies and principal risks are provided at the beginning of this Prospectus.  This section of the Prospectus provides additional information about the investment strategies used by the Funds and the risks associated with the Funds. None of the Funds engage in active and frequent trading of portfolio securities to achieve its principal investment strategies. The Statement of Additional Information (“SAI”) contains more detailed information about the Funds’ investment policies and risks.

 

 

The investment objective of the Short-Intermediate Income Fund (“Short-Intermediate Fund”) is high current income consistent with the preservation of capital.

 

 

 

Additional Information About Investment Strategies

All Weitz Equity Funds

    Value Fund

    Partners Value Fund

    Partners III Opportunity Fund

    Hickory Fund

Each of the Weitz Equity Funds seek to achieve its objective by investing primarily in common stocks and a variety of securities convertible into common stocks such as rights, warrants, convertible preferred stock and convertible bonds. Each Weitz Equity Fund may also invest in put and call options.  Each Weitz Equity Fund may invest in the securities of other investment companies, which may include exchange-traded funds. Each Weitz Equity Fund may invest in the equity securities of issuers of all sizes, including smaller capitalization companies (we consider companies with a market capitalization of less than $2.5 billion at the time of purchase to be smaller capitalization companies).  Each Weitz Equity Fund may also invest in other securities of a company not convertible into common stock, such as bonds and preferred stock, which we determine may offer the opportunity for capital appreciation. Such convertible or non-convertible securities may be investment grade, non-investment grade or unrated. The portfolios of each of the Weitz Equity Funds are generally more concentrated than many mutual funds. It is not uncommon for us to invest 40-55% of a Fund’s portfolio in the top ten positions (but this is not a requirement).

Tax considerations are secondary to the primary goal of capital appreciation, but all things being equal, we manage the portfolios to maximize after-tax returns for tax-paying shareholders. For example, we prefer long-term capital gains to short-term gains and we optimize the recognition of capital losses when possible.

We do not try to “time” the market.  However, if there is cash available for investment and there are not securities which meet the Funds’ investment criteria or if we determine that market conditions warrant, the Funds may invest without limitation in cash and cash equivalents such as money market fund shares and repurchase agreements on U.S. Government securities or other high quality fixed income securities for temporary defensive purposes. In the event that a Fund takes such a temporary defensive position, it may not achieve its investment objective during this temporary period.

In making investment decisions, we distinguish between security price volatility and the risk of permanent loss of capital. Some of the securities the Funds own may be volatile. Since the Weitz Equity Funds focus on long-term total return (income plus capital gains), we are not as concerned with short-term volatility.

 

 

 

“margin of safety.” The margin of safety reduces, but does not eliminate, risk.  However, we will make mistakes in measuring value, business values may deteriorate after we buy, and securities may sell below their business values indefinitely, so the Weitz Equity Funds cannot avoid incurring losses. Also, since our investment approach leads us to invest in securities which are not currently popular, the Weitz Equity Funds are subject to extended periods during which their securities will likely under-perform others or display volatile price movements.  Therefore, investors should purchase shares of the Weitz Equity Funds only if they intend to be patient, long-term investors.

Partners III Fund

In addition to employing the aforementioned strategies of the Weitz Equity Funds, the Partners III Fund may engage in short selling of securities (including short sales of exchange-traded funds), invest in commodities contracts and futures transactions such as stock index futures, borrow money and purchase securities on margin.

Balanced Fund

The Balanced Fund seeks to achieve its objective by investing in primarily in a portfolio of U.S. equity and fixed income securities.  Under normal market conditions, a substantial portion of the Balanced Fund’s total assets, normally 50% to 70%, will be invested in common stocks and a variety of securities convertible into common stocks such as rights, warrants and convertible preferred securities.  The Balanced Fund may also invest in put and call options and may invest in the securities of other investment companies which may include exchange-traded funds.  The Balanced Fund may invest in the equity securities of issuers of all sizes, including smaller and medium sized companies (we consider medium sized stocks to be those having a market capitalization of less than $10 billion at the time of initial purchase).

The Fund generally will invest at least 25% of its total assets in investment-grade fixed income securities such as U.S. government and agency securities, corporate debt securities, mortgage-backed securities, preferred stock and taxable municipal bonds.  The Fund may invest in fixed income securities of all maturities.  The Fund may also invest up to 20% of its total assets in fixed income securities which are non-investment grade or unrated.

We do not try to “time” the market.  However, if there is cash available for investments and there are not securities which meet the Balanced Fund’s investment criteria, or if we determine that market conditions warrant, the Balanced Fund may invest, without limitation, in cash and cash equivalents, such as money market fund shares and repurchase agreements on U.S. Government securities or other high-quality fixed income securities for temporary defensive purposes.  In the event that the Balanced Fund takes such a temporary defensive position, it may not achieve its investment objective during this temporary period.

In making investment decisions, we distinguish between security price volatility and the risk of permanent loss of capital.  Some of the securities the Balanced Fund owns may be volatile.  Since the Balanced Fund focuses on long-term total return (income plus capital gains), we are not as concerned with short-term volatility.

We are concerned with the risk of permanent loss of capital.  We believe that by focusing on the value of the underlying business and being disciplined about buying securities only when they appear to be selling below the company’s business value, the Balanced Fund may enjoy what Benjamin Graham (sometimes known as the father of “value” investing) called a “margin of safety.”  The margin of safety reduces, but does not eliminate risk.  However, we will make mistakes in measuring value, business values may deteriorate after we buy, and securities may sell below their business values indefinitely, so the Balanced Fund cannot avoid incurring losses.  Also, since our investment approach leads us to invest in securities which are not currently popular, the Balanced Fund is subject to extended periods during which its securities will likely under-perform others or display volatile price movements.  Therefore, investors should purchase shares of the Balanced Fund only if they intend to be patient, long-term investors.

Investors in the Balanced Fund should also be aware that the Fund’s balance between stock and fixed income securities could limit the Balanced Fund’s potential for capital appreciation relative to a fund that invests primarily in stocks.

Short-Intermediate Income Fund

Under normal market conditions, the Short-Intermediate Fund will invest at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in fixed income securities such as U.S. Government and agency securities, corporate debt securities, mortgage-backed securities, preferred stock and taxable municipal bonds.  We select fixed income securities whose yield is sufficiently attractive in view of the risks of ownership. In deciding whether the Short-Intermediate Fund should invest in particular fixed income securities, we consider a number of factors such as the price, coupon and yield-to-maturity, as well as the credit quality of the issuer.  We review the terms of the fixed income security, including subordination, default, sinking fund, and early redemption provisions.  The Short-Intermediate Fund may invest in fixed income securities of all maturities, but expects to maintain a dollar-weighted average maturity of between one to ten years. The Short-Intermediate Fund may invest up to 15% of its total assets in securities which are non-investment grade or unrated if we determine such securities are of comparable quality to the rated securities in which the Fund may invest.

 

 

 

If we determine that prevailing abnormal market or economic conditions warrant, a greater portion of the Short-Intermediate Fund’s portfolio may be retained in cash and cash equivalents such as U.S. Government securities or other high quality fixed income securities.  In the event that the Short-Intermediate Fund takes such a temporary position, it may not achieve its investment objective during this temporary period.

 

Nebraska Fund

The Nebraska Fund invests in municipal bonds which are debt obligations (including, without limitation, bonds, notes, commercial paper and lease obligations) generally issued to obtain funds for various public purposes, including the construction of public facilities, the refinancing of outstanding obligations, and the financing of certain general operating expenses. Municipal bonds may include general obligation bonds, which are backed by the full faith and credit of the issuer and may be repaid from any revenue source and revenue bonds, which may be repaid only from the revenue of a specific facility or project. Under normal circumstances, the Nebraska Fund will invest at least 80% of its net assets in municipal bonds that generate income that is exempt from federal income tax and Nebraska state income tax.  The Nebraska Fund may also invest up to 20% of its net assets in securities that pay interest that may be subject to the federal alternative minimum tax and, although not anticipated, in securities that pay taxable interest.

