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WINTHROP OPPORTUNITY FUNDS
SUPPLEMENT DATED JANUARY 15, 1997 TO PROSPECTUS DATED FEBRUARY 28, 1996
The Winthrop Opportunity Funds intend to offer two new money market funds
in early February. At such time, the Winthrop U.S. Government Money Fund and
Winthrop Municipal Money Fund will be available to shareholders of both the
Winthrop Opportunity Funds and Winthrop Focus Funds (collectively, 'Winthrop')
for exchange pursuant to Winthrop's Exchange Privilege and will replace the
Alliance Money Market Funds (Alliance Government Reserves and Alliance Municipal
Trust). Accordingly, as of March 18, 1997, exchanges into the Alliance Money
Market Funds will no longer be available under Winthrop's Exchange Privilege.
