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SUPPLEMENT TO CURRENT PROSPECTUS AND
STATEMENT OF ADDITIONAL INFORMATION
OF
KEYSTONE CUSTODIAN FUND, SERIES S-4 (THE "FUND")
The Fund's Board of Trustees has approved a change in the Fund's name to
"Keystone Small Company Growth Fund (S-4)", effective May 1, 1995.
In addition, the Fund's prospectus and statement of additional information
are hereby supplemented to reflect the following:
"The Fund invests, under normal circumstances, at least 65% of its total
assets in equity securities of companies with small market capitalizations.
For this purpose, companies with small market capitalizations are generally
those with market capitalization of less than $1 billion at the time of the
Fund's investment. Companies whose capitalization falls outside this range
after the purchase continue to be considered small-cap for this purpose."
"Investing in companies with small market capitalizations carries more
risk than investing in larger companies. Their reliance on limited product
lines, markets, financial resources, or other factors may make small cap
companies more susceptible to setbacks or downturns. As a result, their
stock prices may be particularly volatile."
The section of the Fund's prospectus entitled "Fund Management and Expenses;
Portfolio Manager" is hereby supplemented to reflect the following (to be
inserted in place of the text thereunder):
"Christopher R. Ely is the Fund's Portfolio Manager. He is a Keystone
Vice President and Senior Portfolio Manager and has more than 15 years"
experience in equity investing."
The name of the Fund's investment adviser and certain of its affiliates
will also be changed, effective May 1, 1995. The name of the Fund's investment
adviser will become "Keystone Investment Management Company", the name of its
principal underwriter will become "Keystone Investment Distributors Company" and
the name of their parent company will become "Keystone Investments, Inc."
Finally, the Fund's prospectus and statement of additional information are
hereby supplemented as follows:
"Contingent deferred sales charges will now be waived on any redemption
consisting of (1) loan proceeds to a retirement plan participant; (2)
financial hardship withdrawals made by a retirement plan participant; or (3)
returns of excess contributions or excess deferral amounts made to a
retirement plan participant."
April 28, 1995
S4-SK3
