MFS INSTITUTIONAL TRUST
497, 1998-10-29
Previous: MFS INSTITUTIONAL TRUST, 497J, 1998-10-29
Next: MIDLAND RESOURCES INC /TX/, 15-12G, 1998-10-29



<PAGE>

                   MFS(R) INSTITUTIONAL EMERGING EQUITIES FUND
               Supplement to the Prospectus dated November 1, 1998

The section of the Prospectus  entitled "Expense Summary" is hereby revised with
respect to the  Emerging  Equities  Fund (the  "Fund") as follows to reflect the
implementation of an expense limitation arrangement of the Fund:

1.    EXPENSE SUMMARY

Shareholder Transaction Expenses:
      Maximum Sales Load Imposed on Purchases of Shares..................  None
      Maximum Sales Load Imposed on Reinvested
         Dividends and Distributions.....................................  None

Annual Operating Expenses of the Fund (as a percentage of average 
daily net assets):
      Management Fees....................................................  0.75%
      Other Expenses (after any applicable fee limitation)(1) (2)........  0.00%
                                                                           -----
      Total Operating Expenses (after any applicable fee limitation)(1)..  0.75%
- --------------------
1.    The  Adviser has agreed to bear the Fund's  expenses  such that the Fund's
      "Other Expenses" do not exceed 0.00% per annum of the Fund's average daily
      net  assets  during  the  calendar  year  ending  on  December  31,  1998.
      Otherwise, "Other Expenses" and "Total Operating Expenses" would have been
      0.09% and 0.84%, respectively.

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, and may enter into other such
      arrangements and directed  brokerage  arrangements  (which would also have
      the effect of reducing the Fund's  expenses).  Any such fee reductions are
      not reflected under "Other Expenses."

                               Example of Expenses

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

                        Period

                      1 year.......................          $ 8
                      3 years......................           24
                      5 years......................           42
                      10 years.....................           93

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

      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 section of the  Prospectus  entitled  "Expenses" is hereby  revised to
reflect the implementation of an expense limitation arrangement of the Fund:

      Subject to termination or revision at the sole  discretion of MFS, MFS has
agreed to bear the expenses (after taking into effect any  compensating  balance
and  offset  arrangements)  of the Fund such that  "Other  Expenses,"  which are
defined to include all of the Fund's expenses except for management fees, taxes,
extraordinary  expenses,  brokerage and  transaction  costs,  of the Fund do not
exceed 0.00% of its average  daily net assets (the  "Maximum  Percentage").  The
obligation of MFS to bear these  expenses  terminates on the earlier of the date
on which the  Fund's  "Other  Expenses"  are less  than or equal to the  Maximum
Percentage or December 31, 1998.

                The date of this Supplement is November 1, 1998.


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission