AMERICAN CENTURY MUTUAL FUNDS INC
497, 1997-05-23
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                          AMERICAN CENTURY MUTUAL FUNDS
                       AMERICAN CENTURY WORLD MUTUAL FUNDS

                              PROSPECTUS SUPPLEMENT

 Twentieth Century Growth o Twentieth Century Select o Twentieth Century Ultra
 o Twentieth Century Vista o Twentieth Century Heritage o Twentieth Century New
  Opportunities o American Century Balanced o Benham Cash Reserve o Twentieth
       Century Giftrust o Benham Bond o Benham Limited-Term Bond o Benham
  Intermediate-Term Bond o Twentieth Century International Growth o Twentieth
                         Century International Discovery

                         SUPPLEMENT DATED MAY 16, 1997 
       Prospectus dated March 1, 1997, for American Century Mutual Funds
    Prospectus dated April 1, 1997, for American Century World Mutual Funds

ANNUAL MEETING OF SHAREHOLDERS

The Board of Trustees has requested  that the following  matters be submitted to
shareholders  of the funds for approval at the Annual Meeting of Shareholders to
be held on July 30, 1997:

1.   To elect a Board of Directors of nine members;

2.   To vote on the approval of a Management  Agreement  with  American  Century
     Investment Management, Inc.;

3.   To ratify the selection of Deloitte & Touche LLP as independent auditors;

4.   To approve the adoption of standardized fundamental investment limitations;

5.   To  approve  the  amendment  of a  fundamental  investment  policy  of  the
     Twentieth Century Heritage Fund; and

6.   To transact such other business which may come before the meeting, although
     we are not aware of any other items to be considered.

The record date for the meeting is May 16, 1997.  If you own shares of the funds
as of the close of  business  on that date,  you will be entitled to vote at the
meeting.  Proxy materials  containing more information about these proposals are
expected  to be first sent to  shareholders  on June 2,  1997.  If  approved  by
shareholders,  the Management  Agreement in Proposal 2 and the amendments to the
funds`  fundamental  investment  limitations would become effective on August 1,
1997.

FURTHER INFORMATION ABOUT PROPOSAL 2

The proposed  Management  Agreement is only slightly  different from the current
Management  Agreement.  First, the proposed Management Agreement will reduce the
fee for the  Benham  Cash  Reserve  Fund and  change  the fee  schedule  for the
Twentieth  Century  International  Growth and  Twentieth  Century  International
Discovery  Funds to  reflect  voluntary  fee  waivers by ACIM which have been in
effect since August 1, 1996. The proposed  Management  Agreement does not change
fees payable by the remaining  funds.  The proposed  Management  Agreement  also
formalizes  an  agreement  between  the funds and ACIM with  respect to the fund
names.

FURTHER INFORMATION ABOUT PROPOSAL 4

Currently the funds have fundamental investment  restrictions which vary between
funds and those of other funds in the American  Century  family.  The funds also
have investment  restrictions  which reflect legal and other  requirements which
are no longer  applicable  to the funds.  In the interests of efficiency in fund
management and  compliance,  the fund  management  has analyzed the  fundamental
investment  limitations  and  policies of the funds in an effort to  formulate a
standard set of policies for all funds which reflect current  industry  practice
and will  allow the funds to  respond to  changes  in  regulatory  and  industry
practice without the expense and delay of a shareholder vote. It should be noted
that the  adoption of the  proposed  changes is not  expected  to  substantially
affect the way the funds are managed.

FURTHER INFORMATION ABOUT PROPOSAL 5

Shareholders  are  considering  a proposal  to  increase,  from 20% to 40%,  the
percentage of fund assets that can be invested in nondividend-paying  companies.
Management  and the Directors  believe that this proposal will allow the fund to
own a broader variety of investments  while retaining its primary  concentration
on firms paying cash dividends.


                         P.O. Box 419200               [american century logo]
                         Kansas City, Missouri                American
                         64141-6200                          Century(sm)
                         1-800-345-2021 or 816-531-5575

SH-SPL-8784 9705
<PAGE>
                       AMERICAN CENTURY CAPITAL PORTFOLIOS
                        AMERICAN CENTURY PREMIUM RESERVES

                              PROSPECTUS SUPPLEMENT

                         American Century Equity Income
                             American Century Value
                               Benham Premium Bond
                        Benham Premium Government Reserve
                         Benham Premium Capital Reserve

                          SUPPLEMENT DATED MAY 16, 1997

         Prospectuses dated September 3, 1996 (revised January 1, 1997)

ANNUAL MEETING OF SHAREHOLDERS

The Board of Trustees has requested  that the following  matters be submitted to
shareholders  of the Funds for approval at the Annual Meeting of Shareholders to
be held on July 30, 1997:

1.   To elect a Board of Directors of nine members;

2.   To vote on the approval of a Management  Agreement  with  American  Century
     Investment Management, Inc.;

3.   To ratify the selection of Deloitte & Touche LLP as independent auditors;

4.   To approve the adoption of standardized fundamental investment limitations;
     and

6.   To transact such other business which may come before the meeting, although
     we are not aware of any other items to be considered.

