UAM FUNDS, INC.
(the "Fund")
Acadian Portfolios
Acadian Emerging Markets Portfolio
Acadian International Equity Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the Acadian Portfolios are as follows: 0.06%
for the Acadian Emerging Markets Portfolio
Institutional Class Shares and 0.06% for the Acadian
International Equity Portfolio Institutional Class
Shares, respectively, of aggregate net assets. The sub-
administration fee calculated on an annualized basis
equals: 0.19 of 1% of the first $200 million of total
net assets of the Fund; 0.11 of 1% of the next $800
million of total net assets of the Fund; 0.07 of 1% of
total net assets in excess of $1 billion but less than
$3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
The Adviser has voluntarily agreed to waive its
advisory fee and to assume as the Adviser's own expense
certain operating expenses payable by each Portfolio,
if necessary, until further notice in order to keep
total annual operating expenses from exceeding 2.50% of
average daily net assets of the Acadian Emerging
Markets Portfolio Institutional Class Shares and 1.00%
of average daily net assets of the Acadian
International Equity Portfolio Institutional Class
Shares. Absent the fees waived and expenses assumed by
the Adviser, annualized total operating expenses,
including revised administrative fees, would be 2.24%
for the Acadian Emerging Markets Portfolio and 6.14%
for the Acadian International Equity Portfolio.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
C & B Portfolios
C & B Equity Portfolio
C & B Balanced Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the C & B Portfolios are as follows: 0.04%
for the C & B Equity Portfolio Institutional Class
Shares and 0.06% for the C & B Balanced Portfolio
Institutional Class Shares, respectively, of aggregate
net assets. The sub-administration fee calculated on
an annualized basis equals: 0.19 of 1% of the first
$200 million of total net assets of the Fund; 0.11 of
1% of the next $800 million of total net assets of the
Fund; 0.07 of 1% of total net assets in excess of $1
billion but less than $3 billion; and 0.05 of 1% of
total net assets in excess of $3 billion. The sub-
administration fees are allocated among the Portfolios
on the basis of their relative assets and are subject
to a graduated minimum fee schedule per Portfolio of
$2,000 per month upon inception of a Portfolio to
$70,000 annually after two years. If a separate class
of shares is added to a Portfolio, the minimum annual
fee payable by that Portfolio may be increased by up to
$20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
The Adviser has voluntarily agreed to waive its
advisory fee and to assume as the Adviser's own expense
certain operating expenses payable by each Portfolio,
if necessary, until further notice in order to keep
total annual operating expenses from exceeding 1.00% of
average daily net assets of the C & B Equity Portfolio
Institutional Class Shares and 1.00% of average daily
net assets of the C & B Balanced Portfolio
Institutional Class Shares. Absent the fees waived and
expenses assumed by the Adviser, annualized total
operating expenses, including revised administrative
fees, would have been 1.09% for the C & B Balanced
Portfolio and 0.82% for the C & B Equity Portfolio.
The following example illustrates the expenses that a
shareholder would pay on a $1,000 investment over various time
periods assuming (1) a 5% annual rate of return and (2)
redemption at the end of each time period. As noted in the table
above, the Fund charges no redemption fees of any kind.
1 3 5 10
Year Years Years Years
---- ----- ----- -----
C & B Equity Portfolio $8 $26 $46 $101
C & B Balanced Portfolio $10 $32 $55 $122
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE
GREATER OR LESSER THAN THOSE SHOWN.
The information in the Prospectus under the headings
"Prospectus Summary" and "Purchase of Shares" is amended to
reflect that the initial investment for IRA accounts is $500.
The initial investment minimum for spousal IRA accounts is $250.
The minimum additional investment in the Portfolios is $100.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
DSI Portfolios
DSI Disciplined Value Portfolio
DSI Limited Maturity Bond Portfolio
DSI Money Market Portfolio
DSI Balanced Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the DSI Portfolios are as follows: 0.06% for
the DSI Disciplined Value Portfolio; 0.04% for the DSI
Limited Maturity Bond Portfolio; 0.02% for the DSI
Money Market Portfolio; and 0.06% for the DSI Balanced
Portfolio, respectively, of aggregate net assets. The
sub-administration fee calculated on an annualized
basis equals: 0.19 of 1% of the first $200 million of
total net assets of the Fund; 0.11 of 1% of the next
$800 million of total net assets of the Fund; 0.07 of
1% of total net assets in excess of $1 billion but less
than $3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
Absent the fees waived and expenses assumed by the
Adviser, if any, annualized total operating expenses,
including revised administrative fees, would be 1.06%
for the DSI Disciplined Value Portfolio, 0.92% for the
DSI Limited Maturity Bond Portfolio, 0.36% for the DSI
Money Market Portfolio, and 0.93% for the DSI Balanced
Portfolio.
