PAINEWEBBER ASIA PACIFIC GROWTH FUND
PAINEWEBBER EMERGING MARKETS EQUITY FUND
Supplement to Prospectus dated March 1, 1999
July 9, 1999
Dear Investor,
This is a supplement to the Prospectus dated March 1, 1999, for
PaineWebber Asia Pacific Growth Fund and PaineWebber Emerging Markets Equity
Fund (the "Funds").
The Funds' sub-adviser, Schroder Capital Management International Inc.,
has been merged into a newly created Delaware corporation, Schroder Investment
Management North America Inc. The new company, like its predecessor, is a wholly
owned subsidiary of Schroder US Holdings Inc. Louise Croset and Heather
Crighton, who are primarily responsible for the day-to-day management of
PaineWebber Asia Pacific Growth Fund, have been made executive vice president
and senior vice president, respectively, of the new company. John A. Troiano and
Mark Bridgeman, who, along with Ms. Crighton, are primarily responsible for the
day-to-day management of PaineWebber Emerging Markets Equity Fund, serve as
chief executive and first vice president, respectively, of the new company. None
of the personnel involved in providing advisory services to the Funds are
changing as a result of this restructuring.
