MBL GROWTH FUND, INC.
Supplement Dated November 5, 1997
To Prospectus Dated May 1, 1997
This supplement should be read in conjunction with the MBL
Growth Fund, Inc. (the "Fund") prospectus, a copy of which can be
obtained without charge from Pension and Investment Products, MBL
Life Assurance Corporation, 520 Broad Street, Newark, New Jersey
07102, ATTN: MBL GROWTH FUND, INC., or by telephoning 1-800-435-
3191.
The Board of Directors of MBL Life Assurance Corporation ("MBL
Life"), the 51% owner of the Fund's investment adviser, Markston
Investment Management ("Markston"), has publicly announced the
intention to explore opportunities for the sale of MBL Life.
While no acquiror of MBL Life has been identified at this stage,
a sale transaction may, depending on the structure of the
transaction and the future plans of the acquiror, result in a
change of control of Markston. If there is a change of control
of Markston, shareholders of the Fund would receive a proxy
statement describing the proposed new agreement and related
matters and would be asked to approve such changes. In any
event, this prospectus will be supplemented as necessary to
reflect any related developments that may affect the shareholders
of the Fund.
