INVESCO GROWTH FUND INC /CO/
497, 1996-06-07
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                       INVESCO GROWTH FUND, INC.
                        Supplement to Prospectus
                        dated December 29, 1995


The section of the Fund's  Prospectus  entitled "The Fund and Its Management" is
amended to (1) delete the sixth  paragraph and (2)  substitute the following new
paragraph in its place:

      Timothy J. Miller, C.F.A.
            Portfolio  manager  of the Fund  since  1996;  portfolio  manager of
      INVESCO  Dynamics Fund,  Inc. since 1993;  senior vice president  (1995 to
      present),  vice president (1993 to present) and portfolio manager (1992 to
      present) of INVESCO Trust Company.  Formerly  (1979 to 1992),  analyst and
      portfolio manager with Mississippi  Valley Advisors.  B.S.B.A.,  St. Louis
      University;  M.B.A.,  University of Missouri.  He is a Chartered Financial
      Analyst.

The date of this supplement is June 7, 1996.




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