NEW ENGLAND ZENITH FUND
497, 2000-02-04
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                            NEW ENGLAND ZENITH FUND

                        LOOMIS SAYLES SMALL CAP SERIES

               Supplement to the Prospectus dated April 30, 1999

Joseph R. Gatz has replaced Jeffrey J. Pethrick as a lead Portfolio Manager of
the Series and Dawn Alston Paige has replaced Mary C. Champagne as a Portfolio
Manager of the Series.

Mr. Gatz, Vice President of Loomis Sayles, joined Loomis Sayles as a portfolio
manager in 1999. From 1993 until he joined Loomis Sayles, Mr. Gatz was a
Portfolio Manager at Banc One Investment Advisers Corporation and certain of
its corporate predecessors.

Ms. Paige has been a Portfolio Manager at Loomis Sayles since 1998. She has
been employed by Loomis Sayles since 1992.

Dated: February 2, 2000



VL-143-00


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