AMERICAN AADVANTAGE FUNDS
497K1, 1999-09-30
Previous: STEIN ROE INVESTMENT TRUST, 497, 1999-09-30
Next: MCNEIL REAL ESTATE FUND XXVII LP, PRER14A, 1999-09-30



<PAGE>   1


[SUPER SAVER LOGO]                          Filed pursuant to rule 497(k)(1)(i)
[AMERICAN AADVANTAGE FUNDS LOGO]



                                                                        PROFILE

                                                               November 1, 1999

AMR CLASS

         Balanced Fund
         Large Cap Value Fund
         Small Cap Value Fund
         International Equity Fund
         Intermediate Bond Fund
         Short-Term Bond Fund

INSTITUTIONAL CLASS

         S&P 500 Index Fund


This Profile is intended for use in connection with the AMR Corporation $uper
$aver 401(k) Plan (the "Plan") and is not intended for use by other investors.
This Profile summarizes key information about the Funds that is included in the
Funds' prospectus. The Funds' prospectus includes additional information about
the Funds, including a more detailed description of the risks associated with
investing in the Funds that you may want to consider before you invest. You may
obtain the prospectus and other information about the Funds at no cost by
calling 1-800-967-9009.



<PAGE>   2
OVERVIEW

The Plan invests in the American AAdvantage Funds (the "Funds"), which are
managed by AMR Investment Services, Inc. (the "Manager"), a wholly owned
subsidiary of AMR Corporation.

The Funds operate under a master-feeder structure. This means that each Fund,
except for the S&P 500 Index Fund, invests all of its investable assets in a
corresponding Portfolio of the AMR Investment Services Trust ("AMR Trust") that
has a similar name and identical investment objective. The S&P 500 Index Fund
invests all of its investable assets in the Equity 500 Index Portfolio, which
is a separate investment company managed by Bankers Trust Company ("BT") with
an identical investment objective. Throughout this Profile, statements
regarding investments by a Fund refer to investments made by its corresponding
Portfolio. For easier reading, the term "Fund" is used throughout the Profile
to refer to either a Fund or its Portfolio, unless stated otherwise.

WHAT ARE THE FUNDS' OBJECTIVES?

The AMERICAN AADVANTAGE BALANCED FUND seeks income and capital appreciation.

The AMERICAN AADVANTAGE LARGE CAP VALUE FUND seeks long-term capital
appreciation and current income.

The AMERICAN AADVANTAGE SMALL CAP VALUE FUND seeks long-term capital
appreciation and current income.

The AMERICAN AADVANTAGE INTERNATIONAL EQUITY FUND seeks long-term capital
appreciation.

The AMERICAN AADVANTAGE S&P 500 INDEX FUND(1) seeks to match, as closely as
possible (before expenses), the performance of the Standard & Poor's 500
Composite Stock Price Index ("S&P 500" or "Index"), which emphasizes stocks of
large U.S.
companies.

The AMERICAN AADVANTAGE INTERMEDIATE BOND FUND seeks income and capital
appreciation.

- -----------------
(1) S&P is a trademark of The McGraw-Hill Companies, Inc. and has been licensed
for use. "Standard and Poor's(R)," "S&P(R)," "Standard & Poor's 500," "S&P
500(R)" and "500" are all trademarks of The McGraw-Hill Companies, Inc. and
have been licensed for use by Bankers Trust Company. The S&P 500 Index Fund is
not sponsored, sold or promoted by Standard & Poor's, and Standard & Poor's
makes no representation regarding the advisability of investing in this Fund.


                                       2
<PAGE>   3

The AMERICAN AADVANTAGE SHORT-TERM BOND FUND seeks income and capital
appreciation.

WHAT ARE THE FUNDS' PRINCIPAL INVESTMENT STRATEGIES?

The BALANCED FUND typically invests between 50% and 65% of its assets in equity
securities and between 35% and 50% of its assets in debt securities. Equity
investments may include common stocks, preferred stocks, securities convertible
into common stocks, and U.S. dollar-denominated American Depositary Receipts
(collectively, "stocks"). The investment advisers select stocks which, in their
opinion, have most or all of the following characteristics:

     o    above-average earnings growth potential,
     o    sell at prices below their perceived economic value,
     o    low price to earnings ratio,
     o    low price to book value ratio, and
     o    generate above-average dividend yields.

Each of the Fund's investment advisers determines the earnings growth prospects
of companies based upon a combination of internal and external research using
fundamental analysis and considering changing economic trends. The decision to
sell a stock is typically based on the belief that the company is no longer
considered undervalued or shows deteriorating fundamentals, or that better
investment opportunities exist in other stocks. The Manager believes that this
strategy will help the Fund outperform other investment styles over the longer
term while minimizing volatility and downside risk.

The Fund's investment in debt securities may include obligations of the U.S.
Government, its agencies and instrumentalities; corporate debt securities, such
as notes and bonds; mortgage-backed securities; asset-backed securities;
master-demand notes; Yankeedollar and Eurodollar bank certificates of deposit,
time deposits, bankers' acceptances, commercial paper and other notes; and
other debt securities. The Fund will only buy debt securities that are
investment grade at the time of purchase. Investment grade securities include
securities issued or guaranteed by the U.S. Government, its agencies and
instrumentalities, as well as securities rated in one of the four highest
rating categories by all nationally recognized statistical rating organizations
rating that security (such as Standard & Poor's Corporation or Moody's
Investors Service, Inc.). Obligations rated in the fourth highest rating
category are limited to 25% of the Fund's debt allocation. The Fund, at the
discretion of the investment advisers, may retain a security that has been
downgraded below the initial investment criteria.


