BRINSON FUNDS INC
497, 1997-05-06
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                                        May 6, 1997


           THE BRINSON FUNDS (the "Trust")

             BRINSON U.S. BALANCED FUND
              BRINSON U.S. EQUITY FUND
               BRINSON U.S. BOND FUND
    (each, a "Fund" and together, the "Funds") 
                          
                         Supplement to Prospectus dated 
                         October 28, 1996, as revised
February 5, 1997
                                  
The following information supplements and supersedes any
contrary information contained in the section of the Funds'
prospectus entitled "Administration of the Trust":

Effective May 10, 1997, the Trust on behalf of each Fund, has
entered into a Multiple Services Agreement (the "Services
Agreement") with Morgan Stanley Trust Company, One Pierrepont
Plaza, Brooklyn, NY 11201 ("MSTC"), pursuant to which MSTC is
required to provide general administrative, accounting,
portfolio valuation, transfer agency and custodian services to
the Funds, including  the coordination and monitoring of any
third party service providers.

Also effective May 10, 1997, as authorized under the Services
Agreement, MSTC has entered into a Mutual Funds Service
Agreement (the "CGFSC Agreement") with Chase Global Funds
Services Company ("CGFSC"), a corporate affiliate of The Chase
Manhattan Bank, with a principal business address at 73 Tremont
Street, Boston Massachusetts 02108-3913.  Pursuant to the CGFSC
Agreement, CGFSC provides certain administrative, accounting,
portfolio valuation, transfer agency and dividend disbursing
services to the Funds.  MSTC has also entered into a 
sub-administration agreement (the "FDI Agreement") with Funds
Distributor Inc. ("FDI") under which FDI provides
administrative assistance to the Funds with respect to
regulatory matters, including regulatory developments and
examinations, all aspects of the Funds' day-to-day operations,
office facilities and clerical and administrative services, and
maintenance of books and records.  FDI's business address is 60
State Street, Suite 1300, Boston, Massachusetts 02109.

Pursuant to the CGFSC Agreement and the FDI Agreement, MSTC
pays CGFSC and FDI, respectively, for the services that CGFSC
and FDI provide to MSTC in fulfilling MSTC's obligations under
the Services Agreement.
                         
The following information supplements, supersedes any contrary
information contained in, and should be read in conjunction
with, the section of the Funds' prospectus entitled "Purchase
of Shares":

Initial and subsequent purchases may be made by wiring Federal
Funds within 24 hours to:

                    Chase Manhattan Bank
                    ABA #021000021
                    DDA#9102-783504
                    For: "Brinson _____Fund" and 
                    include your name and account number.
                    
The following information supplements and supersedes any
contrary information contained in the section of the Funds'
prospectus entitled "Portfolio Transactions and Brokerage
Commissions":

When buying or selling securities, the Funds may pay
commissions to brokers who are affiliated with the Advisor or
the Funds and may purchase securities in certain underwritten
offerings for which an affiliate of the Funds or the Advisor
may act as an underwriter in accordance with procedures adopted
by the Board of Trustees of the Trust.  The Funds may effect
futures transactions through, and pay commissions to, futures
commission merchants who are affiliated with the Advisor or the
Fund in accordance with procedures adopted by the Board of
Trustees of  the Trust.
<PAGE>
                                   May 6, 1997

           THE BRINSON FUNDS (the "Trust")

                BRINSON GLOBAL FUND
             BRINSON GLOBAL EQUITY FUND
              BRINSON GLOBAL BOND FUND
     (each, a "Fund and together, the "Funds")
                          
                         Supplement to Prospectus dated 
                          October 28, 1996, as revised
February 5, 1997
                                  
The following information supplements and supersedes any
contrary information contained in the section of the Funds'
prospectus entitled "Administration of the Trust":

Effective May 10, 1997, the Trust on behalf of each Fund, has
entered into a Multiple Services Agreement (the "Services
Agreement") with Morgan Stanley Trust Company, One Pierrepont
Plaza, Brooklyn, NY 11201 ("MSTC"), pursuant to which MSTC is
required to provide general administrative, accounting,
portfolio valuation, transfer agency and custodian services to
the Funds, including  the coordination and monitoring of any
third party service providers.

Also effective May 10, 1997, as authorized under the Services
Agreement, MSTC has entered into a Mutual Funds Service
Agreement (the "CGFSC Agreement") with Chase Global Funds
Services Company ("CGFSC"), a corporate affiliate of The Chase
Manhattan Bank, with a principal business address at 73 Tremont
Street, Boston Massachusetts 02108-3913.  Pursuant to the CGFSC
Agreement, CGFSC provides certain administrative, accounting,
portfolio valuation, transfer agency and dividend disbursing
services to the Funds.  MSTC has also entered into a 
sub-administration agreement (the "FDI Agreement") with Funds
Distributor Inc. ("FDI") under which FDI provides
administrative assistance to the Funds with respect to
regulatory matters, including regulatory developments and
examinations, all aspects of the Funds' day-to-day operations,
office facilities and clerical and administrative services, and
maintenance of books and records.  FDI's business address is 60
State Street, Suite 1300, Boston, Massachusetts 02109.

