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WINTHROP FOCUS FUNDS
('WINTHROP')
SUPPLEMENT DATED NOVEMBER 1, 1996 TO PROSPECTUS DATED FEBRUARY 28, 1996
(1) Effective November 1, 1996, Winthrop's Transfer Agent, Fund/Plan
Services, Inc. will change its name to FPS Services, Inc. and relocate its
corporate headquarters to a new address: 3200 Horizon Drive, P.O. Box 61503,
King of Prussia, PA 19406-0903. Shareholders should continue to direct their
inquiries to Winthrop's shareholder servicing representatives at (800) 225-8011.
(2) For the period June 1, 1996 through October 31, 1996, the Adviser
reduced its management fees and reimbursed operating expenses of the Municipal
Trust Fund by the amount that Total Fund Operating Expenses exceeded .50% of the
Fund's average daily net assets of its Class A shares and 1.20% of its Class B
shares. The Adviser has agreed to continue this policy with respect to the
Municipal Trust Fund through December 31, 1996. For the period November 1, 1996
through April 30, 1997, the Adviser has agreed, with respect to the Fixed Income
Fund, to reduce its management fees and reimburse operating expenses by the
amount that Total Fund Operating Expenses exceed 1.00% of the Fund's average
daily net assets of its Class A shares and 1.70% of its Class B shares. After
December 31, 1996 and April 30, 1997, for the Municipal Trust Fund and Fixed
Income Fund (the 'Funds'), respectively, the Adviser may, in its sole
discretion, determine to continue to pay certain expenses of the Funds or it may
discontinue this practice.
(3) As of April 8, 1996, the initial sales charge will be waived for sales
of Class A shares of Winthrop on behalf of certain retirement plan accounts. To
institute this change subparagraph (7) will be added in the first paragraph
under 'Sales at Net Asset Value' on page 32:
(7) shares purchased for the following types of retirement plan
accounts: (i) retirement plans qualified under section 401(k) of the Code;
(ii) plans described in section 403(b) of the Code and (iii) deferred
compensation plans described in section 457 of the Code.
Class B shares of Winthrop will no longer be available for sale to these
types of retirement plan accounts.
