AMERICAN AADVANTAGE FUNDS
Institutional Class
Supplement dated November 25, 1996
to the Prospectus dated March 1, 1996
The last paragraph on page 32 should be replaced by:
Hotchkis and Wiley, 800 West Sixth Street, Los Angeles, California,
90017, is a professional investment counseling firm which was founded
in 1980 by John F. Hotchkis and George Wiley. Hotchkis and Wiley
became a division of Merrill Lynch Capital Management Group, a wholly
owned subsidiary of Merrill Lynch & Co., Inc. on November 12, 1996.
Assets under management as of December 31, 1995 were approximately
$9.0 billion, which included approximately $988 million of assets of
AMR and its subsidiaries and affiliated entities. Hotchkis and Wiley
serves as an investment adviser to the Balanced Portfolio, Growth and
Income Portfolio and International Equity Portfolio. The Manager pays
Hotchkis and Wiley an annualized fee equal to .60% of the first $10
million of AMR Trust assets under its discretionary management, .50%
of the next $140 million of assets, .30% of the next $50 million of
assets, .20% of the next $800 million of assets and .15% of all excess
assets.