Strong Balanced Fund Inc, et al. – ‘497’ on 4/11/01

On:  Wednesday, 4/11/01, at 3:05pm ET   ·   Accession #:  840519-1-500008   ·   File #s:  2-73968, 2-99439, 2-99820, 33-01932, 33-07603, 33-07604, 33-07984, 33-13356, 33-24451, 33-37435, 33-42773, 33-45108, 33-59361, 33-61358, 33-66838, 33-70762, 33-74578, 333-38129

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497
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[STRONG LOGO]                                                                   

RECENT PROSPECTUS UPDATE                                                        

PLEASE FILE THIS PROSPECTUS AND STATEMENT OF ADDITIONAL  INFORMATION  SUPPLEMENT
WITH YOUR  RECORDS.  THE DATE OF THIS  PROSPECTUS  AND  STATEMENT OF  ADDITIONAL
INFORMATION SUPPLEMENT IS APRIL 11, 2001. IF YOU HAVE ANY QUESTIONS, PLEASE CALL
US, DAY OR NIGHT, AT 1-800-368-3863, 24 HOURS A DAY, 7 DAYS A WEEK.             

                                                        [Enlarge/Download Table]

                                                                                                            

THE STRONG INTERNATIONAL FUNDS                       THE STRONG CASH MANAGEMENT FUNDS - INSTITUTIONAL CLASS 

Strong Asia Pacific Fund                             Strong Heritage Money Fund                             
Strong Foreign Majormarketssm Fund                   Strong Advantage Fund                                  
Strong International Stock Fund                      Strong Municipal Advantage Fund                        
Strong Overseas Fund                                                                                        
                                                     THE STRONG INCOME FUNDS - INVESTOR CLASS               
THE STRONG GROWTH AND INCOME FUNDS - INVESTOR CLASS                                                         
                                                     Strong Corporate Bond Fund                             
Strong American Utilities Fund                       Strong Government Securities Fund                      
Strong Balanced Fund                                 Strong High-Yield Bond Fund                            
Strong Blue Chip 100 Fund                            Strong International Bond Fund                         
Strong Energy Fund                                   Strong Short-Term Bond Fund                            
Strong Growth And Income Fund                        Strong Short-Term High Yield Bond Fund                 

THE STRONG GROWTH AND INCOME FUNDS - ADVISOR CLASS                                                          
                                                     THE STRONG INCOME FUNDS - ADVISOR CLASS                
Strong Blue Chip 100 Fund                                                                                   
Strong Growth And Income Fund                        Strong Corporate Bond Fund                             
                                                     Strong Government Securities Fund                      
STRONG GROWTH AND INCOME FUND - INSTITUTIONAL CLASS  Strong High-Yield Bond Fund                            
                                                     Strong Short-Term Bond Fund                            
                                                     Strong Short-Term High Yield Bond Fund                 
THE STRONG CASH MANAGEMENT FUNDS - INVESTOR CLASS                                                           
                                                     THE STRONG INCOME FUNDS - INSTITUTIONAL CLASS          
Strong Heritage Money Fund                                                                                  
Strong Investors Money Fund                          Strong Corporate Bond Fund                             
Strong Money Market Fund                             Strong Government Securities Fund                      
Strong Municipal Money Market Fund                   Strong Short-Term Bond Fund                            
Strong Tax-Free Money Fund                                                                                  
Strong Advantage Fund                                THE STRONG MUNICIPAL INCOME FUNDS - INVESTOR CLASS     
Strong Municipal Advantage Fund                                                                             
                                                     Strong High-Yield Municipal Bond Fund                  
THE STRONG MONEY MARKET FUNDS - INVESTOR CLASS       Strong Municipal Bond Fund                             
                                                     Strong Short-Term High Yield Municipal Fund            
Strong Heritage Money Fund                           Strong Short-Term Municipal Bond Fund                  
Strong Money Market Fund                                                                                    
Strong Municipal Money Market Fund                   THE STRONG MUNICIPAL INCOME FUNDS - ADVISOR CLASS      

