AMERICAN CENTURY CAPITAL PRESERVATION FUND INC
N-30D, 1997-05-30
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                                 ANNUAL REPORT

                            [american century logo]
                                    American
                                  Century(sm)

                                 March 31, 1997

                                     BENHAM
                                     GROUP

                              Capital Preservation
                            Capital Preservation II
                         Government Agency Money Market


                                     cover

                               TABLE OF CONTENTS

Report Highlights............................................1
Our Message to You...........................................2
Period Overview..............................................3
Capital Preservation
   Performance & Portfolio Information.......................4
   Management Q & A..........................................5
   Schedule of Investments...................................7
   Financial Highlights.....................................21
Capital Preservation II
   Performance & Portfolio Information.......................8
   Management Q & A..........................................9
   Schedule of Investments..................................10
   Financial Highlights.....................................22
Government Agency Money Market
   Performance & Portfolio Information......................11
   Management Q & A.........................................12
   Schedule of Investments..................................14
   Financial Highlights.....................................23
Statements of Assets and Liabilities........................15
Statements of Operations....................................16
Statements of Changes in Net Assets.........................17
Notes to Financial Statements...............................18
Independent Auditors' Report................................24
IRA/403(b) Information......................................25
Background Information
   Investment Philosophy & Policies.........................28
   Comparative Indices......................................28
   Lipper Rankings..........................................28
   Portfolio Management Team................................28
Glossary....................................................29

American Century  Investments offers you nearly 70 fund choices covering stocks,
bonds, money markets,  specialty investments and blended portfolios. To help you
find the funds that may meet your needs, we have divided  American Century funds
into three groups based on investment style and objectives.  These groups, which
appear below, are designed to help simplify your fund decisions.

                American Century Investments -- Family of Funds


     BENHAM GROUP           AMERICAN CENTURY GROUP       TWENTIETH CENTURY GROUP

  MONEY MARKET FUNDS          ASSET ALLOCATION &
 GOVERNMENT BOND FUNDS          BALANCED FUNDS              U.S. GROWTH FUNDS
DIVERSIFIED BOND FUNDS     CONSERVATIVE EQUITY FUNDS       INTERNATIONAL FUNDS
 MUNICIPAL BOND FUNDS           SPECIALTY FUNDS

 Capital Preservation
Capital Preservation II
  Government Agency
     Money Market


We welcome your comments or questions about this report.  
See the back cover for ways to contact us by mail, phone or e-mail.

Twentieth  Century and the Benham Group are registered marks of American Century
Services Corporation and Benham Management Corporation,  respectively.  American
Century is a service mark of American Century Services Corporation.


                                                    American Century Investments


                               REPORT HIGHLIGHTS

Period Overview

o    The U.S.  economy grew much faster than  expected  during the twelve months
     ended March 31, 1997,  particularly  during the second  quarter of 1996 and
     the first quarter of 1997.

o    Despite strong economic growth,  inflation  remained tame.  Consumer prices
     rose by just 2.8% for the year ended March 31, 1997.

o    Strong  economic  growth  led the  Federal  Reserve  (the Fed) to raise its
     federal funds rate target from 5.25% to 5.50% in late March in an effort to
     pre-empt inflation.

o    Money market rates  fluctuated  throughout  the period  because of changing
     expectations  of Fed policy.  The yield on the  three-month  Treasury  bill
     varied in a range between 4.92% and 5.40%.

Capital Preservation

o    The fund returned 4.82% for the fiscal year ended March 31, 1997,  compared
     with the 4.69% average return of the fund's peers.

o    With the  market  mired in a  trading  range  throughout  the  period,  our
     conservative  approach to managing the fund paid off with an  above-average
     return.

o    We  boosted  the  fund's  yield  with  little  additional  risk  by  adding
     attractively priced Treasury notes to the fund.

o    Going  forward,  we  expect  strong  economic  growth  and  low  levels  of
     unemployment may push interest rates higher.

Capital Preservation II

o    The fund returned 4.69% for the fiscal year ended March 31, 1997,  matching
     the 4.69% average return of the fund's peers.

o    The fund continued to invest primarily in overnight  repurchase  agreements
     (repos) collateralized by U.S. Treasury securities.

o    Repo rates tend to track  closely  the federal  funds rate,  so an interest
     rate increase by the Fed would likely translate rapidly into a higher yield
     for the fund.

Government Agency Money Market

o    The fund returned 4.89% for the fiscal year ended March 31, 1997,  compared
     with the 4.74% average return of the fund's peers.

o    With the  market  mired in a  trading  range  throughout  the  period,  our
     conservative  approach to managing the fund paid off with an  above-average
     return.

o    We  increased  the fund's  responsiveness  to  changing  interest  rates by
     holding more  floating-rate  notes  (floaters),  whose interest rates reset
     periodically.

o    Going  forward,  we  expect  strong  economic  growth  and  low  levels  of
     unemployment may push interest rates higher.


                              Capital Preservation

                         Total Returns:      AS OF 3/31/97
                           6 Months                 2.37%*
                           1 Year                    4.82%

                         Net Assets:          $3.0 billion
                           (AS of 3/31/97)

                         Inception Date:          10/13/72

                         Ticker Symbol:              CPFXX


                            Capital Preservation II

                         Total Returns:      AS OF 3/31/97
                           6 Months                 2.31%*
                           1 Year                    4.69%

                         Net Assets:        $226.5 million
                           (AS of 3/31/97)

                         Inception Date:           5/16/80

                         Ticker Symbol:              CAPXX


                               Government Agency

                         Total Returns:      AS OF 3/31/97
                           6 Months                 2.40%*
                           1 Year                    4.89%

                         Net Assets:        $470.8 million
                           (AS of 3/31/97)

                         Inception Date:           12/5/89

                         Ticker Symbol:              BGAXX

                                * Not annualized.

                 Many of the investment terms in this report are
                       defined in the Glossary on page 29.


Annual Report                                             Report Highlights    1


                               OUR MESSAGE TO YOU

[photo of James E. Stowers, III and James M. Benham]

March 31,  1997,  marked the end of an eventful  period for our company and U.S.
money market rates.  Over the past twelve months,  money market rates fluctuated
sharply in response to changing  interest  rate  expectations.  In the following
pages, our investment  management team provides further details about the market
and how your fund was managed during the year.

In January,  nearly two years of integration  between  Twentieth Century and The
Benham  Group   culminated  when  we  began  serving  you  as  American  Century
Investments.  Under  this new name we now offer  you a larger  menu of nearly 70
fund choices.

The new name also  introduces  three new  groupings  for the  funds-- the Benham
Group  (money  market  and  bond  funds),  the  American  Century  Group  (asset
allocation, balanced, conservative equity and specialty funds) and the Twentieth
Century Group (growth and  international  equity funds).  Capital  Preservation,
Capital  Preservation  II and Government  Agency Money Market will remain in the
Benham Group because their investment goals--current income and the preservation
of principal--match key attributes of that group.

In addition to the company name and fund groupings,  you'll notice other changes
in this report. Based on investors' feedback,  our shareholder reports have been
redesigned with added features,  including additional charts, graphs, a glossary
and a one-page report summary. By June, all American Century shareholder reports
will have been  converted to this  format,  which has received an "A" grade from
Morningstar.

Another new  resource is the  American  Century Web site.  If you use a personal
computer  and have  Internet  access,  we've made it easier for you to  download
information  about American Century funds and access your fund accounts.  With a
personal  access code,  you can view account  balances,  exchange  money between
existing  accounts  and make  additional  investments.  The Web site address is:
www.americancentury.com.  We are one of the first fund companies to offer direct
on-line transactions via the Internet.

In June,  you will receive a proxy  statement and ballot that  proposes  several
changes  to your fund.  The proxy  statement  contains  more  details  about the
proposed changes;  we strongly  encourage you to read it carefully and take part
in the proxy vote.

Going forward, we will continue to work to provide information and services that
are  useful  and  convenient  to  investors  in our funds.  We  appreciate  your
confidence in American Century and look forward to sharing other helpful changes
with you.

Sincerely,

/s/James E. Stowers III                      /s/James M. Benham 
James E. Stowers III                         James M. Benham
President and Chief Executive Officer        Vice Chairman
American Century Companies                   American Century Companies


2    Our Message to You                             American Century Investments


                                PERIOD OVERVIEW

U.S. Economy

The U.S. economy expanded by 4.1% during the twelve months ended March 31, 1997.
Strong  employment and income growth coupled with the highest levels of consumer
confidence in six years helped the economy grow at a 4.7% annual rate during the
second quarter of 1996. While the pace of growth slowed to 2.1% during the third
quarter,  the economy came back in the fourth quarter to expand at a 3.8% annual
rate. According to the government's initial estimate,  the economy expanded at a
much-stronger-than-expected 5.6% annual rate during the first quarter of 1997.

Despite strong economic growth,  inflation remained tame in 1996 and early 1997.
For the twelve  months  ended  March  1997,  consumer  prices rose by just 2.8%.
Though wages rose during the period,  overall  labor costs were kept in check by
lower  health  care and  benefit  costs.  A stronger  dollar  also  helped  keep
inflation at bay by making imported goods less expensive for U.S.
consumers.

Although  inflation  was  modest,  the U.S.  Federal  Reserve  (the Fed)  raised
short-term  interest  rates in March 1997 to  pre-empt  higher  inflation  going
forward.  While we think  the Fed may raise  interest  rates  further,  we don't
expect the federal  funds rate (the lending  rate  targeted by the Fed for large
overnight loans between commercial banks) to move sharply higher. That's because
the  "real"  federal  funds  rate--the  federal  funds  rate  minus  the rate of
inflation--is  already  at a level  that  would  typically  discourage  economic
growth.

Government Money Market Securities

Changing  expectations  of Fed interest rate policy caused money market rates to
fluctuate  sharply  between  April  1996 and March  1997.  While  many  analysts
initially  expected the U.S.  economy to wind down in 1996, the economy's strong
second-quarter   growth  dispelled  that  notion.   The  perhaps   contradictory
combination of strong  economic growth and low inflation was responsible for the
markets' uncertainty about the Fed's interest rate intentions.

The  accompanying  graph  depicts the  volatility  in money market rates between
April 1996 and March 1997. As the graph illustrates,  three-month  Treasury bill
(T-bill) yields,  which tend to reflect market participants' future expectations
for short-term  interest rates,  fluctuated  throughout the period. The sharpest
movements in  three-month  T-bill yields  typically  occurred in response to the
release of the government's monthly employment report, which the market tends to
use as a gauge of U.S. economic strength.

Overall, the yield on the three-month T-bill rose from 5.13% at the beginning of
the  period to 5.32% on March 31,  1997.  As the graph  indicates,  yields  rose
steadily  after  bottoming out at 4.92% in  mid-December.  The rise in rates was
precipitated by surging  economic  growth and critical  comments on inflation by
ranking Fed officials.  Though inflation appears to be in check, the strength of
the economy may keep upward pressure on rates going forward.

[line graph - data below]

                Federal Funds Rate Target vs. Three-Month T-Bill

             Three-month T-Bill       Fed Funds      Employment Report Released

4/5/96              5.13%               5.25%                4/5/96
4/12/96             5.07                5.25                 5/3/96
4/19/96             5.02                5.25                 6/7/96
4/26/96             5.12                5.25                 7/5/96
5/3/96              5.14                5.25                 8/2/96
5/10/96             5.13                5.25                 9/6/96
5/17/96             5.16                5.25                 10/4/96
5/24/96             5.18                5.25                 11/1/96
5/31/96             5.18                5.25                 12/6/96
6/7/96              5.26                5.25                 1/10/97
6/14/96              5.2                5.25                 2/7/97
6/21/96             5.27                5.25                 3/7/97
6/28/96             5.17                5.25
7/5/96               5.3                5.25
7/12/96              5.3                5.25
7/19/96             5.29                5.25
7/26/96             5.29                5.25
8/2/96               5.2                5.25
8/9/96              5.15                5.25
8/16/96             5.18                5.25
8/23/96             5.17                5.25
8/30/96             5.29                5.25
9/6/96              5.33                5.25
9/13/96              5.2                5.25
9/20/96             5.29                5.25
9/27/96             5.03                5.25
10/4/96             5.01                5.25
10/11/96            5.14                5.25
10/18/96             5.1                5.25
10/25/96            5.13                5.25
11/1/96             5.16                5.25
11/8/96             5.16                5.25
11/15/96            5.14                5.25
11/22/96            5.16                5.25
11/29/96            5.13                5.25
12/6/96             5.03                5.25
12/13/96            4.92                5.25
12/20/96            5.01                5.25
12/27/96             5.1                5.25
1/3/97              5.16                5.25
1/10/97             5.16                5.25
1/17/97             5.15                5.25
1/24/97             5.16                5.25
1/31/97             5.15                5.25
2/7/97              5.13                5.25
2/14/97             5.09                5.25
2/21/97             5.09                5.25
2/28/97             5.22                5.25
3/7/97              5.21                5.25
3/14/97             5.24                5.25
3/21/97              5.4                5.25
3/28/97             5.37                 5.5
Source: Bloomberg Financial Markets


Annual Report                                               Period Overview    3


                                               CAPITAL PRESERVATION
<TABLE>

                                                                        AVERAGE ANNUAL RETURNS
                                                             -------------------------------------------------
                                             6 MONTHS        1 YEAR      3 YEARS      5 YEARS     10 YEARS
TOTAL RETURNS AS OF MARCH 31, 1997
<S>                                            <C>            <C>          <C>          <C>           <C>  
Capital Preservation ......................... 2.37%          4.82%        4.77%        3.99%         5.33%
90-Day Treasury Bill Index ................... 2.54%          5.15%        5.18%        4.37%         5.58%
Average U.S. Treasury Money Market Fund(1) ... 2.32%          4.69%        4.69%        3.92%         5.34%
Fund's Ranking Among U.S. Treasury
Money Market Funds(1) ........................   --      31 out of 95  24 out of 76  14 out of 49  8 out of 17
</TABLE>

(1)  According to Lipper Analytical Services.

See pages 28-29 for more information  about returns,  the comparative  index and
Lipper fund rankings.

YIELDS AS OF MARCH 31, 1997
- ----------------------------------------------------------
                                  7-Day            7-Day
                                 Current         Effective
                                  Yield            Yield

Capital Preservation              4.73%            4.84%

Yields are defined in the Glossary on page 29.


PORTFOLIO AT A GLANCE
- ---------------------------------------------------------
                                 3/31/97          3/31/96
Number of Securities               19               24
Weighted Average Maturity        49 days          47 days
Expense Ratio                     0.49%            0.51%


Money market funds are neither  insured nor  guaranteed by the U.S.  government.
Yields will fluctuate,  and there can be no assurance that the fund will be able
to maintain a stable $1.00 share price.

           You will receive a proxy statement in June. Please read it
                   carefully and take part in the proxy vote.


4    Capital Preservation                           American Century Investments


                              Capital Preservation

Management Q & A

An interview  with Brian Howell,  a portfolio  manager on the U.S.  Treasury and
government money market funds management team.

HOW DID THE FUND PERFORM?

The fund  outperformed  its peer group average for the twelve months ended March
31, 1997. For the fiscal year, the fund returned 4.82%,  compared with the 4.69%
average  return of the 95 funds in Lipper's  "U.S.  Treasury Money Market Funds"
category  for the same  period.  The fund's  longer-term  returns are  similarly
strong.  (See the  Total  Returns  table on the  previous  page for  other  fund
performance  comparisons.)  Security  selection and our  relatively low expenses
were the  primary  reasons  for the fund's  strong  performance  relative to its
peers.

HOW WAS THE FUND POSITIONED DURING THE PERIOD?

Treasury  bill yields  ranged  between  4.92% and 5.40% during the  twelve-month
period  because of uncertainty  over the direction of short-term  interest rates
(see page 3). With yields range  bound,  we made only minor  adjustments  to the
fund's  positioning.  Though  stronger-than-expected  economic  growth led us to
shorten  the  fund's  maturity  periodically,  the  clear  lack of  inflationary
pressures in the economy  allowed us to maintain the fund's average  maturity at
the long end of its neutral range of 40-50 days for most of the period.

However, the more moderate pace of economic growth during the second half of the
year  allowed us to extend the fund's  average  maturity  out to around 55 days.
Nevertheless,  we brought the fund's average maturity back to within its neutral
range late in the period after consistently  strong economic growth and critical
comments on inflation by ranking Fed  officials  made an interest  rate increase
likely.  Shortening  the fund's  average  maturity is beneficial  when rates are
rising  because we can  reinvest  the fund's  maturing  assets  more  quickly in
higher-yielding securities.

THE FUND'S  HOLDINGS OF TREASURY NOTES AS A PERCENT OF ASSETS  INCREASED  DURING
THE PERIOD. WHY?

Treasury  notes  occasionally  offer  higher  yields  than  Treasury  bills with
comparable  maturities,  so buying notes can be a good way to enhance the fund's
yield  without  taking on  additional  risk.  We consider  buying notes when the
difference in yield, or "spread,"  between bills and notes widens to about 10-15
basis  points.  Spreads  widened  during the period  when bill  yields fell as a
result of strong  demand and low supply.  (The stronger the demand and lower the
supply,  the higher a bill's selling price and the lower its yield.) The lack of
supply was  particularly  apparent  during the first quarter of 1997,  when bill
issuance was about 90% of normal.

[pie charts]

PORTFOLIO  COMPOSITION  BY  SECURITY  TYPE (as of  3/31/97)  
Treasury  Notes 53%
Treasury Bills 47%

PORTFOLIO  COMPOSITION  BY  SECURITY  TYPE (as of  9/30/96)  
Treasury  Bills 54%
Treasury Notes 47% 
STRIPS 4%


Annual Report                                          Capital Preservation    5


                              CAPITAL PRESERVATION

Strong  demand for Treasury  bills came from two primary  sources:  U.S.  equity
investors taking  temporary refuge from the volatility of the stock market;  and
foreign  buyers.  Foreign demand for short-term  Treasury  securities was strong
throughout 1996 and early 1997 because real U.S. money market returns  (reported
returns minus the inflation  rate) were very  attractive  when compared with the
record low interest rates offered by short-term  German and Japanese  government
debt, for example. The U.S. dollar's rise during the period also boosted foreign
demand   for   U.S.    securities   because   foreign   investors   who   bought
dollar-denominated  assets also stood to benefit from currency  gains when their
dollars were translated back into local currencies.

WHAT'S YOUR OUTLOOK FOR MONEY MARKET RATES GOING FORWARD?

High levels of consumer confidence and rising employment and wage growth seem to
argue for strong  economic  growth going  forward.  And until the economy  shows
signs of slowing, there should continue to be upward pressure on interest rates.
As a result, we expect rates to go higher in the months ahead. Nevertheless,  we
don't think rates will rise significantly because the real federal funds rate is
already restrictive (see page 3).

WITH  THAT  OUTLOOK  IN MIND,  HOW WILL YOU  MANAGE  THE FUND  OVER THE NEXT SIX
MONTHS?

We'll likely keep the fund's average maturity close to neutral so that if a rate
increase  occurs,  we'll be able to reinvest  the fund's  assets more quickly to
capture  rising  yields.  But  because we don't  think the Fed is going to raise
rates aggressively, we won't shorten the fund's maturity as much as we otherwise
might when  rates are  rising.  That will  allow us to buy more  longer-maturity
paper than we normally would in a rising interest rate environment, which should
help boost the fund's yield.

[pie charts]

PORTFOLIO  COMPOSITION  BY MATURITY (as of 3/31/97) 
1-30 days 33% 
31-60 days 34%
61-90 days 22% 
91-180 days 11%

PORTFOLIO  COMPOSITION  BY MATURITY (as of 9/30/96) 
1-30 days 53% 
31-60 days 35%
61-90 days 7% 
91-180 days 5%


6     Capital Preservation                          American Century Investments


                            SCHEDULE OF INVESTMENTS
                              CAPITAL PRESERVATION

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

U.S. TREASURY BILLS(1)
$309,000,000  U.S. Treasury Bills, 4.67%,
                4/3/97                                       $    308,913,027
334,500,000   U.S. Treasury Bills, 5.27%,
                4/17/97                                           333,724,680
160,000,000   U.S. Treasury Bills, 5.10%,
                5/1/97                                            159,328,916
 90,000,000   U.S. Treasury Bills, 5.15%,
                5/8/97                                             89,515,506
 71,000,000   U.S. Treasury Bills, 5.14%,
                5/15/97                                            70,564,669
 74,000,000   U.S. Treasury Bills, 5.13%,
                5/22/97                                            73,477,639
122,500,000   U.S. Treasury Bills, 5.16%,
                5/29/97                                           121,511,681
 62,500,000   U.S. Treasury Bills, 5.16%,
                6/5/97                                             61,923,269
118,000,000   U.S. Treasury Bills, 5.15%,
                6/19/97                                           116,671,615
 50,000,000   U.S. Treasury Bills, 5.15%,
                6/26/97                                            49,372,917
                                                                 ------------
TOTAL U.S. TREASURY BILLS--47.1%                                1,385,003,919
                                                                -------------

U.S. TREASURY NOTES(1)
335,000,000   U.S. Treasury Notes, 8.50%,
                4/15/97                                           335,395,028
194,750,000   U.S. Treasury Notes, 6.50%,
                4/30/97                                           194,911,091
215,000,000   U.S. Treasury Notes, 6.50%,
                5/15/97                                           215,298,882
 85,000,000   U.S. Treasury Notes, 8.50%,
                5/15/97                                            85,314,918
261,000,000   U.S. Treasury Notes, 6.125%,
                5/31/97                                           261,270,740
150,000,000   U.S. Treasury Notes, 6.75%,
                5/31/97                                           150,326,475
 40,000,000   U.S. Treasury Notes, 5.625%,
                6/30/97                                            40,033,814


Principal Amount                                                         Value
- --------------------------------------------------------------------------------

$25,000,000   U.S. Treasury Notes, 5.625%,
                8/31/97                                     $      24,985,156
250,000,000   U.S. Treasury Notes, 6.00%,
                8/31/97                                           250,158,357
                                                                -------------
TOTAL U.S. TREASURY NOTES--52.9%                                1,557,694,461
                                                                -------------
TOTAL INVESTMENT SECURITIES--100.0%                            $2,942,698,380
                                                                =============

Notes to Schedule of Investments

(1)  The rates for U.S.  Treasury  Bills are the yield to  maturity at March 31,
     1997. The rates for U.S. Treasury Notes are the stated coupon rates.


See Notes to Financial Statements



Annual Report                                          Capital Preservation    7


                              CAPITAL PRESERVATION II
<TABLE>
                                                                        AVERAGE ANNUAL RETURNS
                                                            ----------------------------------------------
                                             6 MONTHS       1 YEAR       3 YEARS      5 YEARS     10 YEARS
TOTAL RETURNS AS OF MARCH 31, 1997
<S>                                             <C>          <C>           <C>          <C>          <C>  
Capital Preservation II ....................... 2.31%        4.69%         4.66%        3.80%        5.26%
90-Day Treasury Bill Index .................... 2.54%        5.15%         5.18%        4.37%        5.58%
Average U.S. Treasury Money Market Fund(1) .... 2.32%        4.69%         4.69%        3.92%        5.34%
Fund's Ranking Among U.S. Treasury
Money Market Funds(1) .........................  --   57 out of 95   40 out of 76  38 out of 49  10 out of 17
</TABLE>

(1)  According to Lipper Analytical Services.

See pages 28-29 for more information  about returns,  the comparative  index and
Lipper fund rankings.


YIELDS AS OF MARCH 31, 1997
                                  7-Day            7-Day
                                 Current         Effective
                                  Yield            Yield

Capital Preservation II           4.93%            5.05%

Yields are defined in the Glossary on page 29.


PORTFOLIO AT A GLANCE
                                 3/31/97          3/31/96
Number of Securities               12               13
Weighted Average Maturity         1 day           3 days
Expense Ratio                     0.74%            0.76%

Money market funds are neither  insured nor  guaranteed by the U.S.  government.
Yields will fluctuate,  and there can be no assurance that the fund will be able
to maintain a stable $1.00 share price.

           You will receive a proxy statement in June. Please read it
                   carefully and take part in the proxy vote.


8    Capital Preservation II                        American Century Investments


                            CAPITAL PRESERVATION II

Management Q & A

An interview with Denise Tabacco,  a portfolio  manager on the U.S. Treasury and
government money market funds management team.

HOW DID THE FUND PERFORM?

The fund kept pace with its peer  group.  For the fiscal  year  ended  March 31,
1997,  the fund's total return was 4.69%,  matching the 4.69% average  return of
the 95 funds in Lipper's  "U.S.  Treasury  Money Market Funds"  category for the
same period.  (See the Total  Returns  table on the previous page for other fund
performance comparisons.)

HOW WAS THE FUND POSITIONED DURING THE PERIOD?

The fund  continued  to invest  primarily  in  overnight  repurchase  agreements
(repos)  collateralized by U.S. Treasury securities.  Purchasing overnight repos
kept the fund's  average  maturity at one day. Its short average  maturity means
that the fund  responds  very quickly to changes in interest  rates.  The fund's
very short  average  maturity and  responsiveness  to interest rate changes help
explain why the fund so closely matched its category average.

REPO RATES SHOT UP ON DECEMBER 31, 1996. WHY?

Repo rates tend to rise  temporarily in response to increased demand for cash in
the repo market.  Demand for cash typically increases at month-end,  quarter-end
and year-end, when businesses need cash for balance sheet purposes. In addition,
bank reserve  settlements--when  member banks  typically need cash to meet their
reserve  requirements--also  boost  demand.  Repo  rates can also rise when Wall
Street securities  dealers own a lot of Treasurys they must finance.  This often
occurs on days that Treasury  securities  settle  following an auction,  or when
Wall Street has accumulated  Treasurys in the belief that the market is about to
rally.  All these factors came together at year-end.  As a result,  the fund was
able to buy repos offering yields as high as 6.80%.

WHAT'S YOUR OUTLOOK FOR MONEY MARKET RATES GOING FORWARD?

It's  uncertain  whether  the Fed's March 1997  interest  rate  increase  was an
isolated event or the first in a series of moves.  Nevertheless,  high levels of
consumer confidence, a vibrant housing market, rising employment and wage growth
all seem to argue for strong U.S.  economic growth. As a result, we expect rates
will go even higher in the months ahead.

WITH THAT  OUTLOOK IN MIND,  HOW WILL YOU MANAGE THE FUND OVER THE NEXT  SEVERAL
MONTHS?

We'll  continue  to invest in  overnight  repos.  Repo  rates  tend to track the
federal funds rate very closely,  so a short-term  interest rate increase by the
Fed would rapidly translate into a higher yield for the fund.


Annual Report                                       Capital Preservation II    9


                            SCHEDULE OF INVESTMENTS
                            CAPITAL PRESERVATION II

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

REPURCHASE AGREEMENTS(1)
$11,300,000   Bank of America Securities, 6.25%,
              4/1/97, collateralized by
              $11,310,000 par value U.S.
              Treasury Notes, 6.75%, 6/30/99
              (Delivery value $11,301,962)                     $   11,300,000
 11,300,000   Bank of Tokyo, 6.40%, 4/1/97,
              collateralized by $10,795,000
              par value U.S. Treasury Bonds,
              8.25%, 5/15/05 (Delivery value
              $11,302,009)                                         11,300,000
 11,300,000   CS First Boston, 6.40%, 4/1/97,
              collateralized by $11,885,000
              par value U.S. Treasury Bills,
              6.40%, 10/16/97 (Delivery value
              $11,302,009)                                         11,300,000
 56,500,000   Daiwa Securities, 6.45%, 4/1/97,
              collateralized by $57,272,000
              par value U.S. Treasury Notes,
              5.375%, 5/31/98 (Delivery
              value $56,510,123)                                   56,500,000
 11,300,000   Goldman Sachs & Co., Inc., 6.45%,
              4/1/97, collateralized by
              $11,145,000 par value U.S.
              Treasury Notes, 7.375%,
              11/15/97 (Delivery value
              $11,302,025)                                         11,300,000
 11,300,000   Hong Kong and Shanghai Banking
              Corp., 6.00%, 4/1/97,
              collateralized by $11,325,000
              par value U.S. Treasury Notes,
          7   .125%, 2/29/00 (Delivery
              value $11,301,883)                                   11,300,000
 11,300,000   J.P. Morgan Securities, Inc., 6.20%,
              4/1/97, collateralized by
              $8,197,000 par value U.S.
              Treasury Bonds, 13.75%,
              8/15/04 (Delivery value
              $11,301,946)                                         11,300,000
 11,300,000   Merrill Lynch & Co., Inc., 6.25%,
              4/1/97, collateralized by
              $8,740,000 par value U.S.
              Treasury Bonds, 11.625%,
              11/15/04 (Delivery value
              $11,301,962)                                         11,300,000

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

$11,300,000   Sanwa Bank, 6.45%, 4/1/97,
              collateralized by $11,668,000
              par value U.S. Treasury Notes,
              6.375%, 3/31/01 (Delivery
              value $11,302,025)                               $   11,300,000
 11,300,000   State Street Bank, 6.10%, 4/1/97,
              collateralized by $10,765,000
              par value U.S. Treasury Bonds,
              7.875%, 11/15/07 (Delivery
              value $11,301,915)                                   11,300,000
 11,300,000   Swiss Bank Corp., 6.35%, 4/1/97,
              collateralized by $9,023,000 par
              value U.S. Treasury Bonds,
              10.375%, 11/15/12 (Delivery
              value $11,301,993)                                   11,300,000
 56,500,000   Union Bank of Switzerland, 6.40%,
              4/1/97, collateralized by
              $36,000,000 par value U.S
              Treasury Notes, 7.875%,
              11/15/04 and $18,341,000
              par value U.S. Treasury Notes,
              6.375%, 1/15/99 (Delivery
              value $56,510,044)                                   56,500,000
                                                                  -----------
TOTAL INVESTMENT SECURITIES--100.0%                              $226,000,000
                                                                 ============
Notes to Schedule of Investments

(1) All repurchase agreements were entered into on March 31, 1997.


See Notes to Financial Statements



10   Capital Preservation II                        American Century Investments


<TABLE>
                         GOVERNMENT AGENCY MONEY MARKET
                                                                                AVERAGE ANNUAL RETURNS
                                                            ------------------------------------------------
                                             6 MONTHS       1 YEAR       3 YEARS      5 YEARS   LIFE OF FUND
TOTAL RETURNS AS OF MARCH 31, 1997
<S>                                             <C>          <C>           <C>          <C>         <C>  
Government Agency Money Market ................ 2.40%        4.89%         4.90%        4.09%       4.96%
90-Day Treasury Bill Index .................... 2.54%        5.15%         5.18%        4.37%       4.97%(1)
Average U.S. Government Money Market Fund(2) .. 2.35%        4.74%         4.72%        3.94%       4.64%(1)
Fund's Ranking Among U.S. Government
Money Market Funds(2) .........................  --  36 out of 115  20 out of 95  19 out of 79   4 out of 57
</TABLE>

(1)  Returns  since  12/31/89,  the date nearest the fund's  inception for which
     return data are available. Inception date was December 5, 1989.

(2)  According to Lipper Analytical Services.

See pages 28-29 for more information  about returns,  the comparative  index and
Lipper fund rankings.

YIELDS AS OF MARCH 31, 1997
                                  7-Day            7-Day
                                 Current         Effective
                                  Yield            Yield

Government Agency Money Market      4.82%          4.94%

Yields are defined in the Glossary on page 29.


PORTFOLIO AT A GLANCE
                                 3/31/97          3/31/96
Number of Securities               49               49
Weighted Average Maturity        42 days          44 days
Expense Ratio                     0.57%            0.51%


Money market funds are neither  insured nor  guaranteed by the U.S.  government.
Yields will fluctuate,  and there can be no assurance that the fund will be able
to maintain a stable $1.00 share price.

           You will receive a proxy statement in June. Please read it
                   carefully and take part in the proxy vote.


Annual Report                                Government Agency Money Market   11


                         GOVERNMENT AGENCY MONEY MARKET

Management Q & A

An interview  with Brian Howell,  a portfolio  manager on the U.S.  Treasury and
government money market funds management team.

HOW DID THE FUND PERFORM?

The fund  performed  well  relative to its peers during the twelve  months ended
March 31, 1997. For the fiscal year, the fund returned 4.89%,  compared with the
4.74% average return of the 115 funds in Lipper's "U.S.  Government Money Market
Funds"  category  for the same  period.  (See  the  Total  Returns  table on the
previous page for other fund performance comparisons.)

HOW WAS THE FUND POSITIONED DURING THE PERIOD?

Money market  yields  remained in a range for the  majority of the  twelve-month
period  because of uncertainty  over the direction of short-term  interest rates
(see page 3). With yields range  bound,  we made only minor  adjustments  to the
fund's  positioning.  At the beginning of the period, we kept the fund's average
maturity  slightly  shorter than its neutral  range of 40-50 days. At that time,
signs of strong economic  growth made a Fed rate hike a possibility,  so it made
sense to shorten the fund's average maturity. However, the pace of U.S. economic
growth  slowed  somewhat  during the second half of the year, so we extended the
fund's average maturity back out to 45-50 days.

Nevertheless,  critical  comments on inflation by ranking Fed officials prior to
the  Fed's  March  1997  interest  rate  increase  led us to  position  the fund
defensively.  We shortened the fund's average maturity,  which benefits the fund
when rates are rising  because we can reinvest the fund's  maturing  assets more
quickly in higher-yielding securities.

THE  FUND  MAINTAINED  A  RELATIVELY  LARGE  POSITION  IN  FLOATING-RATE   NOTES
(FLOATERS) DURING THE PERIOD. WHY?

We increased the fund's  proportion of floaters from around 14% of assets at the
beginning  of the fiscal year to about 20% by the end of the period.  We believe
holding floaters is a good way to improve the fund's  responsiveness to changing
interest rates. Floaters reflect changes in interest rates quickly because their
interest  rates reset on a periodic  basis.  Most of the  floaters we hold reset
based on the three- or six-month Treasury bill rate.  Treasury bill floaters are
especially  attractive in a rising interest rate environment  because three- and
six-month T-bill rates tend to reflect market  participants' future expectations
for the level of interest rates.

[pie charts]

PORTFOLIO  COMPOSITION  BY  SECURITY  TYPE  (as of  3/31/97) 
Government  Agency
Discount Notes 77% 

Floating-Rate Agency Notes 20% 

Government Agency Notes 3%


PORTFOLIO  COMPOSITION  BY  SECURITY  TYPE  (as of  9/30/96)  
Government  Agency
Discount Notes 70% 

Floating-Rate Agency Notes 23% 

Government Agency Notes 7%


12   Government Agency Money Market                 American Century Investments


                         GOVERNMENT AGENCY MONEY MARKET

WHAT'S YOUR OUTLOOK FOR MONEY MARKET RATES GOING FORWARD?

High levels of consumer confidence and rising employment and wage growth seem to
argue for strong economic expansion going forward. Until the economy shows signs
of slowing,  there will be upward pressure on interest  rates.  As a result,  we
expect  rates may go higher in the months  ahead.  Nevertheless,  we don't think
rates will increase significantly because we believe the real federal funds rate
is already restrictive (see page 3).

WITH  THAT  OUTLOOK  IN MIND,  HOW WILL YOU  MANAGE  THE FUND  OVER THE NEXT SIX
MONTHS?

We'll likely keep the fund's average maturity relatively short so that if a rate
increase  occurs,  the fund will be better  positioned to capture rising yields.
But  because we don't  think the Fed is going to raise  rates  aggressively,  we
won't shorten the fund's  maturity as much as we otherwise  might when rates are
rising.  That will allow us to buy more  longer-maturity  paper than we normally
would in a rising interest rate environment,  which should help boost the fund's
yield.

For example,  we'll be on the lookout for attractively  priced,  higher-yielding
securities in the  six-month to one-year  maturity  sector.  Because many market
participants believe the Fed is likely to raise interest rates, demand for these
six-month to one-year  securities will likely fall off, driving prices lower and
yields higher. If we were to buy some longer-maturity securities,  however, we'd
likely offset these  purchases by buying floaters or other paper with very short
maturities.

[pie charts]

PORTFOLIO  COMPOSITION  BY MATURITY (as of 3/31/97) 
1-30 days 43% 
31-60 days 29%
61-90 days 16% 
91-180 days 12%

PORTFOLIO  COMPOSITION  BY MATURITY (as of 9/30/96) 
1-30 days 39% 
31-60 days 27%
61-90 days 15% 
91-180 days 16% 
181-397 days 2%


Annual Report                                Government Agency Money Market   13


                            SCHEDULE OF INVESTMENTS
                         GOVERNMENT AGENCY MONEY MARKET

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

U.S. GOVERNMENT AGENCY DISCOUNT NOTES(1)
$ 2,600,000   FFCB Discount Note, 5.55%,
                4/7/97                                         $    2,597,751
  7,000,000   FFCB Discount Note, 5.52%,
                4/17/97                                             6,983,791
 43,830,000   FFCB Discount Note, 5.49%,
                4/29/97 through 6/3/97                             43,583,181
 18,500,000   FFCB Discount Note, 5.48%,
                6/5/97 through 6/17/97                             18,321,078
 35,000,000   FFCB Discount Note, 5.47%,
                7/17/97 through 8/18/97                            34,362,110
 97,315,000   FHLB Discount Note, 5.46%,
                4/24/97 through 5/29/97                            96,785,368
 55,335,000   FHLB Discount Note, 5.48%,
                4/30/97 through 6/30/97                            54,749,449
  5,500,000   FHLB Discount Note, 5.50%,
                8/13/97                                             5,394,363
 59,000,000   TVA Discount Note, 5.47%,
                4/2/97 through 4/22/97                             58,908,777
  8,200,000   TVA Discount Note, 5.48%,
                5/5/97                                              8,159,729
 33,300,000   TVA Discount Note, 5.49%,
                5/6/97 through 6/10/97                             33,016,827
                                                                  -----------
TOTAL U.S. GOVERNMENT
AGENCY DISCOUNT NOTES--77.3%                                      362,862,424
                                                                  -----------

OTHER U.S. GOVERNMENT AGENCY SECURITIES(1)
  3,115,000   FFCB, 5.29%, 6/2/97                                   3,112,376
 19,000,000   FFCB, VRN, 5.60%, 4/1/97,
              resets weekly off the 6-month
              T-Bill rate plus 0.05% with no
              caps, final maturity 6/13/97                         19,000,000
 10,000,000   FFCB, VRN, 5.60%, 4/1/97,
              resets weekly off the 6-month
              T-Bill rate plus 0.05% with no
              caps, final maturity 6/19/97                         10,000,000
 10,000,000   FFCB, VRN, 5.36%, 4/1/97,
              resets monthly off the 3-month
              T-Bill rate plus 0.22% with no
              caps, final maturity 7/1/97                           9,999,759
  9,525,000   FHLB, 5.645%, 5/15/97                                 9,524,876

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

$15,000,000   FHLB, VRN, 5.278%, 4/4/97,
              resets monthly off the 1-month
              LIBOR minus 0.16% with no
              caps, final maturity 4/4/97                       $  14,999,887
 20,000,000   SLMA, VRN, 5.54%, 4/1/97,
              resets weekly off the 3-month
              T-Bill rate plus 0.13% with no
              caps, final maturity 9/18/97                         20,000,000
 20,000,000   SLMA, VRN, 5.59%, 4/1/97,
              resets weekly off the 3-month
              T-Bill rate plus 0.18% with no
              caps, final maturity 11/10/97                        19,994,152
                                                                  -----------
TOTAL OTHER U.S. GOVERNMENT
AGENCY SECURITIES--22.7%                                          106,631,050
                                                                  -----------
TOTAL INVESTMENT SECURITIES--100.0%                              $469,493,474
                                                                 ============
Notes to Schedule of Investments

FFCB = Federal Farm Credit Bank

FHLB = Federal Home Loan Bank

LIBOR = London Interbank Offered Rate

resets = The frequency  with which a  fixed-income  security's  coupon  changes,
     based  on  current  market  conditions  or an  underlying  index.  The more
     frequently a security resets, the less risk the investor is taking that the
     coupon will vary significantly from current market rates.

SLMA = Student Loan Marketing Association

TVA = Tennessee Valley Authority 

VRN  =  Variable  Rate  Note.  Interest  reset  date is  indicated  and  used in
     calculating  the  weighted  average  portfolio  maturity.   Rate  shown  is
     effective March 31, 1997.

(1)  The  rates  for U.S.  Government  Agency  Discount  Notes  are the yield to
     maturity as of March 31, 1997. The rates for other U.S.  Government  Agency
     Securities are the stated coupon rates.

See Notes to Financial Statements



14   Government Agency Money Market                 American Century Investments

<TABLE>
<CAPTION>

                      STATEMENTS OF ASSETS AND LIABILITIES

MARCH 31, 1997

                                                                    CAPITAL           CAPITAL      PRESERVATION II
                                                                 PRESERVATION       GOVERNMENT         AGENCY

ASSETS
<S>                                   <C>                         <C>              <C>              <C>         
Investment securities, at value (Note 1)...................... $2,942,698,380     $226,000,000     $469,493,474
Cash..........................................................      5,824,129        1,548,575        1,540,726
Receivable for investments sold...............................     75,044,922              -               -
Receivable for capital shares sold............................        486,799          150,508             -
Interest receivable...........................................     38,750,805           39,566        1,110,823
Prepaid expenses and other assets.............................         35,353            2,802            5,658
                                                                       ------            -----            -----
                                                                3,062,840,388      227,741,451      472,150,681
                                                                -------------      -----------      -----------

LIABILITIES
Disbursements in excess of demand deposit cash................      3,702,646          230,185          502,680
Payable for investments purchased.............................     76,186,176              -               -
Payable for capital shares redeemed...........................      3,690,103          870,115          638,988
Payable to affiliates (Note 2)................................      1,147,314          150,661          201,411
Dividends payable.............................................         30,130              -             34,786
Accrued expenses and other liabilities........................         69,311           17,629           14,004
                                                                       ------           ------           ------
                                                                   84,825,680        1,268,590        1,391,869
                                                                   ----------        ---------        ---------
Net Assets Applicable to Outstanding Shares................... $2,978,014,708     $226,472,861     $470,758,812
                                                               ==============     ============     ============

CAPITAL SHARES
Authorized (Unlimited number of shares
authorized for Government Agency)............................. 10,000,000,000   10,000,000,000            --
                                                               ==============   ==============     ============
Outstanding  .................................................  2,977,972,397      226,472,861      470,758,812
                                                                =============      ===========      ===========
Net Asset Value Per Share.....................................          $1.00            $1.00            $1.00
                                                                        =====            =====            =====

NET ASSETS CONSIST OF:
Capital paid in............................................... $2,977,972,397     $226,472,861     $470,758,812
Undistributed net investment income...........................        125,831              -               -
Distributions in excess of net realized gain
on investment transactions....................................        (83,520)             -               -
                                                                      -------          -------          -------
                                                               $2,978,014,708     $226,472,861     $470,758,812
                                                               ==============     ============     ============
</TABLE>

See Notes to Financial Statements



Annual Report                          Statements of Assets and Liabilities   15

<TABLE>
<CAPTION>

                            STATEMENTS OF OPERATIONS

YEAR ENDED MARCH 31, 1997

                                                                    CAPITAL           CAPITAL      PRESERVATION II
                                                                 PRESERVATION       GOVERNMENT         AGENCY
INVESTMENT INCOME
Income:
<S>                                                               <C>               <C>             <C>        
Interest......................................................    $155,819,348      $12,618,880     $25,812,706
                                                                  ------------      -----------     -----------

Expenses (Note 2):
Investment advisory fees......................................       8,107,075        1,102,515       1,348,058
Administrative fees...........................................       2,871,948          226,237         459,802
Transfer agency fees..........................................       2,449,205          281,206         553,760
Printing and postage..........................................         641,891           56,751         122,230
Custodian fees................................................         401,644           61,306          67,030
Auditing and legal fees.......................................         105,774           26,044          31,912
Telephone expenses............................................         104,933           13,781          34,520
Directors' fees and expenses..................................          79,379           16,617          12,981
Registration and filing fees..................................          49,201           30,308          15,490
Other operating expenses......................................          13,169            2,452          12,506
                                                                        ------            -----          ------
  Total expenses..............................................      14,824,219        1,817,217       2,658,289
Amount recouped (waived) (Note 2).............................               -          (54,941)         93,320
Custodian earnings credits (Note 3)...........................        (196,208)         (15,225)        (24,382)
                                 -                                    --------          -------         ------- 
  Net expenses................................................      14,628,011        1,747,051       2,727,227
                                                                    ----------        ---------       ---------
Net investment income.........................................     141,191,337       10,871,829      23,085,479
                                                                   -----------       ----------      ----------

Net realized gain on investments..............................         752,673                -          10,130
                                                                   -----------       ----------      ----------

Net Increase in Net Assets
Resulting from Operations.....................................    $141,944,010      $10,871,829     $23,095,609
                                                                  ============      ===========     ===========

</TABLE>

See Notes to Financial Statements



16   Statements of Operations                       American Century Investments
<TABLE>
<CAPTION>


                      STATEMENTS OF CHANGES IN NET ASSETS




YEARS ENDED MARCH 31, 1997                               CAPITAL                        CAPITAL                      GOVERNMENT
AND MARCH 31, 1996                                     PRESERVATION                  PRESERVATION II                   AGENCY
                                           -----------------------------------------------------------------------------------------
Increase (Decrease) in Net Assets                 1997            1996           1997           1996            1997         1996
OPERATIONS
<S>                                       <C>             <C>             <C>            <C>             <C>          <C>        
Net investment income...................  $141,191,337    $150,636,263    $10,871,829    $12,712,502     $23,085,479  $25,573,383
Net realized gain on investments........       752,673       1,211,415               -              -         10,130       14,738
                                           -----------     -----------     ----------     ----------      ----------   ----------
Net increase in net assets
   resulting from operations............   141,944,010     151,847,678     10,871,829     12,712,502      23,095,609   25,588,121
                                           -----------     -----------     ----------     ----------      ----------   ----------

DISTRIBUTIONS TO SHAREHOLDERS
From net investment income..............  (141,065,506)   (150,636,263)   (10,871,829)   (12,712,502)    (23,085,479) (25,573,383)
From net realized gains from
   investment transactions..............      (752,673)     (1,211,415)             --             --        (10,130)     (14,738)
Distributions in excess of
net realized
   gains on investment transactions.....       (83,520)              --             --             --              --           --
                                           -----------     -----------     ----------     ----------      ----------   ----------
Decrease in net assets
from distributions......................  (141,901,699)   (151,847,678)   (10,871,829)   (12,712,502)    (23,095,609) (25,588,121)
                                          ------------    ------------    -----------    -----------     -----------  ----------- 

CAPITAL SHARE TRANSACTIONS
Proceeds from shares sold............... 2,258,573,530   3,051,788,845    145,382,295    171,364,900     409,848,791  527,427,754
Proceeds from reinvestment
of distributions........................   136,153,282     144,805,698     10,464,213     12,161,767      22,319,108   24,618,517
Payments for shares redeemed............(2,494,312,912) (3,002,386,181)  (174,949,825)  (200,390,890)   (464,737,370)(510,520,815)
                                        --------------  --------------   ------------   ------------    ------------ ------------ 
Net increase (decrease)
in net assets
   from capital share transactions......   (99,586,100)    194,208,362    (19,103,317)   (16,864,223)    (32,569,471)  41,525,456
                                           -----------     -----------    -----------    -----------     -----------   ----------
Net increase (decrease)
   in net assets........................   (99,543,789)    194,208,362    (19,103,317)   (16,864,223)    (32,569,471)  41,525,456

NET ASSETS
Beginning of Year.......................  3,077,558,497  2,883,350,135    245,576,178    262,440,401     503,328,283  461,802,827
                                          -------------  -------------    -----------    -----------     -----------  -----------
End of Year............................. $2,978,014,708 $3,077,558,497   $226,472,861   $245,576,178    $470,758,812 $503,328,283
                                         ============== ==============   ============   ============    ============ ============
Undistributed net
investment income.......................       $125,831             --             --             --              --           --
                                         ============== ==============   ============   ============    ============ ============

TRANSACTIONS IN SHARES
OF THE FUNDS
Sold....................................  2,258,573,530  3,051,788,845    145,382,295    171,364,900     409,848,791  527,427,754
Issued in reinvestment
   of distributions.....................    136,153,282    144,805,698     10,464,213     12,161,767      22,319,108   24,618,517
Redeemed................................ (2,494,312,912)(3,002,386,181)  (174,949,825)  (200,390,890)   (464,737,370)(510,520,815)
                                         -------------- --------------   ------------   ------------    ------------ ------------ 
Net increase (decrease).................    (99,586,100)   194,208,362    (19,103,317)   (16,864,223)    (32,569,471)  41,525,456
                                            ===========    ===========    ===========    ===========     ===========   ==========
</TABLE>

See Notes to Financial Statements



Annual Report                           Statements of Changes in Net Assets   17


                         NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

1. Organization and Summary of Significant Accounting Policies

Organization--  American  Century  Capital  Preservation  Fund,  Inc.,  American
Century  Capital  Preservation  Fund II, Inc. (the  Corporations),  and American
Century  Government Income Trust (the Trust) are registered under the Investment
Company Act of 1940 as open-end  diversified  management  investment  companies.
American Century - Benham Capital  Preservation  Fund (Capital  Preservation) is
the only  fund  issued by  American  Century  Capital  Preservation  Fund,  Inc.
American Century - Benham Capital Preservation Fund II (Capital Preservation II)
is the only fund issued by American Century Capital  Preservation  Fund II, Inc.
American  Century - Benham  Government  Agency  Money  Market  Fund  (Government
Agency) is one of the seven funds issued by American Century  Government  Income
Trust.  Capital  Preservation  is a money market fund which seeks maximum safety
and liquidity. The Fund intends to pursue its investment objectives by investing
exclusively in short-term U.S. Treasury securities guaranteed by the direct full
faith and credit pledge of the U.S. government and maintaining a dollar-weighted
average portfolio maturity of not more than 60 days. Capital  Preservation II is
a money market fund which seeks maximum safety and  liquidity.  The Fund intends
to pursue  its  investment  objectives  by  investing  primarily  in  repurchase
agreements  collateralized  by securities  that are backed by the full faith and
credit of the U.S. government.  Such collateral may include U.S. Treasury bills,
notes, and bonds or mortgage-backed  Ginnie Mae certificates.  Government Agency
is a money market fund which seeks to provide the highest rate of current return
on its  investments,  consistent  with safety of principal  and  maintenance  of
liquidity.  The Fund intends to pursue its  investment  objectives  by investing
exclusively in short-term obligations of the U.S government and its agencies and
instrumentalities, the income from which is exempt from state taxes. On February
28,  1997,  the  Board  of  Directors  of  Capital   Preservation   and  Capital
Preservation   II  approved  a   reorganization   transaction   whereby  Capital
Preservation  and Capital  Preservation  II will be merged into a newly  created
fund. Such transaction is subject to shareholder approval of both Funds, and, if
approved,  is  expected  to be  completed  in 1997.  The  following  significant
accounting  policies,  related to the Funds,  are in accordance  with accounting
policies generally accepted in the investment company industry.

Security   Valuations--   Securities  are  valued  at  amortized   cost,   which
approximates  current market value.  When valuations are not readily  available,
securities are valued at fair value as determined in accordance  with procedures
adopted by the Board of Directors or Trustees.

Securities  Transactions--  Security  transactions are accounted for on the date
purchased  or  sold.  Net  realized  gains  and  losses  are  determined  on the
identified cost basis, which is also used for federal income tax purposes.

Investment  Income--  Interest  income  is  recorded  on the  accrual  basis and
includes  amortization  of discounts  and  premiums.  Premiums and discounts are
amortized daily on a straight-line basis.

Repurchase   Agreements--   Capital   Preservation  II  enters  into  repurchase
agreements  with  institutions  that  the  Fund's  investment  advisor,   Benham
Management  Corporation  (BMC),  has  determined  are  creditworthy  pursuant to
criteria  adopted  by the  Board of  Directors.  Each  repurchase  agreement  is
recorded  at  cost.  The  Fund  requires  that  the  securities  purchased  in a
repurchase transaction be transferred to the custodian in a manner sufficient to
enable the Fund to obtain those  securities  in the event of a default under the
repurchase  agreement.  BMC  monitors,  on a  daily  basis,  the  value  of  the
securities  transferred to ensure that the value, including accrued interest, of
the securities  under each repurchase  agreement is greater than the amount owed
to the Fund under each repurchase agreement.

Forward Commitments--  Periodically,  Capital Preservation and Government Agency
enter into purchase or sale transactions on a forward commitment basis. In these
transactions,  the Funds sell a security  and at the same time make a commitment
to purchase the same security at a future date and specified price.  Conversely,
these Funds may purchase a security  and at the same time make a  commitment  to
sell the same  security at a future date at a  specified  price.  These types of
transactions are executed simultaneously in what are known as forward commitment
or "roll" transactions.  The Funds take possession of any security they purchase
in these transactions.

Income Tax Status-- It is the Funds'  policy to  distribute  all net  investment
income and net realized capital gains to shareholders  and to otherwise  qualify
as a regulated  investment  company under the provisions of the Internal Revenue
Code. Accordingly, no provision has been made for federal or state taxes.

Distributions--  Distributions  from net  investment  income  are  declared  and
credited daily and distributed  monthly.  The Funds do not expect to realize any
long-term capital gains, and accordingly, do not expect to pay any capital gains
distributions.

All income dividends paid by Capital  Preservation and Government  Agency during
the fiscal year ended March 31, 1997, came from net income on direct investments
in U.S.

18   Notes to Financial Statements                  American Century Investments


                         NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

Treasury and agency  securities.  Interest income from U.S.  Treasury and agency
securities is not subject to state and local taxes in many states.

Supplementary  Information--  Certain  officers and directors or trustees of the
Corporations  or Trust are also  officers  and/or  directors,  and,  as a group,
controlling  stockholders of American Century Companies,  Inc. (ACC), the parent
of the  Trust's  investment  advisor,  BMC,  the Trust's  distributor,  American
Century  Investment  Services,  Inc.  (ACIS)  and the  Trust's  transfer  agent,
American Century Services Corporation (ACSC).

Use of Estimates--  The  preparation of financial  statements in conformity with
generally accepted  accounting  principles requires management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the reported  amounts of increases  and  decreases in net assets
from  operations  during the  period.  Actual  results  could  differ from these
estimates.

- --------------------------------------------------------------------------------
2. Transactions with Related Parties

The  Corporations and Trust have entered into an Investment  Advisory  Agreement
with BMC that  provides  the  Corporations  and Trust with  investment  advisory
services in exchange for an investment  advisory fee. ACSC pays all compensation
of the  Corporations  and Trust  officers  and  directors  or  trustees  who are
officers or directors of ACC or any of its subsidiaries.  In addition, promotion
and distribution  expenses are paid by BMC. The investment  advisory fee is paid
monthly by Capital  Preservation  and Capital  Preservation  II by applying  the
Fund's average daily closing net assets to the following  annualized  investment
advisory fee schedule.  Government Agency pays BMC a monthly investment advisory
fee based on its pro rata share of the dollar  amount  derived from applying the
Trust's average daily closing net assets to the following annualized  investment
advisory fee schedule:

          0.50% of the first $100 million 
          0.45% of the next $100 million 
          0.40% of the next $100 million  
          0.35% of the next $100 million 
          0.30% of the next $100 million  
          0.25% of the next $1 billion 
          0.24% of the next $1 billion
          0.23% of the next $1 billion  
          0.22% of the next $1 billion 
          0.21% of the next $1 billion 
          0.20% of the next $1 billion
          0.19% of the average daily net assets over $6.5 billion

The Corporations and Trust have an  Administrative  Services and Transfer Agency
Agreement  with ACSC.  Under the  Agreement,  ACSC  provides  substantially  all
administrative and transfer agency services necessary to operate the Funds. Fees
for these  services  are based on  transaction  volume,  number of accounts  and
average  daily  closing net assets for funds  advised by BMC. The  Agreement was
formerly with Benham Financial Services, Inc.

The  Corporations  and Trust have an additional  agreement  with BMC pursuant to
which BMC established a contractual  expense guarantee that limits Fund expenses
to a percentage of average daily closing nets assets (excluding expenses such as
brokerage  commissions,   taxes,  interest,   custodian  earnings  credits,  and
extraordinary  expenses)  to 0.53%  (0.54%  prior to June 1,  1996) for  Capital
Preservation,  0.73% (0.75% prior to June 1, 1996) for Capital  Preservation II,
and 0.60% (0.50% prior to June 1, 1997) for  Government  Agency.  The  agreement
provides that BMC may recover  amounts  (representing  expenses in excess of the
Fund's expense guarantee rate) absorbed during the preceding 11 months,  if, and
to the extent that, for any given month,  the Fund's  expenses are less than the
expense  guarantee  rate in effect at that time. On April 25, 1997, the Board of
Trustees/Directors  approved a plan to implement a unified management fee, which
would replace the existing contracts,  previously  mentioned,  between the Funds
and related  parties.  Such plan is subject to shareholder  approval and will be
voted on in July 1997.

The payables to affiliates as of March 31, 1997,  based on the above  agreements
were as follows:

                                 Capital          Capital         Government
                              Preservation    Preservation II       Agency

Investment advisor .......... $   681,356        $104,210          $111,545
Administrative Services
and Transfer Agent ..........     465,958          46,451            89,866
                                ---------        --------          --------
                               $1,147,314        $150,661          $201,411
                                =========        ========          ========


Annual Report                                 Notes to Financial Statements   19


                         NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

As of March 31, 1997,  certain  other  variable-rate  funds managed by BMC owned
shares of Capital  Preservation,  with a total value of  $146,906.  The terms of
such transactions were identical to those of nonrelated entities except that, to
avoid duplicative investment advisory and administrative fees, the variable-rate
funds do not pay BMC an investment  advisory fee or ACSC an  administrative  fee
for assets invested in Capital Preservation.

The  Corporations  and Trust have a Distribution  Agreement with ACIS,  which is
responsible  for  promoting  sales of and  distributing  the  Corporation's  and
Trust's shares. This Agreement was formerly with Benham Distributors, Inc.

- --------------------------------------------------------------------------------
3. Expense Offset Arrangements

The Funds' Statements of Operations  reflect custodian  earnings credits.  These
amounts  are used to  offset  the  custodian  fees  payable  by the Funds to the
custodian  bank.  The credits  are earned  when the Funds  maintain a balance of
uninvested  cash at the  custodian  bank.  Beginning  with the year ended  March
31,1996,  the ratios of  operating  expenses to average net assets  shown in the
Financial Highlights are calculated as if these credits had not been earned.

- --------------------------------------------------------------------------------
4. Subsequent Events
<TABLE>

The following name changes became effective January 1, 1997:

                    NEW NAMES                                                FORMER NAMES
<S>                <C>                                                      <C>
Fund's Issuer:      American Century Capital Preservation Fund, Inc.         Capital Preservation Fund, Inc.
                    American Century Capital Preservation Fund II, Inc.      Capital Preservation Fund II, Inc.
                    American Century Government Income Trust                 Benham Government Income Trust
Funds:              American Century - Benham Capital Preservation Fund      Capital Preservation Fund, Inc.
                    American Century - Benham Capital Preservation Fund II   Capital Preservation Fund II, Inc.
                    American Century - Benham Government Agency
Money Market Fund   Benham Government Agency Fund
Parent Company:     American Century Companies, Inc.                         Twentieth Century Companies, Inc.
Distributor:        American Century Investment Services, Inc.               Twentieth Century Securities, Inc.
Transfer Agent:     American Century Services Corporation                    Twentieth Century Services, Inc.
</TABLE>


20   Notes to Financial Statements                  American Century Investments

<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                              CAPITAL PRESERVATION

   For a Share Outstanding Throughout the Years Ended March 31 (except as noted)

                                             1997             1996              1995             1994           1993(1)

PER-SHARE DATA
Net Asset Value,
<S>                                         <C>              <C>               <C>              <C>               <C>  
Beginning of Period.................        $1.00            $1.00             $1.00            $1.00             $1.00
                                            -----            -----             -----            -----             -----
Income from Investment Operations
   Net Investment Income ...........         0.05             0.05              0.04             0.03              0.01
                                             ----             ----              ----             ----              ----
Distributions
   From Net Investment Income.......        (0.05)           (0.05)            (0.04)           (0.03)            (0.01)
                                            -----            -----             -----            -----             ----- 
Net Asset Value, End of Period......        $1.00            $1.00             $1.00            $1.00             $1.00
                                            =====            =====             =====            =====             =====
   Total Return(2)..................         4.82%            5.21%             4.31%            2.63%             1.35%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets(3)............         0.49%            0.51%             0.50%            0.51%          0.50%(4)
Ratio of Net Investment Income
to Average Net Assets...............         4.66%            5.07%             4.24%            2.59%          2.68%(4)
Net Assets, End
of Period (in thousands)............   $2,978,015       $3,077,558        $2,883,350       $2,786,614        $2,943,242

(1)  The fiscal  year-end  was changed  from  September 30 to March 31 beginning
     with the period  ended March 31, 1993.  This column  represents a six-month
     period.

(2)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any. Total returns for periods less than one year are not
     annualized.

(3)  The ratios for periods  subsequent to March 31, 1995, include expenses paid
     through expense offset arrangements.