Pursuant to the CGFSC Agreement and the FDI Agreement, MSTC
pays CGFSC and FDI, respectively, for the services that CGFSC
and FDI provide to MSTC in fulfilling MSTC's obligations under
the Services Agreement.

The following information supplements, supersedes any contrary
information contained in, and should be read in conjunction
with, the section of the Funds' prospectus entitled "Purchase
of Shares":

Initial and subsequent purchases may be made by wiring Federal
Funds within 24 hours to:

                    Chase Manhattan Bank
                    ABA #021000021
                    DDA#9102-783504
                    For: "Brinson _____Fund" and 
                    include your name and account number.
                         
The following information supplements and supersedes any
contrary information contained in the section of the Funds'
prospectus entitled "Portfolio Transactions and Brokerage
Commissions":

When buying or selling securities, the Funds may pay
commissions to brokers who are affiliated with the Advisor or
the Funds and may purchase securities in certain underwritten
offerings for which an affiliate of the Funds or the Advisor
may act as an underwriter in accordance with procedures adopted
by the Board of Trustees of the Trust.  The Funds may effect
futures transactions through, and pay commissions to, futures
commission merchants who are affiliated with the Advisor or the
Fund in accordance with procedures adopted by the Board of
Trustees of  the Trust.




<PAGE>
                                        May 6, 1997


           THE BRINSON FUNDS (the "Trust")

     BRINSON NON-U.S. EQUITY FUND (the "Fund")
                          
                         Supplement to Prospectus dated 
                         October 28, 1996, as revised
February 5, 1997
                                  
The following information supplements and supersedes any
contrary information contained in the section of the Fund's
prospectus entitled "Administration of the Trust":

Effective May 10, 1997, the Trust on behalf of the Fund, has
entered into a Multiple Services Agreement (the "Services
Agreement") with Morgan Stanley Trust Company, One Pierrepont
Plaza, Brooklyn, NY 11201 ("MSTC"), pursuant to which MSTC is
required to provide general administrative, accounting,
portfolio valuation, transfer agency and custodian services to
the Fund, including  the coordination and monitoring of any
third party service providers.

Also effective May 10, 1997, as authorized under the Services
Agreement, MSTC has entered into a Mutual Funds Service
Agreement (the "CGFSC Agreement") with Chase Global Funds
Services Company ("CGFSC"), a corporate affiliate of The Chase
Manhattan Bank, with a principal business address at 73 Tremont
Street, Boston Massachusetts 02108-3913.  Pursuant to the CGFSC
Agreement, CGFSC provides certain administrative, accounting,
portfolio valuation, transfer agency and dividend disbursing
services to the Fund.  MSTC has also entered into a 
sub-administration agreement (the "FDI Agreement") with Funds
Distributor Inc. ("FDI") under which FDI provides
administrative assistance to the Fund with respect to
regulatory matters, including regulatory developments and
examinations, all aspects of the Fund's day-to-day operations,
office facilities and clerical and administrative services, and
maintenance of books and records.  FDI's business address is 60
State Street, Suite 1300, Boston, Massachusetts 02109.

Pursuant to the CGFSC Agreement and the FDI Agreement, MSTC
pays CGFSC and FDI, respectively, for the services that CGFSC
and FDI provide to MSTC in fulfilling MSTC's obligations under
the Services Agreement.
                         
The following information supplements, supersedes any contrary
information contained in, and should be read in conjunction
with, the section of the Fund's prospectus entitled "Purchase
of Shares":

Initial and subsequent purchases may be made by wiring Federal
Funds within 24 hours to:

                    Chase Manhattan Bank
                    ABA #021000021
                    DDA#9102-783504
                    For: "Brinson Non-U.S. Equity Fund" and 
                    include your name and account number.
                         
The following information supplements and supersedes any
contrary information contained in the section of the Fund's
prospectus entitled "Portfolio Transactions and Brokerage
Commissions":

When buying or selling securities, the Fund may pay commissions
to brokers who are affiliated with the Advisor or the Fund may
purchase securities in certain underwritten offerings for which
an affiliate of the Fund or the Advisor may act as an
underwriter in accordance with procedures adopted by the Board
of Trustees of the Trust.  The Fund may effect futures
transactions through, and pay commissions to, futures
commission merchants who are affiliated with the Advisor or the
Fund in accordance with procedures adopted by the Board of
Trustees of  the Trust.
<PAGE>
          
                                   May 6, 1997


           THE BRINSON FUNDS (the "Trust")

SWISSKEY GLOBAL FUND               SWISSKEY U.S. BALANCED FUND
SWISSKEY GLOBAL EQUITY FUND        SWISSKEY U.S. EQUITY FUND
SWISSKEY GLOBAL BOND FUND          SWISSKEY U.S. BOND FUND
SWISSKEY NON-U.S. EQUITY FUND
     (each, a "Fund" and together, the "Funds")
                          
                         Supplement to Prospectus dated 
                         October 28, 1996, as revised
February 5, 1997
                                  
The following information supplements and supersedes any
contrary information contained in the section of the Funds'
 prospectus entitled "Administration of the Trust":
                          
Effective May 10, 1997, the Trust on behalf of each Fund, has
entered into a Multiple Services Agreement (the "Services
Agreement") with Morgan Stanley Trust Company, One Pierrepont
Plaza, Brooklyn, NY 11201 ("MSTC"), pursuant to which MSTC is
required to provide general administrative, accounting,
portfolio valuation, transfer agency and custodian services to
the Funds, including  the coordination and monitoring of any
third party service providers.

