MFS SERIES TRUST I
497, 2000-07-21
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<PAGE>
                            MFS(R) NEW DISCOVERY FUND

            Supplement dated January 1, 2000 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 January 1, 2000. 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                                  20.18%          29.63%
     Russell 2000 Total Return Index#+               (2.55)%         9.20%
     Standard & Poor's 500 Composite Index##+        28.58%          30.95%
     Average small cap fund++                        (0.23)%         9.81%
---------------------------------
*    Fund performance  figures are for the period from the commencement of the
     Fund's  investment  operations on January 2, 1997,  through  December 31,
     1998. Index and Lipper average returns are from January 1, 1997.

#    The Russell  2000 Total  Return  Index is a broad based  unmanaged  index
     comprised of 2,000 of the smallest  U.S.-domiciled  company common stocks
     (on the basis of capitalization)  that are traded in the United States on
     the New  York  Stock  Exchange,  American  Stock  Exchange  and  National
     Association of Securities Dealers Automated Quotation System.

##   The Standard & Poor's 500 Composite  Index is a broad based unmanaged but
     commonly  used measure of common stock total  return  performance.  It is
     composed of 500 widely held  common  stocks  listed on the New York Stock
     Exchange, American Stock Exchange and over-the-counter market.

+    Source:  Standard & Poor's Micropal.

++   Source:  Lipper Analytical Services, Inc.

The fund commenced  investment  operations on January 2, 1997, with the offering
of class A shares and class I shares.

2.   EXPENSE SUMMARY

     Expense Table. The "Expense Table" describes the fees and expenses that you
     may pay when you buy,  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..................................................  0.90%
     Distribution and Service (12b-1) Fees............................  0.00%
     Other Expenses(1)................................................  0.32%
                                                                        -----
     Total Annual Fund Operating Expenses.............................  1.22%
          Expense Reimbursement(1).................................... (0.01)%
                                                                       -------
          Net Expenses(2).............................................  1.21%
-----------------------
(1)  MFS has  contractually  agreed to bear the  fund's  expenses  subject  to
     reimbursement,  such that "Other Expenses", after taking into account the
     expense offset  arrangement  described below, do not exceed 0.25%.  These
     contractual  fee  arrangements  will  continue  until at least January 1,
     2001,  absent an earlier  modification  approved by the board of trustees
     which oversees the fund.
<PAGE>

(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 be lower,  and
     would equal 1.20% for class I.

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. The 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 timer 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, except that the fund's
          total  operating  expenses are assumed to be the fund's "Net Expenses"
          for the first year, and the fund's "Total Annual  Operating  Expenses"
          for subsequent years (see Expense Table).

The table is supplemented as follows:

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

     Class I shares   $123        $386         $669       $1,476

3.   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;

     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.

4.   HOW TO PURCHASE, EXCHANGE AND REDEEM SHARES

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

     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.

5.   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 Ended August 31,            Period Ended
                                                                           1999             1998           August 31, 1997*
                                                                           ----             ----           ----------------
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                     $ 10.70         $ 13.08              $ 10.00
                                                                          -------         -------              -------
Income from investment operations# -
   Net investment income (loss)ss.                                        $ (0.11)        $ (0.03)             $  1.01
   Net realized and unrealized gain (loss) on investments
     and foreign currency                                                    4.27           (0.40)                2.07
                                                                          -------         --------             -------
       Total from investment operations                                   $  4.16         $ (0.43)             $  3.08
                                                                          -------         --------             -------
Less distributions declared to shareholders -
   From net investment income                                             $   --          $ (0.72)             $   --
   From net realized gain on investments and foreign
     currency transactions                                                  (0.15)          (1.23)                 --
                                                                          --------        --------             -----
     Total distributions declared to shareholders                         $ (0.15)        $ (1.95)             $   --
                                                                          --------        --------             ------
Net asset value - end of period                                           $ 14.71         $ 10.70              $ 13.08
                                                                          -------         -------              -------
Total return                                                                39.06%          (4.50)%              30.80%++
Ratios (to average net assets)/Supplemental datass.:
   Expenses##                                                                1.16%           1.18%                1.54%+
   Net investment income (loss)                                             (0.77)%         (0.21)%              12.65%+
Portfolio turnover                                                           104%             196%                 887%
Net assets at end of period (000 omitted)                                  $9,973          $3,321                 $1,494
</TABLE>

ss.  Subject to  reimbursement by the fund, the investment  adviser  voluntarily
     agreed to maintain the expenses of the fund,  exclusive of management fees,
     at not more than 0.25% of average daily net assets,  effective  November 1,
     1997. Prior to November 1, 1997,  subject to reimbursement by the fund, the
     investment  adviser agreed to maintain the expenses of the fund at not more
     than 1.50% of the  fund's  average  daily net  assets,  and the  investment
     adviser and  shareholder  servicing agent did not impose any of their fees.
     In addition,  to the extent actual  expenses were over this  limitation and
     the  waivers  had not  been in place  for the  periods  indicated,  the net
     investment income (loss) per share and the ratios would have been:
<TABLE>
<CAPTION>
<S>                                                                       <C>             <C>                   <C>
Net investment income                                                     $ (0.12)        $ (0.03)             $  0.92
Ratios (to average net assets):
   Expenses##                                                                1.22%           1.28%                2.52%+
   Net investment income (loss)                                             (0.83)%         (0.31)%              11.63%+
</TABLE>


*    For the period from the commencement of the fund's  investment  operations,
     January 2, 1997, through August 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  fees 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 January 1, 2000 as revised July 21, 2000.

<PAGE>

                     MFS(R) RESEARCH GROWTH AND INCOME FUND

            Supplement dated January 1, 2000 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 January 1, 2000. 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                                  22.34%       26.18%
     Standard & Poor's 500 Composite Index#+         28.58%       28.23%
     Average growth and income fund++                15.80%       21.37%
-------------------------------

*    Fund performance  figures are for the period from the commencement of the
     fund's  investment  operations on January 2, 1996,  through  December 31,
     1998. Index and Lipper average returns are from January 1, 1996.

#    The Standard & Poor's 500 Composite  Index is a broad based unmanaged but
     commonly  used measure of common stock total  return  performance.  It is
     composed of 500 widely held  common  stocks  listed on the New York Stock
     Exchange, American Stock Exchange and over-the-counter market.

+    Source:  Standard & Poor's Micropal.

++   Source:  Lipper Analytical Services, Inc.

The fund commenced  investment  operations on January 2, 1996, with the offering
of class A 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,  the 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,  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...................................................  0.65%
     Distribution and Service (12b-1) Fees.............................  0.00%
     Other Expenses(1).................................................  0.33%
                                                                         -----
     Total Annual Fund Operating Expenses..............................  0.98%
-----------------------
(1)  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
<PAGE>

     account these expense  reductions,  and are therefore  higher than the
     actual  expenses of the fund. Had these fee reductions been taken into
     account,  "Total Annual Fund Operating  Expenses" would be lower,  and
     would equal 0.97% for class I.

     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. The 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       $100          $312          $542       $1,201

3.   DESCRIPTION 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;

     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.

4.   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>

5.   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 Ended August 31,            Period Ended
                                                                           1999             1998          August 31, 1997*
                                                                           ----             ----          ----------------
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                      $ 14.47         $ 14.16             $ 12.01
                                                                           -------         -------             -------
Income from investment operations# -
    Net investment incomess.                                              $   0.09        $   0.13            $   0.08
    Net realized and unrealized gain on investments and
      foreign currency                                                        4.05            0.78                2.11
                                                                         ---------        --------            --------
        Total from investment operations                                  $   4.14       $    0.91           $    2.19
                                                                          --------       ---------           ---------
Less distributions declared to shareholders -
    From net investment income                                            $  (0.06)      $   (0.03)          $   (0.02)
    From net realized gain on investments and foreign
      currency transactions                                                  (0.62)          (0.57)              --
    In excess of net investment income                                       --              --                  (0.02)
                                                                             --              --              ----------
      Total distributions declared to shareholders                        $  (0.68)      $   (0.60)          $   (0.04)
                                                                          ---------      ----------          ----------
Net asset value - end of period                                            $ 17.93        $  14.47            $  14.16
                                                                           -------        --------            --------
Total return                                                                 28.95%           6.62%              19.01%++
Ratios (to average net assets)/Supplemental datass.:
    Expenses##                                                                0.98%           1.05%               1.19%+
    Net investment income                                                     0.56%           0.80%               0.87%+
Portfolio turnover                                                              96%            101%                 106%
Net assets at end of period (000 omittted)                                    $742          $1,011                 $825
</TABLE>

