MFS SUN LIFE SERIES TRUST
497, 1996-11-12
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                            MFS/SUN LIFE SERIES TRUST

                    Supplement to the May 1, 1996 Prospectus


         As disclosed in its  Prospectus  under the caption  "Management  of the
Series Fund," the MFS World Growth Series has retained  Massachusetts  Financial
Services  Company  ("MFS")  as its  investment  adviser  and MFS  has,  in turn,
retained  Oechsle  Investment  Advisors,  L.P.  ("Oechsle"),  Foreign & Colonial
Management  Limited ("FCM") and FCM's  subsidiary,  Foreign & Colonial  Emerging
Markets Limited  ("FCEM"),  as  sub-advisers  to the Series.  The Series pays an
investment  advisory fee to MFS and MFS (not the Series) pays  sub-advisory fees
to Oechsle and FCM (FCEM is compensated by FCM).

         Under this arrangement, MFS manages the Series' assets invested in U.S.
securities,  Oechsle  manages the  Series'  assets  invested in Western  Europe,
Japan,  Australia  and New Zealand  and FCM and FCEM  manage the Series'  assets
invested   in  emerging   markets.   MFS  has   overall   portfolio   management
responsibilities and determines the amount of the Series' assets to be allocated
to these markets.

         MFS has  terminated  Oechsle as a sub-adviser  to the Series  effective
October 31, 1996 and will manage the assets of the Series  currently  managed by
Oechsle commencing November 1, 1996. These assets will be managed by MFS using a
committee  of  investment   research  analysts.   This  committee  will  include
investment  research analysts  employed by MFS and by MFS  International  (U.K.)
Limited,  an indirect  wholly owned  subsidiary of MFS, and investment  research
analysts  employed by FCM and FCEM.  MFS has entered  into a strategic  alliance
with FCM and FCEM (see "Management of the Series Fund" in the  Prospectus).  The
Series'  assets  managed in this style will be  allocated  among  countries  and
industries by the analysts acting together as a group.  Individual analysts will
then be responsible  for selecting what they view as the securities  best suited
to meet the Series'  investment  objective within their assigned  geographic and
industry responsibilities.

         This change will not affect  affect the manner in which MFS manages the
Series' assets  invested in U.S.  securities or in which FCM and FCEM manage the
Series' assets invested in emerging  markets,  and will not affect the amount of
the  investment  management  fee  the  Series  pays to MFS  nor  the  amount  of
sub-advisory fees that MFS pays FCM (or FCM pays FCEM).

                The date of this Supplement is November 1, 1996.



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