INVESCO INCOME FUNDS, INC.
(January 1, 1997)
INVESCO TAX-FREE INCOME FUNDS, INC.
(November 1, 1996)
Supplement to Prospectuses of Above Funds,
Dates of Which Are Indicated in Parenthesis
A. At numerous places in each of the above Funds' Prospectuses, it is noted
that INVESCO Funds Group, Inc. ("IFG") is the investment adviser,
administrator, transfer agent and distributor of the Fund(s). Effective
September 30, 1997, INVESCO Distributors, Inc. ("IDI"), a newly-created
wholly-owned subsidiary of IFG, will become the distributor of the
Fund(s). Effective on that date, INVESCO Income Funds, Inc. and INVESCO
Tax-Free Income Funds, Inc. (the "Companies") entered into new
Distribution Agreements and new 12b-1 Plans and Agreements of Distribution
(the "Agreements") with IDI that are substantially identical to the
corresponding agreements the Companies had with IFG for distribution
services. The Agreements were approved by each Company's Board of
Directors at a meeting held on September 2, 1997. The Agreements in no
way change the basis upon which distribution services are being provided
to the Fund(s) by IFG-affiliated companies. IFG remains the investment
adviser, administrator and transfer agent for the Fund(s).
B. The discussion which appears in each Prospectus under the heading "Taxes,
Dividends and Capital Gain Distributions-Dividends and Capital Gain
Distributions" is hereby amended by deleting the first three paragraphs
and replacing them with the following two paragraphs:
Dividends and Capital Gain Distributions. The Fund may earn
income from income and other distributions on its investments.
Dividends paid by the Fund will be based solely on the income earned
by it. The Fund's policy is to distribute substantially all of this
income, less expenses, to shareholders. Dividends from net
investment income are declared daily and paid monthly, at the
discretion of the Company's Board of Directors. Dividends are
automatically reinvested in additional shares of the Fund at the net
asset value on the ex-dividend date, unless otherwise requested.
Capital gains or losses are the result of the Fund's sale of
its securities at prices that are higher or lower than the prices
paid by the Fund to purchase such securities. Total gains from such
sales, less any losses from such sales (including losses carried
forward from prior years), represent net realized capital gains. The
Fund distributes its net realized capital gains, if any, to its
shareholders at least annually, usually in December. Capital gains
distributions are automatically reinvested in additional shares of
the Fund at the net asset value per share on the ex-dividend date,
unless otherwise requested. Capital gains distributions are paid to
shareholders who hold shares on the record date of distribution
regardless of how long the shares have been held. The Fund's share
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price will then drop by the amount of the distribution on the day
the distribution is made. If a shareholder purchases shares
immediately prior to the distribution, the shareholder will, in
effect, have "bought" the distribution by paying the full purchase
price, a portion of which is then returned in the form of a taxable
distribution.
The date of this Supplement is September 29, 1997.
<PAGE>
INVESCO INCOME FUNDS, INC.
Supplement to Statement of Additional Information
dated January 1, 1997
A. At numerous places in the above Company's Statement of
Additional Information, it is noted that INVESCO Funds
Group, Inc. ("IFG") is the investment adviser,
administrator, transfer agent and distributor of the
Company's Funds. Effective September 30, 1997, INVESCO
Distributors, Inc. ("IDI"), a newly-created wholly-owned
subsidiary of IFG, will become the distributor of the Funds.
Effective on that date, the Company entered into a new
Distribution Agreement and a new 12b-1 Plan and Agreement of
Distribution (the "Agreements") with IDI that are
substantially identical to the corresponding agreements the
Company had with IFG for distribution services. The
Agreements were approved by the Company's Board of Directors
at a meeting held on September 2, 1997. The Agreements in
no way changes the basis upon which distribution services
are being provided to the Funds by IFG-affiliated companies.
IFG remains the investment adviser, administrator and
transfer agent for the Funds.
B. The discussion which appears in the Statement of Additional
Information under the heading "Dividends, Capital Gain
Distributions and Taxes" is hereby amended by deleting the
fourth paragraph and replacing it with the following
paragraph:
All dividends and other distributions are regarded as taxable
to the investor, whether or not such dividends and distributions are
reinvested in additional shares. If the net asset value of the
shares of the Funds should be reduced below a shareholder's cost as
a result of a distribution, such distribution would be taxable to
the shareholder although a portion would be, in effect, a return of
invested capital. The net asset value of shares of the Funds may
reflect undistributed realized capital gains or losses; therefore,
when a distribution of capital gains is made, the net asset value is
reduced by the amount of the distribution. If shares are purchased
shortly before a capital gains distribution, the full price for the
shares will be paid and some portion of the price may then be
returned to the shareholder as a taxable gain. However, the
net asset value per share will be reduced by the amount of the
distribution, which would reduce any gain (or increase any loss) for
tax purposes on any subsequent redemption of shares.
The date of this Supplement is September 29, 1997.
