AMERICAN CENTURY MUTUAL FUNDS INC, 485BPOS, 1999-02-26

AMERICAN CENTURY MUTUAL FUNDS INC
485BPOS, 1999-02-26

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]

Pre-Effective Amendment No. [ ]

Post-Effective Amendment No. 84 [X]

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]

Amendment No. 84 [X]

(Check appropriate box or boxes.)

AMERICAN CENTURY MUTUAL FUNDS, INC.
_________________________________________________________________
(Exact Name of Registrant as Specified in Charter)

4500 Main Street, Kansas City, MO 64141-6200
_________________________________________________________________
(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, including Area Code: (816) 531-5575

William M. Lyons, 4500 Main Street, Kansas City, MO 64141-6200
_________________________________________________________________
(Name and Address of Agent for Service)

Approximate Date of Proposed Public Offering: March 1, 1999

It is proposed that this filing will become effective (check appropriate box)

[ ] immediately upon filing pursuant to paragraph (b)
[X] on March 1, 1999 pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)(1)
[ ] on (date) pursuant to paragraph (a)(1)
[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] on (date) pursuant to paragraph (a)(2) of rule 485.

If appropriate, check the following box:

[ ] This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

- --------------------------------------------------------------------------------
The Statement of Additional Information of American Century Mutual Funds, Inc.
dated March 1, 1999 is incorporated herein by reference to the Registrants
filing pursuant to Rule 485(b) on February 26, 1999 (accession
#0000100334-99-000011).
<PAGE>
[front cover]

AMERICAN CENTURY

Prospectus

Tax-Managed Value Fund

[american century logo(reg.sm)]
American
Century

[left margin]

MARCH 1, 1999
INVESTOR CLASS

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANYONE WHO
TELLS YOU OTHERWISE IS COMMITTING A CRIME.

Distributed by Funds Distributor, Inc.

[inside front cover]

Dear Investor,

Reading a prospectus doesn't have to be a chore. We've done the hard work so
you can focus on what's important--learning about the fund and tracking your
investment. Take a look inside, and you'll see this prospectus is different. It
takes a clear-cut approach to fund information.

Inside you'll find:

* The fund's primary investments and risks

* A description of who may or may not want to invest in the fund

* Fund performance, including returns for each year, best and worst
quarters and average annual returns compared to the fund's benchmark

* An overview of services available and ways to manage your accounts

* Helpful tips and definitions of key investment terms

The new, simplified prospectus format is not the only step we've taken to make
investing less confusing. As we prepare to welcome in the 21st century, American
Century is bringing our fund names up to date. That's why on March 1, we retired
the "Twentieth Century" and "Benham" fund group names and will use the "American
Century" name for all of our funds. This will make it easier for you to track
your investments in newspapers or on financial Web sites. For example, instead
of "American Century-Twentieth Century Ultra," the new fund name will be simply
"American Century Ultra." Only the fund names are changing; each fund's
objective and investment strategy will stay the same.

In another step toward simplification, we are introducing a more intuitive way
for you to evaluate our family of funds. This new system classifies funds based
on objective and risk.

The four broad objectives are: The three risk categories are:
* Growth * Aggressive
* Growth and Income * Moderate
* Income * Conservative
* Capital Preservation

The new classification presents the risk level of each fund upfront so you can
choose funds you are comfortable with. It also can help you create a diversified
portfolio by identifying funds from different investment categories. Our
Investing with American Century brochure explains this reclassification in more
detail.

If you have questions about the prospectus or would like to receive a copy of
our Investing with American Century brochure, our Investor Relations
Representatives are available weekdays, 7 a.m. to 7 p.m., and Saturdays, 9 a.m.
to 2 p.m., Central time. Our toll-free number is 1-800-345-2021. We look forward
to helping you achieve your financial goals.

Sincerely,

/s/Mark Killen
Mark Killen
Senior Vice President
American Century Investment Services, Inc.

[left margin]

[american century logo(reg.sm)]
American
Century

American Century
Investments

P.O. Box 419200
Kansas City, MO
64141-6200

TABLE OF CONTENTS

An Overview of the Fund ..................................................... 2
Fees and Expenses ........................................................... 3
Information about the Fund .................................................. 4
Management .................................................................. 6
Investing with American Century ............................................. 8
Share Price and Distributions ............................................... 12
Taxes ....................................................................... 13
Multiple Class Information .................................................. 14

[left margin]

Throughout this book you'll find definitions to key investment terms and
phrases. When you see a word printed in GREEN ITALICS, look for its definition
in the left margin.

[graphic of hand with index finger pointing] This symbol highlights special
information and helpful tips.

American Century Investments

AN OVERVIEW OF THE FUND

WHAT ARE THE FUND'S INVESTMENT GOALS?

This fund seeks long-term capital growth by investing primarily in common stocks
while attempting to minimize the impact of federal taxes on shareholder returns

WHAT ARE THE FUND'S PRIMARY INVESTMENT STRATEGY AND PRINCIPAL RISKS?

The fund managers use a value investment strategy that invests primarily in
stocks of medium to large companies that the fund managers believe are
undervalued at the time of purchase. In selecting stocks, the fund managers look
for companies that are temporarily out of favor in, or whose value is not yet
recognized by, the market. The fund managers will attempt to minimize taxable
distributions to fund shareholders. A more detailed description of American
Century's tax-managed investment strategy begins on page 4.

The fund's principal risks include

* Market Risk--The value of the fund's shares will go up and down based on the
performance of the companies whose securities it owns and other factors
affecting the securities market generally.

* Price Volatility--The value of the fund's shares may fluctuate significantly
in the short-term.

* Principal Loss--As with all mutual funds, if you sell your shares when their
value is less than the price you paid, you will lose money.

WHO may WANT TO INVEST IN THE FUND?

The fund may be a good investment if you are

* seeking long-term capital growth from your investment

* seeking lower taxable distributions than a traditional equity fund

* comfortable with the fund's short-term price volatility

* comfortable with the risks associated with the fund's investment strategy

WHO may not WANT TO INVEST IN THE FUND?

The fund may not be a good investment if you are

* investing through an IRA or other tax-advantaged retirement plan

* seeking current income from your investment

* investing for a short period of time

* uncomfortable with short-term volatility in the value of your investment

[left margin]

[graphic of hand with index finger pointing] An investment in the fund is not a
bank deposit, and it is not insured or guaranteed by the Federal Deposit
Insurance Corporation (FDIC) or any other government agency.

2 American Century Investments 1-800-345-2021

FEES AND EXPENSES

There are no sales loads, fees or other charges

* to buy fund shares directly from American Century

* to reinvest dividends in additional shares

* to exchange into the Investor Class shares of other American Century funds

The following table describes the fees and expenses that you will pay if you buy
and hold shares of the fund.

SHAREHOLDER TRANSACTION EXPENSES (fees paid directly from your investment)

Redemption Fee (as a percentage
of amount redeemed)
- --------------------------------------------------------------------------------
Tax-Managed Value Fund
- --------------------------------------------------------------------------------
Shares held for less than one year(1) 2.0%
Shares held for one year or more None

1 The fee withheld from redemption proceeds is retained by the fund.

<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (expenses that are deducted from fund assets)

Management Distribution and Other Total Annual Fund
Fee(1) Service (12b-1) Fees Expenses(2) Operating Expenses
- ------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>

Tax-Managed
Value Fund 1.10% None 0.00% 1.10%
</TABLE>

1 The fund has a stepped fee schedule. As a result, the fund's management fee
generally decreases as fund assets increase. Please consult the Statement of
Additional Information for more details about the fund's management fee.

2 Other expenses include the fees and expenses of the fund's independent
directors, its legal counsel, interest and extraordinary expenses and are
estimated to be less than 0.005% of the fund's assets during the fund's first
fiscal year.

EXAMPLE

The examples in the table below are intended to help you compare the costs of
investing in the fund with the costs of investing in other mutual funds.
Assuming you . . .

* incur the same operating expenses as shown above

* invest $10,000 in the fund

* redeem all of your shares at the end of the periods shown below

* earn a 5% return each year

. . . your cost of investing in the fund would be:

1 Year 3 Years
- ------------------------------------------------------------------------------

Tax-Managed Value Fund $320 $349

You would pay the following expenses if you did not redeem your shares at the
end of the periods shown below:

1 Year 3 Years
- ------------------------------------------------------------------------------
Tax-Managed Value Fund $112 $349

[graphic of hand with index finger pointing] Use this example to compare the
costs of investing in other funds. Of course, your actual costs may be higher or
lower.

www.americancentury.com American Century Investments 3

INFORMATION ABOUT THE FUND

TAX-MANAGED VALUE FUND

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The fund seeks long-term capital growth.

HOW DOES THE FUND PURSUE ITS INVESTMENT OBJECTIVE?

The fund managers seek to achieve the fund's objective by investing primarily in
common stocks. The fund managers also will attempt to minimize the impact of
federal income taxes on shareholder returns by attempting to minimize taxable
distributions to shareholders.

The fund managers use a value investment strategy to look for stocks of medium
to large companies that the fund managers believe are undervalued at the time of
purchase. Companies may be undervalued due to market declines, poor economic
conditions, actual or anticipated bad news regarding the issuer or its industry,
or because they have been overlooked by other investors. To identify these
companies, the fund managers look for companies with earnings, cash flows and/or
assets that may not be reflected accurately in the companies' stock prices.

To minimize taxable distributions, the fund managers employ the following
tax-sensitive techniques that may, from time to time, be inconsistent with the
fund's objective of long-term capital growth:

* The fund managers seek to minimize realized capital gains by keeping
portfolio turnover relatively low and generally holding its investments for
longer periods.

* The fund managers seek to minimize realized capital gains when selling the
shares of a specific company by analyzing the fund's holdings of that company
to determine which shares were purchased at what price and typically selling
those shares bought at the highest price.

* The fund managers may seek to minimize realized capital gains by selling
securities to realize capital losses. Realized capital losses can offset
realized capital gains, thereby reducing capital gains distributions to the
fund's shareholders.

* The fund managers may seek to minimize taxable dividend income where
appropriate by investing in stocks with lower dividend yields.

While the fund seeks to minimize taxable distributions to shareholders, it may
realize taxable gains and earn some dividends. For example, the fund managers
may elect to sell a security, even if the sale results in a taxable gain, if
they determine that the tax impact of the sale is outweighed by other factors.
Such factors include the investment risk of holding the security or the
availability of a replacement security that has a better potential return. In
addition, redemptions by fund shareholders could require the fund to sell
securities, potentially resulting in capital gains. At the fund managers'
discretion, payment of the redemption price may, under certain circumstances, be
made in whole or in part by a distribution in kind of securities from the fund,
in lieu of cash. See "Redemptions - Special Requirements for Large Redemptions"
on page 10. Because the fund is managed to provide high after-tax returns, it
may not provide as high a pre-tax return as other funds. For more information
regarding applicable taxes, see "Taxes" on page 13.

Investors who frequently redeem their shares generate additional transactional
costs for the fund and may cause the fund to recognize capital gains and greater
brokerage commissions that must be borne by the fund's remaining shareholders.
To encourage long-term investing, the fund applies a 2.0% redemption fee to
shares held for less than one year. In determining the holding period for
shares, the fund will use the "first-in, first-out" method. In other words, when
a shareholder redeems or exchanges shares, the fund will first redeem or
exchange those shares with the earliest purchase date. If the shareholder has
held these shares for at least one year, the fund will not apply a redemption
fee to the redeemed shares. The redemption fee is retained by the fund and will
be used to help reimburse the fund for costs incurred by the fund when buying
and selling securities.

4 American Century Investments 1-800-345-2021

WHAT KINDS OF SECURITIES DOES THE FUND BUY?

The fund will usually purchase common stocks of U.S. and foreign companies, but
can purchase other types of securities, as well, such as domestic and foreign
preferred stocks, convertible securities, equity equivalent securities, notes,
bonds and other debt securities. The fund limits its purchase of debt securities
to investment-grade obligations.

WHAT ARE THE PRIMARY RISKS OF INVESTING IN THE FUND?

As with all funds, at any given time, the value of your shares of the fund may
be worth more or less than the price you paid. If you sell your shares when the
value is less than the price you paid, you will lose money.

The value of the fund's shares depends on the value of the stocks and other
securities it owns. The value of the individual securities that the fund owns
will go up and down depending on the performance of the companies that issued
them, general market and economic conditions, and investor confidence.

If the market does not consider the individual stocks purchased by the fund to
be undervalued, the value of the fund's shares may not rise as high as other
funds and may in fact decline, even if stock prices are generally increasing.

Market performance tends to be cyclical, and in the various cycles, certain
investment styles may fall in and out of favor. If the market is not favoring
the fund's style, the fund's gains may not be as big as, or its losses may be
bigger than, other equity funds using different investment styles.