The following example illustrates the expenses that a
shareholder would pay on a $1,000 investment over various time
periods assuming (1) a 5% annual rate of return and (2)
redemption at the end of each time period. As noted in the table
above, the Fund charges no redemption fees of any kind.
1 3 5 10
Year Years Years Years
---- ----- ----- -----
DSI Disciplined Value $11 $34 $58 $129
Portfolio
DSI Limited Maturity Bond $9 $29 $51 $113
Portfolio
DSI Money Market $4 $12 $20 $46
Portfolio
DSI Balanced Portfolio $9 $30 * *
- -----------------------------------
* As the DSI Balanced Portfolio Institutional Class Shares is
not yet operational, the Fund has not projected expenses beyond
the 3 year period shown.
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE
GREATER OR LESSER THAN THOSE SHOWN.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
Enhanced Monthly Income Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS
DATED FEBRUARY 29, 1996 AS SUPPLEMENTED MAY 2, 1996
The information under the heading "Fund Administration - The
Administrator" is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the Enhanced Monthly Income Portfolio is
0.04% of aggregate net assets. The sub-administration
fee calculated on an annualized basis equals: 0.19 of
1% of the first $200 million of total net assets of the
Fund; 0.11 of 1% of the next $800 million of total net
assets of the Fund; 0.07 of 1% of total net assets in
excess of $1 billion but less than $3 billion; and 0.05
of 1% of total net assets in excess of $3 billion. The
sub-administration fees are allocated among the
Portfolios on the basis of their relative assets and
are subject to a graduated minimum fee schedule per
Portfolio of $2,000 per month upon inception of a
Portfolio to $70,000 annually after two years. If a
separate class of shares is added to a Portfolio, the
minimum annual fee payable by that Portfolio may be
increased by up to $20,000.
The information relating to the Portfolio's fee and expense
table under the heading "Estimated Fees and Expenses - Estimated
Annual Fund Operating Expenses" is supplemented as follows:
The revised estimated Total Operating Expenses,
including revised administrative fees, is 0.91%.
However, note that during its initial months of
operation the Portfolio was operating at the voluntary
expense limitation of 1.00%.
The information in the Prospectus under the headings
"Prospectus Summary" and "Purchase of Shares" is amended to
reflect the initial investment for IRA accounts is $500. The
initial investment minimum for spousal IRA accounts is $250.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
FMA Small Company Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the FMA Small Company Portfolio Institutional
Class Shares are 0.04% of aggregate net assets. The
sub-administration fee calculated on an annualized
basis equals: 0.19 of 1% of the first $200 million of
total net assets of the Fund; 0.11 of 1% of the next
$800 million of total net assets of the Fund; 0.07 of
1% of total net assets in excess of $1 billion but less
than $3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolio's fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
* Absent the fees waived and expenses assumed by the
Adviser, annualized total operating expenses of the
Portfolio, including revised administrative fees, would
have been 1.39%.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
ICM Fixed Income Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS
DATED FEBRUARY 29, 1996 AS AMENDED APRIL 1, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the ICM Fixed Income Portfolio Institutional
Class Shares are 0.04% of aggregate net assets. The
sub-administration fee calculated on an annualized
basis equals: 0.19 of 1% of the first $200 million of
total net assets of the Fund; 0.11 of 1% of the next
$800 million of total net assets of the Fund; 0.07 of
1% of total net assets in excess of $1 billion but less
than $3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolio's fee table under
the heading "Fund Expenses - Annual Fund Operating Expenses" is
supplemented as follows:
* Absent the fees waived and expenses assumed by the
Adviser, annualized total operating expenses of the
Portfolio, including revised administrative fees, would
have been 1.44%.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
ICM Portfolios
ICM Small Company Portfolio
ICM Equity Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the ICM Portfolios Institutional Class Shares
are as follows: 0.04% for the ICM Small Company
Portfolio and 0.06% for the ICM Equity Portfolio,
respectively, of aggregate net assets. The sub-
administration fee calculated on an annualized basis
equals: 0.19 of 1% of the first $200 million of total
net assets of the Fund; 0.11 of 1% of the next $800
million of total net assets of the Fund; 0.07 of 1% of
total net assets in excess of $1 billion but less than
$3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
Absent the fees waived and expenses assumed by the
Adviser, annualized total operating expenses, including
revised administrative fees, would have been 2.48% for
the ICM Equity Portfolio and 0.90% for the ICM Small
Company Portfolio.
The following example (recalculated to include revised
administrative fees) illustrates the expenses that a shareholder
would pay on a $1,000 investment over various time periods
assuming (1) a 5% annual rate of return and (2) redemption at the
end of each time period. As noted in the table above, the Fund
charges no redemption fees of any kind.
