HERITAGE CAPITAL APPRECIATION TRUST
Supplement dated March 13, 1997 to the
Prospectus dated January 2, 1997
Heritage Asset Management, Inc. has retained Liberty Investment
Management, a division of Goldman Sachs Asset Management ("GSAM-Liberty"), which
itself is a separate operating division of Goldman, Sachs & Co., as subadviser
to Heritage Capital Appreciation Trust (the "Trust"). All references in the
Prospectus to "Liberty Investment Management" or "Liberty" should be replaced
with "GSAM-Liberty". The following information should replace the first
paragraph under "Subadvisers" on page 15 and the section entitled "Appointment
of Goldman Sachs Asset Management" on pages 15 and 16:
The Manager has entered into an agreement with Liberty
Investment Management, a division of Goldman Sachs Asset Management
("GSAM-Liberty"), 2502 Rocky Point Drive, Tampa, Florida 33607, which
itself is a separate operating division of Goldman, Sachs & Co., to
provide investment advice and portfolio management services, including
placement of brokerage orders, on behalf of the Trust. For these
services, the Manager pays GSAM-Liberty an annual fee of 0.25% of the
Trust's average daily net assets allocated to GSAM-Liberty by the
Manager, without regard to any reduction in fees actually paid to the
Manager as a result of voluntary fee waivers by the Manager. As of
February 24, 1997, Goldman Sachs Asset Management, together with its
affiliates, acted as investment adviser, administrator or distributor
for assets in excess of $106 billion.