While the fund seeks to minimize taxable distributions to shareholders, it may
realize capital gains on the sale of investment securities and earn dividend
income. For example, the fund managers may elect to sell a security even if it
results in a taxable gain if the managers determine the tax impact of the sale
is outweighed by other factors (such as the investment risk of the security).
Federal tax laws require the fund to make distributions of such gains and income
to its shareholders. Distributions may be taxable as ordinary income, capital
gains, or a combination of the two.

Foreign securities can have certain unique risks, including fluctutations in
currency exchange rates, unstable political and economic structures, reduced
availability of public information, and lack of uniform financial reporting and
regulatory practices similar to those that apply to U.S. issuers. These factors
make investing in foreign securities generally riskier than investing in U.S.
stocks. To the extent the fund invests in foreign securities, the overall risk
of the fund could be affected.

PERFORMANCE HISTORY

As a new fund, the fund's performance history is not available as of the date of
this prospectus.

[left margin]

[graphic of hand with index finger pointing] Please call us at 1-800-345-2021 or
visit American Century's Web site at www.americancentury.com for current
performance information.

www.americancentury.com American Century Investments 5

MANAGEMENT

WHO MANAGES THE FUND?

The Board of Directors, investment advisor and portfolio management team play
key roles in the management of the fund.

THE BOARD OF DIRECTORS

The Board of Directors oversees the management of the fund and meets at least
quarterly to review reports about fund operations. Although the Board of
Directors does not manage the fund, it has hired an investment advisor to do so.
More than two-thirds of the directors are independent of the fund's advisor,
that is, they are not employed by and have no financial interest in the advisor

THE INVESTMENT ADVISOR

The fund's investment advisor is American Century Investment Management, Inc.
The advisor has been managing mutual funds since 1958. American Century is
headquartered at 4500 Main Street, Kansas City, Missouri 64111.

The advisor is responsible for managing the investment portfolios of the fund
and directing the purchase and sale of its investment securities. The advisor
also arranges for transfer agency, custody and all other services necessary for
the fund to operate.

For the services it provides to the fund, the advisor receives a unified
management fee of 1.10% of the average net assets of the Investor Class of
shares of the fund. The amount of the management fee is calculated on a
class-by-class basis daily and paid monthly.

The Statement of Additional Information contains detailed information about the
calculation of the management fee. Out of that fee, the advisor pays all
expenses of managing and operating the fund except brokerage expenses, taxes,
interest, fees and expenses of the independent directors (including legal
counsel fees) and extraordinary expenses. A portion of the management fee may be
paid by the fund's advisor to unaffiliated third parties who provide
recordkeeping and administrative services that would otherwise be performed by
an affiliate of the advisor.

THE FUND MANAGEMENT TEAM

The advisor uses a team of portfolio managers, assistant portfolio managers and
analysts to manage the fund. The team meets regularly to review portfolio
holdings and discuss purchase and sale activity. Team members buy and sell
securities for the fund as they see fit, guided by the fund's investment
objective and strategy.

Portfolio managers on the investment team are identified below:

MARK MALLON

Mr. Mallon, Chief Investment Officer--Value and Quantitative Equities and Senior
Vice President, joined American Century in April 1997. From August 1978 until he
joined American Century, Mr. Mallon was employed in several positions by
Federated Investors, and had served as President and Chief Executive Officer of
Federated Investment Counseling and Executive Vice President of Federated
Research Corporation since January 1990. Mr. Mallon has an MBA from Cornell
University. He is a Chartered Financial Analyst.

CHARLES RITTER

Mr. Ritter, Vice President and Portfolio Manager, joined American Century in
December 1998. Before joining American Century, he spent 15 years with Federated
Investors, most recently serving as a Vice President and Portfolio Manager for
the company. He has a bachelor's degree in mathematics and a master's in
economics from Carnegie Mellon University. He also has an MBA from the
University of Chicago. He is a Chartered Financial Analyst.

[left margin]

[graphic of hand with index finger pointing] CODE OF ETHICS

American Century has a Code of Ethics designed to ensure that the interests of
fund shareholders come before the interests of the people who manage the funds.
Among other provisions, the Code of Ethics prohibits portfolio managers and
other investment personnel from buying securities in an initial public offering
or from profiting from the purchase and sale of the same security within 60
calendar days. In addition, the Code of Ethics requires portfolio managers and
other employees with access to information about the purchase or sale of
securities by the fund to obtain approval before executing permitted personal
trades.

6 American Century Investments 1-800-345-2021

FUNDAMENTAL INVESTMENT POLICIES

Fundamental investment policies contained in the Statement of Additional
Information and the investment objective of the fund may not be changed without
a shareholder vote. The Board of Directors may change any other policies and
investment strategies.

YEAR 2000 ISSUES

Many of the world's computer systems currently cannot properly recognize or
process date-sensitive information relating to the Year 2000 and beyond. Because
this may impact the computer systems of various American Century-affiliated and
external service providers for the fund, American Century formally initiated a
Year 2000 readiness project in July 1997. It involves a team of information
technology professionals assisted by outside consultants and guided by a
senior-level steering committee. The team's goal is to assess the impact of the
Year 2000 on American Century's systems, renovate or replace noncompliant
critical systems and test those systems. In addition, the team has been working
to gather information about the Year 2000 efforts of the fund's other major
service providers.

Although American Century believes its critical systems will function properly
in the Year 2000, this is not guaranteed. If the efforts of American Century or
its external service providers are not successful, the fund's business,
particularly the provision of shareholder services, may be hampered.

In addition, the issuers of securities the fund owns could have Year 2000
computer problems. These problems could negatively affect the value of their
securities, which, in turn, could impact the fund's performance. The fund
manager has established a process to gather publicly available information about
the Year 2000 readiness of these issuers. However, this process may not uncover
all relevant information, and the information gathered may not be complete and
accurate. Moreover, an issuer's Year 2000 readiness is only one of many factors
the fund managers may consider when making investment decisions, and other
factors may receive greater weight.

www.americancentury.com American Century Investments 7

INVESTING WITH AMERICAN CENTURY

SERVICES AUTOMATICALLY AVAILABLE TO YOU

You automatically will have access to the services listed below when you open
your account. If you do not want these services, see "Conducting Business in
Writing" below.

CONDUCTING BUSINESS IN WRITING

If you prefer to conduct business in writing only, you can indicate this on the
account application. If you choose this option, you must provide written
instructions to invest, exchange and redeem. All account owners must sign
transaction instructions (with signatures guaranteed for redemptions in excess
of $100,000). If you want to add services later, you can complete an Investor
Service Options form.

WAYS TO MANAGE YOUR ACCOUNT
- --------------------------------------------------------------------------------
BY TELEPHONE
Investor Relations
1-800-345-2021

Corporate; Not-For-Profit;
Foundations; Endowments; Keogh;
SEP-, SARSEP- and SIMPLE-IRA;
and 403(b) Services
1-800-345-3533

Automated Information Line
1-800-345-8765

[graphic of telephone]

OPEN AN ACCOUNT

If you are a current investor, you can open an account by exchanging shares from
another American Century account.

EXCHANGE SHARES

Call us or use our Automated Information Line if you have authorized us to
accept telephone instructions.

MAKE ADDITIONAL INVESTMENTS

Call us or use our Automated Information Line if you have authorized us to
invest from your bank account.

SELL SHARES

Call an Investor Relations Representative.

- --------------------------------------------------------------------------------
BY MAIL OR FAX

PO Box 419200
Kansas City, MO 64141-6200
Fax 816-340-7962

[graphic of envelope]

OPEN AN ACCOUNT

Send a signed and completed application and check or money order payable to
American Century Investments.

EXCHANGE SHARES

Send us written instructions to exchange your shares from one American Century
account to another.

MAKE ADDITIONAL INVESTMENTS

Send us your check or money order for at least $50 with an investment slip or
$250 without an investment slip. If you don't have an investment slip, include
your name, address and account number on your check or money order.

SELL SHARES

Send us written instructions or a redemption form to sell shares. Call an
Investor Relations Representative to request a form.

- --------------------------------------------------------------------------------
ONLINE

www.americancentury.com

[graphic of computer]

OPEN AN ACCOUNT

If you are a current investor, you can open an account by exchanging shares from
another American Century account online.

EXCHANGE SHARES

Exchange shares from another American Century account.

MAKE ADDITIONAL INVESTMENTS

Make an additional investment into an established American Century account if
you have authorized us to invest from your bank account.

SELL SHARES

Not available.

8 American Century Investments 1-800-345-2021

A NOTE ABOUT MAILINGS TO SHAREHOLDERS

To reduce expenses and show respect for our environment, we will deliver most
financial reports, prospectuses and account statements to households in a single
envelope, even if the accounts are registered under different names. If you
would like additional copies of financial reports and prospectuses or separate
mailing of account statements, please call us.

YOUR GUIDE TO SERVICES AND POLICIES

When you open an account, you will receive a services guide, which explains the
services available to you and the policies of the fund and the transfer agent.

- --------------------------------------------------------------------------------
BY WIRE

[graphic of hand with index finger pointing] Please remember that if you request
redemptions by wire, $10 will be deducted from the amount redeemed. Your bank
also may charge a fee.

[graphic of wire machine]

OPEN AN ACCOUNT

Call us to set up your account or mail a completed application to the address
provided in the "By mail" section and give your bank the following information

* Our bank information
Commerce Bank N.A.
Routing No. 101000019
Account No. 2804918
* The fund name
* Your American Century account number*
* Your name
* The contribution year (for IRAs only)
* For additional investments only

MAKE ADDITIONAL INVESTMENTS

Follow the wire instructions provided in the "Open an account" section.

SELL SHARES

You can receive redemption proceeds by wire or electronic transfer.

EXCHANGE SHARES

Not applicable.

- --------------------------------------------------------------------------------
AUTOMATICALLY

[graphic of arrows in circle]

OPEN AN ACCOUNT

Not available.

EXCHANGE SHARES

Send us written instructions to set up an automatic exchange of shares from one
American Century account to another.

MAKE ADDITIONAL INVESTMENTS

With the automatic investment privilege, you can purchase shares on a regular
basis. You must invest at least $600 per year per account.

SELL SHARES

If you have at least $10,000 in your account, you may sell shares automatically
by establishing Check-A-Month or Automatic Redemption plans.

- --------------------------------------------------------------------------------
IN PERSON

If you prefer to handle your transactions in person, visit one of the Investor
Centers listed below. A representative can help you open an account, make
additional investments and sell or exchange shares.

4500 Main St. 4917 Town Center Dr.
Kansas City, Missouri Leawood, Kansas
8 a.m. to 5:30 p.m., Monday-Friday 8 a.m. to 6 p.m., Monday-Friday
8 a.m. to noon, Saturday

1665 Charleston Road
Mountain View, California 9445 East County Line Road, Suite A
8 a.m. to 5 p.m., Monday-Friday Englewood, Colorado
8 a.m. to 6 p.m., Monday-Friday
8 a.m. to noon, Saturday

www.americancentury.com American Century Investments 9

MINIMUM INITIAL INVESTMENT AMOUNTS

To open an account the minimum investment is:
- --------------------------------------------------------------------------------
Individual or Joint $10,000
- --------------------------------------------------------------------------------
Traditional IRA $10,000
- --------------------------------------------------------------------------------
Roth IRA $10,000
- --------------------------------------------------------------------------------
Education IRA N/A
- --------------------------------------------------------------------------------
UGMA/UTMA $10,000
- --------------------------------------------------------------------------------
403(b) $10,000

REDEMPTIONS

If you sell your shares of Tax-Managed Value within one year of their purchase,
you will pay a redemption fee of 2.0% of the value of the shares sold. The
redemption fee is retained by the fund and helps cover transaction and tax costs
long-term investors may bear when the fund realizes capital gains as a result of
selling securities to meet shareholder redemptions.

REDEMPTION OF SHARES IN LOW-BALANCE ACCOUNTS

If your redemption activity causes your account balance to fall below the
minimum initial investment amount, we will notify you and give you 90 days to
meet the minimum. If you do not meet the deadline, American Century will redeem
the shares in the account and send the proceeds to your address of record. If
you have held these shares for less than one year, you will pay a redemption fee
of 2.0% of the value of the shares redeemed.

ABUSIVE TRADING PRACTICES

We do not permit market-timing or other abusive trading practices in our funds.

Excessive, short-term (market-timing) or other abusive trading practices may
disrupt portfolio management strategies and harm fund performance. To minimize
harm to the fund and its shareholders, we reserve the right to reject any
purchase order (including exchanges) from any investor we believe has a history
of abusive trading or whose trading, in our judgment, has been or may be
disruptive to a fund. In making this judgment, we may consider trading done in
multiple accounts under common ownership or control. We also reserve the right
to delay delivery of your redemption proceeds--up to seven days--or to honor
certain redemptions with securities, rather than cash, as described in the next
section.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

If, during any 90-day period, you redeem fund shares worth more than $250,000
(or 1% of the assets of the fund if that percentage is less than $250,000), we
reserve the right to pay part or all of the redemption proceeds in excess of
this amount in readily marketable securities instead of cash. If we make payment
in securities, we will value the securities, selected by the fund, in the same
manner as we do in computing the fund's net asset value. We may provide these
securities in lieu of cash without prior notice.