1 3 5 10
Year Years Years Years
---- ----- ----- -----
ICM Small Company Portfolio $9 $29 $50 $111
ICM Equity Portfolio $9 $29 $51 $113
THIS EXAMPLE SHOULD BE CONSIDERED A REPRESENTATION OF PAST
OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE
GREATER OR LESSER THAN THOSE SHOWN.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
McKee Portfolios
McKee U.S. Government Portfolio
McKee Domestic Equity Portfolio
McKee International Equity Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the McKee Portfolios Institutional Class
Shares are as follows: 0.04% for the McKee U.S.
Government Portfolio; 0.04% for the McKee Domestic
Equity Portfolio; and 0.06% for the McKee International
Equity Portfolio, respectively, of aggregate net
assets. The sub-administration fee calculated on an
annualized basis equals: 0.19 of 1% of the first $200
million of total net assets of the Fund; 0.11 of 1% of
the next $800 million of total net assets of the Fund;
0.07 of 1% of total net assets in excess of $1 billion
but less than $3 billion; and 0.05 of 1% of total net
assets in excess of $3 billion. The sub-administration
fees are allocated among the Portfolios on the basis of
their relative assets and are subject to a graduated
minimum fee schedule per Portfolio of $2,000 per month
upon inception of a Portfolio to $70,000 annually after
two years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
The recalculated annualized Total Operating Costs
including revised administrative fees, would have been
0.94% for the McKee U.S. Government Portfolio, 1.11%
for the McKee Domestic Equity Portfolio and 1.02% for
the McKee International Equity Portfolio.
The following example (recalculated to include revised
administrative fees) illustrates the expenses that a shareholder
would pay on a $1,000 investment over various time periods
assuming (1) a 5% annual rate of return and (2) redemption at the
end of each time period. As noted in the table above, the Fund
charges no redemption fees of any kind.
1 3 5 10
Year Years Years Years
---- ----- ----- -----
McKee U.S. Government $10 $30 $52 $115
Portfolio
McKee Domestic Equity $11 $35 $61 $135
Portfolio
McKee International $10 $32 $56 $125
Equity Portfolio
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE
GREATER OR LESSER THAN THOSE SHOWN.
The information in the Prospectus under the headings
"Prospectus Summary" and "Purchase of Shares" is amended to
reflect that the minimum initial investment for IRA accounts is
$500. The initial investment minimum for spousal IRA accounts is
$250.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
NWQ Portfolios
NWQ Balanced Portfolio
NWQ Value Equity Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the NWQ Portfolios Institutional Class Shares
are as follows: 0.04% for the NWQ Value Equity
Portfolio and 0.06% for the NWQ Balanced Portfolio,
respectively, of aggregate net assets. The sub-
administration fee calculated on an annualized basis
equals: 0.19 of 1% of the first $200 million of total
net assets of the Fund; 0.11 of 1% of the next $800
million of total net assets of the Fund; 0.07 of 1% of
total net assets in excess of $1 billion but less than
$3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
The Adviser has voluntarily agreed to waive its
advisory fee and to assume as the Adviser's own expense
certain operating expenses payable by each Portfolio
through February 28, 1997, if necessary, in order to
keep total annual operating expenses from exceeding
1.00% of average daily net assets for the NWQ Balanced
Portfolio Institutional Class Shares and 1.00% of
average daily net assets for the NWQ Value Equity
Portfolio Institutional Class Shares. Absent the fees
waived and expenses assumed by the Adviser, annualized
total operating expenses for the Institutional Class
Shares, including revised administrative fees, would
have been 3.73% for the NWQ Balanced Portfolio and
10.92% for the NWQ Value Equity Portfolio.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
NWQ Portfolios
NWQ Balanced Portfolio
NWQ Value Equity Portfolio
Institutional Service Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the NWQ Portfolios Institutional Service Class
Shares are as follows: 0.04% for the NWQ Value Equity
Portfolio and 0.06% for the NWQ Balanced Portfolio,
respectively, of aggregate net assets. The sub-
administration fee calculated on an annualized basis
equals: 0.19 of 1% of the first $200 million of total
net assets of the Fund; 0.11 of 1% of the next $800
million of total net assets of the Fund; 0.07 of 1% of
total net assets in excess of $1 billion but less than
$3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
The Adviser has voluntarily agreed to waive its
advisory fee and to assume as the Adviser's own expense
certain operating expenses payable by each Portfolio
through February 28, 1997, if necessary, in order to
keep total annual operating expenses from exceeding
1.40% of average daily net assets for the NWQ Balanced
Portfolio Institutional Service Class Shares and 1.00%
of average daily net assets for the NWQ Value Equity
Portfolio Institutional Service Class Shares,
respectively. Absent the fees waived and expenses
assumed by the Adviser, annualized total operating