                                       3
<PAGE>   4

In determining which debt securities to buy and sell, one of the Fund's
investment advisers generally uses a top-down fixed income review process, as
follows:

     o    Develop an overall investment strategy, including a portfolio
          duration target, by examining the current trend in the U.S. economy.
     o    Set desired portfolio maturity structure by comparing the differences
          between corporate and U.S. Government securities of similar duration
          to judge their potential for optimal return in accordance with the
          target duration benchmark.
     o    Determine sector weightings by analyzing the difference in yield
          spreads between corporate and U.S. Government securities.
     o    Select specific debt securities within each sector.
     o    Review and monitor portfolio composition for changes in credit,
          risk-return profile and comparisons with benchmarks.

Two of the five investment advisers to the Fund use a bottom-up fixed income
strategy in determining which securities to buy and sell, as follows:

     o    Search for eligible securities with a yield to maturity advantage
          versus a U.S. Treasury security with a similar maturity.
     o    Evaluate credit quality of the securities.
     o    Perform an analysis of the expected price volatility of the
          securities to changes in interest rates by examining actual price
          volatility between U.S. Treasury and non-U.S. Treasury securities.

The other two investment advisers to the Fund use a fixed income strategy that
is a combination of the top-down and bottom-up strategies described above.

The LARGE CAP VALUE FUND ordinarily invests at least 65% of its total assets in
equity securities of U.S. companies with market capitalizations of $5 billion
or more at the time of investment. These investments may include common stocks,
preferred stocks, securities convertible into U.S. common stocks, and U.S.
dollar-denominated American Depositary Receipts (collectively, "stocks"). The
investment advisers select stocks which, in their opinion, have most or all of
the following characteristics:

     o    above-average earnings growth potential,
     o    sell at prices below their perceived economic value,
     o    low price to earnings ratio,
     o    low price to book value ratio, and
     o    generate above-average dividend yields.


                                       4
<PAGE>   5

Each of the Fund's investment advisers determines the earnings growth prospects
of companies based upon a combination of internal and external research using
fundamental analysis and considering changing economic trends. The decision to
sell a stock is typically based on the belief that the company is no longer
considered undervalued or shows deteriorating fundamentals, or that better
investment opportunities exist in other stocks. The Manager believes that this
strategy will help the Fund outperform other investment styles over the longer
term while minimizing volatility and downside risk.

The SMALL CAP VALUE FUND ordinarily invests at least 80% of its total assets in
equity securities of U.S. companies with market capitalizations of $1 billion
or less at the time of investment. The Fund's investments may include common
stocks, preferred stocks, securities convertible into common stocks, and U.S.
dollar-denominated American Depositary Receipts (collectively, "stocks"). The
investment advisers select stocks which, in their opinion, have most or all of
the following characteristics:

     o    above-average earnings growth potential,
     o    sell at prices below their perceived economic value,
     o    low price to earnings ratio,
     o    low price to book value ratio, and
     o    generate above-average dividend yields.

Each of the investment advisers determines the earnings growth prospects of
companies based upon a combination of internal and external research using
fundamental analysis and considering changing economic trends. The decision to
sell a stock is typically based on the belief that the company is no longer
considered undervalued or shows deteriorating fundamentals, or that better
investment opportunities exist in other stocks. The Manager believes that this
strategy will help the Fund outperform other investment styles over the longer
term while minimizing volatility and downside risk.

The INTERNATIONAL EQUITY FUND normally invests at least 80% of its total assets
in common stocks and securities convertible into common stocks (collectively,
"stocks") of issuers based in at least three different countries other than the
United States. The current countries in which the Fund may invest are:

<TABLE>
<S>              <C>           <C>             <C>            <C>
Australia        Finland       Italy           Norway         Sweden
Austria          France        Japan           Portugal       Switzerland
Belgium          Germany       Mexico          Singapore      United Kingdom
Canada           Hong Kong     Netherlands     South Korea
Denmark          Ireland       New Zealand     Spain
</TABLE>


                                       5
<PAGE>   6

The investment advisers select stocks which, in their opinion, have most or all
of the following characteristics:

     o    above-average earnings growth potential,
     o    sell at prices below their perceived economic value,
     o    low price to earnings ratio,
     o    low price to book value ratio, and
     o    generate above-average dividend yields.

When choosing stocks, the investment advisers will also consider potential
changes in currency exchange rates. Each of the investment advisers determines
the earnings growth prospects of companies based upon a combination of internal
and external research using fundamental analysis and considering changing
economic trends. The decision to sell a stock is typically based on the belief
that the company is no longer considered undervalued or shows deteriorating
fundamentals, or that better investment opportunities exist in other stocks.
The Manager believes that this strategy will help the Fund outperform other
investment styles over the longer term while minimizing volatility and downside
risk. The Fund may trade forward foreign currency contracts to hedge currency
fluctuations of underlying stock positions when it is believed that a foreign
currency may suffer a decline against the U.S. dollar.

