PAINE WEBBER KIDDER PEABODY MUNICIPAL MONEY MARKET SERIES
497, 1995-09-14
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                          PAINEWEBBER/KIDDER, PEABODY
                    NEW YORK MUNICIPAL MONEY MARKET SERIES

               Supplement to Prospectus Dated February 28, 1995

The board of trustees of PaineWebber/Kidder, Peabody Municipal Money
Market Series ("Trust") has approved a Plan of Reorganization and Termination
("Reorganization") for submission to the shareholders of its portfolio, New York
Series ("Fund"), at a special meeting to be held November 8, 1995. If the
Proposed Reorganization is approved and implemented, all the Fund's assets will
be acquired and its liabilities assumed by PaineWebber RMA New York Municipal
Money Fund ("PW Fund") in a tax-free reorganization. As a result of the
Reorganization, the two funds' assets would be combined and each Fund
shareholder would, on the closing date of the transaction, receive a number of
full and fractional shares of PW Fund having an aggregate value equal to the 
value of the shareholder's holdings in the Fund. PW Fund is a series of
PaineWebber Managed Municipal Trust, an open-end management investment company
organized as a Massachusetts business trust. There can be no assurance that 
the Fund's shareholders will approve the Reorganization.

The meeting of Fund shareholders to consider the proposed Reorganization
will be held on November 8, 1995. Sales of Fund shares will cease as of 12:00
noon, Eastern time, on November 10, 1995, so that Fund shares will no longer be
available for purchse or exchange thereafter. Redemptions of Fund shares and
exchanges of Fund shares for shares of another PaineWebber/Kidder, Peabody money
market fund may be effected through the closing of the Reorganization, which is
scheduled to take place as of 12:00 noon, Eastern time, on November 13, 1995.


Supplement Dated: September 13, 1995


          This Supplement does not supersede any previous supplements
                              to the Prospectus.



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