STANDISH AYER & WOOD INVESTMENT TRUST
497, 1996-11-15
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                       SUPPLEMENT dated November 13, 1996

                                     to the
                                   Prospectus
                                       of
                    STANDISH SMALL CAPITALIZATION EQUITY FUND
                              dated April 29, 1996


        The Board of  Trustees of  Standish,  Ayer & Wood  Investment  Trust has
authorized  the  closure of  Standish  Small  Capitalization  Equity Fund to new
investors  for an  indefinite  period.  This closure will be effective as of the
close of business on December 20, 1996. After that date,  shares of the Fund may
be  purchased,  whether  through  exchange  or  otherwise,  only by  shareholder
accounts  that were Fund accounts of record on that date and that continue to be
such on the date of any subsequent investment.

         This action has been taken as a result of recent large  inflows of cash
into the Fund.  It is designed to protect  existing  investors  from the adverse
impact that continued large inflows of cash may have on Fund  performance  under
current market conditions in the small cap equity sector.



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