PAINEWEBBER RMA TAX FREE FUND INC
497, 2000-06-30
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                                 PAINEWEBBER RMA

                             MONEY MARKET PORTFOLIO
                            U.S. GOVERNMENT PORTFOLIO
                                  TAX-FREE FUND
                         CALIFORNIA MUNICIPAL MONEY FUND
                         NEW JERSEY MUNICIPAL MONEY FUND
                          NEW YORK MUNICIPAL MONEY FUND

   SUPPLEMENT TO STATEMENT OF ADDITIONAL INFORMATION DATED AUGUST 31, 1999



Dear Investor,

      The section captioned "Additional  Information  Regarding  Redemptions" at
page 48 of the  Statement  of  Additional  Information  is retitled  "Additional
Purchase and  Redemption  Information"  and a new first  paragraph is added,  as
follows:

                 ADDITIONAL PURCHASE AND REDEMPTION INFORMATION

                  ADDITIONAL PURCHASE  INFORMATION.  Each fund may, subject
            to approval by its board,  accept  securities in which the fund
            is  authorized to invest as  consideration  for the issuance of
            its shares,  provided  that the value of the  securities  is at
            least equal to the net asset value of the fund's  shares at the
            time the  transaction  occurs.  A fund may accept or reject any
            such securities in its discretion.

      The  original  text of this section is  captioned  "Additional  Redemption
Information" and is otherwise unchanged.

June 30, 2000




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