THE SCHNEIDER VALUE FUND
                                  (THE "FUND")


                  (INVESTMENT PORTFOLIO OF THE RBB FUND, INC.)

                       Supplement dated November 26, 2003
        to Prospectus dated August 1, 2002, revised as of October 1, 2002

THIS SUPPLEMENT CONTAINS NEW AND ADDITIONAL INFORMATION BEYOND THAT CONTAINED IN
THE PROSPECTUS AND SHOULD BE READ IN CONJUNCTION WITH THE PROSPECTUS.

This Supplement contains information regarding a change in the Fund's redemption
fee policy.

     FOOTNOTE NO. 1 ON PAGE 4 UNDER THE CAPTION  "EXPENSES  AND FEES" IS DELETED
AND REPLACED WITH THE FOLLOWING:

     1.   Shares  of the Fund not  purchased  through  reinvested  dividends  or
          capital gains  distributions and held less than 90 days are subject to
          the above redemption fee. This fee is intended to encourage  long-term
          investment in the Fund, to avoid transaction and other expenses caused
          by early  redemption,  and to  facilitate  portfolio  management.  See
          "Redemption of Fund Shares - Transaction  Fee on Certain  Redemptions"
          below for more information.

     THE FIFTH PARAGRAPH ON PAGE 10 UNDER THE CAPTION "REDEMPTION OF FUND SHARES
- TRANSACTION FEE ON CERTAIN REDEMPTIONS" IS DELETED AND REPLACED WITH THE
FOLLOWING:

     TRANSACTION FEE ON CERTAIN REDEMPTIONS.  The Fund requires the payment of a
transaction  fee on  redemptions  of Shares  held for less than 90 days equal to
1.00% of the net asset value of such Shares  redeemed at the time of redemption.
This  additional  transaction  fee  is  paid  to  the  Fund,  NOT  the  adviser,
distributor or transfer agent. It is NOT a sales charge or a contingent deferred
sales  charge.  The fee does not apply to redeemed  Shares  that were  purchased
through reinvested  dividends or capital gain distributions.  The purpose of the
additional   transaction  fee  is  to  indirectly  allocate   transaction  costs
associated with redemptions to those investors making  redemptions after holding
their shares for a short period,  thus protecting existing  shareholders.  These
costs include: (1) brokerage costs; (2) market impact costs - i.e., the decrease
in market  prices  which may result when the Fund sells  certain  securities  in
order to raise  cash to meet the  redemption  request;  (3) the  realization  of
capital gains by the other  shareholders  in the Fund; and (4) the effect of the
"bid-ask" spread in the over-the-counter market. The 1.00% amount represents the
Fund's  estimate  of the  brokerage  and other  transaction  costs  which may be
incurred by the Fund in  disposing  of stocks in which the Fund may invest.  For
purposes of this redemption  feature,  shares purchased first will be considered
to be shares first redeeemed.

     THE FIRST PARAGRAPH ON PAGE 11 UNDER THE CAPTION "REDEMPTION OF FUND SHARES
- SYSTEMATIC WITHDRAWAL PLAN" IS DELETED AND REPLACED WITH THE FOLLOWING:

     SYSTEMATIC  WITHDRAWAL  PLAN.  If  your  account  has a value  of at  least
$20,000,  you may  establish a Systematic  Withdrawal  Plan and receive  regular
periodic payments.  A request to establish a Systematic  Withdrawal Plan must be
submitted in writing to the  Transfer  Agent at P.O.  Box 9837,  Providence,  RI
02940. Each withdrawal  redemption will be processed on or about the 25th of the
month and mailed as soon as possible  thereafter.  There are no service  charges
for  maintenance;  the minimum amount that you may withdraw each period is $100.
(This is merely the minimum  amount  allowed  and should not be  mistaken  for a
recommended  amount.) The holder of a Systematic  Withdrawal  Plan will have any
income  dividends  and any capital  gains  distributions  reinvested in full and
fractional shares at net asset value. To provide funds for payment,  Shares will
be  redeemed  in such  amount  as is  necessary  at the  redemption  price.  The
systematic  withdrawal  of Shares may reduce or  possibly  exhaust the Shares in
your account,  particularly in the event of a market decline.  The Fund requires
the payment of a transaction  fee on redemptions of Shares held for less than 90
days equal to 1.00% of the net asset value of such  Shares  redeemed at the time
of redemption.  As with other redemptions,  a systematic withdrawal payment is a
sale for federal  income tax  purposes.  Payments  made pursuant to a Systematic
Withdrawal  Plan cannot be  considered  as actual  yield or income since part of
such payments may be a return of capital.


               PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.