expenses for the Institutional Service Class Shares,
including revised administrative fees, would have been
4.13% for the NWQ Balanced Portfolio and 11.32% for the
NWQ Value Equity Portfolio.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
Rice, Hall, James Small Cap Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the Rice, Hall, James Small Cap Portfolio
Institutional Class Shares are 0.04% of aggregate net
assets. The sub-administration fee calculated on an
annualized basis equals: 0.19 of 1% of the first $200
million of total net assets of the Fund; 0.11 of 1% of
the next $800 million of total net assets of the Fund;
0.07 of 1% of total net assets in excess of $1 billion
but less than $3 billion; and 0.05 of 1% of total net
assets in excess of $3 billion. The sub-administration
fees are allocated among the Portfolios on the basis of
their relative assets and are subject to a graduated
minimum fee schedule per Portfolio of $2,000 per month
upon inception of a Portfolio to $70,000 annually after
two years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolio's fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
Absent the fees waived and expenses assumed by the
Adviser, annualized total operating expenses of the
Portfolio, including revised administrative fees, would
have been 1.55%.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
SAMI Preferred Stock Income Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS
DATED FEBRUARY 29, 1996 AS AMENDED APRIL 1, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the SAMI Preferred Stock Income Portfolio
Institutional Class Shares are 0.06% of aggregate net
assets. The sub-administration fee calculated on an
annualized basis equals: 0.19 of 1% of the first $200
million of total net assets of the Fund; 0.11 of 1% of
the next $800 million of total net assets of the Fund;
0.07 of 1% of total net assets in excess of $1 billion
but less than $3 billion; and 0.05 of 1% of total net
assets in excess of $3 billion. The sub-administration
fees are allocated among the Portfolios on the basis of
their relative assets and are subject to a graduated
minimum fee schedule per Portfolio of $2,000 per month
upon inception of a Portfolio to $70,000 annually after
two years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolio's fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
The Adviser has voluntarily agreed to waive its
advisory fees and to assume as the Adviser's own
expense certain operating expenses payable by the
Portfolio, if necessary, until further notice in order
to keep the Portfolio's total annual operating expenses
(after the effect of expense offset arrangements) from
exceeding 0.99% of average daily net assets. For the
fiscal year ended October 31, 1995, the Portfolio's
fees and expenses were below the expense limitation.
However, the recalculated annualized total operating
expenses of the Portfolio, including revised
administrative fees, would have been 1.04%, in which
case the expense limitation would have been applied.
The information in the Prospectus under the headings
"Prospectus Summary" and "Purchase of Shares" is amended to
reflect that the initial investment for IRA accounts is $500.
The initial investment minimum for spousal IRA accounts is $250.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
Sterling Partners' Portfolios
Sterling Partners' Balanced Portfolio
Sterling Partners' Equity Portfolio
Sterling Partners' Short-Term Fixed Income Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the Sterling Partners' Portfolios
Institutional Class Shares are as follows: 0.06% for
the Sterling Partners' Balanced Portfolio; 0.06% for
the Sterling Partners' Equity Portfolio; and 0.04% for
the Sterling Partners' Short-Term Fixed Income
Portfolio, respectively, of aggregate net assets. The
sub-administration fee calculated on an annualized
basis equals: 0.19 of 1% of the first $200 million of
total net assets of the Fund; 0.11 of 1% of the next
$800 million of total net assets of the Fund; 0.07 of
1% of total net assets in excess of $1 billion but less
than $3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
Absent the fees waived and expenses assumed by the
Adviser, the recalculated annualized total operating
expenses, including revised administrative fees, would
have been 1.29% for the Sterling Partners' Equity
Portfolio and 1.03% for the Sterling Partners Short-
Term Fixed Income Portfolio. In addition, for the
Sterling Partners' Balanced Portfolio the recalculated
annualized total operating expenses, including revised
administrative fees, would have been 1.02%.
The following example (recalculated to include revised
administrative fees) illustrates the expenses that a shareholder
would pay on a $1,000 investment over various time periods
assuming (1) a 5% annual rate of return and (2) redemption at the
end of each time period. As noted in the table above, the Fund
charges no redemption fees of any kind.
1 3 5 10
Year Years Years Years
---- ----- ----- -----
Sterling Partners' $13 $32 $56 $125
Balanced Portfolio
Sterling Partners' Equity $10 $32 $55 $122
Portfolio
Sterling Partners' Short- $6 $18 $31 $69
Term Fixed Income
Portfolio
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE
GREATER OR LESSER THAN THOSE SHOWN.
