STRONG TOTAL RETURN FUND
Supplement to the Statement of Additional Information dated May 1, 1995
From time to time, Strong Capital Management, Inc., the Fund's Advisor may
determine to use a non-affiliated money market fund to manage some or all of
the Fund's short-term cash positions. The Advisor will do this only when the
Advisor reasonably believes that this action will result in a return to the
Fund that is equal to, or better than, the return that could be achieved by
direct investments in money market instruments. In such cases, to ensure no
double charging of fees, the Advisor will credit any advisory or other fees of
the non-affiliated money market fund against the Advisor's management fee.
The date of this Supplement is December 22, 1995.
