1933 Act
Rule 497(e)
July 8, 1996
VIA EDGAR
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Phoenix Total Return Fund, Inc.
Registration No. 33-49784 and 811-945
To the Commission Staff:
Transmitted herewith for filing, and pursuant to Rule 497(e) of the
Securities Act of 1933, as amended, is the supplement dated July 1, 1996 to the
Phoenix Total Return Fund, Inc. Prospectus dated May 1, 1996, in the exact form
in which it is being used.
Please call the undersigned at (860) 403-5788 if you have any questions
concerning this filing.
Very truly yours,
PHOENIX HOME LIFE MUTUAL INSURANCE
COMPANY
/s/Richard J. Wirth
Richard J. Wirth
<PAGE>
PHOENIX TOTAL RETURN FUND, INC.
Supplement dated July 8, 1996 to
Prospectus dated May 1, 1996
The Portfolio Managers
The following replaces the paragraph under "The Portfolio Manager" on page 11
of the Prospectus:
Mr. Edwin Riley, Jr. and Ms. Mary E. Canning are the co-managers of the
Fund and as such, Mr. Riley and Ms. Canning are primarily responsible for the
day-to-day management of the Fund's portfolio. Mr. Riley is also the portfolio
manager of the Balanced Series of the Phoenix Series Fund and the Total Return
Series of the Phoenix Edge Series Fund. From 1988 to 1995, Mr. Riley served as
Senior Vice President, Director of Equity Management for Nationsbank Investment
Management. Ms. Canning has served as co-manager of the Fund since May 1996.
She has been a Vice President of Phoenix Investment Counsel, Inc. since 1991
and is also a Vice President of Phoenix Series Fund and the Phoenix Edge Series
Fund. From 1991 to November 1995 Ms. Canning was Associate Portfolio Manager,
Common Stock, Phoenix Home Life Mutual Insurance Company and held various other
positions with Phoenix Home Life from 1982 to 1991.
