STEIN ROE INVESTMENT TRUST
497, 1996-09-10
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                                                  Rule 497(e)
                                                  File No. 33-11351
<PAGE> 

                    STEIN ROE INVESTMENT TRUST

                  STEIN ROE YOUNG INVESTOR FUND

 THE FEBRUARY 1, 1996 DATE OF THIS PROSPECTUS IS NULL AND VOID.
         THE NEW DATE OF THIS PROSPECTUS IS JULY 1, 1996

                          SUPPLEMENT

     INTERFUND LENDING PROGRAM.  On June 18, 1996, the Fund's 
shareholders approved changes in the Fund's investment 
restrictions regarding borrowing and lending to permit the Fund to 
participate in an interfund lending program with other mutual 
funds managed by the Adviser.  The fourth paragraph under 
Restrictions on the Funds' Investments is revised to read as 
follows:

   "The Fund may not make loans except that it may (1) purchase 
   money market instruments and enter into repurchase agreements; 
   (2) acquire publicly-distributed or privately-placed debt 
   securities; (3) lend its portfolio securities under certain 
   conditions; and (4) participate in an interfund lending 
   program with other Stein Roe Funds.  The Fund may not borrow 
   money, except for non-leveraging, temporary, or emergency 
   purposes or in connection with participation in the interfund 
   lending program.  Neither the Fund's aggregate borrowings 
   (including reverse repurchase agreements) nor the Fund's 
   aggregate loans at any one time may exceed 33 1/3% of the 
   value of its total assets."

     FINANCIAL HIGHLIGHTS.  The per share data (for a share 
outstanding throughout the period) contained in the section 
Financial Highlights is updated by adding the following unaudited 
financial information for the six months ended March 31, 1996:

NET ASSET VALUE, BEGINNING OF PERIOD.................$14.29
                                                     ------
INCOME FROM INVESTMENT OPERATIONS
  Net investment income................................0.04
  Net realized and unrealized gains on investments...  1.96
                                                     ------
    Total from Investment Operations...................2.00
                                                     ------
DISTRIBUTIONS 
  Net investment income...............................(0.05)
  Net realized capital gains........................  (0.51)
                                                     ------
    Total Distributions.............................  (0.56)
                                                     ------
NET ASSET VALUE, END OF PERIOD.......................$15.73
                                                     ------
                                                     ------
Ratio of net expenses to average net assets (a)......*1.10%
Ratio of net investment income to average net 
  assets (b)  .......................................*0.47%
Portfolio turnover rate.................................44%
Average commissions (per share).....................$0.0632
Total return (b).....................................14.39%
Net assets, end of period (000 omitted).............$68,311
_______________
*Annualized.
(a) If the Fund had paid all of its expenses and there had been no 
    reimbursement of expenses by the Adviser, this ratio would 
    have been 1.68% for the period ended March 31, 1996.
(b) Computed giving effect to the Adviser's expense limitation 
    undertaking.

     NEW ADDRESS FOR ORDERS.  Effective July 5, 1996, orders for 
purchases and redemptions of Fund shares should be mailed to 
SteinRoe Services Inc. at P.O. Box 8900, Boston, Massachusetts 
02205.  Participants in the Stein Roe Counselor [SERVICE MARK] 
Program should send orders to SteinRoe Services Inc. at P.O. Box 
803938, Chicago, Illinois 60680.

     The Statement of Additional Information dated July 1, 1996 
and the most recent financial statements may be obtained without 
charge by writing to the Secretary of the Trust at One South Wacker 
Drive, Chicago, Illinois 60606, or by calling 800-338-2550.

     NEW INSTRUCTIONS FOR PURCHASES BY WIRE TRANSFER.  Effective 
July 5, 1996, wire transfers for the purchase of Fund shares 
should be addressed as follows:

First National Bank of Boston
Boston, Massachusetts
ABA Routing No. 011000390
Attention:  SteinRoe Services Inc.
Fund No. 14; Stein Roe Young Investor Fund
Account of (exact name(s) in registration)
Shareholder Account No. ________

     Participants in the Stein Roe Counselor [SERVICE MARK]  
program should continue to use the instructions in the Prospectus 
under How to Purchase Shares--By Wire for wire purchases.

     PURCHASE MINIMUMS.  The initial purchase minimum to open an 
account under an automatic investment plan is $100.  The minimum was 
due to increase to $500 on July 1, 1996, but the $100 minimum has been 
extended until further notice.

     PORTFOLIO MANAGER CHANGE.  Arthur J. McQueen joined Erik P. 
Gustafson and David P. Brady as a co-portfolio manager of Young Investor 
Fund in April, 1996.  Mr. McQueen earned a B.S. from Villanova 
University (1980) and an M.B.A. from the Wharton School of the 
University of Pennsylvania (1987).  Mr. McQueen is a senior 
vice president and senior research analyst with Stein Roe & 
Farnham Incorporated, which he joined in 1987.  He was previously 
employed by Citibank and GTE.
                    _____________________________


<PAGE> 
YOUNG INVESTOR FUND

The Fund's objective is long-term capital appreciation.  The Fund 
invests in securities of companies that affect the lives of 
children or teenagers.  The Fund is also intended to be a fun, 
educational experience for young investors and their parents.

The Fund is a "no-load" fund.  There are no sales or redemption 
charges, and the Fund has no 12b-1 plan.  The Fund is a series of 
the STEIN ROE INVESTMENT TRUST, an open-end management investment 
company.

This prospectus contains information you should know before 
investing in the Fund.  Please read it carefully and retain it for 
future reference.

If you have any questions about new Fund accounts, please call 
800-403-KIDS (800-403-5437); for existing accounts, shareholders 
should call 800-338-2550.

A Statement of Additional Information dated February 1, 1996, 
containing more detailed information, has been filed with the 
Securities and Exchange Commission and (together with any 
supplements thereto) is incorporated herein by reference.  The 
Statement of Additional Information and the most recent financial 
statements may be obtained without charge by writing to the 
Secretary at the address shown on the back cover or by calling the 
Fund.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE 
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES 
COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY 
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY 
OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY IS A 
CRIMINAL OFFENSE.

The date of this prospectus is February 1, 1996.

<PAGE> 
TABLE OF CONTENTS
Page
Summary .................................2
Fee Table  ..............................3
Financial Highlights.....................4
The Fund ............................... 4
Investment Policies .....................5
Portfolio Investments and Strategies.....5
Investment Restrictions................ .7
Risks and Investment Considerations.... .8
How to Purchase Shares ..................9
   By Check .............................9
   By Wire ..............................9
   By Electronic Transfer...............10
   By Exchange .........................10
   Purchase Price and Effective Date ...10
   Conditions of Purchase ..............10
   Purchases Through Third Parties......10
How to Redeem Shares ...................11
   By Written Request ..................11
   By Exchange .........................11
   Special Redemption Privileges .......11
   General Redemption Policies .........13
Shareholder Services ...................14
Net Asset Value ........................15
Distributions and Income Taxes .........16
Investment Return ......................17
Management of the Fund .................17
Organization and Description of Shares..19


SUMMARY

STEIN ROE YOUNG INVESTOR FUND (the "Fund") is a series of the 
Stein Roe Investment Trust, an open-end diversified management 
investment company.  The Fund is a "no-load" fund.  There are no 
sales or redemption charges.  (See The Fund and Organization and 
Description of Shares.)  This prospectus is not a solicitation in any 
jurisdiction in which the Fund is not registered for sale.

INVESTMENT OBJECTIVES AND POLICIES.
The Fund's investment objective is long-term capital appreciation.  
It seeks to achieve its objective by investing primarily in common 
stocks and other equity-type securities that Stein Roe believes to 
have long-term appreciation potential.  The Fund invests primarily 
in securities of companies that appeal to or affect the lives of 
children or teenagers.  It is designed for long-term investors, 
particularly children and teenagers.

In addition to the Fund's investment objective and policies, the 
Fund also has an educational objective.  It seeks to teach 
children and teenagers about the Fund, basic economic principles, 
and personal finance through a variety of educational materials 
prepared and paid for by the Fund.

There can be no guarantee that the Fund will achieve its 
investment objective.  Please see Investment Policies and 
Portfolio Investments and Strategies for further information.

<PAGE> 
INVESTMENT RISKS.
The Fund is designed for long-term investors who are willing to 
accept the investment risk and volatility of equity-type 
securities in general, as well as the specific types of equity 
securities emphasized by the Fund.  By investing in companies 
whose products or services appeal to young investors, the Fund 
emphasizes various consumer goods sectors.  Since the Fund may 
invest in foreign securities, investors should understand and 
consider carefully the risks involved in foreign investing.  
Investing in foreign securities involves certain considerations 
involving both risks and opportunities not typically associated 
with investing in U.S. securities.  Please see Investment 
Policies, Portfolio Investments and Strategies, and Risks and 
Investment Considerations for further information.

PURCHASES.
The minimum initial investment for the Fund is $2,500; the minimum 
investment for Uniform Gifts/ Transfers to Minors Act accounts is 
$1,000.  Additional investments must be at least $50.  Shares may 
be purchased by check, by bank wire, by electronic transfer, or by 
exchange from another Stein Roe Fund.  For more detailed 
information, see How to Purchase Shares.

REDEMPTIONS.
For information on redeeming Fund shares, including the special 
redemption privileges, see How to Redeem Shares.

NET ASSET VALUE.
The purchase and redemption price of the Fund's shares is its net 
asset value per share.  The net asset value is determined as of 
the close of trading on the New York Stock Exchange.  (For more 
detailed information, see Net Asset Value.)

DISTRIBUTIONS.
Dividends are normally declared and paid annually.  Distributions 
will be reinvested into your Fund account unless you elect to have 
them paid in cash, deposited by electronic transfer into your bank 
checking account, or invested in another Stein Roe Fund account.  
(See Distributions and Income Taxes and Shareholder Services.)

MANAGEMENT AND FEES.
Stein Roe & Farnham Incorporated ("Stein Roe") provides management 
and investment advisory services to the Fund.  For a description 
of Stein Roe and its fees, see Management of the Fund.

If you have any additional questions about the Fund, please feel 
free to discuss them with an account representative by calling 
800-338-2550.

FEE TABLE

SHAREHOLDER TRANSACTION EXPENSES   
Sales Load Imposed on Purchases                         None
Sales Load Imposed on Reinvested Dividends              None
Deferred Sales Load                                     None
Redemption Fees                                         None*
Exchange Fees                                           None
ANNUAL FUND OPERATING EXPENSES (after expense 
 reimbursement; as a percentage of average net assets)  
Management and Administrative Fees (after 
  expense reimbursement)                                None
12b-1 Fees                                              None
Other Expenses (after expense reimbursement)            1.25%
                                                        -----
Total Fund Operating Expenses (after expense 
  reimbursement)                                        1.25%
                                                        -----
                                                        -----
- -----------
*There is a $3.50 charge for wiring redemption proceeds to your bank.

EXAMPLE.
You would pay the following expenses on a $1,000 investment 
assuming (1) 5% annual return; and (2) redemption at the end of 
each time period:

             1 year    3 years    5 years    10 years
             ------    -------    -------    --------
              $13        $40        $69        $151

The purpose of the Fee Table is to assist you in understanding the 
various costs and expenses that you will bear directly or 
indirectly as an investor in the Fund.  The table is based upon 
actual expenses incurred in the last fiscal year, except that it 
has been adjusted to reflect changes in the Fund's transfer agency 
services and fees.  From time to time, the Adviser may voluntarily 
absorb certain expenses of the Fund.  Stein Roe has agreed to 
voluntarily waive its management fee and absorb the expenses of 
the Fund to the extent that such fees and expenses on an 
annualized basis exceed 1.25% of its annual average net assets 
from February 1, 1996 through January 31, 1997, subject to earlier 
termination by the Adviser on 30 days' notice (previously, Stein 
Roe had undertaken to reimburse the Fund for expenses in excess of 
0.99%).  Any such absorption will temporarily lower the Fund's 
overall expense ratio and increase its overall return to 
investors.  Absent the expense undertaking, Management and 
Administrative Fees, Other Expenses, and Total Fund Operating 
Expenses would have been 0.76%, 2.11%, and 2.87%, respectively.  
(Also see Management of the Fund--Fees and Expenses.)

For purposes of the Example above, the figures assume that the 
percentage amounts listed for the Fund under Annual Fund Operating 
Expenses remain the same in each of the periods; that all income 
dividends and capital gain distributions are reinvested in 
additional Fund shares; and that, for purposes of management fee 
breakpoints, net assets remain at the same level as in the most 
recently completed fiscal year.

The figures in the Example are not necessarily indicative of past 
or future expenses, and actual expenses may be greater or less 
than those shown.  Although information such as that shown in the 
Example and Fee Table is useful in reviewing the Fund's expenses 
and in providing a basis for comparison with other mutual funds, 
it should not be used for comparison with other investments using 
different assumptions or time periods.

FINANCIAL HIGHLIGHTS

The table below reflects the results of operations of the Fund on 
a per-share basis for the period shown and has been  audited by 
Arthur Andersen LLP, independent public accountants.  The 
auditors' report was unqualified.  The table should be read in 
conjunction with the Fund's financial statements and notes 
thereto.  The Fund's annual report, which may be obtained from the 
Trust without charge upon request, contains additional performance 
information.

                                          Period Ended   Year Ended
                                              Sept. 30,   Sept. 30,
                                                1994 (a)     1995
                                          --------------  ----------
NET ASSET VALUE, BEGINNING OF PERIOD             $10.00     $10.24
                                                 ------     -------
Income from investment operations 
Net investment income                              0.03       0.06
Net realized and unrealized gains on investments   0.21       4.07
  Total from investment operations                 0.24       4.13
                                                 ------     -------
Distributions from net investment income             --      (0.08)
                                                 ------     -------
NET ASSET VALUE, END OF PERIOD                   $10.24     $14.29
                                                 ------     -------
                                                 ------     -------
Ratio of net expenses to average net assets (b)  *0.99%      0.99%
Ratio of net investment income to average 
 net assets (c)                                  *1.07%      0.47%
Portfolio turnover rate                           **12%        55%
Total return                                    **2.40%     40.58%
Net assets, end of period (000 omitted)          $8,176    $31,401
________________________________
  *Annualized.
**Not annualized.
(a) From commencement of operations on April 29, 1994.
(b) If the Fund had paid all of its expenses and there had been no 
    reimbursement of expenses by the investment adviser, this 
    ratio would have been 4.58% for the period ended September 30,  
    1994 and 2.87% for the year ended September 30, 1995.
(c) Computed giving effect to the investment adviser's expense 
    limitation undertaking.

THE FUND

The Fund is a no-load 
mutual fund

STEIN ROE YOUNG INVESTOR FUND (the "Fund") is a no-load, 
diversified "mutual fund."  Mutual funds sell their own shares to 
investors and use the money they receive to invest in  a
portfolio of securities such as common stocks.  A mutual fund 
allows you to pool your money with that of other investors in 
order to obtain professional investment management.  Mutual funds 
generally make it possible for you to obtain greater 
diversification of your investments and simplify your 
recordkeeping.  The Fund does not impose commissions or charges 
when shares are purchased or redeemed.

The Fund is a series of the Stein Roe Investment Trust (the 
"Trust"), an open-end management investment company, which is 
authorized to issue shares of beneficial interest in separate 
series.  Each series represents interests in a separate portfolio 
of securities and other assets, with its own investment objectives 
and policies.

The Fund is managed 
by Stein Roe & Farnham 
Stein Roe & Farnham Incorporated ("Stein Roe") provides investment 
advisory, administrative, and bookkeeping and accounting services 
to the Fund.  Stein Roe also manages and 
provides investment advisory services for several other no-load 
mutual funds with different investment objectives, including 
equity funds, international funds, taxable and tax-exempt bond 
funds, and money market funds.  To obtain prospectuses and 
other information on any of those mutual funds, please call 800-
338-2550.

INVESTMENT POLICIES

The Fund invests primarily 
in equity securities

The Fund's investment objective is long-term capital appreciation.  
It seeks to achieve its objective by investing primarily in common 
stocks and other equity-type securities that, in the opinion of 
Stein Roe, have long-term appreciation potential.

The Fund invests in 
companies that affect 
the lives of children 
or teenagers

Under normal circumstances, at least 65% of the Fund's total 
assets will be invested in securities of companies that, in the 
opinion of Stein Roe, directly or through one or more 
subsidiaries, affect the lives of children or teenagers.  Such
companies may include companies that produce products or services 
that children or teenagers use, are aware of, or could potentially 
have an interest in.

Although the Fund invests primarily in common stocks and other 
equity-type securities (such as preferred stocks, securities 
convertible into or exchangeable for common stocks, and warrants 
or rights to purchase common stocks), it may invest up to 35% of 
its total assets in debt securities.  The Fund may invest in 
securities of smaller emerging companies as well as securities of 
well-seasoned companies of any size.  Smaller companies, however, 
involve higher risks in that they typically have limited product 
lines, markets, and financial or management resources.  In 
addition, the securities of smaller companies may trade less 
frequently and have greater price fluctuation than larger 
companies, particularly those operating in countries with 
developing markets.  The Fund may also employ investment 
techniques described elsewhere in this prospectus.  (See Risks and 
Investment Considerations and Fees and Expenses.)

The Fund is intended to 
be a fun, educational 
experience for young investors 
and their parents

In addition to the Fund's investment objective and policies, the 
Fund also has an educational objective.  The Fund will seek to 
educate its shareholders by providing educational materials 
regarding personal finance and investing as well as materials on 
the Fund and its portfolio holdings.

PORTFOLIO INVESTMENTS AND STRATEGIES

The Fund may invest in 
"investment grade" debt 
securities

In pursuing its investment objective, the Fund may invest in debt 
securities.  A debt security is an obligation of a borrower to 
make payments of principal and interest to the holder of the 
security.  To the extent the Fund invests in debt securities, such
holdings will be subject to interest rate risk and credit risk.  
Interest rate risk is the risk that the value of a portfolio will 
fluctuate in response to changes in interest rates.  Generally, 
the debt component of a portfolio will tend to decrease in value 
when interest rates rise and increase in value when interest rates 
fall.  Credit risk is the risk that an issuer will be unable to make 
principal and interest payments when due.  Investments in debt securities 
are limited to those that are rated within the four highest grades 
(generally referred to as "investment grade") assigned by a nationally 
recognized statistical rating organization.  Investments in unrated debt 
securities are limited to those deemed to be of comparable quality by 
Stein Roe.   Securities rated within the fourth highest grade may possess 
speculative characteristics.  If the rating of a security held by the 
Fund is lost or reduced below investment grade, the Fund is not required 
to dispose of the security--Stein Roe will, however, consider that 
fact in determining whether the Fund should continue to hold the 
security.  When Stein Roe considers a temporary defensive position 
advisable, the Fund may invest without limitation in high-quality 
fixed income securities, or hold assets in cash or cash 
equivalents.

