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MASSACHUSETTS INVESTORS TRUST
SUPPLEMENT TO THE CURRENT PROSPECTUS
By a proxy statement dated September 4, 1998, shareholders of the fund have been
asked to vote to approve a new investment advisory agreement with MFS Investment
Management ("MFS") providing for an increase in the investment management fee
paid by the fund to MFS (the "New Agreement").
Under the terms of the New Agreement, the gross income portion of the investment
management fee would be eliminated and the asset-based component of the fee
would be increased to 0.33% of the average daily net assets. This fee change is
the only material difference between the current Investment Advisory Agreement
described in the prospectus under "Management of the Fund-Investment Adviser"
(the "Current Agreement") and the New Agreement.
The New Agreement was unanimously approved by the fund's Board of Trustees and
will take effect on November 1, 1998 if approved by a majority of the
shareholders of record as of August 24, 1998. If the New Agreement is not
approved by shareholders the Current Agreement will continue in effect.
The date of this Supplement is September 10, 1998.