(4)  Annualized.
</TABLE>

See Notes to Financial Statements



Annual Report                                          Financial Highlights   21

<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                            CAPITAL PRESERVATION II

                                            For a Share Outstanding Throughout the Years Ended March 31 (except as noted)   

                                             1997             1996              1995             1994           1993(1)

PER-SHARE DATA
Net Asset Value,
<S>                                         <C>              <C>               <C>              <C>               <C>  
Beginning of Period.................        $1.00            $1.00             $1.00            $1.00             $1.00
                                            -----            -----             -----            -----             -----
Income from Investment Operations
   Net Investment Income ...........         0.05             0.05              0.04             0.02              0.01
                                             ----             ----              ----             ----              ----
Distributions
   From Net Investment Income.......        (0.05)           (0.05)            (0.04)           (0.02)            (0.01)
                                            -----            -----             -----            -----             ----- 
Net Asset Value, End of Period......        $1.00            $1.00             $1.00            $1.00             $1.00
                                            =====            =====             =====            =====             =====
   Total Return(2)..................         4.69%            5.15%             4.17%            2.40%             1.21%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets(3)............         0.74%            0.76%             0.75%            0.75%          0.75%(4)
Ratio of Net Investment Income
to Average Net Assets...............         4.56%            5.03%             4.06%            2.37%          2.40%(4)
Net Assets, End
of Period (in thousands)............     $226,473         $245,576          $262,440         $283,487          $313,855

(1)  The fiscal  year-end  was changed  from  September 30 to March 31 beginning
     with the period  ended March 31, 1993.  This column  represents a six-month
     period.

(2)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any. Total returns for periods less than one year are not
     annualized.

(3)  The ratios for periods  subsequent to March 31, 1995, include expenses paid
     through expense offset arrangements.

(4)  Annualized.
</TABLE>

See Notes to Financial Statements



22   Financial Highlights                           American Century Investments
<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                         GOVERNMENT AGENCY MONEY MARKET

                                                       For a Share Outstanding Throughout the Years Ended March 31

                                             1997             1996              1995             1994              1993

PER-SHARE DATA
Net Asset Value,
<S>                                         <C>              <C>               <C>              <C>               <C>  
Beginning of Year...................        $1.00            $1.00             $1.00            $1.00             $1.00
                                            -----            -----             -----            -----             -----
Income from Investment Operations
   Net Investment Income ...........         0.05             0.05              0.04             0.03              0.03
                                             ----             ----              ----             ----              ----
Distributions
   From Net Investment Income.......        (0.05)           (0.05)            (0.04)           (0.03)            (0.03)
                                            -----            -----             -----            -----             ----- 
Net Asset Value, End of Year........        $1.00            $1.00             $1.00            $1.00             $1.00
                                            =====            =====             =====            =====             =====
   Total Return(1)..................         4.89%            5.35%             4.47%            2.69%             3.07%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets(2)............         0.57%            0.51%             0.50%            0.50%             0.50%
Ratio of Net Investment Income
to Average Net Assets...............         4.76%            5.20%             4.35%            2.65%             3.04%
Net Assets, End
of Year (in thousands)..............     $470,759         $503,328          $461,803         $561,766          $646,006

(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.

(2)  The ratios for periods  subsequent to March 31, 1995, include expenses paid
     through expense offset arrangements.

See Notes to Financial Statements
</TABLE>

Annual Report                                          Financial Highlights   23


                          INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
American Century Capital Preservation Fund, Inc.
American Century Capital Preservation Fund II, Inc.
American Century Government Income Trust:

We have audited the accompanying statements of assets and liabilities, including
the schedules of investment securities, of American Century Capital Preservation
Fund, Inc.,  American Century Capital  Preservation  Fund II, Inc., and American
Century  -  Benham  Government  Agency  Money  Market  Fund  (one of the  series
comprising American Century Government Income Trust) (the Funds) as of March 31,
1997,  and the related  statements  of operations  for the year then ended,  the
statements of changes in net assets for each of the years in the two-year period
then ended,  and the  financial  highlights  for each of the periods  presented.
These financial  statements and financial  highlights are the  responsibility of
the  Funds'  management.  Our  responsibility  is to express an opinion on these
financial statements and financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of securities owned as of March
31, 1997,  by  correspondence  with the  custodians  and brokers.  An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Funds as of March 31,  1997,  the  results of their  operations,  the changes in
their net assets and the financial  highlights for the periods  indicated above,
in conformity with generally accepted accounting principles.

/s/KPMG Peat Marwick LLP
KPMG Peat Marwick LLP

Kansas City, Missouri
May 2, 1997



24   Independent Auditors' Report                   American Century Investments


                              IMPORTANT NOTICE FOR
                        ALL IRA AND 403(b) SHAREHOLDERS

As required by law, any distributions you receive from an IRA and certain 403(b)
distributions  [not  eligible for  rollover to an IRA or to another  403(b)] are
subject to federal income tax withholding at the rate of 10% of the total amount
withdrawn,  unless you elect not to have withholding apply. If you don't want us
to withhold  on this  amount,  you may send us a written  notice not to have the
federal  income tax withheld.  Your written  notice is valid for six months from
the date of  receipt  at  American  Century.  Even if you plan to roll  over the
amount you withdraw to another tax-deferred  account, the withholding rate still
applies to the withdrawn  amount unless we have received a written notice not to
withhold federal income tax within six months prior to the withdrawal.

When  you plan to  withdraw,  you may  make  your  election  by  completing  our
Exchange/  Redemption form or an IRS Form W-4P. Call American Century for either
form.  Your  written  election  is valid  for only six  months  from the date of
receipt at American Century. You may revoke your election at any time by sending
a written notice to us.

Remember,  even if you elect not to have income tax withheld, you are liable for
paying income tax on the taxable portion of your withdrawal. If you elect not to
have income tax withheld or you don't have enough income tax  withheld,  you may
be responsible  for payment of estimated tax. You may incur  penalties under the
estimated  tax rules if your  withholding  and  estimated  tax  payments are not
sufficient.


Annual Report                                              Important Notice   25


                                     NOTES


26   Notes                                          American Century Investments


                                     NOTES


Annual Report                                                         Notes   27


                             BACKGROUND INFORMATION

Investment Philosophy & Policies

American Century  Investments offers 42 fixed-income  funds,  ranging from money
market funds to long-term  bond funds and including  both taxable and tax-exempt
funds.

CAPITAL  PRESERVATION  is a money  market  fund that  seeks  maximum  safety and
liquidity.  Its secondary  objective is to seek to pay  shareholders the highest
rate  of  return  consistent  with  safety  and  liquidity.   The  fund  invests
exclusively in U.S.  Treasury  securities  and must maintain a weighted  average
maturity of 60 days or less.

CAPITAL  PRESERVATION  II is a money market fund that seeks  maximum  safety and
liquidity.  Its secondary  objective is to seek to pay  shareholders the highest
rate of return consistent with safety and liquidity.  The fund intends to pursue
its  investment  objectives  by  investing  primarily in  repurchase  agreements
collateralized  by  securities  backed by the full  faith and credit of the U.S.
government.

GOVERNMENT  AGENCY MONEY MARKET is a money market fund that seeks to provide the
highest rate of current  return on its  investments,  consistent  with safety of
principal and maintenance of liquidity,  by investing  exclusively in short-term
obligations of the U.S. government and its agencies and  instrumentalities,  the
income from which is exempt from state taxes.

An investment in the funds is neither insured nor guaranteed by the U.S.
government. Yields will fluctuate, and there can be no assurance that the
funds will be able to maintain a stable net asset value of $1 per share. Past
performance is no guarantee of future results.


Comparative Indices

The  following  index  is used in the  report  to  serve  as a fund  performance
comparison. It is not an investment product available for purchase.

The 90-DAY  TREASURY BILL INDEX is derived from secondary  market interest rates
as published by the Federal Reserve Bank.


Lipper Rankings

LIPPER ANALYTICAL  SERVICES,  INC. is an independent mutual fund ranking service
that groups funds according to their investment  objectives.  Rankings are based
on average  annual  returns  for each fund in a given  category  for the periods
indicated. Rankings are not included for periods less than one year.

The Lipper category for the U.S. Treasury and government money market funds are:

U.S. TREASURY MONEY MARKET FUNDS (Capital  Preservation and Capital Preservation
II)--funds  with  dollar-weighted  average  maturities of less than 90 days that
intend to maintain a stable net asset value and that invest  principally in U.S.
Treasury obligations.

U.S. GOVERNMENT MONEY MARKET FUNDS (Government Agency Money  Market)--funds with
dollar-weighted  average maturities of less than 90 days that intend to maintain
a stable net asset value and that invest  principally  in financial  instruments
issued or guaranteed by the U.S. government, its agencies or instrumentalities.

                         PORTFOLIO MANAGEMENT TEAM

                         Portfolio Managers      Brian Howell, Denise Tabacco


28   Background Information                         American Century Investments


                                    GLOSSARY

Returns

o    Total Return figures show the overall  percentage  change in the value of a
     hypothetical  investment  in the fund  and  assume  that all of the  fund's
     distributions are reinvested.

o    Average Annual  Returns  illustrate  the annually  compounded  returns that
     would have  produced  the  fund's  cumulative  total  returns if the fund's
     performance  had been  constant  over the  entire  period.  Average  annual
     returns smooth out variations in a fund's return;  they are not the same as
     fiscal year-by-year results. For fiscal year-by-year returns,  please refer
     to the "Financial Highlights" on pages 21-23.

Yields

o    7-day  Current  Yield is  calculated  based on the income  generated  by an
     investment  in the fund over a  seven-day  period  and is  expressed  as an
     annual percentage rate.

o    7-day  Effective  Yield is  calculated  similarly,  although this figure is
     slightly  higher than the fund's 7-Day Current Yield because of the effects
     of  compounding.  The 7-Day Effective Yield assumes that income earned from
     the fund's investments is reinvested and generating additional income.

Portfolio Statistics

o    Number of Securities--the  number of different securities held by a fund on
     a given date.

o    Weighted  Average  Maturity  (WAM)--a  measurement of the  sensitivity of a
     fixed-income  portfolio to interest rate changes. WAM indicates the average
     time until the  securities  in the  portfolio  mature,  weighted  by dollar
     amount. The longer the WAM, the more interest rate exposure and sensitivity
     the portfolio has.

o    Expense  Ratio--the   operating  expenses  of  the  fund,  expressed  as  a
     percentage of net assets.  Shareholders pay an annual fee to the investment
     advisor for investment advisory and management  services.  The expenses and
     fees are deducted from fund income,  not from each shareholder.  The annual
     fee has a  contractual  expense limit  guarantee  based on the terms of the
     Investment  Advisory  Agreement.  (See  Note 2 in the  Notes  to  Financial
     Statements.)

Security Types

o    Floating-Rate Notes (Floaters)--debt securities whose interest rates change
     when a  designated  base rate  changes.  The base rate is often the federal
     funds rate, the 90-day Treasury bill rate or the London  Interbank  Offered
     Rate (LIBOR).  Floaters are  considered  derivatives  because they "derive"
     their interest rates from their  designated base rates.  However,  floaters
     are not  "risky"  derivatives--their  behavior  is similar to that of their
     designated base rates.  The SEC has recognized this similarity and does not
     consider floaters to be inappropriate investments for money market funds.

o    U.S. Government Agency  Notes--intermediate-term  debt securities issued by
     U.S.  government  agencies  (such as the  Federal  Farm Credit Bank and the
     Federal Home Loan Bank). Some agency notes are backed by the full faith and
     credit  of the  U.S.  government,  while  most are  guaranteed  only by the
     issuing agency.  These notes are issued with maturities  ranging from three
     months to 30 years.

o    U.S. Government Agency Discount Notes--short-term debt securities issued by
     U.S.  government  agencies  (such as the  Federal  Farm Credit Bank and the
     Federal Home Loan Bank).  Some agency discount notes are backed by the full
     faith and credit of the U.S. government,  while most are guaranteed only by
     the issuing  agency.  These notes are issued at a discount and achieve full
     value at maturity (typically one year or less).

o    Repurchase Agreements  (Repos)--short-term  debt agreements in which a fund
     buys a security at one price and  simultaneously  agrees to sell it back to
     the seller at a slightly  higher price on a specified date (usually  within
     seven days).

o    U.S.  Treasury Bills  (T-bills)--short-term  debt securities  issued by the
     U.S.  Treasury and backed by the direct  "full faith and credit"  pledge of
     the U.S. government.  T-bills are issued with maturities ranging from three
     months to one year.

o    U.S. Treasury Notes  (T-notes)--intermediate-term debt securities issued by
     the U.S.  Treasury and backed by the direct "full faith and credit"  pledge
     of the U.S. government. T-notes are issued with maturities ranging from two
     to 10 years.


Annual Report                                                      Glossary   29


[american century logo]
      American
     Century(sm)

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

Person-to-Person Assistance:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-444-3485

Fax: 816-340-7962

Internet: www.americancentury.com

American Century Government Income Trust
Capital Preservation Fund, Inc.
Capital Preservation Fund II, Inc.

Investment Manager
Benham Management Corporation

This  report  and  the   statements   it
contains are  submitted  for the general
information  of  our  shareholders.  The
report    is    not    authorized    for
distribution  to  prospective  investors
unless  preceded  or  accompanied  by an
effective prospectus.

American Century Investment Services, Inc.


9705           [recycled logo]
SH-BKT-8321       Recycled
<PAGE>
                                 ANNUAL REPORT

                            [american century logo]
                                    American
                                  Century(sm)

                                 March 31, 1997

                                     BENHAM
                                     GROUP

                              Short-Term Treasury
                           Intermediate-Term Treasury
                               Long-Term Treasury


[front cover]

                               TABLE OF CONTENTS

Report Highlights........................................... 1
Our Message to You.......................................... 2
Period Overview............................................. 3
Short-Term Treasury
     Performance & Portfolio Information.................... 4
     Management Q & A....................................... 5
     Schedule of Investments................................ 8
     Financial Highlights...................................25
Intermediate-Term Treasury
     Performance & Portfolio Information.................... 9
     Management Q & A.......................................10
     Schedule of Investments................................13
     Financial Highlights...................................26
Long-Term Treasury
     Performance & Portfolio Information....................14
     Management Q & A.......................................15
     Schedule of Investments................................18
     Financial Highlights...................................27
Statements of Assets and Liabilities........................19
Statements of Operations....................................20
Statements of Changes in Net Assets.........................21
Notes to Financial Statements...............................22
Independent Auditors' Report................................28
IRA/403(b) Information......................................29
Background Information
     Investment Philosophy & Policies.......................32
     Comparative Indices....................................32
     Lipper Rankings........................................32
     Portfolio Management Team..............................32
Glossary....................................................33

American Century  Investments offers you nearly 70 fund choices covering stocks,
bonds, money markets,  specialty investments and blended portfolios. To help you
find the funds that may meet your needs, we have divided  American Century funds
into three groups based on investment style and objectives.  These groups, which
appear below, are designed to help simplify your fund decisions.


                  American Century Investments--Family of Funds

        BENHAM GROUP           AMERICAN CENTURY GROUP    TWENTIETH CENTURY GROUP

     MONEY MARKET FUNDS          ASSET ALLOCATION &
    GOVERNMENT BOND FUNDS        BALANCED FUNDS             U.S. GROWTH FUNDS
   DIVERSIFIED BOND FUNDS   CONSERVATIVE EQUITY FUNDS      INTERNATIONAL FUNDS
    MUNICIPAL BOND FUNDS         SPECIALTY FUNDS

     Short-Term Treasury
 Intermediate-Term Treasury
     Long-Term Treasury


We welcome your comments or questions about this report.  
See the back cover for ways to contact us by mail, phone or e-mail.

Twentieth  Century and the Benham Group are registered marks of American Century
Services Corporation and Benham Management Corporation,  respectively.  American
Century is a service mark of American Century Services Corporation.


                                                    American Century Investments

                               REPORT HIGHLIGHTS

Period Overview

o    The U.S.  economy grew by 4.1% during the year ended March 31, 1997,  while
     inflation rose by just 2.8%.

o    To head off potential inflation and slow the rapid pace of economic growth,
     the Federal Reserve raised short-term interest rates in March.

o    U.S.  Treasury  bond  prices  fell  during the year ended March 31, but the
     interest income enabled Treasurys to produce modestly positive returns.

o    U.S. government agency securities  outperformed  Treasury securities during
     the period.

Short-Term Treasury

o    The fund  outperformed  the average  short  Treasury fund during the fiscal
     year ended March 31, 1997.

o    The fund was positioned  defensively for much of the year,  especially when
     interest rates were rising in mid-1996 and early 1997.

o    The fund  invested  20-25% of its assets in  government  agency  securities
     during the period, primarily in callable securities.

o    Going forward,  we plan to remain defensive because of our expectations for
     higher  short-term  interest rates in the coming months.  

Intermediate-Term Treasury

o    The fund was the top performer out of 12 intermediate Treasury funds during
     the fiscal year ended March 31, 1997 (see page 9).

o    The fund's conservative positioning early in the fiscal year contributed to
     the fund's favorable performance.

o    The fund invested in the Treasury's new inflation-indexed bonds for a brief
     period in early 1997.

o    Intermediate-term  Treasury securities are now yielding 7%, while inflation
     remains below 3%. We are extending the fund's  average  maturity to capture
     these high real yields.

Long-Term Treasury

o    The fund underperformed the average general Treasury fund during the fiscal
     year ended March 31, 1997.

o    The fund tends to have one of the longest maturities among general Treasury
     funds,  and this  hampered  fund  performance  during  the  fiscal  year as
     Treasury bond prices declined.

o    The fund  continued to avoid  government  agency  securities  because yield
     spreads between long-term agency and Treasury securities remained narrow.

o    If long-term Treasury yields continue to rise, we plan to extend the fund's
     average maturity to capture high real yields.

                              Short-Term Treasury

                         Total Returns:      AS OF 3/31/97
                         6 Months                   2.33%*
                         1 Year                      4.62%
                         Net Assets:         $35.9 million
                         (AS OF 3/31/97)
                         Inception Date:            9/8/92
                         Ticker Symbol:              BSTAX


                               Intermediate-Term

                         Total Returns:      AS OF 3/31/97
                         6 Months                   1.60%*
                         1 Year                      4.05%
                         Net Assets:        $328.8 million
                         (AS OF 3/31/97)
                         Inception Date:           5/16/80
                         Ticker Symbol:              CPTNX


                               Long-Term Treasury

                         Total Returns:      AS OF 3/31/97
                         6 Months                   1.36%*
                         1 Year                      2.65%
                         Net Assets:        $126.6 million
                         (AS OF 3/31/97)
                         Inception Date:            9/8/92
                         Ticker Symbol:              BLAGX
                         * Not annualized.

                 Many of the investment terms in this report are
                       defined in the Glossary on page 33.


Annual Report                                             Report Highlights    1


                               OUR MESSAGE TO YOU

[photo of James E. Stowers III and James M. Benham]

March 31,  1997,  marked the end of an eventful  period for our company and U.S.
bond markets.  Over the past twelve months,  U.S.  government  agency securities
outperformed  Treasury  securities as yield spreads between the two continued to
narrow. In the following pages, our investment  management team provides further
details about these markets and how your fund was managed during the year.

In January,  nearly two years of integration  between  Twentieth Century and The
Benham  Group   culminated  when  we  began  serving  you  as  American  Century
Investments.  Under this new name,  we have  combined our offerings of nearly 70
funds.

The new name also introduces three new groupings for the funds--the Benham Group
(money market and bond funds),  the American  Century  Group (asset  allocation,
balanced,  conservative  equity and specialty  funds) and the Twentieth  Century
Group (growth and  international  equity  funds).  The U.S.  Treasury funds will
remain in the Benham Group because their  investment  goals match key attributes
of that group.

In  reviewing  this report,  you may notice some  changes.  Based on  investors'
feedback,  our  shareholder  reports have been  redesigned  with added features,
including a one-page report  summary,  a glossary,  more charts and graphs,  and
expanded  Management Q & A and  background  information  sections.  By June, all
American Century shareholder reports will have been converted to this format.

Another new  resource is the  American  Century Web site.  If you use a personal
computer  and have  Internet  access,  we've made it easier for you to  download
information  about American Century funds and access your fund accounts.  With a
personal  access code,  you can view account  balances,  exchange  money between
existing  accounts  and make  additional  investments.  The Web site address is:
www.americancentury.com.  We are one of the first fund companies to offer direct
on-line transactions via the Internet.

In June,  you will receive a proxy  statement and ballot that  proposes  several
changes  to your fund.  The proxy  statement  contains  more  details  about the
proposed changes;  we strongly  encourage you to read it carefully and take part
in the proxy vote.

We appreciate your confidence in American Century and look forward to continuing
to serve you.

Sincerely,

/s/James E. Stowers III                     /s/James M. Benham
James E. Stowers III                        James M. Benham
President and Chief Executive Officer       Vice Chairman
American Century Companies                  American Century Companies


2    Our Message to You                             American Century Investments


                                PERIOD OVERVIEW

U.S. Economy

The U.S. economy  expanded rapidly during the year ended March 31, 1997.  Strong
employment  growth,  increased  consumer  spending and a robust  housing  market
fueled  growth of 4.1% for the year.  Although  such a strong  level of economic
growth has historically  been accompanied by rising prices,  inflation  remained
tame--the consumer price index rose by just 2.8% during the one-year period.

But there has been recent evidence of increasing wage pressures, which are often
passed on to consumers in the form of higher  prices.  As a result,  the Federal
Reserve  made a  pre-emptive  strike  against  inflation  by raising  short-term
interest  rates in March.  The Fed raised its  federal  funds rate  target  (the
overnight  lending rate targeted by the Fed for large loans  between  commercial
banks) from 5.25% to 5.50%.

U.S. Treasury Securities

U.S. Treasury securities produced modest returns during the year ended March 31.
As yields rose (see the accompanying  graph), the prices of Treasury  securities
fell, but the interest income paid out to bondholders more than offset the price
declines.  Short-term  securities,  which usually suffer less price depreciation
when interest rates are rising,  performed  better than  longer-term  securities
during the period. For example, the two-year Treasury note posted a 5.65% return
for the year, while the 30-year Treasury bond returned 1.65%.

Treasury  yields rose in the second quarter of 1996 as signs of strong  economic
growth raised  inflation  fears.  After yields  peaked in June,  the bond market
traded  listlessly  throughout the summer,  reflecting the market's  uncertainty
about the  economic  outlook.  But as 1996  progressed,  evidence of  moderating
economic growth and low inflation  ultimately  sparked a substantial  rebound in
the Treasury market-- yields fell and prices rose throughout the fourth quarter.

However,  Treasury yields soared again in early 1997 as stronger economic growth
and rising  wage  pressures  rekindled  concerns  about  inflation.  The 30-year
Treasury  bond yield,  which had fallen as low as 6.35% in December,  climbed to
7.10% by the end of March.

Treasury vs. Agency Securities

U.S.  government agency securities  outperformed  Treasury securities during the
year ended  March 31. As a result,  the yield  differences--or  spreads--between
agency and Treasury securities with comparable maturities narrowed, continuing a
trend that has developed over the past two years.

In part,  the tighter  yield  spreads were a function of  decreasing  supply and
stronger demand. On the supply side,  government agency issuance remained low by
historical  standards.  In addition,  an  increasing  amount of callable  agency
securities--those  that can be  redeemed  by the  issuer  before  maturity  at a
prearranged  date--were paid off early,  further  reducing the existing  supply.
Meanwhile,  demand for agency securities grew as investors looked for additional
yield, especially when interest rates were declining in late 1996.

Treasury-agency  yield spreads were also  affected by  tightening  yield spreads
between Treasury securities and other fixed-income securities, such as corporate
bonds and mortgage-backed securities.

[line graph - data below]

                             TREASURY YIELD CURVES

Years to Maturity       3/31/96          3/31/97
1                        5.376            5.997
2                        5.752            6.411
3                        5.884            6.562
4                        6.02             6.650
5                        6.078            6.748
6                        6.179            6.799
7                        6.28             6.850
8                     6.29433333          6.868
9                     6.30866667          6.887
10                       6.323            6.905
11                      6.3744            6.935
12                      6.4258            6.965
13                      6.4772            6.995
14                      6.5286            7.025
15                       6.58             7.055
16                       6.632            7.084
17                       6.684            7.113
18                       6.736            7.142
19                       6.788            7.171
20                       6.84             7.200
21                       6.823            7.190
22                       6.806            7.180
23                       6.789            7.170
24                       6.772            7.160
25                       6.755            7.150
26                      6.7378            7.139
27                      6.7206            7.128
28                      6.7034            7.117
29                      6.6862            7.106
30                       6.669            7.095

Source: Bloomberg Financial Markets


Annual Report                                               Period Overview    3
<TABLE>
<CAPTION>
                              SHORT-TERM TREASURY

                                                                                AVERAGE ANNUAL RETURNS
                                                          6 MONTHS       1 YEAR         3 YEARS    LIFE OF FUND
TOTAL RETURNS AS OF MARCH 31, 1997
<S>                                                         <C>           <C>           <C>          <C>  
Short-Term Treasury ......................................  2.33%         4.62%          5.05%         4.41%
Lehman 1- to 3-Year Government Securities Index ..........  2.55%         5.36%          5.79%         4.98%(1)
Average Short U.S. Treasury Fund(2) ......................  2.09%         4.31%          5.30%         4.43%(1)
Fund's Ranking Among
Short U.S. Treasury Funds(2) .............................   --        9 out of 22    9 out of 15   5 out of 8

(1) Returns  since  9/30/92,  the date  nearest the fund's  inception  for which
    return data are available. Inception date was September 8, 1992.
(2) According to Lipper Analytical Services.

See pages 32-33 for more information  about returns,  the comparative  index and
Lipper fund rankings.
</TABLE>

[mountain graph - data below]

GROWTH OF $10,000 OVER THE LIFE OF THE FUND

Value on 3/31/97

$10,000 investment made 9/30/92

             Short-Term Treasury      Lehman 1- to 3-Year Govt. Index

Sep-92            $10,000                        $10,000
Oct-92             $9,930                         $9,943
Nov-92             $9,895                         $9,928
Dec-92             $9,955                        $10,021
Jan-93            $10,072                        $10,126
Feb-93            $10,168                        $10,206
Mar-93            $10,209                        $10,238
Apr-93            $10,274                        $10,300
May-93            $10,242                        $10,275
Jun-93            $10,317                        $10,352
Jul-93            $10,326                        $10,374
Aug-93            $10,410                        $10,460
Sep-93            $10,440                        $10,494
Oct-93            $10,447                        $10,517
Nov-93            $10,446                        $10,519
Dec-93            $10,485                        $10,561
Jan-94            $10,547                        $10,626
Feb-94            $10,481                        $10,561
Mar-94            $10,429                        $10,508
Apr-94            $10,386                        $10,468
May-94            $10,406                        $10,482
Jun-94            $10,427                        $10,509
Jul-94            $10,510                        $10,603
Aug-94            $10,534                        $10,638
Sep-94            $10,513                        $10,614
Oct-94            $10,535                        $10,638
Nov-94            $10,485                        $10,593
Dec-94            $10,501                        $10,614
Jan-95            $10,631                        $10,758
Feb-95            $10,777                        $10,904
Mar-95            $10,831                        $10,965
Apr-95            $10,913                        $11,063
May-95            $11,081                        $11,252
Jun-95            $11,144                        $11,313
Jul-95            $11,176                        $11,358
Aug-95            $11,240                        $11,426
Sep-95            $11,291                        $11,482
Oct-95            $11,379                        $11,577
Nov-95            $11,463                        $11,676
Dec-95            $11,544                        $11,763
Jan-96            $11,620                        $11,863
Feb-96            $11,583                        $11,817
Mar-96            $11,557                        $11,809
Apr-96            $11,559                        $11,821
May-96            $11,573                        $11,847
Jun-96            $11,643                        $11,933
Jul-96            $11,687                        $11,980
Aug-96            $11,702                        $12,024
Sep-96            $11,816                        $12,133
Oct-96            $11,942                        $12,271
Nov-96            $12,044                        $12,361
Dec-96            $12,020                        $12,364
Jan-97            $12,074                        $12,423
Feb-97            $12,098                        $12,453
Mar-97            $12,134                        $12,443

Past  performance  does not  guarantee  future  results.  Investment  return and
principal  value will fluctuate,  and redemption  value may be more or less than
original cost. The chart begins on 9/30/92  because that is the date nearest the
fund's 9/8/92 inception date for which index return data are available. The line
representing  the fund's  total  return  includes  operating  expenses  (such as
transaction  costs and  management  fees) that reduce  returns,  while the total
return line of the index does not.


PORTFOLIO AT A GLANCE
                                         3/31/97           3/31/96
Number of Securities                       15                 6
Weighted Average Maturity               1.9 years         1.8 years
Average Duration                        1.7 years         1.7 years
Expense Ratio                             0.61%             0.67%


YIELD AS OF MARCH 31, 1997
                                         30-DAY
                                           SEC
                                          YIELD

Short-Term Treasury                       5.64%

Yield is defined in the Glossary on page 33.

           You will receive a proxy statement in June. Please read it
                   carefully and take part in the proxy vote.


4    Short-Term Treasury                            American Century Investments


                              SHORT-TERM TREASURY

Management Q & A

An interview with Bob Gahagan,  vice president and a senior portfolio manager on
the Benham Treasury funds management team.

HOW DID THE FUND PERFORM DURING THE FISCAL YEAR?

The fund  outperformed its peer group average by more than 30 basis points.  For
the fiscal year ended March 31,  1997,  the fund posted a total return of 4.62%,
compared with the 4.31%  average  return of the 22 "Short U.S.  Treasury  Funds"
tracked  by Lipper  Analytical  Services.  (See the Total  Returns  table on the
previous page for other fund performance comparisons.)

WHY DID THE FUND OUTPERFORM ITS PEER GROUP AVERAGE?

One reason was the fund's more  defensive  positioning.  At the beginning of the
fiscal year,  stronger economic growth prompted concern about the possibility of
an interest rate increase by the Federal Reserve,  so we kept the fund's average
maturity and duration short compared with other short-term  Treasury funds. This
defensive strategy aided the fund's return as interest rates rose in mid-1996.

We did extend the fund's average maturity out to a more neutral position in late
1996  as  fears  of a Fed  rate  hike  waned.  However,  we  reverted  to a more
conservative  position by the start of 1997 when economic  conditions  suggested
that rising rates were again likely.

[bar graph - data below]

SHORT-TERM TREASURY FISCAL YEAR RETURNS
(Periods ended March 31)

             Short-Term Treasury       Lehman 1- 3-Year Govt. Index

*1993               2.45%                          2.38%
1994                2.16%                          2.65%
1995                3.85%                          4.36%
1996                6.71%                          7.69%
1997                4.62%                          5.36%

This chart  illustrates  the  historical  year-by-year  volatility of the fund's
returns  since its inception  and compares  them with the index's  returns.  The
fund's total returns include operating  expenses,  while the index's do not. See
page 32 for a definition of the index.

* Return from  9/30/92 (the date  nearest the fund's  inception  for which index
data are available) to 3/31/93.


Annual Report                                           Short-Term Treasury    5


                              SHORT-TERM TREASURY

Another factor that contributed to the fund's outperformance was its holdings of
government   agency   securities.   During   the   fiscal   year,   short-   and
intermediate-term  agency securities had better returns than Treasury securities
of similar maturity.

CAN YOU ELABORATE ON THE FUND'S POSITION IN AGENCY SECURITIES?

