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FILED PURSUANT TO RULE
497(e) OF THE SECURITIES
ACT OF 1933, AS AMENDED.
PROSPECTUS SUPPLEMENT
RELATES TO REGISTRATION
STATEMENT NO. 33-44714.
SUPPLEMENT TO PROSPECTUS OF
THE ATLANTA GROWTH FUND, INC.
DATED OCTOBER 10, 1996
On November 22, 1996, The Atlanta Growth Fund, Inc. (the "Fund") entered
into an Agreement and Plan of Reorganization pursuant to which The CornerCap
Balanced Fund (the "Balanced Fund"), a series of The CornerCap Group of Funds,
will acquire all of the Fund's assets in exchange for shares of the Balanced
Fund and the assumption by the Balanced Fund of certain liabilities of the Fund
(the "Reorganization"). Consummation of the Reorganization is subject to
approval by the Fund's shareholders.
As a result of the Reorganization, all shareholders of the Fund will become
shareholders of the Balanced Fund, receiving shares of the Balanced Fund having
an aggregate net asset value equal to the aggregate net asset value of each
shareholder's respective investment in the Fund. No sales charge will be imposed
in the transaction and the closing of the transaction is conditioned upon the
receipt of an opinion of counsel to the effect that the proposed transaction
will qualify as a tax-free reorganization for Federal income tax purposes.
The investment adviser to the Balanced Fund is Cornerstone Capital
Corporation ("Cornerstone"), a registered investment adviser under the
Investment Advisers Act of 1940, as amended. Cornerstone has been engaged in the
investment advisory business since 1989 and currently has approximately
$200,000,000 of assets under management.
The date of this Supplement is November 26, 1996.
