SCHEDULE 14A
(RULE 14A-101)

INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

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Turner Funds
(Name of Registrant as Specified in its Charter)

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TURNER FUNDS
TURNER CORE HIGH QUALITY FIXED INCOME FUND

Dear Shareholder:

A Special Meeting of Shareholders of the Turner Core High Quality Fixed Income
Fund (the "Fund"), a series of Turner Funds (the "Trust"), has been scheduled
for July 31, 2002. If you are a shareholder of record as of the close of
business on June 7, 2002, you are entitled to vote at the meeting and any
adjournment of the meeting.

While you are, of course, welcome to join us at the meeting, most shareholders
cast their votes by filling out and signing the enclosed proxy card, voting over
the internet or by phone. Whether or not you plan to attend the meeting, we need
your vote. Please mark, sign, and date the enclosed proxy card and return it
promptly in the enclosed postage-paid envelope so that the maximum number of
shares may be voted. You may vote over the internet or by telephone by following
the enclosed instructions to utilize those methods of voting.

The attached proxy statement is designed to give you information relating to the
proposals on which you are asked to vote. The proposals described in the proxy
statement relate to changing the Fund's name to the "Turner Total Return Fixed
Income Fund," changing the Fund's principal investment strategy, and amending or
eliminating certain of the Fund's "non-fundamental" investment policies. The
Board of Trustees (the "Board") of the Fund recommends that you vote to approve
each proposal, and we encourage you to support the Board's recommendation.

Your vote is important to us. Please do not hesitate to call 1-800-224-6312 if
you have any questions about the proposals under consideration. Thank you for
taking the time to consider these important proposals and for your investment in
the Fund.

Sincerely,

/S/ STEPHEN J. KNEELEY

Stephen J. Kneeley
President
Turner Funds

[BLANK PAGE]

IMPORTANT NOTICE

We recommend that you read the entire proxy statement. For your
convenience, we have provided a brief overview of the proposals to be voted on
at the Special Meeting.

QUESTIONS AND ANSWERS ABOUT THE SPECIAL MEETING AND
THE PROXY STATEMENT

The Board is proposing a number of changes in order to provide additional
investment opportunities for the Fund, and in an effort to achieve the Fund's
investment goal of total return through current income and capital appreciation.
A detailed discussion of each proposal is included in the body of the proxy
statement.

Q. WHAT ARE THE PROPOSED CHANGES, AND WHY IS THE BOARD PROPOSING THESE
CHANGES?
A. The Board is asking shareholders of the Fund to vote on several proposals.
First, the Board is asking shareholders to consider a change to the name of the
Fund to the "Turner Total Return Fixed Income Fund." The Board believes that the
proposed name represents more accurately the Fund's investment goal of achieving
total return through current income and capital appreciation, while not
requiring the Fund to invest a fixed minimum percentage of its assets in any
specific type of fixed income security. Second, the Board is asking shareholders
to consider changes to the Fund's principal investment strategy to employ a
"core" approach that will permit the Fund to invest in a wide variety of fixed
income securities, including fixed income securities rated below investment
grade (often referred to as "high yield securities" or "junk bonds") and fixed
income securities issued by non-U.S. issuers. Finally, the Board is requesting
shareholders to consider proposals to amend the Fund's non-fundamental
investment policies with respect to the average dollar-weighted maturity of Fund
investments and the percentage amount that the Fund may invest in high yield
securities. The Board believes that by implementing these changes, the Fund will
have greater flexibility in selecting investments in order to achieve its
investment objective.

Q. WHY AM I BEING ASKED TO VOTE ON THESE CHANGES?
A. Although the proposed changes do not require shareholder approval, we
believe that these changes are significant enough to warrant your
consideration and approval.

Q. HOW WOULD THESE CHANGES AFFECT MY ACCOUNT?
A. If these changes are approved, the Fund's investment adviser will have
greater flexibility to invest the Fund's assets in securities of varying credit
quality and maturities. The Board believes that these changes will benefit the
Fund and its shareholders because the Fund's assets may be allocated across more
sub-classes of fixed income securities, and the Fund may be able to take
advantage of potential fluctuations in foreign currency valuations. Of course,
there can be no assurance that the Fund will meet its investment goal or that
losses will not occur.

Q. HOW DOES THE BOARD SUGGEST THAT I VOTE?
A. After careful consideration, the Board, including all of the independent
Trustees of the Board, unanimously recommends that you vote "FOR" each
proposal.

Q. AM I REQUIRED TO APPROVE OR REJECT ALL OF THE PROPOSALS AS A GROUP, OR CAN
I VOTE "YES" FOR SOME PROPOSALS AND "NO" FOR OTHERS?
A. Each of the Proposals discussed in this proxy statement is subject to a
separate vote, and you should accept or reject each Proposal on its own merits.
Please note, however, that the decisions made on each of the Proposals are
ultimately related. For example, unless the Fund's name is changed so as to no
longer suggest that the Fund has an investment emphasis in investment-grade
securities, the Fund will not be permitted to implement the investment strategy
changes discussed in Proposal 2. In addition, even if Proposals 1 and 2 are
approved, the Fund will not be permitted to invest more than 20% of its assets
in high yield securities unless Proposal 4 is approved.

