COLONIAL TRUST III
497, 1996-07-02
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                      COLONIAL GLOBAL EQUITY FUND

           Supplement to Prospectus dated February 28, 1996

The  following paragraph is added as the seventh paragraph  under  the
caption HOW THE FUND IS MANAGED:

Gita Rao, Vice President of the Adviser, has co-managed the Fund since
March 1996 and also co-manages the Colonial International Equity Fund.
Prior to joining the Adviser in 1995, Ms. Rao was a Quantitative
Research Analyst at Fidelity Management & Research Company, and a Vice
President in the equity research group at Kidder, Peabody and Company.

GE-36/330C-0696                                        July 2, 1996




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