PAINEWEBBER GLOBAL GROWTH AND INCOME FUND
Supplement to Prospectus Dated March 1, 1995
The board of trustees of PaineWebber Investment Series ("Trust")
has approved a Plan of Reorganization and Termination ("Reorganization")
for submission to the shareholders of PaineWebber Global Growth and Income
Fund (the "Fund"), a series of the Trust, at a special meeting to be held
on July 14, 1995. If the proposed Reorganization is approved and imple-
mented, all of the Fund's assets will be acquired and its liabilities
assumed by Mitchell Hutchins/Kidder, Peabody Global Equity Fund ("MH/KP
Global Equity 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 MH/KP Global Equity Fund having an aggregate value equal to the value
of the shareholder's holdings in the Fund.
In addition, the Trust's board of trustees has approved the
submission to the Fund's shareholders of a proposal to approve
a new sub-advisory agreement with GE Investment Management Incorporated
for the Fund.
The meeting of Fund shareholders to consider the proposed
Reorganization and sub-advisory agreement will be held on
July 14, 1995. There can be no assurance that the Fund's shareholders
will approve the Reorganization. If the Reorganization is approved, sales
of all Classes of Fund shares will cease on July 28, 1995, so that Fund
shares will no longer be available for purchase or exchange starting on
July 28, 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 immediately, the $5.00
service fee on exchanges will be waived on all exchange redemptions.
Dated: May 16, 1995
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PAINEWEBBER EUROPE GROWTH FUND
Supplement to Prospectus Dated March 1, 1995
The board of trustees of PaineWebber Investment Series ("Trust")
has approved a Plan of Reorganization and Termination ("Reorganization")
for submission to the shareholders of PaineWebber Europe Growth Fund (the
"Fund"), a series of the Trust, at a special meeting to be held on July
14, 1995. If the proposed Reorganization is approved and implemented, all
of the Fund's assets will be acquired and its liabilities assumed by
Mitchell Hutchins/Kidder, Peabody Global Equity Fund ("MH/KP Global Equity
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 MH/KP Global
Equity Fund having an aggregate value equal to the value of the
shareholder's holdings in the Fund.
In addition, the Trust's board of trustees has approved the
submission to the Fund's shareholders of a proposal to approve a new sub-
advisory agreement with GE Investment Management Incorporated for the
Fund.
The meeting of Fund shareholders to consider the proposed
reorganization and sub-advisory agreement will be held on
July 14, 1995. There can be no assurance that the Fund's shareholders
will approve the Reorganization. If the Reorgani-zation is approved,
sales of all Classes of Fund shares will cease on July 28, 1995, so that
Fund shares will no longer be available for purchase or exchange starting
on July 28, 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 immediately,
the $5.00 service fee on exchanges will be waived on all exchange
redemptions.
Dated: May 16, 1995
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