<PAGE>
MAS Funds
Supplement dated April 18, 1996 to the Institutional
Class Prospectus dated January 30, 1996
This supplement to the Institutional Class Prospectus dated January 30, 1996,
provides new and additional information beyond that contained in the Prospectus
and should be read in conjunction with the Prospectus. Unless otherwise
indicated in this supplement, defined terms have the same meaning as in the
Prospectus.
The following changes have been adopted as a result of the Special Meeting of
Shareholders of the Municipal Portfolio and the PA Municipal Portfolio:
Investment Objective
The investment objective of the Municipal Portfolio is as follows:
To realize above-average total return over a market cycle of three to five
years, consistent with the conservation of capital and the realization of
current income which is exempt from federal income tax, by investing in a
diversified portfolio of fixed-income securities.
The Portfolio Summary for the Municipal Portfolio is revised to reflect the
following:
Maturity and Duration: Average weighted maturity generally between 5 and
10 years.
Comparative Index: A weighted blend of quarterly returns compiled by the
Adviser using: 50% Lehman Brothers 5-Year Municipal Bond Index and 50%
Lehman Brothers 10-Year Municipal Bond Index.
The investment objective of the PA Municipal Portfolio is as follows:
To realize above-average total return over a market cycle of three to five
years, consistent with the conservation of capital and the realization of
current income which is exempt from federal income tax and Pennsylvania
personal income tax, by investing primarily in a diversified portfolio of
fixed-income securities.
The Portfolio Summary for the PA Municipal Portfolio is revised to reflect the
following:
Maturity and Duration: Average weighted maturity generally between 5 and
10 years.
Comparative Index: A weighted blend of quarterly returns compiled by the
Adviser using: 50% Lehman Brothers 5-Year Municipal Bond Index and 50%
Lehman Brothers 10-Year Municipal Bond Index.
The following represents additional information pertaining to all or certain
MAS Funds portfolios, as indicated:
RISK FACTORS
Each portfolio (except the Cash Reserves Portfolio) may invest in certain
instruments such as Forwards, certain types of Futures & Options, certain
types of Mortgage Securities and When-Issued Securities which require the
portfolio to segregate some or all of its cash, U.S. government securities,
or other liquid high grade Fixed-Income Securities to cover its obligations
pursuant to such instruments. As asset segregation reaches certain levels, a
portfolio may lose flexibility in managing its investments properly,
responding to shareholder redemption requests, or meeting other obligations
and may be forced to sell other securities that it wanted to retain or to
realize unintended gains or losses.
Investment Limitations
(g) Each portfolio may pledge, mortgage or hypothecate assets in an amount up to
50% of its total assets, provided that each portfolio may also segregate
assets without limit in order to comply with the requirements of Section
18(f) of the Investment Company Act of 1940, as amended, and applicable
interpretations thereof published from time to time by the Securities and
Exchange Commission and its staff.
<PAGE>
Portfolio Management
The following lists changes in the investment professionals managing certain
portfolios:
Balanced Portfolio: Thomas L. Bennett, John D. Connolly, Gary G. Schlarbaum,
Horacio A. Valeiras and Richard B. Worley
Cash Reserves Portfolio: Abigail Jones Feder, Ellen D. Harvey and Kenneth
R. Holley
Emerging Markets Portfolio: Boykin Curry and Horacio A. Valeiras
Equity and Select Equity Portfolios: Arden C. Armstrong, John D. Connolly,
Timothy G. Connors, Nicholas J. Kovich, Robert J. Marcin and Gary C.
Schlarbaum
Global Fixed Income and International Fixed Income Portfolios: J. David
Germany, Michael Kushma, Paul F. O'Brien and Richard B. Worley
High Yield Portfolio: Robert E. Angevine, Thomas L. Bennett and Stephen F.
Esser
International Equity Portfolio: Hassan Elmasry, Horacio A. Valeiras and Dean
Williams
Mid Cap Growth Portfolio: Arden C. Armstrong and Abhi Y. Kanitkar
Multi-Asset-Class Portfolio: Thomas L. Bennett, John D. Connolly, J. David
Germany, Gary G. Schlarbaum, Horacio A. Valeiras and Richard B. Worley
Value Portfolio: Richard M. Behler, Robert J. Marcin and A. Morris Williams,
Jr.
<PAGE>
A description of business experience during the past five years follows for
those investment professionals listed for the first time:
Robert E. Angevine, Portfolio Manager, joined Morgan Stanley Asset
Management in 1988. He assumed responsibility for the High Yield Portfolio
in 1996.
Richard M. Behler, Portfolio Manager, joined MAS in 1995. He served as a
Portfolio Manager from 1992 through 1995 for Moore Capital Management and
as Senior Vice President for Merrill Lynch Economics from 1987 through 1992.