Q. WHAT WILL THE BOARD DO IF ONE OR MORE, BUT NOT ALL, OF THE PROPOSALS ARE
APPROVED?
A. If one or more, but not all, of the Proposals are approved, the Board will
evaluate the appropriate action that the Fund should take. Because each of the
changes discussed in this proxy statement could be made without shareholder
approval, the Board will have considerable flexibility in choosing an
appropriate course of action. For example, if shareholders approve Proposals 1,
2 and 4 but reject Proposal 3, the Board could determine that in order to fully
implement the approved Proposals, it is in the best interest of the Fund and its
shareholders to amend the Fund's policy on average dollar-weighted maturity of
fund investments notwithstanding the outcome of the shareholder vote.

Q. WILL MY VOTE MAKE A DIFFERENCE?
A. Yes. Your vote is needed to ensure that each separate proposal can be acted
upon. We encourage all shareholders to participate in the governance of the
Fund. Additionally, your immediate response on the enclosed proxy card will help
save the costs of any further solicitations.

Q. WHOM DO I CALL IF I HAVE QUESTIONS?
A. We will be happy to answer your questions about this proxy solicitation.
Please call us at 1-800-224-6312 between 8:30 a.m. and 8:00 p.m., Eastern Time,
Monday through Friday.

Q. HOW DO I VOTE?
A. You may use the enclosed postage-paid envelope to mail your proxy card. You
may also vote over the internet or by telephone. Please follow the instructions
on the enclosed proxy card to use these methods of voting.

TURNER CORE HIGH QUALITY FIXED INCOME FUND

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
JULY 31, 2002

Notice is hereby given that a Special Meeting of Shareholders (the "Meeting") of
the Turner Core High Quality Fixed Income Fund (the "Fund"), a series of Turner
Funds (the "Trust"), will be held at the offices of Turner Investment Partners,
Inc. ("Turner"), 1235 Westlakes Drive, Suite 350, Berwyn, PA 19312, on
Wednesday, July 31, 2002, at 3:00 p.m. Eastern Time.

At the Meeting, shareholders will be asked to consider and act on the following:

1. TO APPROVE OR DISAPPROVE A PROPOSAL TO CHANGE THE FUND'S NAME TO THE "TURNER
TOTAL RETURN FIXED INCOME FUND."

2. TO APPROVE OR DISAPPROVE A PROPOSAL TO CHANGE THE PRINCIPAL INVESTMENT
STRATEGY EMPLOYED BY THE FUND.

3. TO APPROVE OR DISAPPROVE A PROPOSAL TO ELIMINATE THE FUND'S NON-FUNDAMENTAL
INVESTMENT POLICY ON THE AVERAGE DOLLAR-WEIGHTED MATURITY OF FUND
INVESTMENTS.

4. TO APPROVE OR DISAPPROVE A PROPOSAL TO AMEND THE FUND'S NON-FUNDAMENTAL
INVESTMENT POLICY ON INVESTMENTS IN BELOW INVESTMENT GRADE SECURITIES.

5. TO VOTE UPON ANY OTHER BUSINESS PROPERLY BROUGHT BEFORE THE MEETING.

All shareholders are cordially invited to attend the Meeting. However, if you
are unable to attend the Meeting, please mark, sign and date the enclosed Proxy
Card and return it promptly in the enclosed, postage-paid envelope so that the
Meeting may be held and a maximum number of shares may be voted. You may also
vote over the internet or by phone by following the directions on the enclosed
proxy card.

Shareholders of record at the close of business on June 7, 2002 are entitled to
notice of and to vote at the Meeting or any adjournments of the Meeting.

BY ORDER OF THE BOARD OF TRUSTEES

/S/ JOHN H. GRADY

JOHN H. GRADY
SECRETARY

June 28, 2002

PROMPT EXECUTION AND RETURN OF THE ENCLOSED PROXY CARD IS REQUESTED. A
SELF-ADDRESSED, POSTAGE-PAID ENVELOPE IS ENCLOSED FOR YOUR CONVENIENCE, ALONG
WITH INSTRUCTIONS ON HOW TO VOTE OVER THE INTERNET OR BY TELEPHONE SHOULD YOU
PREFER TO VOTE BY ONE OF THOSE METHODS.

