INVESCO VALUE TRUST
                  INVESCO Intermediate Government Bond Fund
                          INVESCO Total Return Fund
                          INVESCO Value Equity Fund

               Supplement to Prospectuses dated January 1, 1997


A.    At numerous places in above named Funds' Prospectuses, it is noted that
      INVESCO Funds Group, Inc. ("IFG") is the investment adviser, 
      administrator, transfer agent and distributor of the Funds.  Effective 
      September 30, 1997, INVESCO Distributors, Inc. ("IDI"), a newly-created 
      wholly-owned subsidiary of IFG, will become the distributor of the Funds.
      Effective on that date, INVESCO Value Trust (the "Trust") entered into a 
      new Distribution Agreement (the "Agreement") with IDI that is 
      substantially identical to the corresponding agreement the Trust had with
      IFG for distribution services.  The Agreement was approved by the Trust's
      Board of Trustees at a meeting held on September 2, 1997.  The Agreement 
      in no way changes the basis upon which distribution services are being 
      provided to the Funds by IFG-affiliated companies.  IFG remains the 
      investment adviser, administrator and transfer agent for the Funds.

B.    The discussion  which appears in each Prospectus under the heading "Taxes,
      Dividends  and Capital  Gain  Distributions - Dividends and  Capital  Gain
      Distributions"  is hereby  amended by deleting the first three  paragraphs
      and replacing them with the following two paragraphs:

                  Dividends  and Capital Gain  Distributions.  The Fund may earn
            income  from  income  and other  distributions  on its  investments.
            Dividends paid by the Fund will be based solely on the income earned
            by it. The Fund's policy is to distribute  substantially all of this
            income,   less  expenses,   to  shareholders.   Dividends  from  net
            investment  income  are  declared  daily  and paid  monthly,  at the
            discretion  of  the  Trust's   Board  of  Trustees.   Dividends  are
            automatically reinvested in additional shares of the Fund at the net
            asset value on the ex-dividend date, unless otherwise requested.








                  Capital  gains or losses are the result of the Fund's  sale of
            its  securities  at prices  that are higher or lower than the prices
            paid by the Fund to purchase such securities.  Total gains from such
            sales,  less any losses from such sales  (including  losses  carried
            forward from prior years), represent net realized capital gains. The
            Fund  distributes  its net realized  capital  gains,  if any, to its
            shareholders  at least annually,  usually in December.  Capital gain
            distributions are  automatically  reinvested in additional shares of
            the Fund at the net asset value per share on the  ex-dividend  date,
            unless otherwise  requested.  Capital gain distributions are paid to
            shareholders  who hold  shares on the  record  date of  distribution
            regardless  of how long the shares have been held.  The Fund's share
            price  will then drop by the amount of the  distribution  on the day
            the  distribution  is  made.  If  a  shareholder   purchases  shares
            immediately  prior to the  distribution,  the  shareholder  will, in
            effect,  have "bought" the  distribution by paying the full purchase
            price,  a portion of which is then returned in the form of a taxable
            distribution.

The date of this Supplement is September 29, 1997.











                             INVESCO VALUE TRUST

              Supplement to Statement of Additional Information
                            dated January 1, 1997


A.    At numerous places in the above Trust's Statement of Additional 
      Information, it is noted that INVESCO Funds Group, Inc. ("IFG") is the 
      investment adviser, administrator, transfer agent and distributor of the 
      Trust's Funds.  Effective September 30, 1997, INVESCO Distributors, Inc.
      ("IDI"), a newly-created wholly-owned subsidiary of IFG, will become the 
      distributor of the Funds.  Effective on that date, the Trust entered into
      a new Distribution Agreement (the "Agreement") with IDI that is 
      substantially identical to the corresponding agreement the Trust had with
      IFG for distribution services.  The Agreement was approved by the Trust's
      Board of Trustees at a meeting held on September 2, 1997.  The Agreement 
      in no way changes the basis upon which distribution services are being 
      provided to the Funds by IFG-affiliated companies.  IFG remains the
      investment adviser, administrator and transfer agent for the Funds.

B.    The discussion which appears in the Statement of Additional Information 
      under the heading "Dividends, Capital Gain Distributions and Taxes" is 
      hereby amended by deleting the fourth paragraph and replacing it with the
      following paragraph:

                  All dividends and other  distributions are regarded as taxable
            to the investor, whether or not such dividends and distributions are
            reinvested in additional  shares. If the net asset value of a Fund's
            shares should be reduced below a shareholder's cost as a result of a
            distribution,  such distribution would be taxable to the shareholder
            although  a  portion  would  be, in  effect,  a return  of  invested
            capital.  The net asset value of shares of the Value Equity Fund and
            the Total Return Fund may reflect accrued net investment  income and
            undistributed   realized   capital  and  foreign   currency   gains;
            therefore,  when a  distribution  is made,  the net  asset  value is
            reduced  by the amount of the  distribution,  the full price for the
            shares  will be paid  and  some  portion  of the  price  may then be
            returned to the shareholder as a taxable  dividend or capital gain.
            However, the net asset value per share will be reduced by the amount
            of the distribution, which would reduce any gain (or increase any 
            loss) for tax purposes on any subsequent redemption of shares.  The
            net asset value of the Intermediate Government Bond Fund may reflect
            undistributed  realized capital gains and foreign currency gains but
            not net investment  income.  Dividends from net investment income on
            the  Intermediate  Government  Bond  Fund  are  declared  daily  and
            distributed  to  shareholders  monthly.   Therefore,  the  foregoing
            disclosure  concerning  distributions  and their effect on net asset
            value is applicable to the Intermediate  Government Bond Fund in the
            context of foreign currency and capital gain distributions only.

The date of this Supplement is September 29, 1997.