IAI INVESTMENT FUNDS VII INC
497, 2000-03-02
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                                                   IAI Investment Funds II, Inc.
                                                               File No. 33-61834
                                                  IAI Investment Funds VII, Inc.
                                                                File No. 2-39560


                         SUPPLEMENT DATED MARCH 2, 2000

                  TO THE JOINT PROSPECTUS DATED AUGUST 1, 1999

                                       OF

              IAI GROWTH FUND (A PORTFOLIO OF IAI INVESTMENT FUNDS
            II, INC.) IAI GROWTH AND INCOME FUND (A PORTFOLIO OF IAI
                           INVESTMENT FUNDS VII, INC.)

         The following replaces the disclosure on page 29 concerning the
management of the Funds:

     GROWTH FUND AND GROWTH & INCOME FUND. Commencing on the date of this
supplement, these Funds are managed by a team of investment professionals
comprised of Keith Wirtz, Jeffrey Beard, Mark McCall and Jeff Malet. Mr. Wirtz
joined IAI in March 1999 as President and Chief Investment Officer. Prior to
joining IAI, Mr. Wirtz was Chief Investment Strategist for TradeStreet
Investment Associates, Inc. from 1996 to 1999 and Senior Vice President and
Chief Investment Officer for Bank of America from 1992 to 1996. Mr. Beard joined
IAI in March 2000 as Vice President and Portfolio Manager. Before joining IAI,
Mr. Beard was Senior Vice President and Senior Portfolio Manager for TradeStreet
Investment Associates, Inc. and held various senior portfolio management and
analyst positions with First Chicago NBD Investment Management Company from 1982
to 1999. Mr. McCall, also joined IAI in March 2000 as Vice President and
Portfolio Manager. Previously, Mr. McCall was a Portfolio Manager for
TradeStreet Investment Associates, Inc. from 1996 to 2000 and a Senior Equity
Analyst for NationsBank Investment Management from 1993 to 1995. Mr. Malet
joined IAI in January 1999 and is a Vice President and Portfolio Manager. Before
joining IAI, Mr. Malet was an equity analyst and associate portfolio manager
with American Express Financial Advisors from 1995 to 1999.




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