MFS SERIES TRUST III
497, 1997-09-30
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                              MFS HIGH INCOME FUND
                            MFS STRATEGIC INCOME FUND



                      Supplement to the Current Prospectus



         During the period from August 1, 1997 through  October 31, 1997 (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Invest Financial  Corporation and Investment  Centers of America 100% of the
applicable  sales  charge  on sales of Class A shares  of the Fund  sold by them
during the Sales Period.


   The date of this Supplement is August 1, 1997, as amended October 1, 1997.



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