The Fund may invest up 
to 25% of its assets in 
foreign securities, which 
may entail a greater degree 
of risk than domestic securities

The Fund may invest up to 25% of its total assets in foreign 
securities.  (See Risks and Investment Considerations.)  In 
addition to, or in lieu of, such direct investment, the Fund may 
construct a synthetic foreign position by (a) purchasing a debt 
instrument denominated in one currency, generally U.S. dollars; 
and (b) concurrently entering into a forward contract to deliver a 
 corresponding amount of that currency in exchange for a different 
currency on a future date and at a specified rate of exchange.  
Because of the availability of a variety of highly liquid U.S. 
dollar debt instruments, a synthetic foreign position utilizing 
such U.S. dollar instruments may offer greater liquidity than 
direct investment in foreign currency debt instruments.  In 
connection with the purchase of foreign securities, the Fund may 
contract to purchase an amount of foreign currency sufficient to 
pay the purchase price of the securities at the settlement date.  
Such a contract involves the risk that the value of the foreign 
currency may decline relative to the value of the dollar prior to 
the settlement date--this risk is in addition to the risk that the 
value of the foreign security purchased may decline.

The Fund may make loans of its portfolio securities to broker-
dealers and banks and enter into reverse repurchase agreements 
subject to certain restrictions described in the Statement of 
Additional Information.  The Fund may invest in securities 
purchased on a when-issued or delayed-delivery basis.  Although 
the payment terms of these securities are established at the time 
the Fund enters into the commitment, the securities may be 
delivered and paid for a month or more after the date of purchase, 
when their value may have changed.  The Fund will make such 
commitments only with the intention of actually acquiring the 
securities, but may sell the securities before settlement date if 
it is deemed advisable for investment reasons.

The Fund may invest 
in "derivative products"

Consistent with its objective, the Fund may invest in a broad 
array of financial instruments and securities, including 
conventional, exchange-traded and non-exchange-traded 
options, futures contracts, futures options, forward contracts, 
securities collateralized by underlying pools of mortgages or 
other receivables, floating rate instruments, and other 
instruments that securitize assets of various types 
("Derivatives").  In each case, the value of the instrument or 
security is "derived" from the performance of an underlying asset 
or a "benchmark" such as a security index, or an interest rate.  
The Fund does not expect to invest more than 5% of its net assets 
in any type of Derivative except for options, futures contracts, 
and futures options.

Derivatives are most often used to manage investment risk or to 
create an investment position indirectly because they are more 
efficient or less costly than direct investment.  They also may be 
used in an effort to enhance portfolio returns.

The successful use of Derivatives depends on Stein Roe's ability 
to correctly predict changes in the levels and directions of 
movements in security prices, interest rates and other market 
factors affecting the Derivative itself or the value of the 
underlying asset or benchmark.  In addition, correlations in the 
performance of an underlying asset to a Derivative may not be well 
established.  Finally, privately negotiated and over-the-counter 
Derivatives may not be as well regulated and may be less 
marketable than exchange-traded Derivatives.  For additional 
information on Derivatives, please refer to the Statement of 
Additional Information.

In seeking to achieve its desired investment objective, provide 
additional revenue, or to hedge against changes in security 
prices, interest rates or currency fluctuations, the Fund may: (1) 
purchase and write both call options and put options on 
securities, indexes and foreign currencies; (2) enter into 
interest rate, index and foreign currency futures contracts; (3) 
write options on such futures contracts; and (4) purchase other 
types of forward or investment contracts linked to individual 
securities, indexes, or other benchmarks.  The Fund may write a 
call or put option only if the option is covered.  As the writer 
of a covered call option, the Fund foregoes, during the option's 
life, the opportunity to profit from increases in market value of 
the security covering the call option above the sum of the premium 
and the exercise price of the call.  There can be no assurance 
that a liquid market will exist when the Fund seeks to close out a 
position.  In addition, because futures positions may require low 
margin deposits, the use of futures contracts involves a high 
degree of leverage and may result in losses in excess of the 
amount of the margin deposit.

INVESTMENT RESTRICTIONS

The Fund will seek to 
limit the impact of any 
one investment on the 
portfolio

The Fund will not invest more than 5% of its assets in the 
securities of any one issuer.  This restriction applies only to 
75% of the Fund's portfolio, but does not apply to securities of 
the U.S.Government or repurchase agreements for such securities, 
and would not prevent the Fund from investing all of its assets in 
shares of another investment company having the identical investment 
objective.

The Fund will not invest more than 25% of its total assets (at the 
time of investment) in the securities of companies in any one 
industry.

The Fund will not acquire more than 10% of the outstanding voting 
securities of any one issuer.  It may, however, invest all of its 
assets in shares of another investment company having the 
identical investment objective.

The Fund will not borrow money, except as a temporary measure for 
extraordinary or emergency purposes.  In such a case, the 
aggregate borrowings at any one time--including any reverse 
repurchase agreements and dollar rolls--may not exceed 33 1/3% of 
the Fund's total assets (at market).  The Fund will not purchase 
additional securities when its borrowings, less proceeds 
receivable from sales of portfolio securities, exceed 5% of total 
assets.

The Fund may invest in repurchase agreements, /1/ provided that 
it will not invest more than 5% of its net assets in repurchase 
agreements maturing in more than seven days, and any other 
illiquid securities.  An investment in illiquid securities could 
involve relatively greater risks and costs to the Fund.
- -----------------
/1/ A repurchase agreement involves a sale of securities to the 
Fund in which the seller agrees to repurchase the securities at a 
higher price, which includes an amount representing interest on 
the purchase price, within a specified time.  In the event of 
bankruptcy of the seller, the Fund could experience both losses 
and delays in liquidating its collateral.
- ------------------

The investment restrictions described in the first three paragraphs 
of this section are fundamental policies and, as such, can be 
changed only with the approval of a "majority of the outstanding 
voting securities" as defined in the Investment Company Act of 
1940.  The investment objective is non-fundamental and, as such, 
may be changed by the Board of Trustees without shareholder 
approval.  Any such change may result in the Fund  having an 
investment objective different from the objective the shareholder 
considered appropriate at the time of investment in the Fund.  All 
of the investment restrictions are set forth in the Statement of 
Additional Information.

RISKS AND INVESTMENT CONSIDERATIONS

The Fund is designed for 
long-term investors who 
desire to participate in 
the stock market and places 
an emphasis on companies that 
appeal to young investors. 
 These investors can accept 
more investment risk and 
volatility than the stock 
market in general but want 
less investment risk and 
volatility than aggressive 
capital appreciation funds

All investments, including those in mutual funds, have risks.  No 
investment is suitable for all investors.  The Fund is designed 
for long-term investors who desire to participate in the stock 
market  and places an emphasis on companies that appeal to young 
investors.  These investors can accept more investment risk and 
volatility than the stock market in general but want less 
investment risk and volatility than aggressive capital 
appreciation funds.  Of course, there can be no guarantee that the 
Fund will achieve its objective.  The Fund is also designed to be 
a fun, educational experience for young investors and their 
parents.

While the Fund seeks to reduce risk by investing in a diversified 
portfolio, diversification does not eliminate all risk.  The Fund 
will not, however, invest more than 25% of the total value of its 
assets (at the time of investment) in the securities of companies 
in any one industry.  By investing in companies whose products or 
services appeal to young investors, the Fund emphasizes various 
consumer goods sectors.  

Although the Fund does not purchase securities with a view to 
rapid turnover, there are no limitations on the length of time 
portfolio securities must be held.  Accordingly, the portfolio 
turnover rate may vary significantly from year to year, but is not 
expected to exceed 100% under normal market conditions.  A high 
rate of portfolio turnover may result in increased transaction 
expenses and the realization of capital gains and losses.  (See 
Distributions and Income Taxes.)  The Fund is not intended to be 
an income-producing investment, although it may produce income.

Investment in foreign securities may represent a greater degree of 
risk (including risk related to exchange rate fluctuations, tax 
provisions, exchange and currency controls, and expropriation of 
assets) than investment in securities of domestic issuers.  Other 
risks of foreign investing include less complete financial 
information on issuers, less market liquidity, more market 
volatility, less developed and regulated markets, and greater 
political instability.  In addition, various restrictions by 
foreign governments on investments by non-residents may apply, 
including imposition of exchange controls and withholding taxes on 
dividends, and seizure or nationalization of investments owned by 
non-residents.  Foreign investments also tend to involve higher 
transaction and custody costs.

MASTER/FEEDER OPTION. 
Rather than investing in securities directly, the Fund may in the 
future seek to achieve its investment objective by pooling its 
assets with assets of other mutual funds managed by Stein Roe for 
investment in another investment company having the same 
investment objective and substantially the same investment 
policies and restrictions as the Fund.  The purpose of such an
arrangement is to achieve greater operational efficiencies and to 
reduce costs.   It is expected that any such investment company 
would be managed by Stein Roe in substantially the same manner as 
the Fund.  Shareholders of the Fund will be given at least 30 
days' prior notice of any such investment, although they will not 
be entitled to vote on the action.  Such investment would be made 
only if the Trustees determine it to be in the best interests of 
the Fund and its shareholders.

HOW TO PURCHASE SHARES
$2,500 minimum investment;
$1,000 for UGMA accounts

You may purchase Fund shares  by check, by wire, by electronic 
transfer, or by exchange from your account with another Stein Roe 
Fund.  The initial purchase minimum per Fund account is
$2,500; the minimum for Uniform Gifts/Transfers to Minors Act 
accounts is $1,000; the minimum for accounts established under an 
automatic investment plan of at least $50 per month (i.e., Regular 
Investments or the Automatic Exchange Plan) is $100 through June 
30, 1996, after which time it will be $500; and the minimum per 
account for Stein Roe IRAs is $500.  The initial purchase minimum 
is waived for shareholders who participate in the Stein Roe 
Counselor [SERVICE MARK] and Stein Roe Counselor Preferred 
[SERVICE MARK] programs and for clients of Stein Roe.  Subsequent 
purchases must be at least $50.  (See Shareholder Services.)

BY CHECK.
You may purchase shares 
by check, by wire, by 
electronic transfer, or 
by exchange

To make an initial purchase of shares of the Fund by check, please 
complete and sign the Application and mail it, together with a 
check made payable to Stein Roe Funds, to P.O. Box 804058, 
Chicago, Illinois 60680.

You may make subsequent investments by submitting a check along 
with either the stub from your Fund account confirmation statement 
or a note indicating the amount of the purchase, your account 
number, and the name in which your account is registered.  Each 
individual check submitted for purchase must be at least $50, and 
the Trust generally will not accept cash, drafts, third party 
checks, or checks drawn on banks outside the United States.  
Should an order to purchase shares of the Fund be cancelled 
because your check does not clear, you will be responsible for any 
resulting loss incurred by the Fund.

BY WIRE.
You also may pay for shares by instructing your bank to wire 
federal funds (monies of member banks within the Federal Reserve 
System) to the Fund's custodian bank.  Your bank may charge you a 
fee for sending the wire.  If you are opening a new account by 
wire transfer, you must first telephone the Trust to request an 
account number and furnish your social security or other tax 
identification number.  Neither the Fund nor the Trust will be 
responsible for the consequences of delays, including delays in 
the banking or Federal Reserve wire systems.  Your bank 
must include the full name(s) in which your account is registered 
and your Fund account number, and should address its wire as 
follows:

State Street Bank and Trust Company
ABA Routing No. 011000028
Boston, Massachusetts
Attention:  Custody
Fund No. 7124; Stein Roe Young Investor Fund
Account of (exact name(s) in registration)
Shareholder Account No. ___________

BY ELECTRONIC TRANSFER.
You may also make subsequent investments by an electronic transfer 
of funds from your bank checking account.  Electronic transfer 
allows you to make purchases at your request ("Special 
Investments") by calling 800-338-2550 or at pre-scheduled 
intervals ("Regular Investments").  (See Shareholder Services.)  
Electronic transfer purchases are subject to a $50 minimum and a 
$100,000 maximum.  You may not open a new account through 
electronic transfer.  Should an order to purchase shares of the 
Fund be cancelled because your electronic transfer does not clear, 
you will be responsible for any resulting loss incurred by the 
Fund.

BY EXCHANGE.
You may purchase shares by exchange of shares from another Stein 
Roe Fund account either by phone (if the Telephone Exchange 
Privilege has been established on the account from which the 
exchange is being made), by mail, in person, or automatically at 
regular intervals (if you have elected Automatic Exchanges).  
Restrictions apply; please review the information on the Exchange 
Privilege under How to Redeem Shares--By Exchange.

PURCHASE PRICE AND EFFECTIVE DATE.
Purchases are made at net 
asset value 

Each purchase of the Fund's shares is made at the Fund's net asset 
value (see Net Asset Value) next determined after receipt of 
payment as follows:

A purchase by check or wire transfer is made at the net asset 
value next determined after the Fund receives the check or wire 
transfer of funds in payment of the purchase.

A purchase by electronic transfer is made at the net asset value 
next determined after the Fund receives the electronic transfer 
from your bank.  A Special Electronic Transfer Investment order 
received by telephone on a business day before 2:00 p.m., Central 
time, is effective on the next business day.

CONDITIONS OF PURCHASE.
Each purchase order for the Fund must be accepted by an authorized 
officer of the Trust in Chicago and is not binding until 
accepted and entered on the books of the Fund.  Once your purchase 
order has been accepted, you may not cancel or revoke it; you may, 
however, redeem the shares.  The Trust reserves the right not to 
accept any purchase order that it determines not to be in the best 
interests of the Trust or of the Fund's shareholders.  The Trust 
also reserves the right to waive or lower its investment minimums 
for any reason.

PURCHASES THROUGH THIRD PARTIES.
You may purchase (or redeem) shares through investment dealers, 
banks, or other financial institutions.  These institutions may 
charge for their services or place limitations on the extent to 
which you may use the services offered by the Trust.  There are no 
charges or limitations imposed by the Trust, other than those 
described in this prospectus, if shares are purchased (or 
redeemed) directly from the Trust.

Some financial institutions that maintain nominee accounts with 
the Fund for their clients for whom they hold Fund shares charge 
an annual fee of up to 0.25% of the average net assets held in 
such accounts for accounting, servicing, and distribution services 
they provide with respect to the underlying Fund shares.  Such 
fees are paid by Stein Roe.

HOW TO REDEEM SHARES

BY WRITTEN REQUEST.
To make sure your 
redemption request is 
in "good order," please 
read this section carefully 

You may redeem all or a portion of your shares of the Fund by 
submitting a written request in "good order" to the Trust at P.O. 
Box 804058, Chicago, Illinois 60680.  A redemption request will be 
considered to have been received in good order if the following 
conditions are satisfied:

(1) The request must be in writing, and must indicate the number 
    of shares or dollar amount to be redeemed and identify the 
    shareholder's account number;
(2) The request must be signed by the shareholder(s) exactly as 
    the shares are registered;
(3) The signatures on the written redemption request must be 
    guaranteed (a signature guarantee is not a notarization, but is a 
    widely accepted way to protect you and the Fund by verifying your 
    signature);
(4) The request must include other supporting legal documents as 
    required from organizations, executors, administrators, trustees, 
    or others acting on accounts not registered in their names.

BY EXCHANGE.
You may exchange shares 
of the Fund for shares of 
any other Stein Roe Fund 
qualified for sale to 
residents of your state

You may redeem all or any portion of your Fund shares and use the 
proceeds to purchase shares of any other Stein Roe Fund offered 
for sale in your state if your signed, properly completed 
Application is on file.

An exchange transaction is a sale and purchase of shares for 
federal income tax purposes and may result in capital gain or 
loss.  Before exercising the Exchange Privilege, you should obtain 
the prospectus for the Stein Roe Fund in which you wish to invest 
and read it carefully.  The registration of the account to which 
you are making an exchange must be exactly the same as that of the 
Fund account from which the exchange is made and the amount you 
exchange must meet any applicable minimum investment of the Stein 
Roe Fund being purchased.  An exchange may be made by following 
the redemption procedure described above under By Written Request 
and indicating the Stein Roe Fund to be purchased--a signature 
guarantee normally is not required.  (See also the discussion 
below of the Telephone Exchange Privilege and Automatic 
Exchanges.)

SPECIAL REDEMPTION PRIVILEGES.
Telephone Redemption 
Privileges will be established 
for you automatically

The Telephone Exchange Privilege and the Telephone Redemption by 
Check Privilege will be established automatically for you when you 
open your account unless you decline these Privileges on your 
Application.  Other Privileges must be 
specifically elected.  If you do not want the Telephone Exchange 
and Redemption Privileges, check the box(es) under the section 
"Telephone Redemption Options" when completing your Application.  
In addition, a signature guarantee may be required to establish a 
Privilege after you open your account.  If you establish both the 
Telephone Redemption by Wire Privilege and the Electronic Transfer 
Privilege, the bank account that you designate for both Privileges 
must be the same.

The Telephone Redemption by Check Privilege, Telephone Redemption 
by Wire Privilege, and Special Electronic Transfer Redemptions are 
not available to redeem shares held by a tax-sheltered retirement 
plan sponsored by the Adviser.  (See also General Redemption 
Policies.)

Telephone Exchange Privilege.  You may use the Telephone Exchange 
Privilege to exchange an amount of $50 or more from your account 
by calling 800-338-2550 or by sending a telegram; new accounts 
opened by exchange are subject to the $2,500 initial purchase 
minimum.  GENERALLY, YOU WILL BE LIMITED TO FOUR TELEPHONE 
EXCHANGE ROUND-TRIPS PER YEAR AND THE FUND MAY REFUSE REQUESTS FOR 
TELEPHONE EXCHANGES IN EXCESS OF FOUR ROUND-TRIPS (A ROUND-TRIP 
BEING THE EXCHANGE OUT OF THE FUND INTO ANOTHER STEIN ROE FUND, 
AND THEN BACK TO THE FUND).  In addition, the Trust's general 
redemption policies apply to redemptions of shares by Telephone 
Exchange.  (See General Redemption Policies.)

Restrictions on 
Special Redemption 
Privileges apply

The Trust reserves the right to suspend or terminate, at any time  
and without prior notice, the use of the Telephone Exchange 
Privilege by any person or class of persons.  The Trust believes 
that use of the Telephone Exchange Privilege by investors 
utilizing market-timing strategies adversely affects the Fund.  
THEREFORE, THE TRUST GENERALLY WILL NOT HONOR REQUESTS FOR 
TELEPHONE EXCHANGES BY SHAREHOLDERS IDENTIFIED BY THE TRUST AS 
"MARKET-TIMERS."  Moreover, the Trust reserves the right to 
suspend, limit, modify, or terminate, at any time and without 
prior notice, the Telephone Exchange Privilege in its entirety.  
Because such a step would be taken only if the Board of Trustees 
believes it would be in the best interests of the Fund, the Trust 
expects that it would provide shareholders with prior written 
notice of any such action unless the resulting delay in the 
suspension, limitation, modification, or termination of the 
Telephone Exchange Privilege would adversely affect the Fund.  If 
the Trust were to suspend, limit, modify, or terminate the 
Telephone Exchange Privilege, a shareholder expecting to make a 
Telephone Exchange might find that an exchange could not be 
processed or that there might be a delay in the implementation of 
the exchange.  (See How to Redeem Shares--By Exchange.)  During 
periods of volatile economic and market conditions, you may have 
difficulty placing your exchange by telephone.

