Filed Pursuant to Rule 497(e) under the Securities Act of 1933.
Registration No. 33-73248

                    The Timothy Plan 
                     RETAIL CLASS 
           Supplement dated July 1, 1997  
to the Prospectus and Statement of Additional Information  
                dated April 29, 1997 
 
Underwriter 
Timothy Partners, Ltd. ("TPL"), 1304 West Fairbanks Avenue, Winter 
Park, Florida was engaged pursuant to an agreement effective July 1, 
1997 to act as underwriter for The Timothy Plan (the "Fund").  
The purpose of acting as underwriter is to facilitate the registration
of shares of the Fund under State securities laws and to assist in 
the sale of shares.  TPL also acts as investment advisor for the Fund. 
TPL is not compensated for providing underwriting services. 
 
Revised Distribution Plan 
On January 31, 1997, the Fund's Retail Class shareholders of  record
at the close of business on November 14, 1996 voted to revise the 12b-1
Distribution Plan for the Retail Class in connection with the 
implementation of a contingent deferred sales charge (CDSC) subject 
to TPL's ability to obtain financing for brokerage commissions paid 
up front by the Fund to broker/dealers who sell Retail Class shares. 
TPL anticipates that such financing will be secured and the CDSC 
will be implemented in the near future.   
 
Once the CDSC is implemented, Retail Class shares will be sold without 
the imposition of a sales load; instead a CDSC will be imposed at the
time of redemption for redemptions made within five years of the initial 
purchase date. The amount of the CDSC, if any, varies depending on the 
number of years between the time of payment for the purchase of Retail 
Class shares and the time of redemption of such shares.  
 
The CDSC will be imposed at the following declining rates: 

Within First Year. .  . .  . .  . .  . .  . .  . .   5.0% 
Within Second Year .  . .  . .  . .  . .  . .        4.0% 
Within Third Year. .  . .  . .  . .  . .  . .  . .   3.0% 
Within Fourth Year .  . .  . .  . .  . .  . .        2.0%          
Within Fifth Year. .  . .  . .  . .  . .  . .        1.0% 
Sixth and thereafter . .  . .  .  None

Filed Pursuant to Rule 
497(e) under the 
Securities Act of 1933. 
Registration No. 73248

                   The Timothy Plan 
                 INSTITUTIONAL CLASS 
           Supplement dated July 1, 1997  
to the Prospectus and Statement of Additional Information  
                dated April 29, 1997 
 
 
Underwriter 
Timothy Partners, Ltd. ("TPL"), 1304 West Fairbanks Avenue, 
Winter Park, Florida was engaged pursuant to an agreement 
effective July 1, 1997 to act as underwriter for The Timothy 
Plan (the "Fund").  The purpose of acting as underwriter is to 
facilitate the registration of shares of the Fund under State 
securities laws and to assist in the sale of shares.  TPL also 
acts as investment advisor for the Fund. TPL is not compensated 
for providing underwriting services.
                    

                       FPS SERVICES, INC. 
                       3200 Horizon Drive 
                     King of Prussua, PA 19406 
 
June 30, 1997 
 
 
Securities and Exchange Commission 
Judiciary Plaza 
Public Filing Desk 
450 Fifth Street, NW 
Washington, DC 20549 
 
Re: The Timothy Plan (the "Registrant") 
       File No.: 33-73248 
 
To the Staff of the Commission: 
 
Pursuant to Rule 497(e) under the Securities Act of 1933, as 
amended, enclosed for filing on behalf of the Registrant is the 
EDGAR transmission of the Supplement to the Prosectuses on 
behalf of the Retail Class and Institutional Class and 
Statement of Additional Information dated April 29, 1997, as 
supplemented July 1, 1997. 
 
The purpose of this filing is to disclose to shareholders that 
effective July 1, 1997 Timothy Partners, Ltd. will serve as 
underwriter to the Registrant pursuant to a new underwriting 
agreement among the Registrant and Timothy Partners, Ltd. The 
purpose of this filing is to also disclose to Retail Class 
shareholders that on January 31, 1997 shareholders of record on 
November 14, 1995 voted to revise the Retail Class' 12b-1 
Distribution Plan and that the revision will be implemented 
upon Timothy Partners, Ltd. obtaining financing for a 
contingent deferred sales charge.  
 
Should you have any questions, comments or require further 
information, I can be reached directly at (610) 239-4754. 
 
Thank you for your continued courtesy and cooperation. 
 
Sincerely, 
/s/Gretchen B. Zepernick  
Corporate Compliance Administrator