1

                                    GMO TRUST

                       SUPPLEMENT DATED JANUARY 2, 2001 TO
                   GMO TRUST PROSPECTUS DATED JUNE 30, 2000 AS
            SUPPLEMENTED BY THE AMENDED AND RESTATED SUPPLEMENT DATED
                                OCTOBER 20, 2000

EMERGING MARKETS FUND, EVOLVING COUNTRIES FUND AND ASIA FUND

Notwithstanding references to the contrary in the GMO Trust Prospectus (see,
e.g., "Summaries of Fund Objectives and Principal Investment Strategies," "Risk
Factors" and "Management of the Trust"), effective January 1, 2001, Arjun
Bhagwan Divecha and all other management personnel formerly associated with
Dancing Elephant, Ltd. ("Dancing Elephant") will no longer provide consulting
services to the above-referenced Funds through Dancing Elephant but will
continue providing the same investment management services to the
above-referenced Funds as members or employees of Grantham, Mayo, Van Otterloo &
Co. LLC, the investment adviser of the above-referenced Funds. There will be no
change in any of the above-referenced Funds' fees and expenses as a result of
the described change.