AMERICAN AADVANTAGE FUNDS
497, 1999-03-04
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<PAGE>   1
                               ------------------
                               PLATINUM CLASS(SM)
                               ------------------

                                     [LOGO]

                                   PROSPECTUS
                                 MARCH 1, 1999


                        [AMERICAN AADVANTAGE FUNDS LOGO]

                         o MONEY MARKET FUND

                         o MUNICIPAL MONEY MARKET FUND

                         o U.S. GOVERNMENT MONEY MARKET FUND


                    [AMERICAN AADVANTAGE MILEAGE FUNDS LOGO]

                         o MONEY MARKET MILEAGE FUND*


                    MANAGED BY AMR INVESTMENT SERVICES, INC.

                                  [EAGLE LOGO]


                               AVAILABLE THROUGH:

                          [SOUTHWEST SECURITIES LOGO]


                     * NOT AVAILABLE FOR RETIREMENT PLANS.

The Securities and Exchange Commission does not guarantee that the information
in this Prospectus or any other mutual fund's prospectus is accurate or
complete, nor does it judge the investment merit of these Funds. To state
otherwise is a criminal offense.

<PAGE>   2
 
     TABLE OF CONTENTS
 
<TABLE>
    <S>                                                           <C>
    About the Funds
    Overview....................................................    2
         Money Market Fund......................................    3
         Municipal Money Market Fund............................    7
         U.S. Government Money Market Fund......................   11
         Money Market Mileage Fund..............................   14
    The Manager.................................................   18
    Valuation of Shares.........................................   18
    About Your Investment
    Purchase and Redemption of Shares...........................   19
    Distributions and Taxes.....................................   21
    AAdvantage(R) Miles.........................................   22
    Additional Information
    Distribution of Trust Shares................................   23
    Master-Feeder Structure.....................................   24
    Year 2000...................................................   24
    Financial Highlights........................................   25
</TABLE>
 
ABOUT THE FUNDS
- --------------------------------------------------------------------------------
Overview
- ---------------
 
The American AAdvantage Funds (the "AAdvantage Funds") and the American
AAdvantage Money Market Mileage Fund (the "Mileage Fund") are managed by AMR
Investment Services, Inc. (the "Manager"), a wholly owned subsidiary of AMR
Corporation.
 
The AAdvantage Funds and the Mileage Fund (collectively, the "Funds") operate
under a master-feeder structure. This means that each Fund seeks its investment
objective by investing 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. Throughout this Prospectus, statements regarding
investments by a Fund refer to investments made by its corresponding Portfolio.
For easier reading, the term "Fund" is used throughout the Prospectus to refer
to either a Fund or its Portfolio, unless stated otherwise. See "Master-Feeder
Structure".
 
Each shareholder of the Money Market Mileage Fund will receive American
Airlines(R) AAdvantage(R) travel awards program ("AAdvantage") miles(1).
AAdvantage miles will be posted monthly to each Shareholder's AAdvantage account
at an annual rate of one mile for every $10 invested in the Fund. See
"AAdvantage Miles".
 
- ---------------
 
(1)American Airlines and AAdvantage are registered trademarks of American
Airlines, Inc.
- --------------------------------------------------------------------------------
 
About the Funds                         2                             Prospectus
<PAGE>   3
 
AMERICAN AADVANTAGE
MONEY MARKET FUND(SM)
- --------------------------------------------------------------------------------
 
Investment Objective
- -------------------------------
 
Current income, liquidity and the maintenance of a stable price of $1.00 per
share.
 
Principal Strategies
- ------------------------------
 
The Fund invests exclusively in high quality variable or fixed rate, U.S.
dollar-denominated short-term money market instruments. These securities may
include 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; Yankeedollar
and Eurodollar bank certificates of deposit, time deposits, and bankers'
acceptances; asset-backed securities; and repurchase agreements involving the
foregoing obligations.
 
The Fund will only buy securities with the following credit qualities:
 
- - rated in the highest short-term categories by two rating organizations, such
  as "A-1" by Standard & Poor's Corporation and "P-1" by Moody's Investors
  Service, Inc.,
- - rated in the highest short-term category by one rating organization if the
  securities are rated only by one rating organization, or
- - unrated securities that are determined to be of equivalent quality by the
  Manager.
 
The Fund invests more than 25% of its total assets in obligations issued by the
banking industry. However, for temporary defensive purposes when the Manager
believes that maintaining this concentration may be inconsistent with the best
interests of shareholders, the Fund may not maintain this concentration.
 
Securities purchased by the Fund generally have remaining maturities of 397 days
or less, although instruments subject to repurchase agreements and certain
variable and floating rate obligations may bear longer final maturities. The
average dollar-weighted maturity of the Fund will not exceed 90 days.
 
- --------------------------------------------------------------------------------
 
Prospectus                              3                        About the Funds
<PAGE>   4
AMERICAN AADVANTAGE
MONEY MARKET FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
Risk Factors
- -------------------
 
- - The yield paid by the Fund is subject to changes in interest rates. As a
  result, there is risk that a decline in short-term interest rates would lower
  its yield and the overall return on your investment.
- - Although the Fund seeks to preserve the value of your investment at $1.00 per
  share, it is possible to lose money by investing in the Fund.
- - As with any money market fund, there is the risk that the issuers or
  guarantors of securities owned by the Fund will default on the payment of
  principal or interest or the obligation to repurchase securities from the
  Fund.
 
Your investment in the Fund is not insured or guaranteed by the U.S. Government
or any financial or government institution.
 
Investor Profile
- -----------------------
 
This Fund may be suitable for investors who:
 
- - seek the preservation of capital and to avoid fluctuations in principal
- - desire regular, monthly income from a highly liquid investment
- - require a short-term vehicle for cash when making long-term investment
  decisions
- - seek a rate of return that is potentially higher than certificates of deposit
  or savings accounts
 
Historical Performance
- -----------------------------------
 
The bar chart below provides an indication of risk by showing how the Fund's
performance has varied from year to year. The Platinum Class of the Fund began
offering its shares on November 7, 1995. However, another class of shares of the
Fund not offered in this prospectus has been offered since September 1, 1987. In
the chart and table below, performance results before November 7, 1995 are for
the older class. Because the other class had lower expenses, its performance was
better than the Platinum Class of the Fund would have realized in the same
period. Past performance is not necessarily
 
- --------------------------------------------------------------------------------
 
About the Funds                         4                             Prospectus
<PAGE>   5
AMERICAN AADVANTAGE
MONEY MARKET FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
indicative of how the Fund will perform in the future. Investors may call
1-800-388-3344 to obtain the Fund's current seven-day yield.