THE STRONG ADVANTAGE FUNDS - ADVISOR CLASS           Strong High-Yield Municipal Bond Fund                  
                                                     Strong Municipal Bond Fund                             
Strong Advantage Fund                                Strong Short-Term High Yield Municipal Fund            
Strong Municipal Advantage Fund                      Strong Short-Term Municipal Bond Fund                  

STRONG HERITAGE MONEY FUND - ADVISOR CLASS           THE STRONG MUNICIPAL INCOME FUNDS - INSTITUTIONAL CLASS

                                                     Strong Municipal Bond Fund                             
                                                     Strong Short-Term Municipal Bond Fund                  


SUPPLEMENT TO PROSPECTUSES AND STATEMENTS OF ADDITIONAL  INFORMATION DATED MARCH
1, 2001.                                                                        

                                                          (CONTINUED ON REVERSE)

STRONG BALANCED STOCK FUND (FORMERLY, STRONG SCHAFER BALANCED FUND)             

SUPPLEMENT TO PROSPECTUS AND STATEMENT OF ADDITIONAL  INFORMATION DATED FEBRUARY
1, 2001.                                                                        

STRONG ENDEAVOR FUND - INVESTOR CLASS                                           
STRONG WISCONSIN TAX-FREE FUND - INVESTOR CLASS                                 

SUPPLEMENT TO PROSPECTUSES AND STATEMENTS OF ADDITIONAL  INFORMATION DATED APRIL
6, 2001.                                                                        

NAME CHANGE AND RELATED MATTERS (STRONG BLUE CHIP 100 FUND)                     

Effective  May 1, 2001,  the name of the Strong Blue Chip 100 Fund is the Strong
Blue Chip Fund. In association with this change, the Fund's principal investment
strategy in the Fund's  prospectuses,  except for the paragraph  describing  the
Fund's  temporary  defensive  position,  is deleted in its entirety and replaced
with the following:                                                             

         The STRONG BLUE CHIP FUND invests, under normal conditions,  80% of its
         assets  in  well-known,  established,  large-capitalization  companies.
         These blue chip  stocks  generally  tend to pay higher  dividends  than
         medium- and  small-capitalization  stocks. The manager focuses on those
         companies  that  the  fund's  manager  believes  offer  greater  return
         potential.   To  a  limited  extent,   the  fund  may  also  invest  in
         dollar-denominated  foreign securities.  The manager may sell a holding
when it no longer offers attractive growth prospects.         

In the Fund's  statement of additional  information,  the section  titled Strong
Blue Chip 100 Fund under Investment Policies and Techniques on page 7 is deleted
in its entirety and replaced with the following:                                

STRONG BLUE CHIP FUND                                         

o    Under  normal  conditions,  the Fund  will  invest  at least 80% of its net
     assets  in  well-known,  established,   large-capitalization  companies  as
 determined by the Fund's manager (collectively, "Blue Chip Companies").
o    Generally, the Fund will not have a position in any company greater than 5%
of the Fund's net assets.                                             
o    The Fund typically  maintains  representation  in as many market sectors as
     possible,  but may concentrate in any sectors  represented by the Blue Chip
Companies.                                                            
o    The  Advisor  intends  to  frequently  review  the  list of the  Blue  Chip
 Companies in which the Fund invests and update the list when necessary.
o    The Fund may invest in dollar-denominated  foreign securities to the extent
that they are issued by Blue Chip Companies.                          
o    When the Advisor determines that market,  economic, or political conditions
     warrant  a  temporary  defensive  position,  the  Fund may  invest  without
     limitation in cash or cash-type securities  (high-quality,  short-term debt
     securities  issued  by  corporations,   financial  institutions,  the  U.S.
government, or foreign governments).                                  

In addition,  the  following  paragraphs  in the Fund's  statement of additional
information are now applicable to the Fund: (1) Depositary Receipts, (2) Foreign
Investment  Companies,  (3)  Foreign  Securities,   (4)  High-Yield  (High-Risk)
Securities,  (5)  Mortgage-  and  Asset-Backed  Debt  Securities,  (6) Municipal
Obligations,  (7) Participation Interests, (8) Reverse Repurchase Agreements and
Mortgage  Dollar  Rolls,  (9)  Standby  Commitments,  and (10)  When-Issued  and
Delayed-Delivery Securities.                                                    

LARGE CAP GROWTH FUND REFERENCES DELETED FROM GROWTH AND INCOME FUNDS' SAI      
Effective  May 1,  2001,  all  references  to the Large Cap  Growth  Fund in its
statement of additional information are deleted.                                

