INVESCO STOCK FUNDS INC
497, 2000-08-24
Previous: INVESCO MONEY MARKET FUNDS INC, 497, 2000-08-24
Next: VANGUARD INDEX TRUST, NSAR-A, 2000-08-24



                            INVESCO STOCK FUNDS, INC.
                        INVESCO SMALL COMPANY GROWTH FUND

          Supplement to Investor Class Prospectus dated August 31, 1999

Except as provided  below,  INVESCO Small  Company  Growth Fund is closed to new
investors  effective  August 31, 2000.  After August 31, 2000, the following may
continue to make  additional  purchases  and to reinvest  dividends  and capital
gains in existing accounts:

           1)  Shareholders of INVESCO Small Company Growth Fund;
           2)  Investment  advisers that invest through  existing  accounts at a
               financial  intermediary,  such as a  broker,  bank  or  financial
               planner; and
           3)  Wrap accounts or qualified retirement plans (for example,  401(k)
               plans,  profit sharing plans and money purchase  pension  plans),
               403(b) plans and 457 plans that invest through existing  accounts
               at a financial intermediary,  such as a broker, bank or financial
               planner.

A former  shareholder will no longer be considered to have an account in INVESCO
Small  Company  Growth Fund if his/her  account has been closed for more than 18
months. Thus, effective August 31, 2000,  additional  investments in the Fund by
such former shareholders will not be accepted.

Investors  who do not have an account in INVESCO  Small  Company  Growth Fund on
August 31, 2000 will not be allowed to purchase  Fund shares except as set forth
below:

           1)  Shareholders who have an account in any INVESCO fund will be able
               to establish an account in INVESCO Small  Company  Growth Fund if
               the application to invest in the Fund is postmarked no later than
               August 31, 2000; and
           2)  New accounts may be  established as wrap accounts or by qualified
               retirement plans (and their successor plans) in which the Fund is
               established as an investment option prior to August 31, 2000.

Except as otherwise noted, these restrictions apply to investments made directly
with INVESCO and  investments  made through  financial  intermediaries,  such as
brokers,  banks or financial planners.  Investors may be required to demonstrate
eligibility  to purchase  shares of the Fund before an  investment  is accepted.
INVESCO Small Company Growth Fund may resume sales of shares to new investors at
some future date, but it has no present intention to do so.

This Supplement supercedes the Supplement dated August 10, 2000.

The date of this Supplement is August 24, 2000.

<PAGE>

                            INVESCO STOCK FUNDS, INC.

            Supplement to Class C Prospectus dated February 15, 2000

Except as provided  below,  INVESCO Small  Company  Growth Fund is closed to new
investors  effective  August 31, 2000.  After August 31, 2000, the following may
continue to make  additional  purchases  and to reinvest  dividends  and capital
gains in existing accounts:

           1)  Shareholders of INVESCO Small Company Growth Fund;
           2)  Investment  advisers that invest through  existing  accounts at a
               financial  intermediary,  such as a  broker,  bank  or  financial
               planner; and
           3)  Wrap accounts or qualified retirement plans (for example,  401(k)
               plans,  profit sharing plans and money purchase  pension  plans),
               403(b) plans and 457 plans that invest through existing  accounts
               at a financial intermediary,  such as a broker, bank or financial
               planner.

A former  shareholder will no longer be considered to have an account in INVESCO
Small  Company  Growth Fund if his/her  account has been closed for more than 18
months. Thus, effective August 31, 2000,  additional  investments in the Fund by
such former shareholders will not be accepted.

Investors  who do not have an account in INVESCO  Small  Company  Growth Fund on
August 31, 2000 will not be allowed to purchase  Fund shares except as set forth
below:

           1)  Shareholders who have an account in any INVESCO fund will be able
               to establish an account in INVESCO Small  Company  Growth Fund if
               the application to invest in the Fund is postmarked no later than
               August 31, 2000; and
           2)  New accounts may be  established as wrap accounts or by qualified
               retirement plans (and their successor plans) in which the Fund is
               established as an investment option prior to August 31, 2000.

Except as otherwise noted, these restrictions apply to investments made directly
with INVESCO and  investments  made through  financial  intermediaries,  such as
brokers,  banks or financial planners.  Investors may be required to demonstrate
eligibility  to purchase  shares of the Fund before an  investment  is accepted.
INVESCO Small Company Growth Fund may resume sales of shares to new investors at
some future date, but it has no present intention to do so.

<PAGE>

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

<PAGE>
         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)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:

<TABLE>
<CAPTION>

      IF SHARES ARE REDEEMED                    1 year      3 years     5 years     10 years
      <S>                                       <C>             <C>     <C>             <C>
      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
</TABLE>
<PAGE>

<TABLE>
<CAPTION>

      IF SHARES ARE NOT REDEEMED                1 year      3 years     5 years     10 years
      <S>                                       <C>             <C>     <C>             <C>
      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

</TABLE>

The section of the Prospectus  entitled  "Portfolio  Managers" is amended to (1)
delete the first,  fifth,  seventh and eighth 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

      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.

<PAGE>


      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.


The section of the Prospectus  entitled "How To Buy Shares - Contingent Deferred
Sales  Charge  (CDSC)" is amended  to (1)  delete the second  paragraph  and (2)
substitute the following in its place:

      You will not pay a CDSC:
        o if you redeem Class C shares you held for more than 13 months;
        o if you redeem shares  acquired  through  reinvestment  of dividends
          and distributions;
        o on increases in the net asset value of your  shares;
        o if you  participate in the periodic withdrawal program and withdraw up
          to 10% of the value of your shares that are subject to a CDSC in any
          12-month period.  The value of your shares,  and applicable  12-month
          period, will be calculated  based upon the value of your account on,
          and the date of, the first periodic withdrawal;
        o to pay account fees;
        o for IRA distributions due to death, disability or period distributions
          based on life expectancy;
        o to return excess contributions (and earnings, if applicable) from
          retirement plan accounts; or
        o for redemptions following the death of a shareholder or beneficial
          owner.

This Supplement  supercedes the Supplements  dated June 1, 2000, August 10, 2000
and August 15, 2000.

The date of this Supplement is August 24, 2000.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission