COLONIAL TRUST VII
497, 1995-09-25
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            COLONIAL NEWPORT TIGER FUND       
                  CLASS Z SHARES              
                                   
   Supplement to Prospectus dated March 1, 1995     
   (Supplanting Supplement dated June 26, 1995)         
         
                              
The Example under the caption Summary of expenses on 
page 2 of the Prospectus for Class Z shares has been
revised in its entirety as follows:   
                     
Period:                  
                                  
1 year.............................. $ 16      
                          
3 years............................  $ 49     
                             
5 years............................  $ 84      
                          
10 years............................ $185

A new sentence has been added to the end of the first
paragraph under the caption How the Fund is managed 
as follows:

Thomas R. Tuttle, Managing Director of the Adviser, has 
co-managed the Fund since September 1995.  Mr. Tuttle has
been a Managing Director of the Adviser and Newport Pacific
Management since 1992 and a Director of Newport Pacific
Management since 1984.

A new sentence has been added to the end of the fifth
paragraph under the caption How the Fund is managed as follows:

Effective May 1, 1995, the Administrator provides pricing and 
bookkeeping services to the Fund for a monthly fee of $2,250 
plus a percentage of the Fund's average net assets over
$50 million.

In addition to the class of purchasers described in the 
Prospectus, Class Z shares of the Fund may be purchased by
certain institutions (including certain insurance companies 
and banks investing for their own account, trusts, endowment
funds, foundations and investment companies) and defined 
benefit retirement plans investing a minimum of $5 million 
in the Fund.  The Distributor may pay financial service firms 
a finder's fee on such purchases, payable in quarterly 
installments during the first year after purchase.  Each 
installment will equal 1/4 of 0.15% of the value of the shares
at the time the installment is calculated.

NT-262B-0995                               September 26, 1995

                              
                    COLONIAL NEWPORT TIGER FUND
                              
    Supplement to the Statement of Additional Information dated
                           March 1, 1995
            (Supplanting Supplement dated June 1, 1995)
                              

Non-fundamental policy 1 under the caption Other Investment
Policies has been revised in its entirety as follows:

1. Own securities of any company if officers and Trustees of the
   Trust or officers and directors of the Adviser who
   individually own more than 0.5% of such securities together
   own more than 5% of such securities;

The first paragraph under the caption Investment Performance
is revised in its entirety as follows:

The Fund's average annual total returns at December 31, 1994
were:

                                            May 31, 1989
                                  (commencement of investment operations) 
            1 year       5 years      through December 31, 1994

           (11.96)%      15.03%                15.45%

The first paragraph under the sub-caption Reinvestment Privilege under 
the caption INVESTOR SERVICES is revised in its entirety as follows:

An investor who has redeemed Class A, B, D or T shares may, upon request, 
reinvest within one year a portion or all of the proceeds of such sale 
in shares of the same Class of any Colonial fund at the NAV next determined 
after CISC receives a written reinvestment request and payment.  Any CDSC 
paid at the time of the redemption will be credited to the shareholder upon 
reinvestment.  The period between the redemption and the reinvestment will 
not be counted in aging the reinvested shares for purposes of calculating 
any CDSC or conversion date.  Investors who desire to exercise this Privilege 
should contact their FSF or CISC.  Shareholders may exercise this Privilege 
an unlimited number of times.  Exercise of this Privilege does not alter the 
federal income tax treatment of any capital gains realized on the prior sale 
of Fund shares, but to the extent any such shares were sold at a loss, some 
or all of the loss may be disallowed for tax purposes.  Consult your tax 
adviser.

NT-39/071B-0795                                             July 14, 1995
                         



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