NATIONS INSTITUTIONAL RESERVES


                           NATIONS GOVERNMENT RESERVES


                      Supplement dated July 13, 1999
to the Statement of Additional Information dated August 1, 1998, as supplemented

1.   The statement of additional  information for Nations Government Reserves is
     hereby  supplemented by inserting the following paragraph under the heading
     "Permissible Fund Investments:"

         Nations  Government  Reserves:  As of May 14,  1999,  the  Adviser  has
         managed Nations Government  Reserves on a state  tax-advantaged  basis,
         which  means that the Fund's  investment  income will be exempt in most
         jurisdictions  from state and local income and/or intangibles taxes, if
         any.



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