NATIONS FUND TRUST
NATIONS FUND, INC.
NATIONS PRIME FUND
NATIONS TREASURY FUND
NATIONS GOVERNMENT MONEY MARKET FUND
NATIONS TAX EXEMPT FUND
INVESTOR D SHARES
SUPPLEMENT DATED MARCH 20, 1996 TO PROSPECTUS DATED SEPTEMBER 30, 1995,
AS SUPPLEMENTED ON JANUARY 30, 1996
The Prospectus for the Investor D Shares of NATIONS PRIME FUND, NATIONS
TREASURY FUND, NATIONS GOVERNMENT MONEY MARKET FUND and NATIONS TAX EXEMPT FUND
is hereby supplemented as follows:
1. By substituting the following for the section entitled "Expenses Summary":
Expenses are one of several factors to consider when investing in the
Funds. The following table summarizes shareholder transaction and
operating expenses for Investor D Shares of the Funds. The Examples
show the cumulative expenses attributable to a hypothetical $1,000
investment in the Funds over specified periods.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Nations
Nations Prime Nations Treasury Government Money
SHAREHOLDER TRANSACTION EXPENSES Fund Fund Market Fund
Sales Load Imposed on Purchases None None None
Deferred Sales Charge .00%1 .00%1 .00%1
<CAPTION>
Nations
Tax Exempt
SHAREHOLDER TRANSACTION EXPENSES Fund
Sales Load Imposed on Purchases None
Deferred Sales Charge .00%1
</TABLE>
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average net assets)
<TABLE>
Nations
Nations Prime Nations Treasury Government Money
Fund Fund Market Fund
<S> <C> <C> <C>
Management Fees (After Fee Waivers) .14% .14% .12%
Rule 12b-1 Fees (After Fee Waivers) .25% .25% .25%
Shareholder Servicing Fees .25% .25% .25%
Other Expenses (After Expense Reimbursements) .16% .16% .18%
Total Operating Expenses (After Fee Waivers and Expense Reimbursements) .80% .80% .80%
<CAPTION>
Nations
Tax Exempt
Fund
<S> <C>
Management Fees (After Fee Waivers) .13%
Rule 12b-1 Fees (After Fee Waivers) .25%
Shareholder Servicing Fees .25%
Other Expenses (After Expense Reimbursements) .17%
Total Operating Expenses (After Fee Waivers and Expense Reimbursements) .80%
</TABLE>
1 Shares acquired through an exchange remain subject to the contingent
deferred sales charge ("CDSC") schedule applicable to the shares
exchanged. See "How To Buy Shares" and "How To Sell Shares --
Contingent Deferred Sales Charge" below.
EXAMPLES:
You would pay the following expenses on a $1,000 investment in
Investor D Shares of the indicated Fund, assuming (1) a 5% annual
return and (2) redemption at the end of each time period.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Nations
Nations Nations Government
Prime Treasury Money
Fund Fund Market Fund
1 Year $ 8 $ 8 $ 8
3 Years $26 $26 $26
<CAPTION>
Nations
Tax Exempt
Fund
1 Year $ 8
3 Years $26
</TABLE>
The purpose of the foregoing table is to assist an investor in
understanding the various shareholder transaction and operating
expenses that an investor in each Fund will bear either directly or
indirectly. Because Investor D Shares were not offered during the
Funds' most recent fiscal year, the "Other Expenses" figures contained
in the above table are based on estimated amounts for the Funds'
current fiscal year and reflect anticipated fee waivers and
reimbursements. There is no assurance that these fee waivers and
reimbursements will continue beyond the current fiscal year. If fee
waivers and/or reimbursements are discontinued, the amounts contained
in the "Examples" above may increase. Long-term shareholders in a Fund
could pay more in sales charges than the economic equivalent of the
maximum front-end sales charges applicable to mutual funds sold by
members of the National Association of Securities Dealers, Inc. For
more complete descriptions of the Funds' operating expenses, see "How
The Funds Are Managed."
Absent fee waivers and expense reimbursements, "Management Fees,"
"Rule 12b-1 Fees," "Other Expenses" and "Total Operating Expenses"
for Investor D Shares of the indicated Fund would be as follows:
Nations Prime Fund -- .20%, .45%, .17% and 1.07%, respectively; Nations
Treasury Fund -- .20%, .45%, .17% and 1.07%, respectively; Nations
Government Money Market Fund -- .40%, .45%, .21% and 1.31%, respectively;
and Nations Tax Exempt Fund -- .40%, .45%, .20% and 1.30%, respectively.
