KRAMER, LEVIN, NAFTALIS, NESSEN, KAMIN & FRANKEL
                           9 1 9 T H I R D A V E N U E
                           NEW YORK, N.Y. 10022 - 3852
                                (212) 715 - 9100












                                                                     FAX

                                                               (212) 715-8000
                                                                    -----

                                                          WRITER'S DIRECT NUMBER

                                                               (212) 715-7509
                                  April 1, 1996

VIA EDGAR

U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

                  Re:      Mutual Fund Variable Annuity Trust
                           SEC Registration No. 33-81712
                           Investment Company Act No. 811-8630
                           -----------------------------------

Dear Sir/Madam:

         We are filing  via EDGAR,  on behalf of Mutual  Fund  Variable  Annuity
Trust and  pursuant  to the  provisions  of Rule  497(e)  promulgated  under the
Securities  Act of 1933,  as amended,  a  supplement  dated April 1, 1996 to the
Prospectuses dated December 29, 1995.

                                            Very truly yours,



                                            Peter O'Rourke

PJO/lf

Attachment
cc:      Molly Sheehan, Esq.
         Peter Eldridge, Esq.
         Deborah Oliver, Esq.
         Colleen McCoy
         Dean Harris
         Mark Rapp
         Victoria Preston
         Carl Frischling, Esq.
         Susan J. Penry-Williams, Esq.
         Joanne Doldo, Esq.
         Robert   Kaner, Esq.
         Robert Goldbaum, Esq.



                       Mutual Fund Variable Annuity Trust

                       Supplement Dated April 1, 1996 to
                      Prospectus dated: December 28, 1995



The discussion under  "Management of the Fund - Adviser" is hereby  supplemented
by the following:

On March  31,  1996,  The  Chase  Manhattan  Corporation  and  Chemical  Banking
Corporation  effected the Holding Company Merger.  As required by the Investment
Company Act of 1940, as amended (the "1940 Act"), the current advisory agreement
(the "Current  Agreement")  between each Portfolio and the Adviser  provides for
its automatic  termination  upon its  "assignment" (as defined in the 1940 Act).
Consummation  of the  Holding  Company  Merger  may be  deemed  to  result in an
assignment  of each Current  Agreement  and,  consequently,  to  terminate  each
Current  Agreement in accordance with its terms. The Adviser continues to render
services  to each  Portfolio  under  exemptive  relief from the  Securities  and
Exchange Commission and services will not be impaired as a result of the Holding
Company  Merger.  Shareholder  approval of new advisory  agreements is presently
being  solicited and a Special Meeting will be held on April 2, 1996 to consider
approval of the new advisory agreements.