Please file this Prospectus Supplement with your records.
STRONG ASSET ALLOCATION FUND
STRONG EQUITY INCOME FUND
STRONG AMERICAN UTILITIES FUND
STRONG TOTAL RETURN FUND
STRONG GROWTH AND INCOME FUND
Supplement to Prospectus dated March 1, 1997
STRONG ASSET ALLOCATION FUND
The following portfolio management changes are effective
immediately for the Strong Asset Allocation Fund (the "Fund"):
1. Mr. Rimas M. Milaitis will serve as the only portfolio
manager of the equity portion of the Fund. Mr. Milaitis joined
Strong Capital Management, Inc. in December of 1995. For the
previous four years, he managed several conservative equity
portfolios at Aon Advisors, Inc. ("AAI") in Chicago, Illinois.
For two years prior to that, he served as an equity trader for
AAI. Prior to working at AAI, Mr. Milaitis served as an equity
portfolio assistant for three years to the Illinois State Board
of Investment. He attended DePaul University, where he was
awarded his M.B.A. in 1991 and Illinois State University where he
received his B.S. degree in Economics in 1984.
2. Messrs. Bradley C. Tank and Jeffrey A. Koch will serve as
the only portfolio managers of the bond and cash portions of the
Fund. Information relating to the professional backgrounds of
Messrs. Tank and Koch can be found on pages I-30 and I-31 of the
Fund's prospectus.
The date of this Prospectus Supplement is May 23, 1997.