The S&P 500 INDEX FUND invests for capital appreciation, not income; any
dividend and interest income is incidental to the pursuit of its objective.
While the Fund's investment adviser gives priority to matching the S&P 500
Index's performance, it cannot offer any assurance of achieving this objective.

An index is a group of securities whose overall performance is used as a
standard to measure investment performance. This Fund is not actively managed
by investment advisers who buy and sell securities based on research and
analysis. Instead, this Fund is passively managed in that it tries to match, as
closely as possible, the performance of a target index by holding either all,
or a representative sample, of the securities in the index.

Under normal conditions, the Fund will invest at least 80% of its assets in
stocks of companies included in the S&P 500. The Fund's securities are weighted
to make the Fund's total investment characteristics similar to those of the
Index as a whole. The investment adviser may exclude or may remove any S&P 500
stock from the Fund, if the investment adviser believes that the stock is
illiquid or has impaired financial conditions due to extraordinary events.

To match the risk and return characteristics of the S&P 500 Index as closely as
possible, the Fund invests in a statistically selected sample of the securities
found in the S&P 500 Index, using a process known as "optimization." This


                                       6
<PAGE>   7

process selects stocks for the Fund so that industry weightings, market
capitalizations and fundamental characteristics (price to book ratios, price to
earnings ratios, debt to asset ratios and dividend yields) closely match those
of the securities in the S&P 500 Index. Over the long term, the investment
adviser seeks a correlation between the performance of the Fund (before
expenses) and the S&P 500 Index of 98% or better. (A figure of 100% would
indicate perfect correlation.)

The Fund cannot as a practical matter hold every one of the 500 stocks in the
S&P 500 Index. In an effort to run an efficient and effective strategy, the
Fund uses the process of "optimization," a statistical sampling technique.
First, the Fund buys the stocks that make up the larger portions of the Index's
value in roughly the same proportion as the Index. Second, smaller stocks are
analyzed and selected. In choosing smaller stocks, the investment adviser tries
to match the industry and risk characteristics of all of the small companies in
the S&P 500 Index without buying all of those stocks. This approach attempts to
maximize the Fund's liquidity and returns while minimizing its costs.

Under normal conditions, the investment adviser will attempt to invest as much
of the Fund's assets as is practical in common stocks included in the S&P 500.
However, the Fund may maintain up to 20% of its assets in short-term debt
securities, money market instruments and stock index futures and options. The
Fund will not use these derivatives for speculative purposes or as leveraged
investments that magnify the gains or losses of an investment. The Fund intends
to buy futures in anticipation of buying stocks. The reasons for which the Fund
will invest in derivatives are:

     o    to keep cash on hand to meet shareholder redemptions or other needs
          while maintaining exposure to the stock market, and
     o    they are a low cost method of gaining exposure to a particular
          securities market without investing directly in that market.

The INTERMEDIATE BOND FUND invests in obligations of the U.S. Government, its
agencies and instrumentalities; corporate debt securities, such as commercial
paper, master demand notes, loan participation interests, medium-term notes and
funding agreements; mortgage-backed securities; asset-backed securities; and
Yankeedollar and Eurodollar bank certificates of deposit, time deposits,
bankers' acceptances and other notes. As an investment policy, the Fund
primarily seeks income and secondarily seeks capital appreciation.

The Fund will only buy debt securities that are investment grade at the time of
purchase. Investment grade securities include securities issued or guaranteed
by the U.S. Government, its agencies and instrumentalities, as well as
securities rated in one of the four highest rating categories by all rating
organizations


                                       7
<PAGE>   8

rating the securities (such as Standard & Poor's Corporation or Moody's
Investors Service, Inc.). No more than 25% of assets may be invested in
securities rated in the fourth highest rating category. The Fund, at the
discretion of the investment advisers, may retain a security that has been
downgraded below the initial investment criteria.

In determining which securities to buy and sell, the Manager employs a top-down
fixed income review process, as follows:

     o    Develop an overall investment strategy, including a portfolio
          duration target, by examining the current trend in the U.S. economy.
     o    Set desired portfolio maturity structure by comparing the differences
          between corporate and U.S. Government securities of similar duration
          to judge their potential for optimal return in accordance with the
          target duration benchmark.
     o    Determine sector weightings by analyzing the difference in yield
          spreads between corporate and U.S. Government securities.
     o    Select specific debt securities within each sector.
     o    Review and monitor portfolio composition for changes in credit,
          risk-return profile and comparisons with benchmarks.

The other investment adviser to the Fund uses a bottom-up fixed income strategy
in determining which securities to buy and sell, as follows:

     o    Search for eligible securities with a yield to maturity advantage
          versus a U.S. Treasury security with a similar maturity.
     o    Evaluate credit quality of the securities.
     o    Perform an analysis of the expected price volatility of the
          securities to changes in interest rates by examining actual price
          volatility between U.S. Treasury and non-U.S. Treasury securities.

Under normal circumstances, the Fund seeks to maintain a duration of three to
seven years. Duration is a measure of total price sensitivity relative to
changes in interest rates. Portfolios with longer durations are typically more
sensitive to changes in interest rates.

