INVESCO VALUE TRUST
INVESCO Intermediate Government Bond Fund
INVESCO Total Return Fund
INVESCO Value Equity Fund
Supplement to Prospectuses dated January 1, 1997
A. At numerous places in above named Funds' Prospectuses, it is noted that
INVESCO Funds Group, Inc. ("IFG") is the investment adviser,
administrator, transfer agent and distributor of the Funds. Effective
September 30, 1997, INVESCO Distributors, Inc. ("IDI"), a newly-created
wholly-owned subsidiary of IFG, will become the distributor of the Funds.
Effective on that date, INVESCO Value Trust (the "Trust") entered into a
new Distribution Agreement (the "Agreement") with IDI that is
substantially identical to the corresponding agreement the Trust had with
IFG for distribution services. The Agreement was approved by the Trust's
Board of Trustees at a meeting held on September 2, 1997. The Agreement
in no way changes the basis upon which distribution services are being
provided to the Funds by IFG-affiliated companies. IFG remains the
investment adviser, administrator and transfer agent for the Funds.
B. The discussion which appears in each Prospectus under the heading "Taxes,
Dividends and Capital Gain Distributions - Dividends and Capital Gain
Distributions" is hereby amended by deleting the first three paragraphs
and replacing them with the following two paragraphs:
Dividends and Capital Gain Distributions. The Fund may earn
income from income and other distributions on its investments.
Dividends paid by the Fund will be based solely on the income earned
by it. The Fund's policy is to distribute substantially all of this
income, less expenses, to shareholders. Dividends from net
investment income are declared daily and paid monthly, at the
discretion of the Trust's Board of Trustees. Dividends are
automatically reinvested in additional shares of the Fund at the net
asset value on the ex-dividend date, unless otherwise requested.
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Capital gains or losses are the result of the Fund's sale of
its securities at prices that are higher or lower than the prices
paid by the Fund to purchase such securities. Total gains from such
sales, less any losses from such sales (including losses carried
forward from prior years), represent net realized capital gains. The
Fund distributes its net realized capital gains, if any, to its
shareholders at least annually, usually in December. Capital gain
distributions are automatically reinvested in additional shares of
the Fund at the net asset value per share on the ex-dividend date,
unless otherwise requested. Capital gain distributions are paid to
shareholders who hold shares on the record date of distribution
regardless of how long the shares have been held. The Fund's share
price will then drop by the amount of the distribution on the day
the distribution is made. If a shareholder purchases shares
immediately prior to the distribution, the shareholder will, in
effect, have "bought" the distribution by paying the full purchase
price, a portion of which is then returned in the form of a taxable
distribution.
The date of this Supplement is September 29, 1997.
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INVESCO VALUE TRUST
Supplement to Statement of Additional Information
dated January 1, 1997
A. At numerous places in the above Trust's Statement of Additional
Information, it is noted that INVESCO Funds Group, Inc. ("IFG") is the
investment adviser, administrator, transfer agent and distributor of the
Trust's Funds. Effective September 30, 1997, INVESCO Distributors, Inc.
("IDI"), a newly-created wholly-owned subsidiary of IFG, will become the
distributor of the Funds. Effective on that date, the Trust entered into
a new Distribution Agreement (the "Agreement") with IDI that is
substantially identical to the corresponding agreement the Trust had with
IFG for distribution services. The Agreement was approved by the Trust's
Board of Trustees at a meeting held on September 2, 1997. The Agreement
in no way changes the basis upon which distribution services are being
provided to the Funds by IFG-affiliated companies. IFG remains the
investment adviser, administrator and transfer agent for the Funds.
B. The discussion which appears in the Statement of Additional Information
under the heading "Dividends, Capital Gain Distributions and Taxes" is
hereby amended by deleting the fourth paragraph and replacing it with the
following paragraph:
All dividends and other distributions are regarded as taxable
to the investor, whether or not such dividends and distributions are
reinvested in additional shares. If the net asset value of a Fund's
shares should be reduced below a shareholder's cost as a result of a
distribution, such distribution would be taxable to the shareholder
although a portion would be, in effect, a return of invested
capital. The net asset value of shares of the Value Equity Fund and
the Total Return Fund may reflect accrued net investment income and
undistributed realized capital and foreign currency gains;
therefore, when a distribution is made, the net asset value is
reduced by the amount of the distribution, the full price for the
shares will be paid and some portion of the price may then be
returned to the shareholder as a taxable dividend or capital gain.
However, the net asset value per share will be reduced by the amount
of the distribution, which would reduce any gain (or increase any
loss) for tax purposes on any subsequent redemption of shares. The
net asset value of the Intermediate Government Bond Fund may reflect
undistributed realized capital gains and foreign currency gains but
not net investment income. Dividends from net investment income on
the Intermediate Government Bond Fund are declared daily and
distributed to shareholders monthly. Therefore, the foregoing
disclosure concerning distributions and their effect on net asset
value is applicable to the Intermediate Government Bond Fund in the
context of foreign currency and capital gain distributions only.
The date of this Supplement is September 29, 1997.
