MFS SERIES TRUST XI
497, 1998-10-28
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                               VERTEX GROWTH FUND
                              VERTEX DISCOVERY FUND

                   Supplement to Prospectus dated May 1, 1998


         The Board of  Trustees  which  oversees  Vertex  Growth Fund and Vertex
Discovery  Fund (the  "Funds")  decided today to terminate  each Fund  effective
October 30, 1998, or as soon thereafter as practicable (the "Termination Date").
In  connection  with the  termination  of each Fund,  the Board of Trustees  has
suspended the sale of each Fund's shares  effective  immediately.  Consequently,
purchase  orders for Fund shares  received on or after  October 28, 1998 will be
rejected by each Fund.

         Enclosed is a formal Notice of Termination  which is designed to answer
any questions  concerning  each Fund's  termination.  As described more fully in
this Notice, until the Termination Date, shareholders may choose to redeem their
Fund shares or exchange their shares for shares of the same class of any fund in
the MFS Family of Funds(R)  which permits  exchanges at such fund's then current
net asset  value.  If a  shareholder  takes no action,  his or her  shares  will
automatically  be  exchanged  on the  Termination  Date for shares of the MFS(R)
Money Market Fund ("MMM").

         MMM, a member of the MFS Family of Funds(R), seeks to provide as high a
level of current income as is consistent  with the  preservation  of capital and
liquidity. MMM's prospectus is enclosed with the Notice of Termination.


                 THE DATE OF THIS SUPPLEMENT IS OCTOBER 28, 1998



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