INVESCO STOCK FUNDS INC
497, 2000-08-15
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                            INVESCO STOCK FUNDS, INC.

          Supplement to Investor Class Prospectus dated August 31, 1999

The existing class of shares of INVESCO Blue Chip Growth Fund,  INVESCO Dynamics
Fund, INVESCO Endeavor Fund, INVESCO Growth & Income Fund, INVESCO Small Company
Growth Fund, INVESCO S&P 500 Index Fund - Class II and INVESCO Value Equity Fund
is hereby designated as "Investor Class."

The  section of the  Prospectus  entitled  "Investment  Goals And  Strategies  -
INVESCO  Blue Chip Growth  Fund" is amended to (1) delete the first  sentence of
the second paragraph and (2) substitute the following in its place:

     The Fund invests primarily in common stocks of large companies that, at the
     time of purchase,  have market capitalizations of more than $15 billion and
     that have a history of consistent  earnings  growth  regardless of business
     cycles.

The  section of the  Prospectus  entitled  "Investment  Goals And  Strategies  -
INVESCO Dynamics Fund" is amended to (1) delete the second sentence of the first
paragraph and (2) substitute the following in its place:

     It primarily  invests in common  stocks of mid-size  companies - those with
     market  capitalizations  between $2 billion  and $15 billion at the time of
     purchase  - but also  have the  flexibility  to  invest  in other  types of
     securities including preferred stocks, convertible securities and bonds.

The  section of the  Prospectus  entitled  "Investment  Goals And  Strategies  -
INVESCO Small Company Growth Fund" is amended to (1) delete the second  sentence
of the first paragraph and (2) substitute the following in its place:

     Most  holdings  are in  small-capitalization  companies - those with market
     capitalizations under $2 billion at the time of purchase.

The  section  of the  Prospectus  entitled  "Fees  And  Expenses  - Annual  Fund
Operating  Expenses That Are Deducted From Fund Assets" is amended to (1) delete
the table and the footnotes and (2) substitute the following,  respectively,  in
their place:

     ANNUAL FUND OPERATING EXPENSES THAT ARE DEDUCTED FROM FUND ASSETS

     BLUE CHIP GROWTH FUND
     Management Fee                                        0.55%
     Distribution and Service (12b-1) Fees(1)              0.25%
     Other Expenses(2)(3)                                  0.27%
                                                           -----
     Total Annual Fund Operating Expenses(2)(3)            1.07%
                                                           =====
     DYNAMICS FUND
     Management Fee                                        0.52%
     Distribution and Service (12b-1) Fees(1)              0.25%
     Other Expenses(2)(3)(4)                               0.30%
                                                           -----
     Total Annual Fund Operating Expenses(2)(3)(4)         1.07%
                                                           =====

     INVESCO ENDEAVOR FUND
     Management Fee                                        0.75%
     Distribution and Service (12b-1) Fees(1)              0.25%
     Other Expenses(2)(3)(4)                               0.52%
                                                           -----
     Total Annual Fund Operating Expenses(2)(3)(4)         1.52%
                                                           =====
<PAGE>
     GROWTH & INCOME FUND
     Management Fee                                        0.75%
     Distribution and Service (12b-1) Fees(1)              0.25%
     Other Expenses(2)(3)(4)                               0.80%
                                                           -----
     Total Annual Fund Operating Expenses(2)(3)(4)         1.80%
                                                           =====

     SMALL COMPANY GROWTH FUND
     Management Fee                                        0.72%
     Distribution and Service (12b-1) Fees(1)              0.25%
     Other Expenses(2)(3)(4)                               0.70%
                                                           -----
     Total Annual Fund Operating Expenses(2)(3)(4)         1.67%
                                                           =====

     S&P 500 INDEX FUND
     Management Fee                                        0.25%
     Distribution and Service (12b-1) Fees(1)              0.25%
     Other Expenses(2)(3)(4)                               0.53%
                                                           -----
     Total Annual Fund Operating Expenses(2)(3)(4)         1.03%
                                                           =====

     VALUE EQUITY FUND
     Management Fee                                        0.75%
     Distribution and Service (12b-1) Fees(1)              0.25%
     Other Expenses(2)(3)(4)                               0.43%
                                                           -----
     Total Annual Fund Operating Expenses(2)(3)(4)         1.43%
                                                           =====