ANNUAL OPERATING EXPENSES                                                       
The Annual Fund  Operating  Expenses  table and the Example in The Strong Growth
and Income Funds-  Investor  Class  prospectus are deleted in their entirety and
replaced with the following:                                                    
                                                        (CONTINUED ON NEXT PAGE)

[STRONG LOGO]                                                                   

ANNUAL FUND OPERATING EXPENSES (AS A PERCENT OF AVERAGE NET ASSETS)             

                                                        [Enlarge/Download Table]

                                                                                                             
                                                                                   TOTAL ANNUAL FUND         
FUND                         MANAGEMENT FEES            OTHER EXPENSES             OPERATING EXPENSES        
---------------------------- -------------------------- -------------------------- --------------------------
American Utilities           0.50%                      0.52%                      1.02%                     
Balanced                     0.55%                      0.51%                      1.06%                     
Blue Chip 100                0.50%                      0.65%(1)                   1.15%                     
Energy                       0.75%                      1.17%(1)                   1.92%                     
Growth and Income            0.55%                      0.59%(1)                   1.14%                     

(1)OTHER EXPENSES ARE BASED ON ESTIMATED AMOUNTS FOR THE CURRENT FISCAL YEAR.   

EXAMPLE:  This  example is intended to help you compare the cost of investing in
the funds with the cost of investing in other mutual funds.  The example assumes
that  you  invest   $10,000  in  the  funds  and  reinvest  all   dividends  and
distributions for the time periods indicated, and then redeem all of your shares
at the end of those periods. The example also assumes that your investment has a
5% return  each year and that the  funds'  operating  expenses  remain the same.
Although  your actual costs may be higher or lower,  based on these  assumptions
your costs would be:                                                            

                                                        [Enlarge/Download Table]

                                                                                                             

FUND                                 1 YEAR             3 YEARS            5 YEARS        10 YEARS           
------------------------------------ ------------------ ------------------ -------------- -------------------
American Utilities                   $104               $325               $563           $1,248             
Balanced                             $108               $337               $585           $1,294             
Blue Chip 100                        $117               $365               $633           $1,398             
Energy                               $195               $603               $1,037         $2,243             
Growth and Income                    $116               $362               $628           $1,386             

The Annual Fund  Operating  Expenses  table and the Example in The Strong Growth
and Income  Funds-Advisor  Class  prospectus  are deleted in their  entirety and
replaced with the following:                                                    

                                                        [Enlarge/Download Table]

                                                                                                                 

                                                                                           TOTAL ANNUAL FUND     
FUND                     MANAGEMENT FEES       12B-1 FEES               OTHER EXPENSES(1)  OPERATING EXPENSES    
------------------------ --------------------- ------------------------ ------------------ ----------------------
Blue Chip 100            0.50%                 0.25%                    0.61%              1.36%                 
Growth and Income        0.55%                 0.25%                    0.56%              1.36%                 

(1)OTHER EXPENSES ARE BASED ON ESTIMATED AMOUNTS FOR THE CURRENT FISCAL YEAR.   

EXAMPLE:  This  example is intended to help you compare the cost of investing in
the funds with the cost of investing in other mutual funds.  The example assumes
that  you  invest   $10,000  in  the  funds  and  reinvest  all   dividends  and
distributions for the time periods indicated, and then redeem all of your shares
at the end of those periods. The example also assumes that your investment has a
5% return  each year and that the  funds'  operating  expenses  remain the same.
Although  your actual costs may be higher or lower,  based on these  assumptions
your costs would be:                                                            

                                                        [Enlarge/Download Table]

                                                                                                             

FUND                                 1 YEAR             3 YEARS            5 YEARS        10 YEARS           
------------------------------------ ------------------ ------------------ -------------- -------------------
Blue Chip 100                        $138               $431               $745           $1,635             
Growth and Income                    $138               $431               $745           $1,635             

