RESIDENTIAL ACCREDIT LOANS INC
424B5, 1997-06-12
ASSET-BACKED SECURITIES
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                        RESIDENTIAL ACCREDIT LOANS, INC.
                                     Company


                         RESIDENTIAL FUNDING CORPORATION
                                 Master Servicer


                 Mortgage Asset-Backed Pass-Through Certificates
                                 Series 1997-QS3
                                 ---------------

                         Supplement dated June 12, 1997
                                       to
                   Prospectus Supplement dated April 24, 1997
                                       and
                        Prospectus dated August 22, 1996
                                 --------------

         Notwithstanding  the first sentence of the third paragraph on page S-46
under "Certain Federal Income Tax
Consequences"  in the attached  Prospectus  Supplement,  for federal  income tax
reporting  purposes  the Class M-3  Certificates  will be treated as having been
issued with original issue discount.
                                                           --------------

         THIS  SUPPLEMENT  MUST BE DELIVERED  TOGETHER WITH THE  PROSPECTUS  AND
PROSPECTUS  SUPPLEMENT  REFERRED  TO ABOVE,  AND  SHOULD BE READ IN  CONJUNCTION
THEREWITH.

         UNTIL  SEPTEMBER 9, 1997,  ALL DEALERS  EFFECTING  TRANSACTIONS  IN THE
OFFERED CERTIFICATES,  WHETHER OR NOT PARTICIPATING IN THIS DISTRIBUTION, MAY BE
REQUIRED TO DELIVER A PROSPECTUS  (INCLUDING THE PROSPECTUS  SUPPLEMENT AND THIS
SUPPLEMENT).  THIS  DELIVERY  REQUIREMENT  IS IN ADDITION TO THE  OBLIGATION  OF
DEALERS TO DELIVER A PROSPECTUS WHEN ACTING AS UNDERWRITERS  AND WITH RESPECT TO
THEIR UNSOLD ALLOTMENTS OR SUBSCRIPTIONS.

                                                      Bear, Stearns & Co. Inc.
                                                            June 12, 1997


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