INVESCO CAPITAL APPRECIATION FUNDS INC
497, 1997-10-06
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                   INVESCO CAPITAL APPRECIATION FUNDS, INC.
                            INVESCO Dynamics Fund

                 Supplement to Prospectus dated July 3, 1997


At numerous  places in the Fund's  Prospectus,  it is noted that  INVESCO  Funds
Group, Inc. ("IFG") is the investment adviser, administrator, transfer agent and
distributor of the Fund.  Effective  September 29, 1997,  INVESCO  Distributors,
Inc.  ("IDI"),  a newly-created  wholly-owned  subsidiary of IFG, has become the
distributor of the Fund.  Effective on that date,  INVESCO Capital  Appreciation
Funds, Inc. (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 on September 2, 1997.  The Agreements in no way change
the basis upon which  distribution  services  are being  provided to the Fund by
IFG- affiliated companies. IFG remains the investment adviser, administrator and
transfer agent for the Fund.

The date of this Supplement is September 29, 1997.



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                   INVESCO CAPITAL APPRECIATION FUNDS, INC.
                                (July 3, 1997)

                          INVESCO GROWTH FUND, INC.
                              (January 1, 1997)

                     INVESCO INDUSTRIAL INCOME FUND, INC.
                              (November 1, 1996)

                      INVESCO MULTIPLE-ASSET FUNDS, INC.
                              (December 1, 1996)

                        INVESCO SPECIALTY FUNDS, INC.
                              (January 1, 1997)

                     INVESCO TAX-FREE INCOME FUNDS, INC.
                              (November 1, 1996)

         Supplement to Statements of Additional Information of Above
            Companies, Dates of Which Are Indicated in Parenthesis

At numerous places in each 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  Companies'  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,  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).

The date of this Supplement is September 30, 1997.









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