MFS SERIES TRUST VIII
497, 1999-09-28
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<PAGE>
                          MFS(R) STRATEGIC INCOME FUND

  Supplement dated March 1, 1999 (as revised June 14, 1999 and October 1, 1999)
                            to the Current Prospectus


     This  Supplement  describes the fund's class I shares,  and it  supplements
certain  information in the fund's  Prospectus  dated March 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
<TABLE>
<CAPTION>
         <S>                                                       <C>          <C>         <C>
                                                                   1 Year       5 Year      10 Year
                                                                   ------       ------      -------
         Class I shares                                             (0.43)%      5.13%        5.13%
         Credit Suisse First Boston High Yield Index++*              0.58%       8.16%       10.74%
         Lehman Brothers Government Corporate Bond Index+**          9.49%       7.31%        9.24%
         Salomon Brothers World Governments Bond Index+***          15.29%       7.84%        8.97%
</TABLE>
- -----------------
+    Source: CDA/Wiesenberger
++   Source: AIM
*    The Credit Suisse First Boston High Yield Index is a broad based unmanaged,
     trader-priced portfolio constructed to mirror the high-yield debt market.
**   The  Lehman  Brothers  Government/Corporate  Bond  Index  is an  unmanaged,
     market-value-weighted  index of all debt  obligations of the U.S.  Treasury
     and U.S. government agencies (excluding mortgage-backed  securities) and of
     all publicly issued fixed-rate,  nonconvertible,  investment-grade domestic
     corporate debt.
***  The Salomon Brothers World Governments Bond Index is unmanaged and consists
     of complete  universes of government bonds with remaining  maturities of at
     lest five years.

     The fund  commenced  investment  operations  on October  29,  1987 with the
offering of class A shares,  and subsequently  offered class I shares on January
8, 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  then the
performance  of class I shares  would have been had class I shares been  offered
for the entire period.

                                       1
<PAGE>


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............................................  1.15%
         Distribution and Service (12b-1) Fees......................  0.00%
         Other Expenses(1) .........................................  0.38%
                                                                      ----
         Total Annual Fund Operating Expenses.......................  1.53%
           Fee Waiver and/or Expense Reimbursement(2)...............  1.00%
                                                                      ----
           Net Expenses.............................................  0.53%
- -----------------
(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 therefore do not represent
     the actual expenses of the fund.
(2)  MFS has  agreed to waive  its  right to  receive  the  management  fee to a
     maximum of 0.50%  annually of the average daily net assets of the Fund. MFS
     has also agreed to bear all of the fund's  expenses,  excluding  management
     fees,  distribution  and  service  fees,  taxes,   extraordinary  expenses,
     brokerage  and  transaction  costs  and  class  specific  expenses.   These
     contractual fee arrangements  will remain in effect until at least March 1,
     2000 absent an earlier modification approved by the board of trustees which
     oversees the Fund.

     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 table is supplemented as follows:

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

       Class I shares      $54          $170        $296        $665

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;

                                       2
<PAGE>

     o    any retirement plan, endowment or foundation which:

               purchases  shares  directly  through MFD (rather  than  through a
               third party broker or dealer or other financial adviser);

               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.

     In no event  will the fund,  MFS,  MFD or any of their  affiliates  pay any
sales commissions or compensation to any third party in connection with the sale
of class I shares.  The  payment of any such sales  commission  or  compensation
would,  under the fund's  policies,  disqualify  the  purchaser  as an  eligible
investor in class I shares.

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.


                                       3
<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>
                                                                       Year Ended               Period Ended
                                                                     October 31, 1998         October 31, 1997*
                                                                     ----------------         -----------------
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                    $ 8.25                     $  8.15
                                                                         ------                     -------
Income from Investment Operations# -
     Net investment income lossss.                                       $ 0.72                     $  0.49
     Net realized and unrealized gain on investments
       and foreign currency transactions                                  (0.85)                       0.15
                                                                         -------                    -------
         Total from investment operations                                $(0.13)                    $  0.64
                                                                         -------                    -------
Less distributions declared to shareholders -
     From net investment income                                          $(0.66)                    $ (0.54)
     From net realized gain on investments and
       foreign currency transactions                                     $(0.13)                        --
                                                                         -------                    -------
Net asset value - end of period                                          $ 7.33                     $  8.25
                                                                         ------                     -------
Total return                                                              (2.00)%                      5.98%++
Ratios (to average net assets)/Supplemental datass. -
Expenses##                                                                 0.50%                       0.44%+
Net investment loss                                                        8.51%                       7.69%+
Portfolio turnover                                                          299%                        217%
Net assets at end of period (000 omitted)                                   $238                        $230
</TABLE>
- -----------------
*    For  the  period  from  the  inception  of  class  I  shares,   January  8,
     1997,through October 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.  The Investment Adviser and/or the distributor  voluntarily waived a portion
     of  their   management   and/or   other  fees  and/or   distribution   fee,
     respectively,  for certain periods indicated.  If the fee had been incurred
     by the Fund, the net investment  income per share and the ratios would have
     been:

