SUPPLEMENT TO THE PROSPECTUSES AND
                    STATEMENTS OF ADDITIONAL INFORMATION OF


                                                            
             KEYSTONE CAPITAL PRESERVATION                            KEYSTONE STATE TAX FREE FUND
                    AND INCOME FUND                            KEYSTONE STATE TAX FREE FUND -- SERIES II
          KEYSTONE GOVERNMENT SECURITIES FUND                            KEYSTONE LIQUID TRUST
          KEYSTONE INTERMEDIATE TERM BOND FUND                              (THE "FUND(S)")


     The  prospectus  and statement of additional  information  of each Fund are
hereby supplemented as follows:

     The following  changes relating to each Fund's Class B shares are effective
on June 1, 1995. The changes only apply to Class B shares  purchased on or after
June 1, 1995.

 * With  respect  to  each  Fund,  Keystone  Investment   Distributors   Company
   ("Keystone")  generally  reallows to broker/dealers or others commissions and
   service fees as follows:

 * With respect to each Fund except  Keystone  Capital  Preservation  and Income
   Fund ("CPI"),  Keystone State Tax Free Fund ("KSTFF"), and Keystone State Tax
   Free Fund Series II ("KSTFF-II"),  Keystone  generally reallows to brokers or
   others a  commission  equal to 4.00% of the price paid for each Class B share
   sold plus the first  year's  service fee in advance in the amount of 0.25% of
   the price paid for each Class B share sold. Beginning approximately 12 months
   after the purchase of a Class B share, the broker or other party will receive
   service fees at an annual rate of 0.25% of the average  daily net asset value
   of such Class B share maintained by the recipient outstanding on the books of
   the Fund for specified periods.

 * With  respect  to CPI,  Keystone  generally  reallows  to brokers or others a
   commission  equal to 2.75% of the price paid for each Class B share sold plus
   the first  year's  service fee in advance in the amount of 0.25% of the price
   paid for each Class B share sold. Beginning approximately 12 months after the
   purchase of a Class B share,  the broker or other party will receive  service
   fees at an annual rate of 0.25% of the average  daily net asset value of such
   Class B share  maintained  by the recipient  outstanding  on the books of the
   Fund for specified periods.

 * With respect to KSTFF and KSTFF-II, Keystone generally reallows to brokers or
   others a  commission  equal to 4.00% of the price paid for each Class B share
   sold plus the first  year's  service fee in advance in the amount of 0.15% of
   the price paid for each Class B share sold. Beginning approximately 12 months
   after the purchase of a Class B share, the broker or other party will receive
   service fees at an annual rate of 0.15% of the average  daily net asset value
   of such Class B share maintained by the recipient outstanding on the books of
   the Fund for specified periods.

 * For the period  June 1, 1995 to August 31,  1995,  Keystone  will  reallow an
   increased  commission  equal to 4.75% (4.85% for KSTFF and KSTFF-II and 3.50%
   for  CPI)  of  the  price   paid  for  each  Class  B  share  sold  to  those
   broker/dealers or others who allow their individual  selling  representatives
   to participate in the additional commission.

 * With the exception of CPI, a contingent  deferred sales charge  ("CDSC"),  if
   applicable,  is imposed on Class B shares  purchased on or after June 1, 1995
   as follows:

                                                             DEFERRED
                                                                SALES
                                                               CHARGE
   REDEMPTION TIMING                                          IMPOSED
   ----------------                                          --------
   First twelve month period following month of purchase ....   5.00%
   Second twelve month period following month of purchase ...   4.00%
   Third twelve month period following month of purchase ....   3.00%
   Fourth twelve month period following month of purchase ...   3.00%
   Fifth twelve month period following month of purchase ....   2.00%
   Sixth twelve month period following month of purchase ....   1.00%

   No deferred sales charge is imposed on amounts redeemed thereafter.

 * With  respect to CPI, a CDSC is  imposed,  if  applicable,  on Class B shares
   purchased on or after June 1, 1995 as follows:

                                                             DEFERRED
                                                                SALES
                                                               CHARGE
   REDEMPTION TIMING                                          IMPOSED
   ----------------                                          --------
   First twelve month period following month of purchase ....   3.00%
   Second twelve month period following month of purchase ...   3.00%
   Third twelve month period following month of purchase ....   2.00%
   Fourth twelve month period following month of purchase ...   1.00%

   No deferred sales charge is imposed on amounts redeemed thereafter.

 * Class B shares  purchased on or after June 1, 1995 that are  outstanding  for
   eight years  following  the month of purchase will  automatically  convert to
   Class A shares without the imposition of a front-end sales charge or exchange
   fee.  Class B  shares  purchased  prior to June 1,  1995  will  retain  their
   existing conversion or exchange rights.

 * In connection with financing its  distribution  costs,  including  commission
   advances to dealers and others,  Keystone has sold to a financial institution
   substantially all of its 12b-1 fee collection rights and contingent  deferred
   sales charge  collection  rights in respect of Class B shares sold during the
   two-year period commencing  approximately  June 1, 1995. Each Fund has agreed
   not to reduce  the rate of  payment  of 12b-1 fees in respect of such Class B
   shares unless it terminates such shares' Distribution Plan completely.  If it
   terminates  such  Distribution  Plan,  the Fund may be  subject  to  possible
   adverse distribution consequences.


June 1, 1995

                                                                        AMER6-SK