Proposal 5 does not apply to the funds offered by these Prospectuses. The record
date for the meeting is May 16,  1997.  If you own shares of the funds as of the
close of  business on that date,  you will be  entitled to vote at the  meeting.
Proxy materials  containing more information  about these proposals are expected
to be first sent to shareholders  on June 2, 1997. If approved by  shareholders,
the  Management  Agreement  in  Proposal  2 and  the  amendments  to the  funds'
fundamental investment limitations would become effective on August 1, 1997.

FURTHER INFORMATION ABOUT PROPOSAL 2

While the Proposed  Management  Agreement is slightly different from the current
Management  Agreement,  it does not change fees payable by the funds  offered by
this Prospectus.  The only substantive  change with respect to the funds offered
by this  Prospectus  is that the  Management  Agreement  formalizes an agreement
between the funds and ACIM with respect to the fund names.

FURTHER INFORMATION ABOUT PROPOSAL 4

Currently the funds have fundamental investment  restrictions which vary between
funds and those of other funds in the American  Century  family.  The funds also
have investment  restrictions  which reflect legal and other  requirements which
are no longer  applicable  to the funds.  In the interests of efficiency in fund
management and  compliance,  the fund  management  has analyzed the  fundamental
investment  limitations  and  policies of the funds in an effort to  formulate a
standard set of policies for all funds which reflect current  industry  practice
and will  allow the funds to  respond to  changes  in  regulatory  and  industry
practice without the expense and delay of a shareholder vote. It should be noted
that the  adoption of the  proposed  changes is not  expected  to  substantially
affect the way the funds are managed.





                    P.O. Box 419200                    [american century logo]
                    Kansas City, Missouri                      American      
                    64141-6200                                Century(sm)   
                    1-800-345-2021 or 816-531-5575     

SH-SPL-8785 9705
<PAGE>
                  AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS

                              PROSPECTUS SUPPLEMENT

               American Century Strategic Allocation: Conservative
                 American Century Strategic Allocation: Moderate
                American Century Strategic Allocation: Aggressive

                          SUPPLEMENT DATED MAY 16, 1997
                         Prospectus dated April 1, 1997

ANNUAL MEETING OF SHAREHOLDERS

The Board of Trustees has requested  that the following  matters be submitted to
shareholders  of the funds for approval at the Annual Meeting of Shareholders to
be held on July 30, 1997:

1.   To elect a Board of Directors of nine members;

2.   To vote on the approval of a Management  Agreement  with  American  Century
     Investment Management, Inc.;

3.   To ratify the selection of Deloitte & Touche LLP as independent auditors;

4.   To approve the adoption of standardized fundamental investment limitations;
     and

6.   To transact such other business which may come before the meeting, although
     we are not aware of any other items to be considered.

Proposal 5 does not apply to the funds  offered by this  Prospectus.  The record
date for the meeting is May 16,  1997.  If you own shares of the funds as of the
close of  business on that date,  you will be  entitled to vote at the  meeting.
Proxy materials  containing more information  about these proposals are expected
to be first sent to shareholders  on June 2, 1997. If approved by  shareholders,
the  Management  Agreement  in  Proposal  2 and  the  amendments  to the  funds'
fundamental investment limitations would become effective on August 1, 1997.

FURTHER INFORMATION ABOUT PROPOSAL 2

While the proposed  Management  Agreement is slightly different from the current
Management  Agreement,  it does not change fees payable by the funds  offered by
this Prospectus.  The only substantive  change with respect to the funds offered
by this  Prospectus  is that the  Management  Agreement  formalizes an agreement
between the funds and ACIM with respect to the fund names.

