COLONIAL TRUST III
497, 1995-06-27
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         COLONIAL STRATEGIC BALANCED FUND
        
Supplement to Prospectus dated February 28, 1995, 
            Revised April 20, 1995
          

As of May 30, 1995, Elizabeth A. Palmer no longer 
serves as a co-manager of the Fund.  The Fund  
continues to be managed by James P. Haynie and 
Carl C. Ericson, who have managed the Fund since  
its inception in August, 1994.

Carl C. Ericson, Vice President of the Adviser, has
co-managed the Fund since its inception in 1994 and  
various other Colonial taxable income funds since 1985.

James P. Haynie, Vice President of the Adviser, has
co-managed the Fund since its inception in 1994 and  
various other Colonial equity funds since 1993.  Prior 
to joining the Adviser in 1993, Mr. Haynie was a Vice 
President at Massachusetts Financial Services Company    
and a Portfolio Manager at Trinity Investment Management.

SB-36/022B-0695                          June 23, 1995






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