MFS SERIES TRUST XI
497, 1998-08-03
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                          VERTEX RESEARCH ALL CAP FUND

  Supplement to the Current Prospectus and Statement of Additional Information


         On August 1, 1998, the following  changes to the Fund's  Prospectus and
Statement of Additional Information are in effect:

         o    The name of the Fund has been changed to the "Vertex U.S. All Cap 
              Fund."

         o    The  description  of the Fund on the cover page of the Prospectus
              is revised as follows:

              "Vertex U.S. All Cap Fund ( the "U.S.  All Cap Fund") - The  
              investment  objective of the U.S.  All Cap  Fund is  capital  
              appreciation.  The Fund  invests, under normal market conditions,
              at least  65% of its total  assets  in all types of U.S.  equity
              securities."

         o    The description of the Fund on page 6 of the Prospectus  under the
              caption "Investment Objective and Policies" is revised as follows:

              U.S. All Cap Fund

              "The U.S. All Cap Fund, like the All Cap Fund, is flexibly managed
              (see "All Cap Fund" above). However, unlike the All Cap Fund which
              can invest up to 100% of its total  assets in foreign  securities,
              the Fund will invest, under normal market conditions, at least 65%
              of its total assets in equity securities issued by U.S.  companies
              or traded on a U.S. securities exchange."

         o    The  identification  of the portfolio manager for the Fund on page
              17 of the Prospectus  under the caption  "Management of the Funds"
              is revised as follows:

              "U.S. All Cap Fund   Paul M. McMahon,  a Senior Vice President of 
                                   the Adviser and MFS, has been  employed as a 
                                   portfolio  manager by MFS since 1981."



                          The date of this Supplement is August 1, 1998.



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