FURTHER INFORMATION ABOUT PROPOSAL 4

Currently the funds have fundamental investment  restrictions which vary between
funds and those of other funds in the American  Century  family.  The funds also
have investment  restrictions  which reflect legal and other  requirements which
are no longer  applicable  to the funds.  In the interests of efficiency in fund
management and  compliance,  the fund  management  has analyzed the  fundamental
investment  limitations  and  policies of the funds in an effort to  formulate a
standard set of policies for all funds which reflect current  industry  practice
and will  allow the funds to  respond to  changes  in  regulatory  and  industry
practice without the expense and delay of a shareholder vote. It should be noted
that the  adoption of the  proposed  changes is not  expected  to  substantially
affect the way the funds are managed.

                         P.O. Box 419200               [american century logo]
                         Kansas City, Missouri                American
                         64141-6200                          Century(sm)
                         1-800-345-2021 or 816-531-5575

SH-SPL-8786 9705
<PAGE>
                          AMERICAN CENTURY MUTUAL FUNDS

                              PROSPECTUS SUPPLEMENT

                              Short-Term Government
                          Intermediate-Term Government

                          SUPPLEMENT DATED May 16, 1997
                       Prospectus dated September 3, 1996
                             Revised January 1, 1997

The Board of Directors of the funds offered by this  Prospectus has  unanimously
agreed to enter into an Agreement and Plan of  Reorganization  with the American
Century Government Income Trust. The Agreement provides for the consolidation of
these  funds with other  American  Century  funds that have  similar  investment
objectives  and policies.  The  Short-Term  Government  Fund would  transfer its
assets   to  the   Adjustable   Rate   Government   Securities   Fund   and  the
Intermediate-Term   Government   Fund   would   transfer   its   assets  to  the
Intermediate-Term   Treasury  Fund.  Although  the  Adjustable  Rate  Government
Securities Fund (the ARM Fund) sounds like it may be somewhat different than the
Short-Term  Government  Fund,  the ARM Fund must change its name and  investment
policies to match those of the Short-Term Government Fund as a condition to that
reorganization. The proposed consolidation of funds will not decrease the dollar
value of any  shareholder's  account.  The fund combinations are contingent upon
shareholder approval.

The  Board of  Directors  has  requested  that the  Agreement  be  submitted  to
shareholders  for approval at a Special  Meeting of  Shareholders  to be held on
July 30,  1997.  The record  date for the  meeting is May 16,  1997.  If you own
shares of the Short-Term  Government  Fund or the  Intermediate-Term  Government
Fund as of the close of business  on that date,  you will be entitled to vote on
the reorganization at that meeting.  Proxy materials containing more information
about the proposed reorganizations are expected to be first sent to shareholders
on June 2, 1997. If the  reorganization is approved,  it is expected to occur on
September 2, 1997. A decision  regarding an  investment in these funds should be
made in light of these proposed reorganizations.

                            [american century logo]
                                    American
                                  Century(sm)
               P.O. Box 419200 o Kansas City, Missouri 64141-6200
                          Person-to-person assistance:
                    1-800-345-2021 ext. 4001 or 816-531-5575
                             www.americancentury.com
                   American Century Investment Services, Inc.
                 (C) 1997 American Century Services Corporation

SH-SPL-8437     9705
<PAGE>
                         AMERICAN CENTURY MANAGER FUNDS

                              PROSPECTUS SUPPLEMENT

                                 Capital Manager

                          SUPPLEMENT DATED May 16, 1997
                         Prospectus dated April 1, 1997

The Board of Trustees of Capital Manager has unanimously agreed to enter into an
Agreement and Plan of  Reorganization  with the American Century Strategic Asset
Allocations, Inc. The Agreement provides for the consolidation of this fund with
another American Century fund, the Strategic  Allocation:  Conservative  Fund, a
fund  which  has  similar  investment  objectives  and  policies.  The  proposed
consolidation  will not decrease the dollar value of any shareholder's  account.
The fund combination is contingent upon shareholder approval.

The  Board  of  Trustees  has  requested  that the  Agreement  be  submitted  to
shareholders  for approval at a Special  Meeting of  Shareholders  to be held on
July 30,  1997.  The record  date for the  meeting is May 16,  1997.  If you own
shares of Capital  Manager as of the close of business on that date, you will be
entitled  to  vote  on the  reorganization  at  that  meeting.  Proxy  materials
containing more information about the proposed reorganization are expected to be
first sent to shareholders on June 2, 1997. If the  reorganization  is approved,
it is expected to occur on September 2, 1997. A decision regarding an investment
in the fund should be made in light of this proposed reorganization.

