COLONIAL TRUST III
497, 1997-05-02
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                   COLONIAL SELECT VALUE FUND
                    Supplement to Prospectus
                     dated February 28, 1997
                                


Effective April 24, 1997, Peter Wiley no longer co-manages the
Fund.

Daniel  Rie, Senior Vice President and Director of the Adviser
and  head  of the Equity Group, has managed or co-managed  the
Fund and various other Colonial equity funds since 1986.







SV-36/626D-0497                                       May 1, 1997




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