New England Zenith Fund
            Draycott International Equity Series
                              
Supplement dated January 26, 1996 to New England Zenith Fund
Prospectus dated May 1, 1995 as Supplemented in November, 1995



     The following paragraph is added to the section of the
     Prospectus captioned "Management":

          On December 29, 1995, NEIC, the parent company of
          Draycott, sold Draycott to Cursitor Holdings,
          Limited ("Cursitor").  Cursitor, headquartered at
          66 Buckingham Gate, London, England SW1E 6AU, is
          an international investment management group that
          had approximately $9.4 billion in assets under
          management at September 30, 1995.  Alliance
          Capital Management L.P. ("Alliance Capital") is
          expected to acquire the business of Cursitor in
          1996.  As a result of this transaction, Draycott
          will become a wholly-owned subsidiary of a new
          entity, Cursitor Alliance LLC, in which Alliance
          Capital will directly and indirectly own a 93%
          interest.  Alliance Capital Management Corporation
          ("ACMC") is the sole general partner of, and the
          owner of a 1% general partnership interest in,
          Alliance Capital.  ACMC is an indirectly wholly
          owned subsidiary of The Equitable Life Assurance
          Society of the United States, which is a wholly-
          owned subsidiary of The Equitable Companies
          Incorporated, a holding company controlled by AXA,
          a French insurance holding company.  Effective
          December 29, 1995, short-term U.S. cash management
          services for the Draycott International Equity
          Series are provided by Draycott (rather than by
          Back Bay Advisors).