*    For the period  from the  inception  of Class I,  January 2, 1997,  through
     August 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 period ended August 31, 1997, subject to reimbursement by the Fund,
     the investment  adviser  voluntarily agreed to maintain the expenses of the
     fund, exclusive of management fees, at not more than 0.60% of average daily
     net assets.  To the extent actual expenses were over/under this limitation,
     the net investment income per share and the ratios would have been:
<TABLE>
<CAPTION>
<S>                                                                                                             <C>
Net investment income                                                                                           $ 0.08
Ratios (to average net assets):
Expenses##                                                                                                        1.22%+
Net investment income                                                                                             0.83%+
</TABLE>

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

<PAGE>

                            MFS(R) EQUITY INCOME FUND

            Supplement dated January 1, 2000 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 January 1, 2000. 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                                  17.66%       25.71%
      Standard & Poor's 500 Composite Index#+         28.58%       28.23%
      Average equity income fund++                    11.90%       19.07%
------------------------------

*      Fund performance  figures are for the period from the commencement of the
       fund's  investment  operations on January 2, 1996,  through  December 31,
       1998. Index and Lipper average returns are from January 1, 1996.

#      The Standard & Poor's 500 Composite  Index is a broad based unmanaged but
       commonly  used measure of common stock total  return  performance.  It is
       composed of 500 widely held  common  stocks  listed on the New York Stock
       Exchange, American Stock Exchange, and over-the-counter market.

+      Source:  Standard & Poor's Micropal.

++     Source:  Lipper Analytical Services, Inc.

The fund commenced  investment  operations on January 2, 1996, with the offering
of class A 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,  the 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,  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....................................              0.60%
       Distribution and Service (12b-1) Fees..............              0.00%
       Other Expenses(1)..................................              0.41%
                                                                        -----
       Total Annual Fund Operating Expenses...............              1.01%
-----------------------

(1)  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,  "Total Annual Fund Operating  Expenses" would be lower, and would
     equal 1.00% for class I.
<PAGE>

     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. The 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        $103        $322         $558       $1,236

3.   DESCRIPTION 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;

     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.


4.   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>



5.   FINANCIAL HIGHLIGHTS

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

Financial Highlights - Class I Shares

<TABLE>
<CAPTION>
<S>                                                                     <C>                 <C>                <C>
                                                                          Year Ended          Year Ended         Period Ended
Equity Income Fund                                                      August 31, 1999     August 31, 1998    August 31, 1997*
                                                                        ---------------     ---------------    ----------------

Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                      $ 14.22              $ 14.81            $ 12.20
                                                                           -------              -------            -------
Income from investment operations# -
    Net investment incomess.                                              $   0.31             $   0.24           $   0.15
    Net realized and unrealized gain on investments and
      foreign currency###                                                     3.20                 1.09               2.46
                                                                         ---------            ---------          ---------
         Total from investment operations                                 $   3.51             $   1.33           $   2.61
                                                                          --------             --------           --------
Less distributions declared to shareholders -
    From net investment income                                            $  (0.27)            $  (0.21)           $   --
    From net realized gain on investments and foreign
      currency transactions                                                  (0.22)               (1.71)               --
                                                                         ----------           ----------            -----
         Total distributions declared to shareholders                     $  (0.49)            $  (1.92)           $   --
                                                                          ---------            ---------           ------
Net asset value - end of period                                            $ 17.24              $ 14.22            $ 14.81
                                                                           -------              -------            -------
Total return                                                                 24.97%                9.83%             21.39%++
Ratios (to average net assets)/Supplemental datass.:
    Expenses##                                                                1.01%                1.19%              1.54%+
    Net investment income                                                     1.85%                1.57%              1.51%+
Portfolio turnover                                                              97%                 89%                118%
Net assets at end of period (000 omitted)                                   $3,413                 $999               $964

</TABLE>

ss.    Effective  November 1, 1997,  subject to  reimbursement  by the fund, the
       investment adviser agreed to maintain the expenses of the fund, exclusive
       of management,  distribution  and service fees, at not more that 0.40% of
       average  daily  net  assets.  Prior  to  November  1,  1997,  subject  to
       reimbursement by the fund, the investment  adviser agreed to maintain the
       expenses of the fund, exclusive of management,  distribution, and service
       fees, at not more than 1.50% of average  daily net assets.  To the extent
       actual expenses were over these  limitations,  the net investment  income
       per share and the ratios would have been:
<TABLE>
<CAPTION>
<S>                                                                        <C>                  <C>                <C>
Net investment income                                                      $  0.31              $  0.12            $  0.03
Ratios (to average net assets):
    Expenses##                                                                1.01%                1.93%              2.67%+
    Net investment income                                                     0.85%                0.82%              0.35%+
</TABLE>

*    For the period  from the  inception  of class I,  January 2, 1997,  through
     August 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.  ### The per share
     amount is not in  accordance  with the net  realized  and  unrealized  gain
     (loss) for the year ended August 31, 1998 because of the timing of sales of
     fund shares and the amount of per share realized and  unrealized  gains and
     losses at such time.