The information in the Prospectus under the headings
"Prospectus Summary" and "Purchase of Shares" is amended to
reflect that the initial investment minimum for IRA accounts is
$500. The initial investment minimum for spousal IRA accounts is
$250.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
Sterling Partners' Portfolios
Sterling Partners' Balanced Portfolio
Sterling Partners' Equity Portfolio
Sterling Partners' Short-Term Fixed Income Portfolio
Institutional Service Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the Sterling Partners' Portfolios
Institutional Service Class Shares are as follows:
0.06% for the Sterling Partners' Balanced Portfolio;
0.06% for the Sterling Partners' Equity Portfolio; and
0.04% for the Sterling Partners' Short-Term Fixed
Income Portfolio, respectively, of aggregate net
assets. The sub-administration fee calculated on an
annualized basis equals: 0.19 of 1% of the first $200
million of total net assets of the Fund; 0.11 of 1% of
the next $800 million of total net assets of the Fund;
0.07 of 1% of total net assets in excess of $1 billion
but less than $3 billion; and 0.05 of 1% of total net
assets in excess of $3 billion. The sub-administration
fees are allocated among the Portfolios on the basis of
their relative assets and are subject to a graduated
minimum fee schedule per Portfolio of $2,000 per month
upon inception of a Portfolio to $70,000 annually after
two years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
Absent the fees waived and expense assumed by the
Adviser, the recalculated annualized total operating
expenses, including revised administrative fees, would
have been 1.54% for the Sterling Partners' Equity
Portfolio and 1.55% for the Sterling Partners' Short-
Term Fixed Income Portfolio. In addition, for the
Sterling Partners' Balanced Portfolio the recalculated
annualized total operating expenses, including revised
administrative fees, would have been 1.27%.
The following example (recalculated to include revised
administrative fees) illustrates the expenses that a shareholder
would pay on a $1,000 investment over various time periods
assuming (1) a 5% annual rate of return and (2) redemption at the
end of each time period. As noted in the table above, the Fund
charges no redemption fees of any kind.
1 3 5 10
Year Years Years Years
---- ----- ----- -----
Sterling Partners' $13 $40 $70 $153
Balanced Portfolio
Sterling Partners' Equity $13 $40 $69 $151
Portfolio
Sterling Partners' Short- $7 $22 $38 $84
Term Fixed Income
Portfolio
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE
GREATER OR LESSER THAN THOSE SHOWN.
The information in the Prospectus under the headings
"Prospectus Summary" and "Purchase of Shares" is amended to
reflect that the initial investment minimum for IRA accounts is
$500. The initial investment minimum for spousal IRA accounts is
$250.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
TS&W Portfolios
TS&W Equity Portfolio
TS&W International Equity Portfolio
TS&W Fixed Income Portfolio
Institutional Class Shares
SUPPLEMENT TO THE PROSPECTUS DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services"
is replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the TS&W Portfolios Institutional Class Shares
are as follows: 0.06% for the TS&W Equity Portfolio;
0.06% for the TS&W International Equity Portfolio; and
0.04% for the TS&W Fixed Income Portfolio,
respectively, of aggregate net assets. The sub-
administration fee calculated on an annualized basis
equals: 0.19 of 1% of the first $200 million of total
net assets of the Fund; 0.11 of 1% of the next $800
million of total net assets of the Fund; 0.07 of 1% of
total net assets in excess of $1 billion but less than
$3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information relating to the Portfolios' fee and expense
table under the heading "Fund Expenses - Annual Fund Operating
Expenses" is supplemented as follows:
The recalculated annualized Total Operating Expenses,
including revised administrative fees, would have been
1.07% for the TS&W Equity Portfolio; 1.37% for the TS&W
International Equity Portfolio; and 0.80% for the TS&W
Fixed Income Portfolio.
The following example (recalculated to include revised
administrative fees) illustrates the expenses that a shareholder
would pay on a $1,000 investment over various time periods
assuming (1) a 5% annual rate of return and (2) redemption at the
end of each time period. As noted in the table above, the Fund
charges no redemption fees of any kind.
1 3 5 10
Year Years Years Years
---- ----- ----- -----
TS&W Equity Portfolio $11 $34 $59 $131
TS&W International Equity $14 $43 $75 $165
Portfolio
TS&W Fixed Income $8 $26 $44 $99
Portfolio
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE
GREATER OR LESSER THAN THOSE SHOWN.