If your redemption would exceed this limit and you would like to avoid being
paid in securities, please provide us with an unconditional instruction to
redeem at least 15 days prior to the date on which the redemption transaction is
to occur. The instruction must specify the dollar amount or number of shares to
be redeemed and the date of the transaction. This minimizes the effect of the
redemption on the fund and its remaining shareholders.

10 American Century Investments 1-800-345-2021

INVESTING THROUGH FINANCIAL INTERMEDIARIES

If you do business with us through a financial intermediary or a retirement
plan, your ability to purchase, exchange and redeem shares will depend on the
policies of that entity. Some policy differences may include

* minimum investment requirements

* exchange policies

* fund choices

* cutoff time for investments

Please contact your financial intermediary or plan sponsor for a complete
description of its policies. Copies of the fund's annual report, semiannual
report and Statement of Additional Information are available from your
intermediary or plan sponsor.

Certain financial intermediaries perform for their clients recordkeeping and
administrative services that would otherwise be performed by American Century's
transfer agent. In some circumstances, American Century will pay the service
provider a fee for performing those services.

Although transactions in fund shares may be made directly with American Century
at no charge, you also may purchase, redeem and exchange fund shares through
financial intermediaries that charge a transaction-based or other fee for their
services. Those charges are retained by the intermediary and are not shared with
American Century or the fund.

American Century has contracts with certain financial intermediaries requiring
them to track the time investment orders are received and to comply with
procedures relating to the transmission of orders. The fund has authorized those
intermediaries to accept orders on the fund's behalf up to the time net asset
value is determined. If those orders are transmitted to American Century and
paid for in accordance with the contract, they will be priced at the net asset
value next determined after your request is received in good order by the
intermediary on a fund's behalf.

[left margin]

[graphic of hand with index finger pointing] Financial intermediaries include
banks, broker-dealers, insurance companies and investment advisors.

www.americancentury.com American Century Investments 11

SHARE PRICE AND DISTRIBUTIONS

SHARE PRICE

American Century determines the NET ASSET VALUE (NAV) of the fund as of the
close of regular trading on the New York Stock Exchange (usually 4:00 p.m.
Eastern time) on each day the Exchange is open. On days when the Exchange is not
open (including certain U.S. holidays), we do not calculate the NAV. The NAV of
a fund share is the current value of the fund's assets, minus any liabilities,
divided by the number of fund shares outstanding.

If current prices of securities owned by the fund are not readily available from
an independent pricing service, the fund manager may determine their fair value
in accordance with procedures adopted by the fund's Board of Directors. Trading
of securities in foreign markets may not take place on every day the Exchange is
open. Also, trading in some foreign markets may take place on weekends or
holidays when a fund's NAV is not calculated. So, the value of the fund's
portfolio may be affected on days when you can't purchase or redeem shares of
the fund.

We will price your purchase, exchange or redemption at the NAV next determined
after we receive your transaction request in good order.

DISTRIBUTIONS

Federal tax laws require the fund to make distributions to its shareholders in
order to qualify as a "regulated investment company." Qualification as a
regulated investment company means that the fund will not be subject to state or
federal income tax on amounts distributed. While the fund seeks to minimize
taxable distributions, it, from time-to-time, may realize some CAPITAL GAINS on
the sale of investment securities and earn dividend income and interest. The
fund generally pays distributions of capital gains, if any, once a year in
December. It may make more frequent distributions if necessary to comply with
Internal Revenue Code provisions.

You will participate in fund distributions, when they are declared, starting on
the day after your purchase is effective. For example, if you purchase shares on
a day that a distribution is declared, you will not receive that distribution.
If you redeem shares, you will receive any distribution declared on the day you
redeem. If you redeem all shares, we will include any distribution received with
your redemption proceeds.

All distributions must be reinvested in the fund. Please consult our Investor
Services Guide for further information regarding distributions.

[left margin]

The NET ASSET VALUE of the fund is the price of the fund's shares and is
calculated by determining the net assets of the fund and dividing by the number
of shares outstanding.

CAPITAL GAINS are increases in the values of capital assets, such as stock, from
the time the assets are purchased. Tax becomes due on capital gains once an
asset is sold.

12 American Century Investments 1-800-345-2021

TAXES

The tax consequences of owning shares of the fund will vary depending on whether
you own them through a taxable or tax-deferred account. Tax consequences result
from distributions by the fund of dividend and interest income it has received
and capital gains it has generated through its investment activities. Tax
consequences also result from sales of fund shares by investors after the net
asset value has increased or decreased.

TAX-DEFERRED ACCOUNTS

If you purchase fund shares through a tax-deferred account, such as an IRA or a
qualified employer-sponsored retirement or savings plan, income and capital
gains distributions usually will not be subject to current taxation, but will
accumulate in your account under the plan on a tax-deferred basis. Likewise,
moving from one fund to another fund within a plan or tax-deferred account
generally will not cause you to be taxed. For information about tax consequences
of making purchases or withdrawals through an employer sponsored retirement or
savings plan, or through an IRA, please consult your plan administrator, your
summary plan description or a professional tax advisor.

TAXABLE ACCOUNTS

If you own fund shares through a taxable account, distributions by the fund and
sales by you of fund shares may cause you to be taxed.

TAXABILITY OF DISTRIBUTIONS

Although the fund seeks to maximize long-term capital growth while minimizing
taxable distributions, the fund may make distributions to its shareholders. For
example, the fund managers may elect to sell a security even if it results in a
taxable gain if they determine the tax impact is outweighed by the investment
risk of the security or by the availability of replacement securities that are
of a better value after considering the tax effect of the sale.

Distributions may consist of income earned by the fund from sources such as
dividends and interest, or capital gains generated by the sale of fund
investments. Distribution of capital gains are classified either as short-term
or long-term and are taxed as follows:

Type of Distribution Tax Rate for 15% Bracket Tax Rate for 28% Bracket
or above
- ------------------------------------------------------------------------------
Short-term capital gains Ordinary income rate Ordinary income rate
- ------------------------------------------------------------------------------
Long-term capital gains 10% 20%

The tax status of any distribution of capital gains is determined by how long
the fund held the underlying security that was sold, not by how long you have
been invested in the fund or whether you reinvest your distributions in
additional shares or take them in cash. American Century will send you a detail
of the tax status of fund distributions for each calendar year in an annual tax
statement from the fund.

Distributions may also be subject to state and local taxes. Because everyone's
tax situation is unique, always consult your tax professional about federal,
state and local tax consequences.

TAXES ON TRANSACTIONS

Your redemptions -- including exchanges to other American Century funds -- are
subject to capital gains tax. The table above can provide a general guide for
your potential tax liability when selling or exchanging fund shares. Short-term
capital gains are gains on fund shares you held less than or equal to 12 months.
Long-term capital gains are gains on fund shares you held for more than 12
months. If your shares decrease in value, their sale or exchange will result in
a long-term or short-term capital loss.

[left margin]

[graphic of hand with index finger pointing] BUYING A DIVIDEND

Purchasing fund shares in a taxable account shortly before a distribution is
sometimes known as buying a dividend. In taxable accounts, you must pay income
taxes on the distribution whether you reinvest the distribution or take it in
cash. In addition, you will have to pay taxes on the distribution whether the
value of your investment decreased, increased or remained the same after you
bought the fund shares.

The risk in buying a dividend is that a fund's portfolio may build up taxable
gains throughout the period covered by a distribution, as securities are sold at
a profit. The fund distributes those gains to you, after subtracting any losses,
even if you did not own the shares when the gains occurred.

If you buy a dividend, you incur the full tax liability of the distribution
period, but you may not enjoy the full benefit of the gains realized in the
fund's portfolio.

www.americancentury.com American Century Investments 13

MULTIPLE CLASS INFORMATION

American Century offers three classes of funds: Investor Class, Institutional
Class and Advisor Class. The shares offered by this Prospectus are Investor
Class shares and have no up-front or deferred charges, commissions, or 12b-1
fees.

American Century offers the other classes of shares primarily to institutional
investors, through institutional distribution channels such as
employer-sponsored retirement plans, or through banks, broker-dealers and
insurance companies. The other classes have different fees, expenses and/or
minimum investment requirements than the Investor Class. The difference in the
fee structures among the classes is the result of their separate arrangements
for shareholder and distribution services and not the result of any difference
in amounts charged by the advisor for core investment advisory services.
Accordingly, the core investment advisory expenses do not vary by class.
Different fees and expenses will affect performance. For additional information
concerning the other classes of shares not offered by this Prospectus, call us
at 1-800-345-3553 or contact a sales representative or financial intermediary
who offers those classes of shares.

Except as described below, all classes of shares have identical voting,
dividend, liquidation and other rights, preferences, terms and conditions. The
only difference among the various classes are (a) each class may be subject to
different expenses specific to that class, (b) each class has a different
identifying designation or name, (c) each class has exclusive voting rights with
respect to matters solely affecting such class, (d) each class may have
different exchange privileges, and (e) the Institutional Class may provide for
automatic conversion from that class into shares of the Investor Class of the
same fund.

14 American Century Investments 1-800-345-2021

NOTES

www.americancentury.com American Century Investments 15

NOTES

16 American Century Investments 1-800-345-2021

NOTES

www.americancentury.com American Century Investments 17

[back cover]

MORE INFORMATION ABOUT THE FUND IS CONTAINED IN THESE DOCUMENTS

ANNUAL AND SEMIANNUAL REPORTS

These reports contain more information about the fund's investments and the
market conditions and investment strategies that significantly affected the
fund's performance during the most recent fiscal period.

STATEMENT OF ADDITIONAL INFORMATION (SAI)

The SAI contains a more detailed, legal description of the fund's operations,
investment restrictions, policies and practices. The SAI is incorporated by
reference into this Prospectus. This means that it is legally part of this
Prospectus, even if you don't request a copy.

Investment Company Act File No. 811-0816

You also can get information about the fund (including the SAI) from the
Securities and Exchange Commission (SEC).

* In person SEC Public Reference Room
Washington, D.C.
Call 1-800-SEC-0330 for location
and hours.

* On the Internet www.sec.gov

* By mail SEC Public Reference Section
Washington, D.C. 20549-6009
(The SEC will charge a fee for copying
the documents.)

[american century logo(reg.sm)]
American
Century

AMERICAN CENTURY INVESTMENTS
P.O. Box 419200
Kansas City, Missouri 64141-6200
1-800-345-2021 or 816-531-5575

9902
SH-PRS-14887
<PAGE>
[front cover]

AMERICAN CENTURY

Prospectus

Tax-Managed Value Fund

[american century logo(reg.sm)]
American
Century

[left margin]

MARCH 1, 1999
ADVISOR CLASS

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANYONE WHO
TELLS YOU OTHERWISE IS COMMITTING A CRIME.

Distributed by Funds Distributor, Inc.

[inside front cover]

Dear Investor,

Inside you'll find:

* The fund's primary investments and risks

* A description of who may or may not want to invest in the fund

* Fund performance, including returns for each year, best and worst
quarters and average annual returns compared to the fund's benchmark

* An overview of services available and ways to manage your accounts

* Helpful tips and definitions of key investment terms

In another step toward simplification, we are introducing a more intuitive way
for you to evaluate our family of funds. This new system classifies funds based
on objective and risk.

The four broad objectives are: The three risk categories are:
* Growth * Aggressive
* Growth and Income * Moderate
* Income * Conservative
* Capital Preservation

If you have questions about the prospectus or would like to receive a copy of
our Investing with American Century brochure, our Service Representatives are
available weekdays, 8 a.m. to 5 p.m., Central time. Our toll-free number is
1-800-345-3533. We look forward to helping you achieve your financial goals.

Sincerely,

/s/Mark Killen
Mark Killen
Senior Vice President
American Century Investment Services, Inc.

[left margin]

[american century logo(reg.sm)]
American
Century

American Century
Investments

P.O. Box 419385
Kansas City, MO
64141-6385

TABLE OF CONTENTS

An Overview of the Fund ..................................................... 2
Fees and Expenses ........................................................... 3
Information about the Fund .................................................. 4
Management .................................................................. 6
Investing with American Century ............................................. 8
Share Price and Distributions ............................................... 10
Taxes ....................................................................... 11
Multiple Class Information .................................................. 12

Throughout this book you'll find definitions to key investment terms and
phrases. When you see a word printed in GREEN ITALICS, look for its definition
in the left margin.

[graphic of hand with index finger pointing] This symbol highlights special
information and helpful tips.

American Century Investments

AN OVERVIEW OF THE FUND

WHAT ARE THE FUND'S INVESTMENT GOALS?

This fund seeks long-term capital growth by investing primarily in common stocks
while attempting to minimize the impact of federal taxes on shareholder returns.

WHAT ARE THE FUND'S PRIMARY INVESTMENT STRATEGY AND PRINCIPAL RISKS?

The fund managers use a value investment strategy that invests primarily in
stocks of medium to large companies that the fund managers believe are
undervalued at the time of purchase. In selecting stocks, the fund looks for
companies that are temporarily out of favor in, or whose value is not yet
recognized by, the market. The fund managers will attempt to minimize taxable
distributions to fund shareholders. A more detailed description of American
Century's tax-managed investment strategy begins on page 4.

The fund's principal risks include

* Market Risk--The value of the fund's shares will go up and down based on the
performance of the companies whose securities it owns and other factors
affecting the securities market generally.

* Price Volatility--The value of the fund's shares may fluctuate significantly
in the short-term.

* Principal Loss--As with all mutual funds, if you sell your shares when their
value is less than the price you paid, you will lose money.

WHO may WANT TO INVEST IN THE FUND?

The fund may be a good investment if you are

* seeking long-term capital growth from your investment

* seeking lower taxable distributions than a traditional equity fund

* comfortable with the fund's short-term price volatility

* comfortable with the risks associated with the fund's investment strategy

WHO may not WANT TO INVEST IN THE FUND?

The fund may not be a good investment if you are

* investing through an IRA or other tax-advantaged retirement plan

* seeking current income from your investment

* investing for a short period of time

* uncomfortable with short-term volatility in the value of your investment

[left margin]

2 American Century Investments 1-800-345-3533

FEES AND EXPENSES

There are no sales loads, fees or other charges

* to buy fund shares directly from American Century

* to reinvest dividends in additional shares

* to exchange into the Investor Class shares of other American Century funds

The following table describes the fees and expenses that you will pay if you buy
and hold shares of the fund.

SHAREHOLDER TRANSACTION EXPENSES (fees paid directly from your investment)

1 The fee withheld from redemption proceeds is retained by the fund.

ANNUAL OPERATING EXPENSES (expenses that are deducted from fund assets)

Management Distribution and Other Total Annual Fund
Fee(1) Service (12b-1) Fees(2) Expenses(3) Operating Expenses
- --------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Tax-Managed
Value Fund 0.85% 0.50% 0.00% 1.35%
</TABLE>

2 The 12b-1 fee is designed to permit investors to purchase Advisor Class shares
through broker-dealers, banks, insurance companies and other financial
intermediaries. A portion of the fee is used to compensate them for ongoing
recordkeeping and administrative services that would otherwise be performed by
an affiliate of the advisor, and a portion is used to compensate them for
distribution and other shareholder services. See "Service and Distribution
Fees," page 12.

3 Other expenses include the fees and expenses of the fund's independent
directors, its legal counsel, interest and extraordinary expenses and are
estimated to be less than 0.005% of the fund's assets during the fund's first
fiscal year.

EXAMPLE

The examples in the table below are intended to help you compare the costs of
investing in the fund with the costs of investing in other mutual funds.
Assuming you . . .

* incur the same operating expenses as shown above

* invest $10,000 in the fund

* redeem all of your shares at the end of the periods shown below

* earn a 5% return each year

. . . your cost of investing in the fund would be:

1 Year 3 Years
- ------------------------------------------------------------------------------
Tax-Managed Value Fund $344 $426

You would pay the following expenses if you did not redeem your shares at the
end of the periods shown below:

1 Year 3 Years
- ------------------------------------------------------------------------------
Tax-Managed Value Fund $137 $426

[left margin]

[graphic of hand with index finger pointing] Use this example to compare the
costs of investing in other funds. Of course, your actual costs may be higher or
lower.

www.americancentury.com American Century Investments 3

INFORMATION ABOUT THE FUND

TAX-MANAGED VALUE FUND

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The fund seeks long-term capital growth.

HOW DOES THE FUND PURSUE ITS INVESTMENT OBJECTIVE?

The fund managers seek to achieve the fund's objective by investing primarily in
common stocks. The fund manager also will attempt to minimize the impact of
federal income taxes on shareholder returns by attempting to minimize taxable
distributions to shareholders.

To minimize taxable distributions, the fund managers employ the following
tax-sensitive techniques that may, from time to time, be inconsistent with the
fund's objective of long-term capital growth:

* The fund managers seek to minimize realized capital gains by keeping
portfolio turnover relatively low and generally holding its investments for
longer periods.

* The fund managers seek to minimize realized capital gains when selling the
shares of a specific company by analyzing the fund's holdings of that
company to determine which shares were purchased at what price and typically
selling those shares bought at the highest price.

* The fund managers may seek to minimize taxable dividend income where
appropriate by investing in stocks with lower dividend yields.

While the fund seeks to minimize taxable distributions to shareholders, it may
realize taxable gains and earn some dividends. For example, the fund managers
may elect to sell a security, even if the sale results in a taxable gain, if
they determine that the tax impact of the sale is outweighed by other factors.
Such factors include the investment risk of holding the security or the
availability of a replacement security that has a better potential return. In
addition, redemptions by fund shareholders could require the fund to sell
securities, potentially resulting in capital gains. At the fund managers'
discretion, payment of the redemption price may, under certain circumstances, be
made in whole or in part by a distribution in kind of securities from the fund,
in lieu of cash. See "Redemptions - Special Requirements for Large Redemptions"
on page 9. Because the fund is managed to provide high after-tax returns, it may
not provide as high a pre-tax return as other funds. For more information
regarding applicable taxes, see "Taxes" on page 11.

4 American Century Investments 1-800-345-3533

WHAT KINDS OF SECURITIES DOES THE FUND BUY?

WHAT ARE THE PRIMARY RISKS OF INVESTING IN THE FUND?

The value of the fund's shares depends on the value of the stocks and other
securities it owns. The value of the individual securities the fund owns will go
up and down depending on the performance of the companies that issued them,
general market and economic conditions, and investor confidence.

PERFORMANCE HISTORY

As a new fund, the fund's performance history is not available as of the date of
this prospectus.

[left margin]

[graphic of hand with index finger pointing] Please call us at 1-800-345-3533 or
visit American Century's Web site at www.americancentury.com for current
performance information.

www.americancentury.com American Century Investments 5

MANAGEMENT

WHO MANAGES THE FUND?

The Board of Directors, investment advisor and portfolio management team play
key roles in the management of the fund.

THE BOARD OF DIRECTORS

THE INVESTMENT ADVISOR

For the services it provides to the fund, the advisor receives a unified
management fee of .85% of the average net assets of the Advisor Class of shares
of the fund. The amount of the management fee is calculated on a class-by-class
basis daily and paid monthly.

The Statement of Additional Information contains detailed information about the
calculation of the management fee. Out of that fee, the advisor paid all
expenses of managing and operating the fund except brokerage expenses, taxes,
interest, fees and expenses of the independent directors (including legal
counsel fees) and extraordinary expenses.

THE FUND MANAGEMENT TEAM

Portfolio managers on the investment team are identified below:

MARK MALLON

CHARLES RITTER

[left margin]

[graphic of hand with index finger pointing] CODE OF ETHICS

6 American Century Investments 1-800-345-3533

FUNDAMENTAL INVESTMENT POLICIES

YEAR 2000 ISSUES

In addition, the issuers of securities the fund owns could have Year 2000
computer problems. These problems could negatively affect the value of their
securities, which, in turn, could impact the fund's performance. The fund
manager has established a process to gather publicly available information about
the Year 2000 readiness of these issuers. However, this process may not uncover
all relevant information, and the information gathered may not be complete and
accurate. Moreover, an issuer's Year 2000 readiness is only one of many factors
the fund manager may consider when making investment decisions, and other
factors may receive greater weight.

www.americancentury.com American Century Investments 7

INVESTING WITH AMERICAN CENTURY

ELIGIBILITY FOR ADVISOR CLASS SHARES

The Advisor Class shares are intended for purchase by participants in employer-
sponsored retirement savings plans and for persons purchasing shares through
broker-dealers, banks, insurance companies and other financial intermediaries
that provide various administrative and distribution services.

REDEMPTIONS

INVESTING THROUGH FINANCIAL INTERMEDIARIES

* minimum investment requirements

* exchange policies

* fund choices

* cut-off time for investments

American Century has contracts with certain financial intermediaries requiring
them to track the time investment orders are received and to comply with
procedures relating to the transmission of orders. The fund has authorized those
intermediaries to accept orders on its behalf up to the time at which the net
asset value is determined. If those orders are transmitted to American Century
and paid for in accordance with the contract, they will be priced at the net
asset value next determined after your request is received in good order by the
intermediary on a fund's behalf.

[left margin]

[graphic of hand with index finger pointing] Financial intermediaries include
banks, broker-dealers, insurance companies and investment advisors.

8 American Century Investments 1-800-345-3533

ABUSIVE TRADING PRACTICES

We do not permit market-timing or other abusive trading practices in our funds.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

www.americancentury.com American Century Investments 9

SHARE PRICE AND DISTRIBUTIONS

SHARE PRICE

We will price your purchase, exchange or redemption at the NAV next determined
after we receive your transaction request in good order.

It is the responsibility of your plan recordkeeper or financial intermediary to
transmit your purchase, exchange and redemption requests to the fund's transfer
agent prior to the applicable cut-off time for receiving orders and to make
payment for any purchase transactions in accordance with the fund's procedures
or any contractual arrangement with the fund or the fund's distributor in order
for you to receive that day's price.

DISTRIBUTIONS

Federal tax laws require the fund to make distributions to its shareholders in
order to qualify as a "regulated investment company." Qualification as a
regulated investment company means that the funds will not be subject to state
or federal income tax on amounts distributed. While the fund seeks to minimize
taxable distributions, it, from time-to-time, may realize some CAPITAL GAINS on
the sale of investment securities and earn dividend income and interest. The
fund generally pays distributions of capital gains, if any, once a year in
December. It may make more frequent distributions if necessary to comply with
Internal Revenue Code provisions.

All distributions must be reinvested in the fund. Please consult our Investor
Services Guide for further information regarding distributions.

[left margin]

The NET ASSET VALUE of the fund is the price of the fund's shares and is
calculated by determining the net assets of the fund and dividing by the number
of shares outstanding.

CAPITAL GAINS are increases in the values of capital assets, such as stock, from
the time the assets are purchased. Tax becomes due on capital gains once an
asset is sold.

10 American Century Investments 1-800-345-3533

TAXES

TAX-DEFERRED ACCOUNTS

TAXABLE ACCOUNTS

If you own fund shares through a taxable account, distributions by the fund and
sales by you of fund shares may cause you to be taxed.

TAXABILITY OF DISTRIBUTIONS

Although the fund seeks to maximize long-term capital growth while minimizing
taxable distributions, the fund may make distributions to its shareholders. For
example, the fund managers may elect to sell a security even if it results in a
taxable gain if they determine the tax impact is outweighed by the investment
risk of the security or by the availability of replacement securities which are
of a better value after considering the tax effect of the sale.

Distributions may also be subject to state and local taxes. Because everyone's
tax situation is unique, always consult your tax professional about federal,
state and local tax consequences.

TAXES ON TRANSACTIONS

[left margin]

[graphic of hand with index finger pointing] BUYING A DIVIDEND

If you buy a dividend, you incur the full tax liability of the distribution
period, but you may not enjoy the full benefit of the gains realized in the
fund's portfolio.

www.americancentury.com American Century Investments 11

MULTIPLE CLASS INFORMATION

American Century offers three classes of funds: Investor Class, Institutional
Class and Advisor Class. The shares offered by this Prospectus are Advisor Class
shares and are offered primarily to institutional investors, through
institutional distribution channels, such as employer-sponsored retirement
plans, or through banks, broker-dealers and insurance companies.

American Century offers another class of shares that has no up-front or deferred
charges, commissions or 12b-1 fees. The funds may offer a different class of
shares primarily to institutional investors, through institutional distribution
channels, such as employer-sponsored retirement plans, or through banks,
broker-dealers and insurance companies. The other classes have different fees,
expenses, and/or minimum investment requirements than the Advisor class. The
difference in the fee structures among the classes is the result of their
separate arrangements for shareholder and distribution services and not the
result of any difference in amounts charged by the advisor for core investment
advisory services. Accordingly, the core investment advisory expenses do not
vary by class. Different fees and expenses will affect performance. For
additional information concerning the other classes of shares not offered by
this Prospectus, call us at 1-800-345-3553 or contact a sales representative or
financial intermediary who offers those classes of shares.

SERVICE AND DISTRIBUTION FEES

Investment Company Act Rule 12b-1 permits mutual funds that adopt a written plan
to pay out of fund assets certain expenses associated with the distribution of
their shares. The fund's Advisor Class shares have a 12b-1 Plan. Under the Plan,
the fund pays an annual fee of 0.50% of fund assets, half for certain
shareholder and administrative services and half for distribution services. The
advisor, as paying agent for the fund, pays all or a portion of such fees to the
banks, broker-dealers and insurance companies that make such shares available.
Because these fees are paid out of the fund's assets on an on-going basis, over
time these fees will increase the cost of your investment and may cost you more
than paying other types of sales charges. For additional information about the
Plan and its terms, see "Multiple Class Structure - Master Distribution and
Shareholder Services Plan" in the Statement of Additional Information.