PERFORMANCE GRAPH

          TOTAL RETURN FOR THE CALENDAR YEAR ENDED 12/31 OF EACH YEAR

                        [GRAPH]

<TABLE>
<S>                                               <C>
1989 ..........................................    9.47%
1990 ..........................................    8.40%
1991 ..........................................    6.77%
1992 ..........................................    4.02%
1993 ..........................................    3.28%
1994 ..........................................    4.22%
1995 ..........................................    5.93%
1996 ..........................................    4.77%
1997 ..........................................    4.90%
1998 ..........................................    4.82%
</TABLE>
 
<TABLE>
<S>                              <C>
  Highest Quarterly Return:               2.45%
    (1/1/89 through 12/31/98)       (2nd Quarter 1989)
  Lowest Quarterly Return:                0.80%
    (1/1/89 through 12/31/98)    (2nd & 4th Quarter 1993,
                                      1st Quarter 1994)
</TABLE>
 
<TABLE>
<CAPTION>
                                                                 AVERAGE ANNUAL TOTAL
                                                                        RETURN
                                                              ---------------------------
                                                              1 YEAR   5 YEARS   10 YEARS
                                                              ------   -------   --------
<S>                                                           <C>      <C>       <C>
Money Market Fund...........................................  4.82%     4.93%     5.64%
</TABLE>
 
- --------------------------------------------------------------------------------
 
Prospectus                              5                        About the Funds
<PAGE>   6
AMERICAN AADVANTAGE
MONEY MARKET FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
Fees and Expenses
- ----------------------------
 
This table describes the fees and expenses that you may pay if you buy and hold
shares of the Money Market Fund.(1)
 
Annual Fund Operating Expenses (expenses that are deducted from Fund assets)
 
<TABLE>
<S>                                                           <C>
Management Fees.............................................  0.10%
Distribution (12b-1) Fees...................................  0.25
Other Expenses..............................................  0.59
                                                              ----
TOTAL ANNUAL FUND OPERATING EXPENSES........................  0.94%
                                                              ====
</TABLE>
 
(1)   The expense table and the Example below reflect the expenses of both the
      Fund and its corresponding Portfolio.
 
Example
- -------------
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and then redeem all of
your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the Fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:
        1 YEAR ......................................................$96
        3 YEARS.....................................................$300
        5 YEARS.....................................................$520
        10 YEARS..................................................$1,155
 
Investment Adviser
- -----------------------------
 
AMR Investment Services, Inc.
 
- --------------------------------------------------------------------------------
 
About the Funds                         6                             Prospectus
<PAGE>   7
 
AMERICAN AADVANTAGE
MUNICIPAL MONEY MARKET FUND(SM)
- --------------------------------------------------------------------------------
 
Investment Objective
- -------------------------------
 
Current income, liquidity and the maintenance of a stable price of $1.00 per
share.
 
Principal Strategies
- ------------------------------
 
Under normal market conditions, the Fund invests at least 80% of its net assets
in securities whose interest income is exempt from federal income tax. These
securities may be issued by or on behalf of the governments of U.S. states,
counties, cities, towns, territories, or public authorities. All securities
purchased by the Fund will be guaranteed by the U.S. Government, its agencies,
or instrumentalities; secured by irrevocable letters of credit issued by
qualified banks; or guaranteed by one or more municipal bond insurance policies.
 
The Fund will only buy securities with the following credit qualities:
 
- - rated in the highest short-term categories by two rating organizations, such
  as "A-1" by Standard & Poor's and "P-1" by Moody's Investors Service, Inc.,
- - rated in the highest short-term category by one rating organization if the
  securities are rated only by one rating organization, or
- - unrated securities that are determined to be of equivalent quality by the
  Manager.
 
Securities purchased by the Fund generally have remaining maturities of 397 days
or less, although instruments subject to repurchase agreements and certain
variable and floating rate obligations may bear longer final maturities. The
average dollar-weighted maturity of the Fund will not exceed 90 days.
 
- --------------------------------------------------------------------------------
 
Prospectus                              7                        About the Funds
<PAGE>   8
AMERICAN AADVANTAGE
MUNICIPAL MONEY MARKET FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
Risk Factors
- -------------------
 
- - The yield paid by the Fund is subject to changes in interest rates. As a
  result, there is risk that a decline in short-term interest rates would lower
  its yield and the overall return on your investment.
- - Although the Fund seeks to preserve the value of your investment at $1.00 per
  share, it is possible to lose money by investing in the Fund.
- - As with any money market fund, there is the risk that the issuers or
  guarantors of securities owned by the Fund will default on the payment of
  principal or interest or the obligation to repurchase securities from the
  Fund.
 
Your investment in the Fund is not insured or guaranteed by the U.S. Government
or any financial or government institution.
 
Investor Profile
- -----------------------
 
This Fund may be suitable for investors who:
 
- - seek the preservation of capital and to avoid fluctuations in principal
- - desire regular, monthly income that is generally exempt from Federal income
  tax
- - require a short-term vehicle for cash when making long-term investment
  decisions
- - seek an after-tax rate of return that is potentially higher than certificates
  of deposit or savings accounts
 
Historical Performance
- -----------------------------------
 
The bar chart below provides an indication of risk by showing how the Fund's
performance has varied from year to year. The Platinum Class of the Fund began
offering its shares on November 7, 1995. However, another class of shares of the
Fund not offered in this prospectus has been offered since November 10, 1993. In
the chart and table below, performance results before November 7, 1995 are for
the older class. Because the other class had lower expenses, its performance was
better than the Platinum Class of the Fund would have realized in the same
period. Past performance is not necessarily
 
- --------------------------------------------------------------------------------
 
About the Funds                         8                             Prospectus
<PAGE>   9
AMERICAN AADVANTAGE
MUNICIPAL MONEY MARKET FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
indicative of how the Fund will perform in the future. Investors may call
1-800-388-3344 to obtain the Fund's current seven-day yield.
 
                               PERFORMANCE GRAPH

          TOTAL RETURN FOR THE CALENDAR YEAR ENDED 12/31 OF EACH YEAR

                                    [GRAPH]

<TABLE>
<S>                                               <C>
1994 ..........................................    2.66%
1995 ..........................................    3.71%
1996 ..........................................    2.78%
1997 ..........................................    2.83%
1998 ..........................................    2.64%
</TABLE>
 
<TABLE>
<S>                                <C>
    Highest Quarterly Return:            1.00%
      (1/1/94 through 12/31/98)    (2nd Quarter 1995)
    Lowest Quarterly Return:             0.52%
      (1/1/94 through 12/31/98)    (1st Quarter 1994)
</TABLE>
 
<TABLE>
<CAPTION>
                                                          AVERAGE ANNUAL TOTAL RETURN
                                                       ----------------------------------
                                                                 AS OF 12/31/98
                                                       ----------------------------------
                                                                          SINCE INCEPTION
                                                       1 YEAR   5 YEARS     (11/10/93)
                                                       ------   -------   ---------------
<S>                                                    <C>      <C>       <C>
Municipal Money Market Fund..........................  2.64%     2.92%         2.91%
</TABLE>
 
- --------------------------------------------------------------------------------
 
Prospectus                              9                        About the Funds
<PAGE>   10
AMERICAN AADVANTAGE
MUNICIPAL MONEY MARKET FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
Fees and Expenses
- ----------------------------
 
This table describes the fees and expenses that you may pay if you buy and hold
shares of the Municipal Money Market Fund.(1)
 
Annual Fund Operating Expenses (expenses that are deducted from Fund assets)
 
<TABLE>
<S>                                                           <C>
Management Fees.............................................  0.10%
Distribution (12b-1) Fees...................................  0.25
Other Expenses..............................................  0.72
                                                              ----
Total Annual Fund Operating Expenses........................  1.07%
                                                              ====
Fee Waiver and/or Expense Reimbursement.....................  0.02(2)
NET EXPENSES................................................  1.05%
</TABLE>
 
(1)   The expense table and the Example below reflect the expenses of both the
      Fund and its corresponding Portfolio.
 