[BLANK PAGE]

PROXY STATEMENT

THIS PROXY STATEMENT IS FURNISHED IN CONNECTION WITH THE SOLICITATION OF PROXIES
BY THE BOARD OF TRUSTEES OF TURNER FUNDS (THE "TRUST") FOR USE AT THE SPECIAL
MEETING OF SHAREHOLDERS TO BE HELD WEDNESDAY, JULY 31, 2002 AT 3:00 P.M. EASTERN
TIME AT THE OFFICES OF TURNER INVESTMENT PARTNERS, INC. ("TURNER"), 1235
WESTLAKES DRIVE, SUITE 350, BERWYN, PA 19312, AND AT ANY ADJOURNED SESSION
THEREOF (THE SPECIAL MEETING AND ANY ADJOURNMENTS OF THE SPECIAL MEETING ARE
REFERRED TO IN THIS PROXY STATEMENT AS THE "MEETING"). Shareholders of the
Turner Core High Quality Fixed Income Fund (the "Fund") of record at the close
of business on June 7, 2002 ("Shareholders") are entitled to vote at the
Meeting. As of June 7, 2002, the Fund had 661,384.10 units of beneficial
interest ("shares") issued and outstanding.

Each share is entitled to one vote and each fractional share is entitled to a
proportionate fractional vote on each matter as to which such shares are to be
voted at the Meeting. Approval of each Proposal requires the affirmative vote of
a majority of the outstanding securities of the Fund entitled to vote as that
term is defined in the Investment Company Act of 1940, as amended (the "1940
Act").

In addition to the solicitation of proxies by mail, the Board of Trustees (the
"Board") and officers of the Trust and officers and employees of Turner may
solicit proxies in person or by telephone. Persons holding shares as nominees
will, upon request, be reimbursed for their reasonable expenses incurred in
sending soliciting materials to their principals. The Fund will bear the cost of
the Shareholders' Meeting and proxy materials. The proxy card and this Proxy
Statement are being mailed to Shareholders on or about June 28, 2002.

Shares represented by duly executed proxies will be voted in accordance with the
instructions given. Proxies may be revoked at any time before they are exercised
by a written revocation received by the President of the Trust at 1235 Westlakes
Drive, Suite 350, Berwyn, Pennsylvania 19312, by properly executing a
later-dated proxy, or by attending the Meeting and voting in person.

INTRODUCTION

The Trust is organized as a Massachusetts business trust and is not required to
hold annual meetings of Shareholders. The Meeting is being called in order to
permit the Shareholders of the Fund to consider and vote the proposals set forth
in this proxy statement. Specifically, Shareholders are being asked to approve
changing the name of the Fund to the "Turner Total Return Fixed Income Fund,"
amending the Fund's principal investment strategy, and amending or eliminating
certain of the Fund's "non-fundamental" investment policies. The 1940 Act, which
regulates investment companies such as the Fund, does NOT require shareholder
approval in order to change a fund's name, principal investment strategy, or
related non-fundamental investment policies. However, we believe that these
changes are significant enough to warrant your consideration and approval. If
shareholders vote to approve any or all of the proposals, they will remain
non-fundamental policies of the Fund that the Board may change at any time.

PROPOSAL 1: TO CHANGE THE FUND'S NAME

The Fund's investment goal is to achieve total return through current income and
capital appreciation. Recently, the U.S. Securities and Exchange Commission (the
"SEC") adopted Rule 35d-1 (the "Names Rule") under the 1940 Act. The Names Rule
is designed to prevent investment companies from using names that may mislead
investors about a fund's investments and risks. Among other things, the Names
Rule requires that a fund with a name suggesting an investment emphasis in a
particular type of security must, under normal market conditions, invest at
least 80% of its assets in the type of investment suggested by its name. The
Names Rule replaces a previous requirement under which a fund with a name
suggesting a specific investment emphasis was required to invest at least 65% of
its assets in such investment type. Because the Fund's current name suggests an
investment emphasis on investment-grade (or "high quality") fixed income
securities, the Fund must currently invest at least 80% of its assets in these
securities.

While under normal market conditions the Fund may choose to pursue its
investment goal by investing 80% or more of its assets in investment-grade
securities, under other conditions the Fund may wish to invest less than 80% of
its assets in these securities. So long as the Fund retains the name Turner Core
High Quality Fixed Income Fund, however, the Names Rule

will REQUIRE the Fund to invest at least 80% of its assets in investment-grade
securities under normal market conditions. Accordingly, the Board proposes to
change the name of the Fund so that it no longer suggests that the Fund will
invest 80% or more of its assets in investment-grade securities. The Board
believes that the proposed name, the "Turner Total Return Fixed Income Fund,"
accurately represents the Fund's investment goal while not requiring the Fund to
invest a fixed minimum percentage of its assets in any specific type of fixed
income securities.

Investment-grade securities or obligations are generally considered to be those
securities rated within the four highest rating categories by a nationally
recognized statistical rating organization ("NRSRO") such as Standard & Poor's
Incorporated ("S&P") or Moody's Investor Services, Inc. ("Moody's"), or
securities the Fund's investment adviser, Turner, determines to be of comparable
quality. Securities rated below investment grade (often referred to as "high
yield securities" or "junk bonds") tend to offer higher interest rates than
investment-grade securities, but they are generally more sensitive to adverse
economic changes and developments relating to the issuer's credit quality. This
may affect the issuer's ability to make principal and interest payments on the
debt obligations. There may also be greater risk of price declines due to
changes in the issuer's creditworthiness. Because the market for lower-rated
securities may be less active than for higher-rated securities, it may be
difficult for the Fund to sell these securities. In addition, because there is
often less objective information available about high yield securities than
investment-grade securities, it may be difficult for Turner to value high yield
securities.