     (1)  Because  the Funds pay 12b-1  distribution  fees  which are based upon
          each Fund's  assets,  if you own shares of a Fund for a long period of
          time,  you may pay more than the  economic  equivalent  of the maximum
          front-end  sales  charge  permitted  for mutual  funds by the National
          Association of Securities Dealers, Inc.
     (2)  Each Fund's  Actual Total Annual Fund  Operating  Expenses  were lower
          than the figures shown,  because their  custodian and transfer  agency
          fees were reduced under expense offset arrangements.
     (3)  The expense information  presented in the table has been restated from
          the financials to reflect a change in the administrative  services and
          transfer agency fees.
     (4)  Certain expenses of INVESCO Endeavor,  Growth & Income,  Small Company
          Growth, S&P 500 Index and Value Equity Funds were absorbed voluntarily
          by INVESCO  pursuant to  commitments  between those Funds and INVESCO.
          These  commitments  may be changed at any time following  consultation
          with the board of directors. After absorption, INVESCO Endeavor Fund's
          Other Expenses and Total Annual Fund Operating Expenses were 0.51% and
          1.51%, respectively, of the Fund's average net assets; Growth & Income
          Fund's Other  Expenses and Total Annual Fund  Operating  Expenses were
          0.52% and 1.52%, respectively, of the Fund's average net assets; Small
          Company  Growth Fund's Other  Expenses and Total Annual Fund Operating
          Expenses were 0.54% and 1.51%, respectively, of the Fund's average net
          assets;  S&P 500 Index  Fund's  Other  Expenses  and Total Annual Fund
          Operating Expenses were 0.13% and 0.63%,  respectively,  of the Fund's
          average net assets;  and Value Equity Fund's Other  Expenses and Total
          Annual Fund Operating Expenses were 0.31% and 1.31%, respectively,  of
          the Fund's average net assets.
<PAGE>
The section of the Prospectus  entitled "Fees And Expenses - Example" is amended
to (1) delete the second  paragraph  and (2)  substitute  the  following  in its
place:

     The  Example  assumes  that  you  invested  $10,000  in a Fund for the time
     periods  indicated  and  redeemed  all of  your  shares  at the end of each
     period. The Example also assumes that your investment had a hypothetical 5%
     return each year and that a Fund's  operating  expenses  remained the same.
     Although the actual costs and performance of a Fund may be higher or lower,
     based on these assumptions your costs would have been:

                                   1 YEAR    3 YEARS      5 YEARS       10 YEARS
     Blue Chip Growth Fund         $  109    $  340       $  590        $1,306
     Dynamics Fund                 $  109    $  340       $  590        $1,306
     INVESCO Endeavor Fund*        $  155    $  480       $  829        $1,813
     Growth & Income Fund*         $  183    $  566       $  975        $2,116
     Small Company Growth Fund     $  170    $  526       $  907        $1,976
     S&P 500 Index Fund            $  105    $  328       $  569        $1,259
     Value Equity Fund             $  146    $  452       $  782        $1,743

     *Annualized

The  section  of the  Prospectus  entitled  "Risks  Associated  With  Particular
Investments  - Market Risk" is amended to (1) delete the third  sentence and (2)
substitute the following in its place:

     In general, the securities of large businesses with outstanding  securities
     worth $15  billion  or more have less  volatility  than  those of  mid-size
     businesses with outstanding securities worth more than $2 billion, or small
     businesses with outstanding securities worth less than $2 billion.

The section of the Funds' Prospectus entitled "Portfolio Managers" is amended to
(1) delete the second,  third,  seventh and ninth  paragraphs in their entirety,
and (2) substitute the following in their place:

     The following  individuals  are primarily  responsible  for the  day-to-day
     management of their respective Fund's or Funds' portfolio holdings:

     FUND                           PORTFOLIO MANAGER(S)
     Blue Chip Growth               Trent E. May
                                    Douglas J. McEldowney
     Dynamics                       Timothy J. Miller
                                    Thomas Wald
     INVESCO Endeavor               Trent E. May
     Growth & Income                Trent E. May
                                    Fritz Meyer
     Small Company Growth           Stacie Cowell
     Value Equity                   Michael E. Harhai
                                    Terrence Irrgang
     S&P 500 Index                  World Asset Management

     TIMOTHY J. MILLER,  Chief Investment Officer and a director and senior vice
     president,  is the lead portfolio  manager of Dynamics Fund. Before joining
     INVESCO  in 1992,  Tim was a  portfolio  manager  with  Mississippi  Valley
     Advisors. He is a chartered financial analyst. Tim holds an M.B.A. from the
     University  of  Missouri  -  St.  Louis  and  a  B.S.B.A.  from  St.  Louis
     University.