(2)   The Manager has contractually agreed to waive a portion of Distribution
      Fees through October 31, 1999 to the extent that Total Annual Fund
      Operating Expenses exceed 1.05%.
 
Example
- -------------
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and then redeem all of
your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the Fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:
 
        1 YEAR .....................................................$107
        3 YEARS.....................................................$338
        5 YEARS.....................................................$588
        10 YEARS..................................................$1,304
 
Investment Adviser
- -----------------------------
 
AMR Investment Services, Inc.
 
- --------------------------------------------------------------------------------
 
About the Funds                        10                             Prospectus
<PAGE>   11
 
AMERICAN AADVANTAGE
U.S. GOVERNMENT MONEY MARKET FUND(SM)
- --------------------------------------------------------------------------------
 
Investment Objective
- -------------------------------
 
Current income, liquidity and the maintenance of a stable price of $1.00 per
share.
 
Principal Strategies
- ------------------------------
 
The Fund invests exclusively in obligations issued or guaranteed by the U.S.
Government, its agencies or instrumentalities and repurchase agreements that are
collateralized by such obligations. Some of these securities are not backed by
the full faith and credit of the U.S. Government. U.S. Government securities
include direct obligations of the U.S. Treasury (such as Treasury bills,
Treasury notes and Treasury bonds).
 
Securities purchased by the Fund generally have remaining maturities of 397 days
or less, although instruments subject to repurchase agreements and certain
variable and floating rate obligations may bear longer final maturities. The
average dollar-weighted maturity of the Fund will not exceed 90 days.
 
Risk Factors
- -------------------
 
- - The yield paid by the Fund is subject to changes in interest rates. As a
  result, there is risk that a decline in short-term interest rates would lower
  its yield and the overall return on your investment.
- - Although the Fund seeks to preserve the value of your investment at $1.00 per
  share, it is possible to lose money by investing in the Fund.
 
Your investment in the Fund is not insured or guaranteed by the U.S. Government
or any financial or government institution.
 
Investor Profile
- -----------------------
 
This Fund may be suitable for investors who:
- - seek the preservation of capital and to avoid fluctuations in principal
- - desire regular, monthly income from a highly liquid investment
- - require a short-term vehicle for cash when making long-term investment
  decisions
- - seek a rate of return that is potentially higher than certificates of deposit
  or savings accounts
 
- --------------------------------------------------------------------------------
 
Prospectus                             11                        About the Funds
<PAGE>   12
 
AMERICAN AADVANTAGE
U.S. GOVERNMENT MONEY MARKET FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
Historical Performance
- -----------------------------------
 
The bar chart below provides an indication of risk by showing how the Fund's
performance has varied from year to year. The Platinum Class of the Fund began
offering its shares on November 7, 1995. However, another class of shares of the
Fund not offered in this prospectus has been offered since March 2, 1992. In the
chart and table below, performance results before November 7, 1995 are for the
older class. Because the other class had lower expenses, its performance was
better than the Platinum Class of the Fund would have realized in the same
period. Past performance is not necessarily indicative of how the Fund will
perform in the future. Investors may call 1-800-388-3344 to obtain the Fund's
current seven-day yield.
 
                               PERFORMANCE GRAPH
 
          TOTAL RETURN FOR THE CALENDAR YEAR ENDED 12/31 OF EACH YEAR

                                    [GRAPH]

<TABLE>
            <S>                                               <C>
            1993 ..........................................    3.05%
            1994 ..........................................    4.09%
            1995 ..........................................    5.62%
            1996 ..........................................    4.51%
            1997 ..........................................    4.65%
            1998 ..........................................    4.62%
</TABLE>
 
<TABLE>
<S>                                           <C>
             Highest Quarterly Return:               1.43%
               (1/1/93 through 12/31/98)       (2nd Quarter 1995)
             Lowest Quarterly Return:                0.74%
               (1/1/93 through 12/31/98)       (4th Quarter 1993)
</TABLE>
 
<TABLE>
<CAPTION>
                                                          AVERAGE ANNUAL TOTAL RETURN
                                                       ----------------------------------
                                                                 AS OF 12/31/98
                                                       ----------------------------------
                                                                          SINCE INCEPTION
                                                       1 YEAR   5 YEARS      (3/2/92)
                                                       ------   -------   ---------------
<S>                                                    <C>      <C>       <C>
U.S. Government Money Market Fund....................  4.62%     4.70%         4.31%
</TABLE>
 
- --------------------------------------------------------------------------------
 
About the Funds                        12                             Prospectus
<PAGE>   13
 
AMERICAN AADVANTAGE
U.S. GOVERNMENT MONEY MARKET FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
Fees and Expenses
- ----------------------------
 
This table describes the fees and expenses that you may pay if you buy and hold
shares of the U.S. Government Money Market Fund.(1)
 
Annual Fund Operating Expenses (expenses that are deducted from Fund assets)
 
<TABLE>
<S>                                                           <C>
Management Fees.............................................  0.10%
Distribution (12b-1) Fees...................................  0.25
Other Expenses..............................................  0.66
                                                              ----
TOTAL ANNUAL FUND OPERATING EXPENSES........................  1.01%
                                                              ====
</TABLE>
 
(1)   The expense table and the Example below reflect the expenses of both the
      Fund and its corresponding Portfolio.
 
Example
- -------------
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and then redeem all of
your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the Fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:
 
        1 YEAR .....................................................$103
        3 YEARS.....................................................$322
        5 YEARS.....................................................$558
        10 YEARS..................................................$1,236
 
Investment Adviser
- -----------------------------
 
AMR Investment Services, Inc.
 
- --------------------------------------------------------------------------------
 
Prospectus                             13                        About the Funds
<PAGE>   14
 
AMERICAN AADVANTAGE
MONEY MARKET MILEAGE FUND(SM)
- --------------------------------------------------------------------------------
 
Investment Objective
- -------------------------------
 
Current income, liquidity and the maintenance of a stable price of $1.00 per
share.
 
Principal Strategies
- ------------------------------
 
The Fund invests exclusively in high quality variable or fixed rate, U.S.
dollar-denominated short-term money market instruments. These securities may
include 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; Yankeedollar
and Eurodollar bank certificates of deposit, time deposits, and bankers'
acceptances; asset-backed securities; and repurchase agreements involving the
foregoing obligations.
 
The Fund will only buy securities with the following credit qualities:
 
- - rated in the highest short-term categories by two rating organizations, such
  as "A-1" by Standard & Poor's Corporation and "P-1" by Moody's Investors
  Service, Inc.,
- - rated in the highest short-term category by one rating organization if the
  securities are rated only by one rating organization, or
- - unrated securities that are determined to be of equivalent quality by the
  Manager.
 
