MASSACHUSETTS INVESTORS TRUST
497, 1997-05-01
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                          Massachusetts Investors Trust
                   Massachusetts Investors Growth Stock Fund
                           MFS(R) Capital Growth Fund
                           MFS(R) Emerging Growth Fund
                      MFS(R) Gold & Natural Resources Fund
                        MFS(R) Growth Opportunities Fund
                           MFS(R) Managed Sectors Fund
                                 MFS(R) OTC Fund
                              MFS(R) Research Fund
                                MFS(R) Value Fund
                            MFS(R) Total Return Fund
                              MFS(R) Utilities Fund
                                MFS(R) Bond Fund
                         MFS(R) Government Mortgage Fund
                        MFS(R) Government Securities Fund
                             MFS(R) High Income Fund
                         MFS(R) Intermediate Income Fund
                          MFS(R) Strategic Income Fund
                     MFS(R) Government Limited Maturity Fund
                          MFS(R) Limited Maturity Fund
                            MFS(R) World Equity Fund
                          MFS(R) World Governments Fund
                            MFS(R) World Growth Fund
                         MFS(R) World Total Return Fund
                       MFS(R) World Asset Allocation Fund
                            MFS(R) Cash Reserve Fund
                       MFS(R) Government Money Market Fund
                            MFS(R) Money Market Fund

                      Supplement to the Current Prospectus


Class A shares of the Fund may be  purchased  at net asset  value by  retirement
plans whose third party  administrators  have entered into an agreement with MFS
Fund  Distributors,  Inc.  ("MFD") or one or more of its  affiliates  to perform
certain  administrative  services,  subject to certain operational  requirements
specified from time to time by MFD or its affiliates.

In lieu  of the  sales  commission  and  service  fees  normally  paid by MFD to
broker-dealers  of record as described in the Prospectus,  MFD has agreed to pay
Bear, Stearns & Co. Inc. the following amounts with respect to Class A shares of
the Fund purchased through a special  retirement plan program offered by a third
party administrator: (i) an amount equal to 0.05% per annum of the average daily
net assets invested in shares of the Fund pursuant to such program,  and (ii) an
amount  equal to 0.20% of the net asset value of all net  purchases of shares of
the Fund made through such  program,  subject to a refund in the event that such
shares are redeemed within 36 months.

                The date of this Supplement is February 1, 1995.


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                            MFS(R) CASH RESERVE FUND
                   MASSACHUSETTS INVESTORS GROWTH STOCK FUND
                            MFS(R) TOTAL RETURN FUND
                MFS/FOREIGN & COLONIAL INTERNATIONAL GROWTH FUND
                        MFS(R) GROWTH OPPORTUNITIES FUND
           MFS/FOREIGN & COLONIAL INTERNATIONAL GROWTH AND INCOME FUND
                           MFS(R) EMERGING GROWTH FUND
               MFS/FOREIGN & COLONIAL EMERGING MARKETS EQUITY FUND
                           MFS(R) CAPITAL GROWTH FUND
                       MFS(R) ALABAMA MUNICIPAL BOND FUND
                         MFS(R) INTERMEDIATE INCOME FUND
                       MFS(R) ARKANSAS MUNICIPAL BOND FUND
                      MFS(R) GOLD & NATURAL RESOURCES FUND
                      MFS(R) CALIFORNIA MUNICIPAL BOND FUND
                           MFS(R) MANAGED SECTORS FUND
                       MFS(R) FLORIDA MUNICIPAL BOND FUND
                                MFS(R) VALUE FUND
                       MFS(R) GEORGIA MUNICIPAL BOND FUND
                              MFS(R) UTILITIES FUND
                       MFS(R) MARYLAND MUNICIPAL BOND FUND
                            MFS(R) WORLD EQUITY FUND
                    MFS(R) MASSACHUSETTS MUNICIPAL BOND FUND
                         MFS(R) WORLD TOTAL RETURN FUND
                     MFS(R) MISSISSIPPI MUNICIPAL BOND FUND
                                MFS(R) BOND FUND
                       MFS(R) NEW YORK MUNICIPAL BOND FUND
                          MFS(R) LIMITED MATURITY FUND
                    MFS(R) NORTH CAROLINA MUNICIPAL BOND FUND
                         MFS(R) GOVERNMENT MORTGAGE FUND
                     MFS(R) PENNSYLVANIA MUNICIPAL BOND FUND
                     MFS(R) GOVERNMENT LIMITED MATURITY FUND
                    MFS(R) SOUTH CAROLINA MUNICIPAL BOND FUND
                        MFS(R) GOVERNMENT SECURITIES FUND
                      MFS(R) TENNESSEE MUNICIPAL BOND FUND
                             MFS(R) HIGH INCOME FUND
                       MFS(R) VIRGINIA MUNICIPAL BOND FUND
                          MFS(R) STRATEGIC INCOME FUND
                    MFS(R) WEST VIRGINIA MUNICIPAL BOND FUND
                          MFS(R) WORLD GOVERNMENTS FUND
                     MFS(R) MUNICIPAL LIMITED MATURITY FUND
                            MFS(R) WORLD GROWTH FUND
                           MFS(R) MUNICIPAL BOND FUND
                                 MFS(R) OTC FUND
                          MFS(R) MUNICIPAL INCOME FUND
                        MFS(R) MUNICIPAL HIGH INCOME FUND
                              MFS(R) RESEARCH FUND
                       MFS(R) GOVERNMENT MONEY MARKET FUND
                       MFS(R) WORLD ASSET ALLOCATION FUND
                          MASSACHUSETTS INVESTORS TRUST
                            MFS(R) MONEY MARKET FUND
                     MFS(R) RESEARCH GROWTH AND INCOME FUND