THE FOREGOING SHOULD NOT BE CONSIDERED TO BE AN ACTUAL REPRESENTATION
OF PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES AND RATES
OF RETURN MAY BE GREATER OR LESS THAN THOSE SHOWN.
2. By substituting the following for the section entitled "How To Buy Shares":
Stephens has established various procedures for purchasing Investor D
Shares in order to accommodate different investors. Purchase orders
may be placed through banks, broker/dealers or other financial
institutions (including certain affiliates of NationsBank) that have
entered into sales support agreements ("Sales Support Agreements")
with Stephens ("Selling Agents").
There is a minimum initial investment of $1,000, except that the
minimum initial investment is:
(Bullet) $500 for IRA investors;
(Bullet) $250 for non-working spousal IRAs; and
(Bullet) $100 for investors participating on a monthly basis in the
Systematic Investment Plan described below.
There is no minimum investment amount for investments by 401(k) plans,
simplified employee pension plans ("SEPs"), salary
reduction-simplified employee pension plans ("SAR-SEPs") or salary
reduction-Individual Retirement Accounts ("SAR-IRAs"). However, the
assets of such plans must reach an asset value of $1,000 ($500 for
SEPs, SAR-SEPs and SAR-IRAs) within one year of the account open date.
If the assets of such plans do not reach the minimum asset size within
one year, Nations Fund reserves the right to redeem the shares held by
such plans on 60 days' written notice. The minimum subsequent
investment is $100, except for investments pursuant to the Systematic
Investment Plan described below.
Shares acquired through an exchange of Investor C Shares of a
non-money market fund must have a current value of at least $1,000. No
sales load or exchange fee is imposed upon the purchase of Investor D
Shares of a Fund through an exchange. Purchases may be effected only
on days on which the Federal Reserve Bank of New York is open for
business (a "Business Day").
The Selling Agents have entered into Sales Support Agreements with
Stephens under which they will provide sales support assistance to
their Customers who own Investor D Shares. In addition, the Servicing
Agents have entered into shareholder servicing agreements ("Servicing
Agreements") under which they will provide various shareholder
services for their Customers who own Investor D Shares ("Servicing
Agents"). Selling Agents and Servicing Agents are sometimes referred
to hereafter as "Agents." From time to time the Agents, Stephens, and
Nations Fund may agree to voluntarily reduce the fees payable for
shareholder services and sales support services. See "Shareholder
Servicing And Distribution Plans."
Nations Fund reserves the right to reject any purchase order. The
issuance of Investor D Shares is recorded on the books of the Funds,
and share certificates are not issued unless expressly requested in
writing. Certificates are not issued for fractional shares.
EFFECTIVE TIME OF PURCHASES: Purchases will be effected only when
federal funds are available for investment on the Business Day the
purchase order is received by Stephens or by the Transfer Agent. A
purchase order must be received by Stephens or by the Transfer Agent
by 3:00 p.m., Eastern time (12 noon, Eastern time, with respect to
Nations Tax Exempt Fund and Nations Government Money Market Fund).
Absent prior arrangement with Stephens or the Transfer Agent, purchase
orders received after such time on any given day will not be accepted;
notice thereof will be given to the Selling Agent transmitting the
order, and any funds received will be returned promptly to the sending
Selling Agent. Any late purchase orders that are not rejected pursuant
to such a prior arrangement will be executed on the following Business
Day. If federal funds are not available by 4:00 p.m., Eastern time,
the order will be canceled. Investor D Shares are purchased at the net
asset value per share next determined after receipt of the order by
Stephens or by the Transfer Agent.
The Selling Agents are responsible for transmitting orders for
purchases by their Customers and delivering required funds on a timely
basis. Stephens is responsible for transmitting orders it receives to
Nations Fund.
TELEPHONE TRANSACTIONS: An investor may effect purchases, redemptions
(up to $50,000) and exchanges by telephone. See "How To Redeem Shares"
and "How To Exchange Shares" below. If a shareholder desires to elect
the telephone transaction feature after opening an account, a
signature guarantee will be required. Shareholders should be aware
that by using the telephone transaction feature such shareholders may
be giving up a measure of security that they may have if they were to
authorize written requests only. A Shareholder may bear the risk of
any resulting losses from a telephone transaction. Nations Fund will
employ reasonable procedures to confirm that instructions communicated
by telephone are genuine, and if Nations Fund and its service
providers fail to employ such measures, they may be liable for any
losses due to unauthorized or fraudulent instructions. Nations Fund
requires a form of personal identification prior to acting upon
instructions received by telephone and provides written confirmation
to shareholders of each telephone share transaction. In addition,
Nations Fund reserves the right to record all telephone conversations.
