COLONIAL TRUST I
497, 1999-02-03
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                         COLONIAL HIGH YIELD SECURITIES FUND

                    Supplement to the April 30, 1998 Prospectus, 
                       Revised September 8, 1998 Prospectus

The Fund's Prospectus is amended as follows:

  (1) The last sentence of the fourteenth  paragraph and the paragraph Borrowing
of Money under the caption HOW THE FUND PURSUES ITS  OBJECTIVE  AND CERTAIN RISK
FACTORS are revised in their entireties as follows:

(a) Not more than 15% of the Fund's net assets will be  invested  in  repurchase
agreements maturing in more than seven days and other illiquid assets.

(b) Borrowing of Money.  The Fund may borrow money from banks,  other affiliated
funds and  other  entities  to the  extent  permitted  by law for  temporary  or
emergency purposes up to 33 1/3% of its total assets.

(1) Effective January 25, 1999, Andrea Feingold no longer manages the Fund.

(3) Effective  January 25, 1999, the fourth  paragraph under the caption HOW THE
FUND IS MANAGED is revised in its entirety as follows:

Carl C.  Ericson,  Senior Vice  President,  Director  and Manager of the Taxable
Fixed  Income  Group of the  Advisor,  manages the Fund and has managed  various
other Colonial taxable income funds since 1985.

(4)  The paragraph under the caption YEAR 2000 is revised in its entirety 
as follows:

The Fund's  Advisor,  Distributor  and Transfer  Agent  (Liberty  Companies) are
actively  managing Year 2000 readiness for the Fund.  The Liberty  Companies are
taking steps that they believe are reasonably  designed to address the Year 2000
problem and are communicating  with vendors who provide  services,  software and
systems to the Fund to provide  that  date-related  information  and data can be
properly  processed  and  calculated  on and after  January 1,  2000.  Many Fund
service  providers  and vendors,  including  the Liberty  Companies,  are in the
process of making  Year 2000  modifications  to their  software  and systems and
believe  that such  modifications  will be  completed on a timely basis prior to
January 1, 2000. The Fund will not pay the cost of these modifications. However,
no assurances can be given that all modifications required to ensure proper data
processing  and  calculation on and after January 1, 2000 will be timely made or
that services to the Fund will not be adversely affected.

(5)  The last sentence under the caption HOW THE FUND VALUES ITS SHARES is 
revised in its entirety as follows:

In addition,  if the values of foreign securities have been materially  affected
by  events  occurring  after  the  closing  of a  foreign  market,  the  foreign
securities may be valued at their fair value.

(6)  The last sentence of the first paragraph under the caption HOW TO SELL 
SHARES is revised in its entirety as follows:

To  avoid  delay  in  payment,   investors   are  advised  to  purchase   shares
unconditionally,  such as by federal  fund wire or other  immediately  available
funds.

(7)  The following sentence is added to the paragraph Class A Shares under the
 caption HOW TO EXCHANGE SHARES:

Exchanges  of Class A shares are not  subject  to a  contingent  deferred  sales
charge.  However,  in determining  whether a contingent deferred sales charge is
applicable  to  redemptions,  the  schedule of the fund into which the  original
investment was made should be used.


(8) Under the caption TELEPHONE  TRANSACTIONS,  the first sentence is revised in
its entirety and new second and third sentences are added as follows:

All shareholders  and/or their financial advisers are automatically  eligible to
exchange  Fund  shares  and  redeem up to  $100,000  of Fund  shares by  calling
1-800-422-3737  toll-free any business day between 9:00 a.m Eastern Time and the
time at which the Fund values its shares. Telephone redemptions are limited to a
total of $100,000 in a 30-day period.  Redemptions  that exceed  $100,000 may be
done by placing a wire order trade  through a broker or  furnishing  a signature
guaranteed request.

HY-36/613G-0299                                              January 25, 1999



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