     TRENT E. MAY, a senior vice  president,  is the lead  portfolio  manager of
     INVESCO  Endeavor  Fund  and Blue  Chip  Growth  Fund and the  co-portfolio
     manager of Growth & Income Fund.  Before joining INVESCO in 1996, Trent was
     with Munder Capital  Management  and SunBank  Capital  Management.  He is a
     Chartered Financial Analyst. Trent holds an M.B.A. from Rollins College and
     a B.S. in Engineering from Florida Institute of Technology.
<PAGE>
     FRITZ MEYER, a vice  president,  is the lead portfolio  manager of Growth &
     Income Fund.  Before joining  INVESCO in 1996,  Fritz was an executive vice
     president  and  portfolio  manager with Nelson,  Benson & Zellmer,  Inc. He
     holds an M.B.A.  from Amos Tuck School - Dartmouth  College and a B.A. with
     distinction in Economics from Dartmouth College.

The section of the Prospectus entitled "How To Buy Shares" is amended to (1) add
the  following  sentence  at the  end of the  first  paragraph  and  (2) add the
following new subsection after the tenth paragraph:

     If you do not  specify a fund or funds,  your  initial  investment  and any
     subsequent  purchases will automatically go into INVESCO Cash Reserves Fund
     - Investor Class, a series of INVESCO Money Market Funds, Inc.

     INTERNET  TRANSACTIONS.  Investors  may open new  accounts and exchange and
     redeem shares of any INVESCO Fund through the INVESCO Web site. To use this
     service,  you will need a web browser  (presently  Netscape  version 4.0 or
     higher,  Internet  Explorer  version  4.0 or higher,  or AOL version 5.0 or
     higher)  and the ability to utilize  the  INVESCO  Web site.  INVESCO  will
     accept Internet purchase instructions only for exchanges or if the purchase
     price is paid to  INVESCO  through  debiting  your  bank  account,  and any
     Internet cash  redemptions  will be paid only to the same bank account from
     which the payment to INVESCO originated. INVESCO imposes a maximum limit of
     $25,000 on Internet purchase and redemption transactions. Other transaction
     amounts  are  discussed  in the  Prospectuses  for the Funds.  You may also
     download an application  to open an account from the Web site,  complete it
     by hand, and mail it to INVESCO, along with a check.

     INVESCO employs reasonable  procedures to confirm that transactions entered
     into over the  Internet are genuine.  These  procedures  include the use of
     alphanumeric  passwords,  secure  socket  layering,  encryption  and  other
     precautions  reasonably designed to protect the integrity,  confidentiality
     and  security  of  shareholder  information.  In  order  to  enter  into  a
     transaction on the INVESCO Web site, you will need an account number,  your
     Social  Security Number and an  alphanumeric  password.  If INVESCO follows
     these  procedures,  neither  INVESCO,  its  affiliates nor any Fund will be
     liable for any loss, liability,  cost or expense for following instructions
     communicated via the Internet that are reasonably believed to be genuine or
     that follow  INVESCO's  security  procedures.  By entering  into the user's
     agreement  with INVESCO to open an account  through our Web site,  you lose
     certain rights if someone gives fraudulent or unauthorized  instructions to
     INVESCO that result in a loss to you.

The section of the Prospectus entitled "Your Account Services" is amended to add
the  following  new  subsection   after  the  subsection   entitled   "Telephone
Transactions":

     HOUSEHOLDING.  To save money for the Funds, INVESCO will send only one copy
     of a  prospectus  or  financial  report  to each  household  address.  This
     process,  known as  "householding,"  is used for most required  shareholder
     mailings.  It does not apply to  account  statements.  You may,  of course,
     request an additional copy of a prospectus or financial  report at any time
     by calling or writing  INVESCO.  You may also request that  householding be
     eliminated from all of your required mailings.

This  Supplement  supercedes the  Supplements  dated January 31, 2000,  April 1,
2000, April 17, 2000 and June 1, 2000.

The date of this Supplement is August 15, 2000.
<PAGE>
                            INVESCO STOCK FUNDS, INC.

