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<PAGE>
SUPPLEMENT TO THE PROSPECTUS OF
TCW GALILEO FUNDS, INC.
DATED: FEBRUARY 24, 1997
The third sentence of the first full paragraph on page 36 under the section
heading "TCW Galileo Convertible Securities Fund" is hereby replaced by the
following:
The Fund may not invest in convertible securities that are rated lower than
B by both Moody's and S&P or, if not rated, determined to be of comparable
quality by the Adviser.
June 6, 1997
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