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NUVEEN GROWTH AND INCOME STOCK FUND
SUPPLEMENT TO STATEMENT OF ADDITIONAL INFORMATION
DATED AUGUST 1, 1996
Effective January 13, 1997 through January 31, 1997 the following investors
may also purchase Load-Waived Class A Shares without the payment of an up-front
sales charge, subject to a Contingent Deferred Sales Charge of 2% if the Shares
are redeemed within twenty-four months of purchase:
(i) Fund shareholders which became holders of the Fund because they
owned shares of Nuveen exchange-traded closed-end funds; and
(ii) Investors participating in accounts established in the Nuveen
Private Investment Management Program.
Compensation to the Dealer Managers, dealers and others will be the same as
that set forth under "Distribution Arrangements for the Offer" in the Prospectus
Supplement dated October 21, 1996.
January 13, 1997
