SUNAMERICA INCOME FUNDS
497, 1999-09-28
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SunAmerica Income Funds
Supplement to the Statement of Additional Information dated June
1, 1999


On page B-67 of the Statement of Additional Information the
following should be added before the section "DETERMINATION OF NET
ASSET VALUE:"


EXCHANGE PRIVILEGE

     Shareholders in any of the Funds may exchange their shares for
the same class of shares of any other Fund or other SunAmerica
Mutual Funds that offer such class at the respective net asset
value per share.  Before making an exchange, a shareholder should
obtain and review the prospectus of the fund whose shares are being
acquired.  All exchanges are subject to applicable minimum initial
or subsequent investment requirements.  Notwithstanding the
foregoing, shareholders may elect to make periodic exchanges on a
monthly, quarterly, semi-annual and annual basis through the
Systematic Exchange Program.  Through this program, the minimum
exchange amount is $25 and there is no fee for exchanges made.  All
exchanges can be effected only if the shares to be acquired are
qualified for sale in the state in which the shareholder resides.
Exchanges of shares generally will constitute a taxable transaction
except for IRAs, Keogh Plans and other qualified or tax-exempt
accounts.  The exchange privilege may be terminated or modified
upon 60 days' written notice.  Further information about the
exchange privilege may be obtained by calling Shareholder/Dealer
Services at (800) 858-8850.

     If a shareholder acquires Class A shares through an exchange
from another SunAmerica Mutual Fund where the original purchase of
such fund's Class A shares was not subject to an initial sales
charge because the purchase was in excess of $1 million, such
shareholder will remain subject to the CDSC, if any as described in
the Prospectus, applicable to such redemptions. In such event, the
period for which the original shares were held prior to the
exchange will be "tacked" with the holding period of the shares
acquired in the exchange for purposes of determining whether the
CDSC is applicable upon a redemption of any of such shares.

     A shareholder who acquires Class B or Class II shares through
an exchange from another SunAmerica Mutual Fund will retain
liability for any deferred sales charge outstanding on the date of
the exchange.  In such event, the period for which the original
shares were held prior to the exchange will be "tacked" with the
holding period of the shares acquired in the exchange for purposes
of determining what, if any, CDSC is applicable upon a redemption
of any of such shares and the timing of conversion of Class B
shares to Class A.

<PAGE>
     Because excessive trading (including short-term "marketing
timing" trading) can hurt a Fund's performance, each Fund may
refuse any exchange sell order (1) if it appears to be a market
timing transaction involving a significant portion of a Fund's
assets of (2) from any shareholder account if previous use of the
exchange privilege is considered excessive.  Accounts under common
ownership or control, including, but not limited to, those with the
same taxpayer identification number and those administered so as to
redeem or purchase shares based upon certain predetermined market
indications, will be considered one account for this purpose.

     In addition, a Fund reserves the right to refuse any exchange
purchase order if, in the judgment of the Adviser, the Fund would
be unable to invest effectively in accordance with its investment
objective and policies, or would otherwise potentially be adversely
affected.  A shareholder's purchase exchange may be restricted or
refused if the Fund receives or anticipates simultaneous orders
affecting significant portions of the Fund's assets.  In
particular, a pattern of exchanges that coincide with a "market
timing" strategy may be disruptive to the Fund and may therefore be
refused.



Dated:  September 24, 1999


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