COLONIAL UTILITIES FUND
Supplement to Prospectus dated March 31, 1997, Revised August 1, 1997
The following paragraph is added as the last paragraph under the caption "How
the Fund is Managed":
Colonial Management Associates, Inc., the Fund's investment adviser, may use the
services of AlphaTrade Inc., its registered broker-dealer subsidiary, when
buying or selling equity securities for the Fund's investment portfolio,
pursuant to procedures adopted by the Trustees under Rule 17e-1 of the
Investment Company Act of 1940.
UF-36/855E-0298 February 27, 1998
