LIBERTY FUNDS TRUST IV, 485APOS, 1999-12-01

LIBERTY FUNDS TRUST IV
485APOS, 1999-12-01

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Registration Nos: 2-62492
811-2865

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ X ]

Pre Effective Amendment No. [ ]
Post Effective Amendment No. 57 [ X ]

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ X ]

Amendment No. 55 [ X ]

LIBERTY FUNDS TRUST IV (F/K/A COLONIAL TRUST IV)
(Exact Name of Registrant as Specified in Charter)

One Financial Center, Boston, Massachusetts 02111
(Address of Principal Executive Office)

(617) 426-3750
(Registrant's Telephone Number, Including Area Code)

Name and Address of Agent for Service: Copy to:

Nancy L. Conlin, Esquire John M. Loder, Esquire
Colonial Management Associates, Inc. Ropes & Gray
One Financial Center One International Place
Boston, Massachusetts 02111 Boston, Massachusetts 02110-2624

It is proposed that this filing will become effective (check appropriate box):
[ ] immediately upon filing pursuant to paragraph (b).
[ ] on (date) pursuant to paragraph (b).
[ ] 60 days after filing pursuant to paragraph (a)(1).
[ X ] on February 18, 2000 pursuant to paragraph (a)(1) of Rule 485.
[ ] 75 days after filing pursuant to paragraph (a)(2).
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485.

If appropriate, check the following box:
[ ] this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

<PAGE>

LIBERTY FUNDS TRUST IV (F/K/A COLONIAL TRUST IV)

Cross Reference Sheet Pursuant to Rule 481(a)
Colonial Counselor Select Income Portfolio
Colonial Counselor Select Balanced Portfolio
Colonial Counselor Select Growth Portfolio
Classes A, B, C

<TABLE>
<CAPTION>
Item Number of Form N1A Prospectus Location or Caption
- ----------------------- ------------------------------
<S> <C>
PART A

1. Front Cover Page; Back Cover Page

2. The Portfolios; Other Investment Strategies
and Risks

3. The Portfolios

4. The Portfolioss

5. Not Applicable

6. Front Cover Page; Managing the Portfolios;
Your Account

7. Your Account

8. The Portfolioss; Your Account

9. Financial Highlights
</TABLE>

COUNSELOR SELECT PORTFOLIOS PROSPECTUS, FEBRUARY 18, 2000
- --------------------------------------------------------------------------------

- - COLONIAL COUNSELOR SELECT BALANCED PORTFOLIO
- - COLONIAL COUNSELOR SELECT GROWTH PORTFOLIO
- - COLONIAL COUNSELOR SELECT INCOME PORTFOLIO

CLASS A, B AND C SHARES

Advised by Liberty Asset Management Company

Although these securities have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.

Not FDIC May Lose Value
Insured No Bank Guarantee

THE PORTFOLIOS........................................... XX

Each of these sections discusses the following topics: Investment Goals,
Primary Investment Policies, Investment Highlights, Performance History, Your
Expenses

TABLE OF CONTENTS

Counselor Select Balanced Portfolio .......................... xx

Counselor Select Growth Portfolio ............................ xx

Counselor Select Income Portfolio ............................ xx

UNDERLYING LIBERTY FUNDS .............................................. XX
Each of these sections discusses the following topics: Investment Goals,
Primary Investment Strategies, Primary Investment Risks

STOCK FUNDS

Stein Roe Growth & Income Fund ........................................ xx

Stein Roe Growth Stock Fund ........................................... xx

Stein Roe Capital Opportunities Fund .................................. xx

Colonial U.S. Growth & Income Fund .................................... xx

Colonial Small Cap Value Fund ......................................... xx

Colonial International Horizons Fund .................................. xx

Colonial Value Fund ................................................... xx

Colonial Select Value Fund ............................................ xx

Colonial Utilities Fund ............................................... xx

Crabbe Huson Real Estate Investment Fund .............................. xx

Newport Asia Pacific Fund ............................................. xx

Newport Tiger Fund .................................................... xx

BONDS FUNDS

Colonial Strategic Income Fund ........................................ xx

Colonial High Yield Securities Fund ................................... xx

Colonial Income Fund .................................................. xx

Colonial Intermediate U.S. Government Fund ............................ xx

Crabbe Huson Contrarian Income Fund ................................... xx

Stein Roe Intermediate Bond Fund ...................................... xx

MONEY MARKET FUND

Colonial Money Market Fund ............................................ xx

MANAGING THE Portfolios................................................ XX
Investment Advisor..................................................... xx
Portfolio Managers..................................................... xx

OTHER INVESTMENT STRATEGIES AND RISKS.................................. XX

FINANCIAL HIGHLIGHTS................................................... XX
Counselor Select Balanced Portfolio.................................... xx
Counselor Select Growth Portfolio...................................... xx
Counselor Select Income Portfolio...................................... xx
<PAGE>

THE PORTFOLIOS Counselor Select Portfolios

INVESTMENT GOALS AND PRIMARY INVESTMENT POLICIES
- -------------------------------------------------------------------------------

The Counselor Select Portfolios includes three mutual funds, each with
its own investment goal. Counselor Select Portfolios includes The
Counselor Select Income Portfolio, The Counselor Select Balanced
Portfolio and The Counselor Select Growth Portfolio. The Counselor Select
Portfolios do not invest directly in a portfolio of securities;
rather, in seeking to achieve their respective investment goals, they invest in
shares of underlying Liberty funds. Liberty Asset Management Company (LAMCO) is
the investment advisor to each of the Counselor Select Portfolios. Set
forth below are the underlying Liberty funds in which the Counselor Select
Portfolios may invest and the investment advisors:

<TABLE>
<CAPTION>
UNDERLYING LIBERTY FUNDS INVESTMENT ADVISOR
- ------------------------ ------------------
<S> <C>
STOCK FUNDS:

Stein Roe Growth & Income Fund Stein Roe & Farnham Incorporated (Stein
Roe)

Stein Roe Growth Stock Fund Stein Roe

Stein Roe Capital Opportunities Fund Stein Roe

Colonial U.S. Growth & Income Fund Colonial Management Associates, Inc.
(Colonial)

Colonial Small Cap Value Fund Colonial

Colonial International Horizons Fund Colonial

Colonial Value Fund Colonial

Colonial Select Value Fund Colonial

Colonial Utilities Fund Colonial

Crabbe Huson Real Estate Investment Fund Crabbe Huson Group, Inc. (Crabbe Huson)

Newport Asia Pacific Fund Newport Fund Management, Inc. (Newport)

Newport Tiger Fund Newport

BOND FUNDS:

Colonial Strategic Income Fund Colonial

Colonial High Yield Securities Fund Colonial

Colonial Income Fund Colonial

Colonial Intermediate U.S. Government Fund Colonial

Crabbe Huson Contrarian Income Fund Crabbe Huson

Stein Roe Intermediate Bond Fund Stein Roe

MONEY MARKET FUND:

Colonial Money Market Fund Colonial
</TABLE>
<PAGE>
INVESTMENT GOALS
- --------------------------------------------------------------------------------

The Colonial Counselor Select Portfolios' investment goals are as follows:

The Colonial Counselor Select Income Portfolio seeks current income.

The Colonial Counselor Select Balanced Portfolio seeks a balance of long-term
growth of capital and current income.

The Colonial Select Growth Portfolio seeks long-term growth of capital

PRIMARY INVESTMENT POLICIES
- --------------------------------------------------------------------------------

The pie charts below illustrate the expected asset allocation for each Portfolio
under normal market conditions:

- -----------------------------[PIE CHARTS]--------------------------------------

INCOME PORTFOLIO
----------------
20% Stock Funds
80% Bond and Money Market Funds

BALANCED PORTFOLIO
------------------
55% Stock Funds
45% Bond and Money Market Funds

GROWTH PORTFOLIO
----------------
80% Stock Funds
20% Bond and Money Market Funds

<PAGE>
THE PORTFOLIOS Counselor Select Portfolios

<TABLE>
<CAPTION>
INCOME PORTFOLIO BALANCED PORTFOLIO GROWTH PORTFOLIO
- ---------------- ------------------ ----------------
Allocation Ranges Allocation Ranges Allocation Ranges
<S> <C> <C>
Stock Funds 0% to 30% Stock Funds........ 25% to 75% Stock Funds....... 60% to 100%
Bond Funds 60% to 100% Bond Funds......... 25% to 75% Bond Funds........ 0% to 30%
Money Market Funds 0 to 10% Money Market Funds 0 to 10% Money Market Funds 0 to 10%
</TABLE>

Liberty Asset Management Company (advisor), an investment advisory affiliate of
the Distributor, first allocates each Counselor Select Portfolio's assets among
the two broad asset classes of stock and bond funds using traditional asset
allocation methodology based on the advisor's capital market assumptions for the
long-term return, risk and correlation of returns among these asset classes. It
then further allocates the portions assigned to these broad asset classes to
subcategories of such classes (e.g. international stock, U.S. large and small
capitalization stock, investment grade bonds, high yield bonds and short,
intermediate and long-term bonds) to seek the best combination of risk and
return. The advisor then selects the group of underlying Liberty funds within
each subcategory that it believes offers the best combination in terms of
performance, volatility and correlation of returns.

In general, the advisor intends to manage each Counselor Select Portfolio
according to its expected allocation strategy and within the allocation ranges
shown above. However, the advisor reserves the right in its discretion, without
prior notice to shareholders, to modify the allocation strategy for any
Counselor Select Portfolio from time to time. If, because of appreciation or
depreciation of the net asset value of the shares of the underlying Liberty
funds within the two principal asset classes, a Counselor Select Portfolio's
allocation falls outside the applicable range shown above, the advisor will
consider, in its discretion, whether to reallocate that Portfolio's investments
in the underlying Liberty funds to bring its allocation back within such range.
As shown above, each Counselor Select Portfolio also may invest up to 10% of
its assets in the Colonial Money Market Fund, and reserves the right to do so
without limit for temporary, defensive purposes.

INVESTMENT HIGHLIGHTS
- --------------------------------------------------------------------------------

Each Counselor Select Portfolio Represents a Different Asset
Allocation. The two broad investment categories - stocks and bonds - reflect
different degrees of potential risk and reward. While stocks have a greater
potential than bonds or money market investments to increase in value over the
long term, stocks are subject to the risk that stock prices in general will
decline over short or even extended periods. Stock markets tend to be cyclical
with periods when stock prices generally rise or fall. While bonds generate
fixed income in the form of interest and are typically less volatile than
stocks, bonds are subject to the risk that bond prices in general will decline
over short or long periods due primarily to changes in interest rates, as well
as to the risk that the issuer of a bond may be unable to pay its principal and
interest. A third investment category - cash or money market investments -
involves relatively little risk of loss of principal, but has the least
potential for high total return. All three categories of investment are subject
to

<PAGE>
inflation risk, which is the possibility that rising prices for goods and
services will erode the real return of the investment.

There are subcategories of stocks and bonds which involve different degrees of
risk and rewards. Foreign stocks can be more volatile than investments in U.S.
stocks. Stocks of small capitalization companies may offer greater opportunities
for capital appreciation, but may involve greater risk than stocks of larger,
more established companies. High yield bonds, while paying higher interest, are
more speculative and have a greater risk of default than investment grade bonds.
The market values of intermediate and long-term bonds tend to fluctuate in
response to changes in prevailing interest rates more than short-term bonds.

Asset allocation among the two principal categories of investments and their
subcategories is one of the most critical decisions an investor has to make. The
Counselor Select Income, Balanced and Growth Portfolios represent different
combinations of stock and bond investments involving different degrees of
potential risk and reward. Investors may select from the three
Counselor Select Portfolios based on their individual investment goals, time
horizon, tolerance for risk, and tax and financial circumstances.

<TABLE>
<CAPTION>
Counselor Select Potential Growth of Risk of Loss of
Portfolio Potential Income Capital Principal
- --------- ---------------- ------- ---------
<S> <C> <C> <C>
Income High Negligible Medium

Balanced Medium Medium Medium

Growth Low High High
</TABLE>

There is no assurance that the Counselor Select Portfolios will achieve
their stated objectives. The performance of each Colonial Counselor Select
Portfolio depends on the performance of the underlying Liberty funds in which it
invests. The performance of the underlying Liberty funds, in turn, depends on
the performance of the stock, bond and money markets in the U.S. and abroad and
on the performance of individual stocks, bonds and money market instruments in
which they directly or indirectly invest. The value of each Counselor
Select Portfolio will vary from day to day, reflecting changes in the values of
the underlying Liberty funds. When you sell your Counselor Select
Portfolio shares, they may be worth more or less than what you paid for them.

<PAGE>

THE PORTFOLIOS Counselor Select Portfolios

INVESTMENT GOALS AND PRIMARY INVESTMENT STRATEGIES
- -------------------------------------------------------------------------------

The underlying Liberty funds investment goals and primary investment strategies
are as follows:

Stein Roe Growth & Income Fund seeks to provide both growth of capital and
current income. The Fund invests all of its assets in SR&F Growth & Income
Portfolio as part of a master fund/feeder fund structure. Growth & Income
Portfolio invests primary in common stocks of well-established companies having
large-market capitalizations. The Growth & Income Portfolio may also invest
in companies having midsized market capitalizations. The Growth & Income
Portfolio may invest up to 25% of its assets in foreign stocks. To select
investments for the Growth & Income Portfolio, the portfolio manager looks
for common stocks that have the potential to appreciate in value and to pay
dividends. The portfolio manager focuses on the stocks of companies that have
experienced management; board, highly diversified product lines; deep financial
resources; easy access to credit; and a history of paying dividends.

Stein Roe Growth Stock Fund seeks long-term growth. The fund invests all of its
assets in SR&F Growth Stock Portfolio as part of a master fund/feeder fund
structure. Growth Stock Portfolio invests primary in the common stocks of
companies with large-market capitalizations. The Growth Stock Portfolio
emphasizes the technology, financial services, health care, and global
consumer franchise sectors. The Growth Stock Portfolio may invest up to 25%
of its assets in foreign stocks. To select investments for the Growth Stock
Portfolio, the portfolio manager considers companies that he believes will
generate earnings growth over the long term regardless of the economic
environment.

Stein Roe Capital Opportunities Fund seeks long-term growth. The Fund invests
primarily in the commons stocks of aggressive growth companies. An aggressive
growth company has the ability to increase its earnings at an above-average
rate. To select stocks for the Fund, the portfolio manager concentrates on
stocks of small and midcapitalization companies which she believes have
opportunites for growth. The Fund may invest up to 25% of its assets in
foreign stocks.

Colonial U.S. Growth & Income Fund seeks long-term growth and income.
Under normal market conditions, the Fund invests at least 65% of its total
assets in common stocks of U.S. companies with equity market capitalizations at
the time of purchase in excess of $3 billion. Up to 35% of the Fund's total
assets may be invested in common stocks of U.S. companies with equity market
capitalizations at the time of purchase between $1 billion and $3 billion. Also,
up to 10% of the Fund's total assets may be invested in a combination of (i)
convertible bonds, (ii) corporate bonds that are rated investment grade and
(iii) U.S. Government securities. When purchasing securities for the Fund, the
advisor may choose securities of companies it believes are undervalued.

Colonial Small Cap Value Fund seeks long-term growth by investing primarily in
smaller capitalization equities.Under normal market conditions, the Fund invests
at least 65% of its total assets in small capitalization stocks. Small
capitalization stocks are stocks which have market values at the time of
investment of between $20 million and the largest market capitalization in the
Russell 2000 Index (approximately $3.4 billion as of September 30, 1999). In
addition, any stock that is a member of the S&P Small Cap 600 Index is
considered a small capitalization stock. When purchasing securities for the
Fund, the advisor may choose securities of companies it believes are
undervalued.

Colonial International Horizons Fund seeks preservation of capital purchasing
power and long-term growth. Under normal market conditions, the Fund invests at
least 65% of its total assets in the equity securities of inflation sensitive
companies located outside the United States. The Fund's foreign investments may
include securities of companies located in emerging markets countries. The Fund
is a non-diversified mutual fund and, although it generally will not, it may
invest more than 5% of its total assets in the securities of a single issuer.

Colonial Value Fund seeks long-term growth and current income.
Under normal market conditions, the Fund seeks to achieve its investment goals
by investing primarily in income-producing equity securities. The Fund invests
at least 65% of its total assets in equity securities. The Fund may also invest
up to 35% of its total assets in debt securities. In managing the Fund, the
advisor follows a value investing approach in selecting stocks for its
portfolio. When purchasing securities for the Fund, the advisor may choose
securities of companies it believes are undervalued.

Colonial Select Value Fund seeks long-term growth. The Fund invests, under
normal market conditions, primarily in middle capitalization stocks. Middle
capitalization stocks are stocks with market capitalizations between $400
million and the largest stock in the Russell Mid Cap Index at the time
of purchase. In addition, any stock that is a member of the S&P Mid Cap 400
Index is considered a middle capitalization stock.

Colonial Utilities Fund seeks current income and long-term growth.
The Fund invests primarily in securities of U.S. utility companies. The Fund
invests in both equity and preferred securities of utility companies. In
addition, the advisor may invest up to 20% of the Fund's assets in foreign
utility company securities. In selecting investments for the Fund, the advisor
looks primarily for stocks of larger utility companies with established records.

Crabbe Huson Real Estate Investment Fund seeks to provide growth of capital and
current income. Under normal market conditions, the Fund invests at least 75%
of its total assets in equity securities of real estate investment trusts
(REITs) and other real estate industry companies. In managing the Fund, the
advisor follows a basic value, contrarian approach in selecting securities for
its portfolio.

REITs are pooled investment vehicles that invest primarily in income producing
real estate or real estate loans or interest. The Fund's REIT investments will
consist primarily of equity REITs which invests the majority of their assets
directly in real estate and derive income primarily from rents.

Other real estate industry companies in which the Fund may invest are companies
that derive at least 50% of their revenues or profits from either (a) the
ownership, development, construction, financing, management or sale of
commercial, industrial or residential real estate or (b) products or services
related to the real estate industry, such as building supplies or mortgage
servicing.

Newport Asia Pacific Fund seeks long-term growth.
Under normal market conditions, the Fund invests at least 80% of its total
assets in stocks of companies whose principal activities are in Asia or the
Pacific Basin. These countries may include Australia, Hong Kong, India,
Indonesia, Japan, Malaysia, New Zealand, the People's Republic of China, the
Philippines, Singapore, South Korea, Taiwan and Thailand. Under normal market
conditions, the Fund intends to invest a significant portion of its assets in
companies whose principal activities are in Japan and Hong Kong (including
Chinese issuers whose securities trade principally in Hong Kong markets). The
advisor will determine where a company's principal activities are located by
considering its country of organization, the principal trading market for its
stocks and the source of its revenues and location of its assets. The Fund may
invest in stocks of companies of any size, whose earnings, the advisor believes,
are in a strong growth trend or are undervalued.

Newport Tiger Fund seeks capital appreciation.
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the nine Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, Indonesia, China
and the Philippines. In selecting investments for the Fund, the advisor
typically purchases stocks of larger, well-established companies.

Colonial Strategic Income Fund seeks current income consistent with prudent
risk. The Fund also seeks maximum total return. The Fund seeks to achieve its
goals by investing in:

- - debt securities issued by the U.S. government;

- - debt securities issued by foreign governments; and

- - lower rated corporate debt securities.

The advisor allocates the Fund's investments among these types of securities at
any given time based on its estimate of the expected performance and risk of
each type of investment.

The Fund pursues its investment goals by investing a portion of its assets in
lower rated corporate debt securities. These securities have the following
ratings:

- - BBB through C by Standard & Poor's Corporation;

- - Baa through D by Moody's Investors Service, Inc.;

- - a comparable rating by another nationally recognized rating service; or

- - the security is unrated and the advisor believes it to be comparable in
quality to securities having such ratings as noted above.

The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.