The Fund invests more than 25% of its total assets in obligations issued by the
banking industry. However, for temporary defensive purposes when the Manager
believes that maintaining this concentration may be inconsistent with the best
interests of shareholders, the Fund may not maintain this concentration.
 
Securities purchased by the Fund generally have remaining maturities of 397 days
or less, although instruments subject to repurchase agreements and certain
variable and floating rate obligations may bear longer final maturities. The
average dollar-weighted maturity of the Fund will not exceed 90 days.
 
- --------------------------------------------------------------------------------
 
About the Funds                        14                             Prospectus
<PAGE>   15
AMERICAN AADVANTAGE
MONEY MARKET MILEAGE FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
Risk Factors
- -------------------
 
- - The yield paid by the Fund is subject to changes in interest rates. As a
  result, there is risk that a decline in short-term interest rates would lower
  its yield and the overall return on your investment.
- - Although the Fund seeks to preserve the value of your investment at $1.00 per
  share, it is possible to lose money by investing in the Fund.
- - As with any money market fund, there is the risk that the issuers or
  guarantors of securities owned by the Fund will default on the payment of
  principal or interest or the obligation to repurchase securities from the
  Fund.
 
Your investment in the Fund is not insured or guaranteed by the U.S. Government
or any financial or government institution.
 
Investor Profile
- -----------------------
 
This Fund may be suitable for investors who:
 
- - seek the preservation of capital and to avoid fluctuations in principal
- - desire regular, monthly income from a highly liquid investment
- - require a short-term vehicle for cash when making long-term investment
  decisions
- - seek a rate of return that is potentially higher than certificates of deposit
  or savings accounts
- - desire to receive miles in the American Airlines AAdvantage(R) program
 
Historical Performance
- -----------------------------------
 
The bar chart below provides an indication of risk by showing how the Fund's
performance has varied from year to year. The performance shown in the chart and
table below is a combination of the Fund's performance and that of its
predecessor fund. The Fund was created from a predecessor fund that began
offering its shares on September 1, 1987. Performance results through October
31, 1991 are for the Institutional Class of the predecessor fund, and results
from November 1, 1991 through October 31, 1995 are for the predecessor fund's
Mileage Class, and results from November 1, 1995 through Janu-
 
- --------------------------------------------------------------------------------
 
Prospectus                             15                        About the Funds
<PAGE>   16
AMERICAN AADVANTAGE
MONEY MARKET MILEAGE FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
ary 28, 1996 are for the predecessor to this Fund. The Fund began offering its
shares on January 29, 1996. Performance results shown from that date through
December 31, 1998 are for the Fund. Because the predecessor fund had lower
expenses, its performance was better than the Platinum Class of the Fund would
have realized in the same period. Past performance is not necessarily indicative
of how the Fund will perform in the future. Investors may call 1-800-388-3344 to
obtain the Fund's current seven-day yield.
 
                               PERFORMANCE GRAPH
 
          TOTAL RETURN FOR THE CALENDAR YEAR ENDED 12/31 OF EACH YEAR

                                    [GRAPH]

<TABLE>
            <S>                                               <C>
            1989 ..........................................    9.47%
            1990 ..........................................    8.40%
            1991 ..........................................    6.77%
            1992 ..........................................    4.02%
            1993 ..........................................    3.28%
            1994 ..........................................    4.22%
            1995 ..........................................    5.93%
            1996 ..........................................    4.65%
            1997 ..........................................    4.74%
            1998 ..........................................    4.67%
</TABLE>
 
<TABLE>
         <S>                                      <C>
         Highest Quarterly Return:                         2.45%
           (1/1/89 through 12/31/98)                 (2nd Quarter 1989)
         Lowest Quarterly Return:                          0.74%
           (1/1/89 through 12/31/98)              (2nd & 4th Quarter 1993,
                                                      1st Quarter 1994)
</TABLE>
 
<TABLE>
<CAPTION>
                                                                 AVERAGE ANNUAL TOTAL
                                                                        RETURN
                                                              ---------------------------
                                                                    AS OF 12/31/98
                                                              ---------------------------
                                                              1 YEAR   5 YEARS   10 YEARS
                                                              ------   -------   --------
<S>                                                           <C>      <C>       <C>
Money Market Mileage Fund...................................  4.67%    4.73%      5.48%
</TABLE>
 
- --------------------------------------------------------------------------------
 
About the Funds                        16                             Prospectus
<PAGE>   17
AMERICAN AADVANTAGE
MONEY MARKET MILEAGE FUND(SM) -- (CONTINUED)
- --------------------------------------------------------------------------------
 
Fees and Expenses
- ----------------------------
 
This table describes the fees and expenses that you may pay if you buy and hold
shares of the Money Market Mileage Fund.(1)
 
Annual Fund Operating Expenses (expenses that are deducted from Fund assets)
 
<TABLE>
<S>                                                           <C>
Management Fees.............................................  0.10%
Distribution (12b-1) Fees...................................  0.25
Other Expenses..............................................  0.77
                                                              ----
Total Annual Fund Operating Expenses........................  1.12%
                                                              ====
Fee Waiver and/or Expense Reimbursement.....................  0.03(2)
NET EXPENSES................................................  1.09%
</TABLE>
 
(1)  The expense table and the Example below reflect the expenses of both the
     Fund and its corresponding Portfolio.
 
(2)  The Manager has contractually agreed to waive a portion of Distribution
     Fees through October 31, 1999 to the extent that Total Annual Fund
     Operating Expenses exceed 1.09%.
 
Example
- -------------
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Fund for the time periods indicated and then redeem all of
your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the Fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:
        1 YEAR .....................................................$111
        3 YEARS.....................................................$353
        5 YEARS.....................................................$614
        10 YEARS..................................................$1,360
 
Investment Adviser
- -----------------------------
 
AMR Investment Services, Inc.
 
- --------------------------------------------------------------------------------
 
Prospectus                             17                        About the Funds
<PAGE>   18
 
The Manager
- ---------------------
 
The Trust has retained AMR Investment Services, Inc. to serve as its Manager.
The Manager, located at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, is
a wholly owned subsidiary of AMR Corporation, the parent company of American
Airlines, Inc. The Manager was organized in 1986 to provide investment
management, advisory, administrative and asset management consulting services.
As of December 31, 1998, the Manager had approximately $20.4 billion of assets
under management, including approximately $7.2 billion under active management
and $13.2 billion as named fiduciary or financial adviser. Of the total,
approximately $14.5 billion of assets are related to AMR Corporation.
 
The Manager provides or oversees the provision of all administrative, investment
advisory and portfolio management services to the Funds. The Manager develops
the investment programs for each Fund and serves as the sole investment adviser
to the Funds. As compensation for providing management services, each Fund pays
the Manager an annualized advisory fee that is calculated and accrued daily,
equal to the sum of 0.10% of the net assets of the Fund.
 
Valuation of Shares
- -------------------------------
 
The price of each Fund's shares is based on its net asset value ("NAV") per
share. Each Fund's NAV is computed by adding total assets, subtracting all of
the Fund's liabilities, and dividing the result by the total number of shares
outstanding. Securities held by the Funds are valued in accordance with the
amortized cost method, which is designed to enable the Funds to maintain a
stable NAV of $1.00 per share. Debt securities (other than short-term
securities) usually are valued on the basis of prices provided by a pricing
service. In some cases, the price of debt securities is determined using quotes
obtained from brokers.
 
The NAV of Platinum Class shares will be determined based on a pro rata
allocation of investment income, expenses and total capital gains and losses.
Each Fund's NAV per share is determined as of the close of the New York Stock
Exchange ("Exchange"), generally 4:00 p.m. Eastern time, on each day on which
the Exchange is open for business, with the exception of Columbus Day and
Veteran's Day. The Funds are closed and no NAV is calculated on these days.
 
- --------------------------------------------------------------------------------
 
About the Funds                        18                             Prospectus
<PAGE>   19
 
ABOUT YOUR INVESTMENT
- --------------------------------------------------------------------------------
 
Purchase and Redemption of Shares
- ----------------------------------------------------------
 
Eligibility
- ---------------
 
Platinum Class shares are offered on a continuous basis at net asset value
through selected financial institutions (such as banks and broker-dealers).
Money Market Mileage Fund shares are offered only to individuals and certain
grantor trusts. Qualified retirement plans (i.e. IRAs, Keogh, profit sharing
plans) and institutional investors are not eligible to invest in the Money
Market Mileage Fund.
 
Purchase Policies
- --------------------------
 
No sales charges are assessed on the purchase or sale of Fund shares. Shares
purchased through financial institutions may be subject to transaction fees.
Shares of the Funds are offered and purchase orders accepted until 10:30 a.m.
Central Time (or if earlier, the close of the Exchange) on each day on which the
Exchange is open for trading. In addition, shares are not offered and orders are
not accepted on Columbus Day and Veteran's Day.
 
If a purchase order is received in good order prior to the Fund's deadline, the
purchase price will be the NAV per share next determined on that day. If a
purchase order is received in good order after the deadline, the purchase price
will be the NAV of the following day that the Fund is open for business. Each
financial institution is responsible for the prompt transmission of purchase
orders for its clients. Checks to purchase shares are accepted subject to
collection at full face value in U.S. funds and must be drawn in U.S. dollars on
a U.S. bank.
 
Opening an Account
- -------------------------------
 
A completed, signed application is required to open an account. Financial
institutions may have different procedures for opening an account. Eligible
investors in the Money Market Mileage Fund can enroll in the American Airlines
AAdvantage(R) Program by calling (800) 433-7300. You may request a Fund
application form by calling (800) 973-7977.
 
- --------------------------------------------------------------------------------
 
Prospectus                             19                  About Your Investment
<PAGE>   20
 
Redemption Policies
- ------------------------------
 
Shares of any Fund may be redeemed by telephone or by mail on any day that the
Fund is open for business by contacting the financial institution through which
Fund shares were purchased. The redemption price will be the NAV next determined
after a redemption order is received in good order. Any questions regarding what
constitutes good order should be directed to the financial institution through
which Fund shares were purchased. Each financial institution is responsible for
the prompt transmission of redemption orders for its clients. Proceeds from
redemptions requested by the following deadlines will generally be wired to
shareholders on the same day.
 
<TABLE>
<CAPTION>
                              SAME DAY WIRE REDEMPTION
FUND                              ORDER DEADLINE:
- ----                          ------------------------
<S>                           <C>
Money Market                   2:00 p.m. Eastern Time*
Municipal Money Market        11:45 a.m. Eastern Time*
U.S. Government Money Market   2:00 p.m. Eastern Time*
Money Market Mileage           2:00 p.m. Eastern Time*
* or the close of the exchange (whichever comes first)
</TABLE>
 
In any event, proceeds from a redemption order for any Fund will be transmitted
to a shareholder by no later than seven days after the receipt of a redemption
request in good order. Delivery of proceeds from shares purchased by check may
be delayed until the check has cleared, which may take up to 15 days. Shares
redeemed through financial intermediaries may be subject to transaction fees.
 
The Funds reserve the right to suspend redemptions or postpone the date of
payment (i) when the Exchange is closed (other than for customary weekend and
holiday closings); (ii) when trading on the Exchange is restricted; (iii) when
the SEC determines that an emergency exists so that disposal of a Fund's
investments or determination of its NAV is not reasonably practicable; or (iv)
by order of the SEC for protection of the Funds' shareholders.
 
Although the Funds intend to redeem shares in cash, each Fund reserves the right
to pay the redemption price in whole or in part by a distribution of readily
marketable securities held by the applicable Fund's corresponding Portfolio.
Unpaid dividends credited to an account up to the date of redemption of all
shares generally will be paid at the time of redemption.
 
- --------------------------------------------------------------------------------
 
About Your Investment                  20                             Prospectus
<PAGE>   21
 
General Policies
- ------------------------
 
The following policies apply to instructions you may provide to the Funds by
telephone:
 
- - The Funds, their officers, trustees, directors, employees, or agents are not
  responsible for the authenticity of instructions provided by telephone, nor
  for any loss, liability, cost or expense incurred for acting on them.
- - The Funds employ procedures reasonably designed to confirm that instructions
  communicated by telephone are genuine.
- - Due to the volume of calls or other unusual circumstances, telephone
  redemptions may be difficult to implement during certain time periods.
 
The Funds reserve the right to:
 
- - reject any order for the purchase of shares and to limit or suspend, without
  prior notice, the offering of shares,
- - modify or terminate the exchange privilege at any time,
- - limit the number of exchanges between Funds an investor may exercise, and
- - seek reimbursement from you for any related loss incurred if your payment for
  the purchase of Fund shares by check does not clear your bank.
 
Financial institutions may provide varying arrangements for their clients with
respect to the purchase and redemption of Platinum Class shares. Financial
institutions offering Platinum Class shares may impose fees on investors for
checkwriting privileges or, if approved by the Funds, establish variations on
minimum check amounts. Some institutions may arrange for additional privileges
associated with Platinum Class shares, such as a debit card, which may only be
available subject to certain conditions or limitations.
 
Distribution and Taxes
- -------------------------------------
 
The Funds distribute most or all of their net earnings in the form of dividends
from net investment income and distributions of realized net capital gains that
are paid to shareholders monthly on the first business day after the month ends.
Unless the account application instructs otherwise, distributions will be
reinvested in additional Fund shares. Usually, dividends (except those paid by
the Municipal Money Market Fund) and distributions of net realized gains are
taxable events.
 
The Municipal Money Market Fund designates most of its distributions as
"exempt-interest dividends," which may be excluded from gross income. If the
Fund earns taxable income from any of its investments, that income will be
 
- --------------------------------------------------------------------------------
 
Prospectus                             21                  About Your Investment
<PAGE>   22
 
distributed as a taxable dividend. If the Fund invests in private activity
obligations, shareholders will be required to treat a portion of the interest-
exempt dividends they receive as a "tax preference item" in determining their
liability for federal alternative minimum tax (AMT). Some states exempt from
income tax the interest on their own obligations and on obligations of
governmental agencies and municipalities in the state; accordingly, each year
shareholders will receive tax information on the Fund's exempt-interest income
by state.
 
