MAINSTAY INSTITUTIONAL FUNDS INC
497, 1997-03-12
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                        MAINSTAY INSTITUTIONAL FUNDS INC.
                         Supplement dated March 12, 1997
                       to the Prospectus dated May 1, 1996


New York Life Insurance  Company,  as  Administrator,  and Monitor  Capital
Advisors,  Inc.,  as Adviser,  for the Indexed  Equity Fund (the  "Fund"),  have
voluntarily  agreed to waive a portion of their  fees so that the  Fund's  total
operating expenses will not exceed .30% for the Institutional Class and .55% for
the Institutional Service Class of the value of the average daily net assets for
each such Class of shares. This expense limitation will remain in effect through
December 31, 1998.  See page 53 of the  Prospectus  for  additional  information
about the Voluntary Expense Limitation.

Tom  Kolefas  is  no  longer  with  MacKay-Shields  Financial  Corporation,
MainStay Institutional Value Equity Fund's investment adviser.  Jeffrey A. Simon
has assumed Mr. Kolefas'  responsibilities  as a portfolio  manager of the Fund.
Accordingly,  Mr. Kolefas'  biography which appears on page 22 under the heading
"Who's  Managing Your Money?" is hereby  deleted and replaced  with Mr.  Simon's
biography as follows:  Mr. Simon is a Director of MacKay-Shields and specializes
in equity securities. He joined MacKay-Shields in 1993 after working as a senior
equity  research  analyst  and  portfolio  manager at  National  Securities  and
Research Corporation (1991-1992) and Neuberger & Berman (1987-1991).

Michael Perelstein is no longer with MacKay-Shields  Financial Corporation,
MainStay Institutional International Equity Fund's and International Bond Fund's
investment adviser. Joseph Portera has assumed Mr. Perelstein's responsibilities
as a  portfolio  manager  of  the  International  Bond  Fund.  Accordingly,  Mr.
Perelstein's biography which appears on pages 20 and 25 under the heading "Who's
Managing  Your  Money?"  is  hereby  deleted  and  replaced  with Mr.  Portera's
biography  on page 25 as follows:  Mr.  Portera is a Director of  MacKay-Shields
specializing in international  bonds. He returned to  MacKay-Shields in December
1996 after  working at  Fiduciary  Trust  Company  International  as a portfolio
manager in international  bonds. Mr. Portera joined  MacKay-Shields  in 1991 and
was  portfolio  manager of the  International  Bond Fund from its  inception  in
January 1995 to August 1995.  Previously,  Mr.  Portera was a portfolio  manager
specializing  in  international  debt  securities at ABN-AMRO  Bank,  N.V. (from
1988-1991).  Shigemi  Takagi  remains a portfolio  manager of the  International
Equity Fund. His biography appears on page 20.

     The Company's Shareholder Services Plan has been amended to modify the type
of shareholder services provided thereunder. To reflect this amendment, the last
sentence which appears under the heading "If you buy shares of the Institutional
Service  Class..." on page 3, and the second  paragraph  which appears under the
heading "Shareholder  Services Plan" on page 53, are hereby deleted and replaced
with the following:  Each Fund may pay to service agents  "service fees" as that
term is defined in the rules of the National  Association of Securities  Dealers
for services provided to shareholders of the Institutional  Service Class of the
Fund. These fees are for personal services, including assistance in establishing
and  maintaining  shareholder  accounts  and  assisting  shareholders  that have
questions or other needs relating to their accounts. Additionally, the following
text should be added to the description of New York Life Insurance Company under
the heading "Who Provides Customer Service and Maintains  Financial Records?" on
page 37: New York Life or an  affiliate is paid by the Funds,  and in turn,  may
pay   unaffiliated   third  parties  for  providing   shareholder   services  to
participants in retirement plans or other  beneficial  owners of the Funds whose
interests are held in an omnibus account.  Such services may include  receiving,
collecting and processing  orders,  providing and maintaining  check writing and
wire transfer services,  communicating with  shareholders,  maintaining  account
records, answering account-related questions and correspondence, issuing reports
and confirming  transactions and performing  other accounting and  recordkeeping
services.




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