Automatic Exchanges.  You may use the Automatic Exchange Privilege 
to automatically redeem a fixed amount from your Fund account for 
investment in another Stein Roe Fund account on a regular basis.

Telephone Redemption by Wire Privilege.  You may use this Privilege to 
redeem shares from your account ($1,000 miminum; $100,000 maximum) by 
calling 800-338-2550.  The proceeds will be transmitted by wire 
to your account at a commercial bank previously designated by you 
that is a member of the Federal Reserve System.  The fee for 
wiring proceeds (currently $3.50 per transaction) will be deducted 
from the amount wired.

Telephone Redemption by Check Privilege.  You may use the 
Telephone Redemption by Check Privilege to redeem an amount of 
$1,000 or more from your account by calling 800-338-2550.  The 
proceeds will be sent by check to your registered address.

Electronic Transfer Privilege.  You may redeem shares by calling 
800-338-2550 and requesting an electronic transfer ("Special 
Redemption") of the proceeds to a checking account previously 
designated by you at a bank that is a member of the Automated 
Clearing House.  You may also request electronic transfers at 
scheduled intervals ("Automatic Redemptions"--see Shareholder 
Services).  Electronic transfers are subject to a $50 minimum and 
a $100,000 maximum.  A Special Redemption request received by 
telephone after 2:00 p.m., Central time, is deemed received on the 
next business day.

GENERAL REDEMPTION POLICIES.
Please read the General 
Redemption Policies carefully

You may not cancel or revoke your redemption order once 
instructions have been received and accepted.  The Trust cannot 
accept a redemption request that specifies a particular date or 
price for redemption or any special conditions.  Please telephone 
the Trust if you have any questions about requirements for a 
redemption before submitting your request. The Trust reserves the 
right to require a properly completed Application before making 
payment for shares redeemed.

The price at which your redemption order will be executed is the 
net asset value next determined after proper redemption 
instructions are received.  (See Net Asset Value.)  Because the 
redemption price you receive depends upon the Fund's net asset 
value per share at the time of redemption, it may be more or less 
than the price you originally paid for the shares and may result 
in a realized capital gain or loss.

The Trust will generally mail payment for shares redeemed within 
seven days after proper instructions are received.  However, the 
Trust normally intends to pay proceeds of a Telephone Redemption 
paid by wire on the next business day.  If you attempt to redeem 
shares within 15 days after they have been purchased by check or 
electronic transfer, the Trust may delay payment of the redemption 
proceeds to you until it can verify that payment for the purchase 
of those shares has been (or will be) collected.  To reduce such 
delays, the Trust recommends that your purchase be made by federal 
funds wire through your bank.

Generally, you may not use the Exchange Privilege or any Special 
Redemption Privilege to redeem shares purchased by check (other 
than certified or cashiers' checks) or electronic transfer until 
15 days after their date of purchase.

The Trust reserves the right at any time without prior notice to 
suspend, limit, modify, or terminate any Privilege or its use in 
any manner by any person or class.

Neither the Trust, its transfer agent, nor their respective 
officers, trustees, directors, employees, or agents will be 
responsible for the authenticity of instructions provided under 
the Privileges, nor for any loss, liability, cost or expense for 
acting upon instructions furnished thereunder if they reasonably 
believe that such instructions are genuine.  The Fund employs 
procedures reasonably designed to confirm that instructions 
communicated by telephone under any Special Redemption Privilege 
or the Special Electronic Transfer Redemption Privilege are 
genuine.  Use of any Special Redemption Privilege or the Special 
Electronic Transfer Redemption Privilege authorizes the Fund and its 
transfer agent to tape-record all instructions to redeem.  In addition, 
callers are asked to identify the account number and registration, and 
may be required to provide other forms of identification.  Written 
confirmations of transactions are mailed promptly to the registered 
address; a legend on the confirmation requests that the shareholder 
review the transactions and inform the Fund immediately if there is a 
problem.  If the Fund does not follow reasonable procedures for 
protecting shareholders against loss on telephone transactions, it 
may be liable for any losses due to unauthorized or fraudulent 
instructions.

The Trust reserves the right to redeem shares in any account and 
send the proceeds to the owner if the shares in the account do not 
have a value of at least $1,000.  A shareholder would be notified 
that his account is below the minimum and would be allowed 30 days 
to increase the account before the redemption is processed.

Shares in any account you maintain with the Fund or any of the 
other Stein Roe Funds may be redeemed to the extent necessary to 
reimburse any Stein Roe Fund for any loss it sustains that is 
caused by you (such as losses from uncollected checks and 
electronic transfers for the purchase of shares, or any Stein Roe 
Fund liability under the Internal Revenue Code provisions on 
backup withholding).

SHAREHOLDER SERVICES

REPORTING TO SHAREHOLDERS.
You will receive 
quarterly communications 
from the Fund

You will receive a confirmation statement reflecting each of your 
purchases and redemptions of shares of the Fund.  Shares purchased 
by reinvestment of dividends, by cross-reinvestment of dividends from 
another Fund, or through an automatic investment plan will be 
confirmed to you quarterly.  The Trust will send you quarterly 
materials on the Fund and its portfolio holdings, will send you 
semiannual and annual reports, and will provide you annually with 
tax information.

FUNDS-ON-CALL [REGISTERED] 24-HOUR INFORMATION SERVICE.
Funds-on-Call [registered] 
allows you to have 24-hour 
access to information

To access the Stein Roe Funds-on-Call [registered] automated 
telephone service, just call 800-338-2550 on any touch-tone 
telephone and follow the recorded instructions.  Funds-on-Call 
[registered] provides yields, prices, latest dividends, account 
balances, last 
transaction, and other information 24 hours a day, seven days a 
week.

FUNDS-ON-CALL [REGISTERED] AUTOMATED TELEPHONE TRANSACTIONS.
If you have established the Funds-on-Call [registered] transaction 
privilege (Funds-on-Call [registered] Application will be 
required), you may initiate Special Investments and Redemptions, 
Telephone Exchanges, and Telephone Redemptions by Check 24 hours a day, 
seven days a week by calling 800-338-2550 on a touch-tone telephone.  
These transactions are subject to the terms and conditions of the 
individual privileges.  (See How to Purchase Shares and How to Redeem 
Shares.)

STEIN ROE COUNSELOR [SERVICE MARK]  PROGRAM.
The Stein Roe Counselor [SERVICE MARK]  and Stein Roe Counselor 
Preferred [SERVICE MARK] programs are professional investment 
advisory services available to shareholders.  These programs are 
designed to provide investment guidance in helping investors to 
select a portfolio of Stein Roe Funds.  The Stein Roe Counselor 
Preferred [SERVICE MARK] program, which automatically adjusts 
client portfolios among the Stein Roe Funds, has a fee of up to 1% 
of assets.

TAX-SHELTERED RETIREMENT PLAN.
Booklets describing the Individual Retirement Account ("IRA") 
program and special forms necessary for establishing it are 
available on request.  IRAs are available for employed persons and 
their non-employed spouses.  You may use all of the Stein Roe 
Funds, except those investing primarily in tax-exempt securities, 
in the plan.  Please read the prospectus for each fund in which 
you plan to invest before making your investment.

SPECIAL SERVICES.
The Fund offers special 
services to meet your needs

The following special services are available to shareholders.  
Please call 800-338-2550 or write the Trust for additional 
information and forms.

Dividend Purchase Option--to diversify your Fund investments by 
having distributions from one Fund account automatically invested 
in another Stein Roe Fund account.  Before establishing this 
option, you should obtain and read carefully the prospectus of the 
Stein Roe Fund into which you wish to have your distributions 
invested.  The account from which distributions are made must be 
of sufficient size to allow each distribution to usually be at 
least $25.

Automatic Dividend Deposit (electronic transfer)--to have income 
dividends and capital gain distributions deposited directly into 
your bank checking account.

Telephone Redemption by Check Privilege ($1,000 minimum) and 
Telephone Exchange Privilege ($50 minimum)--established 
automatically when you open your account unless you decline them 
on your Application.  (See How to Redeem Shares--Special 
Redemption Privileges.)

Telephone Redemption by Wire Privilege--to redeem shares from your 
account by phone and have the proceeds transmitted by wire to your 
checking account ($1,000 minimum; $100,000 maximum).

Special Redemption Option (electronic transfer)--to redeem shares 
at any time and have the proceeds deposited directly to your bank 
checking account ($50 minimum; $100,000 maximum).

Regular Investments (electronic transfer)--to purchase Fund shares 
at regular intervals directly from your bank checking account ($50 
minimum; $100,000 maximum).

Special Investments (electronic transfer)--to purchase Fund shares 
by telephone and pay for them by electronic transfer of funds from 
your checking account ($50 minimum; $100,000 maximum).

Automatic Exchange Plan--to automatically redeem a fixed dollar 
amount from your Fund account and invest it in another Stein Roe 
Fund account on a regular basis ($50 minimum; $100,000 maximum).

Automatic Redemptions (electronic transfer)--to have a fixed 
dollar amount redeemed and sent at regular intervals directly to 
your bank checking account ($50 minimum; $100,000 maximum).

Systematic Withdrawals--to have a fixed dollar amount, declining 
balance, or fixed percentage of your account redeemed and sent at 
regular intervals by check to you or another payee.

NET ASSET VALUE
The Fund's net asset 
value is calculated daily

The purchase and redemption price of the Fund's shares is its net 
asset value per share.  The net asset value of a share of the 
Fund is determined as of the close of trading on the New York 
Stock Exchange ("NYSE") (currently 3:00 p.m., Central time) by 
dividing the difference between the values of the Fund's assets 
and liabilities by the number of shares outstanding.  Net asset 
value will not be determined on days when the NYSE is closed 
unless, in the judgment of the Board of Trustees, the net asset 
value of the Fund should be determined on any such day, in which 
case the determination will be made at 3:00 p.m., Central time.

Each security traded on a national stock exchange is valued at its 
last sale price on that exchange on the day of valuation or, if 
there are no sales that day, at the latest bid quotation.  Each 
over-the-counter security for which the last sale price on the day 
of valuation is available from NASDAQ is valued at that price.  
All other over-the-counter securities for which reliable 
quotations are available are valued at the latest bid quotation.

DISTRIBUTIONS AND INCOME TAXES

DISTRIBUTIONS.
Income dividends are normally declared and paid annually.  The 
Fund intends to distribute by the end of each calendar year at 
least 98% of any net capital gains realized from the sale of 
securities during the twelve-month period ended October 31 in that 
year.  The Fund intends to distribute any undistributed net 
investment income and net realized capital gains in the following 
year.

Dividends and capital 
gains will be reinvested 
automatically unless you 
elect another option

All of your income dividends and capital gain distributions will 
be reinvested in additional shares unless you elect to have 
distributions either (1) paid by check; (2) deposited by 
electronic transfer into your bank checking account; (3) applied to 
purchase shares in your account with another Stein Roe Fund; or 
(4) applied to purchase shares in a Stein Roe Fund account of 
another person.  (See Shareholder Services.)  Reinvestment into 
the same Fund account normally occurs one business day after the 
record date.  Investment of distributions into another Stein Roe 
Fund account occurs on the payable date.  If you choose to receive 
your distributions in cash, your distribution check normally will 
be mailed approximately 15 days after the record date.  The Trust 
reserves the right to reinvest the proceeds and future 
distributions in additional Fund shares if checks mailed to you 
for distributions are returned as undeliverable or are not 
presented for payment within six months.

INCOME TAXES.
Fund distributions 
will be taxable to you

Your distributions will be taxable to you, under income tax law, 
whether received in cash or reinvested in additional shares.  For 
federal income tax purposes, any distribution that is paid in 
January but was declared in the prior calendar year is deemed paid 
in the prior calendar year.

You will be subject to federal income tax at ordinary rates on 
income dividends and distributions of net short-term capital gain.  
Distributions of net long-term capital gain will be taxable to you 
as long-term capital gain regardless of the length of time you 
have held your shares.

You will be advised annually as to the source of distributions for 
tax purposes.  If you are not subject to tax on your income, you 
may not be required to pay tax on these amounts.

If you realize a loss on the sale or exchange of Fund shares held 
for six months or less, your short-term loss is recharacterized as 
long-term to the extent of any long-term capital gain 
distributions you have received with respect to those shares.

For federal income tax purposes, the Fund is treated as a separate 
taxable entity distinct from the other series of the Trust.

This discussion of taxation is not intended to be a full 
discussion of income tax laws and their effect on shareholders.  
You may wish to consult your own tax advisor.  The foregoing 
information applies to U.S. shareholders.  Foreign shareholders 
should consult their tax advisors as to the tax consequences of 
ownership of Fund shares.

BACKUP WITHHOLDING.
If you fail to provide 
a tax identification number, 
you will be subject to 
backup withholding

The Trust may be required to withhold federal income tax ("backup 
withholding") from certain payments to you, generally redemption 
proceeds.  Backup withholding may be required if:

- - You fail to  furnish your properly certified social security or 
  other tax identification number;
- - You fail to certify that your tax identification number is 
  correct or that you are not subject to backup withholding due to 
  the underreporting of certain income;
- - The Internal Revenue Service informs the Trust that your tax 
  identification number is incorrect.

These certifications are contained in the Application that you 
should complete and return when you open an account.  The Fund 
must promptly pay to the IRS all amounts withheld.  Therefore, it 
is usually not possible for the Fund to reimburse you for amounts 
withheld.  You may, however, claim the amount withheld as a credit 
on your federal income tax return.

INVESTMENT RETURN

The Fund's performance is 
usually quoted as an average 
annual total return, which 
is a historical figure and 
is not intended to be 
indicative of future results

The total return from an investment in the Fund is measured by the 
distributions received (assuming reinvestment of dividends and 
capital gains), plus or minus the change in the net asset value 
per share for a given period.  A total return percentage may be 
calculated by dividing the value of a share at the end of the 
period (including reinvestment of distributions) by the value of 
the share at the  beginning of the period and subtracting  one.

For a given period, an average annual total return may be 
calculated by finding the average annual compounded rate that 
would equate a hypothetical $1,000 investment to the ending 
redeemable value.

Comparison of the Fund's total return with alternative investments 
should consider differences between the Fund and the alternative 
investments, the periods and methods used in calculation of the 
return being compared, and the impact of taxes on alternative 
investments.  Of course, past performance is not necessarily 
indicative of future results.

MANAGEMENT OF THE FUND

TRUSTEES AND ADVISER.
The Board of Trustees 
supervises the Fund and 
Stein Roe

The Board of Trustees of the Trust has overall management 
responsibility for the Trust and the Fund.  See the Statement of 
Additional Information for the names of and additional
information about the trustees and officers.  Stein Roe & Farnham 
Incorporated, One South Wacker Drive, Chicago, Illinois 60606, is 
responsible for managing the investment portfolio and the business 
affairs of the Fund and the Trust, subject to the direction of the 
Board.  Stein Roe is registered as an investment adviser under the 
Investment Advisers Act of 1940.

Stein Roe (and its predecessor) has advised and managed mutual 
funds since 1949.  Stein Roe is a wholly owned indirect subsidiary 
of Liberty Financial Companies, Inc. ("Liberty Financial"), which 
in turn is a majority owned indirect subsidiary of Liberty Mutual 
Insurance Company.

PORTFOLIO MANAGERS.
The Fund's portfolio is 
managed by Erik Gustafson and 
David Brady

The portfolio managers of the Fund are Erik P. Gustafson and 
David P. Brady, who are vice presidents of Stein Roe and the 
Trust.  Before joining Stein Roe, Mr. Gustafson was an 
attorney with Fowler, White, Burnett, Hurley, Banick &  
Strickroot from 1989 to 1992.  He holds a B.A. from the 
University of Virginia (1985) and M.B.A. and J.D. degrees 
(1989) from Florida State University.  Mr. Brady, who joined 
Stein Roe in 1993, was an equity investment analyst with 
State Farm Mutual Automobile Insurance Company from 1986 to 
1993.  A chartered financial analyst, Mr. Brady earned a B.S. 
in Finance, graduating Magna Cum Laude, from the University 
of Arizona in 1986, and an M.B.A. from the University of 
Chicago in 1989.  As of December 31, 1995, Messrs. Gustafson 
and Brady were responsible for co-managing $554 million and 
$42 million in mutual fund assets, respectively.

FEES AND EXPENSES.
Stein Roe receives 
fees from the Fund

The Fund's investment advisory agreement with Stein Roe was 
replaced on September 1, 1995, with an administrative 
agreement and a management agreement.  Under the terminated 
advisory agreement, the annual fee was .75% of the first $250 
million of average net assets, .70% of the next $250 million, and 
 .60% thereafter.  The new fee schedule calls for a management fee 
of .60% of the first $500 million, .55% of the next $500 million, 
and .50% thereafter; and an administrative fee of .20% of the 
first $500 million, .15% of the next $500 million, and .125% 
thereafter. For the fiscal year ended September 30, 1995, Stein 
Roe reimbursed the Fund $322,803, resulting in a net payment by 
Stein Roe of $191,821.  Please refer to Fee Table for a description 
of the expense limitation.

Because of the Fund's 
educational objective, 
the Fund's expenses may 
be higher

Because the Fund also has as an objective being an educational 
experience for investors, the Fund's non-advisory expenses may be 
higher than other mutual funds due to regular educational and 
other reporting to shareholders.

Under a separate agreement with the Trust, Stein Roe provides 
certain accounting and bookkeeping services to the Fund, 
including computation of its net asset value and calculation of 
its net income and capital gains and losses on disposition of Fund 
assets.

PORTFOLIO TRANSACTIONS.
Stein Roe places the orders for the purchase and sale of portfolio 
securities and options and futures transactions for the Fund.  In 
doing so, Stein Roe seeks to obtain the best combination of price 
and execution, which involves a number of judgmental factors.

TRANSFER AGENT.
SteinRoe Services Inc. ("SSI"), One South Wacker Drive, Chicago, 
Illinois 60606, a wholly owned subsidiary of Liberty Financial, is 
the agent of the Trust for the transfer of shares, disbursement of 
dividends, and maintenance of shareholder accounting records.

DISTRIBUTOR.
The Fund's shares are 
offered through Liberty 
Securities Corporation

The shares of the Fund are offered for sale through Liberty 
Securities Corporation ("Distributor") without any sales 
commissions or charges to the Fund or to its shareholders.  The  
Distributor is a wholly owned subsidiary of Liberty Financial.  
The business address of the Distributor is 600 Atlantic Avenue, 
Boston, Massachusetts 02210; however, all Fund correspondence 
(including purchase and redemption orders) should be mailed to the 
Trust at P.O. Box 804058, Chicago, Illinois 60680.  All 
distribution and promotional expenses are paid by Stein Roe, 
including payments to the Distributor for sales of Fund shares.