Colonial High Yield Securities Fund seeks a high current income and total
return. The Fund pursues its investment goal by investing primarily in lower
rated corporate debt securities. These securities have the following ratings:

- - BBB through C by Standard & Poor's Corporation

- - Baa through D by Moody's Investor Services, Inc.

- - a comparable rating by another nationally recognized rating service, or

- - the security is unrated and the advisor believes it to be comparable in
quality to securities having such ratings as noted above..

Although the Fund will invest primarily in debt securities, the Fund may invest
in equity securities to seek capital appreciation. Equity securities include
common stocks, preferred stocks, warrants and debt securities convertible into
common stocks. Additionally, the Fund may invest in securities issued or
guaranteed by foreign governments or foreign companies, including securities
issued in emerging market countries.

Colonial Income Fund seeks as high a level of current income and total return
as is consistent with prudent risk. The Fund seeks to achieve its investment
goals by investing in:

- - Debt securities issued by the U.S. government or U.S. corporations;

- - Debt securities issued by foreign governments or corporations; and

- - Preferred stocks.

The allocation of investments among debt securities at any given time is based
on the investment advisor's estimate of the expected performance and risk of
each type of investment.

The Fund also invests in preferred stocks to pursue its goal of total return.
Some preferred stocks may be accompanied by a warrant, which is a right to
acquire the issuer's common stock. The Fund intends to dispose of any common
stock acquired through these warrants.

The Fund pursues its investment goals by investing a portion of it's assets in
lower rated corporate debt securities. These securities have the following
ratings:

- - BBB through C by Standard & Poor's Corporation

- - Baa through D by Moody's Investor Services, Inc.

- - a comparable rating by another nationally recognized rating service, or

- - the security is unrated and the advisor believes it to be comparable in
quality to a lower-rated debt security.

The Fund will limit its investments in lower rated corporate debt securities to
25% of its assets.

Additionally, the Fund may invest up to 25% of its assets in securities issued
or guaranteed by foreign governments or foreign companies, including securities
issued in emerging market countries.

Approval by the Fund's shareholders is not required to modify or change the
Fund's goals or investment strategies.

Colonial Intermediate U.S. Government Fund seeks as high a level of current
income and total return as is consistent with prudent risk.
Under normal market conditions, the Fund invests primarily in U.S. government
securities, including U.S. Treasuries and securities of various U.S. government
agencies. Agency securities include mortgage-backed securities, which represent
interests in pools of mortgages. The Fund has wide flexibility to vary its
allocation among different types of U.S. government securities based on the
advisor's judgment of which types of securities will outperform the others. In
selecting investments for the Fund, the advisor considers a security's expected
income together with its potential to rise or fall in price.

The Fund generally maintains a duration of less than seven years. As a result,
the Fund's portfolio has market risks and an expected average life comparable to
intermediate-term bonds. The advisor will vary the Fund's duration depending on
its forecast of interest rates and market conditions.

Crabbe Huson Contrarian Income Fund seeks to provide long-term capital
appreciation. Under normal market conditions, the Fund invests at least 60% of
its total assets in common stocks. In selecting investments for the Fund, the
advisor purchases primarily U.S. stocks of companies with medium (from $1
billion to $3 billion) and large (in excess of $3 billion) market
capitalizations. In managing the Fund, the advisor follows a basic value,
contrarian approach in selecting stocks for its portfolio.

Stein Roe Intermediate Bond Fund seeks its total return by pursuing current
income and opportunities for capital appreciation. The Fund invests all of
its assets in SR&F Intermediate Bond Portfolio as part of a master fund/
feeder fund structure. The Intermediate Bond Portfolio invests at least 65% of
its total assets in:

- - debt securities issued by the U.S. government--these include U.S.
Treasury securities and agency securities; agency
securities include certain mortgage-backed securities, which represent
interests in pools of mortgages,
- - debt securities of U.S. corporations, and
- - mortgage-backed securities and asset-backed securities issued by
private (non-governmental) entities.

The Intermediate Bond Portfolio will invest at least 60% of its total
assets in scurities are higher-quality debt securities rated at the time
of purchase:

- - at least A by Standard & Poor's, a division of The McGraw-Hill
Companies, Inc., o at least A2 by Moody's Investors Service, Inc., or

- - with a comparable rating by another nationally recognized rating agency.

The Intermedite Bond Portfolio may invest up to 40% of its total assets in
securities rated at the time of purchase:

- - BBB and below by Standard & Poor's,
- - Baa and below by Moody's Investors Service, Inc., or
- - with a comparable rating by another nationally recognized rating
agency.

The Intermediate Bond Portfolio may invest up to 20% of its total assets in
lower-rated debt securities. These securities are sometimes referred
to as "junk bonds" and are rated at the time of purchase:

- - below BBB by Standard & Poor's,
- - below Baa by Moody's Investors Service, Inc., or
- - with a comparable rating by another nationally recognized rating
agency.

Normally, the Intermediate Bond Portfolio expects to maintain a dollar-weighted
average effective maturity of three to 10 years.

The Intermediate Bond Portfolio seeks to achieve capital appreciation through
purchasing bonds that increase in market value. In addition, to a limited
extent, the Intermediate Bond Portfolio may seek capital appreciation by using
hedging techniques such as futures and options.

To a limited extent, the Intermediate Bond Portfolio may invest in foreign
securities.

The portfolio manager has wide flexibility to vary the allocation among
different types of debt securities based on his judgment of which types
of securities will outperform the others. In determining whether to buy
or sell securities, the portfolio manager evaluates relative values of
the various types of securities in which the Fund can invest (e.g., the
relative value of corporate debt securities versus mortgage-backed
securities under prevailing market conditions), relative values of
various rating categories (e.g., relative values of higher-rated
securities versus lower-rated securities under prevailing market
conditions), and individual issuer characteristics. The portfolio
manager may be required to sell portfolio investments to fund
redemptions.

Colonial Money Market Fund seeks maximum current income, consistent with capital
preservation and the maintenance of liquidity.
The Fund invests all of its assets in SR&F Cash Reserves Portfolio
as part of a master fund/feeder fund structure. The Portfolio invests in
high-quality money market securities. Money market funds are subject to strict
rules that require them to buy individual securities that have remaining
maturities of 13 months or less, maintain an average dollar-weighted Portfolio
maturity of 90 days or less, and buy only high-quality, dollar-denominated
obligations.

Under normal market conditions the SR&F Cash Reserves Portfolio invests at least
25% of its total assets in securities of issuers in the financial services
industry.

Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies
and Risks."

PRIMARY INVESTMENT RISKS
- --------------------------------------------------------------------------------
The primary risks of investing in the underlying Liberty funds are described
below. There are many circumstances (including additional risks that are not
described here) which could prevent the Counselor Select Portfolios from
achieving their goals. It is possible to lose money by investing in the
Counselor Select Portfolios.

Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions (all underlying
Liberty funds). Market risk includes interest rate risk (Colonial Strategic
Income Fund, Colonial High Yield Securities Fund, Colonial Income Fund, Colonial
Intermediate U.S. Government Fund, Stein Roe Intermediate Bond Fund, Colonial
Money Market Fund, Crabbe Huson Contrarian Income Fund).

Interest rate risk is the risk of a change in the price of a bond
when interest rates increase or decline. In general, if interest rates rise,
bond prices fall; and if interest rates fall, bond prices rise. Changes in the
values of bonds usually will not affect the amount of income the Fund receives
from them but will affect the value of the Fund's shares. Interest rate risk is
generally greater for bonds with longer maturities (Colonial Strategic Income
Fund, Colonial High Yield Securities Fund, Colonial Income Fund, Colonial
Intermediate U.S. Government Fund, Stein Roe Intermediate Bond Fund, Colonial
Money Market Fund, Crabbe Huson Contrarian Income Fund).

Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If the advisor's assessment of a company's
prospects is wrong, the price of its stock may not approach the value the
advisor has placed on it (Colonial U.S. Growth & Income Fund, Colonial Small
Cap Value Fund, Colonial Value Fund, Newport Asia Pacific Fund, Crabbe
Huson Contrarian Income Fund, Colonial Select Value Fund, Stein Roe Growth &
Income Fund, Stein Roe Growth Stock Fund, Stein Roe Capital Opportunities
Fund).

Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, in smaller volumes and fluctuate more sharply in price than stocks
of larger companies. In addition, they may not be widely followed by the
investment community, which can lower the demand for their stock (Colonial
Small Cap Value Fund, Colonial Select Value Fund, Newport Asia Pacific Fund,
Crabbe Huson Contrarian Income Fund, Stein Roe Capital Opportunities Fund).

Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the
value of foreign securities. The liquidity of foreign securities may be more
limited than domestic securities, which means that the Fund may, at times,
be unable to sell foreign securities at desirable prices. Brokerage
commissions, custodial fees and other fees are generally higher for foreign
investments. In addition, foreign governments may impose withholding taxes
which would reduce the amount of income available to distribute to shareholders.
Other risks include the following: possible delays in the settlement of
transactions; less publicly available information about companies; the impact of
political, social or diplomatic events; and possible seizure, expropriation or
nationalization of the company or its assets (Stein Roe Growth & Income Fund,
Stein Roe Growth Stock Fund, Stein Roe Capital Opportunities Fund, Colonial
International Horizons Fund, Colonial Utilities Fund, Newport Asia Pacific Fund,
Colonial Strategic Income Fund, Newport Tiger Fund, Colonial High Yield
Securities Fund, Colonial Income Fund, Crabbe Huson Contrarian Income Fund,
Colonial Money Market Fund).

Emerging markets are also subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets (Colonial International Horizons Fund, Newport Asia
Pacific Fund, Colonial Strategic Income Fund, Newport Tiger Fund, Colonial
High Yield Securities Fund, Colonial Income Fund).

Utility company securities are subject to special risks. These securities are
especially affected by changes in interest rates as well as by general
competitive and market forces in the industry. As interest rates increase, the
value of securities of utility companies tends to decrease, and vice versa.
In addition, utility companies are affected by changes in government
regulation. In particular, the profitability of utilities may in the future be
adversely affected by increased competition resulting from deregulation
(Colonial Utilities Fund).

Equity real estate investment trusts (REITs) are entities which either own
properties or make construction or mortgage loans. Equity REITs may also
incldue operating or finance companies. Investing in REITs involves certain
unique risks in addition to those risks associated with the real estate
industry in general. The prices of equity REITs are affected by changes in
the value of the underlying property owned by the REITs. REITs are subject to
heavy cash flow dependency and default by borrowers. In addition, although the
Fund does not invest directly in real estate, a REIT investment by a fund is
subject to certain of the risks associated with the ownership of real estate.
These risks include possible declines in the value of real estate, risks
related to general and local economic conditions, possible lack of availability
of mortgage funds, and changes in interest rates (Crabbe Huson Real Estate
Investment Fund, Crabbe Huson Contrarian Income Fund).

Because the Fund's investments are concentrated in Asia and the Pacific Basin,
the Fund is particularly susceptible to regional risks. Events in any one
country may impact the other countries or the region as a whole. As a result,
events in the region will generally have a greater effect on the Fund than if
the Fund were more geographically diversified, which may result in greater
losses and volatility. Recently, the markets in each of the Asian countries have
suffered significant downturns and significant volatility. Increased social or
political unrest in some or all of these countries could cause further economic
and market uncertainty (Newport Asia Pacific Fund).

Because the Fund may invest in debt securities issued by private
entities, including corporate bonds and privately issued mortgage-backed
and asset-backed securities, the Fund is subject to issuer risk. Issuer risk is
the possibility that changes in the financial condition of the issuer of a
security, changes in general economic conditions, or changes in economic
conditions that affect the issuer may impact its ability to make timely payments
of interest or principal. This could result in a decrease in the price of the
security (Colonial Strategic Income Fund, Colonial High Yield Securities Fund,
Colonial Income Fund, Colonial Money Market Fund, Crabbe Huson Contrarian
Income Fund).

Because the Fund's investments are concentrated in the nine Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries or the Southeast Asian region as a
whole. As a result, events in the region will generally have a greater effect on
the Fund than if the Fund were more geographically diversified, which may result
in greater losses and volatility (Newport Tiger Fund).

As a non-diversified mutual fund, the Fund is allowed to invest a greater
percentage of its total assets in the securities of a single issuer. This may
concentrate risk and, therefore, the Fund may have an increased risk of loss
compared to a similar diversified mutual fund (Newport Asia Pacific Fund,
Colonial International Horizons Fund).

Lower rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated
debt securities have the added risk that the issuer of the security may
default and not make payment of interest or principal (Colonial Strategic
Income Fund, Colonial High Yield Securities Fund, Colonial Income Fund).

Structure risk is the risk that an event will occur (such as a security being
prepaid or called) that alters the security's cashflows. Prepayment risk is a
particular type of structure risk that is present in the Fund because of its
investments in mortgage-backed securities. Prepayment risk is the possibility
that, as interest rates fall, homeowners are more likely to refinance their home
mortgages. When mortgages are refinanced, the principal on mortgage-backed
securities is paid earlier than expected. In an environment of declining
interest rates, mortgage-backed securities may offer less potential for gain
than other debt securities. During perios of rising interest rates, mortgage-
backed securities have a high risk of declining in price because the declining
prepayment rates effectively increase the maturity of the security. In addition,
the potential impact of prepayment on the price of a mortgage-backed security
may be difficult to predict and result in greater volatility (Stein Roe
Intermediate Bond Fund, Colonial Intermediate U.S. Government Fund, Colonial
Income Fund, Crabbe Huson Contrarian Income Fund).

An investment in the Fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although the Fund seeks to
preserve the value of your investment at $1.00 per share, it is possible to lose
money by investing in the Fund. Additionally, the Fund's yield will vary as the
short-term securities in its portfolio mature and the proceeds are reinvested in
securities with different interest rates (Colonial Money Market Fund).

Because of the policy of investing at least 25% of assets in securities of
issuers in the financial service industry, the Fund may be affected more
adversely than competing funds by changes affecting the industry (Colonial
Money Market Fund).

The Fund and Portfolio may participate in an interfund lending program, which
allows them to lend money to and borrow money from other funds advised by the
advisor. They will do so when the advisor believes such lending or borrowing is
necessary and appropriate. Borrowing costs will be the same as or lower than the
costs of a bank loan (Colonial Money Market Fund, Stein Roe Intermediate Bond
Fund, Stein Roe Growth & Income Fund, Stein Roe Growth Stock Fund, Stein Roe
Capital Opportunities Fund).

PERFORMANCE

Because the Balanced, Growth and Income Portfolios commenced investment
operations on January 29, 1999, and have not completed one full year of
investment performance, information related to each Portfolio's performance has
not been included in this prospectus.
<PAGE>

THE PORTFOLIOS Counselor Select Balanced Portfolio

UNDERSTANDING EXPENSES

SHAREHOLDER FEES are paid directly by shareholders to Liberty Funds Distributor,
Inc., the Portfolio's distributor.

ANNUAL FUND OPERATING EXPENSES are deducted from the Portfolio. They include
management fees, 12b-1 fees, brokerage costs, and administrative costs including
pricing and custody services.

EXAMPLE EXPENSES help you compare the cost of investing in the Portfolio to the
cost of investing in other mutual funds.The table does not take into account any
expense reduction arrangements discussed in the footnotes to the Annual Fund
Operating Expenses table. It uses the following hypothetical conditions:

- - $10,000 initial investment

- - 5% total return for each year

- - Portfolio operating expenses remain
the same

- - Assumes reinvestment of all dividends and distributions

YOUR EXPENSES
- --------------------------------------------------------------------------------
Expenses are one of several factors to consider before you invest in a mutual
fund. The tables below describe the fees and expenses you may pay when you buy,
hold and sell shares of the Portfolio.

SHAREHOLDER FEES (1) (PAID DIRECTLY FROM YOUR INVESTMENT)

<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
<S> <C> <C> <C>
Maximum sales charge (load) on purchases (%)
(as a percentage of the offering price) 5.75 0.00 0.00
- --------------------------------------------------- ----------- ----------- -----------
Maximum deferred sales charge (load) on
redemptions (%) (as a percentage of the
offering price) 1.00(2) 5.00 1.00
- --------------------------------------------------- ----------- ----------- -----------
Redemption fee(3) (as a percentage of amount
redeemed, if applicable) (3) (3) (3)
</TABLE>

ANNUAL FUND OPERATING EXPENSES (DEDUCTED DIRECTLY FROM PORTFOLIO ASSETS)

<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
<S> <C> <C> <C>
Management fee(4) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Distribution and service (12b-1) fees (%) _.__ _.__ _.___
- --------------------------------------------------- ----------- ----------- -----------
Other expenses(4) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Total annual fund operating expenses(4) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------

</TABLE>

EXAMPLE EXPENSES (YOUR ACTUAL COSTS MAY BE HIGHER OR LOWER)

<TABLE>
<CAPTION>
CLASS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
<S> <C> <C> <C> <C>
Class A $_,___ $_,___ $_,___ $_,___
--------------------------------------- ---------- ----------- ----------- -----------
Class B: did not sell your shares $_,___ $_,___ $_,___ $_,___
sold all your shares at
the end of the period $_,___ $_,___ $_,___ $_,___
--------------------------------------- ---------- ----------- ----------- -----------
Class C: did not sell your shares $_,___ $_,___ $_,___ $_,___
sold all your shares at
the end of the period $_,___ $_,___ $_,___ $_,___
</TABLE>

(1) A $10 annual fee is deducted from accounts of less than $1,000 and paid
to the transfer agent.

(2) This charge applies only to certain Class A shares bought without an
initial sales charge that are sold within 18 months of purchase.

(3) There is a $7.50 charge for wiring sale proceeds to your bank.

(4) The Portfolio's advisor have voluntarily agreed to waive advisory
fees and reimburse the Portfolio for certain expenses so
that the total annual fund operating expenses (exclusive of
distribution and service fees, brokerage commissions, interest, taxes
and extraordinary expenses, if any) will not exceed _.__%. As a result,
the actual management fees for each share class would be __.__%, other
expenses for each share class would be __.__% and total annual fund
operating expenses for Class A, B and C shares would be __.__%, __.__%
and __.__%, respectively.

<PAGE>

THE PORTFOLIOS Counselor Select Growth Portfolio

UNDERSTANDING EXPENSES

SHAREHOLDER FEES are paid directly by shareholders to Liberty Funds Distributor,
Inc., the Fund's distributor.

ANNUAL FUND OPERATING EXPENSES are deducted from the Portfolio. They include
management fees, 12b-1 fees, brokerage costs, and administrative costs including
pricing and custody services.

EXAMPLE EXPENSES help you compare the cost of investing in the Fund to the cost
of investing in other mutual funds. The table does not take into account any
expense reduction arrangements discussed in the footnotes to the Annual Fund
Operating Expenses table. It uses the following hypothetical conditions:

- - $10,000 initial investment

- - 5% total return for each year

- - Fund operating expenses remain
the same

- - Assumes reinvestment of all dividends and distributions

SHAREHOLDER FEES (5) (PAID DIRECTLY FROM YOUR INVESTMENT)

<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
<S> <C> <C> <C>
Maximum sales charge (load) on purchases (%)
(as a percentage of the offering price) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Maximum deferred sales charge (load) on
redemptions (%) (as a percentage of the
offering price) _.__(6) _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Redemption fee(7) (as a percentage of amount
redeemed, if applicable) (7) (7) (7)
</TABLE>

ANNUAL FUND OPERATING EXPENSES (DEDUCTED DIRECTLY FROM PORTFOLIO ASSETS)

<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
<S> <C> <C> <C>
Management fee(8) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Distribution and service (12b-1) fees (%) _.__ _.__ _.___
- --------------------------------------------------- ----------- ----------- -----------
Other expenses(8) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Total annual fund operating expenses(8) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------

</TABLE>

EXAMPLE EXPENSES (YOUR ACTUAL COSTS MAY BE HIGHER OR LOWER)

(5) A $10 annual fee is deducted from accounts of less than $1,000 and paid
to the transfer agent.