                                                          (CONTINUED ON REVERSE)

497
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The Annual Operating Expenses table and the Example in The Strong  International
Funds prospectus are deleted in their entirety and replaced with the following: 

ANNUAL FUND OPERATING EXPENSES (AS A PERCENT OF AVERAGE NET ASSETS)             

                                                        [Enlarge/Download Table]

                                                                                                             

                                                                                       TOTAL ANNUAL FUND     
FUND                               MANAGEMENT FEES           OTHER EXPENSES           OPERATING EXPENSES     
------------------------------ ------------------------ -------------------------- --------------------------
Asia Pacific                            1.00%                    0.73%(1)                    1.73%           
Foreign MajorMarketsSM                  1.00%                    1.00%                       2.00%           
International Stock                     1.00%                    0.70%(1)                    1.70%           
Overseas                                1.00%                    0.83%(1)                    1.83%(2)        

(1) OTHER EXPENSES ARE BASED ON ESTIMATED AMOUNTS FOR THE CURRENT FISCAL YEAR.  
(2)TOTAL  OPERATING EXPENSES DO NOT REFLECT OUR WAIVER OF MANAGEMENT FEES AND/OR
ABSORPTIONS.  WITH  WAIVERS  AND/OR  ABSORPTIONS,  THE  TOTAL  ANNUAL  OPERATING
EXPENSES  FOR THE  OVERSEAS  FUND  WERE  1.79%.  WE CAN  TERMINATE  WAIVERS  AND
ABSORPTIONS FOR THIS FUND AT ANY TIME.                                          

EXAMPLE:  This  example is intended to help you compare the cost of investing in
the  funds,  before  fee  waivers  and  expense  absorptions,  with  the cost of
investing in other mutual funds.  The example assumes that you invest $10,000 in
the fund and  reinvest  all  dividends  and  distributions  for the time periods
indicated,  and then redeem all of your shares at the end of those periods.  The
example also assumes that your investment has a 5% return each year and that the
fund's  operating  expenses  remain the same.  Although your actual costs may be
higher or lower, based on these assumptions, your costs would be:               

FUND                           1 YEAR      3 YEARS     5 YEARS     10 YEARS     
------------------------------ ----------- ----------- ----------- ------------ 
Asia Pacific                   $176        $545        $939        $2,041       
Foreign MajorMarketsSM         $203        $627        $1,078      $2,327       
International Stock            $173        $536        $923        $2,009       
Overseas                       $186        $576        $990        $2,148       

BREAKPOINT FEES (WISCONSIN TAX-FREE FUND)                                       
The fee table on page 6 of the Fund's  prospectus  is deleted and replaced  with
the following:                                                                  

AVERAGE DAILY NET ASSETS                          ANNUAL MANAGEMENT FEE RATE    
------------------------------------------------- ------------------------------
Under $4 billion                                               0.37%            
At least $4 billion but less than $6 billion                   0.345%           
$6 billion and over                                            0.32%            

The fee table on page 29 of the Fund's  statement of additional  information  is
deleted and replaced with the following:                                        

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---------------------------------------- ---------------------------------------- --------------------------
FUND                                     AVERAGE DAILY NET ASSETS                 ANNUAL RATE               
---------------------------------------- ---------------------------------------- --------------------------
Wisconsin Tax-Free Fund                  Under $4 billion                         0.37%                     
                                         At least $4  billion  but less  than $6  0.345%                    
                                         billion                                  0.32%                     
                                         $6 billion and over                                                
---------------------------------------- ---------------------------------------- --------------------------

SHAREHOLDER MEETING                                                             
On April 5, 2001, the Board of Directors  approved  submitting  for  shareholder
vote the items described below (except Strong  International Bond Fund). In late
May 2001,  the Funds'  shareholders  will be sent a Notice of Annual Meeting and
Proxy  Statement  explaining the items on which the  shareholders  will vote and
notifying  them of the  record  date and the time,  date,  and  location  of the
shareholder meeting.                                                            

o    Election of the Board of Directors.                                        

o    Approval of a revised  investment  advisory  agreement  with Strong Capital
     Management,  Inc., the Funds' current investment advisor, that reflects the
 following (except Strong Wisconsin Tax-Free and Strong Endeavor Funds):

