UAM FUNDS
DSI PORTFOLIOS
INSTITUTIONAL CLASS SHARES
DSI Disciplined Value Portfolio
DSI Limited Maturity Bond Portfolio
DSI Money Market Portfolio
DSI Balanced Portfolio
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Supplement dated December 19, 1997
to the Prospectus dated January 3, 1997
The information relating to the DSI Balanced Portfolio
(the "Portfolio") under "Fund Expenses" on Page 1 and
"Investment Adviser" on Page 28 of the Prospectus is
amended to reflect that, for the first twelve months of
the Portfolio's operations, Dewey Square Investors
Corporation has voluntarily agreed to waive a portion
of its investment advisory fee. The resulting
investment advisory fee will be 0.36% of the
Portfolio's average daily net assets. With the fee
waiver, total operating expenses are estimated to be
0.87%.