The fund began the year with no agency securities,  but we invested about 25% of
the fund's  assets in both  callable  and  non-callable  agency notes during the
spring and summer of 1996.  Callable  agency  securities  have a "call"  option,
which  gives  the  issuer  the  opportunity  to  pay  off  the  securities  at a
prearranged  date  before  maturity;  non-callable  securities  do not have this
feature.

Government  agencies will usually exercise a call option when interest rates are
declining because they can issue new,  lower-yielding  securities to replace the
existing callable  securities.  As a result,  callable agency securities tend to
perform better when interest rates are relatively stable or rising gradually.

We maintained  the fund's 25% agency  position  through the end of 1996,  but we
began  trimming  the fund's  agency  holdings in early 1997.  Short-term  agency
securities had outperformed comparable Treasury securities, so we wanted to lock
in some profits from the fund's agency holdings. We accomplished this by selling
the fund's  non-callable agency securities,  retaining our callable  securities.
Currently,  all of  the  fund's  agency  securities--about  20%  of  the  fund's
portfolio--are callable.

WHY DIDN'T YOU SELL ANY OF THE FUND'S CALLABLE AGENCY SECURITIES?

Part of the  reason  is that we think  the  yields of  callable  securities  are
currently  attractive.  In general,  callable  agency  securities  tend to offer
higher  yields  than  Treasurys  with  comparable  maturities  because  of  call
risk--the  risk that the issuer will pay off the  security  early.  By contrast,
non-callable agency securities have yields that are usually somewhere in between
callable yields and Treasury yields.

We also think callable agency  securities still have the potential to outperform
Treasury securities going forward.  The yield  differential--or  spread--between
short-term  Treasury  securities and non-callable agency securities is extremely
narrow, which limits the potential for non-callables to outperform Treasurys. On
the  other  hand,  the  yield  spread  between  Treasurys  and  callable  agency
securities is still wide enough for callables to outperform,  given our interest
rate outlook.

[pie charts]

PORTFOLIO COMPOSITION BY SECURITY TYPE (as of 3/31/97) 
Treasury Notes 80% 
Agency Notes 20%

PORTFOLIO COMPOSITION BY SECURITY TYPE (as of 9/30/96) 
Treasury Notes 74% 
Agency Notes 26%


6    Short-Term Treasury                            American Century Investments


                              SHORT-TERM TREASURY

AND WHAT IS YOUR INTEREST RATE OUTLOOK FOR THE NEXT SIX MONTHS?

The U.S. economy picked up steam in the first quarter of 1997, growing at a 5.6%
annual rate. Although that level of growth is probably  unsustainable,  there is
evidence that a moderate level of growth could continue.  Consumer confidence is
at an eight-year high,  employment  growth remains strong,  and personal incomes
continue to increase.

Based on these economic  conditions,  we expect the Federal  Reserve to continue
raising  short-term  interest  rates  in  order  to  slow  growth  and  restrict
inflationary  pressures.  The Fed already raised short-term rates once in March,
its first  increase  since  February  1995.  One key  factor  that  we--and  the
Fed--will be watching is the labor market.  Rising labor costs and higher wages,
which often  translate  into higher prices for  consumers,  would likely trigger
additional Fed rate hikes.

WITH THIS  OUTLOOK  IN MIND,  WHAT ARE YOUR PLANS FOR THE FUND OVER THE NEXT SIX
MONTHS?

Since we  expect  short-term  rates  to rise,  we plan to  maintain  the  fund's
defensive  positioning in the coming months. This approach should help limit any
price  depreciation  resulting  from rising  yields.  However,  we will  closely
monitor  economic  and  inflationary  conditions,  and we'll be prepared to make
adjustments if the environment changes.

We may also look to reduce the fund's agency  holdings if yield spreads  between
short-term  Treasury and agency securities  continue to narrow.  Treasury-agency
yield  spreads are partly  dependent on supply and demand  factors in the agency
market, but they may also be affected by the yield spreads between Treasurys and
other  types  of   fixed-income   securities,   such  as  corporate   bonds  and
mortgage-backed  securities. As a result, we'll be keeping an eye on other areas
of the bond market.

[pie charts]

COMPOSITION OF AGENCY HOLDINGS (as of 3/31/97)
Federal Home Loan
Bank 61%
Student Loan Marketing
Association 21%
Federal Farm Credit
Bank 18%

COMPOSITION OF AGENCY HOLDINGS (as of 9/30/96)
Federal Home Loan
Bank 80%
Student Loan Marketing
Association 6%
Federal Farm Credit
Bank 14%


Annual Report                                           Short-Term Treasury    7


                            SCHEDULE OF INVESTMENTS
                              SHORT-TERM TREASURY

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

U.S. TREASURY SECURITIES
$ 1,000,000   U.S. Treasury Notes, 7.25%,
                2/15/98                                          $  1,009,690
  4,010,000   U.S. Treasury Notes, 7.875%,
                4/15/98                                             4,080,175
  2,170,000   U.S. Treasury Notes, 5.875%,
                4/30/98                                             2,163,902
  3,200,000   U.S. Treasury Notes, 5.875%,
                10/31/98                                            3,176,992
  4,150,000   U.S. Treasury Notes, 5.50%,
                11/15/98                                            4,095,552
  2,200,000   U.S. Treasury Notes, 5.875%,
                1/31/99                                             2,180,068
  2,615,000   U.S. Treasury Notes, 5.00%,
                2/15/99                                             2,550,436
  4,900,000   U.S. Treasury Notes, 6.25%,
                3/31/99                                             4,884,692
  1,805,000   U.S. Treasury Notes, 6.75%,
                5/31/99                                             1,814,585
  2,165,000   U.S. Treasury Notes, 7.75%,
                11/30/99                                            2,226,574
                                                                    ---------
TOTAL U.S. TREASURY SECURITIES--80.2%                              28,182,666
   (Cost $28,349,031)                                              ----------

U.S. GOVERNMENT AGENCY SECURITIES
  1,250,000   FFCB, 5.875%, 1/22/99,
                Call Date 7/22/97                                   1,238,100
    966,184   FHLB, 6.21%, 3/29/99,
                Call Date 9/29/97                                     959,990
  1,400,000   FHLB, 5.56%, 2/24/00,
                Call Date 8/24/97                                   1,359,400
  2,000,000   FHLB, 5.635%, 2/24/00,
                Call Date 8/24/97                                   1,945,700
  1,500,000   SLMA, 5.88%, 2/6/01,
                Call Date 2/6/98                                    1,451,595
                                                                    ---------
TOTAL U.S. GOVERNMENT
AGENCY SECURITIES--19.8%                                            6,954,785
   (Cost $6,998,784)                                                ---------
TOTAL INVESTMENT SECURITIES--100.0%                               $35,137,451
   (Cost $35,347,815)                                             ===========

Notes to Schedule of Investments
FFCB = Federal Farm Credit Bank
FHLB = Federal Home Loan Bank
SLMA = Student Loan Marketing Association

See Notes to Financial Statements



8    Short-Term Treasury                            American Century Investments

<TABLE>
<CAPTION>
                           INTERMEDIATE-TERM TREASURY

                                                                        AVERAGE ANNUAL RETURNS
                                            6 MONTHS       1 YEAR        3 YEARS       5 YEARS       10 YEARS
TOTAL RETURNS AS OF MARCH 31, 1997
<S>                                           <C>           <C>           <C>           <C>           <C>  
Intermediate-Term Treasury .................. 1.60%         4.05%         5.31%         5.97%         6.60%
Merrill Lynch 1- to 10-Year Treasury Index .. 2.29%         4.65%         6.02%         6.46%         7.56%
Average Intermediate U.S. Treasury Fund(1) .. 1.40%         3.38%         5.39%         6.29%         7.03%
Fund's Ranking Among
Intermediate U.S. Treasury Funds(1) .........  --        1 out of 12   4 out of 9    4 out of 6     2 out of 2

(1)  According to Lipper Analytical Services.

See pages 32-33 for more information  about returns,  the comparative  index and
Lipper fund rankings.
</TABLE>

[mountain graph - data below]

GROWTH OF $10,000 OVER TEN YEARS

Value on 3/31/97

$10,000 investment made 3/31/87

         Intermediate-Term Treasury   Merrill Lynch 1- to 10-Year Treasury Index

Mar-87            $10,000                              $10,000
Apr-87             $9,649                               $9,836
May-87             $9,572                               $9,826
Jun-87             $9,677                               $9,938
Jul-87             $9,624                               $9,957
Aug-87             $9,525                               $9,928
Sep-87             $9,302                               $9,798
Oct-87             $9,694                              $10,106
Nov-87             $9,711                              $10,162
Dec-87             $9,837                              $10,257
Jan-88            $10,196                              $10,516
Feb-88            $10,320                              $10,626
Mar-88            $10,161                              $10,580
Apr-88            $10,098                              $10,566
May-88            $10,021                              $10,507
Jun-88            $10,215                              $10,678
Jul-88            $10,152                              $10,652
Aug-88            $10,149                              $10,660
Sep-88            $10,337                              $10,845
Oct-88            $10,486                              $10,993
Nov-88            $10,362                              $10,897
Dec-88            $10,354                              $10,907
Jan-89            $10,457                              $11,015
Feb-89            $10,393                              $10,969
Mar-89            $10,443                              $11,023
Apr-89            $10,617                              $11,226
May-89            $10,849                              $11,463
Jun-89            $11,140                              $11,755
Jul-89            $11,379                              $11,995
Aug-89            $11,183                              $11,828
Sep-89            $11,229                              $11,888
Oct-89            $11,461                              $12,132
Nov-89            $11,554                              $12,250
Dec-89            $11,589                              $12,281
Jan-90            $11,518                              $12,211
Feb-90            $11,550                              $12,242
Mar-90            $11,552                              $12,266
Apr-90            $11,498                              $12,223
May-90            $11,750                              $12,481
Jun-90            $11,905                              $12,644
Jul-90            $12,078                              $12,825
Aug-90            $12,022                              $12,770
Sep-90            $12,139                              $12,886
Oct-90            $12,306                              $13,066
Nov-90            $12,491                              $13,261
Dec-90            $12,656                              $13,448
Jan-91            $12,771                              $13,585
Feb-91            $12,828                              $13,656
Mar-91            $12,891                              $13,730
Apr-91            $13,024                              $13,872
May-91            $13,093                              $13,951
Jun-91            $13,089                              $13,966
Jul-91            $13,225                              $14,116
Aug-91            $13,494                              $14,380
Sep-91            $13,714                              $14,624
Oct-91            $13,881                              $14,790
Nov-91            $14,043                              $14,963
Dec-91            $14,395                              $15,329
Jan-92            $14,230                              $15,174
Feb-92            $14,256                              $15,232
Mar-92            $14,170                              $15,170
Apr-92            $14,320                              $15,308
May-92            $14,536                              $15,526
Jun-92            $14,746                              $15,751
Jul-92            $15,033                              $16,044
Aug-92            $15,195                              $16,229
Sep-92            $15,425                              $16,454
Oct-92            $15,223                              $16,251
Nov-92            $15,134                              $16,179
Dec-92            $15,340                              $16,392
Jan-93            $15,635                              $16,699
Feb-93            $15,855                              $16,949
Mar-93            $15,922                              $17,012
Apr-93            $16,041                              $17,147
May-93            $15,979                              $17,096
Jun-93            $16,226                              $17,346
Jul-93            $16,241                              $17,381
Aug-93            $16,487                              $17,647
Sep-93            $16,546                              $17,723
Oct-93            $16,573                              $17,754
Nov-93            $16,483                              $17,669
Dec-93            $16,553                              $17,738
Jan-94            $16,725                              $17,914
Feb-94            $16,465                              $17,660
Mar-94            $16,216                              $17,412
Apr-94            $16,088                              $17,294
May-94            $16,094                              $17,312
Jun-94            $16,095                              $17,325
Jul-94            $16,289                              $17,539
Aug-94            $16,348                              $17,594
Sep-94            $16,222                              $17,453
Oct-94            $16,215                              $17,457
Nov-94            $16,124                              $17,370
Dec-94            $16,165                              $17,436
Jan-95            $16,412                              $17,725
Feb-95            $16,705                              $18,064
Mar-95            $16,789                              $18,163
Apr-95            $16,968                              $18,372
May-95            $17,415                              $18,897
Jun-95            $17,530                              $19,020
Jul-95            $17,529                              $19,033
Aug-95            $17,683                              $19,189
Sep-95            $17,783                              $19,318
Oct-95            $17,992                              $19,535
Nov-95            $18,196                              $19,779
Dec-95            $18,381                              $19,980
Jan-96            $18,522                              $20,151
Feb-96            $18,318                              $19,926
Mar-96            $18,203                              $19,830
Apr-96            $18,147                              $19,768
May-96            $18,125                              $19,757
Jun-96            $18,328                              $19,950
Jul-96            $18,388                              $20,011
Aug-96            $18,330                              $20,033
Sep-96            $18,640                              $20,288
Oct-96            $19,043                              $20,618
Nov-96            $19,334                              $20,871
Dec-96            $19,133                              $20,758
Jan-97            $19,152                              $20,836
Feb-97            $19,181                              $20,859
Mar-97            $18,940                              $20,746

Past  performance  does not  guarantee  future  results.  Investment  return and
principal  value will fluctuate,  and redemption  value may be more or less than
original cost. The line representing the fund's total return includes  operating
expenses (such as transaction  costs and management  fees) that reduce  returns,
while the total return line of the index does not.

PORTFOLIO AT A GLANCE
                                         3/31/97           3/31/96
Number of Securities                       13                10
Weighted Average Maturity               5.8 years         3.8 years
Average Duration                        4.4 years         3.1 years
Expense Ratio                             0.51%             0.53%

YIELD AS OF MARCH 31, 1997
                                         30-DAY
                                           SEC
                                          YIELD

Intermediate-Term Treasury                6.27%

Yield is defined in the Glossary on page 33.

           You will receive a proxy statement in June. Please read it
                   carefully and take part in the proxy vote.


Annual Report                                    Intermediate-Term Treasury    9


                           INTERMEDIATE-TERM TREASURY

Management Q & A

An interview with Dave Schroeder,  vice president and a senior portfolio manager
on the Benham Treasury funds management team.

HOW DID THE FUND PERFORM DURING THE FISCAL YEAR?

The fund was the top-performing  intermediate Treasury fund. For the fiscal year
ended March 31, 1997,  the fund had a total return of 4.05%,  compared  with the
3.38% average return of the 12  "Intermediate  U.S.  Treasury  Funds" tracked by
Lipper  Analytical  Services.  (See the Total Returns table on the previous page
for other fund performance comparisons.)

WHAT  FACTORS  LED TO THE  FUND'S  STRONG  PERFORMANCE  RELATIVE  TO ITS  LIPPER
CATEGORY?

The main reason was the fund's more  conservative  positioning  during the first
half of the fiscal year. Historically,  the fund's average maturity and duration
have been shorter than those of its peers, and this positioning helped limit the
fund's price depreciation as interest rates rose in mid-1996.

But as we mentioned in our last report,  we changed the fund's  benchmark  index
toward the end of last  summer.  As a result,  the fund's  average  maturity and
duration are now more in line with those of other  intermediate  Treasury funds.
The fund's  performance  over the last six months of the fiscal  year  reflected
this  change;  its 1.60%  return was closer to the 1.40%  average  return of its
peers.

[bar graph - data below]

INTERMEDIATE-TERM TREASURY FISCAL YEAR RETURNS
(Periods ended March 31)

           Intermediate-Term Treasury Merrill Lynch 1- to 10-Year Treasury Index

1988                   1.60%                              5.80%
1989                   2.78%                              4.19%
1990                  10.61%                             11.27%
1991                  11.59%                             11.94%
1992                   9.92%                             10.49%
1993                  12.36%                             12.15%
1994                   1.85%                              2.33%
1995                   3.54%                              4.31%
1996                   8.42%                              9.18%
1997                   4.05%                              4.65%

This chart  illustrates  the  historical  year-by-year  volatility of the fund's
returns over the past 10 years and compares them with the index's  returns.  The
fund's total returns include operating  expenses,  while the index's do not. See
page 32 for a definition of the index.


10   Intermediate-Term Treasury                     American Century Investments


                           INTERMEDIATE-TERM TREASURY

DID THE FUND'S  AVERAGE  MATURITY  AND  DURATION  CHANGE  MUCH OVER THE PAST SIX
MONTHS?

Not really, although we made some small adjustments to the fund's positioning in
response to changing market conditions. For example, in mid-February we held the
interest  payments  on several  of the fund's  securities  in cash  rather  than
reinvesting  them in the Treasury market.  This move  effectively  shortened the
fund's average  maturity and duration,  which proved to be  timely--bond  prices
plunged and yields rose during the latter half of  February.  The fund's  larger
cash position helped reduce the negative effects of rising interest rates.

After the market  turbulence  eased a little in March,  we invested  the cash in
longer-term,  high-yielding  Treasury securities.  This transaction extended the
fund's average maturity and duration while adding some extra yield.

THE FUND HELD SOME INFLATION-INDEXED TREASURY BONDS DURING THE PERIOD. WHY?

It was  part of the same  mid-February  adjustment  to  position  the fund  more
conservatively.   The   Treasury   had  recently   introduced   its   first-ever
inflation-indexed  bonds with maturities of 10 years, and our analysis indicated
that these  securities were less volatile than five-year  Treasury notes. So, we
sold  some  of  the  fund's   five-year   Treasury   notes  and  purchased  some
inflation-indexed Treasury securities.

The inflation-indexed securities performed as expected--they suffered less price
depreciation  during the bond price decline in late February.  But the fund only
held the inflation-indexed bonds for about two weeks; we sold them at the end of
February.  By that time, five-year Treasury notes were more attractively valued,
so we rotated back into those securities.

DO YOU PLAN TO ADD ANY  INFLATION-INDEXED  SECURITIES TO THE FUND'S PORTFOLIO IN
THE FUTURE?

Absolutely. An inflation-indexed bond tends to have about half the interest-rate
sensitivity of a normal bond with the same maturity.  The only inflation-indexed
Treasury securities currently available have maturities of 10 years, which means
their interest-rate sensitivity is similar to that of a five-year Treasury note.
That level of interest-rate  sensitivity  makes them perfect  candidates for the
fund's portfolio.

Going  forward,  we will monitor the relative value between  five-year  Treasury
notes and 10-year  inflation-indexed  Treasury bonds.  We'll invest in whichever
securities are most  attractive  based on our  evaluations of their total return
potential.

[pie charts]

PORTFOLIO  COMPOSITION  BY  SECURITY  TYPE (as of  3/31/97)  
Treasury  Notes 81%
Treasury Bonds 19%

PORTFOLIO  COMPOSITION  BY  SECURITY  TYPE (as of  9/30/96)  
Treasury  Notes 97%
Treasury Bonds 3%


Annual Report                                    Intermediate-Term Treasury   11


INTERMEDIATE-TERM TREASURY

LOOKING  AHEAD,  WHAT IS YOUR OUTLOOK FOR THE TREASURY  MARKET OVER THE NEXT SIX
MONTHS?

Bond yields rose dramatically in the first quarter of 1997,  largely because the
U.S. economy has shown  stronger-than-normal  growth and wages have been rising.
These factors also led the Federal Reserve to raise short-term interest rates in
March.  The Fed appears to be in a  rate-raising  mode; our only question is how
high they will go.

Historically,  the  average  Fed  "tightening  cycle"--a  series of  consecutive
short-term interest rate increases designed to restrain economic growth and head
off  inflation--consisted  of four  rate  hikes  totaling  200  basis  points (2
percentage  points).  This  magnitude of  tightening  seems  unlikely  this time
around,  especially  since rising wage  pressures have not  materialized  in the
consumer  inflation  figures.  Overall,  we believe that this will be a mild Fed
tightening cycle.

The bond market has already  priced in another  Fed rate  increase,  even though
inflation  trended lower in the first quarter of 1997. In addition,  the rise in
bond  yields  over the past few  months may  already be enough to slow  economic
activity and keep inflation at bay. As a result, we see a strong  possibility of
lower intermediate-term Treasury yields over the next six months.

WITH THIS  OUTLOOK  IN MIND,  WHAT ARE YOUR PLANS FOR THE FUND OVER THE NEXT SIX
MONTHS?

Intermediate-term  Treasury  securities  are  currently  yielding  almost 7%, an
attractive yield considering that inflation was just 2.8% during the past fiscal
year.  That's a real yield (the stated yield minus the  inflation  rate) of more
than 4%. So,  we're  lengthening  the fund's  average  maturity  and duration to
capture these high real yields.  We've already extended the fund's duration from
4.4 years to 4.7 years since the end of the fiscal year.

We're  also  positioning  the fund for a  steeper  yield  curve.  Recently,  the
Treasury yield curve has been  relatively  flat between two and ten  years--that
is, the gap between  two-year  Treasury  yields and ten-year  Treasury yields is
narrower  than  usual.  Because  we  expect  this  situation  to  change,  we're
concentrating  the  fund's  portfolio  in bonds with  maturities  at or near the
fund's average maturity of six years. This structure--known as a "bullet"--tends
to perform best when the yield curve moves from flat to steep.

We've sold some of the fund's  longer-term bonds and replaced them with six-year
securities,  including some zero-coupon  Treasury bonds.  The zero-coupon  bonds
have longer durations than ordinary six-year Treasury  securities,  so they help
maintain  the  fund's  duration  while  fitting  into  the  "bullet"   portfolio
structure.

[pie charts]

PORTFOLIO COMPOSITION BY MATURITY (as of 3/31/97) 
0-3 Years 4% 
3-5 Years 58% 
5-7 Years 8% 
7-10 Years 24% 
10-20 Years 6%

PORTFOLIO COMPOSITION BY MATURITY (as of 9/30/96) 
0-3 Years 2% 
3-5 Years 65% 
5-7 Years 17% 
7-10 Years 13% 
10-20 Years 3%


12   Intermediate-Term Treasury                     American Century Investments


                            SCHEDULE OF INVESTMENTS
                           INTERMEDIATE-TERM TREASURY

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

U.S. TREASURY SECURITIES
$11,000,000   U.S. Treasury Notes, 7.75%,
                11/30/99                                        $  11,312,840
 33,375,000   U.S. Treasury Notes, 5.75%,
                10/31/00                                           32,405,123
 35,000,000   U.S. Treasury Notes, 6.375%,
                3/31/01                                            34,584,550
 27,500,000   U.S. Treasury Notes, 6.625%,
                7/31/01                                            27,379,825
 24,600,000   U.S. Treasury Notes, 7.875%,
                8/15/01                                            25,637,874
 29,000,000   U.S. Treasury Notes, 6.375%,
                9/30/01                                            28,573,990
 38,500,000   U.S. Treasury Notes, 6.25%,
                10/31/01                                           37,730,000
 27,200,000   U.S. Treasury Notes, 5.75%,
                8/15/03                                            25,670,000
 14,800,000   U.S. Treasury Bonds, 11.625%,
                11/15/04                                           18,860,824
 17,300,000   U.S. Treasury Bonds, 12.00%,
                5/15/05                                            22,646,738
 15,000,000   U.S. Treasury Notes, 6.50%,
                8/15/05                                            14,582,850
 23,000,000   U.S. Treasury Notes, 6.875%,
                5/15/06                                            22,870,740
 15,150,000   U.S. Treasury Bonds, 12.00%,
                8/15/13, Call Date 8/15/08                         20,817,009
                                                                 ------------
TOTAL INVESTMENT SECURITIES-100.0%                               $323,072,363
   (Cost $328,257,973)                                           ============

See Notes to Financial Statements


Annual Report                                    Intermediate-Term Treasury   13

<TABLE>
<CAPTION>
                               LONG-TERM TREASURY

                                                                                AVERAGE ANNUAL RETURNS
                                                          6 MONTHS       1 YEAR         3 YEARS    LIFE OF FUND
TOTAL RETURNS AS OF MARCH 31, 1997
<S>                                                         <C>           <C>            <C>           <C>  
Long-Term Treasury .......................................  1.36%         2.65%          6.34%         6.23%
Lehman Long-Term Government Securities Index .............  1.48%         2.95%          7.29%         7.35%(1)
Average General U.S. Treasury Fund(2) ....................  1.36%         2.76%          5.48%         5.69%(1)
Fund's Ranking Among
General U.S. Treasury Funds(2) ...........................   --       13 out of 19    4 out of 15    2 out of 11

(1) Returns  since  9/30/92,  the date  nearest the fund's  inception  for which
    return data are available.
    Inception date was September 8, 1992.
(2) According to Lipper Analytical Services.

See pages 32-33 for more information  about returns,  the comparative  index and
Lipper fund rankings.
</TABLE>

[mountain graph - data below]

GROWTH OF $10,000 OVER THE LIFE OF THE FUND

Value on 3/31/97

$10,000 investment made 9/30/92

                Long-Term Treasury          Lehman Long-Term Govt. Index

Sep-92               $10,000                           $10,000
Oct-92                $9,774                           $9,790
Nov-92                $9,854                           $9,835
Dec-92               $10,110                           $10,108
Jan-93               $10,385                           $10,396
Feb-93               $10,773                           $10,749
Mar-93               $10,767                           $10,775
Apr-93               $10,828                           $10,855
May-93               $10,852                           $10,891
Jun-93               $11,320                           $11,354
Jul-93               $11,538                           $11,544
Aug-93               $12,080                           $12,020
Sep-93               $12,114                           $12,059
Oct-93               $12,221                           $12,148
Nov-93               $11,877                           $11,834
Dec-93               $11,893                           $11,870
Jan-94               $12,182                           $12,154
Feb-94               $11,604                           $11,656
Mar-94               $11,075                           $11,143
Apr-94               $10,894                           $11,010
May-94               $10,789                           $10,934
Jun-94               $10,692                           $10,827
Jul-94               $11,013                           $11,198
Aug-94               $10,970                           $11,111
Sep-94               $10,618                           $10,760
Oct-94               $10,584                           $10,720
Nov-94               $10,645                           $10,788
Dec-94               $10,793                           $10,953
Jan-95               $11,046                           $11,237
Feb-95               $11,342                           $11,558
Mar-95               $11,434                           $11,659
Apr-95               $11,621                           $11,865
May-95               $12,479                           $12,780
Jun-95               $12,633                           $12,929
Jul-95               $12,404                           $12,720
Aug-95               $12,665                           $13,005
Sep-95               $12,908                           $13,247
Oct-95               $13,260                           $13,616
Nov-95               $13,586                           $13,965
Dec-95               $13,950                           $14,338
Jan-96               $13,927                           $14,333
Feb-96               $13,244                           $13,638
Mar-96               $12,973                           $13,369
Apr-96               $12,735                           $13,145
May-96               $12,697                           $13,077
Jun-96               $12,951                           $13,358
Jul-96               $12,959                           $13,364
Aug-96               $12,793                           $13,195
Sep-96               $13,139                           $13,563
Oct-96               $13,667                           $14,097
Nov-96               $14,125                           $14,571
Dec-96               $13,762                           $14,218
Jan-97               $13,664                           $14,116
Feb-97               $13,672                           $14,124
Mar-97               $13,317                           $13,762

Past  performance  does not  guarantee  future  results.  Investment  return and
principal  value will fluctuate,  and redemption  value may be more or less than
original cost. The chart begins on 9/30/92  because that is the date nearest the
fund's 9/8/92 inception date for which index return data are available. The line
representing  the fund's  total  return  includes  operating  expenses  (such as
transaction  costs and  management  fees) that reduce  returns,  while the total
return line of the index does not.

PORTFOLIO AT A GLANCE
                                         3/31/97           3/31/96
Number of Securities                        8                 9
Weighted Average Maturity              20.9 years        22.9 years
Average Duration                       10.1 years        10.6 years
Expense Ratio                             0.60%             0.67%

YIELD AS OF MARCH 31, 1997
                                         30-DAY
                                           SEC
                                          YIELD

Long-Term Treasury                        6.65%

Yield is defined in the Glossary on page 33.

           You will receive a proxy statement in June. Please read it
                   carefully and take part in the proxy vote.


14   Long-Term Treasury                             American Century Investments


                               LONG-TERM TREASURY

Management Q & A

An interview with Dave Schroeder,  vice president and a senior portfolio manager
on the Benham Treasury funds management team.

HOW DID THE FUND PERFORM DURING THE FISCAL YEAR?

The fund's return trailed  slightly behind the average general Treasury fund but
reflected the overall  performance of long-term  Treasury bonds.  For the fiscal
year ended March 31, 1997,  the fund had a total return of 2.65%,  compared with
the 2.76% average  return of the 19 "General  U.S.  Treasury  Funds"  tracked by
Lipper  Analytical  Services.  (See the Total Returns table on the previous page
for other fund performance comparisons.)

WHY DID THE FUND UNDERPERFORM ITS LIPPER GROUP AVERAGE?

The main reason was the fund's  longer  average  maturity and duration  compared
with the other  funds in its Lipper  group.  The fund's  average  maturity of 21
years is significantly  longer than the 13-year average of its Lipper group, and
the fund's 10-year duration is greater than the 7-year Lipper group average.

The fund's  longer  position is  intended to provide the high yields  associated
with  long-term  Treasury  bonds,  but it also means that the fund responds more
dramatically to interest rate changes. As a result, the fund tends to excel when
bond prices  rise,  but it usually  slips  toward the bottom of its Lipper group
when bond prices fall. For the fiscal year,  bond prices  declined,  so the fund
lagged its Lipper group average.

[bar graph - data below]

LONG-TERM TREASURY FISCAL YEAR RETURNS
(Periods ended March 31)

         Long-Term Treasury         Lehman Long-Term Govt. Index

*1993    7.66%                               7.75% 
1994     2.87%                               3.40% 
1995     3.25%                               4.63% 
1996     13.46%                              14.67%
1997     2.65%                               2.95% 
                                             
This chart  illustrates  the  historical  year-by-year  volatility of the fund's
returns  since its inception  and compares  them with the index's  returns.  The
fund's total returns include operating  expenses,  while the index's do not. See
page 32 for a definition of the index.

* Return from  9/30/92 (the date  nearest the fund's  inception  for which index
  data are available) to 3/31/93.


Annual Report                                            Long-Term Treasury   15


                               LONG-TERM TREASURY

DID THE FUND'S AVERAGE MATURITY AND DURATION CHANGE MUCH DURING THE FISCAL YEAR?

Not really. The fund is designed to maintain an average maturity of 20-30 years,
and we tend to keep the fund's  average  maturity  and  duration  fairly  steady
within  this range.  However,  we do try to add return by  adjusting  the fund's
positioning as market conditions change.

For example,  in  mid-February  we held the interest  payments on several of the
fund's securities in cash rather than reinvesting them in the long-term Treasury
market.  This  move  effectively  shortened  the  fund's  average  maturity  and
duration,  which proved to be  timely--long-term  bond yields rose from 6.50% to
6.80% during the latter half of February. The fund's larger cash position helped
reduce the negative effects of rising interest rates.

After the market  turbulence  eased a little in March,  we invested  the cash in
long-term  Treasury  bonds,  extending the fund's average  maturity and duration
back out to their previous positions and capturing higher potential yields. This
transaction  also  served to  increase  the  fund's  sensitivity  to  changes in
interest rates.