If we determine that prevailing abnormal market or economic conditions warrant, a greater portion of the Nebraska Fund’s portfolio may be retained in cash and cash equivalents such as U.S. Government securities or other high quality fixed income securities.  In the event that the Nebraska Fund takes such a temporary position, it may not achieve its investment objective during this temporary period.

 

Government Money Market Fund

The Government Money Market Fund invests substantially all of its assets in debt obligations issued or guaranteed by the U.S. Government, its agencies and instrumentalities and repurchase agreements on such securities with remaining maturities not exceeding thirteen months.  The Fund limits its average portfolio maturity to sixty days or less.

Risks of Investing in the Funds

You should be aware that an investment in the Funds involves certain risks.  There is no guarantee that a Fund will meet its investment objective or that a Fund will perform as it has in the past.  You may lose money if you invest in the Funds. The following table identifies the primary risk factors of each Fund in light of their respective principal investment strategies.  These risk factors are explained following the table below.  Risks not marked for a particular Fund may, however, still apply to some extent to that Fund at various times.  For more information about the risks associated with the Funds, please see the SAI, which is incorporated by reference into this Prospectus.

Risk	Value	Partners Value	Partners III Opportunity	Hickory	Balanced	Short-Intermediate Income	Nebraska Tax-Free Income	Government Money Market
Market Risk	x	x	x	x	x	x	x	x
Investment in Undervalued Securities	x	x	x	x	x	x
Non-Diversified Risk	x	x	x	x	x		x
Issuer Risk	x	x	x	x	x	x	x	x
Small Company Risk	x	x	x	x	x	x
Interest Rate Risk					x	x	x	x
Credit Risk					x	x	x	x
Call Risk					x	x	x	x

 

 

 

Risk	Value	Partners Value	Partners III Opportunity	Hickory	Balanced	Short-Intermediate Income	Nebraska Tax-Free Income	Government Money Market
Investments in Other Investment Companies	x	x	x	x	x	x	x	x
Investments in Exchange Traded  Funds	x	x	x	x	x	x	x	x
Restricted or Illiquid Securities Risk	x	x	x	x	x	x	x	x
Investments in Put and Call Options	x	x	x	x	x	x	x
Government-Sponsored Enterprises Risk	x	x	x	x	x	x		x
Mortgage-Backed Securities Risk					x	x
Non-U.S. Securities Risk	x	x	x	x	x	x
Preferred Securities Risk	x	x	x	x	x	x
Information Risk	x	x	x	x	x	x	x	x
Short Sales Risk			x
Leverage Risk			x
Futures Contracts Risk			x
Interest Rate Futures, Bond Index Futures and Related Options Thereon					x	x
Nebraska State-Specific Risk							x
Credit Support Risk							x
When-Issued and Delayed Delivery Transactions							x
Municipal Lease Obligations Risk							x
No Guarantee That Income Will Remain Tax Exempt							x

•

Market Risk   As with any other mutual fund, the share price of the Funds will fluctuate daily depending on general market conditions.  The market price of securities owned by a Fund may go up or down, sometimes rapidly or unpredictably.  The value of a security may decline due to general market conditions which are not specifically related to a particular industry, company or government, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally.  They may also decline due to factors which affect a particular industry such as labor shortages, unfavorable credit conditions, increased production costs or a diminished competitive position.  During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously.  Equity securities generally have greater price volatility than fixed income securities.

•	Investment in Undervalued Securities   Undervalued securities are, by definition, out of favor with investors, and there is no way to predict when, if ever, the securities may return to favor.

