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 the INVESCO Intermediate Government Bond
Fund 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.
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.
This Supplement supersedes the Supplement dated September 29, 1997.
The date of this Supplement is October 10, 1997.