12 American Century Investments 1-800-345-3533

NOTES

www.americancentury.com American Century Investments 13

[back cover]

MORE INFORMATION ABOUT THE FUND IS CONTAINED IN THESE DOCUMENTS

ANNUAL AND SEMIANNUAL REPORTS

STATEMENT OF ADDITIONAL INFORMATION (SAI)

Investment Company Act File No. 811-0816

You also can get information about the fund (including the SAI) from the
Securities and Exchange Commission (SEC).

* In person SEC Public Reference Room
Washington, D.C.
Call 1-800-SEC-0330 for location
and hours.

* On the Internet www.sec.gov

* By mail SEC Public Reference Section
Washington, D.C. 20549-6009
(The SEC will charge a fee for copying
the documents.)

[american century logo(reg.sm)]
American
Century

AMERICAN CENTURY INVESTMENTS
P.O. Box 419385
Kansas City, Missouri 64141-6385
1-800-345-3533 or 816-531-5575

9902
SH-PRS-14888
<PAGE>
[front cover]

AMERICAN CENTURY

Prospectus

Tax-Managed Value Fund

[american century logo(reg.sm)]
American
Century

[left margin]

MARCH 1, 1999
INSTITUTIONAL CLASS

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANYONE WHO
TELLS YOU OTHERWISE IS COMMITTING A CRIME.

Distributed by Funds Distributor, Inc.

[inside front cover]

Dear Investor,

Inside you'll find:

* The fund's primary investments and risks

* A description of who may or may not want to invest in the fund

* Fund performance, including returns for each year, best and worst
quarters and average annual returns compared to the fund's benchmark

* An overview of services available and ways to manage your accounts

* Helpful tips and definitions of key investment terms

In another step toward simplification, we are introducing a more intuitive way
for you to evaluate our family of funds. This new system classifies funds based
on objective and risk.

The four broad objectives are: The three risk categories are:
* Growth * Aggressive
* Growth and Income * Moderate
* Income * Conservative
* Capital Preservation

Sincerely,

/s/Mark Killen
Mark Killen
Senior Vice President
American Century Investment Services, Inc.

[left margin]

[american century logo(reg.sm)]
American
Century

American Century
Investments

P.O. Box 419385
Kansas City, MO
64141-6385

TABLE OF CONTENTS

Throughout this book you'll find definitions to key investment terms and
phrases. When you see a word printed in GREEN ITALICS, look for its definition
in the left margin.

[graphic of hand with index finger pointing] This symbol highlights special
information and helpful tips.

American Century Investments

AN OVERVIEW OF THE FUND

WHAT ARE THE FUND'S INVESTMENT GOALS?

The Tax-Managed Value Fund seeks long-term capital growth by investing primarily
in common stocks while attempting to minimize the impact of federal taxes on
shareholder returns.

WHAT ARE THE FUND'S PRIMARY INVESTMENT STRATEGY AND PRINCIPAL RISKS?

The fund managers use a value investment strategy that invests primarily in
stocks of medium to large companies that the fund managers believe are
undervalued at the time of purchase. In selecting stocks, the fund looks for
companies that are temporarily out of favor in, or whose value is not yet
recognized by, the market. The fund managers will attempt to minimize taxable
distributions to fund shareholders. A more detailed description of American
Century's tax-managed investment strategy begins on page 4.

The fund's principal risks include

* Market Risk--The value of the fund's shares will go up and down based on the
performance of the companies whose securities it owns and other factors
affecting the securities market generally.

* Price Volatility--The value of the fund's shares may fluctuate significantly
in the short-term.

* Principal Loss--As with all mutual funds, if you sell your shares when their
value is less than the price you paid, you will lose money.

WHO may WANT TO INVEST IN THE FUND?

The fund may be a good investment if you are

* seeking long-term capital growth from your investment

* seeking lower taxable distributions than a traditional equity fund

* comfortable with the fund's short-term price volatility

* comfortable with the risks associated with the fund's investment strategy

WHO may not WANT TO INVEST IN THE FUND?

The fund may not be a good investment if you are

* investing through an IRA or other tax-advantaged retirement plan

* seeking current income from your investment

* investing for a short period of time

* uncomfortable with short-term volatility in the value of your investment

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2 American Century Investments 1-800-345-3533

FEES AND EXPENSES

There are no sales loads, fees or other charges

* to buy fund shares directly from American Century

* to reinvest dividends in additional shares

* to exchange into the Investor Class shares of other American Century funds

The following table describes the fees and expenses that you will pay if you buy
and hold shares of the fund.

SHAREHOLDER TRANSACTION EXPENSES (fees paid directly from your investment)

1 The fee withheld from redemption proceeds is retained by the fund.

<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (expenses that are deducted from fund assets)

1 The fund has a stepped fee schedule. As a result, the fund's management fee
generally decreases as fund assets increase. Please consult the statement of
Additional Information for more details about the fund's management fee.

EXAMPLE

The examples in the table below are intended to help you compare the costs of
investing in the fund with the costs of investing in other mutual funds.
Assuming you . . .

* incur the same operating expenses as shown above

* invest $10,000 in the fund

* redeem all of your shares at the end of the periods shown below

* earn a 5% return each year

. . . your cost of investing in the fund would be:

1 Year 3 Years
- --------------------------------------------------------------------------------
Tax-Managed Value Fund $300 $286

You would pay the following expenses if you did not redeem your shares at the
end of the periods shown below:

1 Year 3 Years
- --------------------------------------------------------------------------------
Tax-Managed Value Fund $92 $286

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[graphic of hand with index finger pointing] Use this example to compare the
costs of investing in other funds. Of course, your actual costs may be higher or
lower.

www.americancentury.com American Century Investments 3

INFORMATION ABOUT THE FUND

TAX-MANAGED VALUE FUND

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The fund seeks long-term capital growth.

HOW DOES THE FUND PURSUE ITS INVESTMENT OBJECTIVE?

The fund managers seek to achieve its objective by investing primarily in common
stocks. The fund managers will also attempt to minimize the impact of federal
income taxes on shareholder returns by attempting to minimize taxable
distributions to shareholders.

To minimize taxable distributions, the fund managers employ the following
tax-sensitive techniques that may, from time to time, be inconsistent with the
fund's objective of long-term capital growth:

* The fund managers seek to minimize realized capital gains by keeping
portfolio turnover relatively low and generally holding its investments for
longer periods.

* The fund managers may seek to minimize taxable dividend income where
appropriate by investing in stocks with lower dividend yields.

While the fund seeks to minimize taxable distributions to shareholders, it may
realize taxable gains and earn some dividends. For example, the fund managers
may elect to sell a security, even if the sale results in a taxable gain, if
they determine that the tax impact of the sale is outweighed by other factors.
Such factors include the investment risk of holding the security or the
availability of a replacement security which has a better potential return. In
addition, redemptions by fund shareholders could require the fund to sell
securities, potentially resulting in capital gains. At the fund managers'
discretion, payment of the redemption price may, under certain circumstances, be
made in whole or in part by a distribution in kind of securities from the fund,
in lieu of cash. See "Redemptions - Special Requirements for Large Redemptions"
on page 11. Because the fund is managed to provide high after-tax returns, it
may not provide as high a pre-tax return as other funds. For more information
regarding applicable taxes, see "Taxes" on page 13.

4 American Century Investments 1-800-345-3533

WHAT KINDS OF SECURITIES DOES THE FUND BUY?

WHAT ARE THE PRIMARY RISKS OF INVESTING IN THE FUND?

PERFORMANCE HISTORY

As a new fund, the fund's performance history is not available as of the date of
this prospectus.

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[graphic of hand with index finger pointing] Please call us at 1-800-345-3533 or
visit American Century's Web site at www.americancentury.com for current
performance information.

www.americancentury.com American Century Investments 5

MANAGEMENT

WHO MANAGES THE FUND?

The Board of Directors, investment advisor and portfolio management team play
key roles in the management of the fund.

THE BOARD OF DIRECTORS

THE INVESTMENT ADVISOR

For the services it provides to the fund, the advisor receives a unified
management fee of 0.90% of the average net assets of the Institutional Class of
shares of the fund. The amount of the management fee is calculated on a
class-by-class basis daily and paid monthly.

THE FUND MANAGEMENT TEAM

Portfolio managers on the investment team are identified below:

MARK MALLON

CHARLES RITTER

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[graphic of hand with index finger pointing] CODE OF ETHICS

6 American Century Investments 1-800-345-3533

FUNDAMENTAL INVESTMENT POLICIES

YEAR 2000 ISSUES

In addition, the issuers of securities the fund owns could have Year 2000
computer problems. These problems could negatively affect the value of their
securities, which, in turn, could impact the fund's performance. The fund
manager has established a process to gather publicly available information about
the Year 2000 readiness of these issuers. However, this process may not uncover
all relevant information, and the information gathered may not be complete and
accurate. Moreover, an issuer's Year 2000 readiness is only one of many factors
the fund manager may consider when making investment decisions, and other
factors may receive greater weight.

www.americancentury.com American Century Investments 7

INVESTING WITH AMERICAN CENTURY

ELIGIBILITY FOR INSTITUTIONAL CLASS SHARES

The Institutional Class shares are made available for purchase by large
institutional shareholders, such as bank trust departments, corporations,
retirement plans, endowments, foundations and financial advisors that meet the
fund's minimum investment requirements. Institutional Class shares are not
available for purchase by insurance companies for variable annuity and variable
life products.

MINIMUM INITIAL INVESTMENT AMOUNTS

The minimum investment is $5 million ($3 million for endowments and foundations)
per fund. If you invest with us through a financial intermediary, the minimum
investment requirement may be met by aggregating the investments of various
clients of your financial intermediary. The minimum investment requirement may
be waived if you or your financial intermediary, if applicable, has an aggregate
investment in our family of funds of $10 million or more ($5 million for
endowments and foundations). Retirement plans may also be required to meet
certain other requirements, such as plan size or a minimum level of assets per
participant, in order to be eligible to purchase Institutional Class shares.

REDEMPTIONS

REDEMPTION OF SHARES IN BELOW-MINIMUM ACCOUNTS

If your balance or the balance of your financial intermediary, if applicable,
falls below the minimum investment requirements due to redemptions or exchanges,
we reserve the right to convert your shares to Investor Class shares of the same
fund. The Investor Class shares have a unified management fee that is 0.20%
higher than the Institutional Class.

SERVICES AUTOMATICALLY AVAILABLE TO YOU

You automatically will have access to the services listed below when you open
your account. If you do not want these services, see "Conducting Business in
Writing" below.

CONDUCTING BUSINESS IN WRITING

YOUR GUIDE TO SERVICES AND POLICIES

When you open an account, you will receive a services guide, which explains the
services available to you and the policies of the funds and the transfer agent.

8 American Century Investments 1-800-345-3533

WAYS TO MANAGE YOUR ACCOUNT
- --------------------------------------------------------------------------------
BY TELEPHONE
Service Representative
1-800-345-3533

[graphic of telephone]

OPEN AN ACCOUNT

If you are a current investor, you can open an account by exchanging shares from
another American Century account.

EXCHANGE SHARES

Call us or use our Automated Information Line if you have authorized us to
accept telephone instructions.

MAKE ADDITIONAL INVESTMENTS

Call us if you have authorized us to invest from your bank account.

SELL SHARES

Call a Service Representative.

- --------------------------------------------------------------------------------
BY MAIL OR FAX

P.O. Box 419385
Kansas City, MO 64141-6385

Fax
816-340-4655

[graphic of envelope]

OPEN AN ACCOUNT

Send a signed and completed application and check or money order payable to
American Century Investments.

EXCHANGE SHARES

Send us written instructions to exchange your shares from one American Century
account to another.

MAKE ADDITIONAL INVESTMENTS

SELL SHARES

Send us written instructions or a redemption form to sell shares. Call a Service
Representative to request a form.

- --------------------------------------------------------------------------------
BY WIRE

[graphic of hand with index finger pointing] Please remember that if you
request redemptions by wire, $10 will be deducted from the amount redeemed.
Your bank also may charge a fee.

[graphic of wire machine]

OPEN AN ACCOUNT

Call us to set up your account or mail a completed application to the address
provided in the "By mail" section and give your bank the following information:

MAKE ADDITIONAL INVESTMENTS

Follow the wire instructions provided in the "Open an account" section.

SELL SHARES

You can receive redemption proceeds by wire or electronic transfer.

EXCHANGE SHARES

Not applicable.

- --------------------------------------------------------------------------------
AUTOMATICALLY

[graphic of arrows in circle]

OPEN AN ACCOUNT

Not available.

EXCHANGE SHARES

Send us written instructions to set up an automatic exchange of shares from one
American Century account to another.

MAKE ADDITIONAL INVESTMENTS

With the automatic investment privilege, you can purchase shares on a regular
basis. You must invest at least $600 per year per account.