DID THE FUND HOLD ANY GOVERNMENT AGENCY SECURITIES DURING THE YEAR?

No. Long-term agency  securities  haven't offered enough yield to entice us away
from the Treasury  market.  Supply factors are the main  reason--there  has been
little new issuance of non-callable  agency bonds in the 20- to 30-year maturity
range.  The low  supply  of  longer-term  agency  securities  has kept the yield
differential--or   spread--between  long-term  Treasury  and  agency  securities
relatively  narrow.  We would be  attracted  to a yield  spread  of 30-40  basis
points, but current spreads are hovering around 10-20 basis points.

LOOKING  AHEAD,  WHAT IS YOUR OUTLOOK FOR THE TREASURY  MARKET OVER THE NEXT SIX
MONTHS?

Bond yields rose dramatically in the first quarter of 1997,  largely because the
U.S. economy has shown  stronger-than-normal  growth and wages have been rising.
These factors also led the Federal Reserve to raise short-term interest rates in
March.  The Fed appears to be in a  rate-raising  mode; our only question is how
high they will go.

[pie charts]

PORTFOLIO  COMPOSITION  BY MATURITY (as of 3/31/97)  
10-20 Years 28% 
20-25 Years 54% 
25-30 Years 18%

PORTFOLIO  COMPOSITION  BY MATURITY (as of 9/30/96)  
10-20 Years 45% 
20-25 Years 36% 
25-30 Years 19%


16   Long-Term Treasury                             American Century Investments


                               LONG-TERM TREASURY

Historically,  the  average  Fed  "tightening  cycle"--a  series of  consecutive
short-term interest rate increases designed to restrain economic growth and head
off  inflation--consisted  of four  rate  hikes  totaling  200  basis  points (2
percentage  points).  This  magnitude of  tightening  seems  unlikely  this time
around,  especially  since rising wage  pressures have not  materialized  in the
consumer  inflation  figures.  Overall,  we believe that this will be a mild Fed
tightening cycle.

The bond market has already  priced in another  Fed rate  increase,  even though
inflation  trended lower in the first quarter of 1997. In addition,  the rise in
bond  yields  over the past few  months may  already be enough to slow  economic
activity and keep inflation at bay. As a result, we see a strong  possibility of
lower long-term Treasury yields over the next six months.

WITH THIS  OUTLOOK  IN MIND,  WHAT ARE YOUR PLANS FOR THE FUND OVER THE NEXT SIX
MONTHS?

We plan to extend the fund's average maturity and duration if yields continue to
rise. The 30-year  Treasury bond yield is currently  about  7.20%--close  to its
1996  peak of 7.25%  but well  short of the  more  than 8% it  reached  in 1994.
However,  this is still an attractive yield  considering that inflation was just
2.8% over the past fiscal year.  That's a real yield (the stated yield minus the
inflation rate) of 4.4%.

If yields approach  7.25%,  we will likely lengthen the fund's average  maturity
and  duration  to  capture  these  high real  yields  and  increase  the  fund's
sensitivity to changing  interest rates. This positioning would result in higher
fund returns if bond yields fall.

We'll  also  focus our  attention  on the  slope of the  Treasury  yield  curve.
Recently,  the yield curve has been somewhat flat between 10 and 30  years--that
is, the gap  between  10-year  Treasury  yields and 30-year  Treasury  yields is
slightly narrower than usual. If long-term  Treasury yields continue to rise, we
would expect this portion of the yield curve to get even flatter as intermediate
yields rise faster than the yields of long-term bonds.

If this occurs,  we'll look to  concentrate  the fund's  portfolio in bonds with
durations  at or near  the  fund's  duration  of  10-11  years.  This  portfolio
structure--known  as a  "bullet"--produces  higher  returns when the yield curve
moves from flat to steep. Our bullet strategy would probably include some 10- to
15-year  zero-coupon  Treasury   securities,   which  have  durations  that  are
equivalent to ordinary 20- to 30-year Treasury securities.


Annual Report                                            Long-Term Treasury   17


                            SCHEDULE OF INVESTMENTS
                               LONG-TERM TREASURY

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

U.S. TREASURY SECURITIES
$11,700,000   U.S. Treasury Bonds, 12.00%,
                8/15/13, Call Date 8/15/08                      $  16,076,502
  7,600,000   U.S. Treasury Bonds, 11.25%,
                2/15/15                                            10,685,144
  8,500,000   U.S. Treasury Bonds, 7.25%,
                5/15/16                                             8,531,875
 13,000,000   U.S. Treasury Bonds, 8.75%,
                5/15/17                                            15,075,970
 12,500,000   U.S. Treasury Bonds, 8.875%,
                2/15/19                                            14,726,625
 11,800,000   U.S. Treasury Bonds, 8.125%,
                8/15/19                                            12,943,185
 20,500,000   U.S. Treasury Bonds, 8.75%,
                8/15/20                                            23,953,020
 23,000,000   U.S. Treasury Bonds, 7.125%,
                2/15/23                                            22,705,370
                                                                 ------------
TOTAL INVESTMENT SECURITIES-100.0%                               $124,697,691
   (Cost $126,998,038)                                           ============

See Notes to Financial Statements



18   Long-Term Treasury                             American Century Investments

<TABLE>
<CAPTION>
                      STATEMENTS OF ASSETS AND LIABILITIES

MARCH 31, 1997

                                                                  SHORT-TERM    INTERMEDIATE-TERM     LONG-TERM
                                                                   TREASURY         TREASURY          TREASURY
ASSETS
<S>                                                                   <C>            <C>              <C>      
Investment securities, at value
  (identified cost of $35,347,815, $328,257,973,
  and $126,998,038, respectively) (Note 3) ...................... $35,137,451     $323,072,363     $124,697,691
Investment in affiliated money market fund (Note 2) .............     144,060               --               --
Cash ............................................................     171,495        2,167,202          997,702
Receivable for capital shares sold ..............................          --          223,713               --
Interest receivable .............................................     555,795        5,232,657        1,628,306
Prepaid expenses and other assets ...............................       2,230            3,510            3,223
                                                                   ----------      -----------      -----------
                                                                   36,011,031      330,699,445      127,326,922
                                                                   ----------      -----------      -----------

LIABILITIES
Disbursements in excess of demand deposit cash ..................      57,705          665,865          122,157
Payable for capital shares redeemed .............................      56,793          882,135          474,008
Payable to affiliates (Note 2) ..................................      18,020          131,833           54,108
Dividends payable ...............................................      21,136          225,525           97,561
Accrued expenses and other liabilities ..........................       3,100            9,889            9,245
                                                                   ----------      -----------      -----------
                                                                      156,754        1,915,247          757,079
                                                                   ----------      -----------      -----------
Net Assets Applicable to Outstanding Shares ..................... $35,854,277     $328,784,198     $126,569,843
                                                                  ===========     ============     ============

CAPITAL SHARES
Outstanding (Unlimited number of shares authorized) .............   3,703,962       32,666,395       13,580,394
                                                                    =========       ==========       ==========
Net Asset Value Per Share .......................................       $9.68           $10.06            $9.32
                                                                        =====           ======            =====

NET ASSETS CONSIST OF:
Capital paid in ................................................. $36,320,458     $342,410,897     $131,497,215
Accumulated net realized loss on investment transactions ........    (255,817)      (8,441,089)      (2,627,025)
Net unrealized depreciation on investments (Note 3) .............    (210,364)      (5,185,610)      (2,300,347)
                                                                     --------       ----------       ---------- 
                                                                  $35,854,277     $328,784,198     $126,569,843
                                                                  ===========     ============     ============

See Notes to Financial Statements
</TABLE>



Annual Report                          Statements of Assets and Liabilities   19

<TABLE>
<CAPTION>
                            STATEMENTS OF OPERATIONS

FOR THE YEAR ENDED MARCH 31, 1997

                                                                     SHORT-TERM    INTERMEDIATE-TERM     LONG-TERM
                                                                      TREASURY         TREASURY          TREASURY
INVESTMENT INCOME
Income:
<S>                                                                 <C>             <C>              <C>       
Interest .........................................................  $2,071,681      $19,776,755      $8,258,888
                                                                    ----------      -----------      ----------

Expenses (Note 2):
Investment advisory fees .........................................      97,899          881,647         331,761
Administrative fees ..............................................      33,371          300,336         112,936
Transfer agency fees .............................................      34,555          258,334         181,017
Printing and postage .............................................      19,498           62,029          22,456
Custodian fees ...................................................       9,491           24,849          16,441
Registration and filing fees .....................................      17,019           23,553          11,989
Auditing and legal fees ..........................................       6,185           22,071          10,809
Telephone expenses ...............................................       1,023           16,380           6,777
Directors' fees and expenses .....................................       7,187           10,911           8,091
Organizational costs .............................................       4,362               --           4,362
Other operating expenses .........................................       3,668            4,750           3,227
                                                                    ----------      -----------      ----------
  Total expenses .................................................     234,258        1,604,860         709,866
Amount (reimbursed) recouped (Note 2) ............................     (19,964)              --           7,579
                                                                    ----------      -----------      ----------
  Net expenses ...................................................     214,294        1,604,860         717,445
                                                                    ----------      -----------      ----------
Net investment income ............................................   1,857,387       18,171,895       7,541,443
                                                                    ----------      -----------      ----------
REALIZED AND UNREALIZED LOSS
ON INVESTMENTS (NOTE 3)
Net realized loss on investments .................................    (250,752)        (924,136)     (1,648,291)
Change in net unrealized appreciation (depreciation)
  on investments .................................................     (25,367)      (5,211,554)     (2,530,525)
                                                                    ----------      -----------      ----------

Net realized and unrealized loss on investments ..................    (276,119)      (6,135,690)     (4,178,816)
                                                                    ----------      -----------      ----------
Net Increase in Net Assets
Resulting from Operations ........................................  $1,581,268      $12,036,205      $3,362,627
                                                                    ==========      ===========      ==========

See Notes to Financial Statements
</TABLE>



20   Statements of Operations                       American Century Investments

<TABLE>
<CAPTION>
                      STATEMENTS OF CHANGES IN NET ASSETS

YEARS ENDED MARCH 31, 1997 AND
MARCH 31, 1996

                                             SHORT-TERM            INTERMEDIATE-TERM           LONG-TERM
                                              TREASURY                 TREASURY                TREASURY
                                              --------                 --------                --------

Increase (Decrease) in Net Assets         1997        1996         1997         1996        1997         1996
OPERATIONS                              --------------------- ------------------------- -------------------------
<S>                                   <C>         <C>         <C>          <C>          <C>          <C>        
Net investment income ............... $ 1,857,387 $ 2,223,963 $ 18,171,895 $ 17,572,702 $  7,541,443 $ 4,343,550
Net realized gain (loss) on
  investments .......................    (250,752)    843,800     (924,136)   6,107,998   (1,648,291)  1,584,748
Change in net unrealized
  appreciation (depreciation)
  on investments ....................     (25,367)    (98,334)  (5,211,554)   1,285,491   (2,530,525)   (453,793)
                                          -------     -------   ----------    ---------   ----------    -------- 
Net increase in net assets
  resulting from operations .........   1,581,268   2,969,429   12,036,205   24,966,191    3,362,627   5,474,505
                                        ---------   ---------   ----------   ----------    ---------   ---------

DISTRIBUTIONS TO SHAREHOLDERS
From net investment income ..........  (1,857,387) (2,223,963) (18,170,832) (17,574,013)  (7,541,443)(4,343,550)
In excess of net investment income ..         --           --           --       (1,063)          --          --
From net realized gains on
  investment transactions ...........    (314,362)         --           --           --           --          --
                                        ---------   ---------   ----------   ----------    ---------   ---------
Decrease in net assets
  from distributions ................  (2,171,749) (2,223,963) (18,170,832) (17,575,076)  (7,541,443) (4,343,550)
                                        ---------   ---------   ----------   ----------    ---------   ---------
CAPITAL SHARE TRANSACTIONS
Proceeds from shares sold ...........  20,702,093  24,141,147  135,941,496   88,990,754  121,731,884 132,086,594
Proceeds from reinvestment
  of distributions ..................   1,701,032   1,812,665   15,158,997   14,503,565    6,721,638   3,753,001
Payments for shares redeemed ........ (21,606,539)(47,141,302)(127,201,582)(105,218,219)(108,445,771)(61,135,165)
                                      ----------- ----------- ------------ ------------ ------------ ----------- 
Net increase (decrease) in net assets
  from capital share transactions ...     796,586 (21,187,490)  23,898,911   (1,723,900)  20,007,751  74,704,430
                                          ------- -----------   ----------   ----------   ----------  ----------
Net increase (decrease)
  in net assets .....................     206,105 (20,442,024)  17,764,284    5,667,215   15,828,935  75,835,385

NET ASSETS
Beginning of year ...................  35,648,172  56,090,196  311,019,914  305,352,699  110,740,908   34,905,523
                                       ----------  ----------  -----------  -----------  -----------   ----------
End of year ......................... $35,854,277 $35,648,172 $328,784,198 $311,019,914 $126,569,843 $110,740,908
                                      =========== =========== ============ ============ ============ ============

TRANSACTIONS IN SHARES OF THE FUNDS
Sold ................................   2,110,951   2,445,501   13,222,087    8,615,958   12,640,532  13,328,034
Issued in reinvestment of
  distributions .....................     173,971     183,661    1,484,213    1,406,699      703,288     374,702
Redeemed ............................  (2,205,268) (4,770,075) (12,410,526) (10,209,066) (11,213,547) (6,109,519)
                                       ----------  ----------  -----------  -----------  -----------  ---------- 
Net increase (decrease) .............      79,654  (2,140,913)   2,295,774     (186,409)   2,130,273   7,593,217
                                           ======  ==========    =========     ========    =========   =========

See Notes to Financial Statements
</TABLE>



Annual Report                           Statements of Changes in Net Assets   21


                         NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

1. Organization and Summary of Significant Accounting Policies

Organization--American Century Government Income Trust (the Trust) is registered
under the Investment Company Act of 1940 as an open-end  diversified  management
investment   company.   American  Century  -  Benham  Short-Term  Treasury  Fund
(Short-Term),   American  Century  -  Benham  Intermediate-Term   Treasury  Fund
(Intermediate-Term),  and  American  Century - Benham  Long-Term  Treasury  Fund
(Long-Term)  (the  Funds)  are three of the seven  funds  composing  the  Trust.
Short-Term  seeks to earn and  distribute  the highest  level of current  income
exempt from state income taxes as is consistent  with  preservation  of capital.
The Fund intends to pursue its investment objectives by investing exclusively in
securities  issued or guaranteed by the U.S. Treasury and maintaining a weighted
average portfolio maturity ranging from 13 months to 3 years.  Intermediate-Term
seeks to earn and distribute the highest level of current income consistent with
the  conservation  of assets and the safety  provided  by U.S.  Treasury  bills,
notes,  and  bonds.  The Fund  intends to pursue its  investment  objectives  by
investing  primarily in U.S.  Treasury notes,  which carry the direct full faith
and credit pledge of the U.S.  government  and  maintaining  a weighted  average
portfolio  maturity which ranges from 13 months to 10 years.  Long-Term seeks to
provide a consistent  and high level of current  income exempt from state taxes.
The Fund intends to pursue its investment objectives by investing exclusively in
securities  issued or guaranteed by the U.S. Treasury and maintaining a weighted
average  portfolio   maturity  ranging  from  20  to  30  years.  The  following
significant  accounting  policies,  related to the Funds, are in accordance with
accounting policies generally accepted in the investment company industry.

Security Valuations--Securities are valued through valuations obtained through a
commercial  pricing  service  or at the mean of the most  recent  bid and  asked
prices. When valuations are not readily available, securities are valued at fair
value as  determined  in  accordance  with  procedures  adopted  by the Board of
Trustees.

Security  Transactions--Security  transactions  are  accounted  for on the  date
purchased  or  sold.  Net  realized  gains  and  losses  are  determined  on the
identified cost basis, which is also used for federal income tax purposes.

Investment Income--Interest income is recorded on the accrual basis and includes
amortization   of  discounts  and   premiums.   Discounts  are  amortized  on  a
straight-line basis (except on zero-coupon  securities which are amortized using
the  effective  interest  rate  method),  and premiums are  amortized  using the
effective interest rate method.

Income Tax  Status--It  is the Funds' policy to  distribute  all net  investment
income and net realized capital gains to shareholders  and to otherwise  qualify
as a regulated  investment  company under the provisions of the Internal Revenue
Code. Accordingly, no provision has been made for federal or state taxes.

Distributions  to  Shareholders--Distributions  from net  investment  income are
declared daily and distributed  monthly.  Distributions  from net realized gains
are declared and paid annually.

At March 31, 1997,  accumulated net realized capital loss carryovers of $232,104
for Short-Term,  $6,688,256 for Intermediate-Term,  and $1,487,903 for Long-Term
(expiring 2003 through 2005) may be used to offset future taxable gains.

Short-Term,  Intermediate-Term  and  Long-Term  have  elected  to treat  $6,878,
$1,529,071 and $355,015,  respectively,  of net capital  losses  incurred in the
five month period ended March 31, 1997, as having been incurred in the following
fiscal year.

All income  dividends  paid by the Funds  during the fiscal year ended March 31,
1997,  came from net income on direct  investments  in U.S.  Treasury and agency
securities.  Interest  income from U.S.  Treasury and agency  securities  is not
subject to state and local taxes in many states.

The character of distributions  made during the year from net investment  income
or net realized  capital gains may differ from their  ultimate  characterization
for federal income tax purposes. These differences are due to differences in the
recognition  of  income  and  expense  items  for  financial  statement  and tax
purposes.

Supplementary  Information--Certain  officers and trustees of the Trust are also
officers and/or directors, and, as a group, controlling stockholders of American
Century  Companies,  Inc. (ACC), the parent of the Trust's  investment  advisor,
Benham Management  Corporation (BMC), the Trust's distributor,  American Century
Investment  Services,  Inc.  (ACIS),  and the Trust's  transfer agent,  American
Century Services Corporation (ACSC).

Use of  Estimates--The  preparation of financial  statements in conformity  with
generally accepted  accounting  principles requires management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the reported  amounts of increases  and  decreases in net assets
from  operations  during the  period.  Actual  results  could  differ from these
estimates.


22   Notes to Financial Statements                  American Century Investments


                         NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

Organization  Costs--Costs  incurred by  Short-Term  and Long-Term in connection
with the organization,  initial registration,  and public offering of shares are
being  amortized  on a  straight-line  basis  over  a  five-year  period  ending
September 1997.

- --------------------------------------------------------------------------------
2. Transactions with Related Parties

The  Trust has  entered  into an  Investment  Advisory  Agreement  with BMC that
provides  the  Trust  with  investment  advisory  services  in  exchange  for an
investment  advisory  fee.  ACSC pays all  compensation  of Trust  officers  and
trustees who are officers or  directors  of ACC or any of its  subsidiaries.  In
addition,  promotion and  distribution  expenses are paid by BMC. The investment
advisory  fee is paid  monthly  by each Fund  based on its pro rata share of the
dollar amount derived from applying the Trust's average daily closing net assets
to the following annualized investment advisory fee schedule:

          0.50% of the first $100 million 
          0.45% of the next $100 million 
          0.40% of the next $100 million  
          0.35% of the next $100 million 
          0.30% of the next $100 million  
          0.25% of the next $1 billion 
          0.24% of the next $1 billion
          0.23% of the next $1 billion  
          0.22% of the next $1 billion 
          0.21% of the next $1 billion 
          0.20% of the next $1 billion
          0.19% of the average daily net assets over $6.5 billion

The Trust has an  Administrative  Services and Transfer  Agency  Agreement  with
ACSC. Under the Agreement,  ACSC provides  substantially all  administrative and
transfer agency services necessary to operate the Funds. Fees for these services
are based on  transaction  volume,  number of accounts and average daily closing
net assets for funds  advised by BMC. The  Agreement  was  formerly  with Benham
Financial Services, Inc.

The Trust has an additional agreement with BMC pursuant to which BMC established
a contractual  expense guarantee that limits Fund expenses (excluding items such
as brokerage  commissions,  taxes,  interest,  custodian  earnings credits,  and
extraordinary  expenses) to 0.60% (0.65% prior to June 1, 1996) of average daily
closing  net  assets.  The  agreement  provides  that  BMC may  recover  amounts
(representing  expenses in excess of the Fund's expense guarantee rate) absorbed
during the preceding 11 months, if, and to the extent that, for any given month,
the Fund's  expenses are less than the expense  guarantee rate in effect at that
time.  On April 25, 1997,  the Board of Trustees  approved a plan to implement a
unified management fee, which would replace the existing  contracts,  previously
mentioned,  between  the Funds and  related  parties.  Such plan is  subject  to
shareholder approval and will be voted on in July, 1997.

The payables to affiliates as of March 31, 1997,  based on the above  agreements
were as follows:
                               Short-Term      Intermediate-       Long-Term
                                Treasury       Term Treasury       Treasury
Investment Advisor ............ $  9,658         $  79,194          $29,010
Administrative Services and
Transfer Agent ................   8,362           52,639            25,098
                                 -------         --------           -------
                                 $18,020         $131,833           $54,108
                                 =======         ========           =======

As of March 31,  1997,  Short-Term  had  invested  $144,060 in shares of Capital
Preservation  Fund (CPF),  a money market fund advised by BMC. The terms of such
transactions  were identical to those with  nonrelated  entities except that, to
avoid duplicative  investment advisory fees and administrative fees,  Short-Term
did not pay BMC  investment  advisory  fees and ACSC  administrative  fees  with
respect to assets invested in shares of CPF.

The Trust has a  Distribution  Agreement  with ACIS,  which is  responsible  for
promoting  sales of and  distributing  the Trust's  shares.  This  Agreement was
formerly with Benham Distributors, Inc.


Annual Report                                 Notes to Financial Statements   23


                         NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

- --------------------------------------------------------------------------------
3. Investment Transactions

The aggregate cost of U.S. Treasury and Agency obligations (excluding short-term
investments)  purchased  for the year  ended  March  31,  1997,  in  Short-Term,
Intermediate-Term,   and  Long-Term  totaled  $79,360,143,   $373,341,039,   and
$67,232,413,  respectively.  Proceeds from U.S. Treasury and Agency  obligations
(excluding short-term  investments) sold in Short-Term,  Intermediate-Term,  and
Long-Term totaled $78,619,090, $339,036,997, and $46,846,253, respectively.

As of March 31, 1997,  accumulated net unrealized  depreciation  for Short-Term,
Intermediate-Term,  and Long-Term was $222,133, $5,409,371, and $3,084,458 based
on  the  aggregate  cost  of  investments  of  $35,359,584,   $328,481,734   and
$127,782,149,  respectively  for federal  income tax purposes.  Accumulated  net
unrealized   depreciation  consisted  of  unrealized   appreciation  of  $9,118,
$266,382, and $253,411, and unrealized depreciation of $231,251,  $5,675,753 and
$3,337,869, respectively.

- --------------------------------------------------------------------------------
4. Corporate Events

The following name changes became effective January 1, 1997:
<TABLE>

                  NEW NAMES                                                  FORMER NAMES
<S>                <C>                                                       <C>   
Funds' Issuer:    American Century Government Income Trust                   Benham Government Income Trust
Funds:            American Century - Benham Short-Term Treasury Fund         Benham Short-Term Treasury & Agency Fund
                  American Century - Benham Intermediate-Term Treasury Fund  Benham Treasury Note Fund
                  American Century - Benham Long-Term Treasury Fund          Benham Long-Term Treasury & Agency Fund
Parent Company:   American Century Companies, Inc.                           Twentieth Century Companies, Inc.
Distributor:      American Century Investment Services, Inc.                 Twentieth Century Securities, Inc.
Transfer Agent:   American Century Services Corporation                      Twentieth Century Services, Inc.
</TABLE>


24   Notes to Financial Statements                  American Century Investments
<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                              SHORT-TERM TREASURY

                                  For a Share Outstanding Throughout the Years Ended March 31 (except as noted)

                                                    1997         1996         1995         1994         1993(1)

PER-SHARE DATA
Net Asset Value,
<S>                                                <C>          <C>           <C>         <C>          <C>   
Beginning of Period .............................  $9.84        $9.73         $9.86       $10.04       $10.00
                                                   -----        -----         -----       ------       ------
Income From Investment Operations
  Net Investment Income .........................   0.52         0.53          0.50         0.36         0.25
  Net Realized and Unrealized Gain
  (Loss) on Investment Transactions .............  (0.07)        0.11         (0.13)       (0.14)        0.04
                                                   -----         ----         -----        -----         ----
  Total From
  Investment Operations .........................   0.45         0.64          0.37         0.22         0.29
                                                    ----         ----          ----         ----         ----
Distributions
  From Net Investment Income ....................  (0.52)       (0.53)        (0.50)       (0.36)       (0.25)
  From Net Realized Capital Gains ...............  (0.09)        --            --          (0.03)        --
  In Excess of Net Realized Gains ...............   --           --            --          (0.01)        --
                                                    ----         ----          ----         ----         ----
  Total Distributions ...........................  (0.61)       (0.53)        (0.50)       (0.40)       (0.25)
                                                   -----        -----         -----        -----        ----- 
Net Asset Value, End of Period ..................  $9.68        $9.84         $9.73        $9.86       $10.04
                                                   =====        =====         =====        =====       ======
  Total Return(2) ...............................   4.62%        6.71%         3.85%        2.16%        2.79%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets ...........................   0.61%        0.67%        0.67%        0.58%         --
Ratio of Net Investment Income
to Average Net Assets ...........................   5.26%        5.39%        5.22%        3.53%      4.50%(3)
Portfolio Turnover Rate .........................    234%         224%         141%         262%          158%
Net Assets, End
of Period (in thousands) ........................ $35,854      $35,648      $56,090      $24,929       $14,889

(1)  September 8, 1992 (inception) through March 31, 1993.

(2)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any. Total returns for periods less than one year are not
     annualized.

(3)  Annualized.
</TABLE>


See Notes to Financial Statements



Annual Report                                          Financial Highlights   25
<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                           INTERMEDIATE-TERM TREASURY

                                                   For a Share Outstanding Throughout the Years Ended March 31

                                                    1997         1996         1995         1994          1993

PER-SHARE DATA
Net Asset Value,
<S>                                               <C>           <C>          <C>          <C>          <C>   
Beginning of Year ..............................  $10.24        $9.99        $10.18       $10.73       $10.52
                                                  ------        -----        ------       ------       ------
Income From Investment Operations
  Net Investment Income ........................    0.58         0.58          0.53         0.48         0.56
  Net Realized and Unrealized Gain
  (Loss) on Investment Transactions ............   (0.18)        0.25         (0.19)       (0.27)        0.69
                                                   -----         ----         -----        -----         ----
  Total From
  Investment Operations ........................    0.40         0.83          0.34         0.21         1.25
                                                    ----         ----          ----         ----         ----
Distributions
  From Net Investment Income ...................   (0.58)       (0.58)        (0.53)       (0.48)       (0.56)
  From Net Realized Capital Gains ..............    --           --            --          (0.06)       (0.48)
  In Excess of Net Realized Capital Gains ......    --           --            --          (0.22)        --
                                                    ----         ----          ----         ----         ----
  Total Distributions ..........................   (0.58)       (0.58)        (0.53)       (0.76)       (1.04)
                                                   -----        -----         -----        -----        ----- 
Net Asset Value, End of Year ...................  $10.06       $10.24         $9.99       $10.18       $10.73
                                                  ======       ======         =====       ======       ======
  Total Return(1) ..............................    4.05%        8.42%         3.54%        1.85%       12.36%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets ..........................    0.51%        0.53%        0.53%        0.51%         0.53%
Ratio of Net Investment Income
to Average Net Assets ..........................    5.72%        5.65%        5.35%        4.50%         5.18%
Portfolio Turnover Rate ........................     110%         168%          92%         213%          299%
Net Assets, End
of Year (in thousands) ......................... $328,784     $311,020     $305,353     $351,369      $391,538

(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.

See Notes to Financial Statements
</TABLE>

26   Financial Highlights                           American Century Investments
<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                               LONG-TERM TREASURY

                                   For a Share Outstanding Throughout the Years Ended March 31 (except as noted)

                                                    1997         1996         1995         1994         1993(1)

PER-SHARE DATA
Net Asset Value,
<S>                                                <C>          <C>           <C>         <C>          <C>   
Beginning of Period .............................  $9.67        $9.05         $9.38       $10.24       $10.00
                                                   -----        -----         -----       ------       ------
Income From Investment Operations
  Net Investment Income .........................   0.60         0.60          0.60         0.63         0.39
  Net Realized and Unrealized Gain
  (Loss) on Investment Transactions .............  (0.35)        0.62         (0.33)       (0.27)        0.24
                                                   -----         ----         -----        -----         ----
  Total From
  Investment Operations .........................   0.25         1.22          0.27         0.36         0.63
                                                    ----         ----          ----         ----         ----
Distributions
  From Net Investment Income ....................  (0.60)       (0.60)        (0.60)       (0.63)       (0.39)
  From Net Realized Capital Gains ...............   --           --            --          (0.45)        --
  In Excess of Net Realized Capital Gains .......   --           --            --          (0.14)        --
                                                    ----         ----          ----         ----         ----
  Total Distributions ...........................  (0.60)       (0.60)        (0.60)       (1.22)       (0.39)
                                                   -----        -----         -----        -----        ----- 
Net Asset Value, End of Period. .................  $9.32        $9.67         $9.05        $9.38       $10.24
                                                   =====        =====         =====        =====       ======
  Total Return(2) ...............................   2.65%       13.46%         3.25%        2.87%        6.48%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets ...........................   0.60%        0.67%        0.67%        0.57%         --
Ratio of Net Investment Income
to Average Net Assets ...........................   6.28%        5.93%        6.84%        5.89%      7.18%(3)
Portfolio Turnover Rate .........................     40%         112%         147%         200%           57%
Net Assets, End
of Period (in thousands) ........................$126,570     $110,741      $34,906      $18,003       $20,975

(1)  September 8, 1992 (inception) through March 31, 1993.
(2)  Total return assumes reinvestment of dividends and capital gains
     distributions, if any. Total returns for periods less than one year are not
     annualized.
(3)  Annualized.


See Notes to Financial Statements
</TABLE>


Annual Report                                          Financial Highlights   27


                          INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
American Century Government Income Trust:

We have audited the accompanying statements of assets and liabilities, including
the schedules of investment securities,  of American Century - Benham Short-Term
Treasury Fund,  American Century - Benham  Intermediate-Term  Treasury Fund, and
American  Century  -  Benham  Long-Term  Treasury  Fund  (three  of  the  series
comprising  American Century - Benham Government Income Trust) (the Funds) as of
March 31,  1997,  and the related  statements  of  operations  for the year then
ended,  the  statements  of  changes  in net assets for each of the years in the
two-year period then ended, and the financial highlights for each of the periods
presented.   These  financial   statements  and  financial  highlights  are  the
responsibility  of the Funds'  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of securities owned as of March
31, 1997,  by  correspondence  with the  custodians  and brokers.  An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Funds as of March 31,  1997,  the  results of their  operations,  the changes in
their net assets and the financial  highlights for the periods  indicated above,
in conformity with generally accepted accounting principles.

