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SUPPLEMENT TO THE PROSPECTUS
AND STATEMENT OF
ADDITIONAL INFORMATION
OF
KEYSTONE AMERICA OMEGA FUND, INC.
(THE "FUND")
The Fund's prospectus and statement of additional information are hereby
supplemented as follows:
It is currently anticipated that certain changes relating to the
Fund's Class B shares will become effective on June 1, 1995. The changes
will only apply to Class B shares purchased on or after June 1, 1995.
* Keystone Investment Distributors Company will generally reallow to
broker/dealers or others commissions at a rate higher than that which is
currently paid.
* If applicable, a contingent deferred sales charge will be imposed on
Class B shares purchased on or after June 1, 1995 at rates ranging from a
maximum of 5% of amounts redeemed during the first twelve-month period
following the month of purchase to 1% of amounts redeemed during the
sixth twelve month period following the month of purchase.
* Class B shares purchased on or after June 1, 1995 that are outstanding
for eight years following the month of purchase will automatically
convert to Class A shares without the imposition of a front-end sales
charge or exchange fee. Class B shares purchased prior to June 1, 1995
retain their existing conversion rights.
May 5, 1995
OMEGA-SK2
