i:\legal\sec.reg\vist96\prosup96.doc
Variable Investors Series Trust
10 Post Office Square - 12th Floor
Boston, MA 02109


January 16, 1997

VIA EDGAR


Securities and Exchange Commission
Division of Investment Management
450 Fifth Street, N.W.
Washington, DC 20549

Re:   Variable Investors Series Trust
      File Nos. 33-11182 and 811-4969

Dear Sir/Madam:

On behalf of the above  captioned  Registration  and pursuant to Securities  Act
Rule 497(e), we hereby submit for filing a supplement to the prospectus filed by
the Registrant on Form N-1A.

Please do not hesitate to contact the  undersigned at (617) 631-5052  should you
have any questions or comments.

Very truly yours,

s/Arnold R. Bergman
Arnold R. Bergman
Secretary

<PAGE>

                                                      Rule 497(e)
                                                      File No. 33-11182
 
 
                              Variable Investors Series Trust
                                   10 Post Office Square
                                   Boston, Massachusetts 02109

                         Supplement to Prospectus dated May 1, 1996
                                           _____

The Sub-Advisers section of the Prospectus is amended as follows:

Keystone Investment  Management Company ("Keystone  Investments"),  200 Berkeley
Street,  Boston,  MA  02116-5034,  is  the  Sub-Adviser  for  the  World  Equity
Portfolio.

Keystone  Investments  was  organized in 1932 as a Delaware  corporation.  First
Union  Keystone,  Inc.  ("Keystone")  is the  corporate  parent of  wholly-owned
operating subsidiaries, which include Keystone Investments. Keystone is a wholly
owned subsidiary of FUNB-NC which, in turn, is owned by First Union  Corporation
("First  Union").  First Union is a publicly  owned  multibank  holding  company
registered under the federal Bank Holding Company Act of 1956, as amended. First
Union and its subsidiaries provide a broad range of financial services.

Mr. Gilman C. Gunn, III is the portfolio  manager for Keystone  Investments  for
the foreign  equity  component of the World  Equity  Portfolio.  Ms.  Margery C.
Parker is the portfolio  manager for Keystone  Investments  for the U.S.  equity
component of the World Equity Portfolio.

Prior to joining Keystone Investments,  Mr. Gunn spent 7 years in London as head
of Investment Research for Paribas Capital Markets. He spent two years in Kuwait
as Advisor to the Kuwait  International  Investment Company and also one year in
Thailand. Before going overseas, Mr. Gunn managed an $800 million bond portfolio
for The Chubb  Corporation in New York. Mr. Gunn received his M.B.A. from N.Y.U.
and has been quoted  extensively in The Wall Street Journal,  Barrons,  Business
Week, Forbes and international publications.

Ms. Parker is a Vice  President and Portfolio  Manager of Keystone  Investments.
Prior to joining Keystone  Investments in 1988, she was with the Bank of Boston,
State Street  Research  and Mosley  Capital  Management.  She is a member of the
Boston Security Analysts Society and Secretary of the Boston Healthcare Analysts
Group. Ms. Parker received her B.A. from Wellesley  College and her M.B.A.  from
Babson College.

Warburg,  Pincus Counsellors,  Inc. ("WPC"), 466 Lexington Avenue, New York, New
York 10017-3147 is the Sub-Adviser for the Growth & Income Portfolio.

Mr.  Posner,  a managing  director of WPC,  is  responsible  for the  day-to-day
management of the Growth & Income Portfolio's investments.  Prior to joining WPC
in January 1997, Mr. Posner was an employee of Fidelity Investments ("Fidelity")
from 1987 until December,  1996. He was the vice president and portfolio manager
of the  Fidelity  Equity-Income  II Fund  (1992-December  1996);  the  portfolio
manager of the Fidelity Value Fund (1990-1992);  assistant  portfolio manager of
the Fidelity Equity-Income Fund (1989-1990);  assistant portfolio manager of the
Fidelity Capital  Appreciation  Fund (1989);  portfolio  manager of the Fidelity
Select  Property-Casualty  Insurance Portfolio (1987-1990) and an equity analyst
(1987).  Prior to joining Fidelity,  Mr. Posner was a research associate at John
Nuveen and Co. and an analyst at Feldman Securities Corp. in Chicago.


Supplement Date:  January 16, 1997