THE UBS FUNDS
Supplement to the Statement of Additional Information dated
November 5, 2001 (as revised April 8, 2002)

July 17, 2002

Dear Investor,

The purpose of this supplement is to notify you of the changes,
discussed below, that were approved at the Special Meeting of
Shareholders of The UBS Funds (the "Trust") held on June 28, 2002.

1. The disclosure contained in the section entitled "INVESTMENT
RESTRICTIONS" on pages 29-31 is deleted and replaced with the
following:

The investment restrictions set forth below are fundamental policies
and may not be changed as to a Series without the approval of a
majority of the outstanding voting securities (as defined in the
Act) of the Series. Unless otherwise indicated, all percentage
limitations listed below apply to the Series only at the time of
the transaction. Accordingly, if a percentage restriction is
adhered to at the time of investment, a later increase or decrease
in the percentage that results from a relative change in values or
from a change in a Series' total assets will not be considered a
violation. Each Fund (except for UBS International Equity Fund)
may not:

(i) Purchase the securities of any one issuer (other than the U.S.
government or any of its agencies or instrumentalities or securities
of other investment companies) if immediately after such investment:
(a) more than 5% of the value of the Fund's total assets would be
invested in such issuer; or (b) more than 10% of the outstanding
voting securities of such issuer would be owned by the Fund, except
that up to 25% of the value of the Fund's total assets may be
invested without regard to such 5% and 10% limitations (this
limitation does not apply to the UBS U.S. Equity Fund, UBS Global
Bond Fund, UBS Global Technology Fund, UBS Global Biotech Fund,
UBS U.S. Large Cap Growth Fund, UBS U.S. Small Cap Equity Fund, UBS
U.S. Real Estate Equity Fund, UBS Emerging Markets Equity Fund and
UBS Emerging Markets Debt Fund);

(ii) Purchase or sell real estate, except that the Fund may purchase
or sell securities of real estate investment trusts;

(iii) Purchase or sell commodities, except that the Fund may
purchase or sell currencies, may enter into futures contracts on
securities, currencies and other indices or any other financial
instruments, and may purchase and sell options on such futures
contracts;

(iv) Issue securities senior to the Fund's presently authorized
shares of beneficial interest, except that this restriction shall
not be deemed to prohibit the Fund from: (a) making any permitted
borrowings, loans or pledges; (b) entering into options, futures
contracts, forward contracts, repurchase transactions, or reverse
repurchase transactions; or (c) making short sales of securities
up to 10% of the Fund's net assets to the extent permitted by the
Act and any rule or order thereunder, or SEC staff interpretations
thereof (this limitation does not apply to UBS Global Technology
Fund, UBS Global Biotech Fund, UBS U.S. Large Cap Growth Fund, UBS
U.S. Small Cap Growth Fund, UBS U.S. Value Equity Fund, UBS High
Yield Fund, UBS Emerging Markets Debt Fund and UBS Emerging Markets
Equity Fund);

(v) Make loans to other persons, except: (a) through the lending
of its portfolio securities; (b) through the purchase of debt
securities, loan participations and/or engaging in direct corporate
loans for investment purposes in accordance with its investment
objectives and policies; and (c) to the extent the entry into a
repurchase agreement is deemed to be a loan.  With respect to UBS
Global Technology Fund, UBS Global Biotech Fund, UBS U.S. Large
Cap Growth Fund, UBS U.S. Small Cap Growth Fund, UBS U.S. Value
Equity Fund, UBS U.S. Small Cap Equity Fund, UBS U.S. Real Estate
Equity Fund, UBS High Yield Fund, UBS Emerging Markets Debt Fund
and UBS Emerging Markets Equity Fund, (A) for purposes of (b), the
Funds' restriction provides for the purchase of debt securities,
loan participations and/or engaging in direct corporate loans in
accordance with each Fund's investment objectives and policies, and
(B) each Fund may also make loans to affiliated investment companies
to the extent permitted by the Act or any exemptions therefrom that
may be granted by the SEC;

(vi) Borrow money in excess of 33 1/3% of the value of its assets,
except as a temporary measure for extraordinary or emergency
purposes to facilitate redemptions.  All borrowings will be done
from a bank and to the extent that such borrowing exceeds 5% of the
value of the Fund's assets, asset coverage of at least 300% is
required (this limitation does not apply to UBS Global Technology
Fund, UBS Global Biotech Fund, UBS U.S. Large Cap Growth Fund, UBS
U.S. Small Cap Growth Fund, UBS U.S. Value Equity Fund, UBS U.S.
Small Cap Equity Fund, UBS U.S. Real Estate Equity Fund, UBS High
Yield Fund, UBS Emerging Markets Debt Fund and UBS Emerging
Markets Equity Fund);

