AMERICAN AADVANTAGE MILEAGE FUNDS
497, 1996-03-29
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                                    March 29, 1996



     Dear Shareholder:

              On March 26, 1996, the Special Shareholder Meeting of the
     American AAdvantage Mileage Funds was convened.  Unfortunately, due to
     lack of a quorum, the meeting was adjourned.  The meeting will reconvene
     on April 16, 1996 at 10:00 a.m. Central Standard Time at the offices of
     AMR Investment Services, Inc., 4333 Amon Carter Boulevard, Fort Worth,
     Texas 76155, Room 6E1D-36. 

              Due to the adjournment, we are sending a second request for your
     proxy vote.  Please take the time to fill out the proxy form and return in
     the enclosed postage paid envelope.  Even if you have already submitted
     your proxy in response to our first request, please submit the enclosed
     proxy again.

              If you have any questions about the Funds or would like another
     copy of the proxy statement, do not hesitate to contact us at 800-388-
     3344.  Thank you for your cooperation and support.

                                                Sincerely,



                                                William F. Quinn
                                                President


             PLEASE HELP US AVOID ANY ADDITIONAL DELAY OR FURTHER EXPENSE
                         BY RETURNING YOUR PROXY FORM TODAY.
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