(6) This charge applies only to certain Class A shares bought without an
initial sales charge that are sold within 18 months of purchase.

(7) There is a $7.50 charge for wiring sale proceeds to your bank.

(8) The Portfolio's advisor have voluntarily agreed to waive advisory
fees and reimburse the Portfolio for certain expenses so
that the total annual fund operating expenses (exclusive of
distribution and service fees, brokerage commissions, interest, taxes
and extraordinary expenses, if any) will not exceed _.__%. As a result,
the actual management fees for each share class would be __.__%, other
expenses for each share class would be __.__% and total annual fund
operating expenses for Class A, B and C shares would be __.__%, __.__%
and __.__%, respectively.

<PAGE>

THE PORTFOLIOS Counselor Select Income Portfolio

UNDERSTANDING EXPENSES

SHAREHOLDER FEES are paid directly by shareholders to Liberty Funds Distributor,
Inc., the Portfolio's distributor.

ANNUAL FUND OPERATING EXPENSES are deducted from the Portfolio. They include
management fees, 12b-1 fees, brokerage costs, and administrative costs including
pricing and custody services.

EXAMPLE EXPENSES help you compare the cost of investing in the Portfolio to the
cost of investing in other mutual funds. The table does not take into account
any expense reduction arrangements discussed in the footnotes to the Annual Fund
Operating Expenses table. It uses the following hypothetical conditions:

- - $10,000 initial investment

- - 5% total return for each year

- - Fund operating expenses remain
the same

- - Assumes reinvestment of all dividends and distributions

SHAREHOLDER FEES (9) (PAID DIRECTLY FROM YOUR INVESTMENT)

<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
<S> <C> <C> <C>
Maximum sales charge (load) on purchases (%)
(as a percentage of the offering price) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Maximum deferred sales charge (load) on
redemptions (%) (as a percentage of the
offering price) _.__(10) _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Redemption fee(11) (as a percentage of amount
redeemed, if applicable) (11) (11) (11)
</TABLE>

ANNUAL FUND OPERATING EXPENSES (DEDUCTED DIRECTLY FROM PORTFOLIO ASSETS)

<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
<S> <C> <C> <C>
Management fee(12) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Distribution and service (12b-1) fees (%) _.__ _.__ _.___
- --------------------------------------------------- ----------- ----------- -----------
Other expenses(12) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------
Total annual fund operating expenses(12) (%) _.__ _.__ _.__
- --------------------------------------------------- ----------- ----------- -----------

</TABLE>

EXAMPLE EXPENSES (YOUR ACTUAL COSTS MAY BE HIGHER OR LOWER)

(9) A $10 annual fee is deducted from accounts of less than $1,000 and paid
to the transfer agent.

(10) This charge applies only to certain Class A shares bought without an
initial sales charge that are sold within 18 months of purchase.

(11) There is a $7.50 charge for wiring sale proceeds to your bank.

(12) The Portfolio's advisor have voluntarily agreed to waive advisory
fees and reimburse the Portfolio for certain expenses so
that the total annual fund operating expenses (exclusive of
distribution and service fees, brokerage commissions, interest, taxes
and extraordinary expenses, if any) will not exceed _.__%. As a result,
the actual management fees for each share class would be __.__%, other
expenses for each share class would be __.__% and total annual fund
operating expenses for Class A, B and C shares would be __.__%, __.__%
and __.__%, respectively.

<PAGE>
YOUR ACCOUNT

<TABLE>
<CAPTION>
INVESTMENT MINIMUMS(16)
<S> <C>
Initial Investment................ $1,000
Subsequent Investments............ $ 50
Automatic Investment Plan......... $ 50
Retirement Plans ................. $ 25
</TABLE>

HOW TO BUY SHARES
- --------------------------------------------------------------------------------
Your financial advisor can help you establish an appropriate investment
portfolio, buy shares and monitor your investments. When a Portfolio receives
your purchase request in "good form," your shares will be bought at the next
calculated public offering price. "Good form" means that you placed your order
with your brokerage firm or your payment has been received and your application
is complete, including all necessary signatures.

OUTLINED BELOW ARE THE VARIOUS OPTIONS FOR BUYING SHARES:

<TABLE>
<CAPTION>
METHOD INSTRUCTIONS
<S> <C>
Through your Your financial advisor can help you establish your
financial advisor account and buy Portfolio shares on your behalf.
--------------------------------------------------------------------------------------
By check For new accounts, send a completed application and check made
(new account) payable to the Portfolio to the transfer agent, Liberty
Funds Services, Inc., P.O. Box 1722, Boston, MA
02105-1722.
--------------------------------------------------------------------------------------
By check For existing accounts, fill out and return the additional (existing
account) investment stub included in your quarterly statement, or send a
letter of instruction including your Portfolio name and account
number with a check made payable to the Portfolio to Liberty
Funds Services, Inc., P.O. Box 1722, Boston, MA
02105-1722.
--------------------------------------------------------------------------------------
By exchange You or your financial advisor may acquire shares by exchanging
shares you own in one fund for shares of the same class of the
Portfolio at no additional cost. There may be an additional charge
if exchanging from a money market fund. To exchange by
telephone, call 1-800-422-3737.
--------------------------------------------------------------------------------------
By wire You may purchase shares by wiring money from your bank account
to your fund account. To wire funds to your fund account, call
1-800-422-3737 to obtain a control number and the wiring
instructions.
--------------------------------------------------------------------------------------
By electronic You may purchase shares by electronically transferring money
funds transfer from your bank account to your fund account by calling
1-800-422-3737. Electronic funds transfers may take up to
two business days to settle and be considered in "good
form." You must set up this feature prior to your
telephone request. Be sure to complete the appropriate
section of the application.
--------------------------------------------------------------------------------------
Automatic You can make monthly or quarterly investments automatically
investment plan from your bank account to your fund account. You can select a
pre-authorized amount to be sent via electronic funds
transfer. Be sure to complete the appropriate section of the
application for this feature.
--------------------------------------------------------------------------------------
By dividend You may automatically invest dividends distributed by one fund
diversification into the same class of shares of the Portfolio at no additional
sales charge. To invest your dividends in another fund, call
1-800-345-6611.
</TABLE>

(13) Each Portfolio reserves the right to change the investment minimums.
Each Portfolio also reserves the right to refuse a purchase order for
any reason, including if it believes that doing so would be in the
best interest of the Portfolio and its shareholders.

<PAGE>
YOUR ACCOUNT

CHOOSING A SHARE CLASS

The Portfolios offers three classes of shares in this prospectus -- CLASS A, B
and C. Each share class has its own sales charge and expense structure.
Determining which share class is best for you depends on the dollar amount you
are investing and the number of years for which you are willing to invest.
Purchases of $250,000 or more but less than $1 million can be made only in Class
A or Class C shares. Purchases of $1 million or more are automatically invested
in Class A shares. Based on your personal situation, your investment advisor
can help you decide which class of shares makes the most sense for you.

The Counselor Select Portfolios also offers an additional class of
shares, Class Z shares, exclusively to certain institutional and other
investors. Class Z shares are made available through a separate prospectus
provided to eligible institutional and other investors.

SALES CHARGES
- --------------------------------------------------------------------------------
You may be subject to an initial sales charge when you purchase, or a contingent
deferred sales charge (CDSC) when you sell, shares of a Portfolio. These sales
charges are described below. In certain circumstances, these sales charges are
waived, as described below and in the Statement of Additional Information.

CLASS A SHARES Your purchases of Class A shares generally are at the public
offering price. This price includes a sales charge that is based on the amount
of your initial investment when you open your account. The sales charge is the
commission paid to the financial advisor firm on the sale of Class A shares. The
sales charge you pay on additional investments is based on the total amount of
your purchase and the current value of your account. The amount of the sales
charge differs depending on the amount you invest as shown in the tables below.

BALANCED PORTFOLIO AND GROWTH PORTFOLIO

<TABLE>
<CAPTION>
% OF
OFFERING
AS A % OF PRICE
THE PUBLIC AS A % RETAINED BY
OFFERING OF YOUR FINANCIAL
AMOUNT OF PURCHASE PRICE INVESTMENT ADVISOR FIRM
<S> <C> <C> <C>
Less than $50,000 5.75 6.10 5.00
- ---------------------------------------------------------------------------------------
$ 50,000 to less than $100,000 4.50 4.71 3.75
- ---------------------------------------------------------------------------------------
$100,000 to less than $250,000 3.50 3.63 2.75
- ---------------------------------------------------------------------------------------
$250,000 to less than $500,000 2.50 2.56 2.00
- ---------------------------------------------------------------------------------------
$500,000 to less than $1,000,000 2.00 2.04 1.75
- ---------------------------------------------------------------------------------------
$1,000,000 or more(14) 0.00 0.00 0.00
</TABLE>

INCOME PORTFOLIO

<TABLE>
<CAPTION>
% OF
OFFERING
AS A % OF PRICE
THE PUBLIC AS A % RETAINED BY
OFFERING OF YOUR FINANCIAL
AMOUNT OF PURCHASE PRICE INVESTMENT ADVISOR FIRM
<S> <C> <C> <C>
Less than $50,000 4.75 4.99 4.25
- ---------------------------------------------------------------------------------------
$ 50,000 to less than $100,000 4.50 4.71 4.00
- ---------------------------------------------------------------------------------------
$100,000 to less than $250,000 3.50 3.63 3.00
- ---------------------------------------------------------------------------------------
$250,000 to less than $500,000 2.50 2.56 2.00
- ---------------------------------------------------------------------------------------
$500,000 to less than $1,000,000 2.00 2.04 1.75
- ---------------------------------------------------------------------------------------
$1,000,000 or more(14) 0.00 0.00 0.00
</TABLE>

(14) Class A shares bought without an initial sales charge in accounts
aggregating $1 million to $5 million at the time of purchase are
subject to a 1% CDSC if the shares are sold within 18 months of the
time of purchase. Subsequent Class A share purchases that bring your
account value above $1 million are subject to a 1% CDSC if redeemed
within 18 months of their purchase date. The 18-month period begins on
the first day of the month following each purchase.