            Supplement to Class C Prospectus dated February 15, 2000

The  section  of the  Prospectus  entitled  "Fees  And  Expenses  - Annual  Fund
Operating  Expenses That Are Deducted From Fund Assets" is amended to (1) delete
the table and the footnotes and (2) substitute the following,  respectively,  in
their place:

     ANNUAL FUND OPERATING EXPENSES THAT ARE DEDUCTED FROM FUND ASSETS

     BLUE CHIP  GROWTH FUND - CLASS C
     Management Fee                                        0.55%
     Distribution and Service (12b-1) Fees(1)              1.00%
     Other  Expenses                                       0.27%
                                                           -----
     Total  Annual Fund Operating Expenses                 1.82%
                                                           =====

     DYNAMICS FUND - CLASS C
     Management Fee                                        0.52%
     Distribution and Service (12b-1) Fees(1)              1.00%
     Other Expenses(2)                                     0.30%
                                                           -----
     Total Annual Fund Operating Expenses(2)               1.82%
                                                           =====

     INVESCO ENDEAVOR FUND - CLASS C
     Management Fee                                        0.75%
     Distribution and Service (12b-1) Fees(1)              1.00%
     Other Expenses(2)                                     0.52%
                                                           -----
     Total Annual Fund Operating Expenses(2)               2.27%
                                                           =====

     GROWTH & INCOME FUND - CLASS C
     Management Fee                                        0.75%
     Distribution and Service (12b-1) Fees(1)              1.00%
     Other Expenses(2)                                     0.80%
                                                           -----
     Total Annual Fund Operating Expenses(2)               2.55%
                                                           =====

     SMALL COMPANY GROWTH FUND - CLASS C
     Management Fee                                        0.72%
     Distribution and Service (12b-1) Fees(1)              1.00%
     Other Expenses(2)                                     0.70%
                                                           -----
     Total Annual Fund Operating Expenses(2)               2.42%
                                                           =====

     VALUE EQUITY FUND - CLASS C
     Management Fee                                        0.75%
     Distribution and Service (12b-1) Fees(1)              1.00%
     Other Expenses(2)                                     0.43%
                                                           -----
     Total Annual Fund Operating Expenses(2)               2.18%
                                                           =====

     (1)  Because the Funds' Class C shares pay 12b-1  distribution  and service
          fees  which are based on each  Fund's  assets,  if you own shares of a
          Fund for a long  period of time,  you may pay more  than the  economic
          equivalent of the maximum  front-end sales charge permitted for mutual
          funds by the National Association of Securities Dealers, Inc.
<PAGE>
     (2)  Based on estimated  expenses for the current  fiscal year which may be
          more or less than actual  expenses.  Actual  expenses are not provided
          because the Funds' Class C shares were not offered until  February 15,
          2000.  Certain  expenses  of the Funds will be  absorbed by INVESCO in
          order to ensure that  expenses  for  Dynamics  Fund - Class C, INVESCO
          Endeavor Fund - Class C, Growth & Income Fund - Class C, Small Company
          Growth Fund - Class C and Value  Equity Fund - Class C will not exceed
          1.95%,  2.25%,  2.25%, 2.25% and 2.05%,  respectively,  of each Fund's
          average  net  assets  attributable  to  Class  C  shares  pursuant  to
          commitments  between the Funds and INVESCO.  These  commitments may be
          changed  at  any  time  following   consultation  with  the  board  of
          directors.  After  absorption,  INVESCO Endeavor Fund's Other Expenses
          and Total  Annual Fund  Operating  Expenses for the fiscal year ending
          July 31, 2000 are  estimated to be 0.51% and 2.26%,  respectively,  of
          the Fund's  average net assets;  Growth & Income Fund's Other Expenses
          and Total  Annual Fund  Operating  Expenses for the fiscal year ending
          July 31, 2000 are  estimated to be 0.52% and 2.27%,  respectively,  of
          the Fund's  average net assets;  Small  Company  Growth  Fund's  Other
          Expenses and Total Annual Fund Operating  Expenses for the fiscal year
          ending   July  31,  2000  are   estimated   to  be  0.54%  and  2.26%,
          respectively,  of the Fund's  average  net  assets;  and Value  Equity
          Fund's Other Expenses and Total Annual Fund Operating Expenses for the
          fiscal year ending July 31, 2000 are  estimated to be 0.31% and 2.06%,
          respectively, of the Fund's average net assets.