SELL SHARES

If you have at least $10,000 in your account, you may sell shares automatically
by establishing Check-A-Month or Automatic Redemption plans.

www.americancentury.com American Century Investments 9

ABUSIVE TRADING PRACTICES

We do not permit market-timing or other abusive trading practices in our funds.

10 American Century Investments 1-800-345-3533

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

INVESTING THROUGH FINANCIAL INTERMEDIARIES

If you own or are considering purchasing fund shares through a financial
intermediary or a retirement plan, your ability to purchase, exchange and redeem
shares will depend on the policies of that entity. Some policy differences may
include

* minimum investment requirements

* exchange policies

* fund choices

* cutoff time for investments

American Century has contracts with certain financial intermediaries requiring
them to track the time investment orders are received and to comply with
procedures relating to the transmission of orders. The fund has authorized those
intermediaries to accept orders on its behalf up to the time at which the net
asset value is determined. If those orders are transmitted to American Century
and paid for in accordance with the contract, they will be priced at the net
asset value next determined after your request is received in good order by the
intermediary on a fund's behalf.

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[graphic of hand with index finger pointing] Financial intermediaries include
banks, broker-dealers, insurance companies and investment advisors.

www.americancentury.com American Century Investments 11

SHARE PRICE AND DISTRIBUTIONS

SHARE PRICE

We will price your purchase, exchange or redemption at the NAV next determined
after we receive your transaction request in good order.

If you invest in fund shares through a bank, financial advisor or other
financial intermediary, it is the responsibility of your financial intermediary
to transmit your purchase, exchange and redemption requests to the fund's
transfer agent prior to the applicable cut-off time for receiving orders and to
make payment for any purchase transaction in accordance with the fund's
procedures or any contractual arrangements with the fund or the fund's
distributor in order for you to receive that day's price.

DISTRIBUTIONS

All distributions must be reinvested in the fund. Please consult our Investor
Services Guide for further information regarding distributions.

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The NET ASSET VALUE of the fund is the price of the fund's shares and is
calculated by determining the net assets of the fund and dividing by the number
of shares outstanding.

CAPITAL GAINS are increases in the values of capital assets, such as stock, from
the time the assets are purchased. Tax becomes due on capital gains once an
asset is sold.

12 American Century Investments 1-800-345-3533

TAXES

TAX-DEFERRED ACCOUNTS

TAXABLE ACCOUNTS

If you own fund shares through a taxable account, distributions by the fund and
sales by you of fund shares may cause you to be taxed.

TAXABILITY OF DISTRIBUTIONS

Although the fund seeks to maximize long-term capital growth while minimizing
taxable distributions, the fund may make distributions to its shareholders. For
example, the fund managers may elect to sell a security even if it results in a
taxable gain if they determine the tax impact is outweighed by the investment
risk of the security or by the availability of replacement securities which are
of a better value after considering the tax effect of the sale.

Distributions may also be subject to state and local taxes. Because everyone's
tax situation is unique, always consult your tax professional about federal,
state and local tax consequences.

TAXES ON TRANSACTIONS

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[graphic of hand with index finger pointing] BUYING A DIVIDEND

If you buy a dividend, you incur the full tax liability of the distribution
period, but you may not enjoy the full benefit of the gains realized in the
fund's portfolio.

www.americancentury.com American Century Investments 13

MULTIPLE CLASS INFORMATION

American Century offers three classes of funds: Investor Class, Institutional
Class and Advisor Class. The shares offered by this Prospectus are Institutional
Class shares and are offered primarily to institutional investors, through
institutional distribution channels, such as employer-sponsored retirement
plans, or through banks, broker-dealers and insurance companies.

American Century offers another class of shares that has no up-front or deferred
charges, commissions or 12b-1 fees. The funds may offer a different class of
shares primarily to institutional investors, through institutional distribution
channels, such as employer- sponsored retirement plans, or through banks,
broker-dealers and insurance companies. The other classes have different fees,
expenses, and/or minimum investment requirements than the Investor Class. The
difference in the fee structures among the classes is the result of their
separate arrangements for shareholder and distribution services and not the
result of any difference in amounts charged by the advisor for core investment
advisory services. Accordingly, the core investment advisory expenses do not
vary by class. Different fees and expenses will affect performance. For
additional information concerning the other classes of shares not offered by
this Prospectus, call us at 1-800-345-3553 or contact a sales representative or
financial intermediary who offers those classes of shares.

14 American Century Investments 1-800-345-3533

NOTES

www.americancentury.com American Century Investments 15

NOTES

16 American Century Investments 1-800-345-3533

NOTES

www.americancentury.com American Century Investments 17

[back cover]

MORE INFORMATION ABOUT THE FUND IS CONTAINED IN THESE DOCUMENTS

ANNUAL AND SEMIANNUAL REPORTS

STATEMENT OF ADDITIONAL INFORMATION (SAI)

Investment Company Act File No. 811-0816

You also can get information about the fund (including the SAI) from the
Securities and Exchange Commission (SEC).

* In person SEC Public Reference Room
Washington, D.C.
Call 1-800-SEC-0330 for location
and hours.

* On the Internet www.sec.gov

* By mail SEC Public Reference Section
Washington, D.C. 20549-6009
(The SEC will charge a fee for copying
the documents.)

[american century logo(reg.sm)]
American
Century

AMERICAN CENTURY INVESTMENTS
P.O. Box 419385
Kansas City, Missouri 64141-6385
1-800-345-3533 or 816-531-5575

9902
SH-PRS-14890
<PAGE>

PART C. OTHER INFORMATION.

ITEM 23. Exhibits (all exhibits not filed herewith are being incorporated
herein by reference)

(a) (1) Articles of Incorporation of Twentieth Century Investors, Inc.,
dated July 2, 1990 (filed electronically as an Exhibit to
Post-Effective Amendment No. 73 on Form N-1A on February 29,
1996).

(2) Articles of Amendment of Twentieth Century Investors, Inc., dated
November 20, 1990 (filed electronically as an Exhibit to
Post-Effective Amendment No. 73 on Form N-1A on February 29,
1996).

(3) Articles of Merger of Twentieth Century Investors, Inc., a
Maryland corporation and Twentieth Century Investors, Inc., a
Delaware corporation, dated February 22, 1991 (filed
electronically as an Exhibit to Post-Effective Amendment No. 73
on Form N-1A on February 29, 1996).

(4) Articles of Amendment of Twentieth Century Investors, Inc., dated
August 11, 1993 (filed electronically as an Exhibit to
Post-Effective Amendment No. 73 on Form N-1A on February 29,
1996).

(5) Articles Supplementary of Twentieth Century Investors, Inc.,
dated September 3, 1993 (filed electronically as an Exhibit to
Post-Effective Amendment No. 73 on Form N-1A on February 29,
1996).

(6) Articles Supplementary of Twentieth Century Investors, Inc.,
dated April 28, 1995 (filed electronically as an Exhibit to
Post-Effective Amendment No. 73 on Form N-1A on February 29,
1996).

(7) Articles Supplementary of Twentieth Century Investors, Inc.,
dated November 17, 1995 (filed electronically as an Exhibit to
Post-Effective Amendment No. 73 on Form N-1A on February 29,
1996).

(8) Articles Supplementary of Twentieth Century Investors, Inc.,
dated January 30, 1996 (filed electronically as an Exhibit to
Post-Effective Amendment No. 73 on Form N-1A on February 29,
1996).

(9) Articles Supplementary of Twentieth Century Investors, Inc.,
dated March 11, 1996 (filed electronically as an Exhibit to
Post-Effective Amendment No. 75 on Form N-1A on June 14, 1996).

(10) Articles of Amendment of Twentieth Century Investors, Inc., dated
December 2, 1996 (filed electronically as an Exhibit to
Post-Effective Amendment No. 76 on Form N-1A on February 28,
1997).

(11) Articles Supplementary of American Century Mutual Funds, Inc.,
dated December 2, 1996 (filed electronically as an Exhibit to
Post-Effective Amendment No. 76 on Form N-1A on February 28,
1997).

(12) Articles Supplementary of American Century Mutual Funds, Inc.,
dated July 28, 1997 (filed electronically as an Exhibit to
Post-Effective Amendment No. 78 on Form N-1A on February 26,
1998).

(13) Articles Supplementary of American Century Mutual Funds, Inc.,
dated November 28, 1997 (filed electronically as an Exhibit to
Post-Effective Amendment No. 83 on Form N-1A on February 26,
1999).

(14) Certificate of Correction to Articles Supplementary of American
Century Mutual Funds, Inc., dated December 18, 1997 (filed
electronically as an Exhibit to Post-Effective Amendment No. 83
on Form N-1A on February 26, 1999).

(15) Articles Supplementary of American Century Mutual Funds, Inc.,
dated December 18, 1997 (filed electronically as an Exhibit to
Post-Effective Amendment No. 78 on Form N-1A on February 26,
1998).

(16) Articles Supplementary of American Century Mutual Funds, Inc.,
dated January 25, 1999 (filed electronically as an Exhibit to
Post-Effective Amendment No. 83 on Form N-1A on February 26,
1999).

(17) Articles Supplementary of American Century Mutual Funds, Inc.,
dated February 16, 1999 (filed electronically as an Exhibit to
Post-Effective Amendment No. 83 on Form N-1A on February 26,
1999).

(b) (1) By-laws of Twentieth Century Investors, Inc. (filed
electronically as an Exhibit to Post-Effective Amendment No. 73
on Form N-1A on February 29, 1996).

(2) Amendment to Bylaws of American Century Mutual Funds, Inc. (filed
electronically as an Exhibit to Post-Effective Amendment No. 9 on
Form N-1A of American Century Capital Portfolios, Inc., File No.
33-64872, on February 17, 1998).

(c) Registrant hereby incorporates by reference, as though set forth fully
herein, Article Fifth, Article Seventh, and Article Eighth, of
Registrants Articles of Incorporation, appearing as Exhibit (a)(1) to
Post-Effective Amendment No. 73 on Form N-1A of the Registrant, and
Article Fifth of Registrants Articles of Amendment, appearing as
Exhibit (a)(4) to Post-Effective Amendment No. 73 to the Registration
Statement on February 29, 1996; and Sections 3, 4, 5, 6, 7, 8, 9, 10,
11, 22, 24, 25, 30, 31, 33, 39, 45 and 46 of Registrants By-Laws
appearing as Exhibit (b)(1) to Post-Effective Amendment No. 73 on Form
N-1A, and Sections 25, 30 & 31 of Registrants By-Laws appearing as
Exhibit (b)(2) to Post-Effective Amendment No. 9 on Form N-1A of
American Century Capital Portfolios, Inc., Commission No. 33-64872.

(d) (1) Management Agreement between American Century Mutual Funds, Inc.
and American Century Investment Management, Inc. dated August 1,
1997 (filed electronically as an Exhibit to Post-Effective
Amendment No. 78 on Form N-1A on February 26, 1998).

(2) Addendum to Management Agreement between American Century Mutual
Funds, Inc. and American Century Investment Management, Inc.,
dated February 16, 1999 (filed electronically as an Exhibit to
Post-Effective Amendment No. 83 on Form N-1A on February 26,
1999).

(e) (1) Distribution Agreement between American Century Mutual Funds,
Inc. and Funds Distributor, Inc. dated January 15, 1998 (filed
electronically as an Exhibit to Post-Effectivement Amendment No.
28 on Form N-1A of American Century Target Maturities Trust,
File No. 2-94608, on January 30, 1998).

(2) Amendment No. 1 to the Distribution Agreement between American
Century Mutual Funds, Inc. and Funds Distributor, Inc. dated June
1, 1998 (filed electronically as an Exhibit to Post-Effective
Amendment No. 11 to the Registration Statement of American
Century Capital Portfolios, Inc., File No. 33-64872, on June 26,
1998).

(3) Amendment No. 2 to the Distribution Agreement between American
Century Mutual Funds, Inc. and Funds Distributor, Inc. dated
December 1, 1998 (filed electronically as an Exhibit to
Post-Effective Amendment No. 12 to the Registration Statement of
American Century World Mutual Funds, Inc., File No. 33-39242, on
November 13, 1998).

(4) Amendment No. 3 to the Distribution Agreement between American
Century Mutual Funds, Inc. and Funds Distributor, Inc. dated
January 29, 1999 (filed electronically as an Exhibit to
Post-Effective Amendment No. 24 to the Registration Statement of
American Century Variable Portfolios, Inc., File No. 33-14567, on
January 15, 1999).

(f) Not Applicable.

(g) (1) Global Custody Agreement between The Chase Manhattan Bank and the
Twentieth Century and Benham funds, dated August 9, 1996 (filed
electronically as an Exhibit to Post-Effective Amendment No. 31
on Form N-1A of American Century Government Income Trust, File
No. 2-99222, on February 7, 1997).