This is only a summary of some of the important income tax considerations that
may affect Fund shareholders. Shareholders should consult their tax adviser
regarding specific questions as to the effect of federal, state or local income
taxes on an investment in the Funds.
 
AAdvantage(R) Miles
- --------------------------------
 
The AAdvantage program offers its members the opportunity to obtain free
upgrades and travel awards on American Airlines and other AAdvantage airline
participants, as well as upgrades and discounts on car rental and hotel
accommodations. For more information about the AAdvantage program, call American
Airlines at (800) 433-7300.
 
AAdvantage travel awards ("miles") will be posted monthly in arrears to each
shareholder's AAdvantage account based on the shareholder's average daily
account balance during the previous month. Miles are posted at an annual rate of
one mile per $10 maintained in the Money Market Mileage Fund. Mileage is
calculated on the average daily balance and posted monthly. The average daily
balance is calculated by adding each day's balance and dividing by the number of
days in the month. For example, the average daily balance on an $50,000 account
funded on the 16th day of a month having 30 days (and maintained at that balance
through the end of the month) would be $25,000. Mileage received for that month
would be 208 miles. If the same balance were maintained through the next month,
the average daily balance would be $50,000, and the mileage would be 417 miles
that month and every month the $50,000 investment was maintained in the Money
Market Mileage Fund. These miles appear on subsequent AAdvantage program
statements.
 
For trust accounts, AAdvantage miles will be posted only in a trustee's
individual name, and not in the name of the trust account. Before investing in
the Money Market Mileage Fund, trustees of the trust account should consult
their own legal and tax advisers as to the tax effect of this arrangement and
whether the arrangement is consistent with their duties as trustees. American
Airlines
 
- --------------------------------------------------------------------------------
 
About Your Investment                  22                             Prospectus
<PAGE>   23
 
has informed the Money Market Mileage Fund that in administering an AAdvantage
member's AAdvantage account, it shall not be required to distinguish between
AAdvantage miles accumulated by the individual in his/her capacity as trustee to
a trust account from AAdvantage miles accumulated in an individual capacity from
other sources.
 
The Manager reserves the right to discontinue posting AAdvantage miles or to
change the mileage calculation at any time upon notice to shareholders. American
Airlines may find it necessary to change AAdvantage program rules, regulations,
travel awards and special offers at any time. This means that American Airlines
may initiate changes impacting, for example, participant affiliations, rules for
earning mileage credit, mileage levels and rules for the use of travel awards,
continued availability of travel awards, blackout dates and limited seating for
travel awards, and the features of special offers. American Airlines reserves
the right to end the AAdvantage program with six months' notice. AAdvantage
travel awards, mileage accrual and special offers are subject to governmental
regulations.
 
ADDITIONAL INFORMATION
- --------------------------------------------------------------------------------
 
Distribution of Trust Shares
- ----------------------------------------------
 
The AAdvantage Funds and Mileage Funds have each adopted a Distribution Plan for
the Platinum Class (the "Plans") in accordance with Rule 12b-1 under the
Investment Company Act of 1940 ("1940 Act"), which allow the Funds to pay
distribution and other fees for the sale of Fund shares and for other services
provided to shareholders. In addition, the Mileage Funds' Plan authorizes
expenses incurred in connection with participation in the AAdvantage program.
The Plans provide that each Platinum Class will pay 0.25% per annum of its
average daily net assets to the Manager (or another entity approved by the
applicable Board). Because these fees are paid out of each Fund's assets on an
on-going basis, over time these fees will increase the cost of your investment
and may cost you more than paying other types of sales charges.
 
- --------------------------------------------------------------------------------
 
Prospectus                             23                 Additional Information
<PAGE>   24
 
Master-Feeder Structure
- --------------------------------------
 
The Funds operate under a master-feeder structure. This means that each Fund is
a "feeder" fund that invests all of its investable assets in a "master" fund
with the same investment objective. The "master" fund purchases securities for
investment. The master-feeder structure works as follows:
 
                         [MASTER-FEEDER STRUCTURE GRAPH]

                                (graphic follows)
 
Each Fund can withdraw its investment in its corresponding Portfolio at any time
if the Board determines that it is in the best interest of the Fund and its
shareholders to do so. If this happens, the Fund's assets will be invested
according to the investment policies and restrictions described in this
Prospectus.
 
Year 2000
- -----------------
 
The Funds could be affected adversely if the computer systems used by the
Manager, the Funds' other service providers, or companies in which the Funds
invest do not properly process and calculate information that relates to dates
beginning on January 1, 2000 and beyond. Due to the Funds' reliance on various
service providers to perform essential functions, each of the Funds could have
difficulty calculating its NAV, processing orders for share redemptions and
delivering account statements and other information to shareholders. The Manager
has taken steps that it believes are reasonably designed to address the
potential failure of computer systems used by the Manager and the Funds' service
providers to address the Year 2000 issue. There can be no assurance that the
steps taken by the Manager will be sufficient to avoid any adverse impact.
 
In evaluating current and potential portfolio positions, Year 2000 is one of the
factors that the Manager takes into consideration. The Manager will rely upon
public filings and other statements made by companies regarding their Year 2000
readiness. Issuers in countries outside of the U.S. may not be required to
 
- --------------------------------------------------------------------------------
 
Additional Information                 24                             Prospectus
<PAGE>   25
 
make the level of disclosure regarding Year 2000 readiness that is required in
the U.S. If the value of a Fund's investment is adversely affected by a Year
2000 problem, the NAV of the Fund may be affected as well.
 
Financial Highlights
- ---------------------------------
 
The financial highlights tables are intended to help you understand each Fund's
financial performance for the past five years (or, if shorter, the period of the
Fund's operations). Certain information reflects financial results for a single
share of the Fund's Platinum Class. The total returns in the table represent the
rate that an investor would have earned (or lost) on an investment in the Fund
(assuming reinvestment of all dividends and distributions). Each Fund's
highlights were audited by Ernst & Young LLP, independent auditors. More
financial information about the Funds is found in their Annual Report, which you
may obtain upon request.
 
