EATON VANCE GROWTH TRUST
497, 1999-10-14
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                      Eaton Vance Greater China Growth Fund
                 Supplement to Prospectus dated January 1, 1999

                        Eaton Vance Emerging Markets Fund
                   Supplement to Prospectus dated May 1, 1999

                         Eaton Vance Greater India Fund
                   Supplement to Prospectus dated May 1, 1999

                     Eaton Vance Asian Small Companies Fund
                   Supplement to Prospectus dated July 1, 1999

1.   The  address  of  the  Fund  and  Eaton  Vance  Management  (including  its
     affiliates) is as follows:

     The Eaton Vance Building
     255 State Street
     Boston, MA 02109

     Telephone numbers remain the same.

2.   Effective  December 1, 1999,  the  following  is added to the  "Shareholder
     Fees" table in the "Fund Summary" and applies to Class A shares only:

     Redemption Fee (as a percentage of amount redeemed) 1.00%

     Under "Example", the cost of investing in Class A shares for one year would
     increase  by $100  if the  shares  are  redeemed  within  three  months  of
     purchase.

3.   Service fees will now be paid from the time of sale of Class B shares. This
     will result in slightly higher Total Operating  Expenses than that shown in
     the "Annual Fund Operating Expenses" table under "Fund Summary".

4.   The  following   replaces  the  second  paragraph  under   "Management  and
     Organization" in the prospectuses of Eaton Vance Asian Small Companies Fund
     and Eaton Vance Greater India Fund:

     Scobie  Dickenson Ward and Zaheer  Sitabkhan  co-manage the Portfolio.  Mr.
     Ward has managed the  Portfolio  since its  inception.  He is a Director of
     Lloyd George and has been a portfolio manager at Lloyd George for more than
     five years.  Mr. Sitabkhan has managed the Portfolio since August 31, 1999.
     Mr.  Sitabkhan  joined Lloyd George in March 1995 and currently serves as a
     Director.  Prior to 1995 he was Director of Business Development at Quality
     Sciences Inc., a Cleveland-based software company.

5.   The  following  replaces  "Distribution  and  Service  Fees"  under  "Sales
     Charges":

     Distribution  and Service  Fees.  Each Class of shares has in effect a plan
     under Rule 12b-1 that  allows  each Fund to pay  distribution  fees for the
     sale and distribution of shares (so-called  "12b-1 fees").  Class B and, in
     the case of Eaton  Vance  Greater  China  Growth  Fund,  Class C shares pay
     distribution  fees of 0.75% of average daily net assets  annually.  Class A
     shares  pay a  distribution  fee of 0.50% of  average  daily net  assets on
     shares  outstanding  for less than twelve months and a distribution  fee of
     0.25% on shares outstanding for more than twelve months. Because these fees
     are paid from Fund assets on an ongoing basis, they will increase your cost
     over time and may cost you more than paying  other types of sales  charges.
     All Classes  also pay service  fees for personal  and/or  account  services
     equal to 0.25% of average daily net assets annually.



<PAGE>
     The  distribution  fees  paid  by  Class  B  and  Class  C are  subject  to
     termination  when  payments  under the Rule 12b-1 plans are  sufficient  to
     extinguish uncovered  distribution  charges. As described more fully in the
     Statement of Additional  Information,  uncovered  distribution charges of a
     Class  are  increased  by sales  commissions  payable  by the  Class to the
     principal  underwriter in connection with sales of shares of that Class and
     by an interest factor tied to the U.S. Prime Rate.  Uncovered  distribution
     charges are reduced by the distribution fees paid by the Class and by CDSCs
     paid  to the  Fund by  redeeming  shareholders.  The  amount  of the  sales
     commissions  payable by Class B to the principal  underwriter in connection
     with  sales  of Class B  shares  is  significantly  less  than the  maximum
     permitted  by  the  sales  charge  rule  of  the  National  Association  of
     Securities  Dealer,  Inc.  To date,  neither  Class B nor Class C uncovered
     distribution charges have been fully covered.

6.   The  following  replaces   "Withdrawal  Plan"  under  "Shareholder  Account
     Features" in the Eaton Vance Greater China Growth Fund prospectus:

     Withdrawal  Plan.  You may redeem shares on a regular  monthly or quarterly
     basis by establishing a systematic withdrawal plan. Withdrawals will not be
     subject to any applicable  CDSC if they do not in the aggregate  exceed 12%
     annually  of the  account  balance at the time the plan is  established.  A
     minimum  account  size of $5,000 is  required  to  establish  a  systematic
     withdrawal  plan.  Because  purchases  of Class A shares are  subject to an
     initial sales  charge,  you should not make  withdrawals  from your account
     while you are making purchases.

