MAINSTAY INSTITUTIONAL FUNDS INC
497, 1999-12-27
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                                                           SEC File No. 33-36962

                       MAINSTAY INSTITUTIONAL FUNDS INC.
                               Asset Manager Fund

                      Supplement dated December 20, 1999 to
            the Statement of Additional Information dated May 1, 1999

     This  Supplement  to  the  Statement  of  Additional   Information  ("SAI")
supplements the information  contained in the Company's  Prospectus dated May 1,
1999, as  supplemented  on December 20, 1999 (the  "Prospectus"),  and should be
read in conjunction with the Prospectus.

     The following is hereby added to the section titled  "Investment  Practices
and Instruments Common to Multiple Funds," on page 24 of the SAI:

          Real Estate Investment Trusts

          The Asset Manager Fund may invest in securities  issued by equity real
          estate investment  trusts  ("REITs").  REITs pool investors' funds for
          investment  primarily in  income-producing  commercial  real estate or
          real-estate  related loans.  REITs are similar to holding companies in
          that they are essentially  holding companies that rely on professional
          managers to supervise their investments. A REIT is not taxed on income
          distributed to shareholders  if it complies with several  requirements
          relating to its organization,  ownership,  assets,  and income and the
          requirement that it distribute to its shareholders at least 95% of its
          taxable income (other than net capital gains) for each taxable year.

          Investment  in REITs  may be  subject  to many of the same  risks as a
          direct  investment  in real  estate.  This is due to the fact that the
          value of the  REIT may be  affected  by the  value of the real  estate
          owned by the  companies  in  which it  invests.  These  risks  include
          changes in  economic  conditions,  interest  rates,  property  values,
          property  tax  increases,   overbuilding  and  increased  competition,
          environmental contamination zoning and natural disasters.

     The following  replaces the first three paragraphs under the section titled
"Special  Considerations for EAFE Index Fund, Indexed Equity Fund, Asset Manager
Fund and Indexed Bond Fund" on page 37 of the SAI:

          Standard & Poor's(R), "S&P" 500(R), "S&P(R)", "Standard & Poor's 500",
          "500",  "S&P  MidCap  400  Index"  and "S&P  SmallCap  600  Index" are
          trademarks of The McGraw-Hill  Companies,  Inc. and have been licensed
          for use by Monitor  Capital.  S&P does not sponsor,  endorse,  sell or
          promote the Indexed Equity Fund or the Asset Manager Fund or represent
          the advisability of investing in the Funds.

          The Indexed  Equity Fund and the Asset Manager Fund are not sponsored,
          endorsed,  sold or promoted  by  Standard & Poor's,  a division of The
          McGraw-Hill  Companies,  Inc. ("S&P").  S&P makes no representation or
          warranty,  express or  implied,  to the  owners of the  Funds,  or any
          member of the  public  regarding  the  advisability  of  investing  in
          securities  generally or in the Funds  particularly  or the ability of
          the S&P 500 Index,  the S&P MidCap 400 Index or the S&P  SmallCap  600
          Index  to  track   general  stock  market   performance.   S&P's  only
          relationship  to Monitor is the  licensing of certain  trademarks  and
          trade names of S&P and of the S&P 500 Index,  the S&P MidCap 400 Index
          or the S&P  SmallCap  600 Index  which are  determined,  composed  and
          calculated by S&P without  regard to Monitor or the Funds.  S&P has no
          obligation  to take the needs of  Monitor  or the  owners of the Funds
          into  consideration  in determining,  composing or calculating the S&P
          500 Index, the S&P MidCap 400 Index or the S&P SmallCap 600 Index. S&P
          is not responsible for and has not  participated in the  determination
          of the prices and amount of the Funds or the timing of the issuance or
          sale  of the  Funds  or in the  determination  or  calculation  of the
          equation by which the Funds are to be converted  into cash. S&P has no
          obligation  or  liability  in  connection  with  the   administration,
          marketing or trading of the Funds.

          S&P does not guarantee the accuracy and/or the completeness of the S&P
          500 Index,  S&P MidCap 400 Index,  S&P  SmallCap 600 Index or any data
          included  therein  and S&P shall  have no  liability  for any  errors,
          omissions, or interruptions therein. S&P makes no warranty, express or
          implied, as to results to be obtained by Monitor, owners of the Funds,
          or any other  person  or  entity  from the use of the S&P Index or any
          data included therein. S&P makes no express or implied warranties, and
          expressly disclaims all warranties of merchantability or fitness for a
          particular  purpose  or use with  respect  to the S&P 500  Index,  S&P
          MidCap 400 Index, S&P SmallCap 600 Index or any data included therein.
          Without limiting any of the foregoing,  in no event shall S&P have any
          liability  for  any  special,  punitive,  indirect,  or  consequential
          damages (including lost profits),  even if notified of the possibility
          of such damages.

     The following is added to the section titled  "Special  Considerations  for
EAFE Index Fund,  Indexed Equity Fund, Asset Manager Fund and Indexed Bond Fund"
on page 38 of the SAI:

          The Asset  Manager  Fund also  invests in common  stocks  selected  to
          replicate the S&P MidCap 400 Index, the S&P SmallCap 600 Index and the
          Morgan Stanley REIT Index.

          The S&P MidCap 400 Index consists of 400 domestic common stocks chosen
          for market size, liquidity, and industry group representation. The S&P
          MidCap 400 Index is an unmanaged  market-value weighted index in which
          each  stock's  weight is  proportionate  to its  market  value.  As of
          November 30,  1999,  the range of market  capitalization  of companies
          within the S&P MidCap 400 Index was $195 million to $23.4 billion.

          The S&P SmallCap  600 Index  consists of 600  domestic  common  stocks
          chosen for market size,  liquidity,  and industry group representation
          (bid-asked  spread,  ownership,  share turnover and number of no trade
          days).  The  S&P  SmallCap  600  Index  is an  unmanaged  market-value
          weighted  index in which each stock's weight is  proportionate  to its
          market  value.   As  of  November  30,  1999,   the  range  of  market
          capitalization  of  companies  in the S&P  SmallCap  600 Index was $27
          million to $3.3 billion.

          The Morgan  Stanley REIT Index is a  capitalization-weighted  index of
          the  most  actively  traded  real  estate  investment  trusts,  and is
          designed to be a measure of real estate equity performance. The Morgan
          Stanley REIT Index is calculated  by Morgan  Stanley and Co., Inc. and
          reflects reinvestment of all applicable  dividends,  capital gains and
          interest.


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