(2) Master Agreement between Commerce Bank, N.A. and Twentieth
Century Services, Inc. dated January 22, 1997 (filed
electronically as an Exhibit to Post-Effective Amendment No. 76
on Form N-1A on February 28, 1997).

(h) Transfer Agency Agreement between Twentieth Century Investors, Inc.
and Twentieth Century Services, Inc. dated March 1, 1991 (filed
electronically as an Exhibit to Post-Effective Amendment No. 76 on
Form N-1A on February 28, 1997).

(i) Opinion and Consent of Counsel (filed electronically as an Exhibit to
Post-Effective Amendment No. 83 on Form N-1A on February 26, 1999).

(j) Power of Attorney dated February 19, 1999 (filed electronically as an
Exhibit to Post-Effective Amendment No. 83 on Form N-1A on February
26, 1999).

(k) Not applicable.

(l) Not applicable.

(m) (1) Master Distribution and Shareholder Services Plan of Twentieth
Century Capital Portfolios, Inc., Twentieth Century Investors,
Inc., Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. (Advisor Class) dated
September 3, 1996 (filed electronically as an Exhibit to
Post-Effective Amendment No. 9 on Form N-1A of American Century
Capital Portfolios, Inc., File No. 33-64872, on February 17,
1998).

(2) Amendment No. 1 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American
Century Mutual Funds, Inc., American Century Strategic Asset
Allocations, Inc. and American Century World Mutual Funds,
Inc.(Advisor Class) dated June 13, 1997 (filed electronically as
an exhibit to Post-Effective Amendment No. 77 on Form N-1A on
July 17, 1997).

(3) Amendment No. 2 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American
Century Mutual Funds, Inc., American Century Strategic Asset
Allocations, Inc. and American Century World Mutual Funds, Inc.
(Advisor Class) dated September 30, 1997 (filed electronically as
an Exhibit to Post-Effective Amendment No. 78 on Form N-1A on
February 26, 1998).

(4) Amendment No. 3 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American
Century Mutual Funds, Inc., American Century Strategic Asset
Allocations, Inc. and American Century World Mutual Funds, Inc.
(Advisor Class) dated June 30, 1998 (filed electronically as an
Exhibit to Post-Effective Amendment No. 11 on Form N-1A of
American Century Capital Portfolios, Inc., File No. 33-64872, on
June 26, 1998).

(5) Amendment No. 4 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American
Century Mutual Funds, Inc., American Century Strategic Asset
Allocations, Inc. and American Century World Mutual Funds, Inc.
(Advisor Class) dated November 13, 1998 (filed electronically as
an Exhibit to Post-Effective Amendment No. 12 on Form N-1A of
American Century World Mutual Funds, Inc., File No. 33-39242, on
November 13, 1998).

(6) Amendment No. 5 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American
Century Mutual Funds, Inc., American Century Strategic Asset
Allocations, Inc. and American Century World Mutual Funds, Inc.
(Advisor Class) dated February 16, 1999 (filed electronically as
an Exhibit to Post-Effective Amendment No. 83 on Form N-1A on
February 26, 1999).

(7) Shareholder Services Plan of Twentieth Century Capital
Portfolios, Inc., Twentieth Century Investors, Inc., Twentieth
Century Strategic Asset Allocations, Inc. and Twentieth Century
World Investors, Inc. (Service Class) dated September 3, 1996
(filed electronically as an Exhibit to Post-Effective Amendment
No. 9 on Form N-1A of American Century Capital Portfolios, Inc.,
File No. 33-64872, on February 17, 1998).

(n) (1) Financial Data Schedule for Tax-Managed Value is included herein.

(o) (1) Multiple Class Plan of Twentieth Century Capital Portfolios,
Inc., Twentieth Century Investors, Inc., Twentieth Century
Strategic Asset Allocations, Inc. and Twentieth Century World
Investors, Inc. dated September 3, 1996 (filed electronically as
an Exhibit to Post-Effective Amendment 9 on Form N-1A of American
Century Capital Portfolios, Inc., File No. 33-64872, on February
17, 1998).

(2) Amendment No. 1 to Multiple Class Plan of American Century
Capital Portfolios, Inc., American Century Mutual Funds, Inc.,
American Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. dated June 13, 1997 (filed
electronically as an Exhibit to Post-Effective Amendment No. 77
on Form N-1A on July 17, 1997).

(3) Amendment No. 2 to Multiple Class Plan of American Century
Capital Portfolios, Inc., American Century Mutual Funds, Inc.,
American Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. dated September 30, 1997 (filed
electronically as an Exhibit to Post-Effective Amendment No. 78
on Form N-1A on February 26, 1998).

(4) Amendment No. 3 to Multiple Class Plan of American Century
Capital Portfolios, Inc., American Century Mutual Funds, Inc.,
American Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. dated June 30, 1998 (filed
electronically as an Exhibit to Post-Effective Amendment No. 11
on Form N-1A of American Century Capital Portfolios, Inc., File
No. 33-64872, on June 26, 1998).

(5) Amendment No. 4 to Multiple Class Plan of American Century
Capital Portfolios, Inc., American Century Mutual Funds, Inc.,
American Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. dated November 13, 1998 (filed
electronically as an Exhibit to Post-Effective Amendment No. 12
on Form N-1A of American Century World Mutual Funds, Inc., File
No. 33-39242, on November 13, 1998).

(6) Amendment No. 5 to Multiple Class Plan of American Century
Capital Portfolios, Inc., American Century Mutual Funds, Inc.,
American Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. dated January 29, 1999 (filed
electronically as an Exhibit to Post-Effective Amendment No. 14
on Form N-1A of American Century Capital Portfolios, Inc., File
No. 33-64872, on December 29, 1998).

ITEM 24. Persons Controlled by or Under Common Control with Registrant.

Not Applicable.

ITEM 25. Indemnification.

The Corporation is a Maryland corporation. Section 2-418 of the General
Corporation Law of Maryland allows a Maryland corporation to indemnify its
directors, officers, employees and agents to the extent provided in such
statute.

Article Eighth of the Articles of Incorporation requires the
indemnification of the corporation's directors and officers to the extent
permitted by the General Corporation Law of Maryland, the Investment
Company Act and all other applicable laws.

The registrant has purchased an insurance policy insuring its officers and
directors against certain liabilities which such officers and directors may
incur while acting in such capacities and providing reimbursement to the
registrant for sums which it may be permitted or required to pay to its
officers and directors by way of indemnification against such liabilities,
subject in either case to clauses respecting deductibility and
participation.

ITEM 26. Business and Other Connections of Investment Advisor.

None.

ITEM 27. Principal Underwriters.

(a) Funds Distributor, Inc. (the "Distributor") acts as principal underwriter
for the following investment companies.

American Century California Tax-Free and Municipal Funds
American Century Capital Portfolios, Inc.
American Century Government Income Trust
American Century International Bond Funds
American Century Investment Trust
American Century Municipal Trust
American Century Mutual Funds, Inc.
American Century Premium Reserves, Inc.
American Century Quantitative Equity Funds
American Century Strategic Asset Allocations, Inc.
American Century Target Maturities Trust
American Century Variable Portfolios, Inc.
American Century World Mutual Funds, Inc.
The Brinson Funds
Dresdner RCM Capital Funds, Inc.
Dresdner RCM Equity Funds, Inc.
Harris Insight Funds Trust
HT Insight Funds, Inc. d/b/a Harris Insight Funds
J.P. Morgan Institutional Funds
J.P. Morgan Funds
JPM Series Trust
JPM Series Trust II
LaSalle Partners Funds, Inc.
Kobrick-Cendant Investment Trust
Merrimac Series
Monetta Fund, Inc.
Monetta Trust
The Montgomery Funds I
The Montgomery Funds II
The Munder Framlington Funds Trust
The Munder Funds Trust
The Munder Funds, Inc.
National Investors Cash Management Fund, Inc.
Orbitex Group of Funds
SG Cowen Funds, Inc.
SG Cowen Income + Growth Fund, Inc.
SG Cowen Standby Reserve Fund, Inc.
SG Cowen Standby Tax-Exempt Reserve Fund, Inc.
SG Cowen Series Funds, Inc.
St. Clair Funds, Inc.
The Skyline Funds
Waterhouse Investors Family of Funds, Inc.
WEBS Index Fund, Inc.

The Distributor is registered with the Securities and Exchange Commission
as a broker-dealer and is a member of the National Association of Securities
Dealers. The Distributor is located at 60 State Street, Suite 1300, Boston,
Massachusetts 02109. The Distributor is an indirect wholly-owned subsidiary of
Boston Institutional Group, Inc., a holding company all of whose outstanding
shares are owned by key employees.

(b) The following is a list of the executive officers, directors and partners of
the Distributor:

<TABLE>
<CAPTION>
Name and Principal Business Address* Positions and Offices with Positions and Offices with
Underwriter Registrant

<S> <C> <C>
Marie E. Connolly Director, President and Chief none
Executive Officer

George A. Rio Executive Vice President President, Principal Executive
and Principal Financial Officer

Donald R. Roberson Executive Vice President none

William S. Nichols Executive Vice President none

Margaret W. Chambers Senior Vice President, General None
Counsel, Chief Compliance
Officer, Secretary and Clerk

Michael S. Petrucelli Senior Vice President None

Joseph F. Tower, III Director, Senior Vice President, None
Treasurer and Chief Financial
Officer

Paula R. David Senior Vice President None

Gary S. MacDonald Senior Vice President None

Judith K. Benson Senior Vice President None

William J. Nutt Chairman and Director None
- --------------------
* All addresses are 60 State Street, Suite 1300, Boston, Massachusetts 02109
</TABLE>

ITEM 28. Location of Accounts and Records.

All accounts, books and other documents required to be maintained by
Section 31(a) of the 1940 Act, and the rules promulgated thereunder, are in
the possession of American Century Mutual Funds, Inc., American Century
Services Corporation and American Century Investment Management, Inc., all
located at American Century Tower, 4500 Main Street, Kansas City, Missouri
64111.

ITEM 29. Management Services

Not Applicable.

ITEM 30. Undertakings.

Not Applicable.
<PAGE>
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all the
requirements for effectiveness of this Post-Effective Amendment No. 84 to its
Registration Statement pursuant to Rule 485(b) promulgated under the Securities
Act of 1933, as amended, and has duly caused this Post-Effective Amendment No.
84 to be signed on its behalf by the undersigned, thereunto duly authorized, in
the City of Kansas City, State of Missouri on the 26th day of February, 1999.

American Century Mutual Funds, Inc.
(Registrant)

By: /*/George A. Rio
George A. Rio
President and Principal Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 84 has been signed below by the following persons
in the capacities and on the dates indicated.

Signature Title Date

*George A. Rio President, Principal Executive February 26, 1999
George A. Rio and Principal Financial Officer

*Maryanne Roepke Vice President and Treasurer February 26, 1999
Maryanne Roepke

*James E. Stowers, Jr. Chairman of the Board and February 26, 1999
James E. Stowers, Jr. Director

*James E. Stowers III Director February 26, 1999
James E. Stowers III

*Thomas A. Brown Director February 26, 1999
Thomas A. Brown

*Robert W. Doering, M.D. Director February 26, 1999
Robert W. Doering, M.D.

*Andrea C. Hall, Ph.D. Director February 26, 1999
Andrea C. Hall, Ph.D.

*Donald H. Pratt Director February 26, 1999
Donald H. Pratt

*Lloyd T. Silver, Jr. Director February 26, 1999
Lloyd T. Silver, Jr.

*M. Jeannine Strandjord Director February 26, 1999
M. Jeannine Strandjord

*D. D. (Del) Hock Director February 26, 1999
D. D. (Del) Hock

*By /s/Charles A. Etherington
Charles A. Etherington
Attorney-in-Fact

EXHIBIT INDEX

EXHIBIT DESCRIPTION OF DOCUMENT
NUMBER

EX-99.a1 Articles of Incorporation of Twentieth Century Investors, Inc.,
dated July 2, 1990 (filed as a part of Post-Effective Amendment No.
73 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 29, 1996, and incorporated
herein by reference).

EX-99.a2 Articles of Amendment of Twentieth Century Investors, Inc., dated
November 20, 1990 (filed as a part of Post-Effective Amendment No.
73 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 29, 1996, and incorporated
herein by reference).

EX-99.a3 Articles of Merger of Twentieth Century Investors, Inc., a Maryland
corporation and Twentieth Century Investors, Inc., a Delaware
corporation, dated February 22, 1991 (filed as a part of
Post-Effective Amendment No. 73 to the Registration Statement on
Form N-1A of the Registrant, File No. 2-14213, filed on February
29, 1996, and incorporated herein by reference).

EX-99.a4 Articles of Amendment of Twentieth Century Investors, Inc., dated
August 11, 1993 (filed as a part of Post-Effective Amendment No. 73
to the Registration Statement on Form N-1A of the Registrant, File
No. 2-14213, filed on February 29, 1996, and incorporated herein by
reference).