The Board believes that having maximum flexibility to invest in securities of
varying credit quality will benefit the Fund and its shareholders because the
Fund's investment adviser will be able to allocate its assets across more
sub-classes of fixed income securities, and to possibly take advantage of
fluctuations in foreign currency valuations. Moreover, through portfolio
diversification and credit analysis, investment risk can be reduced. Of course,
there can be no assurance that the Fund will meet its investment goal or that
losses will not occur.

THE BOARD UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS APPROVE PROPOSAL 1.

PROPOSAL 2: TO CHANGE THE FUND'S PRINCIPAL INVESTMENT STRATEGY

In an effort to meet its investment goal, the Fund currently invests primarily
in investment-grade fixed income securities, including U.S. government
securities, corporate debt securities, mortgage-backed securities, asset-backed
securities, and short-term obligations. To comply with the Names Rule, at least
80% of Fund assets are invested in investment-grade fixed income securities. The
Board believes, however, that the Fund should have maximum flexibility to invest
in fixed income securities in order to achieve its investment goal. The Board
further believes that the requirement to invest at least 80% of the Fund's
assets in investment-grade fixed income securities, as disclosed in the
prospectus and as currently required because of the Fund's name, may unduly
restrict the Fund's ability to meet its stated goal. The Board believes that it
would be beneficial for the Fund and its shareholders to give the Fund greater
flexibility with respect to its permitted investments; specifically, to permit
the Fund to invest substantial portions of its assets in high yield securities
and securities issued by non-U.S. issuers.

The Board proposes to revise the Fund's principal investment strategy to employ
a "core" approach that will permit the Fund to invest in a wide variety of fixed
income securities. Under the proposed approach, the Fund would continue to
invest primarily in U.S. government and investment-grade corporate debt
securities. Under normal market conditions, the Fund would also invest a portion
of its assets in high yield securities and foreign securities. The Board
believes that employing this "core" investment strategy will benefit the Fund
and its shareholders because the Fund's investment adviser will have more types
of fixed income securities from which to select.

While the Fund is currently permitted to invest in both foreign and high yield
securities, investments in these securities have been limited in the past. For
example, as of May 31, 2002, the Fund invested 80% of its assets in
investment-grade securities and 20% in high yield and foreign securities. If
this proposal is approved, the Board expects that investments in high yield and
foreign securities will increase.

PROPOSED APPROACH

PRINCIPAL STRATEGY

U.S. INVESTMENT GRADE SECTOR: The Fund will invest, under normal market
conditions, approximately 50% to 90% of its assets in securities issued or
guaranteed by the U.S. government and its agencies and instrumentalities, as
well as corporate bonds, notes, debentures and commercial paper. When investing
in this sector, the Fund may acquire mortgage-backed securities issued or
guaranteed by the U.S. Government and its agencies and instrumentalities, by
certain government sponsored corporations, and by private non-governmental
entities, as well as securities backed by receivables such as credit card loans,
automobile loans, home equity loans and leases. All of these securities will be
rated in one of the four highest ratings categories as published by S&P, Moody's
or another NRSRO, or, if unrated, will be determined by Turner to be of
comparable quality.

U.S. HIGH YIELD SECTOR: The Fund will invest, under normal market conditions,
approximately 5% to 30% of its assets in high yield securities (often referred
to as "junk bonds") issued by U.S. corporations, including bonds, notes (both
convertible and non-convertible), units consisting of bonds with warrants or
stock attached, and debentures (including convertible debentures), as well as
zero coupon bonds and "pay in kind" securities. The Fund will focus on issues
that have a liberal and consistent yield and/or that tend to have reduced risk
of market fluctuations. Securities purchased in this sector will generally be
rated BB or lower by S&P or Ba or lower by Moody's (or similarly rated by other
NRSROs).

NON-U.S. SECTOR: The Fund will invest, under normal market conditions,
approximately 5% to 20% of its assets in debt securities of issuers organized,
having the majority of their assets, or deriving a majority of their operating
income, in foreign countries, including obligations of foreign governments,
foreign companies and supranational entities. Eligible securities may be from
issuers located in developed or developing nations, and include American
Depositary Receipts and Brady Bonds, as well as European and Global Depositary
receipts. International securities will generally be limited to those determined
to be investment grade by one or more NRSROs, or if unrated deemed by Turner to
be of comparable quality. The Fund may hold foreign currencies, and may purchase
or sell foreign currencies and/or engage in forward currency transactions to
facilitate settlement or minimize foreign currency value fluctuations.

PRINCIPAL RISKS

IN GENERAL. The prices of the Fund's fixed income securities respond to economic
developments, particularly interest rate changes, as well as to perceptions
about the creditworthiness of individual issuers, including governments.
Generally, the Fund's fixed income securities will decrease in value if interest
rates rise and vice versa, and the volatility of lower-rated securities is even
greater than that of higher-rated securities. In addition, the Fund is subject
to the risk that, due to Turner's security selection and/or sector allocation,
the Fund's fixed income securities may underperform other segments of the fixed
income markets as a whole.

U.S. GOVERNMENT SECURITIES. Although investments in U.S. government securities
are considered to be among the safest investments, they are not guaranteed
against price movements due to changing interest rates. Securities issued by
some U.S. government agencies are backed by the U.S. Treasury, while others are
backed solely by the ability of the agency to borrow from the U.S. Treasury or
by the agency's own resources.

MORTGAGE-BACKED SECURITIES. Mortgage-backed securities are fixed income
securities representing an interest in a pool of underlying mortgage loans.
Mortgage-backed securities are sensitive to changes in interest rates, but may
respond to these changes differently from other fixed income securities due to
the possibility of prepayment of the underlying mortgage loans. Prepayment risks
may make it difficult to calculate the average maturity of the Fund's
mortgage-backed securities, and therefore, to assess the volatility risk of the
Fund.

HIGH YIELD SECURITIES. High yield securities are speculative, may be in default
and are more likely to react to developments affecting issues than are more
highly rated securities. Adverse economic developments can disrupt the market
for such securities and severely affect the ability of issuers to service their
debt obligations or repay their obligations upon maturity.

FOREIGN SECURITIES. Investing in issuers in foreign countries poses additional
risks because political and economic events unique to a country or region will
affect those markets and their issuers. These events will not necessarily affect
the U.S. economy or similar issuers located in the U.S. In addition, investments
in foreign countries are generally denominated in a foreign currency. As a
result, changes in the value of those currencies compared to the U.S. dollar may
affect (either positively or negatively) the value of the Fund's investments.
These currency movements may happen separately from and in response to events
that do not otherwise affect the value of the security in the issuer's home
country. While ADRs are denominated in U.S. dollars, they are subject to
currency risk to the extent the underlying stocks are denominated in foreign
currencies.

THE BOARD UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS APPROVE PROPOSAL 2.

PROPOSAL 3: TO ELIMINATE THE FUND'S NON-FUNDAMENTAL INVESTMENT POLICY ON
THE AVERAGE DOLLAR-WEIGHTED MATURITY OF FUND INVESTMENTS

The Fund may currently invest in fixed income securities of varying levels of
maturity, including securities with long-term, short-term and intermediate-term
maturities. The Fund's non-fundamental investment policy, however, is to
maintain an average dollar-weighted maturity of its entire portfolio of between
three and six years. This investment policy, which was originally implemented in
an attempt to approximate the average duration range of the Fund's benchmark
index (the Lehman Brothers Aggregate Bond Index), is neither required by the
1940 Act nor standard within the industry.

Duration is a measure of the price sensitivity of fixed-income securities for a
given change in interest rates. Duration is the change in the value of a fixed
income security that will result from a 1% change in interest rates. Duration is
stated in years. For example, a 5 year duration means the bond will decrease in
value by 5% if interest rates rise 1%, and increase in value by 5% if interest
rates fall 1%. Maturity, on the other hand, is the date on which a fixed-income
security becomes due for payment of principal.

The Board believes that the current limitation on the Fund's average
dollar-weighted maturity of fixed income investments may unduly restrict the
Fund's efforts to meet its stated investment goal of total return through
current income and capital appreciation. While the Fund will continue to seek to
produce a return to shareholders in excess of that of the Lehman Brothers
Aggregate Bond Index, if this proposal is approved the Fund will not be required
to track the average maturity of the securities contained in this index, nor
will it be required to maintain an average duration similar to the index.

THE BOARD UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS APPROVE PROPOSAL 3.

PROPOSAL 4: TO AMEND THE FUND'S NON-FUNDAMENTAL INVESTMENT POLICY ON
INVESTMENTS IN BELOW INVESTMENT GRADE SECURITIES

The Fund's current non-fundamental investment policy permits no more than 20% of
Fund assets to be invested in high yield securities. The Board believes,
however, that the Fund should have maximum flexibility in order to meet its
stated investment goal of total return through current income and capital
appreciation. In this regard, the Board believes that there may be market
conditions under which it would be beneficial to the Fund and its shareholders
to maintain up to 30% of assets in high yield securities.

Below investment-grade debt securities tend to be more sensitive to adverse
economic changes and developments relating to the issuer's credit quality than
investment-grade debt. This may affect the issuer's ability to make principal
and interest payments on the debt obligation. There is also a greater risk of
price declines due to changes in the issuer's creditworthiness. Because the
market for lower-rated securities may be less active than for higher-rated
securities, it may be difficult for the Fund to sell the securities. In
addition, because there is less objective information available about high yield
securities, it may be difficult for Turner to value the securities.

