<PAGE>
Managed Accounts Services Portfolio Trust
Supplement Dated October 16, 1996
to Prospectus Dated October 16, 1996
The Missouri Securities Division, the Texas State Securities Board and the
Massachusetts Securities Division have asked Managed Accounts Services Portfolio
Trust (the "Trust") to provide the following information to residents of
Missouri, Texas and Massachusetts.
The following table shows the maximum anticipated annual PACE related fees,
which consist of the estimated maximum Total Portfolio Operating Expenses (Net
of Fee Waivers and Expense Reimbursements) of each Portfolio and the maximum
annual Program Fee, expressed as a percentage of a shareholder's assets invested
in the Portfolios as set forth in the Trust Expenses table that an investor will
pay through July 31, 1997:
PACE Money Market Investments 2.00%
PACE Government Securities Fixed Income Investments 2.35%
PACE Intermediate Fixed Income Investments 2.35%
PACE Strategic Fixed Income Investments 2.35%
PACE Municipal Fixed Income Investments 2.35%
PACE Global Fixed Income Investments 2.45%
PACE Large Company Value Equity Investments 2.50%
PACE Large Company Growth Equity Investments 2.50%
PACE Small/Medium Company Value Equity Investments 2.50%
PACE Small/Medium Company Growth Equity Investments 2.50%
PACE International Equity Investments 3.00%
PACE International Emerging Markets Equity Investments 3.00%
At the request of PaineWebber, the Trust's Manager has agreed to waive its
management fee and to reimburse certain operating expenses to reduce the Trust's
Total Portfolio Operating Expenses through July 31, 1997. Absent this
commitment, the estimated maximum annual PACE related fees would be 3.90%,
2.65%, 2.73%, 2.90%, 3.24%, 3.11%, 2.90%, 2.83%, 3.01%, 2.77%, 3.31% and 3.85%,
respectively.
A portion of the Program Fee is used to compensate the PaineWebber Investment
Executive for services provided in the PACE Program. PaineWebber also offers
other mutual funds which may be purchased without incurring the level of costs
or receiving the services associated with the PACE Program. Investors should
discuss the relative fees and expenses with their PaineWebber Investment
Executive in light of their investment needs and services desired.
