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,
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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
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.
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INVESCO TAX-FREE INCOME FUNDS, INC.
Supplement to Statement of Additional Information
dated November 1, 1996
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.
The date of this Supplement is September 29, 1997.
