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PAINEWEBBER MUTUAL FUNDS
PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION SUPPLEMENT
October 27, 1999
Dear Investor,
This is a supplement to the prospectuses and Statements of Additional
Information, as applicable, of the PaineWebber Mutual Funds listed on the
reverse side. The purpose of the supplement is to notify you of:
the new address for the PaineWebber Mutual Funds and Mitchell Hutchins
Asset Management Inc.;
a waiver of the Class A sales charge for purchases through PaineWebber
InsightOne'sm' Program brokerage accounts;
a special waiver of the contingent deferred sales charge for certain
employee benefit plans that purchase Class C shares;
a modification in the systematic withdrawal plan for Class B shares;
and
a special waiver of the contingent deferred sales charges applicable
to Class A, Class B and Class C shares for certain non-resident
aliens.
The PaineWebber Mutual Funds and Mitchell Hutchins Asset Management
Inc. have changed their address to 51 West 52nd Street, New York, New York
10019-6114.
Investors who purchase shares through the PaineWebber InsightOne'sm'
Program are eligible to buy Class A shares without a sales load. The PaineWebber
InsightOne'sm' Program offers a non-discretionary brokerage account to
PaineWebber clients for an asset-based fee at an annual rate of up to 1.50% of
the assets in the account. Account holders may purchase or sell certain
investment products without paying commissions or other markups/markdowns.
Employee benefit plans qualified under Section 401(k) or Section 403(b)
of the Internal Revenue Code with fewer than 100 employees or less than $1
million in assets may be eligible to buy Class C shares with no contingent
deferred sales charge imposed on redemptions by those plans during the first
year after purchase.
The Systematic Withdrawal Plan is modified for Class B shares to
require a $10,000 minimum investment, a minimum withdrawal of $100 and minimum
monthly, quarterly, semi-annual and annual withdrawals of $100, $200, $300 and
$400, respectively.
Until March 31, 2000, investors who are non-resident aliens will be
able to sell their Fund shares without incurring a contingent deferred sales
charge, if they use the sales proceeds to immediately purchase shares of certain
offshore investment pools available through PaineWebber. The Fund will waive the
contingent deferred sales charge that would otherwise apply to a sale of Class
A, Class B or Class C shares of the Fund. Fund shareholders who want to take
advantage of this waiver should review the offering documents of the offshore
investment pools for further information, including investment minimums, and
fees and expenses. Shares of the offshore investment pools are available only in
those jurisdictions where the sale is authorized and are not available to any
U.S. person, including, but not limited to, any citizen or resident of the
United States, and U.S. partnership or U.S. trust, and are not available to
residents of certain other countries. For more information on how to take
advantage of the deferred sales charge waiver, investors should contact their
PaineWebber Financial Advisors.
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This supplement applies to the following Funds:
PAINEWEBBER BOND FUNDS
High Income Fund
Investment Grade Income Fund
Low Duration U.S. Government Income Fund
Strategic Income Fund
U.S. Government Income Fund
PAINEWEBBER TAX-FREE BOND FUNDS
California Tax-Free Income Fund
Municipal High Income Fund
National Tax-Free Income Fund
New York Tax-Free Income Fund
PAINEWEBBER ASSET ALLOCATION FUNDS
Balanced Fund
Tactical Allocation Fund
PAINEWEBBER STOCK FUNDS
Financial Services Growth Fund
Growth Fund
Growth and Income Fund
Mid Cap Fund
Small Cap Fund
Tax-Managed Equity Fund
Utility Income Fund
PAINEWEBBER GLOBAL FUNDS
Asia Pacific Growth Fund
Emerging Markets Equity Fund
Global Equity Fund
Global Income Fund
PAINEWEBBER MONEY MARKET FUND
STATEMENT OF DIFFERENCES
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The service mark symbol shall be expressed as...............................'sm'
