ZWEIG SERIES TRUST
497, 1998-10-09
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                              ZWEIG SERIES TRUST
                       SUPPLEMENT DATED OCTOBER 12, 1998
                      TO THE PROSPECTUS DATED MAY 1, 1998


The prospectus is changed as follows:


1. On page 16 under the caption CLASS A SHARES, the following sentence is added
   at the end of the first paragraph:


    The distributor has agreed to reallow to your dealer the full sales charge
    on Class A Shares of Zweig Managed Assets during the period October 12, 1998
    to January 29, 1999.


2. On page 18 under the caption CLASS B SHARES, the following sentence is added
   after the first sentence:


    The distributor has agreed to pay your dealer 4.50% of the purchase amount
    on Class B Shares of Zweig Managed Assets during the period October 12, 1998
    to January 29, 1999.


3. On page 18 under the caption CLASS C SHARES, the following sentence is added
   after the second sentence:


    The distributor has agreed to pay your dealer 1.25% of the purchase amount
    on Class C Shares of Zweig Managed Assets during the period October 12, 1998
    to January 29, 1999.


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