The Board believes, however, that having maximum flexibility to invest in
securities of varying credit quality will benefit the Fund and its shareholders
because the Fund's investment adviser will have more types of fixed income
securities from which to select. This policy will permit Turner to take
advantage of investment opportunities, including investments in unrated
obligations, and will allow it to respond more quickly to market changes.
Moreover, through portfolio diversification and credit analysis, investment risk
can be reduced, although there can be no assurance that losses will not occur.

THE BOARD UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS APPROVE PROPOSAL 4.

NOTIFICATION OF CHANGES TO CERTAIN OF THE FUND'S
NON-FUNDAMENTAL INVESTMENT POLICIES

As discussed in this proxy statement, the Board is seeking shareholder approval
to eliminate the Fund's non-fundamental investment policy on the average
dollar-weighted maturity of Fund investments (Proposal 3) and to amend the
Fund's non-fundamental investment policy on investments in below investment
grade securities (Proposal 4). The 1940 Act, which regulates investment
companies such as the Fund, does NOT require shareholder approval in order to
change a fund's non-fundamental investment policies. However, the Board believes
that these changes are significant enough to warrant your consideration and
approval.

In addition to these two specific proposals, the Board has determined to
eliminate or amend certain of the Fund's other non-fundamental investment
policies. The Fund will be unable fully to implement its proposed new principal
investment strategy unless its non-fundamental policies on average
dollar-weighted maturity and investments in below investment grade securities
are changed. The Board determined not to submit certain other non-fundamental
policy changes to a shareholder vote because these policies are not critical to
the manner in which the Fund operates. The Board has approved each of the
following changes, and you are not being asked to approve these changes. These
changes will be effective August 5, 2002. Additional information about each of
the following practices is available in the Fund's Statement of Additional
Information, which is on file with the SEC.

O AMERICAN DEPOSITARY RECEIPTS ("ADRS")

The Board has eliminated the Fund's non-fundamental investment policy that
prohibited investments in ADRs. ADRs are securities, typically issued by a U.S.
financial institution (a "depositary"), that evidence ownership interests in a
security or a pool of securities issued by a foreign issuer and deposited with
the depositary.

O CONVERTIBLE SECURITIES

The Board has eliminated the Fund's non-fundamental investment policy that
prohibited investments in convertible securities. Convertible securities
typically have characteristics of both fixed income and equity securities.
Because of the conversion feature, the market value of a convertible security
tends to move with the market value of the underlying stock.

O FORWARD FOREIGN CURRENCY CONTRACTS

The Board has eliminated the Fund's non-fundamental investment policy that
prohibited the Fund from entering into forward foreign currency contracts. The
Fund may now enter into forward foreign currency contracts to manage foreign
currency exposure and as a hedge against possible variations in foreign exchange
rates. In addition, the Fund may enter into forward foreign currency contracts
to hedge a specific security transaction or to hedge a portfolio position.

O FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS

The Board has eliminated the Fund's non-fundamental investment policy that
prohibited the Fund from entering into futures contracts and options on futures
contracts. Futures contracts provide for the future sale by one party and
purchase by another party of a specified amount of a specific security at a
specified future time and at a specified price. An option on a futures contract
gives the purchaser the right, in exchange for a premium, to assume a position
in a futures contract at a

specified exercise price during the term of the option. The Fund may use futures
contracts and related options for BONA FIDE hedging purposes, to offset changes
in the value of securities held or expected to be acquired or be disposed of, to
minimize fluctuations in foreign currencies, or to gain exposure to a particular
market or instrument.

O INVESTMENT COMPANY SHARES

The Board has eliminated the Fund's non-fundamental investment policy
prohibiting the purchase of investment company shares. The Fund may now invest
in shares of other investment companies, to the extent permitted by applicable
law and subject to certain restrictions. These investment companies typically
incur fees that are separate from those fees the Fund incurs directly, and
shareholders would indirectly bear a proportionate share of the operating
expenses of these investment companies in addition to paying Fund expenses.

O RECEIPTS

The Board has eliminated the Fund's non-fundamental investment policy
prohibiting investments in receipts. Receipts are sold as zero coupon
securities, which means that they are sold at a substantial discount and
redeemed at face value at their maturity date without interim cash payments of
interest or principal.

O REITS

The Board has eliminated the Fund's non-fundamental investment policy
prohibiting investments in real estate investment trusts ("REITs"). A REIT pools
investors' money for investment in income producing commercial real estate or
real estate related loans or interests.

O TELECOMMUNICATIONS SECURITIES

The Board has eliminated the Fund's non-fundamental investment policy
prohibiting investments in telecommunications securities.

GENERAL INFORMATION ABOUT THE TRUST AND OTHER MATTERS

VOTING DETAILS. The 1940 Act, which regulates investment companies such as the
Fund, does NOT require shareholder approval in order to change a fund's name,
principal investment strategy, or related non-fundamental investment policies.
However, we believe that these changes are significant enough to warrant your
consideration and approval. Each whole share held entitles the shareholder to
one vote for each dollar (carried forward to two decimal places) of net asset
value of such share as of the close of business on June 7, 2002, and each
fractional share is entitled to a proportionate fractional vote. A majority in
interest of the Fund's shares entitled to vote on the proposal constitutes a
quorum. Any shareholder who submits a proxy may revoke it at any time before it
is exercised by submitting to the Trust a specific written notice of revocation.
Abstentions and "broker non-votes" will not be counted for or against the
proposals, but will be counted for purposes of determining whether a quorum is
present. Abstentions will be counted as votes present for purposes of
determining a "majority of the outstanding voting securities" present at the
Meeting and will therefore have the effect of counting against the proposals.

