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SCHAFER VALUE FUND
Supplement dated January 10, 1996 to
Prospectus dated February 1, 1995
On January 10, 1996, the Board of Directors of Schafer Value Fund, Inc. (the
"Fund") approved a change in the name of the Fund to "Strong Schafer Value
Fund, Inc." and certain changes in the administration of the Fund, including:
* the appointment of Strong Capital Management, Inc. ("Strong") as the Fund's
transfer agent, shareholder servicing agent and fund accounting services
agent in replacement of Firstar Trust Company. These changes will be
implemented during a transition period and are expected to be effective no
later than March 1, 1996.
* the appointment of Strong Funds Distributors, Inc., an affiliate of Strong,
as the Fund's Distributor in replacement of Lazard Freres & Co. This change
is expected to become effective immediately.
Strong is located in Milwaukee, Wisconsin and currently manages approximately
$17 billion in equity and fixed income assets, including the Strong Family of
Funds, a family of 30 diversified and non-diversified no-load mutual funds.
The Board of Directors of the Fund believes that these changes, when fully
implemented, will result in higher service levels to the Fund's shareholders
and the opportunity for the Fund's shareholders to participate in the benefits
available to shareholders in the Stong Family of Funds, such as exchange
privileges and 24-hour toll free telephone service.
These changes will in no way affect the current investment approach or
philosophy outlined in the accompanying Prospectus. Schafer Capital
Management, Inc. (the "Adviser"), through its sole portfolio manager and
controlling person, David K. Schafer, will continue in its role as the Fund's
investment manager which it has served since the Fund's inception.
On January 10, 1996, the Adviser entered into a letter of intent with Strong
which provides for, among other things, the Adviser and Strong to negotiate
agreements (i) designating Strong to assume responsibilities relating to the
marketing of the Fund's shares and (ii) providing Strong the right to acquire,
in the future, an interest in the Adviser subject to satisfaction of certain
conditions, including applicable regulatory requirements. It is expected that
Strong will immediately begin marketing the Fund as part of the Strong Family
of Funds.