•

Non-diversified Risk   Each of the Funds is non-diversified, except for Short-Intermediate Income Fund and Government Money Market Fund.  Non-diversified funds may have larger positions in fewer companies, industries or municipalities than a diversified fund.  A concentrated portfolio is more likely to experience significant fluctuations in value, exposing a Fund to a greater risk of loss in any given period than a diversified fund.

 

•	Issuer Risk   The value of a security may decline for a number of reasons which directly relate to the issuer, such as management performance, financial leverage and reduced demand for the issuer’s goods or services.

•

Smaller Company Risk   Smaller capitalization companies may not have the size, resources or other assets of larger capitalization companies. The prices of such issuers can fluctuate more than the stocks of larger companies and they may not necessarily correspond to changes in the stock market in general.

•	Interest Rate Risk   The market value of a bond is significantly affected by changes in interest rates. Generally, the longer the average maturity of the bonds in the investment portfolio of a Fund, the more a Fund’s share price will fluctuate in response to interest rate changes.

•

Credit Risk   When a bond is purchased, its anticipated yield is dependent on the timely payment by the issuer of each installment of interest and principal. Lower-rated and unrated bonds, while often having a higher yield than higher-rated bonds, involve an increased possibility that the issuer may not be able to make its payments of interest and principal. During periods of deteriorating economic and market conditions, the market value of lower-rated and unrated bonds may decline due to concerns over credit quality. In addition, the liquidity of such securities may be affected, making it more difficult for a Fund to sell the security.

•

Call Risk   Certain corporate and municipal bonds, and some securities issued by U.S. agencies may be called (redeemed) at the option of the issuer at a specific price before reaching their stated maturity date. This risk increases when market interest rates are declining, because issuers may find it desirable to refinance by issuing new bonds at lower interest rates. If a bond held by a Fund  is called during a period of declining interest rates, the Fund will likely reinvest the proceeds received by it at a lower interest rate than that of the called bond, causing a decrease in the Fund’s income.

•

Investments in Other Investment Companies   The Funds may invest in the shares of other investment companies, including affiliated and non-affiliated money market funds. Investing in the shares of other investment companies involves the risk that such other investment companies will not achieve their objectives or will achieve a yield or return that is lower than that of the respective Fund. To the extent that a Fund is invested in the shares of other investment companies, the Fund will incur additional expenses due to the duplication of fees and expenses as a result of investing in investment company shares.

•

Investments in Exchange Traded Funds   The Funds may invest in exchange traded funds (“ETFs”).  ETFs that are based on a specific index may not be able to replicate and maintain exactly the composition and relative weightings of securities in the applicable index. ETFs also incur certain expenses not incurred by their applicable index. Additionally, certain securities comprising the index tracked by an ETF may, at times, be temporarily unavailable, which may impede an ETF’s ability to track its index. To the extent that a Fund is invested in an ETF, the Fund will incur additional expenses due to the duplication of fees and expenses as a result of investing in an ETF.

 

•

Restricted or Illiquid Securities Risk   Securities that are not publicly traded such as those acquired in a privately negotiated transaction and other restricted securities may be difficult to sell or may be subject to agreements that prohibit or limit their sale or other disposition.  Securities that are thinly traded, especially those where a Fund holds a significant percentage of the issuers outstanding shares may also be considered illiquid and a Fund may be unable to sell them on short notice or only at a price below current value.  None of the Funds will invest in any such restricted or illiquid securities which would cause the aggregate value of all such securities to exceed 15% of such Fund’s net assets, except in the case of the Government Money Market Fund, which will limit its investments in such securities to 5% of its net assets.

•

Investments in Put and Call Options   The Funds, except Government Money Market Fund, may buy and sell put and call options. Options such as puts and calls are contracts giving the holder the right to either buy or sell a financial instrument at a specified price before a specified time. Investments in puts and calls involve the risk that since the puts and calls are options which have an expiration date, the respective Fund could lose the entire cost of those puts and calls which expire worthless.

