COLONIAL U.S. STOCK FUND
Supplement to Prospectus
Dated October 28, 1996, Revised February 28, 1997
Effective April 24, 1997, Peter Wiley no longer co-manages the Fund.
Mark Stoeckle, Vice President of the Adviser, has managed or co-
managed the Fund since November, 1996. Prior to joining the
Adviser in 1996, Mr. Stoeckle was a portfolio manager at
Massachusetts Financial Services Company and an investment banker
at Bear, Stearns & Co. Inc.
The third paragraph under the caption HOW THE FUND PURUSES ITS
OBJECTIVE AND CERTAIN RISK FACTORS is deleted in its entirety.
SF-36/627D-0497 May 1, 1997
