COLONIAL STRATEGIC BALANCED FUND
Supplement to Prospectus dated February 28, 1996
The second paragraph under the caption HOW THE FUND PURSUES ITS OBJECTIVE AND
CERTAIN RISK FACTORS is revised as set forth below to define small U.S.
companies as companies with less than $1 billion in market capitalization at the
time of purchase:
Equity Securities Generally. The portion of the Fund invested in equity
securities normally will be allocated among three sectors: securities issued by
large U.S. companies, securities issued by small U.S. companies (i.e., companies
with approximately $1 billion or less in market capitalization at the time of
purchase) and securities issued by non-U.S. companies. The allocation at any
given time will be based on the Adviser's assessment of the relative risk and
expected performance of each market. Up to 20% of the Fund's total assets may be
invested in small U.S. company equity securities and up to 20% in non-U.S.
company equity securities.
SB-36/xxxx-0896 September 4, 1996
S:\FUNDS\TRUSTIII\CSBF\SUPP896.DOC