CUSTODIAN.
State Street Bank and Trust Company (the "Bank"), 225 Franklin 
Street, Boston, Massachusetts 02101, is the custodian for the 
Fund.  Foreign securities are maintained in the custody of foreign 
banks and trust companies that are members of the Bank's Global 
Custody Network or foreign depositories used by such members.  
(See Custodian in the Statement of Additional Information.)

ORGANIZATION AND DESCRIPTION OF SHARES
The Fund is part of a 
Massachusetts business trust

The Trust is a Massachusetts business trust organized under an 
Agreement and Declaration of Trust ("Declaration of Trust") dated 
January 8, 1987, which provides that each shareholder
shall be deemed to have agreed to be bound by the terms thereof.  
The Declaration of Trust may be amended by a vote of either the 
Trust's shareholders or its trustees.  The Trust may issue an 
unlimited number of shares, in one or more series as the Board may 
authorize.  Currently, eight series are authorized and 
outstanding.

Under Massachusetts law, shareholders of a Massachusetts business 
trust such as the Trust could, in some circumstances, be held 
personally liable for unsatisfied obligations of the trust.  The 
Declaration of Trust provides that persons extending credit to, 
contracting with, or having any claim against, the Trust or any 
particular series shall look only to the assets of the Trust or of 
the respective series for payment under such credit, contract or 
claim, and that the shareholders, Trustees and officers of the 
Trust shall have no personal liability therefor.  The Declaration 
of Trust requires that notice of such disclaimer of liability be 
given in each contract, instrument or undertaking executed or made 
on behalf of the Trust.  The Declaration of Trust provides for 
indemnification of any shareholder against any loss and expense 
arising from personal liability solely by reason of being or 
having been a shareholder.  Thus, the risk of a shareholder 
incurring financial loss on account of shareholder liability is 
believed to be remote, because it would be limited to 
circumstances in which the disclaimer was inoperative and the 
Trust was unable to meet its obligations.

The risk of a particular series incurring financial loss on 
account of unsatisfied liability of another series of the Trust is 
also believed to be remote, because it would be limited to claims 
to which the disclaimer did not apply and to circumstances in 
which the other series was unable to meet its obligations.

<PAGE> 

                     [STEIN ROE FUNDS LOGO]

The Stein Roe Funds
Stein Roe Government Reserves Fund
Stein Roe Cash Reserves Fund
Stein Roe Limited Maturity Income Fund
Stein Roe Government Income Fund
Stein Roe Intermediate Bond Fund
Stein Roe Income Fund
Stein Roe Municipal Money Market Fund
Stein Roe Intermediate Municipals Fund
Stein Roe Managed Municipals Fund
Stein Roe High-Yield Municipals Fund
Stein Roe Total Return Fund
Stein Roe Growth & Income Fund
Stein Roe Growth Stock Fund
Stein Roe Capital Opportunities Fund
Stein Roe Special Fund
Stein Roe International Fund
Stein Roe Young Investor Fund
Stein Roe Special Venture Fund

P.O. Box 804058
Chicago, Illinois  60680 
800-338-2550

In Chicago, visit our Fund Center
at One South Wacker Drive

Liberty Securities Corporation, Distributor
YI296


<PAGE> 

                    STEIN ROE INVESTMENT TRUST

                  STEIN ROE YOUNG INVESTOR FUND

 THE FEBRUARY 1, 1996 DATE OF THIS PROSPECTUS IS NULL AND VOID.
         THE NEW DATE OF THIS PROSPECTUS IS JULY 1, 1996

                          SUPPLEMENT

     INTERFUND LENDING PROGRAM.  On June 18, 1996, the Fund's 
shareholders approved changes in the Fund's investment 
restrictions regarding borrowing and lending to permit the Fund to 
participate in an interfund lending program with other mutual 
funds managed by the Adviser.  The fourth paragraph under 
Restrictions on the Funds' Investments is revised to read as 
follows:

   "The Fund may not make loans except that it may (1) purchase 
   money market instruments and enter into repurchase agreements; 
   (2) acquire publicly-distributed or privately-placed debt 
   securities; (3) lend its portfolio securities under certain 
   conditions; and (4) participate in an interfund lending 
   program with other Stein Roe Funds.  The Fund may not borrow 
   money, except for non-leveraging, temporary, or emergency 
   purposes or in connection with participation in the interfund 
   lending program.  Neither the Fund's aggregate borrowings 
   (including reverse repurchase agreements) nor the Fund's 
   aggregate loans at any one time may exceed 33 1/3% of the 
   value of its total assets."

     FINANCIAL HIGHLIGHTS.  The per share data (for a share 
outstanding throughout the period) contained in the section 
Financial Highlights is updated by adding the following unaudited 
financial information for the six months ended March 31, 1996:

NET ASSET VALUE, BEGINNING OF PERIOD.................$14.29
                                                     ------
INCOME FROM INVESTMENT OPERATIONS
  Net investment income................................0.04
  Net realized and unrealized gains on investments...  1.96
                                                     ------
    Total from Investment Operations...................2.00
                                                     ------
DISTRIBUTIONS 
  Net investment income...............................(0.05)
  Net realized capital gains........................  (0.51)
                                                     ------
    Total Distributions.............................  (0.56)
                                                     ------
NET ASSET VALUE, END OF PERIOD.......................$15.73
                                                     ------
                                                     ------
Ratio of net expenses to average net assets (a)......*1.10%
Ratio of net investment income to average net 
  assets (b)  .......................................*0.47%
Portfolio turnover rate.................................44%
Average commissions (per share).....................$0.0632
Total return (b).....................................14.39%
Net assets, end of period (000 omitted).............$68,311
_______________
*Annualized.
(a) If the Fund had paid all of its expenses and there had been no 
    reimbursement of expenses by the Adviser, this ratio would 
    have been 1.68% for the period ended March 31, 1996.
(b) Computed giving effect to the Adviser's expense limitation 
    undertaking.

     NEW ADDRESS FOR ORDERS.  Effective July 5, 1996, orders for 
purchases and redemptions of Fund shares should be mailed to 
SteinRoe Services Inc. at P.O. Box 8900, Boston, Massachusetts 
02205.  Participants in the Stein Roe Counselor [SERVICE MARK] 
Program should send orders to SteinRoe Services Inc. at P.O. Box 
803938, Chicago, Illinois 60680.

     The Statement of Additional Information dated July 1, 1996 
and the most recent financial statements may be obtained without 
charge by writing to the Secretary of the Trust at One South Wacker 
Drive, Chicago, Illinois 60606, or by calling 800-338-2550.

     NEW INSTRUCTIONS FOR PURCHASES BY WIRE TRANSFER.  Effective 
July 5, 1996, wire transfers for the purchase of Fund shares 
should be addressed as follows:

First National Bank of Boston
Boston, Massachusetts
ABA Routing No. 011000390
Attention:  SteinRoe Services Inc.
Fund No. 14; Stein Roe Young Investor Fund
Account of (exact name(s) in registration)
Shareholder Account No. ________

     Participants in the Stein Roe Counselor [SERVICE MARK]  
program should continue to use the instructions in the Prospectus 
under How to Purchase Shares--By Wire for wire purchases.

     PURCHASE MINIMUMS.  The initial purchase minimum to open an 
account under an automatic investment plan is $100.  The minimum was 
due to increase to $500 on July 1, 1996, but the $100 minimum has been 
extended until further notice.

     PORTFOLIO MANAGER CHANGE.  Arthur J. McQueen joined Erik P. 
Gustafson and David P. Brady as a co-portfolio manager of Young Investor 
Fund in April, 1996.  Mr. McQueen earned a B.S. from Villanova 
University (1980) and an M.B.A. from the Wharton School of the 
University of Pennsylvania (1987).  Mr. McQueen is a senior 
vice president and senior research analyst with Stein Roe & 
Farnham Incorporated, which he joined in 1987.  He was previously 
employed by Citibank and GTE.
                    _____________________________


<PAGE> 

YOUNG INVESTOR FUND

The Fund's objective is long-term capital appreciation.  The Fund 
invests in securities of companies that affect the lives of 
children or teenagers.  The Fund is also intended to be a fun, 
educational experience for young investors and their parents.

The Fund is a "no-load" fund.  There are no sales or redemption 
charges, and the Fund has no 12b-1 plan.  The Fund is a series of 
the STEIN ROE INVESTMENT TRUST, an open-end management investment 
company.

This prospectus contains information you should know before 
investing in the Fund.  Please read it carefully and retain it for 
future reference.

If you have any questions about new Fund accounts, please call 
800-403-KIDS (800-403-5437); for existing accounts, shareholders 
should call 800-338-2550.

A Statement of Additional Information dated February 1, 1996, 
containing more detailed information, has been filed with the 
Securities and Exchange Commission and (together with any 
supplements thereto) is incorporated herein by reference.  The 
Statement of Additional Information and the most recent financial 
statements may be obtained without charge by writing to the 
Secretary at the address shown on the back cover or by calling the 
Fund.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE 
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES 
COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY 
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY 
OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY IS A 
CRIMINAL OFFENSE.

The date of this prospectus is February 1, 1996.

<PAGE> 
TABLE OF CONTENTS
Page
Summary .................................2
Fee Table  ..............................4
Financial Highlights.....................6
The Fund ................................7
Investment Policies .....................7
Portfolio Investments and Strategies.....8
Investment Restrictions.................10
Risks and Investment Considerations.....11
How to Purchase Shares .................12
   By Check ............................13
   By Wire .............................13
   By Electronic Transfer...............14
   By Exchange .........................14
   Purchase Price and Effective Date ...14
   Conditions of Purchase ..............14
   Purchases Through Third Parties......14
How to Redeem Shares ...................15
   By Written Request ..................15
   By Exchange .........................15
   Special Redemption Privileges .......16
   General Redemption Policies .........17
Shareholder Services ...................19
Net Asset Value ........................21
Distributions and Income Taxes .........21
Investment Return ......................23
Management of the Fund .................23
Organization and Description of Shares..25


SUMMARY

STEIN ROE YOUNG INVESTOR FUND (the "Fund") is a series of the 
Stein Roe Investment Trust, an open-end diversified management 
investment company.  The Fund is a "no-load" fund.  There are no 
sales or redemption charges.  (See The Fund and Organization and 
Description of Shares.)  This prospectus is not a solicitation in any 
jurisdiction in which the Fund is not registered for sale.

INVESTMENT OBJECTIVES AND POLICIES.
The Fund's investment objective is long-term capital appreciation.  
It seeks to achieve its objective by investing primarily in common 
stocks and other equity-type securities that Stein Roe believes to 
have long-term appreciation potential.  The Fund invests primarily 
in securities of companies that appeal to or affect the lives of 
children or teenagers.  It is designed for long-term investors, 
particularly children and teenagers.

In addition to the Fund's investment objective and policies, the 
Fund also has an educational objective.  It seeks to teach 
children and teenagers about the Fund, basic economic principles, 
and personal finance through a variety of educational materials 
prepared and paid for by the Fund.

There can be no guarantee that the Fund will achieve its 
investment objective.  Please see Investment Policies and 
Portfolio Investments and Strategies for further information.

<PAGE> 
INVESTMENT RISKS.
The Fund is designed for long-term investors who are willing to 
accept the investment risk and volatility of equity-type 
securities in general, as well as the specific types of equity 
securities emphasized by the Fund.  By investing in companies 
whose products or services appeal to young investors, the Fund 
emphasizes various consumer goods sectors.  Since the Fund may 
invest in foreign securities, investors should understand and 
consider carefully the risks involved in foreign investing.  
Investing in foreign securities involves certain considerations 
involving both risks and opportunities not typically associated 
with investing in U.S. securities.  Please see Investment 
Policies, Portfolio Investments and Strategies, and Risks and 
Investment Considerations for further information.

PURCHASES.
The minimum initial investment for the Fund is $2,500; the minimum 
investment for Uniform Gifts/ Transfers to Minors Act accounts is 
$1,000.  Additional investments must be at least $50.  Shares may 
be purchased by check, by bank wire, by electronic transfer, or by 
exchange from another Stein Roe Fund.  For more detailed 
information, see How to Purchase Shares.

REDEMPTIONS.
For information on redeeming Fund shares, including the special 
redemption privileges, see How to Redeem Shares.

NET ASSET VALUE.
The purchase and redemption price of the Fund's shares is its net 
asset value per share.  The net asset value is determined as of 
the close of trading on the New York Stock Exchange.  (For more 
detailed information, see Net Asset Value.)

DISTRIBUTIONS.
Dividends are normally declared and paid annually.  Distributions 
will be reinvested into your Fund account unless you elect to have 
them paid in cash, deposited by electronic transfer into your bank 
checking account, or invested in another Stein Roe Fund account.  
(See Distributions and Income Taxes and Shareholder Services.)

MANAGEMENT AND FEES.
Stein Roe & Farnham Incorporated ("Stein Roe") provides management 
and investment advisory services to the Fund.  For a description 
of Stein Roe and its fees, see Management of the Fund.

If you have any additional questions about the Fund, please feel 
free to discuss them with an account representative by calling 
800-338-2550.

FEE TABLE

SHAREHOLDER TRANSACTION EXPENSES   
Sales Load Imposed on Purchases                         None
Sales Load Imposed on Reinvested Dividends              None
Deferred Sales Load                                     None
Redemption Fees                                         None*
Exchange Fees                                           None
ANNUAL FUND OPERATING EXPENSES (after expense 
 reimbursement; as a percentage of average net assets)  
Management and Administrative Fees (after 
  expense reimbursement)                                None
12b-1 Fees                                              None
Other Expenses (after expense reimbursement)            1.25%
                                                        -----
Total Fund Operating Expenses (after expense 
  reimbursement)                                        1.25%
                                                        -----
                                                        -----
- -----------
*There is a $3.50 charge for wiring redemption proceeds to your bank.

EXAMPLE.
You would pay the following expenses on a $1,000 investment 
assuming (1) 5% annual return; and (2) redemption at the end of 
each time period:

             1 year    3 years    5 years    10 years
             ------    -------    -------    --------
              $13        $40        $69        $151

The purpose of the Fee Table is to assist you in understanding the 
various costs and expenses that you will bear directly or 
indirectly as an investor in the Fund.  The table is based upon 
actual expenses incurred in the last fiscal year, except that it 
has been adjusted to reflect changes in the Fund's transfer agency 
services and fees.  From time to time, the Adviser may voluntarily 
absorb certain expenses of the Fund.  Stein Roe has agreed to 
voluntarily waive its management fee and absorb the expenses of 
the Fund to the extent that such fees and expenses on an 
annualized basis exceed 1.25% of its annual average net assets 
from February 1, 1996 through January 31, 1997, subject to earlier 
termination by the Adviser on 30 days' notice (previously, Stein 
Roe had undertaken to reimburse the Fund for expenses in excess of 
0.99%).  Any such absorption will temporarily lower the Fund's 
overall expense ratio and increase its overall return to 
investors.  Absent the expense undertaking, Management and 
Administrative Fees, Other Expenses, and Total Fund Operating 
Expenses would have been 0.76%, 2.11%, and 2.87%, respectively.  
(Also see Management of the Fund--Fees and Expenses.)

For purposes of the Example above, the figures assume that the 
percentage amounts listed for the Fund under Annual Fund Operating 
Expenses remain the same in each of the periods; that all income 
dividends and capital gain distributions are reinvested in 
additional Fund shares; and that, for purposes of management fee 
breakpoints, net assets remain at the same level as in the most 
recently completed fiscal year.

The figures in the Example are not necessarily indicative of past 
or future expenses, and actual expenses may be greater or less 
than those shown.  Although information such as that shown in the 
Example and Fee Table is useful in reviewing the Fund's expenses 
and in providing a basis for comparison with other mutual funds, 
it should not be used for comparison with other investments using 
different assumptions or time periods.

FINANCIAL HIGHLIGHTS

The table below reflects the results of operations of the Fund on 
a per-share basis for the period shown and has been  audited by 
Arthur Andersen LLP, independent public accountants.  The 
auditors' report was unqualified.  The table should be read in 
conjunction with the Fund's financial statements and notes 
thereto.  The Fund's annual report, which may be obtained from the 
Trust without charge upon request, contains additional performance 
information.

                                          Period Ended   Year Ended
                                              Sept. 30,   Sept. 30,
                                                1994 (a)     1995
                                          --------------  ----------
NET ASSET VALUE, BEGINNING OF PERIOD             $10.00     $10.24
                                                 ------     -------
Income from investment operations 
Net investment income                              0.03       0.06
Net realized and unrealized gains on investments   0.21       4.07
  Total from investment operations                 0.24       4.13
                                                 ------     -------
Distributions from net investment income             --      (0.08)
                                                 ------     -------
NET ASSET VALUE, END OF PERIOD                   $10.24     $14.29
                                                 ------     -------
                                                 ------     -------
Ratio of net expenses to average net assets (b)  *0.99%      0.99%
Ratio of net investment income to average 
 net assets (c)                                  *1.07%      0.47%
Portfolio turnover rate                           **12%        55%
Total return                                    **2.40%     40.58%
Net assets, end of period (000 omitted)          $8,176    $31,401
________________________________
  *Annualized.
**Not annualized.
(a) From commencement of operations on April 29, 1994.
(b) If the Fund had paid all of its expenses and there had been no 
    reimbursement of expenses by the investment adviser, this 
    ratio would have been 4.58% for the period ended September 30,  
    1994 and 2.87% for the year ended September 30, 1995.
(c) Computed giving effect to the investment adviser's expense 
    limitation undertaking.

THE FUND

STEIN ROE YOUNG INVESTOR FUND (the "Fund") is a no-load, 
diversified "mutual fund."  Mutual funds sell their own shares to 
investors and use the money they receive to invest in  a
portfolio of securities such as common stocks.  A mutual fund 
allows you to pool your money with that of other investors in 
order to obtain professional investment management.  Mutual funds 
generally make it possible for you to obtain greater 
diversification of your investments and simplify your 
recordkeeping.  The Fund does not impose commissions or charges 
when shares are purchased or redeemed.

The Fund is a series of the Stein Roe Investment Trust (the 
"Trust"), an open-end management investment company, which is 
authorized to issue shares of beneficial interest in separate 
series.  Each series represents interests in a separate portfolio 
of securities and other assets, with its own investment objectives 
and policies.

Stein Roe & Farnham Incorporated ("Stein Roe") provides investment 
advisory, administrative, and bookkeeping and accounting services 
to the Fund.  Stein Roe also manages and
provides investment advisory services for several other no-load 
mutual funds with different investment objectives, including 
equity funds, international funds, taxable and tax-exempt bond 
funds, and money market funds.  To obtain prospectuses and 
other information on any of those mutual funds, please call 800-
338-2550.

INVESTMENT POLICIES

The Fund's investment objective is long-term capital appreciation.  
It seeks to achieve its objective by investing primarily in common 
stocks and other equity-type securities that, in the opinion of 
Stein Roe, have long-term appreciation potential.