<TABLE>
<CAPTION>
           <S>                                                         <C>                             <C>
           Net investment loss                                         $0.63                           $0.40
           Ratios (to average net assets):
                Expenses##                                              1.49%                           1.66%+
                Net Investment loss                                     7.49%                           6.47%+
</TABLE>

        The date of this Supplement is March 1, 1999 (as revised June 14,
                           1999 and October 1, 1999).


                                       4
<PAGE>

                            MFS(R) GLOBAL GROWTH FUND

           Supplement dated March 1, 1999 (as revised October 1, 1999)
                           to the Current Prospectus

     This  Supplement  describes the fund's class I shares,  and it  supplements
certain  information in the fund's  Prospectus  dated March 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

<TABLE>
<CAPTION>
      <S>                                                                     <C>        <C>       <C>
                                                                              1 Year     5 Year    Life*
                                                                              ------     -----     -----

      Class I shares                                                          12.54%     11.73%    12.95%
      Morgan Stanley Capital International (MSCI) All Country Index+**        21.72%     14.48%    15.52%
      Average Global Fund+                                                    14.34%     11.98%    11.23%
      Russel 2000 Total Return Index++***                                     -2.55%     11.86%    11.58%
      Standard & Poor's 500 Stock Index++****                                 28.58%     24.06%    23.49%
</TABLE>
- -----------------
+    Source: Lipper Analytical Services, Inc.
++   Source: CDA/Wiesenberger.
*    For the period from the commencement of the fund's  investment  operations,
     November  18, 1993,  through  December  31,  1998.  Index  results are from
     December 31, 1993.
**   The Morgan  Stanley  Capital  International  (MSCI) All Country  Index is a
     broad  based  unmanaged  index of  developed  country and  emerging  market
     equities.
***  The Russell  2000 Total Return  Index is an  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 NYSE, AMEX, and
     NASDAQ.
**** The  Standard & Poor's 500 Stock Index is an unmanaged  but  commonly  used
     measure of common stock total return performance.

     The fund  commenced  investment  operations  on November  18, 1993 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,  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


                                       1
<PAGE>

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).......................................      0.34%
                                                                       -----
         Total Annual Fund Operating Expenses....................      1.24%
- -----------------
(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 therefore do not represent
     the actual expenses of the fund.

     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 table is supplemented as follows:

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

        Class I shares     $126          $393         $681         $1,500

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:

               purchases  shares  directly  through MFD (rather  than  through a
               third party broker or dealer or other financial adviser);

               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;

                                       2
<PAGE>

     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.

     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.

     In no event  will the fund,  MFS,  MFD or any of their  affiliates  pay any
sales commissions or compensation to any third party in connection with the sale
of class I shares.  The  payment of any such sales  commission  or  compensation
would,  under the fund's  policies,  disqualify  the  purchaser  as an  eligible
investor in class I shares.

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.

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>
                                                                         Year Ended             Period Ended
                                                                     October 31, 1998         October 31, 1997*
                                                                     ----------------         -----------------
Per share data (for a share outstanding throughout each period):
Net asset value - beginning of period                                   $ 20.84                   $ 18.34
                                                                        -------                   -------
Income from investment operations# -
     Net investment income                                              $  0.04                   $  0.04
     Net realized and unrealized gain on investments
       and foreign currency transactions                                  (0.40)                     2.46
                                                                        --------                  --------
         Total from investment operations                               $ (0.36)                  $  2.50
                                                                        --------                  -------
Less distributions declared to shareholders from net realized
     gain on investments and foreign currency transactions              $ (2.16)                      --
Net asset value - end of period                                         $ 18.32                   $ 20.84
                                                                        -------                   --------
Total return                                                              (1.64%)                   13.58%++
Ratios (to average net assets)/Supplemental data -
Expenses##                                                                 1.24%                     1.21%+
Net investment income                                                      0.19%                     0.20%+
Portfolio turnover                                                          104%                      133%
Net assets at end of period (000 omitted)                                 $5,445                    $6,550
</TABLE>
- -----------------
*    For the period  from the  inception  of class I,  January 2, 1997,  through
     October 31, 1997.
+    Annualized.
++   Not annualized.
#    Per share data are based on average shares outstanding.

                                       3
<PAGE>

##   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 March 1, 1999 (as revised October 1, 1999).


                                       4


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