/s/KPMG Peat Marwick LLP
KPMG Peat Marwick LLP


Kansas City, Missouri
May 2, 1997



28   Independent Auditors' Report                   American Century Investments


                              IMPORTANT NOTICE FOR
                        ALL IRA AND 403(b) SHAREHOLDERS

As required by law, any distributions you receive from an IRA and certain 403(b)
distributions  [not  eligible for  rollover to an IRA or to another  403(b)] are
subject to federal income tax withholding at the rate of 10% of the total amount
withdrawn,  unless you elect not to have withholding apply. If you don't want us
to withhold  on this  amount,  you may send us a written  notice not to have the
federal  income tax withheld.  Your written  notice is valid for six months from
the date of  receipt  at  American  Century.  Even if you plan to roll  over the
amount you withdraw to another tax-deferred  account, the withholding rate still
applies to the withdrawn  amount unless we have received a written notice not to
withhold federal income tax within six months prior to the withdrawal.

When  you plan to  withdraw,  you may  make  your  election  by  completing  our
Exchange/  Redemption form or an IRS Form W-4P. Call American Century for either
form.  Your  written  election  is valid  for only six  months  from the date of
receipt at American Century. You may revoke your election at any time by sending
a written notice to us.

Remember,  even if you elect not to have income tax withheld, you are liable for
paying income tax on the taxable portion of your withdrawal. If you elect not to
have income tax withheld or you don't have enough income tax  withheld,  you may
be responsible  for payment of estimated tax. You may incur  penalties under the
estimated  tax rules if your  withholding  and  estimated  tax  payments are not
sufficient.


Annual Report                                              Important Notice   29


                                     NOTES


30   Notes                                          American Century Investments


                                     NOTES


Annual Report                                                         Notes   31


                             BACKGROUND INFORMATION

Investment Philosophy & Policies

American Century  Investments offers 42 fixed-income  funds,  ranging from money
market funds to long-term  bond funds and including  both taxable and tax-exempt
funds.

Short-Term Treasury seeks current income by investing primarily in securities
issued by the U.S. Treasury. The fund may also invest up to 35% of its assets
in securities issued by U.S. government agencies. The fund typically maintains
an average maturity of 1-3 years.

Intermediate-Term Treasury seeks current income by investing exclusively in
securities issued by the U.S. Treasury. The fund typically maintains an
average maturity of 1-10 years.

Long-Term Treasury seeks current income by investing primarily in securities
issued by the U.S. Treasury. The fund may also invest up to 35% of its assets
in securities issued by U.S. government agencies. The fund typically maintains
an average maturity of 20-30 years.

Comparative Indices

The  indices  listed  below are used in the report to serve as fund  performance
comparisons. They are not investment products available for purchase.

The Lehman 1- to 3-Year Government Securities Index is an index of U.S. Treasury
and government agency securities with maturities between 1 and 3 years.

The  Merrill  Lynch 1- to 10-year  Treasury  Index is an index of U.S.  Treasury
securities with remaining maturities between 1 and 10 years.

The Lehman Long-Term  Government  Securities Index is an index of U.S.  Treasury
securities with maturities greater than 10 years.

Lipper Rankings

Lipper Analytical  Services,  Inc. is an independent mutual fund ranking service
that groups funds according to their investment objective. Rankings are based on
average  annual  returns  for  each  fund in a given  category  for the  periods
indicated. Rankings are not included for periods less than one year.

The Lipper categories for the U.S. Treasury funds are:

Short U.S. Treasury Funds (Short-Term  Treasury)--funds that invest at least 65%
of assets in U.S.  Treasury  bills,  notes and bonds with average  maturities of
less than three years.

Intermediate U.S. Treasury Funds (Intermediate-Term Treasury)--funds that invest
at least 65% of assets in U.S.  Treasury  bills,  notes and bonds  with  average
maturities of 5-10 years.

General U.S. Treasury Funds (Long-Term Treasury)--funds that invest at least 65%
of assets in U.S. Treasury bills, notes and bonds.

                            PORTFOLIO MANAGEMENT TEAM
                            Vice Presidents and
                            Senior Portfolio Managers     Bob Gahagan
                                                          Dave Schroeder
                            Senior Portfolio Manager      Casey Colton


32   Background Information                         American Century Investments


                                    GLOSSARY

Returns

o    Total Return figures show the overall  percentage  change in the value of a
     hypothetical  investment  in the fund  and  assume  that all of the  fund's
     distributions are reinvested.

o    Average Annual  Returns  illustrate  the annually  compounded  returns that
     would have  produced  the  fund's  cumulative  total  returns if the fund's
     performance  had been  constant  over the  entire  period.  Average  annual
     returns smooth out variations in a fund's return;  they are not the same as
     fiscal year-by-year results. For fiscal year-by-year returns,  please refer
     to the "Financial Highlights" on pages 25-27.

Yields

o    30-day SEC Yield represents net investment income earned by the fund over a
     30-day period,  expressed as an annual  percentage rate based on the fund's
     share  price at the end of the  30-day  period.  The SEC  yield  should  be
     regarded as an estimate of the fund's rate of investment income, and it may
     not equal the fund's actual income  distribution rate, the income paid to a
     shareholder's  account,  or the income  reported  in the  fund's  financial
     statements.

Portfolio Statistics

o    Number of Securities--the  number of different securities held by a fund on
     a given date.

o    Weighted  Average  Maturity  (WAM)--a  measurement of the  sensitivity of a
     fixed-income  portfolio to interest rate changes. WAM indicates the average
     time until the  securities  in the  portfolio  mature,  weighted  by dollar
     amount. The longer the WAM, the more interest rate exposure and sensitivity
     the portfolio has.

o    Average  Duration--another  measure of the  sensitivity  of a  fixed-income
     portfolio to interest rate changes.  Duration is a time-weighted average of
     the interest and principal  payments of the  securities in a portfolio.  As
     the  duration of a portfolio  increases,  so does the impact of a change in
     interest rates on the value of the portfolio.

o    Expense  Ratio--the   operating  expenses  of  the  fund,  expressed  as  a
     percentage  of average  net assets.  Shareholders  pay an annual fee to the
     investment  advisor for investment  advisory and management  services.  The
     expenses and fees are deducted from fund income, not from each shareholder.
     The annual fee has a contractual expense limit guarantee based on the terms
     of the Investment Advisory Agreement. (See Note 2 in the Notes to Financial
     Statements.) 

Investment Terms

o    Basis Point--one  one-hundredth of a percentage point (or 0.01%). 100 basis
     points equal one percentage point (or 1%). Basis points are used to clearly
     describe  interest rate changes.  For example,  if a news report  indicates
     that  interest  rates rose by 1%, does that mean 1% of the previous rate or
     one percentage point? It is more accurate to state that interest rates rose
     by 100 basis points.

o    Coupon--the stated interest rate of a security.

o    Yield Curve--a graphic  representation of the relationship between maturity
     and yield for fixed-income securities.  Yield curve graphs plot lengthening
     maturities  along the horizontal  axis and rising yields along the vertical
     axis.  Most  "normal"  yield  curves  start in the lower left corner of the
     graph and rise to the upper right  corner,  indicating  that yields rise as
     maturities  lengthen.  This upward sloping yield curve illustrates a normal
     risk/return  relationship--more  return  (yield)  for more  risk (a  longer
     maturity).  Conversely,  a "flat" yield curve  provides  little or no extra
     return for taking on more risk.

Security Types

o    U.S.   Government  Agency   Securities--debt   securities  issued  by  U.S.
     government  agencies  (such as the  Federal  Home Loan Bank and the Federal
     Farm Credit Bank).  Some agency securities are backed by the full faith and
     credit of the U.S.  government,  while  others are  guaranteed  only by the
     issuing  agency.   Government  agency  securities  include  discount  notes
     (maturing in one year or less) and medium-term notes,  debentures and bonds
     (maturing in three months to 50 years).

o    U.S. Treasury  Securities--debt  securities issued by the U.S. Treasury and
     backed by the direct "full faith and credit" pledge of the U.S. government.
     Treasury  securities  include bills  (maturing in one year or less),  notes
     (maturing in two to 10 years) and bonds (maturing in more than 10 years).

o    Zero-Coupon Bonds  (Zeros)--bonds  that make no periodic interest payments.
     Instead,  they are sold at a deep discount and then redeemed for their full
     face value at maturity. When held to maturity, a zero's entire return comes
     from the  difference  between its purchase price and its value at maturity.
     The funds typically only invest in zeros issued by the U.S. Treasury.


Annual Report                                                      Glossary   33

[american century logo]
American
Century(sm)

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

Person-to-Person Assistance:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-444-3485

Fax: 816-340-7962

Internet: www.americancentury.com


AMERICAN CENTURY GOVERNMENT INCOME TRUST


Investment Manager
BENHAM MANAGEMENT CORPORATION


This  report  and  the   statements   it
contains are  submitted  for the general
information  of  our  shareholders.  The
report    is    not    authorized    for
distribution  to  prospective  investors
unless  preceded  or  accompanied  by an
effective prospectus.

American Century Investment Services, Inc.


9705           [recycled logo]
SH-BKT-8524       Recycled
<PAGE>
                                 ANNUAL REPORT

                            [american century logo]
                                    American
                                  Century(sm)

                                 March 31, 1997

                                     BENHAM
                                     GROUP

                  Adjustable Rate Government Securities (ARM)
                                      GNMA


[front cover]

                               TABLE OF CONTENTS

Report Highlights............................................. 1
Our Message to You............................................ 2
Period Overview............................................... 3
Adjustable Rate Government Securities (ARM)
   Performance & Portfolio Information........................ 4
   Management Q & A........................................... 5
   Schedule of Investments.................................... 8
   Financial Highlights.......................................24
GNMA
   Performance & Portfolio Information........................12
   Management Q & A...........................................13
   Schedule of Investments....................................16
   Financial Highlights.......................................25
Statements of Assets and Liabilities..........................18
Statements of Operations......................................19
Statements of Changes in Net Assets...........................20
Notes to Financial Statements.................................21
Independent Auditors' Report..................................26
IRA/403(b) Information........................................27
Background Information
   Investment Philosophy & Policies...........................28
   Comparative Indices........................................28
   Lipper Rankings............................................28
   Portfolio Management Team..................................28
Glossary......................................................29

American Century  Investments offers you nearly 70 fund choices covering stocks,
bonds, money markets,  specialty investments and blended portfolios. To help you
find the funds that may meet your needs, we have divided  American Century funds
into three groups based on investment style and objectives.  These groups, which
appear below, are designed to help simplify your fund decisions.

                  American Century Investments--Family of Funds

        BENHAM GROUP           AMERICAN CENTURY GROUP    TWENTIETH CENTURY GROUP

     MONEY MARKET FUNDS          ASSET ALLOCATION &
    GOVERNMENT BOND FUNDS        BALANCED FUNDS             U.S. GROWTH FUNDS
   DIVERSIFIED BOND FUNDS   CONSERVATIVE EQUITY FUNDS      INTERNATIONAL FUNDS
    MUNICIPAL BOND FUNDS         SPECIALTY FUNDS

            ARM
           GNMA



We welcome your comments or questions about this report.  
See the back cover for ways to contact us by mail, phone or e-mail.

Twentieth  Century and the Benham Group are registered marks of American Century
Services Corporation and Benham Management Corporation,  respectively.  American
Century is a service mark of American Century Services Corporation.


                                                    American Century Investments


                               REPORT HIGHLIGHTS

Period Overview

o    The U.S. economy expanded at a rate of 4.17% during the twelve months ended
     March 31, 1997.

o    Despite  healthy  economic  expansion,  inflation  remained  under control.
     Consumer prices rose a modest 2.8% for the 12-month period.

o    Though  inflation  remained  tame,  the  Federal  Reserve  (the Fed) raised
     short-term interest rates in March 1997 to head off inflation in the coming
     months.

o    In general,  mortgage-backed securities such as ARMs and GNMAs outperformed
     Treasury securities by a significant margin.

o    Because of rising  interest  rates,  ARMs,  with their  shorter  durations,
     outperformed  GNMAs for the period.  The Lehman Brothers ARM index returned
     6.95% for the year,  compared  with the 6.01% return  posted by the Salomon
     Brothers 30-Year GNMA Index.

o    Demand  for  mortgage-backed  securities  was  boosted by  shrinking  yield
     spreads between corporate and municipal bonds and Treasurys. Many investors
     seeking higher yields turned to mortgage-backed securities.

ARM

o    The  fund   outperformed  its  Lipper   peer-group   average  and  was  our
     best-performing Benham taxable fixed-income fund in 1996 and 1997 to date.

o    We kept the fund  conservatively  positioned  in  comparison  to its peers,
     though  its  duration  lengthened  slightly  as we  replaced  some  of  its
     conventional ARMs with GNMA ARMs for higher yield.

o    Seasoned ARMs performed best during the period,  while newer ARMs performed
     poorly overall as eight out of ten newer ARM holders  refinanced into other
     types of mortgages.

o    In the near term, we plan to add more ARMs with three-month  resets to keep
     the fund's  duration  from  extending  and allow us to keep up with  rising
     yields.

GNMA

o    The fund outperformed its Lipper peer-group average during the fiscal year.

o    The fund was  primarily  invested  in  GNMAs,  with a small  percentage  of
     Treasury securities to help stabilize its duration.

o    The fund benefited from an overweighting in higher-coupon GNMAs.

o    Going forward, we plan to continue our current strategy, keeping the fund's
     duration and coupon mix fairly close to those of its benchmark.


                                      ARM

                         Total Returns: AS OF 3/31/97
                           6 Months            3.11%*
                           1 Year               6.17%
                         Net Assets:   $236.0 million
                         (AS of 3/31/97)
                         Inception Date:       9/3/91
                         Ticker Symbol:         BARGX


                                      GNMA

                         Total Returns: AS OF 3/31/97
                           6 Months            3.34%*
                           1 Year               5.84%
                         Net Assets:     $1.1 billion
                           (AS of 3/31/97)
                         Inception Date:      9/23/85
                         Ticker Symbol:         BGNMX

                         * Not annualized.

Many of the investment  terms in this report are defined in the Glossary on page
29.


Annual Report                                             Report Highlights    1


                               OUR MESSAGE TO YOU

[photo of James E. Stowers III and James M. Benham]

March 31,  1997,  marked the end of an eventful  period for our company and U.S.
bond  markets.   Over  the  past  twelve  months,   mortgage-backed   securities
outperformed  Treasury  securities  as yield  spreads  between the two  narrowed
significantly.  In the following pages, our investment  management team provides
further  details  about these  markets and how your fund was managed  during the
year.

In January,  nearly two years of integration  between  Twentieth Century and The
Benham  Group   culminated  when  we  began  serving  you  as  American  Century
Investments.  Under this new name,  we have  combined our offerings of nearly 70
funds.

The new name also introduces three new groupings for the funds--the Benham Group
(money market and bond funds),  the American  Century  Group (asset  allocation,
balanced,  conservative  equity and specialty  funds) and the Twentieth  Century
Group  (growth  and  international  equity  funds).  The ARM and GNMA funds will
remain in the Benham Group because their  investment  goals match key attributes
of that group.

In  reviewing  this report,  you may notice some  changes.  Based on  investors'
feedback,  our  shareholder  reports have been  redesigned  with added features,
including a one-page report  summary,  a glossary,  more charts and graphs,  and
expanded  management Q & A and  background  information  sections.  By June, all
American Century shareholder reports will have been converted to this format.

Another new  resource is the  American  Century Web site.  If you use a personal
computer  and have  Internet  access,  we've made it easier for you to  download
information  about American Century funds and access your fund accounts.  With a
personal  access code,  you can view account  balances,  exchange  money between
existing  accounts  and make  additional  investments.  The Web site address is:
www.americancentury.com.  We are one of the first fund companies to offer direct
on-line transactions via the Internet.

In June,  you will receive a proxy  statement and ballot that  proposes  several
changes to your fund. In particular, ARM fund shareholders will be asked to vote
on changes to the fund's investment objective. The proxy statement contains more
details  about  the  proposed  changes;  we  strongly  encourage  you to read it
carefully and take part in the proxy vote.

We appreciate your confidence in American Century and look forward to continuing
to serve you.


Sincerely,

/s/James E. Stowers III                     /s/James M. Benham 
James E. Stowers III                        James M. Benham
President and Chief Executive Officer       Vice Chairman
American Century Companies                  American Century Companies


2    Our Message to You                             American Century Investments

                                PERIOD OVERVIEW

U.S. Economy

The U.S. economy expanded rapidly during the twelve months ended March 31, 1997.
Strong  employment and income growth coupled with the highest levels of consumer
confidence in six years helped the economy grow at a 4.7% annual rate during the
second quarter of 1996. While the pace of growth slowed to 2.1% during the third
quarter,  the economy  heated up to a 3.8% annual rate in the fourth quarter and
came  roaring  back to post a 5.6% annual  growth  rate in the first  quarter of
1997.

Despite healthy economic  expansion,  inflation  remained tame in 1996 and early
1997.  During  the twelve  months  ended  March 31,  1997,  consumer  prices--as
measured by the  government's  consumer price  index--rose by only 2.8%.  Though
wages rose  during the period,  overall  labor costs were kept in check by lower
health care and benefit  costs.  Despite  low levels of  inflation,  the Federal
Reserve (the Fed) raised  short-term  interest rates in March 1997 to keep a lid
on  inflation  going  forward.  While we  believe  that the Fed may raise  rates
further,  we  don't  expect  rates to move  sharply  higher.  "Real"  short-term
rates--the stated rates minus the rate of inflation--are  already at levels that
have traditionally inhibited economic growth.

Mortgage Pass-Throughs

The year ended March 31, 1997, was a very favorable  period for  mortgage-backed
securities.  Though interest rates experienced  periodic short-term  volatility,
the yield on the 30-year  Treasury  bond kept within a range  between  6.35% and
7.20%,  ultimately rising by about 40 basis points for the 12-month period.  The
fact that interest  rates did not rise sharply  overall  helped  mortgage-backed
securities  outperform  Treasurys by a significant  margin (see the accompanying
performance chart).

ARMs,   with  their  shorter   durations,   were  the  best   performers   among
mortgage-backed  securities  for the period,  outperforming  Treasurys and GNMAs
alike. ARMs, which fell into disfavor after a disappointing performance in 1994,
regained much of their popularity in 1996.

The  outperformance  of ARMs and GNMAs  relative to Treasurys was largely due to
the inherent nature of mortgage-backed securities,  which allows them to perform
well in a stable or relatively stable interest rate environment. Securities such
as ARMs and GNMAs  typically  offer higher  yields than  Treasury  securities to
compensate  shareholders for the two primary risks (prepayment risk and duration
extension risk) to which they are vulnerable.  When interest rates are stable or
moving  gradually,  as they were during most of the period,  these two risks are
largely eliminated,  and the higher yields offered by mortgage-backed securities
allow them to outperform their Treasury counterparts.

Helping to strengthen demand for mortgage-backed  securities during the year was
the fact that the yield premiums  offered by corporate and municipal  bonds have
shrunk  steadily  over the past  year and a half.  As a result,  many  investors
seeking higher yields have turned to mortgage-backed  securities. This benefited
mortgage-backed securities by causing significant narrowing of mortgage-Treasury
yield  spreads  (the  difference  in yields  offered by  mortgage  and  Treasury
securities of like maturity).

MORTGAGE-BACKED  VS.  TREASURY  SECURITIES  PERFORMANCE  
For the one-year period ended March 31,  1997 

Lehman  Brothers ARM Index                       6.95%  
Salomon Brothers 1- to 3-Year Treasury Index     5.35% 

Salomon Brothers 30-Year GNMA Index              6.01% 
Salomon Brothers 3- to 7-Year Treasury Index     4.30%


Annual Report                                               Period Overview    3

<TABLE>
<CAPTION>
                                      ARM

                                                                       AVERAGE ANNUAL RETURNS
                                            6 MONTHS      1 YEAR       3 YEARS      5 YEARS      LIFE OF FUND
TOTAL RETURNS AS OF MARCH 31, 1997
<S>                                         <C>           <C>          <C>          <C>          <C>  
ARM ....................................... 3.11%         6.17%        4.77%        4.54%        4.90%
Merrill Lynch One-Year T-Bill Index ....... 2.67%         5.48%        5.55%        4.72%        4.71%
Average Adjustable Rate Mortgage Fund(2) .. 3.10%         5.89%        2.35%        3.62%        4.37%(1)
Fund's Ranking Among
Adjustable Rate Mortgage Funds(2) .........  --       22 out of 47 25 out of 38 11 out of 24 7 out of 17

(1) Return since  September 30, 1991, the date nearest the fund's  inception for
    which data are available.
    Inception date was September 3, 1991.
(2) According to Lipper Analytical Services.

See pages 28-29 for more information  about returns,  the comparative  index and
Lipper fund rankings.
</TABLE>

[mountain graph - data below]

GROWTH OF $10,000 OVER THE LIFE OF THE FUND

Value on 3/31/97

$10,000 investment made 9/3/91

                          ARM        Merrill Lynch 1-Year T-Bill Index

Aug-91                 $10,000                   $10,000
Sep-91                 $10,113                   $10,044
Oct-91                 $10,194                   $10,086
Nov-91                 $10,265                   $10,125
Dec-91                 $10,382                   $10,160
Jan-92                 $10,433                   $10,193
Feb-92                 $10,457                   $10,228
Mar-92                 $10,455                   $10,266
Apr-92                 $10,521                   $10,301
May-92                 $10,595                   $10,335
Jun-92                 $10,672                   $10,369
Jul-92                 $10,726                   $10,399
Aug-92                 $10,790                   $10,428
Sep-92                 $10,830                   $10,454
Oct-92                 $10,833                   $10,481
Nov-92                 $10,868                   $10,512
Dec-92                 $10,925                   $10,543
Jan-93                 $10,950                   $10,573
Feb-93                 $10,986                   $10,601
Mar-93                 $10,991                   $10,630
Apr-93                 $11,045                   $10,658
May-93                 $11,082                   $10,686
Jun-93                 $11,161                   $10,716
Jul-93                 $11,202                   $10,746
Aug-93                 $11,235                   $10,775
Sep-93                 $11,262                   $10,804
Oct-93                 $11,267                   $10,834
Nov-93                 $11,290                   $10,864
Dec-93                 $11,319                   $10,896
Jan-94                 $11,375                   $10,926
Feb-94                 $11,385                   $10,960
Mar-94                 $11,350                   $10,997
Apr-94                 $11,264                   $11,039
May-94                 $11,192                   $11,085
Jun-94                 $11,244                   $11,131
Jul-94                 $11,271                   $11,179
Aug-94                 $11,283                   $11,228
Sep-94                 $11,258                   $11,278
Oct-94                 $11,283                   $11,332
Nov-94                 $11,167                   $11,390
Dec-94                 $11,185                   $11,454
Jan-95                 $11,343                   $11,517
Feb-95                 $11,460                   $11,577
Mar-95                 $11,550                   $11,635
Apr-95                 $11,650                   $11,692
May-95                 $11,748                   $11,747
Jun-95                 $11,804                   $11,798
Jul-95                 $11,811                   $11,850
Aug-95                 $11,903                   $11,904
Sep-95                 $11,971                   $11,956
Oct-95                 $12,031                   $12,009
Nov-95                 $12,103                   $12,060
Dec-95                 $12,171                   $12,111
Jan-96                 $12,247                   $12,159
Feb-96                 $12,279                   $12,207
Mar-96                 $12,291                   $12,258
Apr-96                 $12,337                   $12,312
May-96                 $12,393                   $12,366
Jun-96                 $12,472                   $12,423
Jul-96                 $12,532                   $12,480
Aug-96                 $12,587                   $12,536
Sep-96                 $12,660                   $12,594
Oct-96                 $12,762                   $12,649
Nov-96                 $12,875                   $12,704
Dec-96                 $12,882                   $12,759
Jan-97                 $12,944                   $12,815
Feb-97                 $13,004                   $12,871
Mar-97                 $13,054                   $12,930

Past  performance  does not  guarantee  future  results.  Investment  return and
principal  value will fluctuate,  and redemption  value may be more or less than
original cost. The line representing the fund's total return includes  operating
expenses (such as transaction  costs and management  fees) that reduce  returns,
while the total return line of the index does not.

PORTFOLIO AT A GLANCE
                                 3/31/97          3/31/96
Number of Securities               104              90
Average Duration                1.2 years        1.0 years
Average Life                    4.9 years        4.7 years
Expense Ratio                     0.59%            0.60%


YIELD AS OF MARCH 31, 1997
                                 30-DAY
                                   SEC
                                  Yield

ARM                               5.94%

Yield is defined in the Glossary on page 29.


You will receive a proxy  statement in June.  Please read it carefully  and take
part in the proxy vote.


4    ARM                                            American Century Investments


                                      ARM

Management Q & A

An interview  with Newlin  Rankin,  a portfolio  manager on the  Mortgage-Backed
Securities funds management team.

HOW DID THE FUND PERFORM?

Assisted  by  favorable  market  conditions  (see page 3),  the fund has been an
outstanding  performer over the past 12 months. In fact, the Benham ARM fund was
our best-performing  Benham taxable  fixed-income fund in 1996 and 1997 to date.
Compared with other ARM funds, the fund's performance was above average. For the
fiscal year ended March 31,  1997,  the fund's  6.17% total  return was 28 basis
points higher than the 5.89% average return of the 47 "Adjustable  Rate Mortgage
Funds" tracked by Lipper  Analytical  Services.  (See the Total Returns table on
the previous page for other fund performance comparisons.)

HOW WAS THE FUND POSITIONED DURING THE PERIOD?

We kept the fund conservatively positioned in comparison with most of its peers.
The fund's duration  lengthened  slightly because we replaced some of the fund's
conventional ARMs with GNMA ARMs,+ which have longer durations. Our primary goal
was to  provide  investors  with a high  degree of price  stability,  generating
returns  primarily  from yield  rather than from price  appreciation.  We used a
combination of CMO floaters and Freddie Mac+ and Fannie Mae+  conventional  ARMs
for price stability while enhancing the fund's yield with high-coupon GNMA ARMs.

+ GNMA,  FREDDIE  MAC AND  FANNIE  MAE ARMS ARE ARMS  ISSUED  BY THE  GOVERNMENT
NATIONAL  MORTGAGE  ASSOCIATION  (GNMA OR "GINNIE  MAE"),  THE FEDERAL HOME LOAN
MORTGAGE  CORPORATION (FHLMC OR "FREDDIE MAC") AND THE FEDERAL NATIONAL MORTGAGE
ASSOCIATION (FNMA OR "FANNIE MAE"), RESPECTIVELY.

[bar graph - data below]

ARM FISCAL YEAR RETURNS (Periods ended March 31)

                 ARM        Merrill Lynch 1-Year T-Bill Index

1992*           4.55%                     2.66%
1993            5.13%                     3.55%
1994            3.27%                     3.45%
1995            1.75%                     5.80%
1996            6.42%                     5.36%
1997            6.17%                     5.48%

This chart  illustrates  the  historical  year-by-year  volatility of the fund's
returns  since its inception  and compares  them with the index's  returns.  The
fund's total returns include operating  expenses,  while the index's do not. See
page 28 for a definition of the index. 

* Return from the fund's 9/3/91 inception date to 3/31/92.


Annual Report                                                           ARM    5


                                      ARM

DID ALL ARMS PERFORM WELL DURING THE YEAR?

No. The shorter  duration of ARMs allowed them to  outperform  GNMAs in general,
but there was some disparity in performance  among ARMs  themselves.  "Seasoned"
ARMs--ARMs  that are at least several years old and are therefore less likely to
be refinanced than more recently issued ARMs--performed best.

Newer ARMs,  however,  performed poorly overall.  In late 1996, eight out of ten
adjustable-rate  mortgage holders who experienced their first rate reset in 1996
refinanced  into  other  types of  mortgages.  Of course,  homeowners  typically
refinance at times when interest rates are trending  downward,  as they were for
most of the second half of 1996.  Refinancing or  "prepayment"  hurts  portfolio
performance  by  shortening  the lives of  mortgage  portfolios  and forcing ARM
investors to reinvest in lower-yielding mortgage pools.

WAS THE FUND IMPACTED BY THESE PREPAYMENTS?

No. The fund did not own any of these  newer  ARMs,  though many other ARM funds
suffered to some extent from this  refinancing  trend.  An important part of our
strategy  during the period  involved  replacing the fund's CMO floaters,  which
performed  very well in the first half of 1996,  with  seasoned ARMs with yearly
resets,  which  boosted  the fund's  yield with only a slight  increase in price
volatility.  (Because  seasoned  ARMs are less  likely  to be  refinanced,  they
typically  exhibit  less price  movement  than newer  ARMs when  interest  rates
fluctuate.)

ARE YOU STILL HOLDING THE SEASONED ARMS?

No.  The  seasoned  ARMs  performed  extremely  well as  yield  spreads  between
mortgage-backed  and Treasury securities narrowed in early 1997. We sold them at
an  attractive  profit in February and March of this year and replaced them with
GNMA ARMs.

WHAT'S SO ATTRACTIVE ABOUT GNMA ARMS?

Nearly all the fund's GNMA ARMs are fully indexed, so they have high coupons and
lower durations (which limits their price volatility).  More important,  most of
the GNMA  ARMs held by the fund are  scheduled  to reset in three  months.  This
means that if the Fed raises  short-term  interest rates as many expect it to do
on May 20, these ARMs should capture the new higher rates fairly quickly.

[pie charts]

PORTFOLIO  COMPOSITION  BY SECURITY TYPE (as of 3/31/97) 
ARMs 76% 
CMOs 19% 
Repos 3% 
Fixed-Rates 2%

PORTFOLIO  COMPOSITION  BY SECURITY TYPE (as of 9/30/96) 
ARMs 80% 
CMOs 13% 
Repos 5% 
Fixed-Rates 2%


6    ARM                                            American Century Investments


                                      ARM

WHAT IS YOUR OUTLOOK FOR MORTGAGE-BACKED SECURITIES GOING FORWARD?

We expect to see  higher  interest  rates in the  coming  months as the  Federal
Reserve  moves to keep a lid on  inflation.  If interest  rates remain stable or
move up only  gradually,  mortgage-backed  bonds may  continue to perform  well.
However,  if rates  rise more  sharply  than many  expect,  we will  likely  see
durations on ARMs and GNMAs begin to extend. In general,  duration  extension is
bad when rates are rising because it makes mortgage-backed funds more vulnerable
to price declines.

In addition, yield spreads between Treasury and mortgage-backed  securities will
likely widen in the coming months due to general expectations of higher interest
rates going  forward.  Rising rates  increase  investors'  fears of average life
volatility of mortgage-backed securities--that is, the potential for significant
swings in their average life, which can translate into price volatility.

