PUTNAM NEW OPPORTUNITIES FUND

               Prospectus Supplement dated July 11, 1994 to 
                   Prospectuses dated November 1, 1993, 
            as revised April 1, 1994 and Defined Contribution 
                   Plans Prospectus dated April 1, 1994 


The shareholders of the Fund have approved changes to the Fund's
fundamental investment restriction with respect to investments in
restricted securities.  As a result, the first paragraph of the
section of the Prospectus entitled "How objective is pursued -
Limiting investment risk"  is replaced by the following:

LIMITING INVESTMENT RISK

SPECIFIC INVESTMENT RESTRICTIONS HELP THE FUND LIMIT INVESTMENT
RISKS FOR ITS SHAREHOLDERS.  THESE RESTRICTIONS PROHIBIT THE FUND
FROM: acquiring more than 10% of the voting securities of any one
issuer* and investing more than:  (a) 5% of its total assets in
securities of any one issuer (other than U.S. Government
securities);* (b) 5% of its net assets in companies that,
together with any predecessors, have been in operation less than
three years (other than U.S. government securities); (c) 15% of
its net assets in securities restricted as to resale (excluding
securities determined by the Fund's Trustees (or the person
designated by the Fund's Trustees to make such determinations) to
be readily marketable);* (d) 25% of its total assets in any one
industry;* or (e) 15% of its net assets in any combination of
securities that are not readily marketable, in securities
restricted as to resale (excluding securities determined by the
Fund's Trustees (or the person designated by the Fund's Trustees
to make such determinations) to be readily marketable), and in
repurchase agreements maturing in more than seven days.