BELL, BOYD & LLOYD Three First National Plaza 70 West Madison Street, Suite 3300 Chicago, Illinois 60602-5046 312 372-1121 Fax 312 372-2098 JANET D. OLSEN 312 807-4311 jolsen@bellboyd.com December 17, 1997 VIA EDGAR Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 RE: BURRIDGE FUNDS 1933 ACT REGISTRATION NO. 333-11633 1940 ACT REGISTRATION NO. 811-7801 Ladies and Gentlemen: On behalf of Burridge Funds (the "Registrant"), pursuant to Rule 477(a) promulgated under the Securities Act of 1933, as amended, we are hereby requesting the consent of the Commission to the withdrawal of post-effective amendment number 2 to the Registrant's registration statement under the 1933 Act (post-effective amendment number 3 to its registration under the 1940 Act), which was filed on October 20, 1997, and which is scheduled to become effective on December 19, 1997. Please be advised that no preliminary prospectuses or preliminary statements of additional information with respect to the post- effective amendment have been circulated by the Registrant or its underwriters. The Registrant has determined for various business reasons that it does not wish to pursue the proposed reconstitution of the Burridge Capital Development Fund (the "Fund"), which the post-effective amendment was intended to implement. The Registrant desires to continue operation of the Fund in its current form pending final determination by the Registrant whether to continue or liquidate the Fund. Sincerely, BELL, BOYD & LLOYD By /s/ Janet D. Olsen ------------------ Janet D. Olsen JDO:bms CC: Mr. Kenneth M. Arenberg