MFS INSTITUTIONAL TRUST
497, 1995-04-12
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MFS WORLDWIDE FIXED INCOME FUND

Supplement to the Prospectus and Statement of Additional 
Information
dated November 1, 1994

Massachusetts Financial Services Company (MFS), the 
investment adviser of MFS Worldwide Fixed Income Fund (the 
Fund), has voluntarily agreed to waive its management fee 
and/or pay expenses of the Fund in order to maintain total 
expenses of the Fund at no more than 0.65% of the Fund's 
average daily net assets, effective April 1, 1995.  This 
voluntary waiver may be revised or terminated at any time 
without notice to shareholders.  

Expense Summary

The "Annual Operating Expenses" and "Example of Expenses" 
sections on page 2 of the Prospectus are replaced with the 
following:

The following information provides (i) a tabular summary of 
the estimated annual operating expenses for the Fund, and 
(ii) an example illustrating the dollar cost of such 
expenses, and the transaction expenses described in the 
Prospectus, on a $1,000 investment in the Fund.

Annual Operating Expenses of the Fund (as a percentage of 
average net assets)(1) :

Management Fees..........0.31%
Other Expenses...........0.34%
Total Operating Expenses.0.65%

(1)		MFS has voluntarily agreed to waive its management fee 
and/or pay expenses of the Fund in order to maintain 
Total Operating Expenses of the Fund at no more than 
0.65% of the Funds average daily net assets, effective 
April 1, 1995.  If these fees and expenses had been 
borne by the Fund, Management Fees would have been 
0.75% and Total Operating Expenses would have been 
1.09%.

Example of Expenses

An investor would pay the following dollar amounts of 
expenses on a $1,000 investment in the Fund, assuming (1) 5% 
annual return and (2) redemption at the end of each of the 
time periods indicated:

1 year...........$ 7
3 years..........$21
5 years..........$36
10 years.........$81

The purpose of the expense table above is to assist 
investors in understanding the various costs and expenses 
that a shareholder in the Fund will bear directly or 
indirectly.  More complete descriptions of the expenses of 
the Fund are set forth under the caption Management of the 
Fund - Investment Adviser in the Prospectus.

The Example set forth above should not be considered a 
representation of past or future expenses of the Fund; 
actual expenses may be greater or less than those shown.

The date of this Supplement is April 3, 1995.


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