MFS INSTITUTIONAL TRUST
497, 1996-12-18
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               MFS(R) INSTITUTIONAL WORLDWIDE FIXED INCOME FUND
                 MFS(R) INSTITUTIONAL EMERGING EQUITIES FUND
              MFS(R) INSTITUTIONAL EMERGING MARKETS INCOME FUND
              MFS(R) INSTITUTIONAL CORE PLUS FIXED INCOME FUND
                       MFS(R) INSTITUTIONAL RESEARCH FUND
                 MFS(R) INSTITUTIONAL MID-CAP GROWTH EQUITY FUND
                 MFS(R) INSTITUTIONAL INTERNATIONAL EQUITY FUND

               Supplement to the November 1, 1996 Prospectus


         The minimum  intial  investment  is  generally  $3 million per investor
(generally  $1,000,000  in the case of purchases by bank trust  departments  for
their clients).

             The date of this Supplement is December 17, 1996.



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