<PAGE>
YOUR ACCOUNT

UNDERSTANDING CONTINGENT DEFERRED SALES CHARGES

Certain investments in Class A, B and C shares are subject to a CDSC, a sales
charge applied at the time you sell your shares. You will pay the CDSC only on
shares you sell within a certain amount of time after purchase. The CDSC
generally declines each year until there is no charge for selling shares. The
CDSC is applied to the net asset value at the time of purchase or sale,
whichever is lower. For purposes of calculating the CDSC, the start of the
holding period is the month-end of the month in which the purchase is made.
Shares you purchase with reinvested dividends or capital gains are not subject
to a CDSC. When you place an order to sell shares, the Portfolio will
automatically sell first those shares not subject to a CDSC and then those you
have held the longest. This policy helps reduce and possibly eliminate the
potential impact of the CDSC.

For Class A share purchases of $1 million or more, financial advisors receive a
commission from the distributor as follows:

PURCHASES OVER $1 MILLION

<TABLE>
<CAPTION>
AMOUNT PURCHASED COMMISSION %
<S> <C>
First $3 million 1.00
- ---------------------------------------------------------------------------------------
Next $2 million 0.50
- ---------------------------------------------------------------------------------------
Over $5 million 0.25(15)
</TABLE>

REDUCED SALES CHARGES FOR LARGER INVESTMENTS There are two ways for you to pay a
lower sales charge when purchasing Class A shares. The first is through Rights
of Accumulation. If the combined value of the Portfolio accounts maintained by
you, your spouse or your minor children reaches a discount level (according to
the chart on the previous page), your next purchase will receive the lower sales
charge. The second is by signing a Statement of Intent within 90 days of your
purchase. By doing so, you would be able to pay the lower sales charge on all
purchases by agreeing to invest a total of at least $50,000 within 13 months. If
your Statement of Intent purchases are not completed within 13 months, you will
be charged the applicable sales charge on the amount you had invested to that
date. In addition, certain investors may purchase shares at a reduced sales
charge or net asset value (NAV), which is the value of a fund share excluding
any sales charges. See the Statement of Additional Information for a description
of these situations.

CLASS B SHARES Your purchases of Class B shares are at the Portfolios' NAV.
Class B shares have no front-end sales charge, but they do carry a CDSC that
is imposed only on shares sold prior to the completion of the periods shown in
the chart below. The CDSC generally declines each year and eventually disappears
over time. Class B shares automatically convert to Class A shares after eight
years. The distributor pays the financial advisor firm an up-front commission
of 4.00% on sales of Class B shares of the Income Portfolio and 5.00% on sales
of Class B shares of the Balanced Portfolio and Growth Portfolio.

COUNSELOR SELECT PORTFOLIOS

<TABLE>
<CAPTION>
HOLDING PERIOD AFTER PURCHASE % DEDUCTED WHEN
SHARES ARE SOLD
<S> <C>
Through first year 5.00
- ---------------------------------------------------------------------------------------
Through second year 4.00
- ---------------------------------------------------------------------------------------
Through third year 3.00
- ---------------------------------------------------------------------------------------
Through fourth year 3.00
- ---------------------------------------------------------------------------------------
Through fifth year 2.00
- ---------------------------------------------------------------------------------------
Through sixth year 1.00
- ---------------------------------------------------------------------------------------
Longer than six years 0.00
</TABLE>

(15) Paid over 12 months but only to the extent the shares remain
outstanding.

<PAGE>
YOUR ACCOUNT

CLASS C SHARES Similar to Class B shares, your purchases of Class C shares are
at the Portfolios' NAV. Although Class C shares have no front-end sales charge,
they carry a CDSC of 1.00% that is applied to shares sold within the first year
after they are purchased. After holding shares for one year, you may sell them
at any time without paying a CDSC. The distributor pays the financial advisor
firm an up-front commission of 1.00% on sales of Class C shares.

THE PORTFOLIOS

<TABLE>
<CAPTION>
YEARS AFTER PURCHASE % DEDUCTED WHEN SHARES ARE SOLD
<S> <C>
Through first year 1.00
- ---------------------------------------------------------------------------------------
Longer than one year 0.00
</TABLE>

<PAGE>
YOUR ACCOUNT

HOW TO EXCHANGE SHARES
- --------------------------------------------------------------------------------
You may exchange your shares for shares of the same share class of another fund
distributed by Liberty Funds Distributor, Inc. at net asset value. If your
shares are subject to a CDSC, you will not be charged a CDSC upon the exchange.
However, when you sell the shares acquired through the exchange, the shares sold
may be subject to a CDSC, depending upon when you originally purchased the
shares you exchanged. For purposes of computing the CDSC, the length of time you
have owned your shares will be computed from the date of your original purchase
and the applicable CDSC will be the CDSC of the original fund. Unless your
account is part of a tax-deferred retirement plan, an exchange is a taxable
event. Therefore, you may realize a gain or a loss for tax purposes. A Portfolio
may terminate your exchange privilege if the advisor determines that your
exchange activity is likely to adversely impact its ability to manage the
Portfolio. To exchange by telephone, call 1-800-422-3737.

HOW TO SELL SHARES
- --------------------------------------------------------------------------------
Your financial advisor can help you determine if and when you should sell your
shares. You may sell shares of a Portfolio on any regular business day that
the New York Stock Exchange (NYSE) is open.

When a Portfolio receives your sales request in "good form," shares will be
sold at the next calculated price. In "good form" means that money used to
purchase your shares is fully collected. When selling shares by letter of
instruction, "good form" also means (i) your letter has complete instructions,
the proper signatures and signature guarantees, (ii) you have included any
certificates for shares to be sold, and (iii) any other required documents are
attached. For additional documents required for sales by corporations, agents,
fiduciaries and surviving joint owners, please call 1-800-345-6611. Retirement
plan accounts have special requirements; please call 1-800-799-7526 for more
information.

The Portfolios will generally send proceeds from the sale to you within seven
days (usually on the next business day after your request is received in "good
form"). However, if you purchased your shares by check, a Portfolio may delay
sending the proceeds from the sale of your shares for up to 15 days after your
purchase to protect against checks that are returned. No interest will be paid
on uncashed redemption checks.

<PAGE>
YOUR ACCOUNT

OUTLINED BELOW ARE THE VARIOUS OPTIONS FOR SELLING SHARES:

<TABLE>
<CAPTION>
METHOD INSTRUCTIONS
<S> <C>
Through your You may call your financial advisor to place your sell order.
financial advisor To receive the current trading day's price, your financial
advisor firm must receive your request prior to the close
of the NYSE, usually 4:00 p.m. Eastern time.
- ---------------------------------------------------------------------------------------
By exchange You or your financial advisor may sell shares by exchanging
from a Portfoio into the same share class of another fund at
no additional cost. To exchange by telephone, call
1-800-422-3737.
- ---------------------------------------------------------------------------------------
By telephone You or your financial advisor may sell shares by telephone and
request that a check be sent to your address of record by
calling 1-800-422-3737, unless you have notified the Portfolio of an
address change within the previous 30 days. The dollar limit
for telephone sales is $100,000 in a 30-day period. You do not
need to set up this feature in advance of your call. Certain
restrictions apply to retirement accounts. For details, call
1-800-345-6611.
- ---------------------------------------------------------------------------------------
By mail You may send a signed letter of instruction or stock power form
along with any certificates to be sold to the address below.
In your letter of instruction, note the Portfolio's name, share
class, account number, and the dollar value or number of shares
you wish to sell. All account owners must sign the letter, and
signatures must be guaranteed by either a bank, a member firm
of a national stock exchange or another eligible guarantor
institution. Additional documentation is required for sales by
corporations, agents, fiduciaries, surviving joint owners and
individual retirement account owners. For details, call
1-800-345-6611.

Mail your letter of instruction to Liberty Funds Services,
Inc., P.O. Box 1722, Boston, MA 02105-1722.
- ---------------------------------------------------------------------------------------
By wire You may sell shares and request that the proceeds be
wired to your bank. You must set up this feature prior to
your telephone request. Be sure to complete the
appropriate section of the account application for this
feature.
- ---------------------------------------------------------------------------------------
By electronic You may sell shares and request that the proceeds be
funds transfer electronically transferred to your bank. Proceeds may take up
to two business days to be received by your bank. You must set up
this feature prior to your request. Be sure to complete the
appropriate section of the account application for this feature.
</TABLE>

DISTRIBUTION AND SERVICE FEES
- --------------------------------------------------------------------------------
Each Portfolio has adopted a plan under Rule 12b-1 that permits it to pay
marketing and other fees to support the sale and distribution of Class A, B and
C shares and the services provided to you by your financial advisor. The annual
distribution fee and service fee may equal up to 0.0% and 0.25%, respectively,
for Class A shares and 0.75% and 0.75%, respectively, for each of Class B and
Class C shares and are paid out of the assets of these classes. Over time, these
fees will increase the cost of your shares and may cost you more than paying
other types of sales charges.(16)

(16) Class B shares automatically convert to Class A shares after eight
years, eliminating the distribution fee upon conversion.

<PAGE>
YOUR ACCOUNT

OTHER INFORMATION ABOUT YOUR ACCOUNT
- --------------------------------------------------------------------------------
HOW A PORTFOLIO'S SHARE PRICE IS DETERMINED The price of each class of a
Portfolio's shares is based on its net asset value (NAV). The NAV is determined
at the close of the NYSE, usually 4:00 p.m. Eastern time, on each business day
that the NYSE is open (typically Monday through Friday).

When you request a transaction, it will be processed at the NAV (plus any
applicable sales charges) next determined after your request is received in
"good form" by the distributor. In most cases, in order to receive that day's
price, the distributor must receive your order before that day's transactions
are processed. If you request a transaction through your financial advisor's
firm, the firm must receive your order by the close of trading on the NYSE to
receive that day's price.

