PROTECTIVE INVESTMENT CO
497, 1997-12-04
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                          PROTECTIVE INVESTMENT COMPANY

                      Supplement dated November 18, 1997 to
                          Prospectus dated May 1, 1997

The following language replaces the third paragraph on page 28 under the heading
"Management -- Portfolio Managers" in the Prospectus:

      INTERNATIONAL EQUITY FUND,
      Guy P. de C. Bennett, Vice President, Goldman Sachs; Mr. Bennett joined 
      GSAMI in 1996 and is also co-head of the Japanese Equity Group in Tokyo.  
      Prior to 1996, he spent 12 years at CIN Management Limited (CINMAN).

      Ivor H. Farman, Executive Director; Mr. Farman joined GSAMI in 1996.  
      Prior to 1996, he was responsible for originating and marketing equity 
      ideas at Exane in Paris.

      Alesandro P. G. Lunghi, Executive Director, Goldman Sachs; Mr. Lunghi 
      joined GSAMI in 1996.  Prior to 1996, he was at CINMAN for five years.

      Shogo Maeda,  Managing  Director,  Executive  Director Goldman Sachs Asset
      Management  Japan Limited;  Mr. Maeda joined GSAMI in 1994. Prior to 1994,
      he worked at Nomura Investment Management Incorporated and for a period at
      Manufacturers Hanover Bank in New York.

      Warwick M. Negus, Managing Director, GSAMI; Mr. Negus joined GSAMI in 
      1994.  Prior to 1994, he was a vice president of Bankers Trust Australia 
      Ltd.

      Karma Wilson, Vice President; Ms. Wilson joined GSAMI in 1994.  Prior to 
      1994, she was an investment analyst with Bankers Trust Australia Ltd.  
      Before 1992 she was employed at Arthur Andersen LLP.

The first paragraph under INVESTMENT OBJECTIVES AND POLICIES - Protective Global
Income Fund on page 11, is revised as follows:

      INVESTMENT OBJECTIVES AND POLICIES - Protective Global Income Fund,

            The  Global  Income  Fund's  investment  objective  is a high  total
      return,  emphasizing  current  income and, to a lesser  extent,  providing
      opportunities for capital appreciation. The Fund invests primarily in high
      quality  fixed-income  securities of U.S. and foreign  issuers and through
      transactions in foreign currencies. High quality securities are defined as
      securities  which  have  ratings  of at least BBB by S&P or Baa by Moody's
      ("high quality ratings") or, if unrated by such rating organizations,  are
      determined by the Fund's Adviser to be of comparable  credit quality.  The
      Fund also may invest in obligations of foreign governments (or agencies or
      instrumentalities  thereof) denominated in the issuer's currency rated Baa
      or  better by  Moody's  or BBB by S&P,  or,  if not  rated by such  rating
      organizations,  determined  by  the  Adviser  to be of  comparable  credit
      quality.  A security  will be  considered  to have met the  Fund's  credit
      criteria if it receives the minimum required rating from at least one such
      rating organization even though it has been rated below the minimum by one
      or more other rating organizations.




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