Under normal circumstances, at least 65% of the Fund's total 
assets will be invested in securities of companies that, in the 
opinion of Stein Roe, directly or through one or more 
subsidiaries, affect the lives of children or teenagers.  Such
companies may include companies that produce products or services 
that children or teenagers use, are aware of, or could potentially 
have an interest in.

Although the Fund invests primarily in common stocks and other 
equity-type securities (such as preferred stocks, securities 
convertible into or exchangeable for common stocks, and warrants 
or rights to purchase common stocks), it may invest up to 35% of 
its total assets in debt securities.  The Fund may invest in 
securities of smaller emerging companies as well as securities of 
well-seasoned companies of any size.  Smaller companies, however, 
involve higher risks in that they typically have limited product 
lines, markets, and financial or management resources.  In 
addition, the securities of smaller companies may trade less 
frequently and have greater price fluctuation than larger 
companies, particularly those operating in countries with 
developing markets.  The Fund may also employ investment 
techniques described elsewhere in this prospectus.  (See Risks and 
Investment Considerations and Fees and Expenses.)

In addition to the Fund's investment objective and policies, the 
Fund also has an educational objective.  The Fund will seek to 
educate its shareholders by providing educational materials 
regarding personal finance and investing as well as materials on 
the Fund and its portfolio holdings.

PORTFOLIO INVESTMENTS AND STRATEGIES

In pursuing its investment objective, the Fund may invest in debt 
securities.  A debt security is an obligation of a borrower to 
make payments of principal and interest to the holder of the 
security.  To the extent the Fund invests in debt securities, such
holdings will be subject to interest rate risk and credit risk.  
Interest rate risk is the risk that the value of a portfolio will 
fluctuate in response to changes in interest rates.  Generally, 
the debt component of a portfolio will tend to decrease in value 
when interest rates rise and increase in value when interest rates 
fall.  Credit risk is the risk that an issuer will be unable to make 
principal and interest payments when due.  Investments in debt securities 
are limited to those that are rated within the four highest grades 
(generally referred to as "investment grade") assigned by a nationally 
recognized statistical rating organization.  Investments in unrated debt 
securities are limited to those deemed to be of comparable quality by 
Stein Roe.   Securities rated within the fourth highest grade may possess 
speculative characteristics.  If the rating of a security held by the 
Fund is lost or reduced below investment grade, the Fund is not required 
to dispose of the security--Stein Roe will, however, consider that 
fact in determining whether the Fund should continue to hold the 
security.  When Stein Roe considers a temporary defensive position 
advisable, the Fund may invest without limitation in high-quality 
fixed income securities, or hold assets in cash or cash 
equivalents.

The Fund may invest up to 25% of its total assets in foreign 
securities.  (See Risks and Investment Considerations.)  In 
addition to, or in lieu of, such direct investment, the Fund may 
construct a synthetic foreign position by (a) purchasing a debt 
instrument denominated in one currency, generally U.S. dollars; 
and (b) concurrently entering into a forward contract to deliver a 
 corresponding amount of that currency in exchange for a different 
currency on a future date and at a specified rate of exchange.  
Because of the availability of a variety of highly liquid U.S. 
dollar debt instruments, a synthetic foreign position utilizing 
such U.S. dollar instruments may offer greater liquidity than 
direct investment in foreign currency debt instruments.  In 
connection with the purchase of foreign securities, the Fund may 
contract to purchase an amount of foreign currency sufficient to 
pay the purchase price of the securities at the settlement date.  
Such a contract involves the risk that the value of the foreign 
currency may decline relative to the value of the dollar prior to 
the settlement date--this risk is in addition to the risk that the 
value of the foreign security purchased may decline.

The Fund may make loans of its portfolio securities to broker-
dealers and banks and enter into reverse repurchase agreements 
subject to certain restrictions described in the Statement of 
Additional Information.  The Fund may invest in securities 
purchased on a when-issued or delayed-delivery basis.  Although 
the payment terms of these securities are established at the time 
the Fund enters into the commitment, the securities may be 
delivered and paid for a month or more after the date of purchase, 
when their value may have changed.  The Fund will make such 
commitments only with the intention of actually acquiring the 
securities, but may sell the securities before settlement date if 
it is deemed advisable for investment reasons.

Consistent with its objective, the Fund may invest in a broad 
array of financial instruments and securities, including 
conventional, exchange-traded and non-exchange-traded
options, futures contracts, futures options, forward contracts, 
securities collateralized by underlying pools of mortgages or 
other receivables, floating rate instruments, and other 
instruments that securitize assets of various types 
("Derivatives").  In each case, the value of the instrument or 
security is "derived" from the performance of an underlying asset 
or a "benchmark" such as a security index, or an interest rate.  
The Fund does not expect to invest more than 5% of its net assets 
in any type of Derivative except for options, futures contracts, 
and futures options.

Derivatives are most often used to manage investment risk or to 
create an investment position indirectly because they are more 
efficient or less costly than direct investment.  They also may be 
used in an effort to enhance portfolio returns.

The successful use of Derivatives depends on Stein Roe's ability 
to correctly predict changes in the levels and directions of 
movements in security prices, interest rates and other market 
factors affecting the Derivative itself or the value of the 
underlying asset or benchmark.  In addition, correlations in the 
performance of an underlying asset to a Derivative may not be well 
established.  Finally, privately negotiated and over-the-counter 
Derivatives may not be as well regulated and may be less 
marketable than exchange-traded Derivatives.  For additional 
information on Derivatives, please refer to the Statement of 
Additional Information.

In seeking to achieve its desired investment objective, provide 
additional revenue, or to hedge against changes in security 
prices, interest rates or currency fluctuations, the Fund may: (1) 
purchase and write both call options and put options on 
securities, indexes and foreign currencies; (2) enter into 
interest rate, index and foreign currency futures contracts; (3) 
write options on such futures contracts; and (4) purchase other 
types of forward or investment contracts linked to individual 
securities, indexes, or other benchmarks.  The Fund may write a 
call or put option only if the option is covered.  As the writer 
of a covered call option, the Fund foregoes, during the option's 
life, the opportunity to profit from increases in market value of 
the security covering the call option above the sum of the premium 
and the exercise price of the call.  There can be no assurance 
that a liquid market will exist when the Fund seeks to close out a 
position.  In addition, because futures positions may require low 
margin deposits, the use of futures contracts involves a high 
degree of leverage and may result in losses in excess of the 
amount of the margin deposit.

INVESTMENT RESTRICTIONS

The Fund will not invest more than 5% of its assets in the 
securities of any one issuer.  This restriction applies only to 
75% of the Fund's portfolio, but does not apply to securities of 
the U.S.Government or repurchase agreements for such securities, 
and would not prevent the Fund from investing all of its assets in 
shares of another investment company having the identical investment 
objective.

The Fund will not invest more than 25% of its total assets (at the 
time of investment) in the securities of companies in any one 
industry.

The Fund will not acquire more than 10% of the outstanding voting 
securities of any one issuer.  It may, however, invest all of its 
assets in shares of another investment company having the 
identical investment objective.

The Fund will not borrow money, except as a temporary measure for 
extraordinary or emergency purposes.  In such a case, the 
aggregate borrowings at any one time--including any reverse 
repurchase agreements and dollar rolls--may not exceed 33 1/3% of 
the Fund's total assets (at market).  The Fund will not purchase 
additional securities when its borrowings, less proceeds 
receivable from sales of portfolio securities, exceed 5% of total 
assets.

The Fund may invest in repurchase agreements, /1/ provided that 
it will not invest more than 5% of its net assets in repurchase 
agreements maturing in more than seven days, and any other 
illiquid securities.  An investment in illiquid securities could 
involve relatively greater risks and costs to the Fund.
- -----------------
/1/ A repurchase agreement involves a sale of securities to the 
Fund in which the seller agrees to repurchase the securities at a 
higher price, which includes an amount representing interest on 
the purchase price, within a specified time.  In the event of 
bankruptcy of the seller, the Fund could experience both losses 
and delays in liquidating its collateral.
- ------------------

The investment restrictions described in the first three paragraphs 
of this section are fundamental policies and, as such, can be 
changed only with the approval of a "majority of the outstanding 
voting securities" as defined in the Investment Company Act of 
1940.  The investment objective is non-fundamental and, as such, 
may be changed by the Board of Trustees without shareholder 
approval.  Any such change may result in the Fund  having an 
investment objective different from the objective the shareholder 
considered appropriate at the time of investment in the Fund.  All 
of the investment restrictions are set forth in the Statement of 
Additional Information.

RISKS AND INVESTMENT CONSIDERATIONS

All investments, including those in mutual funds, have risks.  No 
investment is suitable for all investors.  The Fund is designed 
for long-term investors who desire to participate in the stock 
market  and places an emphasis on companies that appeal to young 
investors.  These investors can accept more investment risk and 
volatility than the stock market in general but want less 
investment risk and volatility than aggressive capital 
appreciation funds.  Of course, there can be no guarantee that the 
Fund will achieve its objective.  The Fund is also designed to be 
a fun, educational experience for young investors and their 
parents.

While the Fund seeks to reduce risk by investing in a diversified 
portfolio, diversification does not eliminate all risk.  The Fund 
will not, however, invest more than 25% of the total value of its 
assets (at the time of investment) in the securities of companies 
in any one industry.  By investing in companies whose products or 
services appeal to young investors, the Fund emphasizes various 
consumer goods sectors.  

Although the Fund does not purchase securities with a view to 
rapid turnover, there are no limitations on the length of time 
portfolio securities must be held.  Accordingly, the portfolio 
turnover rate may vary significantly from year to year, but is not 
expected to exceed 100% under normal market conditions.  A high 
rate of portfolio turnover may result in increased transaction 
expenses and the realization of capital gains and losses.  (See 
Distributions and Income Taxes.)  The Fund is not intended to be 
an income-producing investment, although it may produce income.

Investment in foreign securities may represent a greater degree of 
risk (including risk related to exchange rate fluctuations, tax 
provisions, exchange and currency controls, and expropriation of 
assets) than investment in securities of domestic issuers.  Other 
risks of foreign investing include less complete financial 
information on issuers, less market liquidity, more market 
volatility, less developed and regulated markets, and greater 
political instability.  In addition, various restrictions by 
foreign governments on investments by non-residents may apply, 
including imposition of exchange controls and withholding taxes on 
dividends, and seizure or nationalization of investments owned by 
non-residents.  Foreign investments also tend to involve higher 
transaction and custody costs.

MASTER/FEEDER OPTION. 
Rather than investing in securities directly, the Fund may in the 
future seek to achieve its investment objective by pooling its 
assets with assets of other mutual funds managed by Stein Roe for 
investment in another investment company having the same 
investment objective and substantially the same investment 
policies and restrictions as the Fund.  The purpose of such an
arrangement is to achieve greater operational efficiencies and to 
reduce costs.   It is expected that any such investment company 
would be managed by Stein Roe in substantially the same manner as 
the Fund.  Shareholders of the Fund will be given at least 30 
days' prior notice of any such investment, although they will not 
be entitled to vote on the action.  Such investment would be made 
only if the Trustees determine it to be in the best interests of 
the Fund and its shareholders.

HOW TO PURCHASE SHARES

You may purchase Fund shares  by check, by wire, by electronic 
transfer, or by exchange from your account with another Stein Roe 
Fund.  The initial purchase minimum per Fund account is
$2,500; the minimum for Uniform Gifts/Transfers to Minors Act 
accounts is $1,000; the minimum for accounts established under an 
automatic investment plan of at least $50 per month (i.e., Regular 
Investments or the Automatic Exchange Plan) is $100 through June 
30, 1996, after which time it will be $500; and the minimum per 
account for Stein Roe IRAs is $500.  The initial purchase minimum 
is waived for shareholders who participate in the Stein Roe 
Counselor [SERVICE MARK] and Stein Roe Counselor Preferred 
[SERVICE MARK] programs and for clients of Stein Roe.  Subsequent 
purchases must be at least $50.  (See Shareholder Services.)

BY CHECK.
To make an initial purchase of shares of the Fund by check, please 
complete and sign the Application and mail it, together with a 
check made payable to Stein Roe Funds, to P.O. Box 804058, 
Chicago, Illinois 60680.

You may make subsequent investments by submitting a check along 
with either the stub from your Fund account confirmation statement 
or a note indicating the amount of the purchase, your account 
number, and the name in which your account is registered.  Each 
individual check submitted for purchase must be at least $50, and 
the Trust generally will not accept cash, drafts, third party 
checks, or checks drawn on banks outside the United States.  
Should an order to purchase shares of the Fund be cancelled 
because your check does not clear, you will be responsible for any 
resulting loss incurred by the Fund.

BY WIRE.
You also may pay for shares by instructing your bank to wire 
federal funds (monies of member banks within the Federal Reserve 
System) to the Fund's custodian bank.  Your bank may charge you a 
fee for sending the wire.  If you are opening a new account by 
wire transfer, you must first telephone the Trust to request an 
account number and furnish your social security or other tax 
identification number.  Neither the Fund nor the Trust will be 
responsible for the consequences of delays, including delays in 
the banking or Federal Reserve wire systems.  Your bank 
must include the full name(s) in which your account is registered 
and your Fund account number, and should address its wire as 
follows:

State Street Bank and Trust Company
ABA Routing No. 011000028
Boston, Massachusetts
Attention:  Custody
Fund No. 7124; Stein Roe Young Investor Fund
Account of (exact name(s) in registration)
Shareholder Account No. ___________

BY ELECTRONIC TRANSFER.
You may also make subsequent investments by an electronic transfer 
of funds from your bank checking account.  Electronic transfer 
allows you to make purchases at your request ("Special 
Investments") by calling 800-338-2550 or at pre-scheduled 
intervals ("Regular Investments").  (See Shareholder Services.)  
Electronic transfer purchases are subject to a $50 minimum and a 
$100,000 maximum.  You may not open a new account through 
electronic transfer.  Should an order to purchase shares of the 
Fund be cancelled because your electronic transfer does not clear, 
you will be responsible for any resulting loss incurred by the 
Fund.

BY EXCHANGE.
You may purchase shares by exchange of shares from another Stein 
Roe Fund account either by phone (if the Telephone Exchange 
Privilege has been established on the account from which the 
exchange is being made), by mail, in person, or automatically at 
regular intervals (if you have elected Automatic Exchanges).  
Restrictions apply; please review the information on the Exchange 
Privilege under How to Redeem Shares--By Exchange.

PURCHASE PRICE AND EFFECTIVE DATE.
Each purchase of the Fund's shares is made at the Fund's net asset 
value (see Net Asset Value) next determined after receipt of 
payment as follows:

A purchase by check or wire transfer is made at the net asset 
value next determined after the Fund receives the check or wire 
transfer of funds in payment of the purchase.

A purchase by electronic transfer is made at the net asset value 
next determined after the Fund receives the electronic transfer 
from your bank.  A Special Electronic Transfer Investment order 
received by telephone on a business day before 2:00 p.m., Central 
time, is effective on the next business day.

CONDITIONS OF PURCHASE.
Each purchase order for the Fund must be accepted by an authorized 
officer of the Trust in Chicago and is not binding until 
accepted and entered on the books of the Fund.  Once your purchase 
order has been accepted, you may not cancel or revoke it; you may, 
however, redeem the shares.  The Trust reserves the right not to 
accept any purchase order that it determines not to be in the best 
interests of the Trust or of the Fund's shareholders.  The Trust 
also reserves the right to waive or lower its investment minimums 
for any reason.

PURCHASES THROUGH THIRD PARTIES.
You may purchase (or redeem) shares through investment dealers, 
banks, or other financial institutions.  These institutions may 
charge for their services or place limitations on the extent to 
which you may use the services offered by the Trust.  There are no 
charges or limitations imposed by the Trust, other than those 
described in this prospectus, if shares are purchased (or 
redeemed) directly from the Trust.

Some financial institutions that maintain nominee accounts with 
the Fund for their clients for whom they hold Fund shares charge 
an annual fee of up to 0.25% of the average net assets held in 
such accounts for accounting, servicing, and distribution services 
they provide with respect to the underlying Fund shares.  Such 
fees are paid by Stein Roe.

HOW TO REDEEM SHARES

BY WRITTEN REQUEST.
You may redeem all or a portion of your shares of the Fund by 
submitting a written request in "good order" to the Trust at P.O. 
Box 804058, Chicago, Illinois 60680.  A redemption request will be 
considered to have been received in good order if the following 
conditions are satisfied:

(1) The request must be in writing, and must indicate the number 
    of shares or dollar amount to be redeemed and identify the 
    shareholder's account number;
(2) The request must be signed by the shareholder(s) exactly as 
    the shares are registered;
(3) The signatures on the written redemption request must be 
    guaranteed (a signature guarantee is not a notarization, but is a 
    widely accepted way to protect you and the Fund by verifying your 
    signature);
(4) The request must include other supporting legal documents as 
    required from organizations, executors, administrators, trustees, 
    or others acting on accounts not registered in their names.

BY EXCHANGE.
You may redeem all or any portion of your Fund shares and use the 
proceeds to purchase shares of any other Stein Roe Fund offered 
for sale in your state if your signed, properly completed 
Application is on file.

An exchange transaction is a sale and purchase of shares for 
federal income tax purposes and may result in capital gain or 
loss.  Before exercising the Exchange Privilege, you should obtain 
the prospectus for the Stein Roe Fund in which you wish to invest 
and read it carefully.  The registration of the account to which 
you are making an exchange must be exactly the same as that of the 
Fund account from which the exchange is made and the amount you 
exchange must meet any applicable minimum investment of the Stein 
Roe Fund being purchased.  An exchange may be made by following 
the redemption procedure described above under By Written Request 
and indicating the Stein Roe Fund to be purchased--a signature 
guarantee normally is not required.  (See also the discussion 
below of the Telephone Exchange Privilege and Automatic 
Exchanges.)

SPECIAL REDEMPTION PRIVILEGES.
The Telephone Exchange Privilege and the Telephone Redemption by 
Check Privilege will be established automatically for you when you 
open your account unless you decline these Privileges on your 
Application.  Other Privileges must be 
specifically elected.  If you do not want the Telephone Exchange 
and Redemption Privileges, check the box(es) under the section 
"Telephone Redemption Options" when completing your Application.  
In addition, a signature guarantee may be required to establish a 
Privilege after you open your account.  If you establish both the 
Telephone Redemption by Wire Privilege and the Electronic Transfer 
Privilege, the bank account that you designate for both Privileges 
must be the same.

The Telephone Redemption by Check Privilege, Telephone Redemption 
by Wire Privilege, and Special Electronic Transfer Redemptions are 
not available to redeem shares held by a tax-sheltered retirement 
plan sponsored by the Adviser.  (See also General Redemption 
Policies.)

