ENTERPRISE GROUP OF FUNDS INC
497, 1997-07-21
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           THE  ENTERPRISE  GROUP OF FUNDS, INC.
           
           SUPPLEMENT PROSPECTUS DATED MAY 1, 1997
           
           The following information supplements and
           supersedes any contrary information in the
           prospectus entitled "Summary of Fund Expenses"
           and "Portfolio Managers".
           
           The Management Fee for all International Growth
           Portfolio classes is 0.85%.
           
           The Portfolio Manager of the Growth and Income
           Portfolio is Retirement System Investors Inc.
           which is a subsidiary of Retirement Group Inc.
           Its address is 317 Madison Ave., New York, New
           York 10017.  James P. Coughlin, President and
           Chief Investment Officer, is responsible for the
           day-to-day management of the Portfolio and has
           more than 30 years experience in the investment
           industry.  Total assets under management for
           Retirement System Investors Inc. is $558 million
           as of December 31, 1996.  The Management Fee is
           0.75%, and the Portfolio Manager receives 40% of
           that fee for assets under management up to
           $100,000,000; 33% of that fee on the next
           $100,000,000; and 27% for assets greater than
           $200,000,000.
           
           The Portfolio Manger of the Small Company Growth
           Portfolio is Pilgrim Baxter & Associates, Ltd.
           ("Pilgrim Baxter"). Its offices are at 1255
           Drummers Lane, Suite 300, Wayne, Pennsylvania
           19087.  Pilgrim Baxter is a wholly owned
           subsidiary of United Asset Management, Inc. Gary
           Pilgrim, Chief Investment Officer of the firm,
           and Michael D. Jones, Portfolio Manager/Analyst,
           are responsible for the day-today management of
           the Portfolio and have more than 40 years
           combined experience in the investment industry.
           As of December 31, 1996, total assets under
           management for all clients was $14.7 billion.
           Usual investment minimum: $20 million.  The
           Management Fee is 1.00% and the Portfolio
	   Manager receives 65% of that fee for assets under management
           up to $50 million; and 55% for assets under management for
           the next $50 million; and 45% for assets thereafter.


           July 21, 1997




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