The SHORT-TERM BOND FUND invests in obligations of the U.S. Government, its
agencies and instrumentalities; corporate debt securities, such as commercial
paper, master demand notes, loan participation interests, medium-term notes and
funding agreements; mortgage-backed securities; asset-backed securities; and
Yankeedollar and Eurodollar bank certificates of deposit, time deposits,
bankers' acceptances and other notes. As an investment policy, the Fund
primarily seeks income and secondarily seeks capital appreciation.


                                       8
<PAGE>   9

The Fund will only buy debt securities that are investment grade at the time of
purchase. Investment grade securities include securities issued or guaranteed
by the U.S. Government, its agencies and instrumentalities, as well as
securities rated in one of the four highest rating categories by all rating
organizations rating the securities (such as Standard & Poor's Corporation or
Moody's Investors Service, Inc.). No more than 25% of assets may be invested in
securities rated in the fourth highest rating category. The Fund, at the
discretion of the investment adviser, may retain a security that has been
downgraded below the initial investment criteria.

In determining which securities to buy and sell, the Manager employs a top-down
fixed income review process, as follows:

     o    Develop an overall investment strategy, including a portfolio
          duration target, by examining the current trend in the U.S. economy.
     o    Set desired portfolio maturity structure by comparing the differences
          between corporate and U.S. Government securities of similar duration
          to judge their potential for optimal return in accordance with the
          target duration benchmark.
     o    Determine sector weightings by analyzing the difference in yield
          spreads between corporate and U.S. Government securities.
     o    Select specific debt securities within each sector.
     o    Review and monitor portfolio composition for changes in credit,
          risk-return profile and comparisons with benchmarks.

Under normal circumstances, the Fund seeks to maintain a duration of one to
three years. Duration is a measure of total price sensitivity relative to
changes in interest rates. Portfolios with longer durations are typically more
sensitive to changes in interest rates.

Under adverse market conditions, each Fund (except the S&P 500 Index Fund) may,
for temporary defensive purposes, invest up to 100% of its assets in cash or
cash equivalents, including investment grade short-term obligations. To the
extent that a Fund invokes this strategy, its ability to achieve its investment
objective may be affected adversely.

Additional information about the Funds' investments is available in the Funds'
annual and semi-annual reports to shareholders. These reports discuss the
market conditions and investment strategies that significantly affected the
Funds' performance during the last fiscal year. You may obtain these reports at
no cost by calling 1-800-967-9009.

WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUNDS?


                                       9
<PAGE>   10

     o    MARKET RISK (BALANCED, LARGE CAP VALUE, SMALL CAP VALUE, AND
          INTERNATIONAL EQUITY FUNDS)
          Since these Funds invest a substantial portion of their assets in
          equity securities, they are subject to stock market risk. Market risk
          involves the possibility that the value of a Fund's investments in
          stocks will decline due to drops in its respective stock market. In
          general, the value of a Fund will move in the same direction as the
          overall stock market, which will vary from day to day in response to
          the activities of individual companies and general market and
          economic conditions.

     o    MARKET RISK (S&P 500 INDEX FUND)
          As with any investment in common stocks, an investment in the Fund
          could lose money, or the Fund's performance could trail that of other
          investments. For example:

          -    Stock prices overall could decline over short or even extended
               periods. Stock markets tend to move in cycles, with periods of
               rising stock prices and periods of falling stock prices.
          -    Returns on stocks of large U.S. companies could trail the
               returns from the overall stock market. Each type of stock tends
               to go through cycles of outperformance and underperformance in
               comparison to the overall stock market. In the past, these
               periods have lasted for several years.

     o    INTEREST RATE RISK (BALANCED, INTERMEDIATE BOND, AND SHORT-TERM BOND
          FUNDS)
          These Funds are subject to the risk that the market value of the
          bonds they hold will decline due to rising interest rates. When
          interest rates rise, the prices of most bonds go down. When interest
          rates go down, the bond prices go up. The price of a bond is also
          affected by its maturity. Bonds with longer maturities generally have
          greater sensitivity to changes in interest rates.

     o    CREDIT RISK (BALANCED, INTERMEDIATE BOND, AND SHORT-TERM BOND FUNDS)
          These Funds are subject to the risk that an issuer of a bond will
          fail to make timely payment of interest or principal. A decline in an
          issuer's credit rating can cause its price to go down. This risk is
          somewhat minimized by the Funds' policy of only investing in bonds
          that are considered investment grade at the time of purchase.

     o    PREPAYMENT RISK (BALANCED, INTERMEDIATE BOND, AND SHORT-TERM BOND
          FUNDS)


                                      10
<PAGE>   11

          These Funds' investments in asset-backed and/or mortgage-backed
          securities are subject to the risk that the principal amount of the
          underlying collateral may be repaid prior to the bond's maturity
          date. If this occurs, no additional interest will be paid on the
          investment and the Funds may have to invest at a lower rate.

     o    FOREIGN INVESTING (INTERNATIONAL EQUITY FUND)
          Overseas investing carries potential risks not associated with
          domestic investments. Such risks include, but are not limited to: (1)
          currency exchange rate fluctuations, (2) political and financial
          instability, (3) less liquidity and greater volatility of foreign
          investments, (4) lack of uniform accounting, auditing and financial
          reporting standards, (5) less government regulation and supervision
          of foreign stock exchanges, brokers and listed companies, (6)
          increased price volatility, (7) delays in transaction settlement in
          some foreign markets, and (8) adverse impact of the euro conversion
          on the business or financial condition of companies in which the Fund
          is invested.

     o    SMALL CAPITALIZATION COMPANIES (SMALL CAP VALUE)
          Investing in the securities of small capitalization companies
          involves greater risk and the possibility of greater price volatility
          than investing in larger capitalization and more established
          companies, since smaller companies may have limited operating
          history, product lines, and financial resources, and the securities
          of these companies may lack sufficient market liquidity.

     o    DERIVATIVES (S&P 500 INDEX FUND)
          The use of these instruments to pursue the S&P 500 Index returns
          requires special skills, knowledge and investment techniques that
          differ from those required for normal portfolio management. Gains or
          losses from positions in a derivative instrument may be much greater
          than the derivative's original cost.

     o    TRACKING ERROR RISK (S&P 500 INDEX FUND)
          Unlike an index itself, an index fund has operating expenses. In
          addition, the Fund's ability to match the Index may be affected by
          the timing and magnitude of cash flows in and out of the Fund.
          Therefore, while the Fund is expected to track the S&P 500 Index as
          closely as possible, it will not be able to match the performance of
          the Index exactly.

     o    ADDITIONAL RISKS (ALL FUNDS)

          An investment in the Funds is not a deposit of a bank and is not
          insured or guaranteed by the Federal Deposit Insurance Corporation or


                                      11
<PAGE>   12

          any other government agency. The value of an investment in the Funds
          will fluctuate up and down. The amount you receive at redemption may
          be more or less than your investment.

HOW HAVE THE FUNDS PERFORMED OVER TIME?
The bar charts below provide an indication of risk by showing how the
performance of the Funds in the Plan has varied from year to year. Past
performance is not necessarily indicative of how the Funds will perform in the
future.

BALANCED FUND
The Plan began offering the Balanced Fund as an investment option on January 1,
1989. From January 1, 1989 through July 31, 1994, the Plan invested in a class
of Fund shares not offered in this Profile. On August 1, 1994, the Plan began
investing in the AMR Class of the Fund, which is offered in this Profile. In
the chart and table below, performance results reflect the Plan's investment in
these two classes. The performance results shown below are slightly less than
the actual returns of the Fund, because they have been altered to reflect the
expenses charged by the Plan.

                                    [GRAPH]

Highest Quarterly Return from 1/1/89 through 12/31/98   (2nd Qtr. 1997)   10.01%
Lowest Quarterly Return from 1/1/89 through 12/31/98    (3rd Qtr. 1998)   -6.35%


The table below shows how the Fund's performance compares to two broad-based
market indices and the Lipper Balanced Index, a composite of funds as of
September 30, 1999, with the same investment objective as the Fund.

<TABLE>
<CAPTION>
                                                  Average Annual Total Return
                                           ==========================================
                                                         as of 9/30/99
                                           ------------------------------------------

                                              1 Year        5 Years       10 Years
                                              ------        -------       --------
<S>                                        <C>              <C>           <C>
Balanced Fund                                  x.xx%         x.xx%         x.xx%
S&P 500 Index*                                 x.xx%         x.xx%         x.xx%
Lehman Bros. Intermediate Gov./Corp.
Index**                                        x.xx%         x.xx%         x.xx%
Lipper Balanced Index                          x.xx%         x.xx%         x.xx%
</TABLE>


                                      12
<PAGE>   13
* The S&P 500 is an unmanaged index of common stocks publicly traded in the
United States.
** The Lehman Brothers Intermediate Gov./Corp. Index is a market value weighted
performance benchmark for government and corporate fixed-rate debt issues with
maturities between one and ten years.

LARGE CAP VALUE FUND
The Plan began offering the Large Cap Value Fund as an investment option on
January 1, 1989. From January 1, 1989 through July 31, 1994, the Plan invested
in a class of Fund shares not offered in this Profile. On August 1, 1994, the
Plan began investing in the AMR Class of the Fund, which is offered in this
Profile. In the chart and table below, performance results reflect the Plan's
investment in these two classes. The performance results shown below are
slightly less than the actual returns of the Fund, because they have been
altered to reflect the expenses charged by the Plan.

[GRAPH]

Highest Quarterly Return from 1/1/89 through 12/31/98    (2nd Qtr. 1997)  14.18%
Lowest Quarterly Return from 1/1/89 through 12/31/98     (3rd Qtr. 1998) -14.01%

The table below shows how the Fund's performance compares to the S&P 500, a
widely recognized unmanaged index of common stocks publicly traded in the
United States, and the Lipper Growth and Income Index, a composite of funds as
of September 30, 1999, with the same investment objective as the Fund.

<TABLE>
<CAPTION>
                                                Average Annual Total Return
                                    ===================================================
                                                      as of 9/30/99
                                    ---------------------------------------------------

                                        1 Year           5 Years          10 Years
                                        ------           -------          --------
<S>                                 <C>                  <C>              <C>
Large Cap Value Fund                     x.xx%            x.xx%             x.xx%
S&P 500 Index                            x.xx%            x.xx%             x.xx%
Lipper Growth and Income Index           x.xx%            x.xx%             x.xx%

</TABLE>


                                      13
<PAGE>   14
SMALL CAP VALUE FUND
The Plan began offering the Small Cap Value Fund as an investment option on
March 1, 1999, and therefore, long-term historical performance is not
available.

INTERNATIONAL EQUITY FUND
The Plan began offering the International Equity Fund as an investment option
on January 1, 1992. From January 1, 1992 through July 31, 1994, the Plan
invested in a class of Fund shares not offered in this Profile. On August 1,
1994, the Plan began investing in the AMR Class of the Fund, which is offered
in this Profile. In the chart and table below, performance results reflect the
Plan's investment in these two classes. The performance results shown below are
slightly less than the actual returns of the Fund, because they have been
altered to reflect the expenses charged by the Plan.

[GRAPH]

Highest Quarterly Return from 1/1/92 through 12/31/98   (4th Qtr. 1998)   15.41%
Lowest Quarterly Return from 1/1/92 through 12/31/98    (3rd Qtr. 1998)  -15.73%

The table shows how the Fund's performance compares to the Morgan Stanley
Europe Australasia and Far East ("EAFE") Index, a widely recognized unmanaged
index of international stock investment performance and the Lipper
International Index, a composite of funds as of September 30, 1999, with the
same investment objective as the Fund.

<TABLE>
<CAPTION>
                                          Average Annual Total Return
                              ====================================================
                                                 as of 9/30/99
                              ----------------------------------------------------

                                                                 Since Inception
                                   1 Year           5 Years          (1/1/92)
                                   ------           -------          --------
<S>                                <C>              <C>              <C>
International Equity Fund          x.xx%             x.xx%            x.xx%
EAFE Index                         x.xx%             x.xx%            x.xx%
Lipper International Index         x.xx%             x.xx%            x.xx%
</TABLE>

S&P 500 INDEX FUND


                                      14
<PAGE>   15
The Plan began offering the S&P 500 Index Fund as an investment option on
March 1, 1999, and therefore, long-term historical performance is not available.
However, the Fund has been offered outside of the Plan since January 1, 1997. In
the chart and table below, performance results are for the Fund prior to its
inception in the Plan. Therefore, performance results shown below are slightly
higher than would have been realized in the Plan, because they have not been
altered to reflect the expenses charged by the Plan.

[GRAPH]

Highest Quarterly Return from 1/1/97 through 12/31/98  (4th Qtr. 1998)    21.32%
Lowest Quarterly Return from 1/1/97 through 12/31/98   (3rd Qtr. 1998)    -9.69%

The table shows how the Fund's performance compares to the S&P 500 Index, a
widely recognized unmanaged index of common stocks publicly traded in the
United States as of September 30, 1999.

<TABLE>
<CAPTION>
                                           Average Annual Total Return
                                        ==================================
                                                  as of 9/30/99
                                        ----------------------------------
                                                          Since Inception
                                                          ---------------
                                             1 Year          (1/1/97)
                                             ------          --------
<S>                                     <C>               <C>
S&P 500 Index Fund                           x.xx%             x.xx%
S&P 500 Index                                x.xx%             x.xx%
</TABLE>

INTERMEDIATE BOND FUND
The Plan began offering the Intermediate Bond Fund as an investment option on
March 1, 1999, and therefore, long-term historical performance is not
available. However, the Fund has been offered outside of the Plan since
September 15, 1997. In the chart and table below, performance results are for
the Fund prior to its inception in the Plan. Therefore, performance results
shown below are slightly higher than would have been realized in the Plan,
because they have not been altered to reflect the expenses charged by the Plan.


                                      15
<PAGE>   16

[GRAPH]

Highest Quarterly Return from 1/1/98 through 12/31/98   (3rd Qtr. 1998)    4.62%
Lowest Quarterly Return from 1/1/98 through 12/31/98    (4th Qtr. 1998)   -0.14%

The table below shows how the Fund's performance compares to the Lehman
Brothers Intermediate Gov./Corp. Index, a broad-based market index, and the
Lipper Intermediate Investment Grade Debt Average, a composite of mutual funds
as of September 30, 1999, with the same investment objective as the Fund.

<TABLE>
<CAPTION>
                                                 Average Annual Total Return
                                                =============================
                                                       as of 9/30/99
                                                -----------------------------
                                                             Since Inception
                                                             ---------------
                                                   1 Year       (9/15/97)
                                                   ------       ---------
<S>                                             <C>          <C>
Intermediate Bond Fund                             x.xx%          x.xx%
Lehman Bros. Intermediate Gov./Corp. Index*        x.xx%          x.xx%
Lipper Intermediate Investment Grade Debt
Average                                            x.xx%          x.xx%
</TABLE>

* The Lehman Brothers Intermediate Gov./Corp. Index is a market value weighted
performance benchmark for government and corporate fixed-rate debt issues with
maturities between one and ten years.

SHORT-TERM BOND FUND
The Plan began offering the Short-Term Bond Fund as an investment option on
January 1, 1989. From January 1, 1989 through July 31, 1994, the Plan invested
in a class of Fund shares not offered in this Profile. On August 1, 1994, the
Plan began investing in the AMR Class of the Fund, which is offered in this
Profile. In the chart and table below, performance results reflect the Plan's
investment in these two classes. The performance results shown below are
slightly less than the actual returns of the Fund, because they have been
altered to reflect the expenses charged by the Plan.