Also effective May 10, 1997, as authorized under the Services
Agreement, MSTC has entered into a Mutual Funds Service
Agreement (the "CGFSC Agreement") with Chase Global Funds
Services Company ("CGFSC"), a corporate affiliate of The Chase
Manhattan Bank, with a principal business address at 73 Tremont
Street, Boston Massachusetts 02108-3913.  Pursuant to the CGFSC
Agreement, CGFSC provides certain administrative, accounting,
portfolio valuation, transfer agency and dividend disbursing
services to the Funds.  MSTC has also entered into a 
sub-administration agreement (the "FDI Agreement") with Funds
Distributor Inc. ("FDI") under which FDI provides
administrative assistance to the Funds with respect to
regulatory matters, including regulatory developments and
examinations, all aspects of the Funds' day-to-day operations,
office facilities and clerical and administrative services, and
maintenance of books and records.  FDI's business address is 60
State Street, Suite 1300, Boston, Massachusetts 02109.

Pursuant to the CGFSC Agreement and the FDI Agreement, MSTC
pays CGFSC and FDI, respectively, for the services that CGFSC
and FDI provide to MSTC in fulfilling MSTC's obligations under
the Services Agreement.
                         
The following information supplements, supersedes any contrary
information contained in, and should be read in conjunction
with, the section of the Funds' prospectus entitled "Purchase
of Shares":

Initial and subsequent purchases may be made by wiring Federal
Funds within 24 hours to:

                    Chase Manhattan Bank
                    ABA #021000021
                    DDA#9102-783504
                    For: "SwissKey _____Fund" and 
                    include your name and account number.
                         
The following information supplements and supersedes any
contrary information contained in the section of the Funds'
prospectus entitled "Portfolio Transactions and Brokerage
Commissions":

When buying or selling securities, the Funds may pay
commissions to brokers who are affiliated with the Advisor or
the Funds and may purchase securities in certain underwritten
offerings for which an affiliate of the Funds or the Advisor
may act as an underwriter in accordance with procedures adopted
by the Board of Trustees of the Trust.  The Funds may effect
futures transactions through, and pay commissions to, futures
commission merchants who are affiliated with the Advisor or the
Fund in accordance with procedures adopted by the Board of
Trustees of  the Trust.


<PAGE>
                    

                                   May 6, 1997


           THE BRINSON FUNDS (the "Trust")

                    GLOBAL FUND
                 GLOBAL EQUITY FUND
                  GLOBAL BOND FUND
                 U.S. BALANCED FUND
                  U.S. EQUITY FUND
                   U.S. BOND FUND
                NON-U.S. EQUITY FUND
     (each, a "Fund" and together, the "Funds")
                          
                         Supplement to 
                  Statement of Additional Information 
                      dated October 28, 1996, 
                       as revised February 5, 1997
                          
The following information supplements and supersedes any
contrary information contained in the section of the Funds'
Statement of Additional Information entitled "Administrator":

Effective May 10, 1997, the Trust on behalf of each Fund, has
entered into a Multiple Services Agreement (the "Services
Agreement") with Morgan Stanley Trust Company, One Pierrepont
Plaza, Brooklyn, NY 11201 ("MSTC"), pursuant to which MSTC is
required to provide general administrative, accounting,
portfolio valuation, transfer agency and custodian services to
the Funds, including  the coordination and monitoring of any
third party service providers.

Also effective May 10, 1997, as authorized under the Services
Agreement, MSTC has entered into a Mutual Funds Service
Agreement (the "CGFSC Agreement") with Chase Global Funds
Services Company ("CGFSC"), a corporate affiliate of The Chase
Manhattan Bank, with a principal business address at 73 Tremont
Street, Boston Massachusetts 02108-3913.  Pursuant to the CGFSC
Agreement, CGFSC provides certain administrative, accounting,
portfolio valuation, transfer agency and dividend disbursing
services to the Funds.  MSTC has also entered into a 
sub-administration agreement (the "FDI Agreement") with Funds
Distributor Inc. ("FDI") under which FDI provides
administrative assistance to the Funds with respect to
regulatory matters, including regulatory developments and
examinations, all aspects of the Funds' day-to-day operations,
office facilities and clerical and administrative services, and
maintenance of books and records.  FDI's business address is 60
State Street, Suite 1300, Boston, Massachusetts 02109.

Pursuant to the CGFSC Agreement and the FDI Agreement, MSTC
pays CGFSC and FDI, respectively, for the services that CGFSC
and FDI provide to MSTC in fulfilling MSTC's obligations under
the Services Agreement.            






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