 

•

Government-Sponsored Enterprises Risk   The Funds, except the Nebraska Fund, may invest in certain government-sponsored enterprises whose obligations are not direct obligations of the U.S. Treasury. Such entities may include, without limitation, the Federal Home Loan Banks (“FHLB”), Federal Farm Credit Banks (“FFCB”), Federal National Mortgage Association (“Fannie Mae”) and Federal Home Loan Mortgage Corporation (“Freddie Mac”). Entities such as FHLB and FFCB, although chartered or sponsored by Congress, are not funded by Congressional appropriations and the debt and mortgage-backed securities issued by such agencies are neither guaranteed nor insured by the U.S. Government. Fannie Mae and Freddie Mac historically were neither guaranteed nor insured by the U.S. Government. However, on September 7, 2008, the Federal Housing Finance Agency (“FHFA”) placed Fannie Mae and Freddie Mac into conservatorship, which, in effect, has caused Fannie Mae and Freddie Mac to become guaranteed obligations of the U.S. Government. Although the U.S. Government is providing support to Fannie Mae and Freddie Mac, no assurance can be given that they will continue to do so.

 

•

Mortgage-Backed Securities Risk   Most mortgage-backed securities are pass-through securities, which means that the payments received by a Fund on such securities consist of both principal and interest as the mortgages in the underlying mortgage pool are paid off. The yield on such mortgage-backed securities is influenced by the prepayment experience of the underlying mortgage pool. In periods of declining interest rates, prepayments of the mortgages tend to increase. If the higher-yielding mortgages from the pool are prepaid, the yield on the remaining pool will be reduced and it will be necessary for the Fund to reinvest such prepayment, presumably at a lower interest rate.

 

•

Non-U.S. Securities Risk   The Weitz Equity Funds and Balanced Fund may purchase foreign securities that are traded in foreign markets or may be represented by American Depository Receipts that are traded in the United States.  Investments in non-U.S. securities may involve additional risks including exchange rate fluctuation, political or economic instability, the imposition of exchange controls, expropriation, limited disclosure and illiquid markets.

 

-  Deferral Risk-Traditional preferreds contain provisions that allow an issuer, under certain conditions, to skip (in the case of

"noncumulative" preferreds) or defer (in the case of "cumulative" preferreds) dividend payments. Fully taxable or hybrid

preferred securities typically contain provisions that allow an issuer, at its discretion, to defer distributions for up to 20

consecutive quarters. If the Fund owns a preferred security that is deferring its distributions, the Fund may be required to

report income for tax purposes while it is not receiving any income.

-  Redemption Risk-Preferred securities typically contain provisions that allow for redemption in the event of tax or security

law changes in addition to call features at the option of the issuer. In the event of redemption, the Fund may not be able to

reinvest the proceeds at comparable rates of return.

-  Limited Voting Rights-Preferred securities typically do not provide any voting rights, except in cases when dividends are

in arrears beyond a certain time period, which varies by issue.

-  Subordination-Preferred securities are subordinated to bonds and other debt instruments in a company's capital structure in

terms of priority to corporate income and liquidation payments, and therefore will be subject to greater credit risk than those

debt instruments.

•	Information Risk   The risk that key information about a security is inaccurate or unavailable.  Securities issued in initial public or private offerings often involve greater information risk than other equity securities due to a lack of historical public information.

•

Short Sales Risk   If the price of a stock or ETF sold short increases after the sale, the Partners III Fund will lose money because it will have to pay a higher price to repurchase the borrowed stock when it closes its short position. The loss of value on a short sale is theoretically unlimited. The Partners III Fund has to borrow the securities to enter into the short sale. If the lender demands the securities be returned, the Partners III Fund must deliver them promptly, either by borrowing from another lender or buying the securities. If this occurs at the same time other short sellers are trying to borrow or buy in the securities, a “short squeeze” could occur, causing the stock price to rise and making it more likely that the Partners III Fund will have to cover its short position at an unfavorable price.

