MFS SERIES TRUST X
497, 2000-07-21
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<PAGE>


                   MFS(R) INTERNATIONAL GROWTH AND INCOME FUND

            Supplement dated October 1, 1999 as revised July 21, 2000
                           to the Current Prospectus

This Supplement  describes the fund's class I shares, and it supplements certain
information in the fund's Prospectus dated October 1, 1999. The caption headings
used in  this  Supplement  correspond  with  the  caption  headings  used in the
Prospectus.

You may  purchase  class I  shares  only  if you are an  eligible  institutional
investor, as described under the caption "Description of Share Classes" below.

1.   RISK RETURN SUMMARY

     Performance Table. The "Performance  Table" is intended to indicate some of
the risks of investing in the fund by showing changes in the fund's  performance
over time. The table is supplemented as follows:

         Average Annual Total Returns as of December 31, 1998

                                                         1 Year       Life
Class I shares                                            21.00%     10.15%#
Morgan Stanley Capital International (MSCI) Europe,
     Australia, Far East (EAFE) Index+*                   20.33%     11.14%##
Lipper International Funds Index++@                       12.66%     12.14%##
Lipper average international Funds++                      13.00%     10.47%##
-------------------

#    For the period from the  commencement of the fund's  investment  operation,
     October 24, 1995 through December 31, 1998.
##   Index results are from November 1, 1995.
+    Standard & Poor's Micropal, Inc.
++   Lipper Analytical Services, Inc.
*    The    MSCI    EAFE     Index    is    a    broad     based,     unmanaged,
     market-capitalization-weighted   total  return  index  which  measures  the
     performance of the same developed-country  global stock markets included in
     the MSCI World Index, but excluding the United States, Canada and the South
     African mining component.
@    The Lipper  Mutual  Fund  Indices are  unmanaged,  net-asset-value-weighted
     indices of the largest  qualifying  mutual funds  within  their  respective
     investment  objectives,  adjusted  for the  reinvestment  of  capital  gain
     distributions and income dividends.

The fund commenced  investment  operations on October 24, 1995 with the offering
of class A and  class B  shares,  and  subsequently  offered  class I shares  on
January 2, 1997.  Class I share  performance  includes  the  performance  of the
fund's class A shares for periods prior to the offering of class I shares.  This
blended  class I share  performance  has been  adjusted to take into account the
fact that class I shares  have no initial  sales  charge  (load).  This  blended
performance  has not been  adjusted to take into  account  differences  in class
specific  operating  expenses.  Because operating expenses of class I shares are
lower than those of class A shares,  this blended class I share  performance  is
lower than the  performance of class I shares would have been had class I shares
been offered for the entire period.

2.   EXPENSE SUMMARY

     Expense Table. The "Expense Table" describes the fees and expenses that you
may pay when you buy,


<PAGE>


redeem and hold shares of the fund.  The table is supplemented as follows:

         Annual Fund  Operating  Expenses  (expenses that are deducted from fund
assets) (1):

  Management Fees...........................................     0.975%
  Distribution and Service (12b-1) Fees.....................      None
  Other Expenses............................................     0.63%
                                                                 -----
  Total Operating Expenses(2)...............................     1.61%

 ......................

(1)  All  expenses,  other than  "Management  Fees," are  rounded to two decimal
     places.
(2)  The fund  has an  expense  offset  arrangement  which  reduces  the  fund's
     custodian fee based upon the amount of cash maintained by the fund with its
     custodian  and  dividend  disbursing  agent,  and may enter into other such
     arrangements and directed brokerage arrangements (which would also have the
     effect of reducing the Fund's  expenses).  Any such fee  reductions are not
     reflected under "Other  Expenses." Had these fee reductions been taken into
     account, "Total Operating Expenses" would have been 1.60%.

3.   EXAMPLE OF EXPENSES

     The "Example of Expenses" table is intended to help you compare the cost of
investing in the fund with the cost of investing in other mutual funds.

         These examples assume that:

     o    You invest $10,000 in the fund for the time periods  indicated and you
          redeem your shares at the end of the time periods;

     o    Your  investment  has a 5% return  each year and  dividends  and other
          distributions are reinvested; and

     o    The fund's operating expenses remain the same.

