MENTOR INSTITUTIONAL TRUST
MENTOR PERPETUAL INTERNATIONAL PORTFOLIO
SUPPLEMENT
TO PROSPECTUSES FOR INSTITUTIONAL CLASS AND CLASS E SHARES
DATED NOVEMBER 1, 1996 AND TO PROSPECTUS FOR CLASS A AND
B SHARES DATED NOVEMBER 1, 1996,
AS AMENDED MAY 1, 1997
Mentor Investment Group, LLC, the Portfolio's administrator ("Mentor"), has
informed the Trust that Wheat First Butcher Singer, Inc., Mentor's parent
company, will be acquired by First Union Corp. ("First Union"), in a transaction
expected to occur as early as December of this year. First Union is a global
financial services company with approximately $140 billion in assets and $10
billion in total stockholders' equity. The proposed arrangement does not
contemplate any changes in the management or operations of Mentor or any of its
subsidiaries, including Mentor Perpetual Advisors, LLC, the Fund's investment
adviser. Consummation of the acquisition, which is subject to a number of
conditions, including regulatory approvals, will result in the termination of
the administration agreement between the Portfolio and Mentor and the investment
advisory agreement between the Portfolio and Mentor Perpetual Advisors, LLC. It
is expected that the Trustees of the Trust will meet to consider a new
administration agreement between the Portfolio and Mentor and a new investment
advisory agreement between the Portfolio and Mentor Perpetual Advisors, LLC,
each to become effective upon consummation of the acquisition. Implementation of
the new investment advisory agreement, which would be substantially identical to
the current investment advisory agreement, would be subject to approval of
shareholders at a meeting expected to be held prior to the consummation of the
acquisition.
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The third sentence of the second paragraph appearing on the cover page of the
prospectuses for the Institutional Class and Class E shares of the Fund is
replaced in its entirety with the following: "Investors can find more detailed
information in the March 3, 1997, Statement of Additional Information, as
amended from time to time."
September 15, 1997