The information in the Prospectus under the headings
"Prospectus Summary" and "Purchase of Shares" is amended to
reflect that the initial investment minimum for IRA accounts is
$500. The initial investment minimum for spousal IRA accounts is
$250.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
Acadian Portfolios
Acadian Emerging Markets Portfolio
Acadian International Equity Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the Acadian Portfolios Institutional Class
Shares are as follows: 0.06% for the Acadian Emerging
Markets Portfolio Institutional Class Shares; and 0.06%
for the Acadian International Equity Portfolio
Institutional Class Shares, respectively, of aggregate
net assets. The sub-administration fee calculated on
an annualized basis equals: 0.19 of 1% of the first
$200 million of total net assets of the Fund; 0.11 of
1% of the next $800 million of total net assets of the
Fund; 0.07 of 1% of total net assets in excess of $1
billion but less than $3 billion; and 0.05 of 1% of
total net assets in excess of $3 billion. The sub-
administration fees are allocated among the Portfolios
on the basis of their relative assets and are subject
to a graduated minimum fee schedule per Portfolio of
$2,000 per month upon inception of a Portfolio to
$70,000 annually after two years. If a separate class
of shares is added to a Portfolio, the minimum annual
fee payable by that Portfolio may be increased by up to
$20,000.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
C & B Portfolios
C & B Equity Portfolio
C & B Balanced Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
amended to reflect that:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the C & B Portfolios are as follows: 0.06% for
the C & B Equity Portfolio Institutional Class Shares
and 0.04% for the C & B Balanced Portfolio
Institutional Class Shares, respectively, of aggregate
net assets. The sub-administration fee calculated on
an annualized basis equals: 0.19 of 1% of the first
$200 million of total net assets of the Fund; 0.11 of
1% of the next $800 million of total net assets of the
Fund; 0.07 of 1% of total net assets in excess of $1
billion but less than $3 billion; and 0.05 of 1% of
total net assets in excess of $3 billion. The sub-
administration fees are allocated among the Portfolios
on the basis of their relative assets and are subject
to a graduated minimum fee schedule per Portfolio of
$2,000 per month upon inception of a Portfolio to
$70,000 annually after two years. If a separate class
of shares is added to a Portfolio, the minimum annual
fee payable by that Portfolio may be increased by up to
$20,000.
The information under the heading "Purchase of Shares" is
amended to reflect that the initial investment for IRA accounts
is $500. The initial investment minimum for spousal IRA accounts
is $250. The minimum additional investment in the Portfolios is
$100.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
DSI Disciplined Value Portfolio Institutional Class and
Institutional Service Class Shares
DSI Limited Maturity Bond Portfolio Institutional Class Shares
DSI Money Market Portfolio Institutional Class Shares
DSI Balanced Portfolio Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the DSI Portfolios are as follows: 0.06% for
the DSI Disciplined Value Portfolio; 0.04% for the DSI
Limited Maturity Bond Portfolio; 0.02% for the DSI
Money Market Portfolio and 0.06% for the DSI Balanced
Portfolio, respectively, of aggregate net assets. The
sub-administration fee calculated on an annualized
basis equals: 0.19 of 1% of the first $200 million of
total net assets of the Fund; 0.11 of 1% of the next
$800 million of total net assets of the Fund; 0.07 of
1% of total net assets in excess of $1 billion but less
than $3 billion; and 0.05 of 1% of total net assets in
excess of $3 billion. The sub-administration fees are
allocated among the Portfolios on the basis of their
relative assets and are subject to a graduated minimum
fee schedule per Portfolio of $2,000 per month upon
inception of a Portfolio to $70,000 annually after two
years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
SAMI Preferred Stock Income Portfolio
Enhanced Monthly Income Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996 AS AMENDED APRIL 1, 1996 AND MAY 2, 1996
The information under the heading "Administrative Services" is
replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the Enhanced Monthly Income Portfolio and the
SAMI Preferred Stock Income Portfolio are 0.04% and
0.06%, respectively. The sub-administration fee
calculated on an annualized basis equals: 0.19 of 1% of
the first $200 million of total net assets of the Fund;
0.11 of 1% of the next $800 million of total net assets
of the Fund; 0.07 of 1% of total net assets in excess
of $1 billion but less than $3 billion; and 0.05 of 1%
of total net assets in excess of $3 billion. The sub-
administration fees are allocated among the Portfolios
on the basis of their relative assets and are subject
to a graduated minimum fee schedule per Portfolio of
$2,000 per month upon inception of a Portfolio to
$70,000 annually after two years. If a separate class
of shares is added to a Portfolio, the minimum annual
fee payable by that Portfolio may be increased by up to
$20,000.
