COLONIAL U.S. FUND FOR GROWTH
Supplement to Prospectus dated October 28, 1996
(Replacing Supplement dated November 4, 1996)
Effective November 18, 1996, the sub-advisory agreement with
State Street Bank and Trust Company will be terminated.
Following such termination, Colonial Management Associates,
Inc. (Colonial) will provide the Fund with investment
management services under its current management agreement,
without involvement by any sub-adviser. The portfolio
managers of the Fund will be Mark Stoeckle and Peter Wiley,
each of whom is a Vice President of Colonial. Prior to
joining Colonial in 1996, Mr. Stoeckle was a portfolio manager
at Massachusetts Financial Services Company and an investment
banker at Bear, Stearns & Co. Inc. Prior to joining Colonial
in 1992, Mr. Wiley was an analyst at State Street Bank and
Trust Company and an assistant technical staff member of the
Massachusetts Institute of Technology's Lincoln Laboratory.
The Fund will continue to seek growth exceeding over time that
of the S&P 500 Index by investing primarily in large
capitalization U.S. equity securities.
US-36/032D-1196 November 18, 1996
COLONIAL U.S. FUND FOR GROWTH
Supplement to the Statement of Additional Information
dated October 28, 1996
(Replacing Supplement dated November 4, 1996)
Effective November 18, 1996, the sub-advisory agreement with
State Street Bank and Trust Company will be terminated.
Following such termination, Colonial Management Associates, Inc.
(Colonial) will provide the Fund with investment management
services under its current management agreement, without
involvement by any sub-adviser. The portfolio managers of the
Fund will be Mark Stoeckle and Peter Wiley, each of whom is a
Vice President of Colonial. Prior to joining Colonial in 1996,
Mr. Stoeckle was a portfolio manager at Massachusetts Financial
Services Company and an investment banker at Bear, Stearns & Co.
Inc. Prior to joining Colonial in 1992, Mr. Wiley was an analyst
at State Street Bank and Trust Company and an assistant technical
staff member of the Massachusetts Institute of Technology's
Lincoln Laboratory. The Fund will continue to seek growth
exceeding over time that of the S&P 500 Index by investing
primarily in large capitalization U.S. equity securities.
US-39/033D-1196 November 18, 1996