                                      16
<PAGE>   17
[GRAPH]

 Highest Quarterly Return from 1/1/89 through 12/31/98   (4th Qtr. 1991)   4.49%
 Lowest Quarterly Return from 1/1/89 through 12/31/98    (1st Qtr. 1996)  -0.52%

The table below shows how the Fund's performance compares to the Lehman
Brothers Intermediate Gov./Corp. Index, a broad-based market index, and the
Linked Lipper Investment Grade Debt Averages, a composite of funds as of
September 30, 1999, with the same investment objective as the Fund.

<TABLE>
<CAPTION>
                                                  Average Annual Total Return
                                              ===================================
                                                         as of 9/30/99
                                              -----------------------------------

                                                1 Year     5 Years     10 Years
                                                ------     -------     --------
<S>                                           <C>          <C>         <C>
Short-Term Bond Fund                            x.xx%       x.xx%       x.xx%
Lehman Bros. Intermediate Gov./Corp. Index*     x.xx%       x.xx%       x.xx%
Linked Lipper Investment Grade Debt
Averages**                                      x.xx%       x.xx%       x.xx%
</TABLE>

* The Lehman Brothers Intermediate Gov./Corp. Index is a market value weighted
performance benchmark for government and corporate fixed-rate debt issues with
maturities between one and ten years.

** The Linked Lipper Investment Grade Debt Averages includes the Lipper
Short-Term Investment Grade Debt Average prior to 1/1/96, the Lipper
Short-Intermediate Investment Grade Debt Average from 1/1/96 through 7/31/96 and
the Lipper Short-Term Investment Grade Debt Average since 8/1/96.

WHAT ARE THE FUNDS' FEES AND EXPENSES?

This table describes the fees and expenses that you may pay if you buy and hold
shares of the Funds(1).

<TABLE>
<CAPTION>
           ANNUAL FUND OPERATING EXPENSES (DEDUCTED FROM FUND ASSETS)
- -------------------------------------------------------------------------------------
                                   LARGE   SMALL INTERNATIONAL  S&P     INTER- SHORT-TERM
                         BALANCED   CAP     CAP     EQUITY      500    MEDIATE    BOND
                                   VALUE   VALUE               INDEX    BOND
- ------------------------ -------- ------- ------- ---------- -------- ------- ----------
<S>                      <C>      <C>     <C>      <C>        <C>      <C>     <C>
Management Fees           0.30%    0.30%   0.68%     0.41%     0.08%    0.25%    0.25%
Other Expenses            0.03%    0.01%   1.93%(2)  0.12%     0.16%    0.13%(2) 0.09%
TOTAL FUND EXPENSES       0.33%    0.31%   2.61%     0.53%     0.24%    0.38%    0.34%
Expense Reimbursement      --       --     1.86%      --       0.04%      --       --
NET EXPENSES              0.33%    0.31%   0.75%(3)  0.53%     0.20%(4) 0.38%    0.34%
Plan Expenses             x.xx%    x.xx%   x.xx%     x.xx%     x.xx%    x.xx%    x.xx%
TOTAL EXPENSES            X.XX%    X.XX%   X.XX%     X.XX%     X.XX%    X.XX%    X.XX%
- ------------------------ -------- ------- -------  --------  -------- ------- ----------
</TABLE>


                                      17
<PAGE>   18

(1) The expense table above reflects the expenses of the Fund and its
corresponding Portfolio as well as the expenses charged by the Plan. The
Example below reflects the expenses of both the Fund and its corresponding
Portfolio.
(2) Other Expenses are based on estimates for the current fiscal year.
(3) The Manager has contractually agreed to reimburse the Small Cap Value Fund
for Other Expenses through October 31, 1999 to the extent that Total Annual Fund
Operating Expenses exceed 0.75%. After expense reimbursements, Other Expenses
are 0.07%.
(4) The Manager has contractually agreed to reimburse the S&P 500 Index Fund for
Other Expenses through October 31, 1999 to the extent that Total Annual Fund
Operating Expenses exceed 0.20%. After expense reimbursements, Other Expenses
are 0.12%.

EXAMPLE
This Example is intended to help you compare the cost of investing in each Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in each Fund for the time periods indicated and then redeem your
investment at the end of those periods. The Example also assumes that your
investment has a 5% return each year, that all dividends and distributions are
reinvested, and that each Fund's operating expenses remain the same. For the
Small Cap Value and S&P 500 Index Funds, expense reimbursement by the Manager
is only guaranteed through October 31, 1999. Therefore, net expenses are used
to calculate the costs in year 1, and total fund expenses are used to calculate
costs in years 2 through 10. Although your actual costs may be higher or lower,
based on these assumptions your costs would be:

<TABLE>
<CAPTION>
Fund                         1 year        3 year        5 year       10 year
- ----                         ------        ------        ------       -------
<S>                          <C>           <C>           <C>          <C>
Balanced                     $34           $106          $185         $418
Large Cap Value              $32           $100          $174         $393
Small Cap Value*             $77           $634
International Equity         $54           $170          $296         $665
S&P 500 Index Fund           $20           $84           $154         $359
Intermediate Bond            $39           $122          $213         $480
Short-Term Bond              $35           $109          $191         $431
</TABLE>

* Because of the Fund's recent inception, the Example is not projected beyond
three years.

WHO ARE THE FUNDS' INVESTMENT ADVISERS?

