HEITMAN REAL ESTATE FUND
A Series of Heitman Securities Trust
Supplement dated January 6, 1998 to Prospectuses Dated May 1, 1997
On January 6, 1998, Heitman Securities Trust (the "Trust"), on behalf
of the Heitman Real Estate Fund, its sole portfolio series (the "Fund"), entered
into an Agreement and Plan of Reorganization (the "Agreement") with UAM Funds
Trust (the "UAM Trust"), on behalf of the UAM/Heitman Real Estate Portfolio (the
"UAM Portfolio"). The Agreement provides for (i) the transfer of all the assets
of the Fund to the UAM Portfolio in exchange for shares of the UAM Portfolio and
the assumption by the UAM Portfolio of the liabilities of the Fund and (ii) the
distribution of shares of the UAM Portfolio to the then-existing shareholders of
the Fund in liquidation of the Fund (the "Reorganization"). The UAM Portfolio is
a newly formed series of the UAM Trust with no prior operations that has been
established for the purpose of effecting the Reorganization and continuing the
operations of the Fund after the Reorganization. The UAM Portfolio has the
identical investment objectives as the Fund and substantially the same
investment policies as the Fund. Heitman/PRA Securities Advisors, Inc., the
investment adviser of the Fund, will also serve as the investment adviser of the
UAM Portfolio.
The Reorganization is subject to the satisfaction of a number of
conditions, including approval of the Reorganization by the shareholders of
the Fund and receipt by the Trust of an opinion of counsel that the
Reorganization will be a tax-free transaction for the Fund and its shareholders
for federal income tax purposes. A special meeting of shareholders of the Fund
will be held on February 27, 1998 to consider a proposal to approve the
Reorganization; shareholders of record on January 6, 1998 will be entitled to
vote at the meeting. If shareholder approval is obtained and other conditions
are satisfied, the Reorganization will be completed effective as of the close of
business on February 27, 1998.
