NATIONS FUND TRUST
497, 1997-10-08
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                               NATIONS FUND TRUST
       Supplement dated October 8, 1997 to Prospectuses dated August 1, 1997

                        Nations Managed Value Index Fund
                    Nations Managed SmallCap Value Index Fund

                                Primary A Shares

The  prospectuses  for the Primary A Shares of Nations  Managed Value Index Fund
and Nations Managed SmallCap Value Index Fund are hereby  supplemented by adding
the following:

Nations Managed Value Index Fund and Nations  Managed  SmallCap Value Index Fund
will commence  operations  on November 24, 1997.  Prior to the  commencement  of
operations,  the Funds' distributor,  Stephens Inc.,  ("Stephens"),  will accept
subscriptions,  through  Institutions,  for each  Fund's  shares at the  initial
offering price of $10.00 per share.  The initial  offering period for the shares
is currently  scheduled  from October 13, 1997 through 3:00 p.m.,  Eastern time,
November 24, 1997 (the "Subscription  Period").  Subscriptions for shares of the
Funds received during the Subscription  Period will be accepted by the Funds and
become firm  orders  when the Funds  commence  operations.  Checks  accompanying
subscriptions  received during the  Subscription  Period will be held uninvested
until the close of business on November 24, 1997.

Shares of the Funds may also be purchased  through  Charles  Schwab & Co.,  Inc.
("Schwab")  during the Subscription  Period.  The purchase price for Fund shares
will not be deducted from a Schwab customer's  brokerage account until the close
of business on November 24, 1997.  For its services,  Stephens will pay Schwab a
fixed fee of up to seventy  thousand  dollars,  plus up to fifty basis points on
the net asset  value of Fund  shares  sold by  Schwab  during  the  Subscription
Period.  Stephens  will pay the fee,  pursuant to a Selected  Dealer  Agreement,
solely out of its own resources and such payment will have no effect on the fees
or expenses of the Funds.

Schwab customers purchasing Primary A Shares during the Subscription Period will
be charged a transaction fee upon redemption. Primary A Shares purchased through
Schwab after the  Subscription  Period will be subject to transaction  fees upon
purchase and redemption.

All subscriptions may be canceled prior to November 24, 1997.


<PAGE>


                               NATIONS FUND TRUST
         Supplement dated October 8, 1997 to Prospectuses dated August 1, 1997

                        Nations Managed Value Index Fund
                    Nations Managed SmallCap Value Index Fund

                                Investor A Shares

The  prospectuses  for the Investor A Shares of Nations Managed Value Index Fund
and Nations Managed SmallCap Value Index Fund are hereby  supplemented by adding
the following:

Nations Managed Value Index Fund and Nations  Managed  SmallCap Value Index Fund
will commence  operations  on November 24, 1997.  Prior to the  commencement  of
operations,  the Funds' distributor,  Stephens Inc.,  ("Stephens"),  will accept
subscriptions, directly or through Selling Agents, for each Fund's shares at the
initial  offering price of $10.00 per share. The initial offering period for the
shares is currently  scheduled from October 13, 1997 through 3:00 p.m.,  Eastern
time, November 24, 1997 (the "Subscription Period"). Subscriptions for shares of
the Funds received during the Subscription  Period will be accepted by the Funds
and become firm orders when the Funds commence  operations.  Checks accompanying
subscriptions  received during the  Subscription  Period will be held uninvested
until the close of business on November 24, 1997.

Shares of the Funds may also be purchased  through  Charles  Schwab & Co.,  Inc.
("Schwab")  during the Subscription  Period.  The purchase price for Fund shares
will not be deducted from a Schwab customer's  brokerage account until the close
of business on November 24, 1997.  For its services,  Stephens will pay Schwab a
fixed fee of up to seventy  thousand  dollars,  plus up to fifty basis points on
the net asset  value of Fund  shares  sold by  Schwab  during  the  Subscription
Period.  Stephens  will pay the fee,  pursuant to a Selected  Dealer  Agreement,
solely out of its own resources and such payment will have no effect on the fees
or expenses of the Funds. Schwab will receive remuneration from the Funds and/or
their affiliates after the Subscription Period for recordkeeping and shareholder
services for Investor A Shares purchased through Schwab.

All subscriptions may be canceled prior to November 24, 1997.




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