WINTHROP OPPORTUNITY FUNDS
497, 1996-08-06
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Wood, Struthers & Winthrop Management Corp.

Wood, Struthers & Winthrop (WSW), is a registered investment advisory
subsidiary of Donaldson, Lufkin & Jenrette Securities Corporation (DLJ). It
provides investment advisory services to wealthy individuals and families
and it serves as the advisor to the Winthrop Opportunity Funds, a family of
international mutual funds.

AXA Asset Management Partenaires, the sub-advisor to the Winthrop
Opportunity Funds, has 30 years of global investment management experience.
It has investment responsibility for more than $63 billion of assets and is
a recognized leader among European fund managers. Its worldwide network of
affiliates and contacts provides portfolio managers with valuable insights
into conditions in different countries around the world.

The Worlds Top Performing Stock Markets

        1            2            3                 4             5

1986    Spain        Italy        Japan             Belgium       France

1987    Japan        Spain        U.K.              Canada        Denmark

1988    Belgium      Denmark      Sweden            Norway        France

1989    Austria      Malaysia     Germany           Norway        Denmark

1990    U.K.         Hong Kong    Austria           Norway        Denmark

1991    Hong Kong    Australlia   U.S.A.            Singapore     New Zealand

1992    Hong Kong    Malaysia     Switzerland       U.S.A.        Singapore

1993    Hong Kong    Malaysia     Finland           Singapore     New Zealand

1994    Finland      Norway       Japan             Sweden        Ireland

1995    Switzerland  U.S.A.       Sweden            Spain         Netherlands

Source: MSCI

"Investment strategies will have to become increasingly international
because higher rates of return will be more attainable in emerging
economies due to the movement of both financial and physical capital_The
demand for consumer goods is shifting from developed to emerging
economies."



Richard Hokenson, Chief Economist,

Donaldson, Lufkin & Jenrette

Securities Corporation







   1970                                    1995
United States 66%                   United States 41.9%
 Foreign 58.1%                       Foreign 34%



Non-US stock markets now represent 58% of the world's stock market
capitalization.



Source MSCI, as of December 31, 1970 and December 31, 1995



At Wood, Struthers & Winthrop (WSW) we believe that 1996 is an excellent
time for U.S. investors to consider international investing. We believe the
international markets offer excellent return potential and diversification
for investors who already own domestic mutual funds. We note that:

    The U.S. markets are mature and are near all-time highs.

    Foreign markets are very attractively valued and have produced
    excellent returns historically.

Our own clients have committed more than $50 million to the Winthrop
Opportunity Funds.

Winthrop Opportunity Fund Portfolio Composition

as of 6/30/96

Winthrop International Equity Fund

Japan, Germany, France, Italy, United Kingdom, Netherlands,

Hong Kong, Austria, Switzerland, Spain

Winthrop Developing Markets Fund

Maylaysia, Brazil, Mexico, South Africa, Argentina, Thailand,

Portugal, Chile, Korea, India

For More Information

Complete information about the Winthrop Opportunity Funds, including
charges and expenses is included in the Funds' prospectus, which you should
read carefully before investing or sending money.

To Invest in the Winthrop Funds, please call

your Registered Representative.



Winthrop Mutual Funds





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