COLONIAL TRUST VII
497, 1995-06-02
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                   COLONIAL NEWPORT TIGER FUND

   Supplement to the Statement of Additional Information 
                      dated March 1, 1995
          (Supplanting Supplement dated April 3, 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 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-39/943A-0595                                     June 1, 1995
















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