Each Portfolio determines its NAV for each share class by dividing each class'
total net assets by the number of that class' shares outstanding. In determining
the NAV, each Portfolio must determine the price of each security in its
portfolio at the close of each trading day. Because the Portfolios hold
securities that are traded on foreign exchanges, the value of the Portfolios'
securities may change on days when shareholders will not be able to buy or sell
Portfolio shares. This will affect the Portfolios' NAV on the day it is next
determined. Securities for which market quotations are available are valued
each day at the current market value. However, where market quotations are
unavailable, or when the advisor believes that subsequent events have made them
unreliable, the Portfolios may use other data to determine the fair value of
the securities.

You can find the daily prices of some share classes for each Portfolio in most
major daily newspapers under the caption "Liberty." You can find daily prices
for all share classes by visiting the Portfolios' web site at
www.libertyfunds.com.

ACCOUNT FEES If your account value falls below $1,000 (other than as a result of
depreciation in share value), you may be subject to an annual account fee of
$10. This fee is deducted from the account in June each year. Approximately 60
days prior to the fee date, the Portfolios' transfer agent will send you written
notification of the upcoming fee. If you add money to your account and bring the
value above $1,000 prior to the fee date, the fee will not be deducted.

SHARE CERTIFICATES Share certificates are not available for Class B and C
shares. Certificates will be issued for Class A shares only if requested. If you
decide to hold share certificates, you will not be able to sell your shares
until you have endorsed your certificates and returned them to the distributor.

<PAGE>
YOUR ACCOUNT

UNDERSTANDING FUND DISTRIBUTIONS

Each Portfolio earns income from the securities it holds. Each Portfolio also
may realize capital gains and losses on sales of its securities. Each Portfolio
distributes substantially all of its net investment income and capital gains to
shareholders. As a shareholder, you are entitled to a portion of a Fund's income
and capital gains based on the number of shares you own at the time these
distributions are declared.

DIVIDENDS, DISTRIBUTIONS, AND TAXES The Portfolios have the potential to make
the following distributions:

TYPES OF DISTRIBUTIONS

<TABLE>
<S> <C>
Dividend Represents interest and dividends earned from securities
held by the Portfolios.
- ---------------------------------------------------------------------------------------
Capital gains Represents long-term capital gains on sales of
securities held for more than 12 months and short-term
capital gains which are gains on sales of securities held
for a 12-month period or less.
</TABLE>

DISTRIBUTION OPTIONS The Balanced Portfolio distributes dividends quarterly and
any capital gains (including short-term capital gains) at least annually. You
can choose one of the options listed in the table below for these distributions
when you open your account.(17) To change your distribution option call
1-800-345-6611.

DISTRIBUTION OPTIONS The Growth Portfolio distributes dividends annually and any
capital gains (including short-term capital gains) at least annually. You can
choose one of the options listed in the table below for these distributions when
you open your account.(17) To change your distribution option call
1-800-345-6611.

DISTRIBUTION OPTIONS The Income Portfolio distributes dividends monthly and any
capital gains (including short-term capital gains) at least annually. You can
choose one of the options listed in the table below for these distributions when
you open your account.(17) To change your distribution option call
1-800-345-6611.

DISTRIBUTION OPTIONS

Reinvest all distributions in additional shares of your current fund
- --------------------------------------------------------------------------------
Reinvest all distributions in shares of another fund
- --------------------------------------------------------------------------------
Receive dividends in cash (see options below) and reinvest capital gains(21)
- --------------------------------------------------------------------------------
Receive all distributions in cash (with one of the following options)(21):

- send the check to your address of record

- send the check to a third party address

- transfer the money to your bank via electronic funds transfer

(17) If you do not indicate on your application your preference for handling
distributions, a Portfolio will automatically reinvest all
distributions in additional shares of the Portfolio.

(18) Distributions of $10 or less will automatically be reinvested in
additional Portfolio shares. If you elect to receive distributions by
check and the check is returned as undeliverable, or if you do not
cash a distribution check within six months of the check date, the
distribution will be reinvested in additional shares of the Portfolio.

<PAGE>
YOUR ACCOUNT

TAX CONSEQUENCES Regardless of whether you receive your distributions in cash or
reinvest them in additional Portfolio shares, all Portfolio distributions are
subject to federal income tax. Depending on the state where you live,
distributions may also be subject to state and local income taxes.

In general, any distributions of dividends, interest and short-term capital
gains are taxable as ordinary income. Distributions of long-term capital gains
are generally taxable as such, regardless of how long you have held your
Portfolio shares. You will be provided with information each year regarding the
amount of ordinary income and capital gains distributed to you for the previous
year and any portion of your distribution which is exempt from state and local
taxes. Your investment in a Portfolio may have additional personal tax
implications. Please consult your tax advisor on foreign, federal, state,
local or other applicable tax laws.

In addition to the dividends and capital gains distributions made by each
Portfolio, you may realize a capital gain or loss when selling and exchanging
shares of a Portfolio. Such transactions may be subject to federal, state, loca
and foreign income tax.

<PAGE>
MANAGING THE PORTFOLIOS

INVESTMENT ADVISOR
- --------------------------------------------------------------------------------
Liberty Asset Management Company (LAMCO), located at 600 Atlantic Avenue,
Boston, Massachusetts 02210-2214, is the Portfolios' investment advisor. In its
duties as investment advisor, LAMCO runs the Portfolios' day-to day business,
including placing all orders for the purchase and sale of each Portfolio's
portfolio securities. LAMCO has been an investment advisor since 1985. As of
January 31, 2000, LAMCO managed over $__ billion in assets.

For the 1999 fiscal year, aggregate advisory fees paid to LAMCO by the Balanced
Portfolio, the Growth Portfolio and the Income Portfolio amounted to _.__%,
_.__% and _.__% of average daily net assets of each Portfolio, respectively.

PORTFOLIO MANAGERS
- --------------------------------------------------------------------------------
WILLIAM R. PARMENTIER, president, senior vice president and chief investment
officer of LAMCO has managed the Colonial Counselor Select Portfolios since they
commenced operations in 1999. Prior to joining Liberty Asset in April, 1995, Mr.
Parmentier was chief investment officer of Grumman from 1979 to 1994 and
president of GQ Asset Management from July, 1993, to October, 1994.

Christopher S. Carabell, a vice president-investments of LAMCO has managed
Colonial Counselor Select Portfolios since they commenced operations in 1999.
Prior to joining LAMCO in March, 1996, Mr. Carabell was associate director, U.S.
Equity Research, of Rogers Casey & Associates, Investment Consultants, from
January, 1995 to February, 1996, and was director of Investments of Boy Scouts
of America, Inc., from June 12990 to January, 1995.

<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS

UNDERSTANDING THE PORTFOLIOS' OTHER INVESTMENTS AND RISKS

The underlying Liberty funds' primary investments and risks are described
under "The Portfolios - Investment Goals and Primary Investment Strategies"
and "The Portfolios - Primary Investment Risks." In
seeking to meet their investment goals, the underlying Liberty funds may also
invest in other securities and use certain investment techniques. These
securities and investment techniques offer opportunities and carry various
risks.

Each underlying Liberty fund may elect not to buy any of these securities or
use any of these techniques unless they believe that doing so will help the
underlying Liberty funds achieve their investment goals. The underlying
Liberty funds may not always achieve their investment goals.

Additional information about the underlying Liberty funds' securities and
investment techniques, as well as the underlying Liberty funds' fundamental and
non-fundamental investment policies, is contained in the Statement of Additional
Information.

Each of the underlying Liberty fund's primary investment strategies and their
associated risks are described above. This section describes other investments
the underlying Liberty funds may make and the risks associated with them. In
seeking to achieve their goals, the underlying Liberty funds may invest in
various types of securities and engage in various investment techniques which
are not the principal focus of the underlying Liberty funds and therefore are
not described in this prospectus. These types of securities and investment
practices are identified and discussed in the Counselor Select Portfolios'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by a underlying Liberty fund's shareholders is not
required to modify or change any of a underlying Liberty fund's investment goal
or investment strategies.

DERIVATIVE STRATEGIES (COLONIAL HIGH YIELD SECURITIES FUND, COLONIAL STRATEGIC
INCOME FUND, COLONIAL INCOME FUND, COLONIAL INTERMEDIATE U.S. GOVERNMENT FUND,
STEIN ROE INTERMEDIATE BOND FUND)
- ------------------------------------------------------------------------------
A Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depend on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (i.e., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to the
Fund.

WHEN-ISSUED SECURITIES, FORWARD COMMITMENTS AND DOLLAR ROLLS (COLONIAL
STRATEGIC INCOME FUND, COLONIAL INTERMEDIATE U.S. GOVERNMENT FUND, STEIN ROE
INTERMEDIATE BOND FUND)
- --------------------------------------------------------------------------------
When-issued securities and forward commitments are securities that are purchased
prior to the date they are actually issued or delivered. These securities
involve the risk that they may fall in value by the time they are actually
issued or that the other party may fail to honor the contract terms. In a dollar
roll, a Fund sells a security and simultaneously enters into a commitment to
purchase a similar security at a later date. Dollar rolls also involve the risk
that the other party may not honor the contract terms.

ZERO COUPON BONDS (COLONIAL HIGH YIELD SECURITIES FUND, COLONIAL STRATEGIC
INCOME FUND, COLONIAL INCOME FUND, STEIN ROE INTERMEDIATE BOND FUND)
- --------------------------------------------------------------------------------
Zero coupon bonds do not pay interest in cash on a current basis, but instead
accrue interest over the life of the bond. As a result, these securities are
issued at a deep discount. The value of these securities may fluctuate more than
similar securities that pay interest periodically. Although these securities pay
no interest to holders prior to maturity, interest on these securities is
reported as income to a Fund and distributed to its shareholders.

<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS

ASSET-BACKED SECURITIES (STEIN ROE INTERMEDIATE BOND FUND)
- --------------------------------------------------------------------------------
Asset-backed securities are interests in pools of debt securities backed by
various types of loans such as credit card, auto and home equity loans. These
securities involve prepayment risk, which is the possibility that the underlying
debt may be refinanced or prepaid prior to maturity during periods of declining
interest rates. During periods of rising interest rates, asset-backed securities
have a high risk of declining in price because the declining prepayment rates
effectively increase the maturity of the securities. A decline in interest rates
may lead to a faster rate of repayment on asset-backed securities and therefore,
cause a Fund to earn a lower interest rate on reinvestment. In addition, the
potential impact of prepayment on the price of an asset-backed security may be
difficult to predict and result in greater volatility.

MORTGAGE-BACKED SECURITIES (STEIN ROE INTERMEDIATE BOND FUND)
- --------------------------------------------------------------------------------
Mortgage-backed securities are securities that represent ownership interests in
large, diversified pools of mortgage loans. Sponsors pool together mortgages of
similar rates and terms and offer them as a security to investors.

Most mortgage securities are pooled together and structured as pass-throughs.
Monthly payments of principal and interest from the underlying mortgage loans
backing the pool are collected by a servicer and "passed through" regularly to
the investor. Pass-throughs can have a fixed or an adjustable rate. The majority
of pass-through securities are issued by three agencies: Ginnie Mae, Fannie Mae,
and Freddie Mac.

OTHER INVESTMENT STRATEGIES AND RISKS

ELIGIBILITY FOR FEDERAL CREDIT UNIONS AND NATIONAL BANKS (COLONIAL INTERMEDIATE
U.S. GOVERNMENT FUND)
- --------------------------------------------------------------------------------
The Fund intends to qualify as an eligible investment for federal
credit unions and national banks. Therefore, the Fund will strictly limit its
investments to those that are permissible under regulations adopted by the
National Credit Union Administration.

TEMPORARY DEFENSIVE STRATEGIES (COLONIAL HIGH YIELD SECURITIES FUND, COLONIAL
STRATEGIC INCOME FUND, COLONIAL INCOME FUND, COLONIAL INTERMEDIATE U.S.
GOVERNMENT FUND, STEIN ROE INTERMEDIATE BOND FUND, STEIN ROE GROWTH & INCOME
FUND, STEIN ROE GROWTH STOCK FUND, STEIN ROE CAPITAL OPPORTUNITIES FUND)
- --------------------------------------------------------------------------------
At times, the advisor may determine that adverse market conditions make it
desirable to temporarily suspend a Fund's normal investment activities. During
such times, the Fund may, but is not required to, invest in cash or high
quality, short-term debt securities, without limit. Taking a temporary defensive
position may prevent a Fund from achieving its investment goal.

<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS

YEAR 2000 COMPLIANCE
- --------------------------------------------------------------------------------
Like other investment companies, financial and business organizations and
individuals around the world, the Portfolios could be adversely affected if the
computer systems used by the advisor, other service providers and the companies
in which the Portfolios invest do not properly process and calculate
date-related information and data from and after January 1, 2000. This is
commonly known as the "Year 2000 Problem." The Portfolios' service providers
are taking steps that they believe are reasonably designed to address the Year
2000 Problem, including communicating with vendors who furnish services,
software and systems to the Portfolios, to provide that date-related information
and data can be properly processed after January 1, 2000. Many mutual fund
service providers and vendors, including the Portfolios' service providers, 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. In addition, Year 2000 readiness is one of the factors
considered by the advisor in its assessment of companies in which the
Portfolios invest to the extent that information is readily available. However,
no assurances can be given that the Portfolios will not be
adversely affected by these matters. The Portfolios may invest in emerging
markets in developing countries and some reports indicate that developing
countries may be behind other countries with respect to Year 2000 compliance.

<PAGE>
FINANCIAL HIGHLIGHTS

The financial highlights table is intended to help you understand the
Portfolios' financial performance from January 29, 1999, the commencement
of investment operations, through its fiscal year end. Information is shown for
the Portfolios' last five fiscal years, which run from December 1 to
November 30. Certain information reflects financial results for a single
Portfolio share. The total returns in the table represent the rate that you
would have earned (or lost) on an investment in the Portfolios
(assuming reinvestment of all dividends and distributions). This information is
included in the Portfolios' financial statements which have been audited
by PricewaterhouseCoopers LLP, independent accountants, whose report, along
with the Portfolios' financial statements, is included in their annual report.
You can request a free annual report by calling 1-800-426-3750.

BALANCED PORTFOLIO

<TABLE>
<CAPTION>
Period ended November 30,
1999

Class A Class B Class C
<S> <C> <C> <C>
Net asset value -- Beginning of period ($)
-----------------------------------------------------------------------------------------------------------------------------------

INCOME FROM INVESTMENT OPERATIONS ($)
Net investment (loss)
-----------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss)
-----------------------------------------------------------------------------------------------------------------------------------
Total from Investment Operations
-----------------------------------------------------------------------------------------------------------------------------------
Less Distributions Declared to Shareholders ($):
From net investment income
-----------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income
-----------------------------------------------------------------------------------------------------------------------------------
From net realized gains
-----------------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains
-----------------------------------------------------------------------------------------------------------------------------------
From capital paid in
-----------------------------------------------------------------------------------------------------------------------------------
Total Distributions
Declared to Shareholders
-----------------------------------------------------------------------------------------------------------------------------------
Net asset value -- End of period ($)
-----------------------------------------------------------------------------------------------------------------------------------
Total return (%)
-----------------------------------------------------------------------------------------------------------------------------------

RATIOS TO AVERAGE NET ASSETS (%):
Expenses
-----------------------------------------------------------------------------------------------------------------------------------
Net investment income
-----------------------------------------------------------------------------------------------------------------------------------
Fees and expenses waived or borne by the
Advisor/Administrator
-----------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover (%)
-----------------------------------------------------------------------------------------------------------------------------------
Net assets at end of period (000)($)
-----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(a) (h)
(b) (i)
(c) (j)
(d) (k)
(e) (l)
(f)
(g)

<PAGE>
FINANCIAL HIGHLIGHTS

GROWTH PORTFOLIO

<TABLE>
<CAPTION>
Period ended November 30,
1999

(a) (h)
(b) (i)
(c) (j)
(d) (k)
(e) (l)
(f)
(g)

<PAGE>
FINANCIAL HIGHLIGHTS

INCOME PORTFOLIO
<TABLE>
<CAPTION>
Period ended November 30,
1999
Class A Class B Class C
<S> <C> <C> <C>
Net asset value -- Beginning of period ($)
-----------------------------------------------------------------------------------------------------------------------------------

(a) (f) (k)
(b) (g) (l)
(c) (h)
(d) (i)
(e) (j)

<PAGE>
NOTES

- --------------------------------------------------------------------------------

<PAGE>

FOR MORE INFORMATION
- --------------------------------------------------------------------------------
You can get more information about the Portfolios' investments in the
Portfolios' semi-annual and annual reports to shareholders. The annual report
contains a discussion of the market conditions and investment strategies that
significantly affected each Portfolio's performance over its last fiscal year.

You may wish to read the Statement of Additional Information for more
information on the Portfolios and the securities in which they invest. The
Statement of Additional Information is incorporated into this prospectus by
reference, which means that it is considered to be part of this prospectus.

You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Portfolios by
writing or calling the Portfolios' Distributor at:

Liberty Funds Distributor, Inc.
One Financial Center
Boston, MA 02111-2621
1-800-426-3750
www.libertyfunds.com

Text-only versions of all Portfolio documents can be viewed online or
downloaded from the Securities and Exchange Commission at www.sec.gov.

You can review and copy information about the Portfolios by visiting the
following location, and you can obtain copies, upon payment of a duplicating
fee, by writing the:

Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-6009

Information on the operation of the Public Reference Room may be obtained by
calling 1-800-SEC-0330.

INVESTMENT COMPANY ACT FILE NUMBER:

Liberty Funds Trust IV (formerly Colonial Trust IV): 811-2865

- - Counselor Select Balanced Portfolio

- - Counselor Select Growth Portfolio

- - Counselor Select Income Portfolio

[LIBERTY FUNDS LETTERHEAD]

ALL-STAR - COLONIAL - CRABBE HUSON - NEWPORT - STEIN ROE ADVISOR

Liberty Funds Distributor, Inc. @1999
One Financial Center Boston, MA 02111-2621 1-800-426-3750

<PAGE>

LIBERTY FUNDS TRUST IV (F/K/A COLONIAL TRUST IV)

Cross Reference Sheet Pursuant to Rule 481(a)
Colonial Counselor Select Income Portfolio
Colonial Counselor Select Balanced Portfolio
Colonial Counselor Select Growth Portfolio
Class Z

<TABLE>
<CAPTION>
Item Number of Form N1A Prospectus Location or Caption
- ----------------------- ------------------------------
<S> <C>
PART A

1. Front Cover Page; Back Cover Page

2. The Portfolios; Other Investment Strategies
and Risks

3. The Portfolios

4. The Portfolios

5. Not Applicable

6. Front Cover Page; Managing the Portfolios;
Your Account

7. Your Account

8. The Portfolios; Your Account

9. Financial Highlights
</TABLE>
<PAGE>

COUNSELOR SELECT PORTFOLIOS PROSPECTUS, FEBRUARY 18, 2000
- --------------------------------------------------------------------------------

- - COLONIAL COUNSELOR SELECT BALANCED PORTFOLIO
- - COLONIAL COUNSELOR SELECT GROWTH PORTFOLIO
- - COLONIAL COUNSELOR SELECT INCOME PORTFOLIO

CLASS Z SHARES

Advised by Liberty Asset Management Company

The following eligible institutional investors may purchase Class Z shares: (i)
any retirement plan with aggregate assets of at least $5 million at the time of
purchase of Class Z shares and which purchases shares directly from Liberty
Funds Distributor, Inc., the Portfolios' distributor, or through a third party
broker-dealer, (ii) any insurance company, trust company or bank purchasing
shares for its own account; and (iii) any endowment, investment company or
foundation. In addition, Class Z shares may be purchased directly or by exchange
by any clients of investment advisory affiliates of the distributor provided
that the clients meet certain criteria established by the distributor and its
affiliates.

Not FDIC May Lose Value
Insured No Bank Guarantee

THE PORTFOLIOS....................................................XX
Each of these sections discusses the following topics: Investment Goals,
Primary Investment Policies, Investment Highlights, Performance History, Your
Expenses