                      Supplement to the Current Prospectus

         The following  information  supplements the disclosure  found under the
caption  "Information  Concerning  Shares  of  the  Fund  -  Purchases"  in  the
Prospectus:


         MFS Fund  Distributors,  Inc.  ("MFD"),  the distributor of each of the
         above-named funds (the "Funds"), has entered into a long-term exclusive
         marketing agreement with IBAA Financial Services Corporation  ("IBFS"),
         pursuant  to  which  MFD  has  agreed  to  pay  IBFS,   as   additional
         compensation  for IBFS'  marketing and  distribution  of the Funds,  an
         annual amount  (subject to a minimum) based upon the value of shares of
         the Funds for which IBFS acts as broker-dealer of record plus the value
         of shares of the Funds sold by IBFS during such year.

                The date of this Supplement is February 1, 1997.

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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Advest,  Inc. 100% of the applicable sales charge on sales of Class A shares
of the Fund sold by them  during the Sales  Period.  In  addition,  MFD will pay
Advest,  Inc. an additional  commission equal to 0.50% of the net asset value of
all of the Class B shares of the Fund sold by them during the Sales Period.

                 The date of this Supplement is April 1, 1997.



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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay  Cowen & Company  100% of the  applicable  sales  charge on sales of Class A
shares of the Fund sold by them during the Sales Period.  In addition,  MFD will
pay Cowen & Company  an  additional  commission  equal to 0.50% of the net asset
value of all of the  Class B shares of the Fund  sold by them  during  the Sales
Period.

                 The date of this Supplement is April 1, 1997.




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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Crowell Weedon & Co. 100% of the applicable sales charge on sales of Class A
shares of the Fund sold by them during the Sales Period.  In addition,  MFD will
pay  Crowell  Weedon & Co. an  additional  commission  equal to 0.50% of the net
asset  value of all of the Class B shares of the Fund  sold by them  during  the
Sales Period.

                 The date of this Supplement is April 1, 1997.



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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Dain Bosworth,  Inc. 100% of the applicable sales charge on sales of Class A
shares of the Fund sold by them during the Sales Period.  In addition,  MFD will
pay Dain Bosworth, Inc. an additional commission equal to 0.50% of the net asset
value of all of the  Class B shares of the Fund  sold by them  during  the Sales
Period.

                 The date of this Supplement is April 1, 1997.



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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay EVEREN  Securities,  Inc.  100% of the  applicable  sales charge on sales of
Class A shares of the Fund sold by them during the Sales  Period.  In  addition,
MFD will pay EVEREN Securities,  Inc. an additional commission equal to 0.50% of
the net asset value of all of the Class B shares of the Fund sold by them during
the Sales Period.

                 The date of this Supplement is April 1, 1997.



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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Gruntal & Co. 100% of the applicable sales charge on sales of Class A shares
of the Fund sold by them  during the Sales  Period.  In  addition,  MFD will pay
Gruntal & Co. an additional  commission equal to 0.50% of the net asset value of
all of the Class B shares of the Fund sold by them during the Sales Period.

