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PAINEWEBBER COMMUNICATIONS AND TECHNOLOGY GROWTH FUND
Supplement to Prospectus Dated January 1, 1995
The board of trustees of PaineWebber Olympus Fund ("Trust") has
approved a Plan of Reorganization and Termination ("Reorganization") for
submission to the shareholders of its series, PaineWebber Communications
and Technology Growth Fund ("Fund"), at a special meeting to be held
August 11, 1995. If the proposed Reorganization is approved and
implemented, all the Fund's assets will be acquired and its liabilities
assumed by PaineWebber Growth Fund ("Growth Fund") in a tax-free
reorganization. As a result of the Reorganization, the two funds' assets
would be combined and each Fund shareholder would, on the closing date of
the transaction, receive a number of full and fractional shares of the
corresponding Class of shares of Growth Fund having an aggregate value
equal to the value of the shareholder's holdings in the Fund. Growth Fund
is a series of the Trust, an open-end management investment company
organized as a Massachusetts business trust. There can be no assurance
that the Fund's shareholders will approve the Reorganization.
The meeting of Fund shareholders to consider the proposed
Reorganization will be held on August 11, 1995. If the Reorganization is
approved, sales of all Classes of Fund shares will cease on August 14,
1995, so that Fund shares will no longer be available for purchase or
exchange starting on August 15, 1995 through the closing date of the
Reorganization. Redemptions of Fund shares and exchanges of Fund shares
for shares of another PaineWebber mutual fund ("exchange redemptions") may
be effected through the closing date of the Reorganization. Effective
Wednesday, June 14, 1995, the $5.00 service fee on exchanges will be
waived on all exchange redemptions.
Dated: June 8, 1995
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