Abstract. We consider random matrices whose entries are f (X T i X j ) or f ( X i − X j 2 ) for iid vectors X i ∈ R p with normalized distribution. Assuming that f is sufficiently smooth and the distribution of X i 's is sufficiently nice, El Karoui [17] showed that the spectral distributions of these matrices behave as if f is linear in the Marčhenko-Pastur limit. When X i 's are Gaussian vectors, variants of this phenomenon were recently proved for varying kernels, i.e. when f may depend on p, by Cheng-Singer [13]. Two results are shown in this paper: first it is shown that for a large class of distributions the regularity assumptions on f in El Karoui's results can be reduced to minimal; and secondly it is shown that the Gaussian assumptions in Cheng-Singer's result can be removed, answering a question posed in [13] about the universality of the limiting spectral distribution.