Telephone Exchange Privilege.  You may use the Telephone Exchange 
Privilege to exchange an amount of $50 or more from your account 
by calling 800-338-2550 or by sending a telegram; new accounts 
opened by exchange are subject to the $2,500 initial purchase 
minimum.  GENERALLY, YOU WILL BE LIMITED TO FOUR TELEPHONE 
EXCHANGE ROUND-TRIPS PER YEAR AND THE FUND MAY REFUSE REQUESTS FOR 
TELEPHONE EXCHANGES IN EXCESS OF FOUR ROUND-TRIPS (A ROUND-TRIP 
BEING THE EXCHANGE OUT OF THE FUND INTO ANOTHER STEIN ROE FUND, 
AND THEN BACK TO THE FUND).  In addition, the Trust's general 
redemption policies apply to redemptions of shares by Telephone 
Exchange.  (See General Redemption Policies.)

The Trust reserves the right to suspend or terminate, at any time  
and without prior notice, the use of the Telephone Exchange 
Privilege by any person or class of persons.  The Trust believes 
that use of the Telephone Exchange Privilege by investors 
utilizing market-timing strategies adversely affects the Fund.  
THEREFORE, THE TRUST GENERALLY WILL NOT HONOR REQUESTS FOR 
TELEPHONE EXCHANGES BY SHAREHOLDERS IDENTIFIED BY THE TRUST AS 
"MARKET-TIMERS."  Moreover, the Trust reserves the right to 
suspend, limit, modify, or terminate, at any time and without 
prior notice, the Telephone Exchange Privilege in its entirety.  
Because such a step would be taken only if the Board of Trustees 
believes it would be in the best interests of the Fund, the Trust 
expects that it would provide shareholders with prior written 
notice of any such action unless the resulting delay in the 
suspension, limitation, modification, or termination of the 
Telephone Exchange Privilege would adversely affect the Fund.  If 
the Trust were to suspend, limit, modify, or terminate the 
Telephone Exchange Privilege, a shareholder expecting to make a 
Telephone Exchange might find that an exchange could not be 
processed or that there might be a delay in the implementation of 
the exchange.  (See How to Redeem Shares--By Exchange.)  During 
periods of volatile economic and market conditions, you may have 
difficulty placing your exchange by telephone.

Automatic Exchanges.  You may use the Automatic Exchange Privilege 
to automatically redeem a fixed amount from your Fund account for 
investment in another Stein Roe Fund account on a regular basis.

Telephone Redemption by Wire Privilege.  You may use this Privilege to 
redeem shares from your account ($1,000 miminum; $100,000 maximum) by 
calling 800-338-2550.  The proceeds will be transmitted by wire 
to your account at a commercial bank previously designated by you 
that is a member of the Federal Reserve System.  The fee for 
wiring proceeds (currently $3.50 per transaction) will be deducted 
from the amount wired.

Telephone Redemption by Check Privilege.  You may use the 
Telephone Redemption by Check Privilege to redeem an amount of 
$1,000 or more from your account by calling 800-338-2550.  The 
proceeds will be sent by check to your registered address.

Electronic Transfer Privilege.  You may redeem shares by calling 
800-338-2550 and requesting an electronic transfer ("Special 
Redemption") of the proceeds to a checking account previously 
designated by you at a bank that is a member of the Automated 
Clearing House.  You may also request electronic transfers at 
scheduled intervals ("Automatic Redemptions"--see Shareholder 
Services).  Electronic transfers are subject to a $50 minimum and 
a $100,000 maximum.  A Special Redemption request received by 
telephone after 2:00 p.m., Central time, is deemed received on the 
next business day.

GENERAL REDEMPTION POLICIES.
You may not cancel or revoke your redemption order once 
instructions have been received and accepted.  The Trust cannot 
accept a redemption request that specifies a particular date or 
price for redemption or any special conditions.  Please telephone 
the Trust if you have any questions about requirements for a 
redemption before submitting your request. The Trust reserves the 
right to require a properly completed Application before making 
payment for shares redeemed.

The price at which your redemption order will be executed is the 
net asset value next determined after proper redemption 
instructions are received.  (See Net Asset Value.)  Because the 
redemption price you receive depends upon the Fund's net asset 
value per share at the time of redemption, it may be more or less 
than the price you originally paid for the shares and may result 
in a realized capital gain or loss.

The Trust will generally mail payment for shares redeemed within 
seven days after proper instructions are received.  However, the 
Trust normally intends to pay proceeds of a Telephone Redemption 
paid by wire on the next business day.  If you attempt to redeem 
shares within 15 days after they have been purchased by check or 
electronic transfer, the Trust may delay payment of the redemption 
proceeds to you until it can verify that payment for the purchase 
of those shares has been (or will be) collected.  To reduce such 
delays, the Trust recommends that your purchase be made by federal 
funds wire through your bank.

Generally, you may not use the Exchange Privilege or any Special 
Redemption Privilege to redeem shares purchased by check (other 
than certified or cashiers' checks) or electronic transfer until 
15 days after their date of purchase.

The Trust reserves the right at any time without prior notice to 
suspend, limit, modify, or terminate any Privilege or its use in 
any manner by any person or class.

Neither the Trust, its transfer agent, nor their respective 
officers, trustees, directors, employees, or agents will be 
responsible for the authenticity of instructions provided under 
the Privileges, nor for any loss, liability, cost or expense for 
acting upon instructions furnished thereunder if they reasonably 
believe that such instructions are genuine.  The Fund employs 
procedures reasonably designed to confirm that instructions 
communicated by telephone under any Special Redemption Privilege 
or the Special Electronic Transfer Redemption Privilege are 
genuine.  Use of any Special Redemption Privilege or the Special 
Electronic Transfer Redemption Privilege authorizes the Fund and its 
transfer agent to tape-record all instructions to redeem.  In addition, 
callers are asked to identify the account number and registration, and 
may be required to provide other forms of identification.  Written 
confirmations of transactions are mailed promptly to the registered 
address; a legend on the confirmation requests that the shareholder 
review the transactions and inform the Fund immediately if there is a 
problem.  If the Fund does not follow reasonable procedures for 
protecting shareholders against loss on telephone transactions, it 
may be liable for any losses due to unauthorized or fraudulent 
instructions.

The Trust reserves the right to redeem shares in any account and 
send the proceeds to the owner if the shares in the account do not 
have a value of at least $1,000.  A shareholder would be notified 
that his account is below the minimum and would be allowed 30 days 
to increase the account before the redemption is processed.

Shares in any account you maintain with the Fund or any of the 
other Stein Roe Funds may be redeemed to the extent necessary to 
reimburse any Stein Roe Fund for any loss it sustains that is 
caused by you (such as losses from uncollected checks and 
electronic transfers for the purchase of shares, or any Stein Roe 
Fund liability under the Internal Revenue Code provisions on 
backup withholding).

SHAREHOLDER SERVICES

REPORTING TO SHAREHOLDERS.
You will receive a confirmation statement reflecting each of your 
purchases and redemptions of shares of the Fund.  Shares purchased 
by reinvestment of dividends, by cross-reinvestment of dividends from 
another Fund, or through an automatic investment plan will be 
confirmed to you quarterly.  The Trust will send you quarterly 
materials on the Fund and its portfolio holdings, will send you 
semiannual and annual reports, and will provide you annually with 
tax information.

FUNDS-ON-CALL [REGISTERED] 24-HOUR INFORMATION SERVICE.
To access the Stein Roe Funds-on-Call [registered] automated 
telephone service, just call 800-338-2550 on any touch-tone 
telephone and follow the recorded instructions.  Funds-on-Call 
[registered] provides yields, prices, latest dividends, account 
balances, last transaction, and other information 24 hours a day, 
seven days a week.

FUNDS-ON-CALL [REGISTERED] AUTOMATED TELEPHONE TRANSACTIONS.
If you have established the Funds-on-Call [registered] transaction 
privilege (Funds-on-Call [registered] Application will be 
required), you may initiate Special Investments and Redemptions, 
Telephone Exchanges, and Telephone Redemptions by Check 24 hours a day, 
seven days a week by calling 800-338-2550 on a touch-tone telephone.  
These transactions are subject to the terms and conditions of the 
individual privileges.  (See How to Purchase Shares and How to Redeem 
Shares.)

STEIN ROE COUNSELOR [SERVICE MARK]  PROGRAM.
The Stein Roe Counselor [SERVICE MARK]  and Stein Roe Counselor 
Preferred [SERVICE MARK] programs are professional investment 
advisory services available to shareholders.  These programs are 
designed to provide investment guidance in helping investors to 
select a portfolio of Stein Roe Funds.  The Stein Roe Counselor 
Preferred [SERVICE MARK] program, which automatically adjusts 
client portfolios among the Stein Roe Funds, has a fee of up to 1% 
of assets.

TAX-SHELTERED RETIREMENT PLAN.
Booklets describing the Individual Retirement Account ("IRA") 
program and special forms necessary for establishing it are 
available on request.  IRAs are available for employed persons and 
their non-employed spouses.  You may use all of the Stein Roe 
Funds, except those investing primarily in tax-exempt securities, 
in the plan.  Please read the prospectus for each fund in which 
you plan to invest before making your investment.

SPECIAL SERVICES.
The following special services are available to shareholders.  
Please call 800-338-2550 or write the Trust for additional 
information and forms.

Dividend Purchase Option--to diversify your Fund investments by 
having distributions from one Fund account automatically invested 
in another Stein Roe Fund account.  Before establishing this 
option, you should obtain and read carefully the prospectus of the 
Stein Roe Fund into which you wish to have your distributions 
invested.  The account from which distributions are made must be 
of sufficient size to allow each distribution to usually be at 
least $25.

Automatic Dividend Deposit (electronic transfer)--to have income 
dividends and capital gain distributions deposited directly into 
your bank checking account.

Telephone Redemption by Check Privilege ($1,000 minimum) and 
Telephone Exchange Privilege ($50 minimum)--established 
automatically when you open your account unless you decline them 
on your Application.  (See How to Redeem Shares--Special 
Redemption Privileges.)

Telephone Redemption by Wire Privilege--to redeem shares from your 
account by phone and have the proceeds transmitted by wire to your 
checking account ($1,000 minimum; $100,000 maximum).

Special Redemption Option (electronic transfer)--to redeem shares 
at any time and have the proceeds deposited directly to your bank 
checking account ($50 minimum; $100,000 maximum).

Regular Investments (electronic transfer)--to purchase Fund shares 
at regular intervals directly from your bank checking account ($50 
minimum; $100,000 maximum).

Special Investments (electronic transfer)--to purchase Fund shares 
by telephone and pay for them by electronic transfer of funds from 
your checking account ($50 minimum; $100,000 maximum).

Automatic Exchange Plan--to automatically redeem a fixed dollar 
amount from your Fund account and invest it in another Stein Roe 
Fund account on a regular basis ($50 minimum; $100,000 maximum).

Automatic Redemptions (electronic transfer)--to have a fixed 
dollar amount redeemed and sent at regular intervals directly to 
your bank checking account ($50 minimum; $100,000 maximum).

Systematic Withdrawals--to have a fixed dollar amount, declining 
balance, or fixed percentage of your account redeemed and sent at 
regular intervals by check to you or another payee.

NET ASSET VALUE
The purchase and redemption price of the Fund's shares is its net 
asset value per share.  The net asset value of a share of the 
Fund is determined as of the close of trading on the New York 
Stock Exchange ("NYSE") (currently 3:00 p.m., Central time) by 
dividing the difference between the values of the Fund's assets 
and liabilities by the number of shares outstanding.  Net asset 
value will not be determined on days when the NYSE is closed 
unless, in the judgment of the Board of Trustees, the net asset 
value of the Fund should be determined on any such day, in which 
case the determination will be made at 3:00 p.m., Central time.

Each security traded on a national stock exchange is valued at its 
last sale price on that exchange on the day of valuation or, if 
there are no sales that day, at the latest bid quotation.  Each 
over-the-counter security for which the last sale price on the day 
of valuation is available from NASDAQ is valued at that price.  
All other over-the-counter securities for which reliable 
quotations are available are valued at the latest bid quotation.

DISTRIBUTIONS AND INCOME TAXES

DISTRIBUTIONS.
Income dividends are normally declared and paid annually.  The 
Fund intends to distribute by the end of each calendar year at 
least 98% of any net capital gains realized from the sale of 
securities during the twelve-month period ended October 31 in that 
year.  The Fund intends to distribute any undistributed net 
investment income and net realized capital gains in the following 
year.

All of your income dividends and capital gain distributions will 
be reinvested in additional shares unless you elect to have 
distributions either (1) paid by check; (2) deposited by 
electronic transfer into your bank checking account; (3) applied to 
purchase shares in your account with another Stein Roe Fund; or 
(4) applied to purchase shares in a Stein Roe Fund account of 
another person.  (See Shareholder Services.)  Reinvestment into 
the same Fund account normally occurs one business day after the 
record date.  Investment of distributions into another Stein Roe 
Fund account occurs on the payable date.  If you choose to receive 
your distributions in cash, your distribution check normally will 
be mailed approximately 15 days after the record date.  The Trust 
reserves the right to reinvest the proceeds and future 
distributions in additional Fund shares if checks mailed to you 
for distributions are returned as undeliverable or are not 
presented for payment within six months.

INCOME TAXES.
Your distributions will be taxable to you, under income tax law, 
whether received in cash or reinvested in additional shares.  For 
federal income tax purposes, any distribution that is paid in 
January but was declared in the prior calendar year is deemed paid 
in the prior calendar year.

You will be subject to federal income tax at ordinary rates on 
income dividends and distributions of net short-term capital gain.  
Distributions of net long-term capital gain will be taxable to you 
as long-term capital gain regardless of the length of time you 
have held your shares.

You will be advised annually as to the source of distributions for 
tax purposes.  If you are not subject to tax on your income, you 
may not be required to pay tax on these amounts.

If you realize a loss on the sale or exchange of Fund shares held 
for six months or less, your short-term loss is recharacterized as 
long-term to the extent of any long-term capital gain 
distributions you have received with respect to those shares.

For federal income tax purposes, the Fund is treated as a separate 
taxable entity distinct from the other series of the Trust.

This discussion of taxation is not intended to be a full 
discussion of income tax laws and their effect on shareholders.  
You may wish to consult your own tax advisor.  The foregoing 
information applies to U.S. shareholders.  Foreign shareholders 
should consult their tax advisors as to the tax consequences of 
ownership of Fund shares.

BACKUP WITHHOLDING.
The Trust may be required to withhold federal income tax ("backup 
withholding") from certain payments to you, generally redemption 
proceeds.  Backup withholding may be required if:

- - You fail to  furnish your properly certified social security or 
  other tax identification number;
- - You fail to certify that your tax identification number is 
  correct or that you are not subject to backup withholding due to 
  the underreporting of certain income;
- - The Internal Revenue Service informs the Trust that your tax 
  identification number is incorrect.

These certifications are contained in the Application that you 
should complete and return when you open an account.  The Fund 
must promptly pay to the IRS all amounts withheld.  Therefore, it 
is usually not possible for the Fund to reimburse you for amounts 
withheld.  You may, however, claim the amount withheld as a credit 
on your federal income tax return.

INVESTMENT RETURN

The total return from an investment in the Fund is measured by the 
distributions received (assuming reinvestment of dividends and 
capital gains), plus or minus the change in the net asset value 
per share for a given period.  A total return percentage may be 
calculated by dividing the value of a share at the end of the 
period (including reinvestment of distributions) by the value of 
the share at the  beginning of the period and subtracting  one.

For a given period, an average annual total return may be 
calculated by finding the average annual compounded rate that 
would equate a hypothetical $1,000 investment to the ending 
redeemable value.

Comparison of the Fund's total return with alternative investments 
should consider differences between the Fund and the alternative 
investments, the periods and methods used in calculation of the 
return being compared, and the impact of taxes on alternative 
investments.  Of course, past performance is not necessarily 
indicative of future results.

MANAGEMENT OF THE FUND

TRUSTEES AND ADVISER.
The Board of Trustees of the Trust has overall management 
responsibility for the Trust and the Fund.  See the Statement of 
Additional Information for the names of and additional
information about the trustees and officers.  Stein Roe & Farnham 
Incorporated, One South Wacker Drive, Chicago, Illinois 60606, is 
responsible for managing the investment portfolio and the business 
affairs of the Fund and the Trust, subject to the direction of the 
Board.  Stein Roe is registered as an investment adviser under the 
Investment Advisers Act of 1940.

Stein Roe (and its predecessor) has advised and managed mutual 
funds since 1949.  Stein Roe is a wholly owned indirect subsidiary 
of Liberty Financial Companies, Inc. ("Liberty Financial"), which 
in turn is a majority owned indirect subsidiary of Liberty Mutual 
Insurance Company.

PORTFOLIO MANAGERS.
The portfolio managers of the Fund are Erik P. Gustafson and 
David P. Brady, who are vice presidents of Stein Roe and the 
Trust.  Before joining Stein Roe, Mr. Gustafson was an 
attorney with Fowler, White, Burnett, Hurley, Banick &  
Strickroot from 1989 to 1992.  He holds a B.A. from the 
University of Virginia (1985) and M.B.A. and J.D. degrees 
(1989) from Florida State University.  Mr. Brady, who joined 
Stein Roe in 1993, was an equity investment analyst with 
State Farm Mutual Automobile Insurance Company from 1986 to 
1993.  A chartered financial analyst, Mr. Brady earned a B.S. 
in Finance, graduating Magna Cum Laude, from the University 
of Arizona in 1986, and an M.B.A. from the University of 
Chicago in 1989.  As of December 31, 1995, Messrs. Gustafson 
and Brady were responsible for co-managing $554 million and 
$42 million in mutual fund assets, respectively.

FEES AND EXPENSES.
The Fund's investment advisory agreement with Stein Roe was 
replaced on September 1, 1995, with an administrative 
agreement and a management agreement.  Under the terminated 
advisory agreement, the annual fee was .75% of the first $250 
million of average net assets, .70% of the next $250 million, and 
 .60% thereafter.  The new fee schedule calls for a management fee 
of .60% of the first $500 million, .55% of the next $500 million, 
and .50% thereafter; and an administrative fee of .20% of the 
first $500 million, .15% of the next $500 million, and .125% 
thereafter. For the fiscal year ended September 30, 1995, Stein 
Roe reimbursed the Fund $322,803, resulting in a net payment by 
Stein Roe of $191,821.  Please refer to Fee Table for a description 
of the expense limitation.

Because the Fund also has as an objective being an educational 
experience for investors, the Fund's non-advisory expenses may be 
higher than other mutual funds due to regular educational and 
other reporting to shareholders.

Under a separate agreement with the Trust, Stein Roe provides 
certain accounting and bookkeeping services to the Fund, 
including computation of its net asset value and calculation of 
its net income and capital gains and losses on disposition of Fund 
assets.

PORTFOLIO TRANSACTIONS.
Stein Roe places the orders for the purchase and sale of portfolio 
securities and options and futures transactions for the Fund.  In 
doing so, Stein Roe seeks to obtain the best combination of price 
and execution, which involves a number of judgmental factors.

TRANSFER AGENT.
SteinRoe Services Inc. ("SSI"), One South Wacker Drive, Chicago, 
Illinois 60606, a wholly owned subsidiary of Liberty Financial, is 
the agent of the Trust for the transfer of shares, disbursement of 
dividends, and maintenance of shareholder accounting records.