                                                        (CONTINUED ON NEXT PAGE)

[STRONG LOGO]                                                                   

1.       The  addition  of  breakpoints,  under  which the  management  fee will
         decrease  by  0.025% on Fund net  assets  equal to or  greater  than $4
         billion and will  decrease by an  additional  0.025% on Fund net assets
         equal to or greater than $6 billion (Strong Advantage,  Strong American
         Utilities, Strong Asia Pacific, Strong Balanced Stock, Strong Corporate
         Bond, Strong Energy, Strong Foreign  MajorMarketsSM,  Strong Government
         Securities,  Strong High-Yield Bond, Strong High-Yield  Municipal Bond,
         Strong  International   Stock,  Strong  Municipal   Advantage,   Strong
         Municipal  Bond,  Strong  Overseas,   Strong  Short-Term  Bond,  Strong
         Short-Term High Yield Bond, Strong Short-Term High Yield Municipal, and
Strong Short-Term Municipal Bond Funds only).                 

2.       A  reduction  in the  management  fee as shown  below (a  corresponding
         administration fee will be added under a new  administration  agreement
as described below in Fund Administration Fees):              

-               From  0.50% to  0.15%  (Strong  Investors  Money,  Strong  Money
                Market, Strong Municipal Money Market, and Strong Tax-Free Money
Funds only).                                    

-               From 1.00% to 0.75% (Strong Asia Pacific, Strong Balanced Stock,
                Strong Foreign  MajorMarketsSM,  Strong International Stock, and
Strong Overseas Funds only).                    

3.       Removal of a 2% expense  cap,  which had been  included  in the current
         advisory  agreement under a state law  requirement  that has since been
         repealed  (except Strong Tax-Free Money Fund,  which does not have a 2%
expense cap in its current advisory agreement).               

o    Ratification  of  PricewaterhouseCoopers  LLP  as  the  Fund's  independent
auditors.                                                             

If approved by the  shareholders,  the new advisory  agreement will be effective
July 21, 2001.                                                                  

FUND ADMINISTRATION FEES                                                        
Effective  July 21, 2001,  each Fund will sign a new  administration  agreement,
under which Strong Capital Management,  Inc., the Funds' current  administrator,
will provide or make provision for  administrative  services to the Fund,  which
were  previously  performed under the advisory  agreement  (Strong Asia Pacific,
Strong  Balanced  Stock,  Strong Foreign  MajorMarketsSM,  Strong  International
Stock,  Strong  Investors  Money,  Strong Money Market,  Strong  Municipal Money
Market, Strong Overseas, and Strong Tax-Free Money Funds only).                 

Whether  or  not  shareholders  approve  the  revised  advisory  agreement,  the
management fee will be reduced by and a new  administration fee will be added in
the amount of 0.35% for the Strong Investors Money, Strong Money Market,  Strong
Municipal Money Market, and Strong Tax-Free Money Funds and 0.25% for the Strong
Asia Pacific,  Strong  Balanced  Stock,  Strong Foreign  MajorMarketsSM,  Strong
International  Stock,  and Strong Overseas Funds.  However,  if the shareholders
approve the revised advisory  agreement,  the above  administration  fee will be
increased  by 0.02%,  to 0.37%,  for the Strong  Investors  Money,  Strong Money
Market,  Strong  Municipal Money Market,  and Strong Tax-Free Money Funds and by
0.05%,  to 0.30% for the Strong Asia  Pacific,  Strong  Balanced  Stock,  Strong
Foreign MajorMarketsSM, Strong International Stock, and Strong Overseas Funds.  

