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MAS Funds
Supplement dated January 4, 1996
This supplement to the Prospectus dated December 23, 1994, as supplemented
through September 15, 1995, provides new and additional information beyond that
contained in the Prospectus and should be read in conjunction with such
Prospectus. Unless otherwise indicated in this supplement, defined terms have
the same meaning as in the Prospectus.
THE FUND'S INVESTMENT ADVISER:
On January 3, 1996, Morgan Stanley Group Inc. acquired Miller Anderson &
Sherrerd, LLP (the "Adviser") in a transaction in which Morgan Stanley Asset
Management Holdings Inc., an indirect wholly owned subsidiary of Morgan Stanley
Group Inc., became the sole general partner of the Adviser. Morgan Stanley Asset
Management Holdings Inc. and two other wholly owned subsidiaries of Morgan
Stanley Group Inc. became the limited partners of the Adviser.
In connection with this transaction, the Adviser entered into a new investment
management agreement with MAS Funds dated as of January 3, 1996, which agreement
was approved by the shareholders of each Portfolio at a special meeting held on
October 6, 1995. The Adviser will retain its name and remain at its current
location, One Tower Bridge, West Conshohocken, PA 19428. The Adviser will
continue to provide investment counseling services to employee benefit plans,
endowments, foundations, and other institutional investors.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.