If one or more, but not all, of the Proposals are approved, the Board will
evaluate the appropriate action that the Fund should take. Because each of the
changes discussed in this proxy statement could be made without shareholder
approval, the Board will have considerable flexibility in choosing an
appropriate course of action. For example, if shareholders approve Proposals 1,
2 and 4 but reject Proposal 3, the Board could determine that, in order to fully
implement the approved Proposals, it is in the best interest of the Fund to
amend the Fund's policy on average dollar-weighted maturity of fund investments
notwithstanding the outcome of the shareholder vote.

TRUSTEES AND OFFICERS. Information about the Trust's current Trustees and
principal executive officers, including their names, positions with the Trust,
and association with the Trust is set forth below:

NAME POSITION WITH THE TURNER TRUST
---- ------------------------------

Robert E. Turner* Trustee, Chairman of the Board
Janet F. Sansone Trustee, Audit Committee Member
Dr. John T. Wholihan Trustee, Audit Committee Member
Alfred C. Salvato Trustee, Audit Committee Member, Fair Value Pricing Committee Member
Stephen J. Kneeley* President and Chief Executive Officer
Peter Golden Controller and Chief Accounting Officer
John H. Grady, Jr.* Executive Vice President and Secretary

* Mr. Turner, in his role as a Trustee is an "interested person" (as that term
is defined in the 1940 Act) of the Trust due to his association with Turner.
Messrs. Kneeley and Grady are "affiliated persons" (as that term is defined in
the 1940 Act) of the Trust and Turner.

ADVISER. Turner, 1235 Westlakes Drive, Suite 350, Berwyn, Pennsylvania 19312,
serves as the investment adviser for the Fund. Currently, Turner has
contractually agreed to waive fees and reimburse expenses in order to keep total
operating expenses of the Fund from exceeding 0.45% through January 31, 2004.

ADMINISTRATOR. Turner also serves as the Fund's administrator. SEI Investments
Mutual Funds Services, One Freedom Valley Drive, Oaks, Pennsylvania 19456,
serves as the Fund's sub-administrator.

DISTRIBUTOR. Turner Investment Distributors, Inc. (the "Distributor"), 1235
Westlakes Drive, Suite 350, Berwyn, Pennsylvania 19312, serves as the
distributor of the Fund's shares. The Distributor is a wholly owned subsidiary
of Turner.

5% SHAREHOLDERS. As of June 7, 2002, the following persons were the only persons
who were record owners or, to the knowledge of the Trust, were beneficial owners
of 5% or more of the shares of the Fund. The Trust believes that most of the
shares referred to below were held by the following persons in accounts for
their fiduciary, agency, or custodial customers.

NAME AND ADDRESS OF SHAREHOLDER NUMBER OF SHARES PERCENT OF FUND
------------------------------- ---------------- ----------------

H.E.R.E Local #54 Pension Plan 629,355.22 95.16%
408 Layfette Bldg Fifth & Chestnut
c/o William J. Kirkwood
Philadelphia, PA 19106

As of June 17, 2002, the Turner Trust's Trustees and officers did not own any
Fund shares.

ADJOURNMENT. In the event that sufficient votes in favor of one or more
proposals set forth in the Notice of the Special Meeting are not received by the
time scheduled for the Meeting, the persons named as proxies may propose one or
more adjournments of the Meeting. Turner will bear the costs of any adjourned
sessions. The persons named as proxies will vote for an adjournment of any
proxies that they are entitled to vote in favor of the proposals.

SHAREHOLDER PROPOSALS. The Trust is not required to hold annual shareholder
meetings. Shareholders wishing to submit proposals for inclusion or presentation
in a proxy statement for a subsequent meeting should send their written
proposals to the Secretary of the Trust c/o Turner Investment Partners, Inc.,
1235 Westlakes Drive, Suite 350, Berwyn, Pennsylvania 19312.

OTHER MATTERS. The Trustees know of no other business to be brought before the
Meeting. However, if any other matters properly come before the Meeting, it is
their intention that proxies which do not contain specific restrictions to the
contrary will be voted on such matters in accordance with the judgment of the
persons named in the enclosed proxy.

SHAREHOLDER REPORTS. The Fund's last audited financial statements and annual
report, for the fiscal year ended September 30, 2001, and the semi-annual report
dated March 31, 2002, are available free of charge. To obtain a copy, please
call the Fund toll free at 1-800-224-6312, or send a written request to the
Turner Core High Quality Fixed Income Fund c/o Turner Investment Distributors,
Inc., 1235 Westlakes Drive, Suite 350, Berwyn, PA 19312.