                 The date of this Supplement is April 1, 1997.



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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay  Interstate  Johnson  Lane 100% of the  applicable  sales charge on sales of
Class A shares of the Fund sold by them during the Sales  Period.  In  addition,
MFD will pay Interstate Johnson Lane an additional  commission equal to 0.50% of
the net asset value of all of the Class B shares of the Fund sold by them during
the Sales Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay J.C.  Bradford & Co. 100% of the applicable sales charge on sales of Class A
shares of the Fund sold by them during the Sales Period.  In addition,  MFD will
pay J.C. Bradford & Co. an additional commission equal to 0.50% of the net asset
value of all of the  Class B shares of the Fund  sold by them  during  the Sales
Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Morgan Keegan & Company,  Inc. 100% of the applicable  sales charge on sales
of Class A shares of the Fund sold by them during the Sales Period. In addition,
MFD will pay Morgan  Keegan & Company,  Inc. an additional  commission  equal to
0.50% of the net  asset  value of all of the  Class B shares of the Fund sold by
them during the Sales Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay M.L. Stern & Co., Inc. 100% of the applicable sales charge on sales of Class
A shares of the Fund sold by them during the Sales Period. In addition, MFD will
pay M.L.  Stern & Co., Inc. an additional  commission  equal to 0.50% of the net
asset  value of all of the Class B shares of the Fund  sold by them  during  the
Sales Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Principal Financial Securities,  Inc. 100% of the applicable sales charge on
sales of Class A shares of the Fund sold by them  during  the Sales  Period.  In
addition,  MFD will pay  Principal  Financial  Securities,  Inc.  an  additional
commission equal to 0.50% of the net asset value of all of the Class B shares of
the Fund sold by them during the Sales Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Piper Jaffray,  Inc. 100% of the applicable sales charge on sales of Class A
shares of the Fund sold by them during the Sales Period.  In addition,  MFD will
pay Piper Jaffray, Inc. an additional commission equal to 0.50% of the net asset
value of all of the  Class B shares of the Fund  sold by them  during  the Sales
Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Roney & Co. 100% of the  applicable  sales charge on sales of Class A shares
of the Fund sold by them  during the Sales  Period.  In  addition,  MFD will pay
Roney & Co. an  additional  commission  equal to 0.50% of the net asset value of
all of the Class B shares of the Fund sold by them during the Sales Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Rauscher Pierce Refsnes,  Inc. 100% of the applicable  sales charge on sales
of Class A shares of the Fund sold by them during the Sales Period. In addition,
MFD will pay Rauscher Pierce  Refsnes,  Inc. an additional  commission  equal to
0.50% of the net  asset  value of all of the  Class B shares of the Fund sold by
them during the Sales Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST


                      Supplement to the Current Prospectus


         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Robert W. Baird & Co. 100% of the applicable  sales charge on sales of Class
A shares of the Fund sold by them during the Sales Period. In addition, MFD will
pay Robert W.  Baird & Co. an  additional  commission  equal to 0.50% of the net
asset  value of all of the Class B shares of the Fund  sold by them  during  the
Sales Period.



                 The date of this Supplement is April 1, 1997.

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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus



         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Sutro & Co.,  Inc. 100% of the  applicable  sales charge on sales of Class A
shares of the Fund sold by them during the Sales Period.  In addition,  MFD will
pay Sutro & Co., Inc. an additional  commission  equal to 0.50% of the net asset
value of all of the  Class B shares of the Fund  sold by them  during  the Sales
Period.

                 The date of this Supplement is April 1, 1997.


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                          MASSACHUSETTS INVESTORS TRUST

                      Supplement to the Current Prospectus


         During  the period  from April 1, 1997  through  May 30,  1997  (unless
extended by MFS Fund Distributors,  Inc. ("MFD")) (the "Sales Period"), MFD will
pay Scott & Stringfellow,  Inc. 100% of the applicable  sales charge on sales of
Class A shares of the Fund sold by them during the Sales  Period.  In  addition,
MFD will pay Scott & Stringfellow,  Inc. an additional commission equal to 0.50%
of the net  asset  value of all of the  Class B shares  of the Fund sold by them
during the Sales Period.



                 The date of this Supplement is April 1, 1997.


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