October 31, 1996
SUPPLEMENT TO
PROSPECTUS DATED
MARCH 31, 1996
Babson Value Fund, Inc.
TELEPHONE INVESTMENT SERVICE
Page 9
The first paragraph under the caption
"Telephone Investment Service" should read as
follows:
To use the Telephone Investment Service, you
must first establish your Fund account and
authorize telephone orders in the application form,
or, subsequently, on a special authorization form
provided upon request. If you elect the Telephone
Investment Service, you may purchase Fund shares
by telephone and authorize the Fund to draft your
checking account ($100 minimum) for the cost of
the shares so purchased. You will receive the next
available price after the Fund has received your
telephone call. Availability and continuance of this
privilege is subject to acceptance and approval by
the Fund and all participating banks. During
periods of increased market activity, you may have
difficulty reaching the Fund by telephone, in which
case you should contact the Fund by mail or
telegraph. The Fund will not be responsible for the
consequences of delays, including delays in the
banking or Federal Reserve wire systems.
AUTOMATIC MONTHLY
INVESTMENT PLAN
Page 10
The first paragraph under the caption
"Automatic Monthly Investment Plan" should read
as follows:
You may elect to make monthly investments in a
constant dollar amount from your checking
account ($50 minimum). The Fund will draft your
checking account on the same day each month in
the amount you authorize in your application, or,
subsequently, on a special authorization form
provided upon request. Availability and
continuance of this privilege is subject to
acceptance and approval by the Fund and all
participating banks. If the date selected falls on a
day upon which the Fund shares are not priced,
investment will be made on the first date thereafter
upon which Fund shares are priced. The Fund will
not be responsible for the consequences of delays,
including delays in the banking or Federal Reserve
wire systems.
HOW TO REDEEM SHARES
Page 11
The first and second full paragraphs under the
caption "How to Redeem Shares" in the second
column on page 11 should read as follows:
SIGNATURE GUARANTEES are required in connection
with all redemptions of $50,000 or more by mail,
or changes in share registration, except as
hereinafter provided. These requirements may be
waived by the Fund in certain instances where it
appears reasonable to do so and will not unduly
affect the interests of other shareholders.
Signature(s) must be guaranteed by an "eligible
Guarantor institution" as defined in Rule 17Ad-15
under the Securities Exchange Act of 1934.
Eligible guarantor institutions include: (1) national
or state banks, savings associations, savings and
loan associations, trust companies, savings banks,
industrial loan companies and credit unions; (2)
national securities exchanges, registered securities
associations and clearing agencies; or (3) securities
broker/dealers which are members of a national
securities exchange or clearing agency or which
have a minimum net capital of $100,000. A
notarized signature will not be sufficient for the
request to be in proper form.
Signature guarantees will be waived for mail
redemptions of $50,000 or less, but they will be
required if the checks are to be payable to someone
other than the registered owner(s), or are to be
mailed to an address different from the registered
address of the shareholder(s), or where there
appears to be a pattern of redemptions designed to
circumvent the signature guarantee requirement, or
where the Fund has other reason to believe that
this requirement would be in the best interests of
the Fund and its shareholders.
Page 12
The following language should be added to the
end of the section captioned "How to Redeem
Shares:"
WITHDRAWAL BY TELEPHONE OR TELEGRAPH - You
may withdraw any amount ($1,000 minimum if
wired) or more by telephone toll free 1-800-4-
BABSON (1-800-422-2766), or in the Kansas City
area 471-5200, or by telegram to the Fund's
address. Telephone/telegraph redemption
authorization signed by all registered owners with
signatures guaranteed must be on file with the
Fund before you may redeem by telephone or
telegraph. Funds will be sent only to the address of
record. The signature guarantee requirement may
be waived by the Fund if the request for this
redemption method is made at the same time the
initial application to purchase shares is submitted.
All communications must include the Fund's
name, your account number, the exact registration
of your shares, the number of shares or dollar
amount to be redeemed, and the identity of the
bank and bank account (name and number) to
which the proceeds are to be wired. This procedure
may only be used for non-certificated shares held
in open account. For the protection of
shareholders, your redemption instructions can
only be changed by filing with the Fund new
instructions on a form obtainable from the Fund
which must be properly signed with signature(s)
guaranteed.
Telephone or telegraph redemption proceeds
may be transmitted to your pre-identified bank
account. Requests received prior to 4:00 P.M.
(Eastern Time), normally will be wired the
following business day. Once the funds are
transmitted, the time of receipt and the funds'
availability are not under our control. If your
request is received during the day thereafter,
proceeds normally will be wired on the second
business day following the day of receipt of your
request. Wired funds are subject to a $10 fee to
cover bank wire charges, which is deducted from
redemption proceeds, but this charge may be
reduced or waived in connection with certain
accounts. The Fund reserves the right to change
this policy or to refuse a telephone or telegraph
redemption request or require additional
documentation to assure a genuine redemption,
and, at its option, may pay such redemption by
wire or check and may limit the frequency or the
amount of such request. The Fund reserves the
right to terminate or modify any or all of the
services in connection with this privilege at any
time without prior notice. Neither the Fund nor
Jones & Babson, Inc. assumes responsibility for the
authenticity of withdrawal instructions, and there
are provisions on the authorization form limiting
their liability in this respect.
HOW TO EXCHANGE SHARES
BETWEEN BABSON FUNDS
Page 12
The first paragraph under the caption "How to
Exchange Shares Between Babson Funds" should
read as follows:
Shareholders may exchange their Fund shares,
which have been held in open account for 15 DAYS
or more, and for which good payment has been
received, for identically registered shares of any
other Fund in the Babson or Buffalo Fund Group
which is legally registered for sale in the state of
residence of the investor, except Babson Enterprise
Fund, Inc., provided that the minimum amount
exchanged has a value of $1,000 or meets the
minimum investment requirement of the Fund or
Portfolio into which it is exchanged.
