Filed Pursuant to Rule
497(e) under the
Securities Act of 1933
Registration No. 2-42379
STRATTON MONTHLY DIVIDEND SHARES, INC.
Supplement dated November 29, 1996 to the Prospectus &
Statement of Additional Information dated June 1, 1996
Pursuant to a vote of a majority of the Fund's outstanding shares,
the Fund's industry concentration policy found on page 5 of the
Prospectus has been changed to:
"The Fund will invest at least 25% of its assets in securities
of real estate investment trusts and of public utility
companies engaged in the production, transmission or
distribution of electric, energy, gas, water or telephone
services."
<PAGE>
FPS SERVICES, INC.
3200 Horizon Drive
P.O. Box 61503
King of Prussia, PA 19406-0903
December 4, 1996
Securities and Exchange Commission
Judiciary Plaza
Public Filing Desk
450 Fifth Street, NW
Washington, DC 20549
Re: Stratton Monthly Dividend Shares, Inc. (the "Registrant")
1940 Act File No.: 811-2240
1933 Act File No.: 2-42379
To the Staff of the Commission:
Pursuant to Rule 497(e) under the Securities Act of 1933, as
amended, enclosed for filing on behalf of the Registrant is the
EDGAR transmission of the Supplement to the Prospectus
and Statement of Additional Information dated June 1, 1996,
as supplemented November 29, 1996.
The purpose of this filing is to inform shareholders of the
Registrant's new industry concentration policy.
Should you have any questions, comments or require further
information, I can be reached directly at 610-239-4753.
Thank you for your continued courtesy and cooperation.
Sincerely,
/s/ William J. Baltrus
William J. Baltrus
Manager, Corporate Compliance