<TABLE>
<CAPTION>
                                                                    MONEY MARKET FUND
                               --------------------------------------------------------------------------------------------
                                            PLATINUM CLASS
                               -----------------------------------------                   INSTITUTIONAL CLASS
                                     YEAR ENDED                PERIOD          --------------------------------------------
                                     OCTOBER 31,                ENDED                     YEAR ENDED OCTOBER 31,
                               -----------------------       OCTOBER 31,       --------------------------------------------
   FOR A SHARE OUTSTANDING       1998           1997           1996(A)            1996             1995             1994
   THROUGHOUT THE PERIOD:      --------       --------       -----------       ----------       ----------       ----------
<S>                            <C>            <C>            <C>               <C>              <C>              <C>
Net asset value, beginning of
 period......................  $   1.00       $   1.00        $   1.00         $     1.00       $     1.00       $     1.00
                               --------       --------        --------         ----------       ----------       ----------
Net investment income........      0.05(B)        0.05(B)         0.05(B)            0.05(B)          0.06             0.04
Less dividends from net
 investment income...........     (0.05)         (0.05)          (0.05)             (0.05)           (0.06)           (0.04)
                               --------       --------        --------         ----------       ----------       ----------
Net asset value, end of
 period......................  $   1.00       $   1.00        $   1.00         $     1.00       $     1.00       $     1.00
                               ========       ========        ========         ==========       ==========       ==========
Total return (annualized)....      4.89%          4.87%           4.85%(C)           5.57%            5.96%            3.85%
                               ========       ========        ========         ==========       ==========       ==========
Ratios and supplemental data:
 Net assets, end of period
   (in thousands)............  $744,226       $494,413        $119,981         $1,406,939       $1,206,041       $1,893,144
 Ratios to average net assets
   (annualized)
   Expenses..................      0.94%(B)       0.93%(B)        0.94%(B)           0.24%(B)         0.23%            0.21%
   Net investment income.....      4.78%(B)       4.80%(B)        4.63%(B)           5.41%(B)         5.79%            3.63%
</TABLE>
 
(A)The Money Market Fund-Platinum Class commenced active operations on November
   7, 1995.
 
(B)The per share amounts and ratios reflect income and expenses assuming
   inclusion of the Fund's proportionate share of the income and expenses of its
   corresponding Portfolio.
 
(C)Total return for the Platinum Class for the period ended October 31, 1996
   reflects Institutional Class returns from November 1, 1995 through November
   6, 1995 and returns of the Platinum Class through October 31, 1996. Due to
   the different expense structures between the classes, total return would vary
   from the results shown had the Platinum Class been in operation for the
   entire year.
 
- --------------------------------------------------------------------------------
 
Prospectus                             25                 Additional Information
<PAGE>   26
 
<TABLE>
<CAPTION>
                                                                  MUNICIPAL MONEY MARKET FUND
                                      -----------------------------------------------------------------------------------
                                                  PLATINUM CLASS                             INSTITUTIONAL CLASS
                                      ---------------------------------------       -------------------------------------
                                           YEAR ENDED               PERIOD              YEAR ENDED              PERIOD
                                           OCTOBER 31,               ENDED              OCTOBER 31,              ENDED
                                      ---------------------       OCTOBER 31,       -------------------       OCTOBER 31,
      FOR A SHARE OUTSTANDING          1998          1997           1996(A)          1996         1995          1994(A)
       THROUGHOUT THE PERIOD:         -------       -------       -----------       ------       ------       -----------
<S>                                   <C>           <C>           <C>               <C>          <C>          <C>
Net asset value, beginning of
 period.............................  $  1.00       $  1.00         $  1.00         $ 1.00       $ 1.00         $ 1.00
                                      -------       -------         -------         ------       ------         ------
Net investment income...............     0.03(B)       0.03(B)         0.03(B)        0.04(B)      0.04           0.02
Less dividends from net investment
 income.............................    (0.03)        (0.03)          (0.03)         (0.04)       (0.04)         (0.02)
                                      -------       -------         -------         ------       ------         ------
Net asset value, end of period......  $  1.00       $  1.00         $  1.00         $ 1.00       $ 1.00         $ 1.00
                                      =======       =======         =======         ======       ======         ======
Total return (annualized)...........     2.75%         2.79%           2.88%(C)       3.59%        3.75%          2.44%
                                      =======       =======         =======         ======       ======         ======
Ratios and supplemental data:
 Net assets, end of period (in
   thousands).......................  $87,852       $63,883         $49,862         $    6       $    7         $9,736
 Ratios to average net assets
   (annualized)(D)
   Expenses.........................     1.04%(B)      1.03%(B)        0.97%(B)       0.27%(B)     0.35%          0.30%
   Net investment income............     2.69%(B)      2.75%(B)        2.72%(B)       3.49%(B)     3.70%          2.38%
</TABLE>
 
(A)The Municipal Money Market Fund commenced active operations on November 10,
   1993. The Municipal Money Market Fund-Platinum Class commenced active
   operations on November 7, 1995.
 
(B)The per share amounts and ratios reflect income and expenses assuming
   inclusion of the Fund's proportionate share of the income and expenses of its
   corresponding Portfolio.
 
(C)Total return for the Platinum Class for the period ended October 31, 1996
   reflects Institutional Class returns from November 1, 1995 through November
   6, 1995 and returns of the Platinum Class through October 31, 1996. Due to
   the different expense structures between the classes, total return would vary
   from the results shown had the Platinum Class been in operation for the
   entire year.
 
(D)Operating results exclude management and administrative services fees waived
   by the Manager. Had the Platinum Class of the Fund paid such fees, the ratio
   of expenses and net investment income to average net assets would have been
   1.02% and 2.67%, respectively, for the period ended October 31, 1996, 1.04%
   and 2.74%, respectively, for the year ended October 31, 1997 and 1.07% and
   2.66%, respectively, for the year ended October 31, 1998. Had the
   Institutional Class of the Fund paid such fees, the ratio of expenses and net
   investment income to average net assets would have been 0.50% and 2.18%,
   respectively, for the period ended October 31, 1994, 0.55% and 3.50%,
   respectively, for the year ended October 31, 1995 and 0.33% and 3.43%,
   respectively, for the year ended October 31, 1996.
 
- --------------------------------------------------------------------------------
 
Additional Information                 26                             Prospectus
<PAGE>   27
 
<TABLE>
<CAPTION>
                                          U.S. GOVERNMENT MONEY MARKET FUND
                            -------------------------------------------------------------
                                    PLATINUM CLASS                INSTITUTIONAL CLASS
                            -------------------------------   ---------------------------
                               YEAR ENDED         PERIOD              YEAR ENDED
                               OCTOBER 31,         ENDED              OCTOBER 31,
                            -----------------   OCTOBER 31,   ---------------------------
FOR A SHARE OUTSTANDING      1998     1997(B)     1996(A)      1996      1995      1994
THROUGHOUT THE PERIOD:      -------   -------   -----------   -------   -------   -------
<S>                         <C>       <C>       <C>           <C>       <C>       <C>
Net asset value, beginning
  of period...............  $  1.00   $  1.00     $  1.00     $  1.00   $  1.00   $  1.00
                            -------   -------     -------     -------   -------   -------
Net investment income.....     0.05(C)    0.05(C)      0.04(C)    0.05(C)    0.06    0.04
Less dividends from net
  investment income.......    (0.05)    (0.05)      (0.04)      (0.05)    (0.06)    (0.04)
                            -------   -------     -------     -------   -------   -------
Net asset value, end of
  period..................  $  1.00   $  1.00     $  1.00     $  1.00   $  1.00   $  1.00
                            =======   =======     =======     =======   =======   =======
Total return
  (annualized)............     4.71%     4.61%       4.58%(D)    5.29%     5.67%     3.70%
                            =======   =======     =======     =======   =======   =======
Ratios and supplemental
  data:
  Net assets, end of
    period (in
    thousands)............  $78,412   $68,439     $52,153     $25,595   $47,184   $67,607
  Ratios to average net
    assets (annualized)(E)
    Expenses..............     1.01%(C)    0.99%(C)      1.00%(C)    0.32%(C)    0.32%    0.25%
    Net investment
      income..............     4.62%(C)    4.53%(C)      4.35%(C)    5.16%(C)    5.49%    3.44%
</TABLE>
 
(A) The U.S. Government Money Market Fund-Platinum Class commenced active
    operations on November 7, 1995.
 