The section of the Prospectus entitled "Fees And Expenses - Examples" is amended
to (1) delete the second  paragraph  and (2)  substitute  the  following  in its
place:

     The Examples  assume that you invested  $10,000 in Class C shares of a Fund
     for the time periods  indicated.  The first Example assumes that you redeem
     all of your shares at the end of each period.  The second  Example  assumes
     you keep your shares.  Both Examples also assume that your investment had a
     hypothetical  5%  return  each  year  and  that a  Fund's  Class C  shares'
     operating  expenses  remained  the  same.  Although  the  actual  costs and
     performance  of a Fund's  Class C shares  may be higher or lower,  based on
     these assumptions your costs would have been:

     IF SHARES ARE REDEEMED               1 year   3 years   5 years    10 years
     Blue Chip Growth Fund - Class C      $  285   $  573    $  985     $2,137
     Dynamics Fund - Class C              $  285   $  573    $  985     $2,137
     INVESCO Endeavor Fund - Class C      $  330   $  709    $1,215     $2,605
     Growth & Income Fund - Class C       $  358   $  793    $1,355     $2,885
     Small Company Growth Fund - Class C  $  345   $  755    $1,291     $2,756
     Value Equity Fund - Class C          $  321   $  682    $1,169     $2,513

     IF SHARES ARE NOT REDEEMED           1 year   3 years   5 years    10 years
     Blue Chip Growth Fund - Class C      $  185   $  573    $  985     $2,137
     Dynamics Fund - Class C              $  185   $  573    $  985     $2,137
     INVESCO Endeavor Fund - Class C      $  230   $  709    $1,215     $2,605
     Growth & Income Fund - Class C       $  258   $  793    $1,355     $2,885
     Small Company Growth Fund - Class C  $  245   $  755    $1,291     $2,756
     Value Equity Fund - Class C          $  221   $  682    $1,169     $2,513

The section of the Funds' Prospectus entitled "Portfolio Managers" is amended to
(1) delete the second,  third,  seventh and ninth  paragraphs in their entirety,
and (2) substitute the following in their place:
<PAGE>
     The following  individuals  are primarily  responsible  for the  day-to-day
     management of their respective Fund's or Funds' portfolio holdings:

     FUND                              PORTFOLIO MANAGER(S)
     Blue Chip Growth                  Trent E. May
                                       Douglas J. McEldowney
     Dynamics                          Timothy J. Miller
                                       Thomas Wald
     INVESCO Endeavor                  Trent E. May
     Growth & Income                   Trent E. May
                                       Fritz Meyer
     Small Company Growth              Stacie Cowell
     Value Equity                      Michael E. Harhai
                                       Terrence Irrgang
     S&P 500 Index                     World Asset Management

     TIMOTHY J. MILLER,  Chief Investment Officer and a director and senior vice
     president,  is the lead portfolio  manager of Dynamics Fund. Before joining
     INVESCO  in 1992,  Tim was a  portfolio  manager  with  Mississippi  Valley
     Advisors. He is a chartered financial analyst. Tim holds an M.B.A. from the
     University  of  Missouri  -  St.  Louis  and  a  B.S.B.A.  from  St.  Louis
     University.

     TRENT E. MAY, a senior vice  president,  is the lead  portfolio  manager of
     INVESCO  Endeavor  Fund  and Blue  Chip  Growth  Fund and the  co-portfolio
     manager of Growth & Income Fund.  Before joining INVESCO in 1996, Trent was
     with Munder Capital  Management  and SunBank  Capital  Management.  He is a
     Chartered Financial Analyst. Trent holds an M.B.A. from Rollins College and
     a B.S. in Engineering from Florida Institute of Technology.

     FRITZ MEYER, a vice  president,  is the lead portfolio  manager of Growth &
     Income Fund.  Before joining  INVESCO in 1996,  Fritz was an executive vice
     president  and  portfolio  manager with Nelson,  Benson & Zellmer,  Inc. He
     holds an M.B.A.  from Amos Tuck School - Dartmouth  College and a B.A. with
     distinction in Economics from Dartmouth College.

This  Supplement  supercedes  the  Supplements  dated April 17, 2000 and June 1,
2000.

The date of this Supplement is August 15, 2000.



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