COLONIAL TRUST III
497, 1999-01-04
Previous: COLONIAL TRUST III, 497, 1999-01-04
Next: HANCOCK JOHN INVESTMENT TRUST /MA/, 497, 1999-01-04





                      COLONIAL INTERNATIONAL HORIZONS FUND
                 Supplement to the February 27, 1998 Prospectus
                  (Replacing Supplement dated October 30, 1998)

The Fund's Prospectus is amended as follows:

(1)  A  new paragraph is added to the front cover of the Prospectus below the 
Table of Contents as follows:

This    Prospectus    is   also    available    on-line    at   our   Web   site
(http://www.libertyfunds.com).  The Securities and Exchange Commission maintains
a Web site  (http://www.sec.gov)  that  contains  the  Statement  of  Additional
Information,  materials that are  incorporated by reference into this Prospectus
and the Statement of Additional Information, and other information regarding the
Fund.

(2) A new sub-caption is added under the caption HOW THE FUND PURSUES ITS 
OBJECTIVE AND CERTAIN RISK FACTORS as follows:

Emerging  Markets.  The Fund may invest up to 35% of its total assets in foreign
securities issued or guaranteed by companies or governments located in countries
whose  economies or  securities  markets are not yet highly  developed.  Special
risks  associated  with  these  investments  (in  addition  to those of  foreign
investments   generally)   may  include,   among   others,   greater   political
uncertainties,  and economy's dependence on revenues from particular commodities
or on  international  aid or  development  assistance,  extreme or volatile debt
burdens or inflation  rates,  highly limited number of potential buyers for such
securities,   heightened   volatility  of  security   prices,   restrictions  on
repatriation of capital invested abroad and delays and disruptions in securities
settlement procedures.

(3) The last sentence of the paragraph  Temporary/Defensive  Investments 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.

(4)  The fourth paragraph under the caption HOW THE FUND IS MANAGED is revised 
in its entirety as follows:

Gita Rao, a Vice  President of the  Advisor,  co-manages  the Fund.  Ms. Rao has
managed  various other Colonial funds since 1995.  Prior to joining the Advisor,
she was a global  equity  research  analyst at  Fidelity  Management  & Research
Company from 1994 to 1995 and a Vice President in the domestic  equity  research
group at Kidder, Peabody and Company from 1991 to 1994.

(5)  A new caption is added after the caption HOW THE FUND IS MANAGED entitled
 YEAR 2000 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.


(6)  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.

(7)  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.

(8)  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.

(9) The Distributor pays an additional 1% commission (total commission of 5%) to
financial  service firms on sales of Class B shares of the Fund to their clients
or customers.  The commission will be made directly by the Distributor  from its
assets and will not effect the  expenses  paid by Fund  shareholders.  Financial
service firms may waive receipt of all or any portion of these payments.

(10) 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 advisors 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.

(11) Liberty Financial  Investments,  Inc., the Fund's distributor,  changed its
name to Liberty Funds  Distributor,  Inc.  (Distributor).  The new name does not
affect the investment  management  of, or service to, the Fund. The  Distributor
continues to offer  selected  investment  products  managed by  subsidiaries  of
Liberty  Financial  Companies,   Inc.  (NYSE:L),  the  indirect  parent  of  the
Distributor.

(12) Colonial Investors Service Center, Inc., the Fund's transfer agent, changed
its name to Liberty Funds Services, Inc. (Transfer Agent). The new name will not
affect the services the Transfer Agent provides to the Fund.

(13) Price Waterhouse LLP, the Fund's independent accountants,  changed its name
to  PricewaterhouseCoopers  LLP.  The new name  will  not  affect  the  services
PricewaterhouseCoopers LLP provides to the Fund.

(14)  The Fund's custodian is The Chase Manhattan Bank, 270 Park Avenue,
New York, NY 10017-2070.


HZ-36/446G-1298                                           December 31, 1998




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission