STRONG DISCOVERY FUND INC
497, 1995-02-17
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          Please file this prospectus supplement with your records.

                             STRONG GROWTH FUNDS
                                      
                        STRONG OPPORTUNITY FUND, INC.
                           STRONG GROWTH FUND, INC.
                        STRONG COMMON STOCK FUND, INC.
                         STRONG DISCOVERY FUND, INC.
                    STRONG INTERNATIONAL STOCK FUND, INC.
                        STRONG ASIA PACIFIC FUND, INC.

Prospectus Supplement Dated February 17, 1995, to Prospectus Dated May 1, 1994.

ANNUAL MEETING OF SHAREHOLDERS. The Board of Directors of the Funds has
approved submitting for shareholder vote the following items at an Annual
Meeting of Shareholders to be held on April 13, 1995, or any adjournment
thereof; (i) the election of an expanded Board of Directors for each Fund; (ii)
adoption and ratification of each Fund's revised advisory agreement with Strong
Capital Management, Inc. (SCM); (iii) the ratification of independent public
accountants for each Fund; (iv) adoption of each Fund's revised Articles of
Incorporation; and (v) the approval of a revised investment objective for each
Fund.

The Board of Directors of the Funds also has proposed for shareholder approval
certain changes to each Fund's investment limitations that are designed (i) to
simplify and modernize the Funds' fundamental investment limitations, (ii) to
replace certain fundamental investment limitations with non-fundamental
operating policies, and (iii) to eliminate certain limitations. These changes,
if adopted, are intended to conform each Fund's policies to those expected to
become standard for all Funds managed by SCM and, in certain cases, are
designed to increase each Fund's flexibility to make investments.

The proposed investment objective for each Fund is "to seek capital growth."
However, (i) the Opportunity Fund will continue to emphasize equity investments
in medium-sized companies that SCM believes to be under-researched and
attractively valued, (ii) the Growth Fund will continue to emphasize equity
investments that SCM believes to have above-average growth propects, (iii) the
Common Stock Fund will continue to emphasize equity investments in small
companies believed to be under-researched and attractively valued, (iv) the
Discovery Fund will continue to emphasize equity investments, and, in
pursuit of its objective, it may invest in any combination of equity
securities, bonds, and short-term fixed income securities, (v) the
International Stock Fund will continue to invest primarily in the equity
securities of issuers located outside the United States, and (vi) the Asia
Pacific Fund will continue to invest primarily in the equity securities of
issuers located in Asia or the Pacific Basin. The amended investment
objectives are designed to describe each Fund's goal more clearly
and are not intended to change the manner in which the Funds are managed.

A copy of each Fund's Proxy Statement dated February 16, 1995, will be provided
without charge by calling 1-800-368-3863 and is incorporated herein by
reference. This information supplements the section entitled "Investment
Objectives and Policies" contained on pages I-12 through I-19 of the
Prospectus.

WHEN-ISSUED SECURITIES. Effective immediately, each Fund may invest without
limitation in when-issued or delayed delivery securities ("when-issued
securities"). Previously, the Funds did not have an operating policy concerning
investments in when-issued securities. Although the payment and interest terms
of these securities are established at the time the purchaser enters into the
commitment, these securities may be delivered and paid for at a future date,
generally within 45 days. Purchasing when-issued securities allows a Fund to
lock in a fixed price or yield on a security it intends to purchase. However,
when a Fund purchases a when-issued security, it immediately assumes the risk
of ownership, including the risk of price fluctuation until the settlement
date. In addition, failure of the issuer to deliver the security purchased on a
when-issued basis may result in a loss or missed opportunity to make an
alternative investment.

When-issued securities and the securities held in a Fund's portfolio are
subject to changes in value based on the market perception of the
creditworthiness of the issuer and changes, real or anticipated, in the level
of interest rates. When-issued securities may expose a Fund to this risk
because they may experience such fluctuations prior to actual delivery. At the
time a Fund purchases a when-issued security, it records the transaction and
reflects the value of the security in determining its net asset value (although
the Fund will not accrue interest income prior to actual delivery). The greater
a Fund's outstanding commitments for these securities, the greater the exposure
to potential fluctuations in the Fund's net asset value. Purchasing when-issued 
securities may involve the additional risk that the yield available in the
market when the delivery occurs may be higher than that obtained at the time of
commitment. Although a Fund may be able to sell these securities prior to the
delivery date, the Funds will purchase when-issued securities for the purpose of
actually acquiring the securities, unless after entering into the commitment a
sale appears desirable for investment reasons.

                                                                over, please


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The Funds will segregate and maintain cash, cash equivalents, or other high
quality, liquid debt securities in an amount at least equal to the amount of
outstanding commitments for when-issued securities at all times. Such
segregated securities either will mature or, if necessary, be sold on or before
the settlement date. When the time comes to pay for when-issued securities, a
Fund will meet its obligations from then available cash flow, sale of the
securities held in the separate account described above, sale of other
securities or, although it would not normally expect to do so, from the sale of
the when-issued securities themselves (which may have a market value greater
or less than the Funds' payment obligation). This information supplements the
section entitled "Implementation of Policies and Risks" contained on page I-19
of the Prospectus.

FORWARD CURRENCY CONTRACTS. Effective immediately, the Opportunity, Common
Stock, and Discovery Funds may enter into forward currency contracts to set a
fixed exchange rate for foreign security transactions in order to facilitate
the settlement of foreign securities and to hedge out the foreign currency risk
attached to a foreign security between the purchase or sale of the security and
its subsequent settlement. When a Fund enters into a forward currency contract,
it relies on the counter party to make or take delivery of the underlying
currency at the maturity of the contract. Failure by the counter party to do so
would result in the loss of any expected benefit of the transaction.

Effective immediately, the Asia Pacific and International Stock Funds may
invest without limitation in forward currency contracts relating to a specific
purchase or sale of a security or relating to a Fund's actual or anticipated
portfolio positions. For more information concerning forward currency
contracts, please refer to the section entitled "Forward Currency Contracts,
Currency Options, and Currency Futures Contracts" on page I-22 of the
Prospectus. This information supplements the referenced section.

PORTFOLIO MANAGERS (COMMON STOCK AND OPPORTUNITY FUNDS). Mr. Richard T. Weiss,
the senior portfolio manager of the Funds' management team, and Ms. Marina T.
Carlson, who has worked with Mr. Weiss since 1989, continue to co-manage the
Funds subsequent to the departure of Ms. Carlene Murphy Ziegler. This
information supersedes the information relating to the Funds' portfolio
managers contained on page I-29 of the Prospectus.

DIRECTORS AND OFFICERS OF THE FUNDS. Mr. John Dragisic began serving as Vice
Chairman of the Funds upon his resignation from the Funds' Board of Directors.
Mr. Dragisic has also assumed day-to-day responsibilities of the office of
President, which is currently vacant, until such time as a President is
appointed by the Board of Directors of the Funds. The Board of Directors
appointed Mr. Willie D. Davis as a Director, Mr. Thomas P. Lemke as a Vice
President, and Ms. Ann E. Oglanian as Secretary of the Funds. This information
supersedes the information relating to the Directors and Officers of the Funds
contained on page I-31 of the Prospectus.

FINANCIAL HIGHLIGHTS (FOR EACH SHARE OF THE FUNDS OUTSTANDING THROUGHOUT EACH
PERIOD.) The following Financial Highlights for the Growth and Asia Pacific
Funds are based upon unaudited periods from December 31, 1993, (inception) to
April 30, 1994.

<TABLE>
<CAPTION>
                                                             ------------------------------
                                                             December 31, 1993, (inception)
                                                                  to April 30, 1994
                                                             ------------------------------
                                                           Asia Pacific               Growth
<S>                                                         <C>                     <C>
NET ASSET VALUE, BEGINNING OF PERIOD                        $     10.00             $     10.00
INCOME FROM INVESTMENT OPERATIONS
   Net Investment Income                                           -                       0.13
   Net Realized and Unrealized                                        
     Gains (Losses) on Investments                                (0.17)                   0.77
                                                            -----------             -----------
TOTAL FROM INVESTMENT OPERATIONS                                  (0.17)                   0.90
                                                            -----------             -----------
NET ASSET VALUE, END OF PERIOD                              $      9.83             $     10.90
                                                            ===========             ===========
Total Return*                                                      -1.7%                   +9.0%

Net Assets, End of Period                                   $51,585,788             $35,595,343
Ratio of Expenses to Average Net Assets**                           2.0%                    1.4%
Ratio of Net Investment Income to                         
Average Net Assets**                                                0.0%                    7.7%
Portfolio Turnover Rate**                                         109.5%                  890.8%
</TABLE>

*  Total return is not annualized.
** Calculated on an annualized basis.

This information supplements and, to the extent appropriate, amends the section
titled "Financial Highlights" contained on pages I-6 to I-10 of the Prospectus.


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