DISTRIBUTOR.
The shares of the Fund are offered for sale through Liberty 
Securities Corporation ("Distributor") without any sales 
commissions or charges to the Fund or to its shareholders.  The  
Distributor is a wholly owned subsidiary of Liberty Financial.  
The business address of the Distributor is 600 Atlantic Avenue, 
Boston, Massachusetts 02210; however, all Fund correspondence 
(including purchase and redemption orders) should be mailed to the 
Trust at P.O. Box 804058, Chicago, Illinois 60680.  All 
distribution and promotional expenses are paid by Stein Roe, 
including payments to the Distributor for sales of Fund shares.

CUSTODIAN.
State Street Bank and Trust Company (the "Bank"), 225 Franklin 
Street, Boston, Massachusetts 02101, is the custodian for the 
Fund.  Foreign securities are maintained in the custody of foreign 
banks and trust companies that are members of the Bank's Global 
Custody Network or foreign depositories used by such members.  
(See Custodian in the Statement of Additional Information.)

ORGANIZATION AND DESCRIPTION OF SHARES
The Trust is a Massachusetts business trust organized under an 
Agreement and Declaration of Trust ("Declaration of Trust") dated 
January 8, 1987, which provides that each shareholder
shall be deemed to have agreed to be bound by the terms thereof.  
The Declaration of Trust may be amended by a vote of either the 
Trust's shareholders or its trustees.  The Trust may issue an 
unlimited number of shares, in one or more series as the Board may 
authorize.  Currently, eight series are authorized and 
outstanding.

Under Massachusetts law, shareholders of a Massachusetts business 
trust such as the Trust could, in some circumstances, be held 
personally liable for unsatisfied obligations of the trust.  The 
Declaration of Trust provides that persons extending credit to, 
contracting with, or having any claim against, the Trust or any 
particular series shall look only to the assets of the Trust or of 
the respective series for payment under such credit, contract or 
claim, and that the shareholders, Trustees and officers of the 
Trust shall have no personal liability therefor.  The Declaration 
of Trust requires that notice of such disclaimer of liability be 
given in each contract, instrument or undertaking executed or made 
on behalf of the Trust.  The Declaration of Trust provides for 
indemnification of any shareholder against any loss and expense 
arising from personal liability solely by reason of being or 
having been a shareholder.  Thus, the risk of a shareholder 
incurring financial loss on account of shareholder liability is 
believed to be remote, because it would be limited to 
circumstances in which the disclaimer was inoperative and the 
Trust was unable to meet its obligations.

The risk of a particular series incurring financial loss on 
account of unsatisfied liability of another series of the Trust is 
also believed to be remote, because it would be limited to claims 
to which the disclaimer did not apply and to circumstances in 
which the other series was unable to meet its obligations.

<PAGE> 

                     [STEIN ROE FUNDS LOGO]

The Stein Roe Funds
Stein Roe Government Reserves Fund
Stein Roe Cash Reserves Fund
Stein Roe Limited Maturity Income Fund
Stein Roe Government Income Fund
Stein Roe Intermediate Bond Fund
Stein Roe Income Fund
Stein Roe Municipal Money Market Fund
Stein Roe Intermediate Municipals Fund
Stein Roe Managed Municipals Fund
Stein Roe High-Yield Municipals Fund
Stein Roe Total Return Fund
Stein Roe Growth & Income Fund
Stein Roe Growth Stock Fund
Stein Roe Capital Opportunities Fund
Stein Roe Special Fund
Stein Roe International Fund
Stein Roe Young Investor Fund
Stein Roe Special Venture Fund

P.O. Box 804058
Chicago, Illinois  60680 
800-338-2550

In Chicago, visit our Fund Center
at One South Wacker Drive

Liberty Securities Corporation, Distributor
YI296


<PAGE> 
   
                    STEIN ROE INVESTMENT TRUST

                   STEIN ROE YOUNG INVESTOR FUND

THE APRIL 17, 1996 DATE OF THIS DEFINED CONTRIBUTION PLANS 
PROSPECTUS IS NULL AND VOID.  THE NEW DATE OF THIS PROSPECTUS IS 
JULY 1, 1996

                           SUPPLEMENT

     INTERFUND LENDING PROGRAM.  On June 18, 1996, the Fund's 
shareholders approved changes in the Fund's investment 
restrictions regarding borrowing and lending to permit the Fund to 
participate in an interfund lending program with other mutual 
funds managed by the Adviser.  The fourth paragraph under 
Restrictions on the Fund's Investments (page 5 of the Prospectus) 
is revised to read as follows:

   "The Fund may not make loans except that it may (1) purchase 
   money market instruments and enter into repurchase agreements; 
   (2) acquire publicly-distributed or privately-placed debt 
   securities; (3) lend its portfolio securities under certain 
   conditions; and (4) participate in an interfund lending 
   program with other Stein Roe Funds.  The Fund may not borrow 
   money, except for non-leveraging, temporary, or emergency 
   purposes or in connection with participation in the interfund 
   lending program.  Neither the Fund's aggregate borrowings 
   (including reverse repurchase agreements) nor the Fund's 
   aggregate loans at any one time may exceed 33 1/3% of the 
   value of its total assets."

     ADDRESS CHANGE.  The Statement of Additional Information 
dated July 1, 1996 and the Fund's most recent financial statements 
may be obtained without charge by writing to the Secretary of the 
Trust at Suite 3200, One South Wacker Drive, Chicago, Illinois 60606, 
or by calling 800-338-2550.

     FINANCIAL HIGHLIGHTS.  The per share data (for a share 
outstanding throughout the period) contained in the section 
Financial Highlights (page 3 of the Prospectus) is updated by 
adding the following unaudited financial information for the six 
months ended March 31, 1996:

NET ASSET VALUE, BEGINNING OF PERIOD......................$14.29
                                                          ------
INCOME FROM INVESTMENT OPERATIONS
  Net investment income.....................................0.04
  Net realized and unrealized gains on investments.......   1.96
                                                          ------
    Total from Investment Operations........................2.00
                                                          ------
DISTRIBUTIONS 
  Net investment income....................................(0.05)
  Net realized capital gains.............................  (0.51)
                                                          ------
    Total Distributions..................................  (0.56)
                                                          ------
NET ASSET VALUE, END OF PERIOD............................$15.73
                                                          ------
                                                          ------
Ratio of net expenses to average net assets (a)...........*1.10%
Ratio of net investment income to average net assets (b)..*0.47%
Portfolio turnover rate......................................44%
Average commissions (per share)..........................$0.0632
Total return (b)..........................................14.39%
Net assets, end of period (000 omitted)..................$68,311
_______________
*Annualized.
(a) If the Fund had paid all of its expenses and there had been 
    no reimbursement of expenses by the Adviser, this ratio would 
    have been 1.68% for the period ended March 31, 1996.
(b) Computed giving effect to the Adviser's expense limitation 
    undertaking.
                  ____________________________

<PAGE> 
                                           [STEIN ROE FUNDS LOGO]

PROSPECTUS
DEFINED CONTRIBUTION PLANS

STEIN ROE YOUNG INVESTOR FUND
The Fund seeks long-term capital appreciation.  The Fund invests 
in securities of companies that affect the lives of children or 
teenagers.  The Fund is also intended to be a fun, educational 
experience for young investors and their parents.

This prospectus relates only to shares of the Fund purchased 
through eligible employer-sponsored defined contribution plans 
("defined contribution plans").

The Fund is a "no-load" fund.  There are no sales or redemption 
charges, and the Fund has no 12b-1 plan.  The Fund is a series of 
the STEIN ROE INVESTMENT TRUST, an open-end management investment 
company.

This prospectus contains information you should know before 
investing in the Fund.  Please read it carefully and retain it for 
future reference.

A Statement of Additional Information dated April 17, 1996, 
containing more detailed information, has been filed with the 
Securities and Exchange Commission and (together with any 
supplements thereto) is incorporated herein by reference.  The 
Statement of Additional Information and the most recent financial 
statements may be obtained without charge by writing to the 
Secretary at the address shown on the back cover or by calling the 
Fund.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE 
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES 
COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY 
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY 
OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY IS A 
CRIMINAL OFFENSE.

          The date of this prospectus is April 17, 1996.

           TABLE OF CONTENTS

                            ......  .  Page
Fee Table............................. .2
Financial Highlights.................. .2
The Fund............................. ..3
How the Fund Invests................ ...3
Portfolio Investments and Strategies.. .4
Restrictions on the Fund's Investments  5
Risks and Investment Considerations.. . 6
How to Purchase Shares.............. ...7
How to Redeem Shares .................. 7
Net Asset Value ...................... .7
Distributions and Income Taxes....... ..8
Investment Return................... ...8
Management of the Fund..................8
Organization and Description of Shares..9
For More Information ..................10

<PAGE> 
__________________________
FEE TABLE

SHAREHOLDER TRANSACTION EXPENSES   
Sales Load Imposed on Purchases                         None
Sales Load Imposed on Reinvested Dividends              None
Deferred Sales Load                                     None
Redemption Fees                                         None
Exchange Fees                                           None
ANNUAL FUND OPERATING EXPENSES (after expense 
 reimbursement; as a percentage of average net assets)  
Management and Administrative Fees (after 
  expense reimbursement)                                None
12b-1 Fees                                              None
Other Expenses (after expense reimbursement)            1.25%
                                                        -----
Total Fund Operating Expenses (after expense 
  reimbursement)                                        1.25%
                                                        -----
                                                        -----

EXAMPLE.
You would pay the following expenses on a $1,000 investment 
assuming (1) 5% annual return; and (2) redemption at the end of 
each time period:

             1 year    3 years    5 years    10 years
             ------    -------    -------    --------
              $13        $40        $69        $151

The purpose of the Fee Table is to assist you in understanding the 
various costs and expenses that you will bear directly or 
indirectly as an investor in the Fund.  The table is based upon 
actual expenses incurred in the last fiscal year, except that it 
has been adjusted to reflect changes in the Fund's transfer agency 
services and fees.  From time to time, the Adviser may voluntarily 
absorb certain expenses of the Fund.  Stein Roe has agreed to 
voluntarily waive its management fee and absorb the expenses of 
the Fund to the extent that such fees and expenses on an 
annualized basis exceed 1.25% of its annual average net assets 
from February 1, 1996 through January 31, 1997, subject to earlier 
termination by the Adviser on 30 days' notice (previously, Stein 
Roe had undertaken to reimburse the Fund for expenses in excess of 
0.99%).  Any such absorption will temporarily lower the Fund's 
overall expense ratio and increase its overall return to 
investors.  Absent the expense undertaking, Management and 
Administrative Fees, Other Expenses, and Total Fund Operating 
Expenses would have been 0.76%, 2.11%, and 2.87%, respectively.  
(Also see Management of the Fund--Fees and Expenses.)

For purposes of the Example above, the figures assume that the 
percentage amounts listed for the Fund under Annual Fund Operating 
Expenses remain the same in each of the periods; that all income 
dividends and capital gain distributions are reinvested in 
additional Fund shares; and that, for purposes of management fee 
breakpoints, net assets remain at the same level as in the most 
recently completed fiscal year.

The figures in the Example are not necessarily indicative of past 
or future expenses, and actual expenses may be greater or less 
than those shown.  Although information such as that shown in the 
Example and Fee Table is useful in reviewing the Fund's expenses 
and in providing a basis for comparison with other mutual funds, 
it should not be used for comparison with other investments using 
different assumptions or time periods.  These examples do not 
reflect any charges or expenses related to your employer's plan.
__________________________
FINANCIAL HIGHLIGHTS

The table below reflects the results of operations of the Fund on 
a per-share basis for the period shown and has been audited by 
Arthur Andersen LLP, independent public accountants.  The 
auditors' report was unqualified.  The table should be read in 
conjunction with the Fund's financial statements and notes 
thereto.  The Fund's annual report, which may be obtained from the 
Trust without charge upon request, contains additional performance 
information.
                                          Period Ended   Year Ended
                                              Sept. 30,   Sept. 30,
                                                1994 (a)     1995
                                          --------------  ----------
NET ASSET VALUE, BEGINNING OF PERIOD             $10.00     $10.24
                                                 ------     -------
Income from investment operations 
Net investment income                              0.03       0.06
Net realized and unrealized gains on investments   0.21       4.07
  Total from investment operations                 0.24       4.13
                                                 ------     -------
Distributions from net investment income             --      (0.08)
                                                 ------     -------
NET ASSET VALUE, END OF PERIOD                   $10.24     $14.29
                                                 ------     -------
                                                 ------     -------
Ratio of net expenses to average net assets (b)  *0.99%      0.99%
Ratio of net investment income to average 
 net assets (c)                                  *1.07%      0.47%
Portfolio turnover rate                           **12%        55%
Total return                                    **2.40%     40.58%
Net assets, end of period (000 omitted)          $8,176    $31,401
________________________________
  *Annualized.
**Not annualized.
(a) From commencement of operations on April 29, 1994.
(b) If the Fund had paid all of its expenses and there had been no 
    reimbursement of expenses by the investment adviser, this 
    ratio would have been 4.58% for the period ended September 30,  
    1994 and 2.87% for the year ended September 30, 1995.
(c) Computed giving effect to the investment adviser's expense 
    limitation undertaking.

__________________________
THE FUND

STEIN ROE YOUNG INVESTOR FUND (the "Fund") is a no-load, 
diversified "mutual fund."  Mutual funds sell their own shares to 
investors and use the money they receive to invest in a portfolio 
of securities such as common stocks.  A mutual fund allows you to 
pool your money with that of other investors in order to obtain 
professional investment management.  Mutual funds generally make 
it possible for you to obtain greater diversification of your 
investments and simplify your recordkeeping.  The Fund does not 
impose commissions or charges when shares are purchased or 
redeemed.

The Fund is a series of the Stein Roe Investment Trust (the 
"Trust"), an open-end management investment company, which is 
authorized to issue shares of beneficial interest in separate 
series.  Each series represents interests in a separate portfolio 
of securities and other assets, with its own investment objectives 
and policies.

Stein Roe & Farnham Incorporated ("Stein Roe") provides investment 
advisory, administrative, and bookkeeping and accounting services 
to the Fund.  Stein Roe also manages and provides investment 
advisory services for several other no-load mutual funds with 
different investment objectives, including equity funds, 
international funds, taxable and tax-exempt bond funds, and money 
market funds.  To obtain prospectuses and other information on 
opening a regular account in any of those mutual funds, please 
call 800-338-2550.
__________________________
HOW THE FUND INVESTS

The Fund's investment objective is long-term capital appreciation.  
It seeks to achieve its objective by investing primarily in common 
stocks and other equity-type securities that, in the opinion of 
Stein Roe, have long-term appreciation potential.

Under normal circumstances, at least 65% of the Fund's total 
assets will be invested in securities of companies that, in the 
opinion of Stein Roe, directly or through one or more 
subsidiaries, affect the lives of children or teenagers.  Such 
companies may include companies that produce products or services 
that children or teenagers use, are aware of, or could potentially 
have an interest in.

Although the Fund invests primarily in common stocks and other 
equity-type securities (such as preferred stocks, securities 
convertible into or exchangeable for common stocks, and warrants 
or rights to purchase common stocks), it may invest up to 35% of 
its total assets in debt securities.  The Fund may invest in 
securities of smaller emerging companies as well as securities of 
well-seasoned companies of any size.  Smaller companies, however, 
involve higher risks in that they typically have limited product 
lines, markets, and financial or management resources.  In 
addition, the securities of smaller companies may trade less 
frequently and have greater price fluctuation than larger 
companies, particularly those operating in countries with 
developing markets.  The Fund may also employ investment 
techniques described elsewhere in this prospectus.  (See Risks and 
Investment Considerations and Fees and Expenses.)

In addition to the Fund's investment objective and policies, the 
Fund also has an educational objective.  The Fund will seek to 
educate its shareholders by providing educational materials 
regarding personal finance and investing as well as materials on 
the Fund and its portfolio holdings.
__________________________
PORTFOLIO INVESTMENTS AND STRATEGIES

DEBT SECURITIES.
In pursuing its investment objective, the Fund may invest in debt 
securities.  A debt security is an obligation of a borrower to 
make payments of principal and interest to the holder of the 
security.  To the extent the Fund invests in debt securities, such 
holdings will be subject to interest rate risk and credit risk.  
Interest rate risk is the risk that the value of a portfolio will 
fluctuate in response to changes in interest rates.  Generally, 
the debt component of a portfolio will tend to decrease in value 
when interest rates rise and increase in value when interest rates 
fall.  Credit risk is the risk that an issuer will be unable to 
make principal and interest payments when due.  Investments in 
debt securities are limited to those that are rated within the 
four highest grades (generally referred to as "investment grade") 
assigned by a nationally recognized statistical rating 
organization.  Investments in unrated debt securities are limited 
to those deemed to be of comparable quality by Stein Roe.   
Securities rated within the fourth highest grade may possess 
speculative characteristics.  If the rating of a security held by 
the Fund is lost or reduced below investment grade, the Fund is 
not required to dispose of the security--Stein Roe will, however, 
consider that fact in determining whether the Fund should continue 
to hold the security.  When Stein Roe considers a temporary 
defensive position advisable, the Fund may invest without 
limitation in high-quality fixed income securities, or hold assets 
in cash or cash equivalents.

FOREIGN SECURITIES.
The Fund may invest up to 25% of its total assets in foreign 
securities.  (See Risks and Investment Considerations.)  In 
addition to, or in lieu of, such direct investment, the Fund may 
construct a synthetic foreign position by (a) purchasing a debt 
instrument denominated in one currency, generally U.S. dollars; 
and (b) concurrently entering into a forward contract to deliver a  
corresponding amount of that currency in exchange for a different 
currency on a future date and at a specified rate of exchange.  
Because of the availability of a variety of highly liquid U.S. 
dollar debt instruments, a synthetic foreign position utilizing 
such U.S. dollar instruments may offer greater liquidity than 
direct investment in foreign currency debt instruments.  In 
connection with the purchase of foreign securities, the Fund may 
contract to purchase an amount of foreign currency sufficient to 
pay the purchase price of the securities at the settlement date.  
Such a contract involves the risk that the value of the foreign 
currency may decline relative to the value of the dollar prior to 
the settlement date--this risk is in addition to the risk that the 
value of the foreign security purchased may decline.

WHEN-ISSUED AND DELAYED-DELIVERY SECURITIES.
The Fund may make loans of its portfolio securities to broker-
dealers and banks and enter into reverse repurchase agreements 
subject to certain restrictions described in the Statement of 
Additional Information.  The Fund may invest in securities 
purchased on a when-issued or delayed-delivery basis.  Although 
the payment terms of these securities are established at the time 
the Fund enters into the commitment, the securities may be 
delivered and paid for a month or more after the date of purchase, 
when their value may have changed.  The Fund will make such 
commitments only with the intention of actually acquiring the 
securities, but may sell the securities before settlement date if 
it is deemed advisable for investment reasons.