      Share Class          Year 1        Year 3      Year 5        Year 10
      -----------          ------        ------      ------        -------

       Class I shares        $163         $506         $873          $1,906

4.       DESCRIPTIONS OF SHARE CLASSES

The "Description of Share Classes" is supplemented as follows:

If you are an eligible  institutional  investor (as  described  below),  you may
purchase  class I shares at net asset value  without an initial  sales charge or
CDSC upon redemption. Class I shares do not have annual distribution and service
fees, and do not convert to any other class of shares of the fund.

The following eligible institutional investors may purchase class I shares:

     o    certain  retirement plans  established for the benefit of employees of
          MFS and employees of MFS' affiliates;

     o    any  fund  distributed  by MFS,  if the  fund  seeks  to  achieve  its
          investment  objective by investing primarily in shares of the fund and
          other MFS funds:
<PAGE>

     o    any retirement plan, endowment or foundation which:

               has, at the time of purchase of class I shares,  aggregate assets
               of at least $100 million, and

               invests at least $10 million in class I shares of the fund either
               alone or in  combination  with  investments  in class I shares of
               other  MFS  Funds  (additional  investments  may be  made  in any
               amount).

          MFD may accept purchases from smaller plans, endowments or foundations
          or in smaller  amounts if it believes,  in its sole  discretion,  that
          such entity's  aggregate assets will equal or exceed $100 million,  or
          that such entity will make additional investments which will cause its
          total  investment to equal or exceed $10 million,  within a reasonable
          period of time;

         o         bank  trust  departments  or law firms  acting as  trustee or
                   manager for trust accounts  which, on behalf of their clients
                   (i) initially  invest at least  $100,000 in class I shares of
                   the fund or (ii)  have,  at the time of  purchase  of class I
                   shares,  aggregate assets of at least $10 million invested in
                   class I shares  of the fund  either  alone or in  combination
                   with  investments  in class I shares of other MFS Funds.  MFD
                   may  accept   purchases   that  do  not  meet  these   dollar
                   qualification  requirements  if  it  believes,  in  its  sole
                   discretion,  that  these  requirements  will be met  within a
                   reasonable period of time. Additional investments may be made
                   in any amount; and

         o        certain retirement plans offered, administered or sponsored by
                  insurance  companies,  provided that these plans and insurance
                  companies meet certain  criteria  established by MFD from time
                  to time.

5.       HOW TO PURCHASE, EXCHANGE AND REDEEM SHARES

The discussion of "How to Purchase,  Exchange and Redeem Shares" is supplemented
as follows:

You may  purchase,  redeem and  exchange  class I shares only  through  your MFD
representative  or by contacting  MFSC (see the back cover of the Prospectus for
address  and phone  number).  You may  exchange  your class I shares for class I
shares of another MFS Fund (if you are eligible to purchase them) and for shares
of the MFS Money Market Fund at net asset value.



<PAGE>


6.       FINANCIAL HIGHLIGHTS

The "Financial  Highlights"  table is intended to help you understand the fund's
financial performance. It is supplemented as follows:

Financial Statements - Class I shares

<TABLE>
<CAPTION>
<S>                                                                                    <C>         <C>            <C>
                                                                                       1999        1998           1997*
                                                                                       ----        ----           -----
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                                $ 18.95      $ 16.32       $ 15.71
                                                                                     -------      -------       -------
Income from investment operations# -
Net investment income                                                               $   0.07     $   0.06      $   0.16
Net realized and unrealized gain (loss) on investments and foreign
    currency transactions                                                           $  (0.60)    $   3.37      $   0.45
                                                                                    ---------    --------      --------
Total from investment operations                                                    $  (0.53)    $   3.43      $   0.61
                                                                                    ---------    --------      --------
Less distributions declared to shareholders -
    From net realized gain on investments and foreign
      currency transactions                                                         $  (0.34)    $  (0.59)     $   --
    In excess of net investment income and foreign currency transactions                 --         (0.21)         --
                                                                                    ---------   ----------   --------
Total distributions declared to shareholders                                        $  (0.34)    $  (0.80)         --
                                                                                    ---------    ---------   --------
Net asset value - end of period                                                     $  18.08      $ 18.95       $ 16.32
                                                                                    --------      -------       -------
Total return                                                                           (2.88)%      22.08%         3.88%++
Ratios (to average net assets)/Supplemental data:
    Expenses##                                                                          1.59%        1.64%         1.89%+
    Net investment income                                                               0.40%        0.33%         2.33%+
Portfolio turnover                                                                       89%          158%           89%
Net assets at end of period (000 omitted)                                                $59          $6         $     --