•

Leverage Risk   The Partners III Fund may borrow from banks or brokers and pledge its assets in connection with its borrowing. If the interest expense on the borrowings is greater than the income and increase in value of the securities purchased with the proceeds of the borrowing, the use of leverage will decrease the return to the Partners III Fund’s shareholders. Use of leverage also tends to magnify the volatility of the Partners III Fund’s returns.

•

Futures Contracts Risk   The Partners III Fund may buy and sell futures contracts, principally stock index futures contracts. A stock index fluctuates generally with changes in the market values of the stocks included in the index. The Partners III Fund’s primary purpose in entering into such contracts is to protect it from fluctuations in the value of securities without actually buying or selling the underlying security. The Partners III Fund may also buy and sell futures contracts on commodities, interest rates, currencies or other indices. Futures transactions involve brokerage costs and require the Partners III Fund to segregate liquid assets to cover its performance under such contracts. The Partners III Fund’s overall performance could be adversely affected by entering into such contracts if the Adviser’s judgment with respect to the investment proves incorrect.

•

Interest Rate Futures, Bond Index Futures and Related Options Thereon   The Balanced and Short-Intermediate Income Funds may buy or sell interest rate futures and bond index futures and related put and call options. These Funds will not utilize any hedging strategies using interest rate futures and bond index futures or options thereon which will cause the then aggregate value of all such investments to exceed 10% of the value of the respective Fund’s total assets at the time of the investment after giving effect thereto. Futures transactions and their related options involve brokerage costs and require a Fund to segregate liquid assets to cover its performance under such contracts. The Funds’ overall performances could be adversely affected by entering into such contracts if the Adviser’s judgment with respect to the investment proves incorrect.

 

governmental units of only one state exposes the Nebraska Fund to risks greater than those of a more diversified portfolio holding securities issued by governmental units of different states in different regions of the country. These events may include economic or political policy changes, tax base erosion, state limits on tax increases, budget deficits and other financial difficulties, as well as changes in the credit ratings assigned to the state’s municipal issuers. Certain Nebraska municipal securities contain unique risks. Such municipal securities may include, without limitation, health care providers, nuclear power plants, facility offerings and other private activity bonds that lack governmental backing. The Nebraska Fund’s success may be impacted by our ability to adequately evaluate the unique risks associated with the respective issuers. Neither the State of Nebraska nor its agencies may issue general obligation bonds secured by the full faith and credit of the State. In addition, the economy of the State is heavily agricultural and changes in the agricultural sector may adversely affect taxes and other municipal revenues. Unfavorable developments in any economic sector may have far-reaching ramifications on the overall Nebraska municipal market.

•

Credit Support Risk   Some of the Nebraska Fund’s portfolio securities may be supported by credit enhancements. These securities have the credit risk of the entity providing the credit support. To the extent that the Nebraska Fund holds insured securities, a change in the credit rating of any one or more of the municipal bond insurers that insure securities in the Nebraska Fund’s portfolio may affect the value of the securities they insure, the Nebraska Fund’s share price and Nebraska Fund’s performance. The Nebraska Fund may also be adversely impacted by the inability of an insurer to meet its insurance obligations.

 

•

When-Issued and Delayed Delivery Transactions   Municipal securities may be issued on a when-issued or delayed delivery basis, where payment and delivery take place at a future date. Since the market price of the security may fluctuate during the time before payment and delivery, the Nebraska Fund assumes the risk that the value of the security at delivery may be more or less than the purchase price.

•

Municipal Lease Obligations Risk   The Nebraska Fund may invest in Municipal Lease Obligations. Municipal Lease Obligations differ from other municipal securities because the relevant legislative body must appropriate the money each year to make the lease payments. If the money is not appropriated, the lease can be cancelled without penalty and investors who own the lease obligations may not be paid.

•

No Guarantee That Income Will Remain Tax Exempt   There is no guarantee that all of the Nebraska Fund’s income will remain exempt from federal or state income taxes. Income from municipal bonds held by the Nebraska Fund could be declared taxable because of unfavorable changes in tax laws, adverse interpretations by the Internal Revenue Service or state tax authorities, or noncompliant conduct of a bond issuer.

Average Daily Net Asset Break Points

 

 

 

 

Information regarding the factors considered by the Board of Trustees in connection with the annual renewal of the Investment Advisory Agreement with each of the Funds is included in the Funds’ September 30, 2009 Semi-Annual Report to Shareholders, which is available at weitzfunds.com.

 

 

 

•	Completing and signing a Weitz Funds purchase application;

•	Enclosing a check made payable to Weitz Funds. We do not accept cash, money orders, post-dated checks, travelers checks, third-party checks, credit card convenience checks, instant loan checks, checks drawn on banks outside the U.S. or other checks deemed to be high risk checks;

•	Mailing the application and the check to:

•	Providing other supporting legal documents that may be required in the case of estates, trusts, guardianships, custodianships, partnerships, corporations and certain other accounts.

 

 

 

transfer instructions and certain identification information. There is a limit of $100,000 per day for purchase transactions through our website. Certain account types are not available for online account access. Please see the caption “Telephone and Internet Account Access Information” on page 46 regarding account access via the Internet.

•	Completing the IRA application and the transfer form, if applicable;

•	Mailing the forms to the address shown on page 39.

•	Sending a check made payable to Weitz Funds.  We do not accept cash, money orders, post-dated checks, travelers checks, third-party checks, credit card convenience checks, instant loan checks, checks drawn on banks outside the U.S. or other checks deemed to be high risk checks;

 

 

 

•	Completing the information on the remittance stub which is the bottom portion of your most recent transaction statement;

•	Mailing the check and remittance stub to:

•	Calling Client Services at 402-391-1980 or 800-304-9745 and furnishing your account name, address and account number together with the amount being wired and the name of the wiring bank;

 

Partners III	310
Nebraska Tax-Free	311
Value	328
Short-Intermediate Income	329
Government	330
Partners Value	331
Hickory	332
Balanced	400

 

 

 

 

•	Your account name, account number and Fund name;

•	The amount of the purchase being requested (specified in dollars); and

•	Other identifying information which is requested.

Please retain the confirmation number assigned to your telephone purchase as proof of your trade. We reserve the right to (i) refuse a telephone purchase if we believe it is advisable to do so; and (ii) revise or terminate the telephone purchase privilege at any time. Please see the caption “Telephone and Internet Account Access Information” on page 46.

 

 

 

 

 

•	Your account name, account number and Fund name;

•	The amount of the redemption being requested (specified in dollars or shares);

•	The signature of all account owners exactly as they are registered on the account; if you are a corporate or trust shareholder, the signature must be of an authorized person with an indication of the capacity in which such person is signing;

•	A signature guarantee, if required; and

•	Other supporting legal documents that may be required in the case of estates, trusts, guardianships, custodianships, partnerships, corporations and certain other accounts. (Corporate resolutions must be dated within six months of the redemption request.)

•	Your account name, account number and Fund name;

•	The amount of the redemption being requested (specified in dollars or shares); and

•	Other identifying information which is requested.

Please retain the confirmation number assigned to your telephone redemption as proof of your trade. Weitz Funds reserve the right to (i) refuse a telephone redemption if we believe it is advisable to do so; and (ii) revise or terminate the telephone redemption privilege at any time. Please see the caption “Telephone and Internet Account Access Information” on page 46.

