MASSACHUSETTS INVESTORS TRUST
497, 1999-05-03
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                          MASSACHUSETTS INVESTORS TRUST


              Supplement to Part II of the Statement of Additional
                         Information, dated May 1, 1999


         Part II of the Statement of Additional Information,  dated May 1, 1999,
for  Massachusetts  Investors  Trust  is  supplemented  by  amending  the  fifth
paragraph on page 12 to read as follows:

         From time to time the Fund may also  discuss  or quote the views of its
distributor,  its investment adviser and other financial  planning,  legal, tax,
accounting, insurance, estate planning and other professionals, or from surveys,
regarding  individual  and family  financial  planning.  Such views may  include
information regarding:  retirement planning,  including issues concerning social
security;  tax  management  strategies;   estate  planning;  general  investment
techniques  (e.g.,  asset  allocation  and  disciplined  saving and  investing);
business  succession;  ideas and information  provided  through the MFS Heritage
PlanningSM program, an intergenerational  financial planning assistance program;
issues with  respect to  insurance  (e.g.,  disability  and life  insurance  and
Medicare  supplemental  insurance);  issues regarding  financial and health care
management for elderly family members;  the history of the mutual fund industry;
investor behavior; and other similar related matters.



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