    The date of this supplement is January 1, 2000 as revised July 21, 2000.
<PAGE>


                       MFS(R) RESEARCH INTERNATIONAL FUND

            Supplement dated January 1, 2000 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 January 1, 2000. 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

<TABLE>
<CAPTION>
    <S>                                                                                             <C>          <C>
                                                                                                    1 Year       Life*
    Class I shares                                                                                  14.44%     12.30%
    Morgan Stanley Capital International (MSCI) EAFE (Europe, Australia, Far East) Index#+          20.33%     10.82%
    Average international fund++                                                                    12.99%      9.10%
</TABLE>

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

*      Fund performance  figures are for the period from the commencement of the
       fund's  investment  operations on January 2, 1997,  through  December 31,
       1998. Index and Lipper average returns are from January 1, 1997.

#      The Morgan Stanley Capital International (MSCI) EAFE (Europe,  Australia,
       Far     East)     Index     is     a     broad     based,      unmanaged,
       market-capitalization-weighted  total  return  index which  measures  the
       performance of 20 developed-country global stock markets.

+      Source:  Standard & Poor's Micropal.

++     Source:  Lipper Analytical Services, Inc.

The fund commenced  investment  operations on January 2, 1997, with the offering
of class A shares and class I shares.


2.   EXPENSE SUMMARY

     Expense Table. The "Expense Table" describes the fees and expenses that you
may pay  when  you buy,  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.......................................       1.00%
      Distribution and Service (12b-1) Fees.................       0.00%
      Other Expenses........................................       1.15%
                                                                   -----
      Total Annual Fund Operating Expenses..................       2.15%
          Expense Reimbursement(1)..........................      (0.73)%
                                                                  -------
          Net Expenses(2)...................................       1.42%
-----------------------
(1)    MFS has  contractually  agreed to bear the  fund's  expenses  subject  to
       reimbursement,  such that "Other Expenses", after taking into account the
       expense offset  arrangement  described below, do not exceed 0.40%.  These
       contractual  fee  arrangements  will  continue  until at least January 1,
       2001,  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 be lower,  and
       would equal 1.40% for class I.
<PAGE>

     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. The 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, except that the fund's
          total  operating  expenses are assumed to be the fund's "Net Expenses"
          for the first  year,  and the  fund's  "Total  Annual  Fund  Operating
          Expenses" for subsequent years (see Expense Table).

The table is supplemented as follows:

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

   Class I shares      $145        $603      $1,087       $2,425

3.   DESCRIPTION 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;

     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.


4.   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>



5.   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 Ended August 31,            Period Ended
                                                                           1999             1998           August 31, 1997*
                                                                           ----             ----           ----------------
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                     $ 10.26          $ 10.95             $ 10.00
                                                                          -------          -------             -------
Income from investment operations# -
    Net investment incomess.                                             $   0.05         $   0.06            $   0.07
    Net realized and unrealized gain on investments and
       foreign currency                                                      2.42             0.34                0.88
                                                                        ---------         --------            --------
           Total from investment operations                              $   2.47         $   0.40            $   0.95
                                                                         --------         --------            --------
Less distributions declared to shareholders -
    From net investment income                                           $  (0.02)        $  (0.05)            $   --
    From net realized gain on investments and foreign
       currency transactions                                                (0.16)           (1.04)                --
                                                                            ------       ----------            ------
       Total distributions declared to shareholders                      $  (0.18)        $  (1.09)            $   --
                                                                         ---------        ---------            ------
Net asset value - end of period                                           $ 12.55          $ 10.26             $ 10.95
                                                                          -------          -------             -------
Total return                                                                24.08%            4.13%               9.60%++
Ratios (to average net assets)/Supplemental datass.:
    Expenses##                                                               1.37%            1.40%               1.68%+
    Net investment income                                                    0.47%            0.53%               0.85%+
Portfolio turnover                                                            136%              89%               137%
Net assets at end of period (000 omitted)                                  $1,047           $1,199              $1,022
</TABLE>