</TABLE>
--------------------------

*    For the period from the inception of Class I shares, January 2, 1997 to May
     31, 1997.
+    Annualized.
++   Not annualized.
#    Per share data are based on average shares outstanding.
##   The fund  had an  expense  offset  arrangement  which  reduces  the  fund's
     custodian fee based upon the amount of cash maintained by the fund with its
     custodian and dividend disbursing agent. The Fund's expenses are calculated
     without reduction for this expense offset arrangement.

    The date of this Supplement is October 1, 1999 as revised July 21, 2000.

<PAGE>

                        MFS(R) INTERNATIONAL GROWTH FUND

            Supplement dated October 1, 1999 as revised July 21, 2000
                           to the Current Prospectus

This Supplement  describes the fund's class I shares, and it supplements certain
information in the fund's Prospectus dated October 1, 1999. The caption headings
used in  this  Supplement  correspond  with  the  caption  headings  used in the
Prospectus.

You may  purchase  class I  shares  only  if you are an  eligible  institutional
investor, as described under the caption "Description of Share Classes" below.

1.   RISK RETURN SUMMARY

     Performance Table. The "Performance  Table" is intended to indicate some of
the risks of investing in the fund by showing changes in the fund's  performance
over time. The table is supplemented as follows:

     Average Annual Total Returns as of December 31, 1998

                                                           1 Year       Life
 Class I shares                                             0.09%       3.22%#
 Morgan Stanley Capital International (MSCI) Europe,
      Australia, Far East (EAFE) Index+*                   20.33%      11.14%##
 Lipper International Fund Index++@                        12.66%      12.14%##
 Lipper average international Funds++                      13.00%      10.47%##
-------------------

#    For the period from the commencement of the fund's  investment  operations,
     October 24, 1995 through December 31, 1998.
##   Index results are from November 1, 1995.
+    Source: Standard & Poor's Micropal, Inc.
++   Source: Lipper Analytical Services, Inc.
*    The MSCI EAFE is a broad based,  unmanaged,  market-capitalization-weighted
     total  return   index  which   measures   the   performance   of  the  same
     developed-country  global stock  markets  included in the MSCI World Index,
     excluding the United States, Canada and the South African mining component.
@    The Lipper  Mutual  Fund  Indices are  unmanaged,  net-asset-value-weighted
     indices of the largest  qualifying  mutual funds  within  their  respective
     investment  objectives,  adjusted  for the  reinvestment  of  capital  gain
     distributions and income dividends.

The fund commenced  investment  operations on October 24, 1995 with the offering
of class A and  class B  shares,  and  subsequently  offered  class I shares  on
January 2, 1997.  Class I share  performance  includes  the  performance  of the
fund's class A shares for periods prior to the offering of class I shares.  This
blended  class I share  performance  has been  adjusted to take into account the
fact that class I shares  have no initial  sales  charge  (load).  This  blended
performance  has not been  adjusted to take into  account  differences  in class
specific  operating  expenses.  Because operating expenses of class I shares are
lower than those of class A shares,  this blended class I share  performance  is
lower than the  performance of class I shares would have been had class I shares
been offered for the entire period.

2.   EXPENSE SUMMARY

     Expense Table. The "Expense Table" describes the fees and expenses that you
may pay when you buy,


<PAGE>


redeem and hold shares of the fund.  The table is supplemented as follows:

         Annual Fund  Operating  Expenses  (expenses that are deducted from fund
assets):

Management Fees................................................       0.975%
Distribution and Service (12b-1) Fees..........................       None
Other Expenses(1)..............................................       0.53%
                                                                      -----
Total Annual Fund Operating Expenses...........................       1.51%
--------------------------

(1)  All  expenses,  other than  "Management  Fees" are  rounded to two  decimal
     places.
(2)  The fund  has an  expense  offset  arrangement  which  reduces  the  fund's
     custodian fee based upon the amount of cash maintained by the fund with its
     custodian  and  dividend  disbursing  agent,  and may enter into other such
     arrangements and directed brokerage arrangements (which would also have the
     effect of reducing the fund's  expenses).  Any such fee  reductions are not
     reflected under "Other  Expenses." Had these fee reductions been taken into
     account, "Total Operating Expenses" would have been 1.50%.

