AMERICA'S UTILITY FUND, INC.
SUPPLEMENT
TO PROSPECTUS DATED MAY 1, 1997
Mentor Investment Group, LLC, the Fund's administrator ("Mentor"), has informed
the Fund that Wheat First Butcher Singer, Inc., Mentor's parent company, will be
acquired by First Union Corp. ("First Union"), in a transaction expected to
occur as early as December of this year. First Union is a global financial
services company with approximately $140 billion in assets and $10 billion in
total stockholders' equity. The proposed arrangement does not contemplate any
changes in the management or operations of Mentor or any of its subsidiaries,
including Mentor Investment Advisors, LLC, the Fund's investment adviser.
Consummation of the acquisition, which is subject to a number of conditions,
including regulatory approvals, will result in the termination of the investment
advisory agreement between the Fund and Mentor Investment Advisors, LLC. It is
expected that the Board of Directors of the Fund will meet to consider a new
investment advisory agreement between the Fund and Mentor Investment Advisors,
LLC, to become effective upon consummation of the acquisition. Implementation of
the new agreement, which would be substantially identical to the current
investment advisory agreement, would be subject to approval of shareholders at a
meeting expected to be held prior to the consummation of the acquisition.
September 15, 1997