ss.  Subject to  reimbursement by the fund, the investment  adviser  voluntarily
     agreed to maintain the expenses of the fund,  exclusive of management fees,
     at not more than 0.40% of average  daily net assets.  For the period  ended
     August 31, 1997, the investment  adviser agreed to maintain the expenses of
     the fund at not more than 1.75% of the fund's average daily net assets. The
     investment  adviser and  shareholder  servicing agent did not impose any of
     their fees for the period ended August 31, 1997. If these fees had not been
     waived  and  actual  expenses  had  been  over  this  limitation,  the  net
     investment loss per share and the ratios would have been:
<TABLE>
<CAPTION>
<S>                                                                      <C>              <C>                    <C>
Net investment loss                                                      $  (0.03)        $  (0.15)              $  --
Ratios (to average net assets):
     Expenses##                                                              2.10%            3.55%               2.81%+
     Net investment loss                                                    (0.26)%          (1.61)%             (0.28)% +
</TABLE>

*    For the period from the commencement of the fund's  investment  operations,
     January 2, 1997, through August 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  fees 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 January 1, 2000 as revised July 21, 2000.
<PAGE>

                          MFS(R) STRATEGIC GROWTH FUND

            Supplement dated January 1, 2000 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 January 1, 2000. 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                                  45.72%         46.15%
      Standard & Poor's 500 Composite Index#+         28.58%         28.23%
      Average growth fund++                           23.42%         22.24%
--------------

*      Fund performance  figures are for the period from the commencement of the
       fund's  investment  operations on January 2, 1996,  through  December 31,
       1998. Index and Lipper average returns are from January 1, 1996.

#      The Standard & Poor's 500 Composite  Index is a broad based unmanaged but
       commonly  used measure of common stock total  return  performance.  It is
       composed of 500 widely held  common  stocks  listed on the New York Stock
       Exchange, American Stock Exchange, and over-the-counter market.

+      Source:  Standard & Poor's Micropal.

++     Source:  Lipper Analytical Services, Inc.

The fund commenced  investment  operations on January 2, 1996, with the offering
of class A 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,  the 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,  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.......................................            0.75%
      Distribution and Service (12b-1) Fees.................            0.00%
      Other Expenses(1).....................................            0.28%
                                                                        -----
      Total Annual Fund Operating Expenses..................            1.03%
-----------------------

(1)  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, "Total Annual Fund Operating Expenses" would be lower.
<PAGE>

     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. The 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      $105         $328         $569        $1,259

3.   DESCRIPTION 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;

     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.


4.   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>



5.   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 Ended          Year Ended         Period Ended
                                                                                8/31/99            8/31/98             8/31/97*
                                                                                -------            -------             --------
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                          $ 18.85             $ 16.80             $ 12.08
                                                                               -------             -------             -------
Income from Investment Operations# -
Net investment lossss.                                                        $  (0.08)           $  (0.08)           $  (0.04)
Net realized and unrealized gain on investments and foreign currency             10.34                2.31                4.76
                                                                              --------           ---------            --------
       Total from investment operations                                        $ 10.26            $   2.23            $   4.72
                                                                               -------            --------            --------
Less distributions declared to shareholders from net realized
    gain on investments and foreign currency transactions                     $  (0.75)           $  (0.18)              --
                                                                              ---------
Net asset value - end of period                                                $ 28.36             $ 18.85             $ 16.80
                                                                               -------             -------             -------
Total return                                                                     55.08%              13.32%              39.24%++
Ratios (to average net assets)/Supplemental datass. -
    Expenses##                                                                    1.03%               1.08%               0.94%+
    Net investment loss                                                          (0.34)%             (0.37)%             (0.40)% +
Portfolio turnover                                                                 112%                 56%                 82%
Net assets at end of period (000 omitted)                                      $24,849             $18,335             $13,462
</TABLE>

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

ss.    Subject to reimbursement by the fund, the Adviser  voluntarily  agreed to
       maintain expenses of the fund,  exclusive of management fees, at not more
       than 0.50% per annum of average daily net assets effective April 14, 1997
       through  August 31, 1997. To the extent actual  expenses were  over/under
       this limitation, the net investment income per share and the ratios would
       have been:
<TABLE>
<CAPTION>
<S>                                                                            <C>                  <C>                 <C>
Net investment loss                                                            $   --               $   --              $(0.06)
Ratios (to average net assets):
    Expenses##                                                                     --                   --                1.14%+
    Net Investment loss                                                            --                   --               (0.60)% +
</TABLE>

*    For the  period  from the  inception  of class I shares,  January  2, 1997,
     through August 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.



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



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