WITH THESE  POSSIBILITIES  IN MIND, WHAT ARE YOUR PLANS FOR THE FUND IN THE NEAR
TERM?

If interest  rates do continue to trend  upward,  as we expect,  we will have to
keep a close eye on the fund's  "roll"--that  is, the reset  dates of the fund's
various  securities.  For example,  when a GNMA ARM with a one-year  reset rolls
over, it suddenly changes from a one-month security to a twelve-month  security.

This automatically lengthens the fund's duration. We will likely keep an eye out
for attractive "short roll"  securities--those  with three-month resets--to keep
the fund's duration from extending and to enable us to reinvest more quickly and
keep pace with the Fed's upward interest rate moves.

[bar chart - data below]

PORTFOLIO COMPOSITION BY DURATION
                 3/31/97         9/30/96
0-1 Years          26%             58%
1-2 Years          63%             28%
2-3 Years          9%              12%
3-5 Years          2%              2%

RESET SCHEDULE OF THE FUND'S ARMS
Interest Rate                                      % of ARMs
Index                 Reset Frequency       3/31/97          9/30/96
One-Year T-Bills      Every 12 months         81%              88%
COFI(1)                 Every month            9%              6%
Six-Month LIBOR(2)    Every 6 months           2%              1%
Other                     Various              8%              5%

(1)  COFI (Cost of Funds  Index)--reflects  the cost of funds for savings  banks
     (typically published by the 11th District Federal Home Loan Bank).

(2)  LIBOR (London Interbank Offered Rate)--the  interest rate at which the most
     creditworthy international banks make large loans to one another.


Annual Report                                                           ARM    7


                            SCHEDULE OF INVESTMENTS
                                      ARM

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

ADJUSTABLE RATE MORTGAGE SECURITIES(1)
FHLMC-7.1%
$1,883,688    FHLMC Pool #640065, 7.50%,
                1/1/18                                        $  1,926,372
   241,201    FHLMC Pool #635104, 7.712%,
                8/1/18                                             247,306
   620,735    FHLMC Pool #606095, 7.721%,
                11/1/18                                            634,410
 3,176,222    FHLMC Pool #755188, 7.306%,
                9/1/20                                           3,282,435
   476,260    FHLMC Pool #390263, 6.375%,
                1/1/21                                             471,188
    54,776    FHLMC Pool #775473, 7.359%,
                6/1/21                                              54,802
 1,930,377    FHLMC Pool #876559, 8.062%,
                3/1/24                                           1,994,620
 2,567,005    FHLMC Pool #845898, 7.87%,
                6/1/24                                           2,643,605
 5,483,555    FHLMC Pool #785620, 7.013%,
                8/1/26                                           5,524,682
                                                                ----------
                                                                16,779,420
                                                                ----------
FNMA-28.4%
   137,565    FNMA Pool #066254, 6.085%,
                2/1/99                                             136,620
   228,271    FNMA Pool #066376, 8.00%,
                2/1/01                                             225,817
   355,580    FNMA Pool #066221, 7.50%,
                9/1/03                                             351,192
   369,135    FNMA Pool #020155, 7.491%,
                8/1/14                                             366,769
    61,924    FNMA Pool #009781, 7.067%,
                10/1/14                                             61,523
   113,326    FNMA Pool #020635, 7.17%,
                8/1/15                                             114,919
   439,404    FNMA Pool #025432, 6.625%,
                4/1/16                                             447,230
   101,519    FNMA Pool #009883, 7.375%,
                7/1/16                                             103,169
   430,561    FNMA Pool #036922, 7.875%,
                8/1/16                                             443,813
   566,631    FNMA Pool #105843, 7.916%,
                1/1/17                                             594,963
 5,645,260    FNMA Pool #057733, 6.091%,
                2/1/17                                           5,528,855

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

$  365,381    FNMA Pool #120560, 7.179%,
                4/1/17                                         $   373,259
 2,471,817    FNMA Pool #061401, 7.843%,
                5/1/17                                           2,599,263
   461,729    FNMA Pool #061392, 7.699%,
                7/1/17                                             483,084
 1,587,386    FNMA Pool #066415, 7.284%,
                7/1/17                                           1,655,596
   384,989    FNMA Pool #070088, 7.429%,
                12/1/17                                            397,863
 5,022,343    FNMA Pool #099782, 7.178%,
                1/1/18                                           5,163,621
   455,703    FNMA Pool #064708, 7.50%,
                2/1/18                                             474,145
 1,622,491    FNMA Pool #070030, 7.424%,
                2/1/18                                           1,680,041
 1,810,104    FNMA Pool #086885, 7.30%,
                3/1/18                                           1,868,081
   521,308    FNMA Pool #070224, 7.661%,
                4/1/18                                             543,547
 1,390,639    FNMA Pool #162880, 7.405%,
                5/1/18                                           1,439,965
   420,473    FNMA Pool #070186, 7.332%,
                6/1/18                                             435,257
   844,876    FNMA Pool #063167, #063623,
                #063658, 7.75%, 7/1/18                             875,068
 1,014,892    FNMA Pool #013786, 7.625%,
                8/1/18                                           1,013,502
   214,055    FNMA Pool #116473, 7.091%,
                12/1/18                                            219,006
   246,207    FNMA Pool #075462, 7.825%,
                5/1/19                                             255,748
   680,870    FNMA Pool #244477, 7.104%,
                8/1/19                                             696,400
 5,359,916    FNMA Pool #142402, 7.549%,
                9/1/19                                           5,575,170
 1,804,889    FNMA Pool #070595, 7.143%,
                1/1/20                                           1,858,747
   915,341    FNMA Pool #336479, 7.861%,
                3/1/21                                             954,243
   358,433    FNMA Pool #129482, 6.551%,
                8/1/21                                             357,218
   971,241    FNMA Pool #145556, 7.50%,
                1/1/22                                             995,823
 1,568,020    FNMA Pool #163993, 7.276%,
                5/1/22                                           1,613,586

See Notes to Financial Statements


8    ARM                                            American Century Investments


                            SCHEDULE OF INVESTMENTS
                                      ARM

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

$  880,614    FNMA Pool #334441, 7.339%,
                5/1/22                                       $     910,334
   954,211    FNMA Pool #169868, 7.305%,
                6/1/22                                             972,847
   624,005    FNMA Pool #173165, 7.278%,
                7/1/22                                             635,412
   680,765    FNMA Pool #178295, 7.28%,
                9/1/22                                             692,038
   429,889    FNMA Pool #328733, 7.778%,
                1/1/23                                             444,467
   608,078    FNMA Pool #220498, 8.118%,
                6/1/23                                             635,538
   473,338    FNMA Pool #222649, 8.125%,
                7/1/23                                             495,746
 1,204,309    FNMA Pool #190647, 7.686%,
                8/1/23                                           1,242,703
 4,902,394    FNMA Pool #303336, 7.371%,
                8/1/23                                           5,100,794
   798,030    FNMA Pool #318767, 7.668%,
                10/1/25                                            828,331
   264,988    FNMA Pool #325305, 7.375%,
                11/1/25                                            271,901
   119,971    FNMA Pool #062836, 6.657%,
                4/1/26                                             118,728
 5,181,483    FNMA Pool #347634, 6.774%,
                8/1/26                                           5,194,437
   226,102    FNMA Pool #062835, 6.464%,
                1/1/27                                             223,737
   281,189    FNMA Pool #070184, 7.574%,
                1/1/27                                             293,974
    35,286    FNMA Pool #091688, 7.16%,
                2/1/27                                              35,299
 3,488,383    FNMA Pool #062688, 6.085%,
                5/1/28                                           3,438,255
   360,073    FNMA Pool #070716, 6.513%,
                1/1/29                                             362,435
   296,896    FNMA Pool #091689, 7.283%,
                2/1/29                                             299,310
 4,592,924    FNMA Pool #316518, 6.415%,
                10/1/30                                          4,578,594
                                                                ----------
                                                                66,677,983
                                                                ----------

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

GNMA-40.9%
$  375,336    GNMA Pool #008230, 7.125%,
                5/20/17                                    $       382,081
   368,352    GNMA Pool #008763, 7.00%,
                2/20/21                                            379,462
   590,882    GNMA Pool #008867, 6.875%,
                11/20/21                                           603,255
   443,878    GNMA Pool #008872, 7.375%,
                11/20/21                                           458,095
    12,750    GNMA Pool #008902, 6.50%,
                1/20/22                                             13,116
 8,608,557    GNMA Pool #008954, 7.125%,
                4/20/22                                          8,833,154
11,623,674    GNMA Pool #008974, 7.125%,
                5/20/22                                         11,926,936
 1,263,633    GNMA Pool #008131, 6.50%,
                1/20/23                                          1,299,962
 7,894,977    GNMA Pool #008175, #008180,
                7.125%, 4/20/23                                  8,101,806
 8,591,106    GNMA Pool #008200, 7.125%,
                5/20/23                                          8,822,035
18,480,208    GNMA Pool #008421, 7.125%,
                5/20/24                                         18,956,628
 3,681,132    GNMA Pool #008445, 7.125%,
                6/20/24                                          3,777,762
 7,356,553    GNMA Pool #008457, 7.125%,
                7/20/24                                          7,539,290
 7,186,904    GNMA Pool #008479, 7.125%,
                8/20/24                                          7,359,820
   16,709,912   GNMA Pool #008684, 7.00%,
                8/20/25                                         17,109,446
   507,601    GNMA Pool #008964, 8.00%,
                8/20/26                                            522,515
                                                                ----------
                                                                96,085,363
                                                                ----------
TOTAL ADJUSTABLE RATE
MORTGAGE SECURITIES--76.4%                                     179,542,766
   (Cost $179,900,178)                                         -----------

See Notes to Financial Statements

Annual Report                                                           ARM    9


                            SCHEDULE OF INVESTMENTS
                                      ARM

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

FIXED RATE MORTGAGE SECURITIES(1)
FHLMC
$    2,799    FHLMC Pool #250918, 13.25%,
                9/1/13                                       $       3,231
                                                                   -------
GNMA--2.3%
     9,039    GNMA Pool #059438, 11.50%,
                5/15/98                                              9,349
    29,812    GNMA Pool #113802, 12.50%,
                6/15/99                                             31,673
    12,014    GNMA Pool #127619, 12.50%,
                6/15/00                                             12,977
    34,150    GNMA Pool #126325, 11.50%,
                8/15/00                                             36,390
   233,744    GNMA Pool #001565, 5.50%,
                1/20/09                                            216,103
   234,690    GNMA Pool #187019, 9.00%,
                11/20/16                                           249,468
   319,898    GNMA Pool #179457, #199973,
                9.00%, 12/20/16                                    340,043
   444,089    GNMA Pool #220128, 9.00%,
                8/20/17                                            472,000
   319,450    GNMA Pool #220134, 9.50%,
                8/20/17                                            344,805
   373,455    GNMA Pool #234860, 9.50%,
                10/20/17                                           403,097
 1,111,432    GNMA Pool #001291, 9.50%,
                11/20/19                                         1,192,944
 2,211,150    GNMA Pool #001376, 8.00%,
                9/20/23                                          2,224,749
                                                                 ---------
                                                                 5,533,598
                                                                 ---------
TOTAL FIXED RATE
MORTGAGE SECURITIES-2.3%                                         5,536,829
   (Cost $5,618,750)                                             ---------

COLLATERALIZED MORTGAGE OBLIGATIONS
FHLMC-10.1%
  6,542,338     FHLMC 1581 F,  6.00%,  4/15/97,  
                  resets monthly off the 1-month
                  LIBOR plus 0.50% with a 0.50% 
                  floor and a 7.50% cap, final
                  maturity 9/15/98(2)                            6,567,591

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

$6,508,026    FHLMC 1528 A, 6.50%,
                12/15/00(1)                                $     6,508,286
   810,345    FHLMC 1110 F, 6.30%, 4/15/97,
                resets monthly off the 1-month
                LIBOR plus 0.80% with a 0.80%
                floor and a 10.625% cap, final
                maturity 5/15/05(2)                                812,873
10,000,000    FHLMC 1319 F, 7.00%,
                12/15/05(1)                                     10,018,700
                                                                ----------
                                                                23,907,450
                                                                ----------
FNMA-6.4%
14,979,931    FNMA 1993-202 FO, 6.10625%, 4/25/97,  
                resets  monthly off the
                1-month LIBOR plus 0.45% with 
                a 0.45% floor and a 8.50% cap,
                final maturity 2/25/22(2)                       14,994,504
                                                                ----------
GNMA-1.9%
 4,443,780    GNMA 1996-15 K, 7.00%,
                9/16/06(1)                                       4,424,026
                                                                 ---------
Private Label-0.1%
   168,971    Dean Witter Trust I Floater DW I-A, 
                Underlying Collateral FHLMC,
                6.5625%,  4/20/97,  resets  
                quarterly off the 3-month LIBOR 
                plus 0.50% with no floor and a 
                13.00% cap, final maturity
                4/20/18(2)                                         166,935
                                                                   -------
TOTAL COLLATERALIZED
MORTGAGE OBLIGATIONS-18.5%                                      43,492,915
   (Cost $43,618,790)                                           ----------

TEMPORARY CASH INVESTMENTS--2.8%
Repurchase Agreement (Daiwa Securities),
6.45%, due 4/1/97, collateralized by
$7,408,000 par value U.S. Treasury Bonds,
6.25%, due 8/15/23
(Delivery value $6,501,165)                                      6,500,000
   (Cost $6,500,000)                                          ------------

TOTAL INVESTMENT SECURITIES-100.0%                            $235,072,510
   (Cost $235,637,718)                                        ============

See Notes to Financial Statements


10   ARM                                            American Century Investments


                            SCHEDULE OF INVESTMENTS
                                      ARM

Notes to Schedule of Investments
FHLMC = Federal Home Loan Mortgage Corporation
FNMA = Federal National Mortgage Association
GNMA = Government National Mortgage Association
LIBOR = London Interbank Offered Rate
resets= The frequency with which a fixed income security's coupon changes, based
     on current market  conditions or an underlying index. The more frequently a
     security resets,  the less risk the investor is taking that the coupon will
     vary significantly from current market rates.
(1)  Final maturity indicated.  Expected remaining maturity used for purposes of
     calculating the weighted average portfolio maturity.
(2)  Interest reset date is indicated and used for purposes of  calculating  the
     weighted  average  portfolio  maturity.  Rate shown is effective  March 31,
     1997.

See Notes to Financial Statements


Annual Report                                                           ARM   11

<TABLE>
<CAPTION>
                                      GNMA

                                                               AVERAGE ANNUAL RETURNS
                                    6 MONTHS        1 YEAR      3 YEARS      5 YEARS     10 YEARS
TOTAL RETURNS AS OF MARCH 31, 1997
<S>                                    <C>           <C>          <C>          <C>         <C>  
GNMA ...............................   3.34%         5.84%        7.14%        6.75%       8.14%
Salomon 30-Year GNMA Index .........   3.18%         6.01%        7.69%        7.12%       8.67%
Average GNMA Fund(1) ...............   2.54%         4.76%        6.47%        6.32%       7.47%
Fund's Ranking Among
GNMA Funds(1) ......................      --    4 out of 51  4 out of 39  6 out of 29  3 out of 21

(1)  According to Lipper Analytical Services.

See pages 28-29 for more information  about returns,  the comparative  index and
Lipper fund rankings.
</TABLE>

[mountain graph - data below]

GROWTH OF $10,000 OVER TEN YEARS

Value of 3/31/97

$10,000 investment made 3/31/87

             Benham GNMA                Salomon 30-Year GNMA Index

Mar-87        $10,000                            $10,000
Apr-87         $9,635                             $9,693
May-87         $9,601                             $9,658
Jun-87         $9,761                             $9,829
Jul-87         $9,781                             $9,850
Aug-87         $9,733                             $9,793
Sep-87         $9,469                             $9,540
Oct-87         $9,831                             $9,858
Nov-87         $9,956                            $10,003
Dec-87        $10,088                            $10,120
Jan-88        $10,463                            $10,537
Feb-88        $10,595                            $10,664
Mar-88        $10,523                            $10,566
Apr-88        $10,501                            $10,487
May-88        $10,454                            $10,478
Jun-88        $10,692                            $10,754
Jul-88        $10,681                            $10,711
Aug-88        $10,670                            $10,721
Sep-88        $10,915                            $10,988
Oct-88        $11,119                            $11,248
Nov-88        $11,002                            $11,082
Dec-88        $10,947                            $11,021
Jan-89        $11,101                            $11,224
Feb-89        $11,050                            $11,137
Mar-89        $11,057                            $11,141
Apr-89        $11,277                            $11,341
May-89        $11,581                            $11,728
Jun-89        $11,905                            $12,066
Jul-89        $12,103                            $12,336
Aug-89        $11,979                            $12,158
Sep-89        $12,031                            $12,233
Oct-89        $12,270                            $12,519
Nov-89        $12,397                            $12,664
Dec-89        $12,469                            $12,744
Jan-90        $12,368                            $12,630
Feb-90        $12,423                            $12,676
Mar-90        $12,463                            $12,731
Apr-90        $12,344                            $12,584
May-90        $12,706                            $12,995
Jun-90        $12,900                            $13,212
Jul-90        $13,103                            $13,443
Aug-90        $12,977                            $13,306
Sep-90        $13,069                            $13,417
Oct-90        $13,227                            $13,566
Nov-90        $13,513                            $13,903
Dec-90        $13,735                            $14,136
Jan-91        $13,928                            $14,336
Feb-91        $14,025                            $14,422
Mar-91        $14,104                            $14,534
Apr-91        $14,250                            $14,685
May-91        $14,365                            $14,801
Jun-91        $14,375                            $14,834
Jul-91        $14,623                            $15,086
Aug-91        $14,890                            $15,361
Sep-91        $15,153                            $15,648
Oct-91        $15,387                            $15,884
Nov-91        $15,487                            $15,988
Dec-91        $15,872                            $16,390
Jan-92        $15,670                            $16,208
Feb-92        $15,831                            $16,354
Mar-92        $15,774                            $16,297
Apr-92        $15,920                            $16,437
May-92        $16,179                            $16,727
Jun-92        $16,396                            $16,956
Jul-92        $16,544                            $17,086
Aug-92        $16,770                            $17,322
Sep-92        $16,922                            $17,461
Oct-92        $16,773                            $17,338
Nov-92        $16,877                            $17,436
Dec-92        $17,090                            $17,634
Jan-93        $17,327                            $17,883
Feb-93        $17,490                            $18,037
Mar-93        $17,553                            $18,154
Apr-93        $17,619                            $18,245
May-93        $17,705                            $18,349
Jun-93        $17,891                            $18,536
Jul-93        $17,980                            $18,612
Aug-93        $18,059                            $18,644
Sep-93        $18,036                            $18,655
Oct-93        $18,123                            $18,694
Nov-93        $18,053                            $18,668
Dec-93        $18,217                            $18,810
Jan-94        $18,357                            $18,966
Feb-94        $18,256                            $18,880
Mar-94        $17,781                            $18,401
Apr-94        $17,665                            $18,292
May-94        $17,724                            $18,356
Jun-94        $17,704                            $18,316
Jul-94        $18,009                            $18,658
Aug-94        $18,050                            $18,675
Sep-94        $17,837                            $18,451
Oct-94        $17,783                            $18,429
Nov-94        $17,732                            $18,368
Dec-94        $17,913                            $18,572
Jan-95        $18,280                            $18,968
Feb-95        $18,702                            $19,474
Mar-95        $18,764                            $19,554
Apr-95        $19,003                            $19,824
May-95        $19,554                            $20,440
Jun-95        $19,692                            $20,573
Jul-95        $19,754                            $20,629
Aug-95        $19,948                            $20,812
Sep-95        $20,139                            $21,012
Oct-95        $20,317                            $21,191
Nov-95        $20,528                            $21,441
Dec-95        $20,753                            $21,713
Jan-96        $20,883                            $21,878
Feb-96        $20,724                            $21,727
Mar-96        $20,655                            $21,678
Apr-96        $20,579                            $21,578
May-96        $20,497                            $21,543
Jun-96        $20,749                            $21,813
Jul-96        $20,836                            $21,900
Aug-96        $20,832                            $21,911
Sep-96        $21,161                            $22,269
Oct-96        $21,571                            $22,718
Nov-96        $21,960                            $23,041
Dec-96        $21,835                            $22,930
Jan-97        $21,998                            $23,136
Feb-97        $22,080                            $23,176
Mar-97        $21,869                            $22,977

Past  performance  does not  guarantee  future  results.  Investment  return and
principal  value will fluctuate,  and redemption  value may be more or less than
original cost. The line representing the fund's total return includes  operating
expenses (such as transaction  costs and management  fees) that reduce  returns,
while the total return line of the index does not.


PORTFOLIO AT A GLANCE
                                 3/31/97          3/31/96
Number of Securities              3,270            3,157
Average Duration                4.5 years        4.3 years
Average Life                    7.6 years        7.3 years
Expense Ratio                     0.55%            0.58%


YIELD AS OF MARCH 31, 1997
                                 30-DAY
                                   SEC
                                  Yield

GNMA                              6.92%

Yield is defined in the Glossary on page 29.


 You will receive a proxy statement in June. Please read it carefully and take
                            part in the proxy vote.

12   GNMA                                           American Century Investments

                                      GNMA

Management Q & A

An  interview  with Casey  Colton,  a portfolio  manager on the  Mortgage-Backed
Securities funds management team.

HOW DID THE FUND PERFORM?

The fund performed  very well during the  twelve-month  period.  This was due in
part to prevailing  market  conditions,  which were generally  favorable for all
mortgage-backed  securities.  But the fund also  performed  well relative to its
peers, outperforming the average return of the 51 "GNMA Funds" tracked by Lipper
Analytical  Services.  The fund's  5.84% total  return for the fiscal year ended
March 31, 1997,  was 108 basis points higher than the 4.76%  average  return for
the funds in its Lipper peer group. (See the Total Returns table on the previous
page for other fund performance comparisons.)

HOW WAS THE FUND POSITIONED DURING THE PERIOD?

We kept the  fund  primarily  invested  in  GNMAs,  with a small  percentage  of
Treasury  securities.  We  continued  to keep the fund's  duration  and  general
investment mix very close to that of its benchmark  index,  the Salomon Brothers
30-Year GNMA Index. This strategy reflects our primary goal, which is to provide
investors with  relatively  predictable,  competitive  yields with as much price
stability as possible.

[bar graph - data below]

GNMA FISCAL YEAR RETURNS (Periods ended March 31)

                GNMA           Salomon 30-Year GNMA Index

1988            5.23%                     5.67%
1989            5.07%                     5.43%
1990           12.73%                    14.28%
1991           13.16%                    14.16%
1992           11.85%                    12.14%
1993           11.28%                    11.41%
1994            1.30%                     1.36%
1995            5.53%                     6.25%
1996           10.08%                    10.90%
1997            5.84%                     6.01%

This chart  illustrates  the  historical  year-by-year  volatility of the fund's
returns over the past 10 years and compares them with the index's  returns.  The
fund's total returns include operating  expenses,  while the index's do not. See
page 28 for a definition of the index.


Annual Report                                                          GNMA   13


                                      GNMA

HOW DO YOU ADD VALUE TO THE FUND WITHOUT MAKING DURATION BETS?

We try to take  advantage of the difference in total return offered by mortgages
with different  coupons.  For most of the period,  the fund was underweighted in
discount  GNMAs--those with interest coupons between 6% and 7%--and overweighted
in GNMAs with coupons close to the 8% rate offered on newly issued GNMAs.

ISN'T THERE MORE PREPAYMENT RISK ATTACHED TO HIGHER-COUPON GNMAS?

Generally speaking, yes. But prepayments have fallen to relatively modest levels
over the past year, and given the current interest rate environment,  fewer than
one-fourth of all mortgage  holders could benefit to any degree from refinancing
at the present time.

However,   to  "hedge"  against  potentially  poor  performance  of  the  fund's
higher-coupon  GNMAs,  we have  moved some of the fund's  assets  into  Treasury
securities. The durations of Treasurys,  unlike the durations of mortgage-backed
securities, tend to remain stable when interest rates fall (allowing for greater
price  appreciation)  and contract  slightly  when  interest  rates rise sharply
(lessening  price  depreciation).  As of March  31,  1997,  the  fund  held a 7%
position in 10-year Treasury notes.

WHAT IS YOUR OUTLOOK FOR GNMAS GOING FORWARD?

In general,  we could see slightly higher interest rates in the coming months as
the  Federal  Reserve  moves to keep a lid on  inflation.  But we  don't  expect
interest rates to move sharply higher.  Stable or slightly higher interest rates
going forward should provide a great  environment for GNMAs and  mortgage-backed
securities in general.

However, because yield spreads between mortgage-backed  securities and Treasurys
are already historically narrow, there is less room for mortgage-backed bonds to
outperform  going  forward.  There is some  potential for further  tightening of
these  spreads if mutual  fund  investors  (who  poured most of their money into
stock funds in 1996) should suddenly show a strong  interest in  mortgage-backed
securities funds.

COULD THE  GROWING  MARKET FOR 125% LTV (LOAN TO VALUE)  LOANS HAVE AN IMPACT ON
GNMA PREPAYMENT LEVELS GOING FORWARD?

Possibly.  125% LTV loans are  currently  gaining a market in Texas and Southern
California.  They are essentially  second mortgages that will finance up to 125%
of a mortgage-holder's  property value. While designed as a large equity line of
credit,  they  can also  benefit  homeowners  who are  locked  into  unfavorable
mortgages

[pie charts]

PORTFOLIO  COMPOSITION  BY  SECURITY  TYPE (as of  3/31/97)  
GNMAs 92%  
Treasury Securities 7% 
Repos 1%

PORTFOLIO  COMPOSITION  BY  SECURITY  TYPE (as of  9/30/96)  
GNMAs 91%  
Treasury Securities 5% 
Repos 4%


14   GNMA                                           American Century Investments


                                      GNMA

because  they have  "negative  equity"--that  is,  the  value of their  home has
actually fallen since the time of purchase. High-LTV loans allow such homeowners
to "finance out" their negative  equity and refinance  their first mortgage at a
more advantageous rate.

This trend would most likely have  implications  for mortgages  created  between
1989 and 1995, when housing prices were at very high levels in some parts of the
country.

WHAT ARE YOUR PLANS FOR THE FUND GOING FORWARD?

Given the  likelihood  of gradually  rising  interest  rates,  we don't plan any
significant  shifts in strategy or fund  positioning in the next six months.  We
will continue our conservative approach, investing the bulk of the fund's assets
in GNMAs,  using some Treasurys to keep its duration stable when necessary,  and
keeping its coupon mix fairly close to that of its benchmark.

[bar chart - data below]

PORTFOLIO COMPOSITION BY GNMA COUPON
                            3/31/97           9/30/96
Less than 7%                  7%                7%
7%-8%                         38%               37%
8%-9%                         33%               33%
9%-10%                        19%               20%
Greater than 10%              3%                3%


Annual Report                                                          GNMA   15


                            SCHEDULE OF INVESTMENTS
                                      GNMA

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

U.S. TREASURY SECURITIES-7.4%
$86,000,000   U.S. Treasury Notes, 6.50%,
                10/15/06                                     $  83,285,840
   (Cost $86,554,973)                                        -------------

GNMA CERTIFICATES(1)
 5,256,876    GNMA, 6.00%, due 7/20/16 to
                7/20/26                                          4,687,312
76,993,047    GNMA, 6.50%, due 9/20/08 to
                5/15/26                                         71,667,816
116,102,712   GNMA, 7.00%, due 9/15/08 to
                7/15/26                                        111,499,194
15,743,538    GNMA, 7.25%, due 7/20/20 to
                12/20/25                                        15,259,368
214,067,902   GNMA, 7.50%, due 1/15/06 to
                3/15/27                                        210,967,863
 9,376,727    GNMA, 7.65%, due 6/15/16 to
                2/15/18                                          9,332,387
21,408,695    GNMA, 7.75%, due 9/20/17 to
                1/20/26                                         21,145,210
 7,140,506    GNMA, 7.77%, due 4/15/20 to
                1/15/21                                          7,106,473
 4,577,662    GNMA, 7.85%, due 11/20/20 to
                10/20/22                                         4,587,753
 2,210,569    GNMA, 7.89%, due 9/20/22                           2,216,161
 4,294,996    GNMA, 7.98%, due 6/15/19                           4,369,171
160,170,029   GNMA, 8.00%, due 6/15/06 to
                6/15/34                                        161,590,839
 3,806,238    GNMA, 8.15%, due 11/15/19 to
                2/15/21                                          3,892,323
41,555,611    GNMA, 8.25%, due 2/15/06 to
                10/20/25                                        42,474,279
 9,937,862    GNMA, 8.35%, due 1/15/19 to
                12/15/20                                        10,264,083
94,124,268    GNMA, 8.50%, due 12/15/04 to
                5/15/31                                         97,247,108
 1,813,465    GNMA, 8.625%, due 1/15/32                          1,865,530
24,347,650    GNMA, 8.75%, due 2/15/16 to
                1/15/27                                         25,394,359
106,658,423   GNMA, 9.00%, due 11/15/04 to
                7/20/26                                        112,613,037
21,322,104    GNMA, 9.25%, due 4/15/16 to
                3/20/25                                         22,592,268

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

$46,437,900   GNMA, 9.50%, due 6/15/09 to
                7/20/25                                   $     49,620,542
 7,737,293    GNMA, 9.75%, due 6/15/05 to
                11/15/21                                         8,288,422
 5,374,803    GNMA, 10.00%, due 11/15/09
                to 2/20/22                                       5,904,744
 4,311,109    GNMA, 10.25%, due 5/15/12 to
                2/15/21                                          4,646,124
 1,276,626    GNMA, 10.50%, due 11/15/97 to
                3/15/21                                          1,393,956
   724,133    GNMA, 10.75%, due 12/15/09 to
                8/15/19                                            785,768
 3,220,771    GNMA, 11.00%, due 12/15/09 to
                8/15/20                                          3,562,139
    40,015    GNMA, 11.25%, due 10/20/15 to
                2/20/16                                             44,409
   881,802    GNMA, 11.50%, due 1/15/98 to
                2/20/20                                            987,983
    39,031    GNMA, 11.75%, due 2/15/99                             40,956
   819,839    GNMA, 12.00%, due 6/15/00 to
                1/20/15                                            924,828
   531,317    GNMA, 12.25%, due 8/15/13 to
                7/15/15                                            605,612
 1,056,291    GNMA, 12.50%, due 11/15/99 to
                10/15/15                                         1,213,762
    89,679    GNMA, 12.75%, due 11/15/13 to
                6/15/15                                            103,921
 1,880,621    GNMA, 13.00%, due 11/15/10 to
                8/15/15                                          2,201,313
    36,879    GNMA, 13.25%, due 1/20/15                             43,162
   697,988    GNMA, 13.50%, due 5/15/10 to
                12/15/14                                           824,441
    53,378    GNMA, 13.75%, due 8/15/14 to
                10/15/14                                            63,343
    73,825    GNMA, 14.00%, due 6/15/11 to
                11/15/14                                            88,567
   388,238    GNMA, 14.50%, due 9/15/12 to
                10/15/14                                           471,090
   855,173    GNMA, 15.00%, due 6/15/11 to
                10/15/12                                         1,048,180
   190,120    GNMA, 16.00%, due 8/15/10 to
                4/15/12                                            238,509
                                                             -------------
TOTAL GNMA CERTIFICATES-91.0%                                1,023,874,305
   (Cost $1,029,798,860)                                     -------------

See Notes to Financial Statements


16   GNMA                                           American Century Investments


                            SCHEDULE OF INVESTMENTS
                                      GNMA

MARCH 31, 1997

Principal Amount                                                         Value
- --------------------------------------------------------------------------------

FORWARD COMMITMENTS-0.4%
$5,000,000    GNMA Purchase, 7.00%,
                 settlement 4/17/97                      $       4,771,900
   (Cost $4,843,750)                                             ---------

TEMPORARY CASH INVESTMENTS-1.2% 

Repurchase Agreement (Daiwa Securities),  
     6.45%, due 4/1/97,  collateralized by 
     $13,756,000 par value U.S. Treasury Notes, 
     6.50%, due 8/15/05 (Delivery value 
     $13,202,365)                                               13,200,000
   (Cost $13,200,000)                                       --------------

TOTAL INVESTMENT SECURITIES-100.0%                          $1,125,132,045
   (Cost $1,134,397,583)                                    ==============

Notes to Schedule of Investments
GNMA = Government National Mortgage Association
(1) Final maturity  indicated.  Expected remaining maturity used for purposes of
    calculating the weighted average portfolio maturity.