                            [american century logo]
                                    American
                                  Century(sm)
               P.O. Box 419200 o Kansas City, Missouri 64141-6200
                          Person-to-person assistance:
                          1-800-345-2021or 816-531-5575
                             www.americancentury.com
                   American Century Investment Services, Inc.
                 (C) 1997 American Century Services Corporation

SH-SPL-8438     9705
<PAGE>
                   AMERICAN CENTURY INTERNATIONAL BOND FUNDS

                              PROSPECTUS SUPPLEMENT

                            European Government Bond

                          SUPPLEMENT DATED MAY 16, 1997
                          Prospectus dated May 1, 1997

SPECIAL MEETING OF SHAREHOLDERS

The Board of Trustees has requested  that the following  matters be submitted to
shareholders  of European  Government  Bond for approval at a Special Meeting of
Shareholders to be held on July 30, 1997, to consider the following proposals:

1.   To  ratify  the  selection  of  Coopers &  Lybrand  LLP as the  independent
     auditors of the Fund for its current fiscal year;

2.   To vote on the approval of a Management  Agreement  with  American  Century
     Investment Management, Inc.;

3.   To approve the adoption of standardized  investment limitations by amending
     or  eliminating  certain  of  the  Fund's  current  fundamental  investment
     limitations;

4.   To vote  on the  approval  of a  Subadvisory  Agreement  with  J.P.  Morgan
     Investment Management Inc.;

6.   To vote on the approval of amendments to the Fund's fundamental  investment
     objective; and

7.   To transact such other business which may come before the meeting, although
     we are not aware of any other items to be considered.

Proposal  5 does not apply to the fund  offered by this  Prospectus.  The record
date for the  meeting is May 16,  1997.  If you own shares of the Fund as of the
close of  business on that date,  you will be  entitled to vote at the  meeting.
Proxy materials  containing more information  about these proposals are expected
to be first sent to shareholders  on June 2, 1997. If approved by  shareholders,
the Management Agreement in Proposal 2, the amendments to the Fund's fundamental
investment limitations in Proposal 3 and the Subadvisory Agreement in Proposal 4
would each become effective on August 1, 1997.  Proposal 6, the proposed changes
to the Fund's investment objective, would become effective on October 1, 1997.

FURTHER INFORMATION ABOUT PROPOSAL 2

The proposed Management  Agreement with American Century Investment  Management,
Inc.  ("ACIM")  is  substantially  different  from the Fund's  current  Advisory
Agreement with Benham Management  Corporation ("BMC"). The most important change
is a difference in the way  management  fees are  calculated  under the proposed
agreement. Rather than paying separate investment advisory fees, transfer agency
fees, and operating  costs,  it is proposed that the Fund pays one "unified" fee
which would cover not just the investment  advisory fee, but nearly all expenses
of the Fund.  The expenses  covered under the unified fee would include fees for
administrative services, transfer agency services,  custodian fees, printing and
mailing costs for shareholder materials and shareholder meeting expenses, all of
which are charged to the Fund under the current arrangements with BMC. While the
fees paid under the proposed Management Agreement are not directly comparable to
those of the Fund's current agreements with its service providers, the effect of
the  proposed  Management  Agreement  would  have been a net  decrease  in total
expenses  paid by all of the American  Century  funds as a group if the proposed
Management  Agreement had been in effect during the 12 months ended December 31,
1996.  If the  proposed  Management  Agreement  had been in effect  during  such
period, the total expense ratio of the Fund would have been higher. However, the
total expense ratio of the Fund under the proposed Management Agreement is lower
than the  maximum  total  expense  ratio  payable  under  the  current  Advisory
Agreement.

If the proposed Management Agreement is approved,  the investment  management of
the Fund will not change in any way. Certain employees of ACIM currently provide
investment  management  services to the Funds through an arrangement with BMC by
which certain employees of BMC also provide  investment  management  services to
funds managed by ACIM. If the proposed  Management  Agreement is approved,  ACIM
intends  to  consolidate  the  investment  management  capabilities  of the  two
advisors in ACIM. The same investment  teams that currently manage the Fund will
continue under the proposed Management Agreement with ACIM.

The table below depicts the effect of the proposed  Management  Agreement on the
Fund for the 12 month period ended December 31, 1996:

After Expense Reimbursements
- ----------------------------------------------------------------------
   Management Fee           Other Expenses          Total Expenses
  Current   Proposed      Current   Proposed     Current    Proposed
- ----------------------------------------------------------------------
   0.43%      0.85%        0.41%      0.02%        0.84%      0.87%
- ----------------------------------------------------------------------

Absent the effect of voluntary fee waivers and contractual expense  limitations,
the management  fee,  other  expenses and total expenses of European  Government
Bond under the current Advisory Agreement would have been, respectively:  0.43%,
0.46% and 0.89%.

