SUNAMERICA EQUITY FUNDS
Supplement to the Statement of Additional Information dated
January 29, 1999
The section entitled "Waiver of Sales Charges with Respect to
Certain Purchases of Class A Shares" on Page B-50 of the
Statement of Additional Information should be replaced in its
entirety with the following:
Waiver of Sales Charges with Respect to Certain Purchases of
Class A Shares. To the extent that sales are made for personal
investment purposes, the sales charge is waived as to Class A
shares purchased by current or retired officers, directors, and
other full-time employees of the Adviser and its affiliates, as
well as members of the selling group and family members of the
foregoing. In addition, the sales charge is waived with
respect to shares purchased by certain qualified retirement
plans or employee benefit plans (other than IRAs), which are
sponsored or administered by the Adviser or an affiliate
thereof. Such plans may include certain employee benefit plans
qualified under Sections 401 or 457 of the Code, or employee
benefit plans created pursuant to Section 403(b) of the Code
and sponsored by nonprofit organizations defined under Section
501(c)(3) of the Code (collectively, the "Plans"). A Plan will
qualify for purchases at net asset value provided that (a) the
initial amount invested in one or more of the Portfolios (or in
combination with the shares of other SunAmerica Mutual Funds)
is at least $750,000, (b) the sponsor signs a $750,000 Letter
of Intent, (c) such shares are purchased by an employer-
sponsored plan with at least 75 eligible employees, or (d) the
purchases are by trustees or other fiduciaries for certain
employer-sponsored plans, the trustee, fiduciary or
administrator has an agreement with the Distributor with
respect to such purchases, and all such transactions for the
plan are executed through a single omnibus account. Further,
the sales charge is waived with respect to shares purchased by
"wrap accounts" for the benefit of clients of broker-dealers,
financial institutions or financial planners or registered
investment advisers adhering to the following standards
established by the Distributor: (i) the broker-dealer,
financial institution or financial planner charges its
client(s) an advisory fee based on the assets under management
on an annual basis, and (ii) such broker-dealer, financial
institution or financial planner does not advertise that shares
of the Funds may be purchased by clients at net asset value.
Shares purchased under this waiver may not be resold except to
the Fund. Shares are offered at net asset value to the
foregoing persons because of anticipated economies in sales
effort and sales related expenses. Reductions in sales charges
apply to purchases or shares by a "single person" including an
individual; members of a family unit comprising husband, wife
and minor children; or a trustee or other fiduciary purchasing
for a single fiduciary account. Complete details concerning
how an investor may purchase shares at reduced sales charges
may be obtained by contacting the Distributor.
August 24, 1999