(vii) Concentrate (invest more than 25% of its net assets) in
securities of issuers in a particular industry (other than
securities issued or guaranteed by the U.S. government or any of
its agencies) (this limitation does not apply to UBS Global
Technology Fund, UBS Global Biotech Fund and UBS U.S. Real Estate
Equity Fund); and

(viii) Act as an underwriter, except to the extent the Fund may be
deemed to be an underwriter when selling its own shares (this
limitation does not apply to UBS Global Technology Fund, UBS
Global Biotech Fund, UBS U.S. Large Cap Growth Fund, UBS U.S.
Small Cap Growth Fund, UBS U.S. Value Equity Fund, UBS U.S. Small
Cap Equity Fund, UBS U.S. Real Estate Equity Fund, UBS High Yield
Fund, UBS Emerging Markets Debt Fund and UBS Emerging Markets
Equity Fund).

In addition, pursuant to a fundamental investment policy, the UBS
U.S. Bond Fund, under normal circumstances, invests at least 65%
of its total assets in investment grade U.S. debt securities, with
an initial maturity of more than one year.

UBS Global Technology Fund, UBS Global Biotech Fund, UBS U.S. Large
Cap Growth Fund, UBS U.S. Small Cap Growth Fund, UBS U.S. Value
Equity Fund, UBS U.S. Small Cap Equity Fund, UBS U.S. Real Estate
Equity Fund, UBS High Yield Fund, UBS Emerging Markets Debt Fund
and UBS Emerging Markets Equity Fund may not:

(i) Borrow money, except that the Fund may borrow money from banks
to the extent permitted by the Act, or to the extent permitted by
any exemptions therefrom which may be granted by the SEC, or for
temporary or emergency purposes, and then in an amount not
exceeding 33 1/3% of the value of the Fund's total assets
(including the amount borrowed);

(ii) Act as underwriter, except to the extent the Fund may be deemed
to be an underwriter when disposing of securities it owns or when
selling its own shares; and

(iii) Issue securities senior to the Fund's presently authorized
shares of beneficial interest, except this restriction shall not
be deemed to prohibit the Fund from (a) making any permitted
borrowings, loans, mortgages or pledges; (b) entering into
options, futures contracts, forward contracts, repurchase
transactions or reverse repurchase transactions, or (c) making
short sales of securities to the extent permitted by the Act or
any rule or order thereunder, or SEC staff interpretations
thereof.

UBS International Equity Fund and UBS U.S. Equity Fund may not:

As to 75% of the total assets of the Fund, purchase the securities of
any one issuer, other than securities issued by the U.S. government
or its agencies or instrumentalities, if immediately after such
purchase more than 5% of the value of the total assets of the Fund
would be invested in securities of such issuer;


UBS International Equity Fund may not:

(i) Invest in real estate or interests in real estate (this will
not prevent the Fund from investing in publicly-held REITs or
marketable securities of companies which may represent indirect
interests in real estate), interests in oil, gas and/or mineral
exploration or development programs or leases;

(ii) Purchase or sell commodities or commodity contracts, but may
enter into futures contracts and options thereon in accordance with
its Prospectus. Additionally, the Fund may engage in forward foreign
currency contracts for hedging and non-hedging purposes;

(iii) Make investments in securities for the purpose of exercising
control over or management of the issuer;

(iv) Purchase the securities of any one issuer if, immediately after
such purchase, the Fund would own more than 10% of the outstanding
voting securities of such issuer;

(v) Sell securities short or purchase securities on margin, except
such short-term credits as are necessary for the clearance of
transactions. For this purpose, the deposit or payment by the Fund
for initial or maintenance margin in connection with futures
contracts is not considered to be the purchase or sale of a
security on margin;

(vi) Make loans, except that this restriction shall not prohibit
(a) the purchase and holding of a portion of an issue of publicly
distributed or privately placed debt securities, (b) the lending
of portfolio securities, or (c) entry into repurchase agreements
with banks or broker-dealers;

(vii) Issue senior securities or borrow money in excess of 33 1/3%
of the value of its total assets, except as a temporary measure for
extraordinary or emergency purposes to facilitate redemptions. All
borrowings will be done from a bank and to the extent that such
borrowing exceeds 5% of the value of the Fund's total assets, asset
coverage of at least 300% is required. The Fund will not purchase
securities when borrowings exceed 5% of the Fund's total assets;

(viii) Purchase the securities of issuers conducting their principal
business activities in the same industry, other than obligations
issued or guaranteed by the U.S. government, its agencies or
instrumentalities, if immediately after such purchase, the value of
the Fund's investments in such industry would exceed 25% of the
value of the total assets of the Fund across several countries;

(ix) Act as an underwriter of securities, except that, in connection
with the disposition of a security, the Fund may be deemed to be an
"underwriter" as that term is defined in the 1933 Act;

(x) Invest in securities of any open-end investment company, except
that (i) the Fund may purchase securities of money market mutual
funds, and (ii) in accordance with any exemptive order obtained from
the SEC which permits investment by the Fund in other Series or other
investment companies or series thereof advised by the Advisor. In
addition, the Fund may acquire securities of other investment
companies if the securities are acquired pursuant to a merger,
consolidation, acquisition, plan of reorganization or a SEC approved
offer of exchange;

(xi) Invest in puts, calls, straddles or combinations thereof
except to the extent disclosed in the Fund's Prospectus; and

(xii) Invest more than 5% of its total assets in securities of
companies less than three years old. Such three year periods shall
include the operation of any predecessor company or companies.