He assumed responsibility for the Value Portfolio in 1996.
Boykin Curry, Equity Analyst, joined MAS in 1994; He served as Director, New
Product Development from 1990 through 1992 for the Advisory Board Company.
He assumed responsibility for the Emerging Markets Portfolio in 1996.
Hassan Elmasry, Portfolio Manager, joined MAS in 1995. He served as First
Vice President & International Equity Portfolio Manager from 1987 through
1995 for Mitchell Hutchins Asset Management. He assumed responsibility for
the International Equity Portfolio in 1996.
Abigail Jones Feder, Portfolio Manager, joined Morgan Stanley in 1985. She
assumed responsibility for the Cash Reserves Portfolio in 1996.
Kenneth R. Holley, Portfolio Manager, joined Morgan Stanley Asset Management
in 1993. He served as a Finance Officer from 1991 through 1993 for the
African Development Bank. He assumed responsibility for the Cash Reserves
Portfolio in 1996.
Abhi Y. Kanitkar, Equity Analyst, joined MAS in 1994. He served as an
Investment Analyst from 1993 through 1994 for Newbold's Asset Management and
as Director & Investment Analyst from 1990 through 1993 for Kanitkar
Investment Services, Inc. He assumed responsibility for the Mid Cap Growth
Portfolio in 1996.
Michael Kushma, Portfolio Manager, joined Morgan Stanley in 1988. He assumed
responsibility for the Global Fixed Income and International Fixed Income
Portfolios in 1996.
Paul F. O'Brien, Portfolio Manager, joined MAS in 1996. He served as Head of
European Economics from 1993 through 1995 for JP Morgan and as Principal
Administrator from 1991 through 1992 for the Organization for Economic
Cooperation and Development. He assumed responsibility for the Global Fixed
Income and International Fixed Income Portfolios in 1996.
<PAGE>
Trustees and officers
David P. Eastburn retired as a Trustee of MAS Funds in February, 1996
Vincent R. McLean, elected Trustee of MAS Funds in February, 1986; Retired;
Director, Alexander and Alexander Services, Inc., Director, Legal and General
America, Inc., Director, William Penn Life Insurance Company of New York;
formerly Executive Vice President, Chief Financial Officer, Director and Member
of the Executive Committee of Sperry Corporation (now part of Unisys
Corporation).
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.
<PAGE>
MAS Funds
Supplement dated April 18, 1996 to the Investment
Class Prospectus dated January 30, 1996
This supplement to the Investment Class Prospectus dated January 30, 1996,
provides new and additional information beyond that contained in the Prospectus
and should be read in conjunction with the Prospectus. Unless otherwise
indicated in this supplement, defined terms have the same meaning as in the
Prospectus.
RISK FACTORS
o Each portfolio (except the Cash Reserves Portfolio) may invest in certain
instruments such as Forwards, certain types of Futures & Options, certain
types of Mortgage Securities and When-Issued Securities which require the
portfolio to segregate some or all of its cash, U.S. government securities,
or other liquid high grade Fixed-Income Securities to cover its obligations
pursuant to such instruments. As asset segregation reaches certain levels, a
portfolio may lose flexibility in managing its investments properly,
responding to shareholder redemption requests, or meeting other obligations
and may be forced to sell other securities that it wanted to retain or to
realize unintended gains or losses.
Investment Limitations
(g) Each portfolio may pledge, mortgage or hypothecate assets in an amount up to
50% of its total assets, provided that each portfolio may also segregate
assets without limit in order to comply with the requirements of Section
18(f) of the Investment Company Act of 1940, as amended, and applicable
interpretations thereof published from time to time by the Securities and
Exchange Commission and its staff.
Portfolio Management
The following lists changes in the investment professionals managing certain
portfolios:
Balanced Portfolio: Thomas L. Bennett, John D. Connolly, Gary G. Schlarbaum,
Horacio A. Valeiras and Richard B. Worley
Cash Reserves Portfolio: Abigail Jones Feder, Ellen D. Harvey and Kenneth
R. Holley
Equity Portfolio: Arden C. Armstrong, John D. Connolly, Timothy G. Connors,
Nicholas J. Kovich, Robert J. Marcin and Gary G. Schlarbaum
<PAGE>
High Yield Portfolio: Robert E. Angevine, Thomas L. Bennett and Stephen F.
Esser
International Equity Portfolio: Hassan Elmasry, Horacio A. Valeiras and Dean
Williams
Multi-Asset-Class Portfolio: Thomas L. Bennett, John D. Connolly, J. David
Germany, Gary G. Schlarbaum, Horacio A. Valeiras and Richard B. Worley
Value Portfolio: Richard M. Behler, Robert J. Marcin and A. Morris Williams,
Jr.
A description of business experience during the past five years follows for
those investment professionals listed for the first time.