7.   The following  replaces the third from the last paragraph under  "Redeeming
     Shares":

     Effective December 1, 1999,  redemptions  (including  exchanges) of Class A
     shares  within  three  months  of  their  purchase  will  be  subject  to a
     redemption fee equal to 1% of the amount redeemed. All redemption fees will
     be paid to the Fund.  Redemptions of Class A shares  acquired as the result
     of reinvesting distributions and those held by 401(k) plans are not subject
     to the redemption fee.

     If you redeem shares,  your redemption price will be based on the net asset
     value per share next  computed  after the  redemption  request is received.
     Your redemption proceeds will be paid in cash within seven days, reduced by
     the amount of any  applicable  CDSC and/or  redemption  fee and any federal
     income tax  required to be withheld.  Payments  will be sent by mail unless
     you complete the Bank Wire Redemptions section of the account application.

8.   The following is added to the first paragraph of "Exchange Privilege" under
     "Shareholder  Account  Features" in the Eaton Vance  Emerging  Markets Fund
     prospectus:

     Class  A  shares  may  also  be   exchanged   for  shares  of  Eaton  Vance
     Institutional  Emerging  Markets Fund,  subject to the terms and conditions
     for investing in those shares.


October 12, 1999                                                            LGPS

<PAGE>
                             Eaton Vance Growth Fund
                 Supplement to Prospectus dated January 1, 1999

                        Eaton Vance Information Age Fund
                   Eaton Vance Worldwide Health Sciences Fund
                 Supplement to Prospectus dated January 1, 1999


1.   The  address  of  the  Fund  and  Eaton  Vance  Management  (including  its
     affiliates) is as follows:

     The Eaton Vance Building
     255 State Street
     Boston, MA  02109

     Telephone numbers remain the same.

2.   Service  fees  will now be paid  from the time of sale of Class A shares of
     Eaton Vance  Information Age Fund and the Class B shares of all Funds. This
     will result in slightly higher Total  Operating  Expenses for these classes
     than that shown in the "Annual Fund Operating  Expenses" table in each Fund
     Summary.

3.   The  following  replaces  "Distribution  and  Service  Fees"  under  "Sales
     Charges":

     Distribution  and Service Fees. Class A shares of Health Sciences Fund, and
     Class B and Class C shares of all Funds  have in effect  plans  under  Rule
     12b-1  that  allow  each  Fund to pay  distribution  fees  for the sale and
     distribution of shares (so-called "12b-1 fees"). Class B and Class C shares
     pay distribution fees of 0.75% of average daily net assets annually.  Class
     A shares of Health Sciences Fund pay a distribution fee of 0.25% of average
     daily net assets annually.  Because these fees are paid from Fund assets on
     an ongoing  basis,  they will increase your cost over time and may cost you
     more than paying other types of sales charges.  All Classes (except Class A
     of Health  Sciences  Fund) pay service  fees for  personal  and/or  account
     services equal to 0.25% of average daily net assets annually.

     The  distribution  fees paid by Class B and Class C shares  are  subject to
     termination  when  payments  under the Rule 12b-1 plans are  sufficient  to
     extinguish uncovered  distribution  charges. As described more fully in the
     Statement of Additional  Information,  uncovered  distribution charges of a
     Class  are  increased  by sales  commissions  payable  by the  Class to the
     principal  underwriter in connection with sales of shares of that Class and
     by an interest factor tied to the U.S. Prime Rate.  Uncovered  distribution
     charges are reduced by the distribution fees paid by the Class and by CDSCs
     paid  to the  Fund by  redeeming  shareholders.  The  amount  of the  sales
     commissions  payable by Class B to the principal  underwriter in connection
     with  sales  of Class B  shares  is  significantly  less  than the  maximum
     permitted  by  the  sales  charge  rule  of  the  National  Association  of
     Securities  Dealer,  Inc.  To date,  neither  Class B nor Class C uncovered
     distribution charges have been fully covered.

4.   The  following  replaces   "Withdrawal  Plan"  under  "Shareholder  Account
     Features":

     Withdrawal  Plan.  You may redeem shares on a regular  monthly or quarterly
     basis by establishing a systematic withdrawal plan. Withdrawals will not be
     subject to any applicable  CDSC if they do not in the aggregate  exceed 12%
     annually  of the  account  balance at the time the plan is  established.  A
     minimum  account  size of $5,000 is  required  to  establish  a  systematic
     withdrawal  plan.  Because  purchases  of Class A shares are  subject to an
     initial sales  charge,  you should not make  withdrawals  from your account
     while you are making purchases.


October 12, 1999                                                        GFIAHSPS


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