AON ASSET MANAGEMENT FUND INC
497, 1996-01-04
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                        SUPPLEMENT DATED DECEMBER 26, 1995

                                       TO

                         PROSPECTUS DATED JUNE 20, 1995
                                       FOR
                       FLEXIBLE ASSET ALLOCATION PORTFOLIO

                                       AND

                         PROSPECTUS DATED MARCH 1, 1995
                                       FOR
                             MONEY MARKET PORTFOLIO

                                       OF

                         AON ASSET MANAGEMENT FUND, INC.


On December 26, 1995, AON  Corporation  announced that it has agreed to sell all
of the common  stock of Forth  Financial  Resources,  Ltd.,  the parent of Forth
Financial  Securities   Corporation   ("FFSC"),   to  General  Electric  Capital
Corporation (the "Transaction"). FFSC is the principal underwriter of the shares
of AON Asset Management Fund, Inc. (the "Fund").  The Transaction is expected to
close in the first half of 1996.

FFSC currently serves as the principal underwriter of the Fund's shares pursuant
to a distribution agreement dated April 26, 1995 (the "Distribution Agreement").
Pursuant to the terms of the Distribution Agreement, a change of control of FFSC
will result in a technical  assignment and the  termination of the  Distribution
Agreement.  The Board of Directors of the Fund will meet in the near future (and
prior to the  Transaction) to consider new  arrangements for the distribution of
the Fund's shares.  It is currently  anticipated  that such  arrangements  would
entail  entering  into  a  new  distribution  agreement  with  a  new  principal
underwriter  and not FFSC. The new principal  underwriter may be an affiliate of
AON Corporation or AON Advisors, Inc. ("AAI"), the Fund's investment manager.

FFSC  also  currently  provides  certain  administrative  services  to the  Fund
pursuant to an  administration  agreement  with AAI dated December 29, 1993 (the
"Administration  Agreement").  Under the Administration Agreement, FFSC performs
certain administrative tasks for the Fund which AAI would otherwise be obligated
to perform under its investment  management agreement with the Fund. Pursuant to
the  Investment  Company  Act of  1940  and  the  terms  of  the  Administration
Agreement,  a  change  of  control  of FFSC  also  will  result  in a  technical
assignment  and  the  termination  of  the  Administration   Agreement.   It  is
anticipated  that,  after  the  Transaction,   either  AAI  will  perform  these
administrative tasks for the Fund directly or that the Fund's Board of Directors
will approve a new arrangement for administrative services. It is also possible
that,  in connection  with new arrangements for  administrative  services,  the
Fund's Board of Directors might approve a new or revised investment  management
agreement for the Fund with AAI. If a  new  or  revised  investment  management
agreement  is  approved  by  the directors,  approval  of such  agreement  will
also be sought  from the  Fund's shareholders.




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