DERIVITIVES.
Consistent with its objective, the Fund may invest in a broad 
array of financial instruments and securities, including 
conventional, exchange-traded and non-exchange-traded options, 
futures contracts, futures options, forward contracts, securities 
collateralized by underlying pools of mortgages or other 
receivables, floating rate instruments, and other instruments that 
securitize assets of various types ("Derivatives").  In each case, 
the value of the instrument or security is "derived" from the 
performance of an underlying asset or a "benchmark" such as a 
security index, or an interest rate.  The Fund does not expect to 
invest more than 5% of its net assets in any type of Derivative 
except for options, futures contracts, and futures options.

Derivatives are most often used to manage investment risk or to 
create an investment position indirectly because they are more 
efficient or less costly than direct investment.  They also may be 
used in an effort to enhance portfolio returns.

The successful use of Derivatives depends on Stein Roe's ability 
to correctly predict changes in the levels and directions of 
movements in security prices, interest rates and other market 
factors affecting the Derivative itself or the value of the 
underlying asset or benchmark.  In addition, correlations in the 
performance of an underlying asset to a Derivative may not be well 
established.  Finally, privately negotiated and over-the-counter 
Derivatives may not be as well regulated and may be less 
marketable than exchange-traded Derivatives.  For additional 
information on Derivatives, please refer to the Statement of 
Additional Information.

In seeking to achieve its desired investment objective, provide 
additional revenue, or to hedge against changes in security 
prices, interest rates or currency fluctuations, the Fund may: (1) 
purchase and write both call options and put options on 
securities, indexes and foreign currencies; (2) enter into 
interest rate, index and foreign currency futures contracts; (3) 
write options on such futures contracts; and (4) purchase other 
types of forward or investment contracts linked to individual 
securities, indexes, or other benchmarks.  The Fund may write a 
call or put option only if the option is covered.  As the writer 
of a covered call option, the Fund foregoes, during the option's 
life, the opportunity to profit from increases in market value of 
the security covering the call option above the sum of the premium 
and the exercise price of the call.  There can be no assurance 
that a liquid market will exist when the Fund seeks to close out a 
position.  In addition, because futures positions may require low 
margin deposits, the use of futures contracts involves a high 
degree of leverage and may result in losses in excess of the 
amount of the margin deposit.
__________________________
RESTRICTIONS ON THE FUND'S INVESTMENTS

The Fund will not invest more than 5% of its assets in the 
securities of any one issuer.  This restriction applies only to 
75% of the Fund's portfolio, but does not apply to securities of 
the U.S. Government or repurchase agreements for such securities, 
and would not prevent the Fund from investing all of its assets in 
shares of another investment company having the identical 
investment objective.

The Fund will not invest more than 25% of its total assets (at the 
time of investment) in the securities of companies in any one 
industry.

The Fund will not acquire more than 10% of the outstanding voting 
securities of any one issuer.  It may, however, invest all of its 
assets in shares of another investment company having the 
identical investment objective.

The Fund will not borrow money, except as a temporary measure for 
extraordinary or emergency purposes.  In such a case, the 
aggregate borrowings at any one time--including any reverse 
repurchase agreements and dollar rolls--may not exceed 33 1/3% of 
the Fund's total assets (at market).  The Fund will not purchase 
additional securities when its borrowings, less proceeds 
receivable from sales of portfolio securities, exceed 5% of total 
assets.  The Board of Trustees has called a meeting of the 
shareholders of the Fund on June 18, 1996, to consider, among 
other things, a proposal to amend the Fund's fundamental 
investment restrictions to allow it to engage in borrowing and 
lending transactions with affiliated Funds in an "interfund 
lending program."

The Fund may invest in repurchase agreements, /1/ provided that it 
will not invest more than 5% of its net assets in repurchase 
agreements maturing in more than seven days, and any other 
illiquid securities.  An investment in illiquid securities could 
involve relatively greater risks and costs to the Fund.
- --------------------
/1/ A repurchase agreement involves a sale of securities to the 
Fund in which the seller agrees to repurchase the securities at a 
higher price, which includes an amount representing interest on 
the purchase price, within a specified time.  In the event of 
bankruptcy of the seller, the Fund could experience both losses 
and delays in liquidating its collateral.
- --------------------

The investment restrictions described in the first three 
paragraphs of this section are fundamental policies and, as such, 
can be changed only with the approval of a "majority of the 
outstanding voting securities" as defined in the Investment 
Company Act of 1940.  The investment objective is non-fundamental 
and, as such, may be changed by the Board of Trustees without 
shareholder approval.  Any such change may result in the Fund 
having an investment objective different from the objective the 
shareholder considered appropriate at the time of investment in 
the Fund.  All of the investment restrictions are set forth in the 
Statement of Additional Information.
__________________________
RISKS AND INVESTMENT CONSIDERATIONS

All investments, including those in mutual funds, have risks.  No 
investment is suitable for all investors.  The Fund is designed 
for long-term investors who desire to participate in the stock 
market and places an emphasis on companies that appeal to young 
investors.  These investors can accept more investment risk and 
volatility than the stock market in general but want less 
investment risk and volatility than aggressive capital 
appreciation funds.  Of course, there can be no guarantee that the 
Fund will achieve its objective.  The Fund is also designed to be 
a fun, educational experience for young investors and their 
parents.

While the Fund seeks to reduce risk by investing in a diversified 
portfolio, diversification does not eliminate all risk.  The Fund 
will not, however, invest more than 25% of the total value of its 
assets (at the time of investment) in the securities of companies 
in any one industry.  By investing in companies whose products or 
services appeal to young investors, the Fund emphasizes various 
consumer goods sectors.  

Although the Fund does not purchase securities with a view to 
rapid turnover, there are no limitations on the length of time 
portfolio securities must be held.  Accordingly, the portfolio 
turnover rate may vary significantly from year to year, but is not 
expected to exceed 100% under normal market conditions.  A high 
rate of portfolio turnover may result in increased transaction 
expenses and the realization of capital gains and losses.  (See 
Distributions and Income Taxes.)  The Fund is not intended to be 
an income-producing investment, although it may produce income.

Investment in foreign securities may represent a greater degree of 
risk (including risk related to exchange rate fluctuations, tax 
provisions, exchange and currency controls, and expropriation of 
assets) than investment in securities of domestic issuers.  Other 
risks of foreign investing include less complete financial 
information on issuers, less market liquidity, more market 
volatility, less developed and regulated markets, and greater 
political instability.  In addition, various restrictions by 
foreign governments on investments by non-residents may apply, 
including imposition of exchange controls and withholding taxes on 
dividends, and seizure or nationalization of investments owned by 
non-residents.  Foreign investments also tend to involve higher 
transaction and custody costs.

MASTER/FEEDER OPTION. 
Rather than investing in securities directly, the Fund may in the 
future seek to achieve its investment objective by pooling its 
assets with assets of other mutual funds managed by Stein Roe for 
investment in another investment company having the same 
investment objective and substantially the same investment 
policies and restrictions as the Fund.  The purpose of such an 
arrangement is to achieve greater operational efficiencies and to 
reduce costs.   It is expected that any such investment company 
would be managed by Stein Roe in substantially the same manner as 
the Fund.  Shareholders of the Fund will be given at least 30 
days' prior notice of any such investment, although they will not 
be entitled to vote on the action.  Such investment would be made 
only if the Trustees determine it to be in the best interests of 
the Fund and its shareholders.
__________________________
HOW TO PURCHASE SHARES

All shares must be purchased through your employer's defined 
contribution plan.  For more information about how to purchase 
shares of the Fund through your employer or limitations on the 
amount that may be purchased, please consult your employer.  
Shares are sold to eligible defined contribution plans at the 
Fund's net asset value (see Net Asset Value) next determined after 
receipt of payment by the Fund.

Each purchase order for the Fund must be accepted by an authorized 
officer of the Trust in Chicago and is not binding until accepted 
and entered on the books of the Fund.  Once your purchase order 
has been accepted, you may not cancel or revoke it; you may, 
however, redeem the shares.  The Trust reserves the right not to 
accept any purchase order that it determines not to be in the best 
interest of the Trust or of the Fund's shareholders.

Shares purchased by reinvestment of dividends will be confirmed 
quarterly.  All other purchases and redemptions will be confirmed 
as transactions occur.
__________________________
HOW TO REDEEM SHARES

Subject to restrictions imposed by your employer's plan, Fund 
shares may be redeemed any day the New York Stock Exchange is 
open.  For more information about how to redeem your shares of the 
Fund through your employer's plan, including any charges that may 
be imposed by the plan, please consult with your employer.

EXCHANGE PRIVILEGE.
Subject to your plan's restrictions, you may redeem all or any 
portion of your Fund shares and use the proceeds to purchase 
shares of any other Stein Roe Fund available through your 
employer's defined contribution plan.  (An exchange is commonly 
referred to as a "transfer.")  Before exercising the Exchange 
Privilege, you should obtain the prospectus for the Stein Roe Fund 
in which you wish to invest and read it carefully.  Contact your 
plan administrator for instructions on how to exchange your shares 
or to obtain prospectuses of other Stein Roe Funds available 
through your plan.  The Fund reserves the right to suspend, limit, 
modify, or terminate the Exchange Privilege or its use in any 
manner by any person or class; shareholders would be notified of 
such a change.

GENERAL REDEMPTION POLICIES.
Redemption instructions may not be cancelled or revoked once they 
have been received and accepted by the Trust.  The Trust cannot 
accept a redemption request that specifies a particular date or 
price for redemption or any special conditions.

The price at which your redemption order will be executed is the 
net asset value next determined after proper redemption 
instructions are received.  (See Net Asset Value.)  Because the 
redemption price you receive depends upon the Fund's net asset 
value per share at the time of redemption, it may be more or less 
than the price you originally paid for the shares.
__________________________
NET ASSET VALUE

The purchase and redemption price of the Fund's shares is its net 
asset value per share.  The net asset value of a share of the Fund 
is determined as of the close of trading on the New York Stock 
Exchange ("NYSE") (currently 3:00 p.m., Central time) by dividing 
the difference between the values of the Fund's assets and 
liabilities by the number of shares outstanding.  Net asset value 
will not be determined on days when the NYSE is closed unless, in 
the judgment of the Board of Trustees, the net asset value of the 
Fund should be determined on any such day, in which case the 
determination will be made at 3:00 p.m., Central time.

Each security traded on a national stock exchange is valued at its 
last sale price on that exchange on the day of valuation or, if 
there are no sales that day, at the latest bid quotation.  Each 
over-the-counter security for which the last sale price on the day 
of valuation is available from NASDAQ is valued at that price.  
All other over-the-counter securities for which reliable 
quotations are available are valued at the latest bid quotation.
__________________________
DISTRIBUTIONS AND INCOME TAXES

All shares must be purchased through your employer's defined 
contribution plan.  For more information about how to purchase 
shares of the Fund through your employer or limitations on the 
amount that may be purchased, please consult your employer.  
Shares are sold to eligible defined contribution plans at the 
Fund's net asset value (see Net Asset Value) next determined after 
receipt of payment by the Fund.

Each purchase order for the Fund must be accepted by an authorized 
officer of the Trust in Chicago and is not binding until accepted 
and entered on the books of the Fund.  Once your purchase order 
has been accepted, you may not cancel or revoke it; you may, 
however, redeem the shares.  The Trust reserves the right not to 
accept any purchase order that it determines not to be in the best 
interest of the Trust or of the Fund's shareholders.

Shares purchased by reinvestment of dividends will be confirmed 
quarterly.  All other purchases and redemptions will be confirmed 
as transactions occur.
__________________________
INVESTMENT RETURN

The total return from an investment in the Fund is measured by the 
distributions received (assuming reinvestment of dividends and 
capital gains), plus or minus the change in the net asset value 
per share for a given period.  A total return percentage may be 
calculated by dividing the value of a share at the end of the 
period (including reinvestment of distributions) by the value of 
the share at the beginning of the period and subtracting one.  For 
a given period, an average annual total return may be calculated 
by finding the average annual compounded rate that would equate a 
hypothetical $1,000 investment to the ending redeemable value.

Comparison of the Fund's total return with alternative investments 
should consider differences between the Fund and the alternative 
investments, the periods and methods used in calculation of the 
return being compared, and the impact of taxes on alternative 
investments.  Of course, past performance is not necessarily 
indicative of future results.
__________________________
MANAGEMENT OF THE FUND

TRUSTEES AND INVESTMENT ADVISER.
The Board of Trustees of the Trust has overall management 
responsibility for the Trust and the Fund.  See the Statement of 
Additional Information for the names of and additional information 
about the trustees and officers.  Stein Roe & Farnham 
Incorporated, One South Wacker Drive, Chicago, Illinois 60606, is 
responsible for managing the investment portfolio and the business 
affairs of the Fund and the Trust, subject to the direction of the 
Board.  Stein Roe is registered as an investment adviser under the 
Investment Advisers Act of 1940.

Stein Roe (and its predecessor) has advised and managed mutual 
funds since 1949.  Stein Roe is a wholly owned indirect subsidiary 
of Liberty Financial Companies, Inc. ("Liberty Financial"), which 
in turn is a majority owned indirect subsidiary of Liberty Mutual 
Insurance Company.

PORTFOLIO MANAGERS.
The portfolio managers of the Fund are Erik P. Gustafson, David P. 
Brady and Arthur J. McQueen, who are vice presidents of Stein Roe.  
Mr. Gustafson became portfolio manager of the Fund in February 
1995, Mr. Brady in March 1995, and Mr. McQueen in April 1996.  As 
of December 31, 1995, Messrs. Gustafson and Brady were responsible 
for co-managing $554 million and $42 million in mutual fund 
assets, respectively.

Before joining Stein Roe, Mr. Gustafson was an attorney with 
Fowler, White, Burnett, Hurley, Banick &  Strickroot from 1989 to 
1992.  He holds a B.A. from the University of Virginia (1985) and 
M.B.A. and J.D. degrees (1989) from Florida State University.  Mr. 
Brady, who joined Stein Roe in 1993, was an equity investment 
analyst with State Farm Mutual Automobile Insurance Company from 
1986 to 1993.  A chartered financial analyst, Mr. Brady earned a 
B.S. in Finance, graduating Magna Cum Laude, from the University 
of Arizona in 1986, and an M.B.A. from the University of Chicago 
in 1989.  Mr. McQueen earned a B.S. from Villanova University 
(1980) and an M.B.A. from the Wharton School of the University of 
Pennsylvania (1987).  Mr. McQueen has been employed by Stein Roe 
as an equity analyst since 1987 and was previously employed by 
Citibank and GTE.

FEES AND EXPENSES.
The Fund's investment advisory agreement with Stein Roe was 
replaced on September 1, 1995, with an administrative agreement 
and a management agreement.  Under the terminated advisory 
agreement, the annual fee was .75% of the first $250 million of 
average net assets, .70% of the next $250 million, and .60% 
thereafter.  The new fee schedule calls for a management fee of 
 .60% of the first $500 million, .55% of the next $500 million, and 
 .50% thereafter; and an administrative fee of .20% of the first 
$500 million, .15% of the next $500 million, and .125% thereafter.  
For the fiscal year ended September 30, 1995, Stein Roe reimbursed 
the Fund $322,803, resulting in a net payment by Stein Roe of 
$191,821.  Please refer to Fee Table for a description of the 
expense limitation.

Because the Fund also has as an objective being an educational 
experience for investors, the Fund's non-advisory expenses may be 
higher than other mutual funds due to regular educational and 
other reporting to shareholders.

Under a separate agreement with the Trust, Stein Roe provides 
certain accounting and bookkeeping services to the Fund, including 
computation of its net asset value and calculation of its net 
income and capital gains and losses on disposition of Fund assets.

PORTFOLIO TRANSACTIONS.
Stein Roe places the orders for the purchase and sale of portfolio 
securities and options and futures transactions for the Fund.  In 
doing so, Stein Roe seeks to obtain the best combination of price 
and execution, which involves a number of judgmental factors.

TRANSFER AGENT.
SteinRoe Services Inc. ("SSI"), One South Wacker Drive, Chicago, 
Illinois 60606, a wholly owned subsidiary of Liberty Financial, is 
the agent of the Trust for the transfer of shares, disbursement of 
dividends, and maintenance of shareholder accounting records.

DISTRIBUTOR.
The shares of the Fund are offered for sale through Liberty 
Securities Corporation ("Distributor") without any sales 
commissions or charges to the Fund or to its shareholders.  The 
Distributor is a wholly owned subsidiary of Liberty Financial.  
The business address of the Distributor is 600 Atlantic Avenue, 
Boston, Massachusetts 02210; however, all Fund correspondence 
(including purchase and redemption orders) should be mailed to the 
Trust at P.O. Box 804058, Chicago, Illinois 60680.  All 
distribution and promotional expenses are paid by Stein Roe, 
including payments to the Distributor for sales of Fund shares.

CUSTODIAN.
State Street Bank and Trust Company (the "Bank"), 225 Franklin 
Street, Boston, Massachusetts 02101, is the custodian for the 
Fund.  Foreign securities are maintained in the custody of foreign 
banks and trust companies that are members of the Bank's Global 
Custody Network or foreign depositories used by such members.  
(See Custodian in the Statement of Additional Information.)
__________________________
ORGANIZATION AND DESCRIPTION OF SHARES

The Trust is a Massachusetts business trust organized under an 
Agreement and Declaration of Trust ("Declaration of Trust") dated 
January 8, 1987, which provides that each shareholder shall be 
deemed to have agreed to be bound by the terms thereof.  The 
Declaration of Trust may be amended by a vote of either the 
Trust's shareholders or its trustees.  The Trust may issue an 
unlimited number of shares, in one or more series as the Board may 
authorize.  Currently, eight series are authorized and 
outstanding.

Under Massachusetts law, shareholders of a Massachusetts business 
trust such as the Trust could, in some circumstances, be held 
personally liable for unsatisfied obligations of the trust.  The 
Declaration of Trust provides that persons extending credit to, 
contracting with, or having any claim against, the Trust or any 
particular series shall look only to the assets of the Trust or of 
the respective series for payment under such credit, contract or 
claim, and that the shareholders, Trustees and officers of the 
Trust shall have no personal liability therefor.  The Declaration 
of Trust requires that notice of such disclaimer of liability be 
given in each contract, instrument or undertaking executed or made 
on behalf of the Trust.  The Declaration of Trust provides for 
indemnification of any shareholder against any loss and expense 
arising from personal liability solely by reason of being or 
having been a shareholder.  Thus, the risk of a shareholder 
incurring financial loss on account of shareholder liability is 
believed to be remote, because it would be limited to 
circumstances in which the disclaimer was inoperative and the 
Trust was unable to meet its obligations.

The risk of a particular series incurring financial loss on 
account of unsatisfied liability of another series of the Trust is 
also believed to be remote, because it would be limited to claims 
to which the disclaimer did not apply and to circumstances in 
which the other series was unable to meet its obligations.
__________________________
FOR MORE INFORMATION

Contact a Stein Roe Retirement Plan Representative at 800-322-1130 
for more information about this Fund.
                        ______________________






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