William F. Quinn and Nancy A. Eckl have primary responsibility for the
day-to-day operations of the Funds, except as indicated otherwise below. These
responsibilities include oversight of the investment advisers, regular review
of each investment adviser's performance and asset allocations among multiple
investment advisers. Mr. Quinn has served as President of the Manager since


                                      18
<PAGE>   19

its inception in 1986. Ms. Eckl has served as Vice President-Trust Investments
of the Manager since May 1995. Prior to her current position, Ms. Eckl held the
position of Vice President-Finance and Compliance of the Manager from December
1990 through April 1995. Michael W. Fields is responsible for the portfolio
management of the SHORT-TERM BOND FUND as well as a portion of the INTERMEDIATE
BOND FUND. Mr. Fields has been with the Manager since it was founded in 1986
and serves as Chief Investment Officer and Vice President-Fixed Income
Investments.

The Manager is the sole investment adviser of the SHORT-TERM BOND FUND. Except
for this Fund and the S&P 500 Index Fund, each Fund's assets are allocated
among the following investment advisers by the Manager. Each investment adviser
has discretion to purchase and sell securities for its segment of a Fund's
assets in accordance with the Fund's objectives, policies, restrictions and
more specific strategies provided by the Manager.

BANKERS TRUST COMPANY ("BT"), 130 Liberty Street (One Bankers Trust Plaza), New
York, New York 10006, is a New York banking corporation and a wholly owned
subsidiary of Bankers Trust Corporation. BT serves as investment adviser and
administrator to the Equity 500 Index Portfolio.

BARROW, HANLEY, MEWHINNEY & STRAUSS, INC. ("Barrow"), 3232 McKinney Avenue,
15th Floor, Dallas, Texas 75204, is a professional investment counseling firm
which has been providing investment advisory services since 1979. The firm is
wholly owned by United Asset Management Corporation, a Delaware corporation.
Barrow serves as an investment adviser to the Balanced, Large Cap Value,
Intermediate Bond and Short-Term Bond Funds, although the Manager does not
presently intend to allocate any of the assets in the Short-Term Bond Fund to
Barrow.

BRANDYWINE ASSET MANAGEMENT, INC. ("Brandywine"), 201 North Walnut Street,
Wilmington, Delaware 19801, is a professional investment counseling firm
founded in 1986. Brandywine is a wholly owned subsidiary of Legg Mason, Inc.
Brandywine serves as an investment adviser to the Balanced, Large Cap Value and
Small Cap Value Funds.

GSB INVESTMENT MANAGEMENT, INC. ("GSB"), 301 Commerce Street, Fort Worth, Texas
76102, is a professional investment management firm which was founded in 1987.
GSB is wholly owned by United Asset Management Corporation, a Delaware
corporation. GSB serves as an investment adviser to the Balanced and Large Cap
Value Funds.

HOTCHKIS AND WILEY, 725 South Figueroa Street, Suite 4000, Los Angeles,
California 90017, is a professional investment management firm


                                      19
<PAGE>   20

which was founded in 1980. Hotchkis and Wiley is a division of Merrill Lynch
Mercury Asset Management, L.P., a wholly owned indirect subsidiary of Merrill
Lynch & Co., Inc. Hotchkis and Wiley serves as an investment adviser to the
Balanced, Small Cap Value, Large Cap Value and International Equity Funds.

INDEPENDENCE INVESTMENT ASSOCIATES, INC. ("IIA"), 53 State Street, Boston,
Massachusetts 02109, is a professional investment counseling firm which was
founded in 1982. The firm is a wholly owned subsidiary of John Hancock Mutual
Life Insurance Company. IIA serves as an investment adviser to the Balanced,
Large Cap Value and International Equity Funds.

LAZARD ASSET MANAGEMENT ("Lazard"), 30 Rockefeller Plaza, New York, New York
10112, is a division of Lazard Freres, a New York limited liability company,
which is registered as an investment adviser with the SEC and is a member of
the New York, American and Midwest Stock Exchanges. Lazard serves as an
investment adviser to the International Equity Fund.

TEMPLETON INVESTMENT COUNSEL, INC. ("Templeton"), 500 East Broward Blvd., Suite
2100, Fort Lauderdale, Florida 33394-3091, is a professional investment
counseling firm which has been providing investment services since 1979.
Templeton is indirectly owned by Franklin Resources, Inc. Templeton serves as
an investment adviser to the International Equity Fund.

HOW CAN I ENROLL AND BEGIN MAKING CONTRIBUTIONS?

Please see the $uper $aver Summary Plan Description ("SPD") or visit the $uper
$aver web site, at SuperSaver.amrcorp.com for instructions on the enrollment
process. To enroll, select the Personal Profile button on the web site, enter
the security access code (55555), your employee identification number, and your
PIN (the last four digits of your social security number). The SPD and web site
also explain the types of contributions, withdrawals, and loans that are
available to plan participants. This Profile does not describe all of the
investment options available through the Plan. Please see the $uper $aver web
site or the SPD for a description of the other investment options available to
you.

WHAT ARE THE TAX CONSEQUENCES OF INVESTING IN THE FUNDS?

The qualified retirement and benefit plans of AMR Corporation and its
affiliates ("Plans") pay no federal income tax. Individual participants in the
Plans should consult the Plans' governing documents and their own tax advisers
for information on the tax consequences associated with participating in the
Plans.


                                      20


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission