AON ASSET MANAGEMENT FUND INC
497, 1996-05-16
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<PAGE>   1


                        SUPPLEMENT DATED APRIL 26, 1996

                                       TO

                         PROSPECTUS DATED MARCH 1, 1996
                                      FOR
                      FLEXIBLE ASSET ALLOCATION PORTFOLIO

                                      AND

                         PROSPECTUS DATED MARCH 1, 1996
                                      FOR
                             MONEY MARKET PORTFOLIO

                                       OF

                        AON ASSET MANAGEMENT FUND, INC.



     On April 1, 1996, Aon Corporation ("Aon") completed the sale of all of the
common stock of Forth Financial Resources, Ltd., of which Forth Financial
Securities Corporation ("FFSC") is a wholly-owned subsidiary, to General
Electric Capital Corporation.  FFSC has served as the principal underwriter of
the shares of Aon Asset Management Fund, Inc. (the "Fund") and as the Fund's
Administrator.

     On April 26, 1996, the Board of Directors of the Fund approved certain
changes in the administration of the Fund, as follows:

          - The Board of Directors has approved the appointment of Aon
            Securities Corporation ("ASC"), a wholly-owned subsidiary of Aon,
            as the Fund's administrator in replacement of FFSC.  This change
            will be implemented during a transition period and is expected to
            be effective on or about July 1, 1996.

          - The Board of Directors has approved the appointment of ASC
            as the Fund's Distributor and principal underwriter in replacement
            of FFSC.  This change is expected to become effective on or about
            May 10, 1996.

     The Board of Directors of the Fund believes that these changes, when fully
implemented, will result in better focus on service to the Fund's shareholders
by having the Administrator and Distributor functions remain with an affiliate
of Aon.  The changes are not expected to result in any changes in the
investment management of the Fund's portfolios.


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     ASC's address is 123 North Wacker Drive, Chicago, Illinois 60606, and its
telephone number is (800) 206-3637, or in the Chicago area, (312) 701-3300.






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