The information under the heading "Purchase of Shares" is
amended to reflect the initial investment minimum for IRA
accounts is $500. The initial investment minimum for spousal IRA
accounts is $250.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
FMA Small Company Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the FMA Small Company Portfolio are 0.04% of
aggregate net assets. The sub-administration fee
calculated on an annualized basis equals: 0.19 of 1% of
the first $200 million of total net assets of the Fund;
0.11 of 1% of the next $800 million of total net assets
of the Fund; 0.07 of 1% of total net assets in excess
of $1 billion but less than $3 billion; and 0.05 of 1%
of total net assets in excess of $3 billion. The sub-
administration fees are allocated among the Portfolios
on the basis of their relative assets and are subject
to a graduated minimum fee schedule per Portfolio of
$2,000 per month upon inception of a Portfolio to
$70,000 annually after two years. If a separate class
of shares is added to a Portfolio, the minimum annual
fee payable by that Portfolio may be increased by up to
$20,000.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
ICM Fixed Income Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996 AS AMENDED APRIL 1, 1996
The information under the heading "Administrative Services" is
replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the ICM Fixed Income Portfolio are: 0.04% of
aggregate net assets. The sub-administration fee
calculated on an annualized basis equals: 0.19 of 1% of
the first $200 million of total net assets of the Fund;
0.11 of 1% of the next $800 million of total net assets
of the Fund; 0.07 of 1% of total net assets in excess
of $1 billion but less than $3 billion; and 0.05 of 1%
of total net assets in excess of $3 billion. The sub-
administration fees are allocated among the Portfolios
on the basis of their relative assets and are subject
to a graduated minimum fee schedule per Portfolio of
$2,000 per month upon inception of a Portfolio to
$70,000 annually after two years. If a separate class
of shares is added to a Portfolio, the minimum annual
fee payable by that Portfolio may be increased by up to
$20,000.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
ICM Portfolios
ICM Small Company Portfolio
ICM Equity Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the ICM Portfolios are as follows: 0.04% for
the ICM Small Company Portfolio and 0.06% for the ICM
Equity Portfolio, respectively, of aggregate net
assets. The sub-administration fee calculated on an
annualized basis equals: 0.19 of 1% of the first $200
million of total net assets of the Fund; 0.11 of 1% of
the next $800 million of total net assets of the Fund;
0.07 of 1% of total net assets in excess of $1 billion
but less than $3 billion; and 0.05 of 1% of total net
assets in excess of $3 billion. The sub-administration
fees are allocated among the Portfolios on the basis of
their relative assets and are subject to a graduated
minimum fee schedule per Portfolio of $2,000 per month
upon inception of a Portfolio to $70,000 annually after
two years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information under the heading "Purchase of Shares" is
amended to reflect that the initial minimum investment for IRA
accounts in the ICM Equity Portfolio is $500. The initial
investment minimum for spousal IRA accounts is $250. Finally,
for the ICM Equity Portfolio the minimum for any subsequent
investment is $100. The investment minimums for the ICM Small
Company Portfolio remains as stated in the Prospectus and
Statement of Additional Information.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
McKee Portfolios
McKee U.S. Government Portfolio
McKee Domestic Equity Portfolio
McKee International Equity Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the McKee Portfolios are as follows: 0.04%
for the McKee U.S. Government Portfolio; 0.04% for the
McKee Domestic Equity Portfolio; and 0.06% for the
McKee International Equity Portfolio, respectively, of
aggregate net assets. The sub-administration fee
calculated on an annualized basis equals: 0.19 of 1% of
the first $200 million of total net assets of the Fund;
0.11 of 1% of the next $800 million of total net assets
of the Fund; 0.07 of 1% of total net assets in excess
of $1 billion but less than $3 billion; and 0.05 of 1%
of total net assets in excess of $3 billion. The sub-
administration fees are allocated among the Portfolios
on the basis of their relative assets and are subject
to a graduated minimum fee schedule per Portfolio of
$2,000 per month upon inception of a Portfolio to
$70,000 annually after two years. If a separate class
of shares is added to a Portfolio, the minimum annual
fee payable by that Portfolio may be increased by up to
$20,000.
The information under the heading "Purchase of Shares" is
amended to reflect that the initial investment for IRA accounts
is $500. The initial investment minimum for spousal IRA accounts
is $250. The minimum additional investment in a Portfolio is
$100.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
NWQ Portfolios
NWQ Balanced Portfolio
NWQ Value Equity Portfolio
Institutional Class Shares
Institutional Service Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
amended to reflect that:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the NWQ Portfolios are as follows: 0.04% for
the NWQ Value Equity Portfolio and 0.06% for the NWQ
Balanced Portfolio, respectively, of aggregate net
assets. The sub-administration fee calculated on an
annualized basis equals: 0.19 of 1% of the first $200
million of total net assets of the Fund; 0.11 of 1% of
the next $800 million of total net assets of the Fund;
0.07 of 1% of total net assets in excess of $1 billion
but less than $3 billion; and 0.05 of 1% of total net
assets in excess of $3 billion. The sub-administration
fees are allocated among the Portfolios on the basis of
their relative assets and are subject to a graduated
minimum fee schedule per Portfolio of $2,000 per month
upon inception of a Portfolio to $70,000 annually after
two years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
Rice, Hall, James Small Cap Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
replaced by the following:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fee for the Rice, Hall, James Small Cap Portfolio is
0.04% of aggregate net assets. The sub-administration
fee calculated on an annualized basis equals: 0.19 of
1% of the first $200 million of total net assets of the
Fund; 0.11 of 1% of the next $800 million of total net
assets of the Fund; 0.07 of 1% of total net assets in
excess of $1 billion but less than $3 billion; and 0.05
of 1% of total net assets in excess of $3 billion. The
sub-administration fees are allocated among the
Portfolios on the basis of their relative assets and
are subject to a graduated minimum fee schedule per
Portfolio of $2,000 per month upon inception of a
Portfolio to $70,000 annually after two years. If a
separate class of shares is added to a Portfolio, the
minimum annual fee payable by that Portfolio may be
increased by up to $20,000.
