BARTLETT CAPITAL TRUST:
Bartlett Basic Value Fund
Bartlett Value International Fund
Bartlett Europe Fund
Class A Shares and Class C Shares Prospectus
Supplement to the Prospectus dated July 21, 1997
The following replaces the second sentence in the section entitled "Sales
Charge Waivers," on page 20 of the Prospectus:
All existing shareholders of Basic Value and Value International as of July
18, 1997 will be eligible to purchase additional Class A shares of their
respective Fund without the imposition of a sales charge. All shareholders who
owned Class A shares of Europe Fund on July 18, 1997, and who remain as
shareholders of Europe Fund, are eligible to purchase additional Class A
shares of Europe Fund without the imposition of a sales charge through
December 31, 1998.
The following is inserted at the end of the section entitled "Sales Charge
Waivers," on page 20 of the Prospectus:
Class A shares are also sold at net asset value without the imposition
of a sales charge to broker/dealers, registered investment advisors, financial
institutions, or financial planners for the accounts of clients participating
in "wrap fee" advisory programs that adhere to certain standards and that are
subject to agreements between those entities and LMFP.
December 1, 1997