3.   EXAMPLE OF EXPENSES

     The "Example of Expenses" table is intended to help you compare the cost of
investing in the fund with the cost of investing in other mutual funds.

         These examples assume that:

     o    You invest $10,000 in the fund for the time periods  indicated and you
          redeem your shares at the end of the time periods;

     o    Your  investment  has a 5% return  each year and  dividends  and other
          distributions are reinvested; and

     o    The fund's operating expenses remain the same.

         The table is supplemented as follows:

         Share Class           Year 1       Year 3       Year 5    Year 10
         -----------           ------       ------       ------    -------

          Class I shares         $154        $477          $824      $1,802

4.       DESCRIPTIONS OF SHARE CLASSES

The "Description of Share Classes" is supplemented as follows:

If you are an eligible  institutional  investor (as  described  below),  you may
purchase  class I shares at net asset value  without an initial  sales charge or
CDSC upon redemption. Class I shares do not have annual distribution and service
fees, and do not convert to any other class of shares of the fund.

The following eligible institutional investors may purchase class I shares:

     o    certain  retirement plans  established for the benefit of employees of
          MFS and employees of MFS' affiliates;

     o    any  fund  distributed  by MFS,  if the  fund  seeks  to  achieve  its
          investment  objective by investing
<PAGE>

          primarily in shares of the fund and other MFS funds:

     o    any retirement plan, endowment or foundation which:

               has, at the time of purchase of class I shares,  aggregate assets
               of at least $100 million, and

               invests at least $10 million in class I shares of the fund either
               alone or in  combination  with  investments  in class I shares of
               other  MFS  Funds  (additional  investments  may be  made  in any
               amount).

          MFD may accept purchases from smaller plans, endowments or foundations
          or in smaller  amounts if it believes,  in its sole  discretion,  that
          such entity's  aggregate assets will equal or exceed $100 million,  or
          that such entity will make additional investments which will cause its
          total  investment to equal or exceed $10 million,  within a reasonable
          period of time;

     o    bank trust  departments  or law firms acting as trustee or manager for
          trust accounts which, on behalf of their clients (i) initially  invest
          at least  $100,000 in class I shares of the fund or (ii) have,  at the
          time of purchase of class I shares,  aggregate  assets of at least $10
          million  invested  in class I shares  of the fund  either  alone or in
          combination with investments in class I shares of other MFS Funds. MFD
          may  accept  purchases  that do not meet  these  dollar  qualification
          requirements  if it  believes,  in its  sole  discretion,  that  these
          requirements   will  be  met  within  a  reasonable  period  of  time.
          Additional investments may be made in any amount; and

     o    certain  retirement  plans  offered,   administered  or  sponsored  by
          insurance companies, provided that these plans and insurance companies
          meet certain criteria established by MFD from time to time.

5.       HOW TO PURCHASE, EXCHANGE AND REDEEM SHARES

The discussion of "How to Purchase,  Exchange and Redeem Shares" is supplemented
as follows:

You may  purchase,  redeem and  exchange  class I shares only  through  your MFD
representative  or by contacting  MFSC (see the back cover of the Prospectus for
address  and phone  number).  You may  exchange  your class I shares for class I
shares of another MFS Fund (if you are eligible to purchase them) and for shares
of the MFS Money Market Fund at net asset value.