EX-99.a5 Articles Supplementary of Twentieth Century Investors, Inc., dated
September 3, 1993 (filed as a part of Post-Effective Amendment No.
73 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 29, 1996, and incorporated
herein by reference).

EX-99.a6 Articles Supplementary of Twentieth Century Investors, Inc., dated
April 28, 1995 (filed as a part of Post-Effective Amendment No. 73
to the Registration Statement on Form N-1A of the Registrant, File
No. 2-14213, filed on February 29, 1996, and incorporated herein by
reference).

EX-99.a7 Articles Supplementary of Twentieth Century Investors, dated
November 17, 1995 (filed as a part of Post-Effective Amendment No.
73 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 29, 1996, and incorporated
herein by reference).

EX-99.a8 Articles Supplementary of Twentieth Century Investors, Inc., dated
January 30, 1996 (filed as a part of Post-Effective Amendment No.
73 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 29, 1996, and incorporated
herein by reference).

EX-99.a9 Articles Supplementary of Twentieth Century Investors, Inc., dated
March 11, 1996 (filed as a part of Post-Effective Amendment No. 75
to the Registration Statement on Form N-1A of the Registrant, File
No. 2-14213, filed on June 14, 1996, and incorporated herein by
reference).

EX-99.a10 Articles of Amendment of Twentieth Century Investors, Inc. dated
December 2, 1996 (filed as a part of Post-Effective Amendment No.
76 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 28, 1997, and incorporated
herein by reference).

EX-99.a11 Articles Supplementary of American Century Mutual Funds, Inc. dated
December 2, 1996 (filed as a part of Post-Effective Amendment No.
76 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 28, 1997, and incorporated
herein by reference).

EX-99.a12 Articles Supplementary of American Century Mutual Funds, Inc. dated
July 28, 1997 (filed as a part of Post-Effective Amendment No. 78
to the Registration Statement on Form N-1A of the Registrant, File
No. 2-14213, filed on February 26, 1998, and incorporated herein by
reference).

EX-99.a13 Articles Supplementary of American Century Mutual Funds, Inc. dated
November 28, 1997 (filed as a part of Post-Effective Amendment No.
83 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 26, 1999, and incorporated
herein by reference).

EX-99.a14 Certificate of Correction to Articles Supplementary of American
Century Mutual Funds, Inc. dated December 18, 1997 (filed as a part
of Post-Effective Amendment No. 83 to the Registration Statement on
Form N-1A of the Registrant, File No. 2-14213, filed on February
26, 1999, and incorporated herein by reference).

EX-99.a15 Articles Supplementary of American Century Mutual Funds, Inc. dated
December 18, 1997 (filed as a part of Post-Effective Amendment No.
78 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, (filed on February 26, 1998, and incorporated
herein by reference).

EX-99.a16 Articles Supplementary of American Century Mutual Funds, Inc. dated
January 25, 1999 (filed as a part of Post-Effective Amendment No.
83 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 26, 1999, and incorporated
herein by reference).

EX-99.a17 Articles Supplementary of American Century Mutual Funds, Inc. dated
February 16, 1999 (filed as a part of Post-Effective Amendment No.
83 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 26, 1999, and incorporated
herein by reference).

EX-99.b1 Bylaws of Twentieth Century Investors, Inc. (filed as a part of
Post-Effective Amendment No. 73 to the Registration Statement on
Form N-1A of the Registrant, File No. 2-14213, filed on February
29, 1996, and incorporated herein by reference).

EX-99.b2 Amendment of Bylaws of American Century Mutual Funds, Inc. (filed
as a part of Post-Effective Amendment No. 9 to the Registration
Statement on Form N-1A of American Century Capital Portfolios,
Inc., File No. 33-64872, filed on February 17, 1998, and
incorporated herein by reference).

EX-99.d1 Management Agreement between American Century Mutual Funds, Inc.
and American Century Investment Management, Inc. dated August 1,
1997 (filed as a part of Post-Effective Amendment No. 78 to the
Registration Statement on Form N-1A of the Registrant, File No.
2-14213, filed on February 26, 1998, and incorporated herein by
reference).

EX-99.d2 Addendum to Management Agreement between American Century Mutual
Funds, Inc. and American Century Investment Management, Inc. dated
February 16, 1999 (filed as a part of Post-Effective Amendment No.
83 to the Registration Statement on Form N-1A of the Registrant,
File No. 2-14213, filed on February 26, 1999, and incorporated
herein by reference).

EX-99.e1 Distribution Agreement between American Century Mutual Funds, Inc.
and Funds Distributor, dated January 15, 1998 (filed as a part of
Post-Effective Amendment No. 30 to the Registration Statement on
Form N-1A of American Century Target Maturities Trust, File No.
2-94608, filed on January 30, 1998, and incorporated herein by
reference).

EX-99.e2 Amendment No. 1 to the Distribution Agreement between American
Century Mutual Funds, Inc. and Funds Distributor, Inc. dated June
1, 1998 (filed as a part of Post-Effective Amendment No. 11 to the
Registration Statement on Form N-1A of American Century Capital
Portfolios, Inc., File No. 33-64872, filed on June 26, 1998, and
incorporated herein by reference).

EX-99.e3 Amendment No. 2 to the Distribution Agreement between American
Century Mutual Funds, Inc. and Funds Distributor, Inc. dated
December 1, 1998 (filed as a part of Post-Effective Amendment No.
12 to the Registration Statement on Form N-1A of American Century
World Mutual Funds, Inc., File No. 33-39242, filed on November 13,
1998, and incorporated herein by reference).

EX-99.e4 Amendment No. 3 to the Distribution Agreement between American
Century Mutual Funds, Inc. and Funds Distributor, Inc. dated
January 29, 1999 (filed as a part of Post-Effective Amendment No.
24 to the Registration Statement on Form N-1A of American Century
Variable Portfolios, Inc., File No. 33-14567, filed on January 15,
1999, and incorporated herein by reference).

EX-99.g1 Global Custody Agreement between The Chase Manhattan Bank and the
Twentieth Century and Benham funds, dated August 9, 1996 (filed as
a part of Post-Effective Amendment No. 31 to the Registration
Statement on Form N-1A of American Century Government Income Trust,
File No. 2-99222, filed on February 7, 1997, and incorporated
herein by reference).

EX-99.g2 Master Agreement between Commerce Bank, N.A. and Twentieth Century
Services, Inc. dated January 22, 1997 (filed as a part of
Post-Effective Amendment No. 76 to the Registration Statement on
Form N-1A of the Registrant, File No. 2-14213, filed on February
28, 1997, and incorporated herein by reference).

EX-99.h Transfer Agency Agreement dated as of March 1, 1991, by and between
Twentieth Century Investors, Inc. and Twentieth Century Services,
Inc. (filed as a part of Post-Effective Amendment No. 76 to the
Registration Statement on Form N-1A of the Registrant, File No.
2-14213, filed on February 28, 1997, and incorporated herein by
reference).

EX-99.i Opinion and Consent of Counsel (filed as a part of Post-Effective
Amendment No. 83 to the Registration Statement on Form N-1A of the
Registrant, File No. 2-14213, filed on February 26, 1999, and
incorporated herein by reference).

EX-99.j Power of Attorney dated February 19, 1999 (filed as a part of
Post-Effective Amendment No. 83 to the Registration Statement on
Form N-1A of the Registrant, File No. 2-14213, filed on February
26, 1999, and incorporated herein by reference).

EX-99.m1 Master Distribution and Shareholder Services Plan of Twentieth
Century Capital Portfolios, Inc., Twentieth Century Investors,
Inc., Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. (Advisor Class) dated
September 3, 1996 (filed as a part of Post-Effective Amendment No.
9 to the Registration Statement on Form N-1A of American Century
Capital Portfolios, Inc., File No. 33-64872, filed on February 17,
1998, and incorporated herein by reference).

EX-99.m2 Amendment No. 1 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. (Advisor Class)
dated June 13, 1997 (filed as a part of Post-Effective Amendment
No. 77 to the Registration Statement on Form N-1A of the
Registrant, File No. 2-14213, filed on July 17, 1997, and
incorporated herein by reference).

EX-99.m3 Amendment No. 2 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. (Advisor Class)
dated September 30, 1997 (filed as a part of Post-Effective
Amendment No. 78 to the Registration Statement on Form N-1A of the
Registrant, File No. 2-14213, filed on February 26, 1998, and
incorporated herein by reference).

EX-99.m4 Amendment No. 3 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. (Advisor Class)
dated June 30, 1998 (filed as a part of Post-Effective Amendment
No. 11 to the Registration Statement on Form N-1A of American
Century Capital Portfolios, Inc., File No. 33-64872, filed on June
26, 1998, and incorporated herein by reference).

EX-99.m5 Amendment No. 4 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. (Advisor Class)
dated November 13, 1998 (filed as a part of Post-Effective
Amendment No. 12 to the Registration Statement on Form N-1A of
American Century World Mutual Funds, Inc., File No. 33-39242, filed
on November 13, 1998, and incorporated herein by reference).

EX-99.m6 Amendment No. 5 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. (Advisor Class)
dated February 16, 1999 (filed as a part of Post-Effective
Amendment No. 83 to the Registration Statement on Form N-1A of the
Registrant, File No. 2-14213, filed on February 26, 1999, and
incorporated herein by reference).

EX-99.m7 Shareholder Services Plan of Twentieth Century Capital Portfolios,
Inc., Twentieth Century Investors, Inc., Twentieth Century
Strategic Asset Allocations, Inc. and Twentieth Century World
Investors, Inc. (Service Class) dated September 3, 1996 (filed as a
part of Post-Effective Amendment No. 9 to the Registration
Statement on Form N-1A of American Century Capital Portfolios,
Inc., File No. 33-64872, filed on February 17, 1998, and
incorporated herein by reference).

EX-99.o1 Multiple Class Plan of Twentieth Century Capital Portfolios, Inc.,
Twentieth Century Investors, Inc., Twentieth Century Strategic
Asset Allocations, Inc. and Twentieth Century World Investors, Inc.
dated September 3, 1996 (filed as a part of Post-Effective
Amendment No. 9 to the Registration Statement on Form N-1A of
American Century Capital Portfolios, Inc., File No. 33-64872, filed
on February 17, 1998, and incorporated herein by reference).

EX-99.o2 Amendment No. 1 to Multiple Class Plan of American Century Capital
Portfolios, Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American Century
World Mutual Funds, Inc. dated June 13, 1997 (filed as a part of
Post-Effective Amendment No. 77 to the Registration Statement on
Form N-1A of the Registrant, File No. 2-14213, filed on July 17,
1997, and incorporated herein by reference).

EX-99.o3 Amendment No. 2 to Multiple Class Plan of American Century Capital
Portfolios, Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American Century
World Mutual Funds, Inc. dated September 30, 1997 (filed as a part
of Post-Effective Amendment No. 78 to the Registration Statement on
Form N-1A of the Registrant, File No. 2-14213, filed on February
26, 1998, and incorporated herein by reference).

EX-99.o4 Amendment No. 3 to Multiple Class Plan of American Century Capital
Portfolios, Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American Century
World Mutual Funds, Inc. dated June 30, 1998 (filed as a part of
Post-Effective Amendment No. 11 to the Registration Statement on
Form N-1A of American Century Capital Portfolios, Inc., File No.
33-64872, filed on June 26, 1998, and incorporated herein by
reference).

EX-99.o5 Amendment No. 4 to Multiple Class Plan of American Century Capital
Portfolios, Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American Century
World Mutual Funds, Inc. dated November 13, 1998 (filed as a part
of Post-Effective Amendment No. 12 to the Registration Statement on
Form N-1A of American Century World Mutual Funds, Inc., File No.
33-39242, filed on November 13, 1998, and incorporated herein by
reference).

EX-99.o6 Amendment No. 5 to Multiple Class Plan of American Century Capital
Portfolios, Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American Century
World Mutual Funds, Inc. dated January 29, 1999 (filed as a part of
Post-Effective Amendment No. 14 to the Registration Statement on
Form N-1A of the Registrant, File No. 33-64872, filed on December
29, 1998, and incorporated herein by reference).

EX-27.1.1 Financial Data Schedule for Tax-Managed Value Fund.

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT OF AMERICAN CENTURY CAPITAL PORTFOLIOS, INC. AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH REPORT. INFORMATION PRESENTED IS A TOTAL OF ALL
CLASSES, EXCEPT WHERE SUCH PRESENTATION IS NOT POSSIBLE(SUCH AS PER SHARE DATA).
IN THOSE CASES, ONLY THE INVESTOR CLASS INFORMATION IS PRESENTED.
</LEGEND>
<CIK> 0000100334
<NAME> AMERICAN CENTURY MUTUAL FUNDS, INC.
<SERIES>
<NUMBER> 8
<NAME> Tax-Managed Value Fund

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> OCT-31-1998
<PERIOD-END> OCT-31-1998
<INVESTMENTS-AT-COST> 0
<INVESTMENTS-AT-VALUE> 0
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 0
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 0
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 0
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0.00
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0.00
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.00
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0

</TABLE>