2. The fifth and sixth paragraphs in the section entitled
"INVESTMENT ADVISORY, PRINCIPAL UNDERWRITING AND OTHER SERVICE
ARRANGEMENTS" on pages 44-45 are deleted and replaced with the
following:

On August 28, 2001, the Board of Trustees approved the submission
of proposals to shareholders to amend each Fund's Investment
Advisory Agreement to: (i) permit the Advisor to utilize the
services of certain investment advisory personnel of UBS affiliates
located throughout the world, (ii) permit the Advisor, on behalf
of the Funds, to utilize investment sub-advisors, and (iii)
eliminate the Funds' irrevocable fee waiver and expense
reimbursement arrangements.  At the Special Meeting of Shareholders
held on June 28, 2002, shareholders of each Fund (except UBS
International Equity Fund and UBS Global Technology Fund) approved
each proposal.  Accordingly, the Advisor, on behalf of each Fund
(except UBS International Equity Fund), may utilize the services
of investment advisory personnel of UBS affiliates located
throughout the world, and may employ investment sub-advisors.

In addition, in accordance with the proposal concerning the
elimination of the irrevocable fee waiver and expense reimbursement
arrangements, each Fund's (other than the UBS International Equity
Fund and UBS Global Technology Fund) permanent expense cap has
been replaced by a one-year contractual expense limit at the
following rates of the respective Fund's average daily net assets,
excluding any 12b-1 Plan fees: 1.10% for the UBS Global Allocation
Fund; 1.00% for the UBS Global Equity Fund; 1.30% for the UBS
Global Biotech Fund; 0.90% for the UBS Global Bond Fund; 0.80% for
the UBS U.S. Balanced Fund; 0.80% for the UBS U.S. Equity Fund;
0.80% for the UBS U.S. Large Cap Equity Fund; 0.80% for the UBS
U.S. Large Cap Growth Fund; 1.15% for the UBS U.S. Small Cap
Growth Fund; 0.60% for the UBS U.S. Bond Fund; and 0.70% for
the UBS High Yield Fund. The contractual fee waiver and/or expense
reimbursement agreements will remain in place for the Funds'
fiscal year ending June 30, 2003. Thereafter, the expense limit
for each of the applicable Funds will be reviewed each year, at
which time the continuation of the expense limit will be
considered by the Advisor and the Board of Trustees. The
contractual fee waiver agreements also provide that the Advisor is
entitled to reimbursement of fees it waived and/or expenses it
reimbursed for a period of three years following such fee waivers
and expense reimbursements, provided that the reimbursement by a
Fund of the Advisor will not cause the total operating expense
ratio to exceed the contractual limit as then may be in effect
for that Fund.

With regard to UBS Global Technology Fund and UBS International
Equity Fund, the Advisor has agreed irrevocably to waive its fees
and reimburse certain expenses to the extent that the total
operating expenses (excluding 12b-1 fees) exceed 1.55% and 1.00%,
respectively, of each Fund's average daily net assets.

The Advisor has agreed to waive its fees and reimburse expenses to
the extent that total operating expenses exceed the following rates
of the respective Fund's average daily net assets, excluding any
12b-1 Plan fees: 0.85% for the UBS U.S. Value Equity Fund; 1.15%
for the UBS U.S. Small Cap Equity Fund and UBS Emerging Markets
Debt Fund; 1.05% for the UBS U.S. Real Estate Equity Fund; and
1.60% for the UBS Emerging Markets Equity Fund.  The contractual
fee waiver and/or expense reimbursement agreements will remain in
place for the Funds' fiscal year ending June 30, 2003.  Thereafter,
the expense limit for each Fund will be reviewed each year, at
which time the continuation of the expense limit will be considered
by the Advisor and the Board of Trustees.  The contractual fee
waiver and/or expense reimbursement agreements also provide that
the Advisor is entitled to reimbursement of fees it waived and/or
expenses it reimbursed for a period of three years following such
fee waivers and expense reimbursements, provided that the
reimbursement by a Fund of the Advisor will not cause the total
operating expense ratio to exceed the contractual limit as then may
be in effect for that Fund.  Prior to July 1, 2002, each Fund was
subject to an expense limit at the identical rate listed above for
the Fund, for the one-year period from September 1, 2001 through
September 1, 2002.

Item No. ZS-155

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