<PAGE>


6.       FINANCIAL HIGHLIGHTS

The "Financial  Highlights"  table is intended to help you understand the fund's
financial performance. It is supplemented as follows:

Financial Statements - Class I shares

<TABLE>
<CAPTION>
<S>                                                                   <C>                 <C>                 <C>
                                                                      Period Ended        Period Ended        Period Ended
                                                                      May 31, 1999        May 31, 1998       May 31, 1997*
                                                                      ------------        ------------       -------------
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                  $ 17.81             $ 16.94              $15.90
                                                                       -------             -------              ------
Income from investment operations# -
Net investment income                                                 $   0.10            $   0.10             $  0.11
Net realized and unrealized gain (loss) on investments
     and foreign currency transactions                                $  (2.22)           $   1.15             $  0.93
                                                                      ---------           --------             -------
Total from investment operations                                      $  (2.12)           $   1.25             $  1.04
                                                                      ---------           --------             -------
Less distributions declared to shareholders -
     From Net Investment Income                                          --               $  (0.31)              --
     From net realized gain on investments and foreign
         Currency transactions                                        $  (0.43)           $  (0.07)            $   --
                                                                      ---------           ---------            ------
     Total distributions declared to shareholders                     $  (0.43)           $  (0.38)            $  --
                                                                      ---------           ---------            -----
Net asset value - end of period                                        $ 15.26             $ 17.81             $ 16.94
                                                                       =======             =======             =======
Total return                                                            (11.94)%              7.65%               6.54%++

Ratios (to average net assets)/Supplemental data:
     Expenses##                                                           1.51%               1.52%               1.52%+
     Net investment income                                                0.65%               0.59%               1.40%+
Portfolio turnover                                                         100%                225%                 53%
Net assets at end of period (000 omitted)                                 $128                $155                 $84

</TABLE>

--------------------------
*    For the period from the  inception  of Class I,  January 2, 1997 to May 31,
     1997.
+    Annualized.
++   Not annualized.
#    Per share data are based on average shares outstanding.
##   The fund has an offset  arrangement  which reduces the fund's custodian fee
     based upon the amount of cash maintained by the fund with its custodian and
     dividend  disbursing  agent.  The fund's  expenses are  calculated  without
     reduction for this expense offset arrangement.


    The date of this Supplement is October 1, 1999 as revised July 21, 2000.
<PAGE>


                       MFS(R) EMERGING MARKETS EQUITY FUND

            Supplement dated October 1, 1999 as revised July 21, 2000
                           to the Current Prospectus

This Supplement  describes the fund's class I shares, and it supplements certain
information in the fund's Prospectus dated October 1, 1999. The caption headings
used in  this  Supplement  correspond  with  the  caption  headings  used in the
Prospectus.

You may  purchase  class I  shares  only  if you are an  eligible  institutional
investor, as described under the caption "Description of Share Classes" below.


1.   RISK RETURN SUMMARY

     Performance Table. The "Performance  Table" is intended to indicate some of
     the  risks  of  investing  in the fund by  showing  changes  in the  fund's
     performance over time. The table is supplemented as follows:

     Average Annual Total Returns as of December 31, 1998

                                                      1 Year     Life
Class I shares                                       (32.64)%  (5.47)%#
Morgan Stanley Capital International (MSCI)
   Emerging Markets Free (EMF) Index+*               (25.34%)  (9.94%)##
Lipper Emerging Markets Fund Index++@                (26.86%)  (8.97%)##
Lipper average emerging markets funds++              (27.26%)  (7.16%)##
-------------------

#    For the period from the  commencement of the fund's  investment  operation,
     October 24, 1995 through December 31, 1998.

##   Index results are from November 1, 1995.

+    Source: Standard & Poor's Micropal, Inc.

++   Source: Lipper Analytical Services, Inc.

*    MSCI EMF is a broad based, unmanaged,  market-capitalization-weighted index
     of equities in 19 emerging markets.

@    The Lipper  Mutual  Fund  Indices are  unmanaged,  net-asset-value-weighted
     indices of the largest  qualifying  mutual funds  within  their  respective
     investment  objectives,  adjusted  for the  reinvestment  of  capital  gain
     distributions and income dividends.

The fund commenced  investment  operations on October 24, 1995 with the offering
of class A and  class B  shares,  and  subsequently  offered  class I shares  on
January 2, 1997.  Class I share  performance  includes  the  performance  of the
fund's class A shares for periods prior to the offering of class I shares.  This
blended  class I share  performance  has been  adjusted to take into account the
fact that class I shares  have no initial  sales  charge  (load).  This  blended
performance  has not been  adjusted to take into  account  differences  in class
specific  operating  expenses.  Because operating expenses of class I shares are
lower than those of class A shares,  this blended class I share  performance  is
lower than the  performance of class I shares would have been had class I shares
been offered for the entire period.