(B) Prior to March 1, 1997, the American AAdvantage U.S. Government Money Market
    Fund was known as the U.S. Treasury Money Market Fund and operated under
    different investment policies.
 
(C) The per share amounts and ratios reflect income and expenses assuming
    inclusion of the Fund's proportionate share of the income and expenses of
    its corresponding Portfolio.
 
(D) Total return for the Platinum Class for the period ended October 31, 1996
    reflects Institutional Class returns from November 1, 1995 through November
    6, 1995 and returns of the Platinum Class through October 31, 1996. Due to
    the different expense structures between the classes, total return would
    vary from the results shown had the Platinum Class been in operation for the
    entire year.
 
(E) Operating results excluded fees waived by the Manager during the year ended
    October 31, 1998. The ratio of expenses to average net assets was 1.02% and
    the ratio of net investment income to average net assets was 4.62% prior to
    expenses waived.
 
- --------------------------------------------------------------------------------
 
Prospectus                             27                 Additional Information
<PAGE>   28
 
<TABLE>
<CAPTION>
                                                            MONEY MARKET MILEAGE FUND
                                           ------------------------------------------------------------
                                                        PLATINUM CLASS                        MILEAGE
                                           -----------------------------------------           CLASS
                                                 YEAR ENDED                PERIOD           -----------
                                                OCTOBER 31,                 ENDED           YEAR ENDED
                                           ----------------------        OCTOBER 31,        OCTOBER 31,
 FOR A SHARE OUTSTANDING THROUGHOUT THE     1998           1997            1996(A)             1996
                 PERIOD:                   -------        -------        -----------        -----------
<S>                                        <C>            <C>            <C>                <C>
Net asset value, beginning of period.....  $  1.00        $  1.00          $  1.00           $   1.00
                                           -------        -------          -------           --------
Net investment income....................     0.05(B)        0.05(B)          0.03(B)            0.05(B)
Less dividends from net investment
  income.................................    (0.05)         (0.05)           (0.03)             (0.05)
                                           -------        -------          -------           --------
Net asset value, end of period...........  $  1.00        $  1.00          $  1.00           $   1.00
                                           =======        =======          =======           ========
        Total return (annualized)........     4.74%          4.71%            4.78%              5.12%
                                           =======        =======          =======           ========
Ratios and supplemental data:
  Net assets, end of period (in
    thousands)...........................  $73,875        $49,184          $15,429           $106,709
  Ratios to average net assets
    (annualized)(C)
    Expenses.............................     1.09%(B)       1.09%(B)         1.09%(B)           0.67%(B)
    Net investment income................     4.64%(B)       4.64%(B)         4.48%(B)           5.02%(B)
</TABLE>
 
(A)The Money Market Mileage Fund-Platinum Class commenced active operations on
January 29, 1996, and at that time the existing shares of the Fund were
   designated as Mileage Class shares.
 
(B)The per share amounts and ratios reflect income and expenses assuming
   inclusion of the Fund's proportionate share of the income and expenses of its
   corresponding Portfolio.
 
(C)Operating results exclude expenses reimbursed by the Manager. Had the
   Platinum Class of the Fund paid such fees, the ratio of expenses and net
   investment income to average net assets would have been 1.24% and 4.33%,
   respectively, for the period ended October 31, 1996, 1.14% and 4.59%,
   respectively, for the year ended October 31, 1997 and 1.12% and 4.61%,
   respectively, for the year ended October 31, 1998. Had the Mileage Class of
   the Fund paid such fees, the ratio of expenses and net investment income to
   average net assets would have been 0.78% and 4.91%, respectively, for the
   year ended October 31, 1996.
 
- --------------------------------------------------------------------------------
 
Additional Information                 28                             Prospectus
<PAGE>   29
 
                                  -- Notes --
<PAGE>   30
 
                                  -- Notes --
<PAGE>   31
 
                                  -- Notes --
<PAGE>   32
ADDITIONAL INFORMATION

ADDITIONAL INFORMATION ABOUT THE FUNDS IS FOUND IN THE DOCUMENTS LISTED BELOW.
REQUEST A FREE COPY OF THESE DOCUMENTS BY CALLING (800) 973-7977.

ANNUAL REPORT/SEMI-ANNUAL REPORT

The Fund's Annual and Semi-Annual Reports list the Fund's actual investments as
of the report's date. They also include a discussion by the Manager of market
conditions and investment strategies that significantly affected the Fund's
performance. The report of the Fund's independent auditors is included in the
Annual Report.

STATEMENT OF ADDITIONAL INFORMATION

The SAI contains more details about the Fund and its investment policies. The
SAI is incorporated in this Prospectus by reference (it is legally part of this
Prospectus). A current SAI is on file with the Securities and Exchange
Commission (SEC).

TO OBTAIN MORE INFORMATION ABOUT THE FUNDS OR TO REQUEST A COPY OF THE DOCUMENTS
LISTED ABOVE:

                                  BY TELEPHONE:
                              Call (800) 973-7977

                                   BY E-MAIL:
                      [email protected]

                                    BY MAIL:
                              Southwest Securities
                         Attn: Money Market Department
                          1201 Elm Street, Suite 3500
                              Dallas, Texas 75270

                                ON THE INTERNET:
                      Visit our website at www.aafunds.com
              Visit Southwest Securities' website at www.swst.com
                      Visit the SEC website at www.sec.gov

Copies of these documents may also be obtained from the SEC Public Reference
Room in Washington, D.C. The Public Reference Room can be reached at 
(800) 732-0330 or by mailing a request, including a duplicating fee to: SEC's 
Public Reference Section, 450 5th Street NW, Washington, D.C. 20549-6009.

                               AVAILABLE THROUGH:

                          [SOUTHWEST SECURITIES LOGO]


[AMERICAN AADVANTAGE FUNDS LOGO]        [AMERICAN AADVANTAGE MILEAGE FUNDS LOGO]
    SEC File Number 811-4984                    SEC File Number 811-9018

American Airlines is not responsible for investments made in the American
AAdvantage Funds. American AAdvantage Funds and American AAdvantage Mileage
Funds are registered service marks of AMR Corporation. Platinum Class, American
AAdvantage Money Market Fund, American AAdvantage Municipal Money Market Fund,
American AAdvantage U.S. Government Money Market Fund and American AAdvantage
Money Market Mileage Fund are service marks of AMR Investment Services, Inc.



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