By Internet   If you have an account directly with Weitz Funds and you have established a User ID, you can redeem shares of a Fund through our website, weitzfunds.com, up to $100,000 per day. Redemptions cannot be made via the website from corporate accounts or certain other accounts. If your order is accepted after the close of regular trading on the NYSE, or on a day the NYSE is not open for regular trading, your redemption price will be the net asset value as computed on the next business day. Please see the caption “Telephone and Internet Account Access Information” on page 46.

 

 

 

•	A redemption request which is payable to anyone other than the shareholder of record;

•	A redemption request which is to be mailed to an address other than the address of record;

•	A redemption request which is payable to a bank account other than the bank account of record;

•	A redemption request received within 15 days of an address change; and

•	Instructions to establish or change wire instructions.

•	Provide the name of the Funds, the account name, account number and the dollar amount of shares to be exchanged; and

•	Other identifying information which is requested.

 

 

transaction will be reportable on your tax return unless the shares were held in a tax-deferred account. The price for the shares being exchanged will be the net asset value of the shares next determined after your exchange request is received. Please see the caption “Telephone and Internet Account Access Information” on page 46.

You should purchase shares of Weitz Funds only if you intend to be a patient, long-term investor. The exchange privilege is offered as a convenience to shareholders and is not intended to be a means of speculating on short-term movements in securities prices. Weitz Funds reserve the right at any time to suspend, limit, modify or terminate exchange privileges in order to prevent transactions considered to be harmful to existing shareholders. See the caption Frequent Trading Policy on page 46 for additional information about Weitz Funds’ policy with respect to frequent or excessive trading.

 

 

•

Name;

•	Date of birth (for individuals);

•	Physical residential address (not post office boxes); and

•	Taxpayer Identification Number such as Social Security Number or other identifying number.

•	On Weitz Funds’ website, weitzfunds.com;

•	By calling Client Services at 402-391-1980 or 800-304-9745 between 8:00 a.m. and 4:30 p.m. (Central Time); or

•	By calling the 24-hour automated customer service line at 800-773-6472.

 

 

 

 

 

•

New Year’s Day

•

Independence Day

•

Martin Luther King, Jr. Day

•

Labor Day

•

Presidents’ Day

•

Thanksgiving

 

 

•	Memorial Day

 

 

 

•	Distributions of earnings from qualifying dividends and qualifying long-term capital gains will be taxed at a maximum rate of 15%.

•	Note that distributions of earnings from dividends paid by certain “qualified foreign corporations” can also qualify for the lower tax rates on qualifying dividends.

•	A shareholder will also have to satisfy a 61-day holding period with respect to any distributions of qualifying dividends in order to obtain the benefit of the lower tax rate.

•	Distributions of earnings from non-qualifying dividends, interest income, other types of ordinary income and short-term capital gains will be taxed at the ordinary income tax rate applicable to the taxpayer.

•	The reduced rates on long-term capital gains and qualifying dividends are scheduled to expire after 2010.

•	The long-term capital gains rate is 0% for taxpayers in the 10 or 15 percent tax bracket.

 

 

 

 

•	Requires all employees to obtain preclearance before executing any personal securities transactions;

•	Requires all employees to report their personal securities transactions at the end of each quarter;

•	Requires all employees to report their personal securities holdings annually;

•	Restricts all employees from executing personal trades in a security within seven days before or after trades in that security are made for client accounts;

•	Prohibits employees from profiting from the purchase and sale (or sale and purchase) of the same security within a period of 60 days from the original sale or purchase, as the case may be, of such security; and

•	Prohibits market-timing the Funds and/or front-running client transactions or trading in the Funds on the basis of material non-public information.

Ernst & Young, LLP, 1900 Scripps Center, 312 Walnut Street, Cincinnati, Ohio 45202, is the independent registered public accounting firm for Weitz Funds.

Dechert, LLP, 1775 I Street N.W., Washington, DC 20006-2401 serves as legal counsel to Weitz Funds.