Robert E. Angevine, Portfolio Manager, joined Morgan Stanley Asset
Management in 1988. He assumed responsibility for the High Yield Portfolio
in 1996.
Richard M. Behler, Portfolio Manager, joined MAS in 1995. He served as a
Portfolio Manager from 1992 through 1995 for Moore Capital Management and as
Senior Vice President for Merrill Lynch Economics from 1987 through 1992. He
assumed responsibility for the Value Portfolio in 1996.
Hassan Elmasry, Portfolio Manager, joined MAS in 1995. He served as First
Vice President & International Equity Portfolio Manager from 1987 through
1995 for Mitchell Hutchins Asset Management. He assumed responsibility for
the International Equity Portfolio in 1996.
Abigail Jones Feder, Portfolio Manager, joined Morgan Stanley in 1985. She
assumed responsibility for the Cash Reserves Portfolio in 1996.
Kenneth R. Holley, Portfolio Manager, joined Morgan Stanley Asset Management
in 1993. He served as a Finance Officer from 1991 through 1993 for the
African Development Bank. He assumed responsibility for the Cash Reserves
Portfolio in 1996.
Trustees and Officers
David P. Eastburn retired as a Trustee of MAS Funds in February, 1996
Vincent R. McLean, elected Trustee of MAS Funds in February 1996; Retired;
Director, Alexander and Alexander Services, Inc., Director, Legal and General
America, Inc., Director, William Penn Life Insurance Company of New York;
formerly Executive Vice President, Chief Financial Officer, Director and Member
of the Executive Committee of Sperry Corporation (now part of Unisys
Corporation).
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.
<PAGE>
MAS Funds
Supplement dated April 18, 1996 to the Adviser
Class Prospectus dated January 30, 1996
This supplement to the Adviser Class Prospectus dated January 30, 1996, provides
new and additional information beyond that contained in the Prospectus and
should be read in conjunction with the Prospectus. Unless otherwise indicated in
this supplement, defined terms have the same meaning as in the Prospectus.
RISK FACTORS
o Each portfolio may invest in certain instruments such as Forwards, certain
types of Futures & Options, certain types of Mortgage Securities and
When-Issued Securities which require the portfolio to segregate some or all
of its cash, U.S. government securities, or other liquid high grade
Fixed-Income Securities to cover its obligations pursuant to such
instruments. As asset segregation reaches certain levels, a portfolio may
lose flexibility in managing its investments properly, responding to
shareholder redemption requests, or meeting other obligations and may be
forced to sell other securities that it wanted to retain or to realize
unintended gains or losses.
Investment Limitations
(g) Each portfolio may pledge, mortgage or hypothecate assets in an amount up to
50% of its total assets, provided that each portfolio may also segregate
assets without limit in order to comply with the requirements of Section
18(f) of the Investment Company Act of 1940, as amended, and applicable
interpretations thereof published from time to time by the Securities and
Exchange Commission and its staff.
Portfolio Management
The following lists changes in the investment professionals managing certain
portfolios.
Balanced Portfolio: Thomas L. Bennett, John D. Connolly, Gary G.
Schlarbaum, Horacio A. Valeiras and Richard B. Worley
High Yield Portfolio: Robert E. Angevine, Thomas L. Bennett and Stephen F.
Esser
Mid Cap Growth Portfolio: Arden C. Armstrong and Abhi Y. Kanitkar
<PAGE>
Value Portfolio: Richard M. Behler, Robert J. Marcin and A. Morris Williams,
Jr.
A description of business experience during the past five years follows for
those investment professionals listed for the first time.
Robert E. Angevine, Portfolio Manager, joined Morgan Stanley Asset
Management in 1988. He assumed responsibility for the High Yield Portfolio
in 1996.
Richard M. Behler, Portfolio Manager, joined MAS in 1995. He served as a
Portfolio Manager from 1992 through 1995 for Moore Capital Management and as
Senior Vice President for Merrill Lynch Economics from 1987 through 1992. He
assumed responsibility for the Value Portfolio in 1996.
Abhi Y. Kanitkar, Equity Analyst, joined MAS in 1994. He served as an
Investment Analyst from 1993 through 1994 for Newbold's Asset Management and
as Director & Investment Analyst from 1990 through 1993 for Kanitkar
Investment Services, Inc. He assumed responsibility for the Mid Cap Growth
Portfolio in 1996.
Trustees and Officers
David P. Eastburn retired as a Trustee of MAS Funds in February, 1996
Vincent R. McLean, elected Trustee of MAS Funds in February 1996; Retired;
Director, Alexander and Alexander Services, Inc., Director, Legal and General
America, Inc., Director, William Penn Life Insurance Company of New York;
formerly Executive Vice President, Chief Financial Officer, Director and Member
of the Executive Committee of Sperry Corporation (now part of Unisys
Corporation).
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.
