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SUPPLEMENT TO THE PROSPECTUS DATED MAY 31, 1996
OF AMERICAN HERITAGE GROWTH FUND, INC.
Richard K. Parker has resigned as the President and Treasurer of the Fund
and The American Heritage Fund, Inc. and as President, Treasurer and director of
American Heritage Management Corporation ("AHMC") for personal reasons. Mr.
Parker has transferred his equity ownership in AHMC to Northern Westchester
Industries, Inc., a newly organized corporation all of the outstanding shares of
which are owned by him. Heiko H. Thieme will remain as the Chairman of the Board
of Directors, Chief Executive Officer and Secretary of both the Fund and AHMC
and will continue to be primarily responsible for the Fund's portfolio. The
Board of Directors consists of John O. Koehler, Mr. Thieme and Eugene Sarver.
May 20, 1997
