AMERICAN CENTURY MUTUAL FUNDS, INC.
ARTICLES SUPPLEMENTARY
AMERICAN CENTURY MUTUAL FUNDS, INC., a Maryland corporation whose
principal Maryland office is located in Baltimore, Maryland (the "Corporation"),
hereby certifies to the State Department of Assessments and Taxation of Maryland
that:
FIRST: Pursuant to the authority expressly vested in the Board of
Directors by Article FIFTH and Article SEVENTH of the Articles of Incorporation
of the Corporation, the Board of Directors of the Corporation has duly
established two new series of shares titled Golconda All-Cap and Golconda
Large-Cap (hereinafter referred to as "Series") for the Corporation's stock and
has allocated Six Hundred Million (600,000,000) shares of the Eleven Billion One
Hundred Million (11,100,000,000) shares of authorized capital stock of the
Corporation, par value One Cent ($0.01) per share, for the aggregate par value
of Six Million Dollars ($6,000,000) to the new Series. As a result of the action
taken by the Board of Directors referenced in Article FIRST of these Articles
Supplementary, the fifteen (15) Series of stock of the Corporation and the
number of shares and aggregate par value of each is as follows:
Aggregate
Series No. of Shares Par Value
------ ------------- ---------
Growth Fund 1,000,000,000 $10,000,000
Select Fund 500,000,000 5,000,000
Ultra Fund 4,000,000,000 40,000,000
Vista Fund 1,000,000,000 10,000,000
Heritage Fund 500,000,000 5,000,000
Giftrust Fund 200,000,000 2,000,000
Balanced Fund 200,000,000 2,000,000
Bond Fund 200,000,000 2,000,000
Limited-Term Bond Fund 200,000,000 2,000,000
Intermediate-Term Bond Fund 200,000,000 2,000,000
New Opportunities Fund 200,000,000 2,000,000
High-Yield Fund 200,000,000 2,000,000
Tax-Managed Value Fund 200,000,000 2,000,000
Golconda All-Cap Fund 300,000,000 3,000,000
Golconda Large-Cap Fund 300,000,000 3,000,000
The par value of each share of stock in each Series is One Cent ($0.01) per
share.
SECOND: Pursuant to authority expressly vested in the Board of
Directors by Article FIFTH and Article SEVENTH of the Articles of Incorporation,
the Board of Directors of the Corporation (a) has duly established classes of
shares (each hereinafter referred to as a "Class") for the Series of the capital
stock of the Corporation and (b) has allocated the shares designated to the
Series in Article FIRST above among the Classes of shares. As a result of the
action taken by the Board of Directors, the Classes of shares of the fifteen
(15) Series of stock of the Corporation and the number of shares and aggregate
par value of each is as follows:
Aggregate
Series Name Class Name No. of Shares Par Value
----------- ---------- ------------- ---------
Growth Fund Investor 710,000,000 $7,100,000
Institutional 80,000,000 800,000
Service 0 0
Advisor 210,000,000 2,100,000
Select Fund Investor 360,000,000 3,600,000
Institutional 40,000,000 400,000
Service 0 0
Advisor 100,000,000 1,000,000
Ultra Fund Investor 3,500,000,000 35,000,000
Institutional 200,000,000 2,000,000
Service 0 0
Advisor 300,000,000 3,000,000
Vista Fund Investor 710,000,000 7,100,000
Institutional 80,000,000 800,000
Service 0 0
Advisor 210,000,000 2,100,000
Heritage Fund Investor 354,000,000 3,540,000
Institutional 41,000,000 410,000
Service 0 0
Advisor 105,000,000 1,050,000
Giftrust Fund Investor 200,000,000 2,000,000
Balanced Fund Investor 134,000,000 1,340,000
Institutional 16,000,000 160,000
Service 0 0
Advisor 50,000,000 500,000
Bond Fund Investor 150,000,000 1,500,000
Service 0 0
Advisor 50,000,000 500,000
Limited-Term Bond Fund Investor 150,000,000 1,500,000
Service 0 0
Advisor 50,000,000 500,000
<PAGE>
Aggregate
Series Name Class Name No. of Shares Par Value
----------- ---------- ------------- ---------
Intermediate-Term Bond Fund Investor 150,000,000 1,500,000
Service 0 0
Advisor 50,000,000 500,000
New Opportunities Fund Investor 200,000,000 2,000,000
High Yield Fund Investor 100,000,000 1,000,000
Advisor 100,000,000 1,000,000
Tax-Managed Value Fund Investor 134,000,000 1,340,000
Institutional 16,000,000 160,000
Advisor 50,000,000 500,000
Golconda All-Cap Fund Investor 200,000,000 2,000,000
Institutional 50,000,000 500,000
Advisor 50,000,000 500,000
Golconda Large-Cap Fund Investor 200,000,000 2,000,000
Institutional 50,000,000 500,000
Advisor 50,000,000 500,000
THIRD: Except as otherwise provided by the express provisions of these
Articles Supplementary, nothing herein shall limit, by inference or otherwise,
the discretionary right of the Board of Directors to serialize, classify or
reclassify and issue any unissued shares of any Series or Class or any unissued
shares that have not been allocated to a Series or Class, and to fix or alter
all terms thereof, to the full extent provided by the Articles of Incorporation
of the Corporation.
FOURTH: A description of the series and classes of shares, including
the preferences, conversion and other rights, voting powers, restrictions,
limitations as to dividends, qualifications, and terms and conditions for
redemption is set forth in the Articles of Incorporation of the Corporation and
is not changed by these Articles Supplementary, except with respect to the
creation and/or designation of the various Series.
FIFTH: The Board of Directors of the Corporation duly adopted
resolutions dividing into Series the authorized capital stock of the Corporation
and allocating shares to each Series as set forth in these Articles
Supplementary.
SIXTH: The Board of Directors of the Corporation duly adopted
resolutions establishing the Series and allocating shares to the Series, as set
forth in Article FIRST, and dividing the Series of capital stock of the
Corporation into Classes as set forth in Article SECOND.
<PAGE>
IN WITNESS WHEREOF, AMERICAN CENTURY MUTUAL FUNDS, INC. has caused
these Articles Supplementary to be signed and acknowledged in its name and on
its behalf by its Vice President and attested to by its Assistant Secretary on
this 2nd day of August, 1999.
AMERICAN CENTURY MUTUAL
FUNDS, INC.
ATTEST:
/s/ Brian L. Brogan By:/s/ David C. Tucker
------------------------------ -----------------------------
Name: Brian L. Brogan Name: David C. Tucker
Title: Assistant Secretary Title: Vice President
THE UNDERSIGNED Vice President of AMERICAN CENTURY MUTUAL FUNDS, INC.,
who executed on behalf of said Corporation the foregoing Articles Supplementary
to the Charter, of which this certificate is made a part, hereby acknowledges,
in the name of and on behalf of said Corporation, the foregoing Articles
Supplementary to the Charter to be the corporate act of said Corporation, and
further certifies that, to the best of his knowledge, information and belief,
the matters and facts set forth therein with respect to the approval thereof are
true in all material respects under the penalties of perjury.
Dated: August 2, 1999 /s/ David C. Tucker
--------------------------------
David C. Tucker, Vice President