2.   EXPENSE SUMMARY

     Expense Table. The "Expense Table" describes the fees and expenses that you
     may pay when you buy,
<PAGE>

redeem and hold shares of the fund. The table is supplemented as follows:


Annual Operating Expenses (expenses that are deducted from fund assets):
       Management Fees.................................    1.25%
       Distribution and Service (12b-1) Fees...........    None
       Other Expenses..................................    0.69%
                                                           -----
       Total Annual Fund Operating Expenses............    1.94%
          Fee Waiver(1)................................    (0.15)%
          Net Expenses(2)..............................    1.79%
------------------
(1)    MFS has  contractually  agreed to waive its right to receive 0.15% of the
       management fee annually.  This contractual fee arrangement will remain in
       effect  until at least  October 1, 2000,  absent an earlier  modification
       approved by the board of trustees which oversees the fund.

(2)    The fund has an  expense  offset  arrangement  which  reduces  the fund's
       custodian  fee based upon the amount of cash  maintained by the fund with
       its  custodian  and dividend  disbursing  agent.  The fund may enter into
       other similar  arrangements and directed  brokerage  arrangements,  which
       would  also have the  effect of  reducing  the  fund's  expenses.  "Other
       Expenses"  do not take into account  these  expense  reductions,  and are
       therefore  higher  than the actual  expenses  of the fund.  Had these fee
       reductions been taken into account, "Net Expenses" would have been 1.76%.


3.   EXAMPLE OF EXPENSES

     The "Example of Expenses" table is intended to help you compare the cost of
     investing in the fund with the cost of investing in other mutual funds.

These examples assume that:

     o    You invest $10,000 in the fund for the time periods  indicated and you
          redeem your shares at the end of the time periods;

     o    Your  investment  has a 5% return  each year and  dividends  and other
          distributions are reinvested; and

     o    The fund's operating expenses remain the same.

     The  table is supplemented as follows:

                      Share Class      Year 1    Year 3     Year 5    Year 10
                      -----------      ------    ------     ------    -------

           Class I Shares               $182      $595      $1,033     $2,252

4.   DESCRIPTIONS OF SHARE CLASSES

The "Description of Share Classes" is supplemented as follows:

If you are an eligible  institutional  investor (as  described  below),  you may
purchase  class I shares at net asset value  without an initial  sales charge or
CDSC upon redemption. Class I shares do not have annual distribution and service
fees, and do not convert to any other class of shares of the fund.

The following eligible institutional investors may purchase class I shares:

     o    certain  retirement plans  established for the benefit of employees of
          MFS and employees of MFS'
<PAGE>

          affiliates;

     o    any  fund  distributed  by MFS,  if the  fund  seeks  to  achieve  its
          investment  objective by investing primarily in shares of the fund and
          other MFS funds:

     o   any retirement plan, endowment or foundation which:

               has, at the time of purchase of class I shares,  aggregate assets
               of at least $100 million, and

               invests at least $10 million in class I shares of the fund either
               alone or in  combination  with  investments  in class I shares of
               other  MFS  Funds  (additional  investments  may be  made  in any
               amount).

          MFD may accept purchases from smaller plans, endowments or foundations
          or in smaller  amounts if it believes,  in its sole  discretion,  that
          such entity's  aggregate assets will equal or exceed $100 million,  or
          that such entity will make additional investments which will cause its
          total  investment to equal or exceed $10 million,  within a reasonable
          period of time;

     o   bank trust  departments  or law firms  acting as trustee or manager for
         trust accounts which,  on behalf of their clients (i) initially  invest
         at least  $100,000  in class I shares of the fund or (ii) have,  at the
         time of  purchase of class I shares,  aggregate  assets of at least $10
         million  invested  in class I shares  of the  fund  either  alone or in
         combination  with investments in class I shares of other MFS Funds. MFD
         may  accept  purchases  that do not  meet  these  dollar  qualification
         requirements  if it  believes,  in  its  sole  discretion,  that  these
         requirements will be met within a reasonable period of time. Additional
         investments may be made in any amount; and

     o   certain   retirement  plans  offered,   administered  or  sponsored  by
         insurance companies,  provided that these plans and insurance companies
         meet certain criteria established by MFD from time to time.