June 28, 1996
<PAGE>
UAM FUNDS, INC.
(the "Fund")
Sterling Partners' Portfolios
Sterling Partners' Balanced Portfolio
Sterling Partners' Equity Portfolio
Sterling Partners' Short-Term Fixed Income Portfolio
Institutional Class Shares
Institutional Service Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
amended to reflect that:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the Sterling Partners' Portfolios are as
follows: 0.06% for the Sterling Partners' Balanced
Portfolio; 0.06% for the Sterling Partners' Equity
Portfolio; and 0.04% for the Sterling Partners' Short-
Term Fixed Income Portfolio, respectively, of aggregate
net assets. The sub-administration fee calculated on
an annualized basis equals: 0.19 of 1% of the first
$200 million of total net assets of the Fund; 0.11 of
1% of the next $800 million of total net assets of the
Fund; 0.07 of 1% of total net assets in excess of $1
billion but less than $3 billion; and 0.05 of 1% of
total net assets in excess of $3 billion. The sub-
administration fees are allocated among the Portfolios
on the basis of their relative assets and are subject
to a graduated minimum fee schedule per Portfolio of
$2,000 per month upon inception of a Portfolio to
$70,000 annually after two years. If a separate class
of shares is added to a Portfolio, the minimum annual
fee payable by that Portfolio may be increased by up to
$20,000.
June 28, 1996
<PAGE> UAM FUNDS, INC.
(the "Fund")
TS&W Portfolios
TS&W Equity Portfolio
TS&W International Equity Portfolio
TS&W Fixed Income Portfolio
Institutional Class Shares
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 29, 1996
The information under the heading "Administrative Services" is
amended to reflect that:
Pursuant to a Fund Administration Agreement dated April
15, 1996, UAM Fund Services, Inc. ("UAMFSI"), a wholly-
owned subsidiary of United Asset Management Corporation
with its principal office located at 211 Congress
Street, Boston, MA 02110, is responsible for
performing and overseeing administration, fund
accounting, dividend disbursing and transfer agency
services provided to the Fund and its Portfolios.
UAMFSI has subcontracted the performance of certain of
such services to Chase Global Funds Services Company
("CGFSC"), an affiliate of The Chase Manhattan Bank,
pursuant to a Mutual Funds Service Agreement dated
April 15, 1996. CGFSC is located at 73 Tremont Street,
Boston, MA 02108-3913. Effective April 1, 1996, The
Chase Manhattan Corporation, the parent of The Chase
Manhattan Bank, merged with and into Chemical Banking
Corporation, the parent company of Chemical Bank.
Chemical Banking Corporation is the surviving
corporation and will continue its existence under the
name "The Chase Manhattan Corporation".
Each Portfolio pays to UAMFSI a monthly fee comprised
of two parts: a Portfolio-specific fee which is
retained by UAMFSI and a sub-administration fee which
UAMFSI in turn pays to CGFSC. The Portfolio-specific
fees for the TS&W Portfolios are as follows: 0.06% for
the TS&W Equity Portfolio; 0.06% for the TS&W
International Equity Portfolio; and 0.04% for the TS&W
Fixed Income Portfolio, respectively, of aggregate net
assets. The sub-administration fee calculated on an
annualized basis equals: 0.19 of 1% of the first $200
million of total net assets of the Fund; 0.11 of 1% of
the next $800 million of total net assets of the Fund;
0.07 of 1% of total net assets in excess of $1 billion
but less than $3 billion; and 0.05 of 1% of total net
assets in excess of $3 billion. The sub-administration
fees are allocated among the Portfolios on the basis of
their relative assets and are subject to a graduated
minimum fee schedule per Portfolio of $2,000 per month
upon inception of a Portfolio to $70,000 annually after
two years. If a separate class of shares is added to a
Portfolio, the minimum annual fee payable by that
Portfolio may be increased by up to $20,000.
The information under the heading "Purchase of Shares" is
amended to reflect that the initial investment minimum for IRA
accounts is $500. The initial investment minimum for spousal IRA
accounts is $250.
June 28, 1996