Except as provided  below,  effective  July 21, 2001, the fee for Investor Class
shares and  Advisor  Class  shares,  if any,  under the  current  administration
agreement will increase from:                                                   

o    0.25% to 0.30% for the Strong American Utilities,  Strong Balanced,  Strong
Blue Chip 100, Strong Energy, and Strong Growth and Income Funds.     

o    0.25% to 0.28% for the Strong Corporate Bond, Strong Government Securities,
     Strong High-Yield Bond, Strong High-Yield  Municipal Bond, Strong Municipal
     Bond,  Strong  Short-Term Bond,  Strong  Short-Term High Yield Bond, Strong
     Short-Term  High Yield  Municipal,  and Strong  Short-Term  Municipal  Bond
Funds.                                                                

o    0.30% to 0.33% for the  Strong  Advantage  and Strong  Municipal  Advantage
Funds.                                                                

o    0.35% to 0.37% for the Strong Heritage Money Fund.                         

The fee for  Investor  Class  shares will not  increase if  shareholders  do not
approve the revised advisory agreement.                                         

                                                          (CONTINUED ON REVERSE)

TRANSFER AGENT FEES                                                             
Effective  May 21, 2001,  the annual open account fee for Investor  Class shares
payable to each  Fund's  transfer  agent  will  increase  from  $21.75 to $27.00
(Strong  American  Utilities,  Strong  Asia  Pacific,  Strong  Balanced,  Strong
Balanced   Stock,   Strong  Blue  Chip  100,   Strong  Energy,   Strong  Foreign
MajorMarketsSM, Strong Growth and Income, Strong International Stock, and Strong
Overseas Funds only).                                                           

LOW BALANCE ACCOUNT FEES                                                        
Effective  September 2001, the Low Balance Account Fee disclosure in each Fund's
Investor Class prospectus and the International  Funds' prospectus is deleted in
its entirety and replaced with the following:                                   

LOW BALANCE ACCOUNT FEE                                       
         Because of the high cost of maintaining  small accounts,  an annual low
         balance  account fee of $25 (or the value of the account if the account
         value is less than $25) will be  charged to all  accounts  that fail to
         meet the initial investment  minimum.  The fee, which is payable to the
         transfer  agent,  will not apply to (1) any retirement  accounts or (2)
         shareholders whose combined Strong Funds assets total $100,000 or more.
         We  may  waive  the  fee,  in  our  discretion,  in  the  event  that a
         significant  market  correction  lowers an  account  balance  below the
         account's initial investment minimum. The effective date of this policy
is September 2001.                                            

FUND AND CLASS CLOSINGS                                                         
Effective April 6, 2001, the Strong  International Bond Fund and the Advisor and
Institutional  Classes of the Strong High-Yield Municipal Bond, Strong Municipal
Bond,  Strong Short-Term High Yield Municipal,  and Strong Short-Term  Municipal
Bond Funds were  closed to new  investors.  After close of the market on May 11,
2001,  for  non-retirement  accounts,  and after  close of the market on July 2,
2001,  for  retirement  accounts,  the Fund and  Classes  will no longer  accept
additional investments by current shareholders, except for reinvested dividends.
For  investors  who  are  currently  using  the  Fund or  Classes  as part of an
automatic investment plan, payroll direct-deposit  program, or company-sponsored
retirement plan, we will contact you shortly to make alternative arrangements.  

NAME CHANGE (STRONG BALANCED STOCK FUND)                                        
On January 26, 2001, the Board of Directors of the Strong Schafer  Balanced Fund
approved a change in the name of the Strong Schafer  Balanced  Fund.  Therefore,
effective  March 12,  2001,  the Fund's name was changed to the Strong  Balanced
Stock Fund.  Strong Capital  Management,  Inc., the Fund's  investment  advisor,
anticipates  that the name change will not result in any material  change to the
Fund's portfolio  composition or in the manner in which the Fund is managed.  In
addition,  the Strong  Balanced  Stock  Fund is a series of the  Strong  Schafer
Funds,  Inc.  (Corporation)  and  consistent  with the Fund's name  change,  the
Corporation's name was changed to the Strong Balanced Stock Fund, Inc.          

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘497’ Filing		Date		First		Last			Other Filings
		7/21/01		2
		7/2/01		2					AW
		5/21/01		2
		5/11/01		2					485APOS
		5/1/01		1					497
Filed on:		4/11/01		1					497,  497J
		4/6/01		1		2
		4/5/01		2
		3/12/01		2
		3/1/01		1					NSAR-B,  NSAR-BT
		2/1/01		1					497
		1/26/01		2
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