5.   HOW TO PURCHASE, EXCHANGE AND REDEEM SHARES

The discussion of "How to Purchase,  Exchange and Redeem Shares" is supplemented
as follows:

You may  purchase,  redeem and  exchange  class I shares only  through  your MFD
representative  or by contacting  MFSC (see the back cover of the Prospectus for
address  and phone  number).  You may  exchange  your class I shares for class I
shares of another MFS Fund (if you are eligible to purchase them) and for shares
of the MFS Money Market Fund at net asset value.




<PAGE>



6.   FINANCIAL HIGHLIGHTS

The "Financial  Highlights"  table is intended to help you understand the fund's
financial performance. It is supplemented as follows:

Financial Statements - Class I shares

<TABLE>
<CAPTION>
<S>                                                                         <C>                <C>                   <C>
                                                                            Year               Year Ended            Period
                                                                            Ended               5/31/98              Ended
                                                                             5/31/99                               5/31/97***
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                       $   16.11          $ 19.00            $  16.47
                                                                            ---------          -------            --------
Income from investment operations# -
    Net investment incomess.                                                $     0.11         $   0.08           $    0.10
    Net realized and unrealized gain (loss) on
      investments and foreign currency transactions                                                (2.65)               2.43
                                                                            -----              ----------         ----------
                                                                            (2.25)
         Total from investment operations                                   $                  $   (2.57)         $    2.53
                                                                            -----              ----------         ---------
                                                                            (2.14)
Less distributions declared to shareholders -
    From net investment income                                                $ --             $   (0.16)         $    --
    From net realized gain on investments and
      foreign currency transactions                                           --                 (0.16)               --
    In excess of net realized gain on investments and
      foreign currency transactions                                                                --                 --
                                                                            -----                -----              ----
                                                                            (0.09)
         Total distributions declared to shareholders                       $                  $   (0.32)           $ --
                                                                            -----              ----------           ----
                                                                            (0.09)
Net asset value - end of period                                             $   13.88          $  16.11           $  19.00
                                                                            ---------          --------           --------
Total return                                                                (13.09)%           (13.66)%           15.36%++
Ratios (to average net assets)/Supplemental datass.:
    Expenses##                                                              1.96%              1.85%              2.01%+
    Net investment income                                                   0.88%              0.43%              1.14%+
Portfolio turnover                                                          108%               83%                47%
Net assets at end of period (000 omitted)                                     $540               $428               $299

</TABLE>

--------------------------

***  For the period from the inception of Class I, January 2, 1997,  through May
     31, 1997.

+    Annualized.

++   Not annualized.

#    Per share data are based on average shares outstanding.

##   The fund  has an  expense  offset  arrangement  which  reduces  the  fund's
     custodian fee based upon the amount of cash maintained by the fund with its
     custodian and dividend disbursing agent. The fund's expenses are calculated
     without reduction for this expense offset arrangement.

ss.  For the year ended May 31, 1998,  and the period  ended May 31,  1997,  the
     Adviser  voluntarily  agreed to bear, subject to reimbursement by the fund,
     expenses of each class of shares of the fund such that expenses,  exclusive
     of management,  distribution,  service fees, and certain other expenses, of
     the  fund's  Class A shares,  Class B shares,  Class C shares,  and Class I
     shares do not exceed 0.75%,  respectively,  of the fund's average daily net
     assets on an  annualized  basis.  To the extent that actual  expenses  were
     over/under these  limitations,  the net investment  income (loss) per share
     and the ratios would have been:

<TABLE>
<CAPTION>
    <S>                                                                    <C>                 <C>                <C>
    Net investment income                                                  $--                 $  0.09            $  0.10
    Ratios (to average net assets):
      Expenses##                                                            --                 1.81%              1.99%+
      Net investment income                                                 --                 0.47%              1.14%+
</TABLE>

    The date of this Supplement is October 1, 1999 as revised July 21, 2000.


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