CGM TRUST
497, 1995-06-12
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IF YOUR FUND MANAGER IS UNCOMFORTABLY BEARISH,
COME TO CGM MUTUAL FUND. [Headline in very large type]
[Black background with white type].

[bullet] Long-term Performance
285.6%
Total Return 3/31/85-3/31/95
[bullet] Flexible Management

[White box below contains the following text in black type:]
Looking for a fund  manager who isn't  afraid of the road ahead?  A fund manager
who will move fast and decisively to capitalize on market opportunities?  A fund
manager who is unabashedly bullish?

[new paragraph]

Look no further.  Ken  Heebner has managed CGM Mutual Fund since 1981.  Over the
past ten  years,  CGM Mutual  Fund has  returned  more than 285%.  More than the
Lipper Balanced Fund Index. More than the S&P 500. Call today to find out more.

[Next appears a logo featuring an illustration  of a fencer against a background
of black and white horizontal lines.] Logo copy reads:

CGM MUTUAL FUND
222 Berkeley Street, Suite 1013
Boston, MA 02116
1-800-598-1234

[Below ad copy appears  footnote in smaller  type size  although the numbers for
one, five and ten year  performance are the same size as the 285.6%  performance
figure in the headline bullet.]

- -2.9%, 12.4% and 14.5% are the average annual returns of the CGM Mutual Fund for
one, five, and ten year periods ended March 31,  1995. The Lipper  Balanced Fund
Index for the  ten-year  period  ended  March 31,  1995 is  213.5%.  The S&P 500
returned 284.6% for the ten year period ended March 31, 1995.  Lipper Analytical
Services, Inc., is an independent mutual fund ranking service. The S&P 500 Stock
Index is an unmanaged index of the stock performance of 500 major companies, the
majority of which are listed on the New York Stock  Exchange.  This  information
represents  past  performance  which is no  guarantee  of  future  results.  The
investment  return and principal value of your shares will fluctuate and you may
have a gain or loss  when  you  sell  shares.  For  more  complete  information,
including management fees, charges, and expenses,  call or write the Fund at the
address above for a current  prospectus.  Read it carefully before you invest or
send money.

c 1995 CGM

[Entire ad is surrounded by a decorative  border  containing the following words
used as a repetitive pattern:] No-Load



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