FURTHER INFORMATION ABOUT PROPOSAL 3

Currently the Fund has fundamental  investment  restrictions which vary from the
funds  within the American  Century  family of mutual  funds.  The Fund also has
investment  restrictions which reflect legal and other requirements which are no
longer applicable to the Fund. In the interests of efficiency in Fund management
and  compliance,  we have analyzed the  fundamental  investment  limitations and
policies in an effort to  formulate a standard  set of policies for all American
Century funds which reflect current industry practice and will allow the Fund to
respond to changes in regulatory and industry  practice  without the expense and
delay of a  shareholder  vote.  It  should  be noted  that the  adoption  of the
proposed  changes is not  expected to  substantially  affect the way the Fund is
managed.

FURTHER INFORMATION ABOUT PROPOSAL 4

J.P. Morgan Investment  Management,  Inc.  ("JPMIM") is the Subadvisor  European
Government  Bond and has served as such since its  inception.  If  Proposal 2 is
approved,  a replacement  Subadvisory  Agreement with JPMIM will be necessary to
permit JPMIM to continue in its role as  Subadvisor.  The  proposed  Subadvisory
Agreement between JPMIM and ACIM is designed to continue JPMIM's  appointment as
Subadvisor with no substantive changes.  This proposal,  if approved,  would not
result in a fee increase.

FURTHER INFORMATION ABOUT PROPOSAL 6

Changes in the  markets in which  European  Government  Bond  invests  have made
changes advisable for the Fund to effectively  pursue its investment  objective.
The amendment would allow the Fund to broaden its investment universe to include
high quality  foreign debt securities  (rated "AA" or the  equivalent)  from all
countries (except the United States) that satisfy its credit quality  standards.
This is a  response  to  changes in the  market  for  European  government  debt
securities, particularly the prospect of currency unification in Europe.

The change would  substantially  transform the Fund into an  international  bond
fund.  If the  Proposal is  approved,  the Fund would change its name to "Benham
International  Bond Fund" on October 1, 1997,  and begin to invest in accordance
with the new investment objective.

                         P.O. Box 419200               [american century logo]
                         Kansas City, Missouri               American
                         64141-6200                         Century(sm)
                         1-800-345-2021 or 816-531-5575

SH-SPL-8736 9705
<PAGE>
                          AMERICAN CENTURY MUTUAL FUNDS

                              PROSPECTUS SUPPLEMENT

                             Limited-Term Tax-Exempt
                          Intermediate-Term Tax-Exempt
                              Long-Term Tax-Exempt

                          SUPPLEMENT DATED MAY 16, 1997
                         Prospectus dated March 1, 1997

The Board of Directors of the funds offered by this  Prospectus has  unanimously
agreed to enter into an Agreement and Plan of  Reorganization  with the American
Century Government Income Trust. The Agreement provides for the consolidation of
these  funds with other  American  Century  funds that have  similar  investment
objectives and policies.  The  Limited-Term  Tax-Exempt  Fund would transfer its
assets to the Limited-Term Tax-Free Fund. The Intermediate-Term  Tax-Exempt Fund
would  transfer  its  assets  to the  Intermediate-Term  Tax-Free  Fund  and the
Long-Term  Tax-Exempt  Fund would transfer its assets to the Long-Term  Tax-Free
Fund. The proposed  consolidation of funds will not decrease the dollar value of
any shareholder's account. The fund combinations are contingent upon shareholder
approval.

The  Board of  Directors  has  requested  that the  Agreement  be  submitted  to
shareholders  for approval at a Special  Meeting of  Shareholders  to be held on
July 30,  1997.  The record  date for the  meeting is May 16,  1997.  If you own
shares of the Limited-Term Tax-Exempt Fund, Intermediate-Term Tax-Exempt Fund or
Long-Term Tax Exempt Fund as of the close of business on that date,  you will be
entitled  to  vote  on the  reorganization  at  that  meeting.  Proxy  materials
containing more information about the proposed  reorganizations  are expected to
be  first  sent to  shareholders  on  June 2,  1997.  If the  reorganization  is
approved,  it is expected to occur on September 2, 1997. A decision regarding an
investment   in  these  funds  should  be  made  in  light  of  these   proposed
reorganizations.

                            [american century logo]
                                    American
                                  Century(sm)
               P.O. Box 419200 o Kansas City, Missouri 64141-6200
                          Person-to-person assistance:
                         1-800-345-2021 or 816-531-5575
                             www.americancentury.com
                   American Century Investment Services, Inc.
                  (C) 1997 American Century Services Corporation

SH-SPL-8436     9705


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