PAINEWEBBER PACE SELECT ADVISORS TRUST
497, 2000-08-11
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                    PAINEWEBBER PACE SELECT ADVISORS TRUST

               SUPPLEMENT TO PROSPECTUS DATED DECEMBER 1, 1999





                                                               August 10, 2000

Dear Investor,

      This is a supplement to the prospectus of PaineWebber PACE Select Advisors
Trust ("Trust") dated December 1, 1999. The purpose of this supplement is to
notify you that Paine Webber Group Inc. ("PW Group") (the ultimate parent
company of Mitchell Hutchins Asset Management Inc., the manager and distributor
for each series of the Trust) and UBS AG ("UBS") announced on July 12, 2000 that
they had entered into an agreement and plan of merger under which PW Group will
merge into a wholly owned subsidiary of UBS. If all required approvals are
obtained and the required conditions are satisfied, PW Group and UBS expect to
complete the transaction in the fourth quarter of 2000. UBS, with headquarters
in Zurich, Switzerland, is an internationally diversified organization with
operations in many areas of the financial services industry.





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