-----------------

SHAREHOLDERS ARE URGED TO COMPLETE, SIGN AND DATE THE ENCLOSED PROXY CARD
AND RETURN IT PROMPTLY. YOU MAY ALSO VOTE OVER THE INTERNET OR BY TELEPHONE.
PLEASE FOLLOW THE ENCLOSED INSTRUCTIONS ON THE PROXY CARD TO UTILIZE THESE
METHODS OF VOTING.

[BLANK PAGE]

THE TURNER FUNDS
SPECIAL MEETING OF THE SHAREHOLDERS OF THE
TURNER CORE HIGH QUALITY FIXED INCOME FUND

PROXY SOLICITED BY THE BOARD OF TRUSTEES FOR
THE SPECIAL MEETING OF SHAREHOLDERS, TO BE HELD ON

JULY 31, 2002

The undersigned, hereby appoints Brian M. Ferko and John H. Grady as proxies and
each of them, each with full power of substitution, to vote at the Special
Meeting of Shareholders of the Turner Core High Quality Fixed Income Fund (the
"Fund"), a series of the Turner Funds (the "Trust"), to be held at the offices
of Turner Investment Partners, Inc., the Fund's administrator, 1235 Westlakes
Drive, Suite 350, Berwyn, PA 19312 on July 31, 2002, at 3:00 p.m. Eastern Time,
and any adjournments or postponements of the Special Meeting (the "Meeting") all
shares of beneficial interest of the Fund that the undersigned would be entitled
to vote if personally present at the Meeting ("Shares") on the proposals set
forth below, and in accordance with their own discretion, any other matters
properly brought before the Meeting.

THE BOARD OF TRUSTEES OF THE TRUST RECOMMENDS A VOTE "FOR" THE FOLLOWING
PROPOSALS:

PROPOSAL 1. APPROVAL OF CHANGING THE NAME OF THE FUND TO THE "TURNER TOTAL
RETURN FIXED INCOME FUND."

____FOR ____AGAINST ____ABSTAIN

PROPOSAL 2. APPROVAL OF AMENDING THE FUND'S PRINCIPAL INVESTMENT STRATEGY.

____FOR ____AGAINST ____ABSTAIN

PROPOSAL 3. APPROVAL OF ELIMINATING THE FUND'S NON-FUNDAMENTAL INVESTMENT
RESTRICTION ON THE AVERAGE DOLLAR-WEIGHTED MATURITY OF FUND
INVESTMENTS.

____FOR ____AGAINST ____ABSTAIN

PROPOSAL 4. APPROVAL OF AMENDING THE FUND'S NON-FUNDAMENTAL INVESTMENT
POLICY ON INVESTMENTS IN BELOW INVESTMENT GRADE SECURITIES.

____FOR ____AGAINST ____ABSTAIN

THIS PROXY WILL, WHEN PROPERLY EXECUTED, BE VOTED AS DIRECTED HEREIN BY THE
SIGNING SHAREHOLDER. IF NO DIRECTION IS GIVEN WHEN THE DULY EXECUTED PROXY IS
RETURNED, THIS PROXY WILL BE VOTED FOR THE FOREGOING PROPOSALS AND WILL BE VOTED
IN THE APPOINTED PROXIES' DISCRETION UPON SUCH OTHER BUSINESS AS MAY PROPERLY
COME BEFORE THE MEETING.

The undersigned acknowledges receipt with this proxy of a copy of the Notice of
Special Meeting and the proxy statement. Your signature(s) on this proxy should
be exactly as your name(s) appear on this proxy. If the shares are held jointly,
each holder should sign this proxy. Attorneys-in-fact, executors,
administrators, trustees or guardians should indicate the full title and
capacity in which they are signing.

Dated: , 2002
-----------------
--------------------------------
Signature of Shareholder

--------------------------------
Signature (Joint owners)

PLEASE DATE, SIGN AND RETURN PROMPTLY USING THE ENCLOSED, POSTAGE-PAID ENVELOPE
WHETHER OR NOT YOU EXPECT TO ATTEND THE nu MEETING. YOU MAY VOTE IN PERSON IF
YOU ATTEND THE MEETING.

TELEPHONE AND INTERNET VOTING INSTRUCTIONS:

TO VOTE BY TELEPHONE:

1) READ THE PROXY STATEMENT AND HAVE THIS PROXY CARD AT HAND.
2) CALL 1-800-690-6903
3) ENTER THE 12-DIGIT CONTROL NUMBER SET FORTH BELOW AND FOLLOW THE SIMPLE
INSTRUCTIONS.

TO VOTE BY INTERNET:

1) READ THE PROXY STATEMENT AND HAVE THIS PROXY CARD AT HAND.
2) GO TO WEBSITE WWW.PROXYVOTE.COM
3) ENTER THE 12-DIGIT CONTROL NUMBER SET FORTH BELOW AND FOLLOW THE SIMPLE
INSTRUCTIONS.

CONTROL NUMBER: XXXXXXXXXXXX