See Notes to Financial Statements


Annual Report                                                          GNMA   17

<TABLE>
<CAPTION>
                      STATEMENTS OF ASSETS AND LIABILITIES

MARCH 31, 1997

                                                                           ARM             GNMA

ASSETS
<S>                                                                      <C>          <C>       
Investment securities, at value (identified cost of $235,637,718
   and $1,134,397,583) (Note 3) .................................. $235,072,510   $1,125,132,045
Cash .............................................................      661,488               --
Receivable for investments sold ..................................      248,294       21,312,500
Receivable for capital shares sold ...............................           --           15,688
Interest receivable ..............................................    1,369,743        9,433,342
Prepaid expenses and other assets ................................        3,125           12,886
                                                                    -----------    -------------
                                                                    237,355,160    1,155,906,461
                                                                    -----------    -------------

LIABILITIES
Disbursements in excess of demand deposit cash ...................      694,149        2,581,449
Payable for investments purchased ................................           --       31,974,952
Payable for capital shares redeemed ..............................      404,354          755,204
Payable to affiliates (Note 2) ...................................      105,970          477,170
Dividends payable ................................................      185,635          891,053
Accrued expenses and other liabilities ...........................       10,836           61,532
                                                                    -----------    -------------
                                                                      1,400,944       36,741,360
                                                                    -----------    -------------
Net Assets Applicable to Outstanding Shares ...................... $235,954,216   $1,119,165,101
                                                                   ============   ==============

CAPITAL SHARES
Outstanding (Unlimited number of shares authorized) ..............   24,809,699      108,338,176
                                                                     ==========      ===========
Net Asset Value Per Share ........................................        $9.51           $10.33
                                                                          =====           ======

NET ASSETS CONSIST OF:
Capital paid in .................................................. $304,940,208   $1,153,799,317
Accumulated net realized loss on
   investment transactions .......................................  (68,420,784)     (25,368,678)
Net unrealized depreciation on
   investments (Note 3) ..........................................     (565,208)      (9,265,538)
                                                                    -----------    -------------
                                                                   $235,954,216   $1,119,165,101
                                                                   ============   ==============

See Notes to Financial Statements
</TABLE>


18   Statements of Assets and Liabilities           American Century Investments

<TABLE>
<CAPTION>
                            STATEMENTS OF OPERATIONS

YEAR ENDED MARCH 31, 1997

                                                                           ARM             GNMA

INVESTMENT INCOME
Income:
<S>                                                                 <C>               <C>        
Interest .......................................................... $16,238,999       $82,502,369
                                                                    -----------       -----------

Expenses (Note 2):
Investment advisory fees ..........................................     729,724         3,108,362
Transfer agency fees ..............................................     329,914         1,150,565
Administrative fees ...............................................     249,492         1,059,314
Custodian fees ....................................................      70,287           342,304
Printing and postage ..............................................      78,951           230,088
Auditing and legal fees ...........................................      19,445            67,618
Telephone expenses ................................................      14,732            26,807
Directors' fees and expenses ......................................      10,024            21,136
Registration and filing fees ......................................      17,406            19,525
Other operating expenses ..........................................      26,746            99,906
                                                                         ------            ------
   Total expenses .................................................   1,546,721         6,125,625
Amount recouped (Note 2) ..........................................         559             7,116
Custodian earnings credits (Note 4) ...............................     (29,158)          (81,114)
                                 -                                      -------           ------- 
   Net expenses ...................................................   1,518,122         6,051,627
                                                                      ---------         ---------
Net investment income .............................................  14,720,877        76,450,742
                                                                     ----------        ----------

REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS (NOTE 3)
Net realized gain (loss) on investments ...........................     805,035        (1,660,256)
Change in net unrealized appreciation 
     (depreciation) on investments ................................     347,071       (10,865,815)
                                                                        -------       ----------- 

Net realized and unrealized
gain (loss) on investments ........................................   1,152,106       (12,526,071)
                                                                      ---------       ----------- 
Net Increase in Net Assets
Resulting from Operations ......................................... $15,872,983       $63,924,671
                                                                    ===========       ===========

See Notes to Financial Statements
</TABLE>


Annual Report                                      Statements of Operations   19

<TABLE>
<CAPTION>
                      STATEMENTS OF CHANGES IN NET ASSETS

YEARS ENDED MARCH 31, 1997
AND MARCH 31, 1996

                                                                             ARM                                  GNMA

Increase (Decrease) in Net Assets                                    1997            1996                1997              1996
                                                                 -----------------------------   ----------------------------------
OPERATIONS
<S>                                                            <C>              <C>              <C>                <C>            
Net investment income ......................................   $  14,720,877    $  19,452,086    $    76,450,742    $    74,636,431
Net realized gain (loss) on investments ....................         805,035         (514,222)        (1,660,256)         8,227,610
Change in net unrealized appreciation (depreciation)
   on investments ..........................................         347,071        2,830,174        (10,865,815)        15,697,906
                                                                     -------        ---------        -----------         ----------
Net increase in net assets resulting from operations .......      15,872,983       21,768,038         63,924,671         98,561,947
                                                                  ----------       ----------         ----------         ----------

DISTRIBUTIONS TO SHAREHOLDERS
From net investment income .................................     (14,704,902)     (19,432,184)       (76,433,695)       (74,692,211)
In excess of net investment income .........................            --               --                 --              (17,047)
                                                                  ----------       ----------         ----------         ----------
Decrease in net assets from
   distributions to shareholders ...........................     (14,704,902)     (19,432,184)       (76,433,695)       (74,709,258)
                                                                 -----------      -----------        -----------        ----------- 

CAPITAL SHARE TRANSACTIONS
Proceeds from shares sold ..................................      86,381,738       59,010,559        428,072,730        345,352,436
Proceeds from reinvestment of distributions ................      11,957,430       16,071,334         58,737,337         57,601,256
Payments for shares redeemed ...............................    (162,091,108)    (176,270,354)      (475,155,178)      (286,456,680)
                                                                ------------     ------------       ------------       ------------ 
Net increase (decrease) in net assets
   from capital share transactions .........................     (63,751,940)    (101,188,461)        11,654,889        116,497,012
                                                                 -----------     ------------         ----------        -----------

Net increase (decrease) in net assets ......................     (62,583,859)     (98,852,607)          (854,135)       140,349,701

NET ASSETS
Beginning of year ..........................................     298,538,075      397,390,682      1,120,019,236        979,669,535
                                                                 -----------      -----------      -------------        -----------

End of year ................................................   $ 235,954,216    $ 298,538,075    $ 1,119,165,101    $ 1,120,019,236
                                                               =============    =============    ===============    ===============

TRANSACTIONS IN SHARES OF THE FUNDS
Sold .......................................................       9,097,397        6,219,269         41,003,499         32,776,505
Issued in reinvestment of distributions ....................       1,258,372        1,693,549          5,649,816          5,471,620
Redeemed ...................................................     (17,070,765)     (18,583,809)       (45,535,917)       (27,214,841)
                                                                 -----------      -----------        -----------        ----------- 
Net increase (decrease) ....................................      (6,714,996)     (10,670,991)         1,117,398         11,033,284
                                                                  ==========      ===========          =========         ==========

See Notes to Financial Statements
</TABLE>


20   Statements of Changes in Net Assets            American Century Investments


NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

1. Organization and Summary of Significant Accounting Policies

Organization--American   Century   Government   Income  Trust  (the  Trust),  is
registered under the Investment  Company Act of 1940 as an open-end  diversified
management  investment  company.  American  Century  -  Benham  Adjustable  Rate
Government  Securities  Fund (ARM Fund) and American  Century - Benham GNMA Fund
(GNMA Fund) (the Funds) are two of the seven funds composing the Trust.  The ARM
Fund seeks to provide investors with a high level of current income,  consistent
with the  stability  of  principal.  The Fund  intends to pursue its  investment
objective by  investing  at least 65% of the Fund's  total assets in  adjustable
rate mortgage securities and other securities  collateralized by or representing
interests in  mortgages.  The GNMA Fund seeks to provide a high level of current
income  consistent  with safety of  principal  and  maintenance  of liquidity by
investing  primarily in mortgage-backed  Ginnie Mae certificates.  The following
accounting  policies,  related to the Funds,  are in accordance  with accounting
policies generally accepted in the investment company industry.

Security Valuations--Securities are valued through valuations obtained through a
commercial  pricing  service  or at the mean of the most  recent  bid and  asked
prices. When valuations are not readily available, securities are valued at fair
value as  determined  in  accordance  with  procedures  adopted  by the Board of
Trustees.

Security  Transactions--Security  transactions  are  accounted  for on the  date
purchased  or  sold.  Net  realized  gains  and  losses  are  determined  on the
identified cost basis, which is also used for federal income tax purposes.

Investment Income--Interest income is recorded on the accrual basis and includes
amortization   of   discounts   and   premiums.   Premiums   and   discounts  on
mortgage-backed  securities  are amortized in proportion to the monthly  paydown
amounts. Notes and bonds are amortized using the effective interest rate method.

Income Tax  Status--It  is the Funds' policy to  distribute  all net  investment
income and net realized capital gains to shareholders  and to otherwise  qualify
as a regulated  investment  company under the provisions of the Internal Revenue
Code. Accordingly, no provision has been made for federal or state taxes.

Distributions  to  Shareholders--Distributions  from net  investment  income are
declared  daily and paid  monthly.  Distributions  from net  realized  gains are
declared and paid annually.

At  March  31,  1997,  accumulated  net  realized  capital  loss  carryovers  of
$68,398,906  for the ARM Fund and  $24,647,039  for the GNMA Fund (expiring 2001
through  2005) may be used to offset  future  taxable  gains.  The GNMA Fund has
elected to treat $42,597 of net capital losses incurred in the five month period
ended March 31, 1997, as having incurred in the following fiscal year.

The character of distributions  made during the year from net investment  income
or net  realized  gains may differ  from  their  ultimate  characterization  for
federal  income tax purposes.  These  differences  are due to differences in the
recognition  of  income  and  expense  items  for  financial  statement  and tax
purposes.

Supplementary  Information--Certain  officers and trustees of the Trust are also
officers and/or directors, and, as a group, controlling stockholders of American
Century  Companies,  Inc. (ACC), the parent of the Trust's  investment  advisor,
Benham Management  Corporation (BMC), the Trust's distributor,  American Century
Investment  Services,  Inc.  (ACIS),  and the Trust's  transfer agent,  American
Century Services Corporation (ACSC).

Use of  Estimates--The  preparation of financial  statements in conformity  with
generally accepted  accounting  principles requires management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the reported  amounts of increases  and  decreases in net assets
from  operations  during the  period.  Actual  results  could  differ from these
estimates.


Annual Report                                 Notes to Financial Statements   21


NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

- --------------------------------------------------------------------------------
2. Transactions with Related Parties

The  Trust has  entered  into an  Investment  Advisory  Agreement  with BMC that
provides  the  Trust  with  investment  advisory  services  in  exchange  for an
investment  advisory  fee.  ACSC pays all  compensation  of Trust  officers  and
trustees who are officers or  directors  of ACC or any of its  subsidiaries.  In
addition,  promotion and  distribution  expenses are paid by BMC. The investment
advisory  fee is paid  monthly  by each Fund  based on its pro rata share of the
dollar amount derived from applying the Trust's average daily closing net assets
to the following annualized investment advisory fee schedule:

          0.50% of the first $100 million 
          0.45% of the next $100 million 
          0.40% of the next $100 million  
          0.35% of the next $100 million 
          0.30% of the next $100 million  
          0.25% of the next $1 billion 
          0.24% of the next $1 billion
          0.23% of the next $1 billion  
          0.22% of the next $1 billion 
          0.21% of the next $1 billion 
          0.20% of the next $1 billion
          0.19% of the average daily net assets over $6.5 billion

The Trust has an  Administrative  Services and Transfer  Agency  Agreement  with
ACSC. Under the agreement,  ACSC provides  substantially all  administrative and
transfer agency services necessary to operate the Funds. Fees for these services
are based on  transaction  volume,  number of accounts and average daily closing
net assets for funds  advised by BMC. The  agreement  was  formerly  with Benham
Financial Services, Inc.

The Trust has an additional agreement with BMC pursuant to which BMC established
a contractual  expense guarantee that limits Fund expenses (excluding items such
as brokerage  commissions,  taxes,  interest,  custodian  earnings credits,  and
extraordinary  expenses)  to 0.60% of average  daily  closing  net  assets.  The
agreement provides that BMC may recover amounts (representing expenses in excess
of the Fund's expense  guarantee  rate) absorbed during the preceding 11 months,
if, and to the extent that,  for any given month,  the Fund's  expenses are less
than the expense  guarantee  rate in effect at that time. On April 25, 1997, the
Board of Trustees  approved a plan to implement a unified  management fee, which
would replace the existing contracts,  previously  mentioned,  between the Funds
and related  parties.  Such plan is subject to shareholder  approval and will be
voted on in July, 1997.

The payables to affiliates as of March 31, 1997,  based on the above  agreements
were as follows:

                                ARM Fund         GNMA Fund

Investment Advisor              $ 56,435         $267,816
Administrative Services
and Transfer Agent                49,535          209,354
                                --------         --------
                                $105,970         $477,170
                                ========         ========

The Trust has a  Distribution  Agreement  with ACIS,  which is  responsible  for
promoting  sales of and  distributing  the Trust's  shares.  This  Agreement was
formerly with Benham Distributors, Inc.

- --------------------------------------------------------------------------------
3. Investment Transactions

The aggregate cost of U.S. Treasury and Agency obligations (excluding short-term
investments)  purchased  for the year ended March 31, 1997,  in the ARM Fund and
GNMA Fund totaled $485,338,985 and $1,344,955,258,  respectively.  Proceeds from
U.S. Treasury and Agency obligations (excluding short-term  investments) sold in
the  ARM  Fund  and  GNMA  Fund   totaled   $505,671,043   and   $1,153,997,825,
respectively.

As of March 31, 1997,  accumulated  net unrealized  depreciation of the ARM Fund
and  GNMA  Fund  were   $585,397  and   $9,944,683,   consisting  of  unrealized
appreciation  of  $496,476  and  $10,400,230,  and  unrealized  depreciation  of
$1,081,873 and $20,344,913, respectively.


22   Notes to Financial Statements                  American Century Investments


NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

- --------------------------------------------------------------------------------
4. Expense Offset Arrangements

The Funds' Statements of Operations  reflect custodian  earnings credits.  These
amounts  are used to  offset  the  custodian  fees  payable  by the Funds to the
custodian  bank.  The credits  are earned  when the Funds  maintain a balance of
uninvested cash at the custodian  bank.  Beginning with the year ended March 31,
1996,  the  ratios of  operating  expenses  to average  net assets  shown in the
Financial Highlights are calculated as if these credits had not been earned.

- --------------------------------------------------------------------------------
5. Corporate Events

The following name changes became effective January 1, 1997:
<TABLE>

                    NEW NAMES                                 FORMER NAMES
<S>               <C>                                         <C>  
Funds' Issuer:    American Century Government Income Trust    Benham Government Income Trust
Funds:            American Century - Benham Adjustable Rate   Benham Adjustable Rate Government
                    Government Securities Fund                  Securities Fund
                  American Century - Benham GNMA Fund         Benham GNMA Income Fund
Parent Company:   American Century Companies, Inc.            Twentieth Century Companies, Inc.
Distributor:      American Century Investment Services, Inc.  Twentieth Century Securities, Inc.
Transfer Agent:   American Century Services Corporation       Twentieth Century Services, Inc.
</TABLE>


Annual Report                                 Notes to Financial Statements   23

<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                                      ARM

                     For a Share Outstanding Throughout the Years Ended March 31

                                                 1997         1996          1995         1994         1993

PER-SHARE DATA
Net Asset Value,
<S>                                             <C>          <C>           <C>          <C>         <C>   
Beginning of Year ............................. $9.47        $9.42         $9.75        $9.97       $10.04
                                                -----        -----         -----        -----       ------
Income From Investment Operations
   Net Investment Income ......................  0.53         0.54          0.49         0.54         0.57
   Net Realized and Unrealized Gain (Loss)
   on Investment Transactions .................  0.04         0.05        (0.33)       (0.22)       (0.07)
                                                 ----         ----        -----        -----        ----- 
   Total From
   Investment Operations ......................  0.57         0.59          0.16         0.32         0.50
                                                 ----         ----          ----         ----         ----
Distributions
   From Net Investment Income ................. (0.53)       (0.54)        (0.49)       (0.54)       (0.57)
                                                -----        -----         -----        -----        ----- 
Net Asset Value, End of Year .................. $9.51        $9.47         $9.42        $9.75        $9.97
                                                =====        =====         =====        =====        =====
   Total Return(1) ............................ 6.17%        6.42%         1.75%        3.27%        5.13%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets(2) ...................... 0.59%        0.60%         0.57%        0.51%        0.45%
Ratio of Net Investment Income
to Average Net Assets ......................... 5.59%        5.70%         4.98%        5.47%        5.66%
Portfolio Turnover Rate .......................  193%         221%           60%          92%          83%
Net Assets, End
of Year (in thousands) ..................... $235,954     $298,538      $397,391     $936,539   $1,495,164

(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.

(2)  The ratios for periods  subsequent to March 31, 1995, include expenses paid
     through expense offset arrangements.

See Notes to Financial Statements
</TABLE>


24   Financial Highlights                           American Century Investments
<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                                      GNMA

                                               For a Share Outstanding Throughout the Years Ended March 31

                                                 1997         1996          1995         1994         1993

PER-SHARE DATA
Net Asset Value,
<S>                                            <C>          <C>           <C>          <C>          <C>   
Beginning of Year ............................ $10.45       $10.18        $10.35       $10.88       $10.52
                                               ------       ------        ------       ------       ------
Income From Investment Operations
   Net Investment Income .....................   0.71         0.74          0.72         0.66         0.79
   Net Realized and Unrealized Gain (Loss)
   on Investment Transactions ................ (0.12)         0.27        (0.18)       (0.52)         0.36
                                               -----          ----        -----        -----          ----
   Total From
   Investment Operations .....................   0.59         1.01          0.54         0.14         1.15
                                                 ----         ----          ----         ----         ----
Distributions
   From Net Investment Income ................  (0.71)       (0.74)        (0.71)       (0.66)       (0.79)
   From Net Realized Capital Gains ...........     --           --            --        (0.01)          --
                                                 ----         ----          ----         ----         ----
   Total Distributions .......................  (0.71)       (0.74)        (0.71)       (0.67)       (0.79)
                                                 ----         ----          ----         ----         ----
Net Asset Value, End of Year ................. $10.33       $10.45        $10.18       $10.35       $10.88
                                               ======       ======        ======       ======       ======
   Total Return(1) ...........................  5.84%       10.08%         5.53%        1.30%       11.28%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets(2) .....................  0.55%        0.58%         0.58%        0.54%        0.56%
Ratio of Net Investment Income
to Average Net Assets ........................  6.84%        6.98%         7.08%        6.12%        7.31%
Portfolio Turnover Rate ......................   105%          64%          120%          49%          71%
Net Assets, End
of Year (in thousands) ................... $1,119,165   $1,120,019      $979,670   $1,129,185   $1,159,754

(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.

(2)  The ratios for periods  subsequent to March 31, 1995, include expenses paid
     through expense offset arrangements.

See Notes to Financial Statements
</TABLE>


Annual Report                                          Financial Highlights   25


INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
American Century Government Income Trust:

We have audited the accompanying statements of assets and liabilities, including
the schedules of investment securities,  of American Century - Benham Adjustable
Rate Government  Securities Fund and American Century - Benham GNMA Fund (two of
the series  comprising  Benham  Government Income Trust) (the Funds) as of March
31, 1997, and the related  statements of operations for the year then ended, the
statements of changes in net assets for each of the years in the two-year period
then ended,  and the  financial  highlights  for each of the periods  presented.
These financial  statements and financial  highlights are the  responsibility of
the  Funds'  management.  Our  responsibility  is to express an opinion on these
financial statements and financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of securities owned as of March
31, 1997,  by  correspondence  with the  custodians  and brokers.  An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Funds as of March 31,  1997,  the  results of their  operations,  the changes in
their net assets and the financial  highlights for the periods  indicated above,
in conformity with generally accepted accounting principles.

/s/KPMG Peat Marwick LLP 
KPMG Peat Marwick LLP 

Kansas City, Missouri
May 2, 1997


26   Independent Auditors' Report                   American Century Investments


                              IMPORTANT NOTICE FOR
                        ALL IRA AND 403(b) SHAREHOLDERS

As required by law, any distributions you receive from an IRA and certain 403(b)
distributions  [not  eligible for  rollover to an IRA or to another  403(b)] are
subject to federal income tax withholding at the rate of 10% of the total amount
withdrawn,  unless you elect not to have withholding apply. If you don't want us
to withhold  on this  amount,  you may send us a written  notice not to have the
federal  income tax withheld.  Your written  notice is valid for six months from
the date of  receipt  at  American  Century.  Even if you plan to roll  over the
amount you withdraw to another tax-deferred  account, the withholding rate still
applies to the withdrawn  amount unless we have received a written notice not to
withhold federal income tax within six months prior to the withdrawal.

When  you plan to  withdraw,  you may  make  your  election  by  completing  our
Exchange/  Redemption form or an IRS Form W-4P. Call American Century for either
form.  Your  written  election  is valid  for only six  months  from the date of
receipt at American Century. You may revoke your election at any time by sending
a written notice to us.

Remember,  even if you elect not to have income tax withheld, you are liable for
paying income tax on the taxable portion of your withdrawal. If you elect not to
have income tax withheld or you don't have enough income tax  withheld,  you may
be responsible  for payment of estimated tax. You may incur  penalties under the
estimated  tax rules if your  withholding  and  estimated  tax  payments are not
sufficient.


Annual Report                                              Important Notice   27


BACKGROUND INFORMATION

Investment Philosophy & Policies

American Century  Investments offers 42 fixed-income  funds,  ranging from money
market funds to long-term  bond funds and including  both taxable and tax-exempt
funds.

Adjustable  Rate  Government  Securities  (ARM) seeks to provide a high level of
current  income,  consistent  with  stability of principal.  The fund invests at
least 65% of its total assets in adjustable rate mortgage  securities (ARMs) and
other securities collateralized by or representing interests in mortgages.

GNMA seeks to provide a high level of current income  consistent  with safety of
principal and maintenance of liquidity by investing primarily in mortgage-backed
GNMA certificates.

Comparative Indices

The following  indices are used in the report for fund performance  comparisons.
They are not investment products available for purchase.

The Merrill Lynch One-Year  Treasury Bill Index is derived from secondary market
interest rates for the current one-year U.S. Treasury bill issue.

The Salomon  Brothers  30-Year  GNMA Index is a  market-capitalization  weighted
index of 30-year GNMA single-family mortgages.

Lipper Rankings

Lipper Analytical  Services,  Inc. is an independent mutual fund ranking service
that groups funds according to their investment  objectives.  Rankings are based
on average  annual  returns  for each fund in a given  category  for the periods
indicated. Rankings are not included for periods less than one year.

The Lipper categories for the Mortgage-Backed Securities funds are:

Adjustable Rate Mortgage  Funds--funds  that invest at least 65% of their assets
in adjustable rate mortgage securities or other securities  collateralized by or
representing an interest in mortgages.

GNMA  Funds--funds  that  invest  at least  65% of their  assets  in  Government
National Mortgage Association (Ginnie Mae) securities.

                           PORTFOLIO MANAGEMENT TEAM
                           Vice President and
                           Senior Portfolio Managers    Dave Schroeder
                                                        Bob Gahagan
                           Senior Portfolio Manager     Casey Colton
                           Portfolio Manager            Newlin Rankin


28   Background Information                         American Century Investments


                                    GLOSSARY

Returns

o    Total Return figures show the overall  percentage  change in the value of a
     hypothetical  investment  in the fund  and  assume  that all of the  fund's
     distributions are reinvested.

o    Average Annual  Returns  illustrate  the annually  compounded  returns that
     would have  produced  the  fund's  cumulative  total  returns if the fund's
     performance  had been  constant  over the  entire  period.  Average  annual
     returns smooth out variations in a fund's return;  they are not the same as
     fiscal year-by-year results. For fiscal year-by-year returns,  please refer
     to the "Financial Highlights" on pages 24 and 25.

Yields

o    30-Day SEC Yield represents net investment income earned by the fund over a
     30-day period,  expressed as an annual  percentage rate based on the fund's
     share  price at the end of the  30-day  period.  The SEC  yield  should  be
     regarded as an estimate of the fund's rate of investment income, and it may
     not equal the fund's actual income  distribution rate, the income paid to a
     shareholder's  account,  or the income  reported  in the  fund's  financial
     statements.

Investment Terms

o    Basis Point--one  one-hundredth of a percentage point (or 0.01%). 100 basis
     points equal one percentage point (or 1%).

o    Coupon--the stated interest rate of a security.

o    Duration Extension--a lengthening of a mortgage-backed security's duration,
     typically  because  of rising  interest  rates.  When  interest  rates rise
     sharply,  higher  interest  rates  reduce  prepayments  (which  is good for
     investors),  but the  lower  level  of  prepayments  causes  ARM  and  GNMA
     durations to extend, which makes price declines more severe.

o    Prepayment--paying  off a mortgage early,  often by selling or refinancing.
     Prepayments occur most frequently when homeowners refinance their mortgages
     to take advantage of falling interest rates.  Prepayments shorten the lives
     of  mortgage  portfolios  and force ARM and GNMA  investors  to reinvest in
     lower-yielding  mortgage pools.  Therefore,  when prepayment  levels climb,
     mortgage  analysts  increase  the  prepayment  assumptions  used  to  price
     mortgage-backed securities. As a result, mortgage-backed security durations
     shorten, limiting the price gains from falling interest rates.

Statistical Terminology

o    Number of Securities--the  number of different securities held by a fund on
     a given date.

o    Average  Duration-- a  time-weighted  average of the interest and principal
     payments of the  securities in a portfolio.  As the duration of a portfolio
     increases, so does the impact of a change in interest rates on the value of
     the portfolio.

o    Average  Life--a  measurement  of  the  sensitivity  of  a  mortgage-backed
     securities  portfolio to interest rate  changes.  Although it is similar to
     weighted  average  maturity,  average  life takes into  account the gradual
     payments of  principal  that occur with  mortgage-backed  securities.  As a
     result,  average life is a better measure of interest rate  sensitivity for
     mortgage-backed securities.

o    Expense  Ratio--the   operating  expenses  of  the  fund,  expressed  as  a
     percentage of average net assets.

Types of Securities

o    Adjustable  Rate  Mortgage  Securities  (ARMs)--mortgage-backed  securities
     backed by a pool of adjustable-rate mortgages.  Unlike traditional bonds or
     fixed-rate  mortgage-backed  securities (such as GNMAs), ARMs have interest
     rates that reset  periodically  based on an underlying  interest rate index
     (such as a bank interest rate).

o    Collateralized  Mortgage Obligations (CMOs)--a generic mortgage derivative.
     Mortgage  derivatives are usually  securities created (derived) from a pool
     of   mortgages   or   mortgage-backed   securities.   Whereas   a   typical
     mortgage-backed  security is an ownership  interest in a complete  mortgage
     pool, a derivative is usually an interest in just one part of a pool.

o    Government       National       Mortgage       Association       Securities
     (GNMAs)--mortgage-backed  securities  issued  by  the  Government  National
     Mortgage  Association,  a U.S. government agency.  Unlike an ARM, a GNMA is
     backed by a pool of fixed-rate mortgages. A GNMA is also backed by the full
     faith  and  credit  of the U.S.  government  as to the  timely  payment  of
     interest and principal.  This means GNMA investors will receive their share
     of interest and  principal  payments  whether or not  borrowers  make their
     scheduled mortgage payments.

o    Repurchase Agreements  (Repos)--short-term  debt agreements in which a fund
     buys a security at one price and  simultaneously  agrees to sell it back to
     the seller at a slightly  higher price on a specified date (usually  within
     seven days).


Annual Report                                                      Glossary   29

[american century logo]
American
Century(sm)

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

Person-to-Person Assistance:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-444-3485

Fax: 816-340-7962

Internet: www.americancentury.com


AMERICAN CENTURY GOVERNMENT INCOME TRUST


Investment Manager
BENHAM MANAGEMENT CORPORATION

This  report  and  the   statements   it
contains are  submitted  for the general
information  of  our  shareholders.  The
report    is    not    authorized    for
distribution  to  prospective  investors
unless  preceded  or  accompanied  by an
effective prospectus.

American Century Investment Services, Inc.

9705           [recycled logo]
SH-BKT-8523       Recycled
<PAGE>
                                 ANNUAL REPORT

                            [american century logo]
                                    American
                                  Century(sm)

                                 March 31, 1997

                                     BENHAM
                                     GROUP

                          Inflation-Adjusted Treasury

[front cover]


                               TABLE OF CONTENTS

Report Highlights........................................... 1
Our Message to You.......................................... 2
Period Overview............................................. 3
Inflation-Adjusted Treasury
     Performance & Portfolio Information.................... 4
     Management Q & A....................................... 5
     Financial Highlights...................................12
Statement of Assets and Liabilities......................... 7
Statement of Operations..................................... 8
Statement of Changes in Net Assets.......................... 9
Notes to Financial Statements...............................10
Independent Auditors' Report................................13
IRA/403(b) Information......................................14
Background Information
     Investment Philosophy & Policies.......................16
     Comparative Indices....................................16
     Portfolio Management Team..............................16
Glossary....................................................17

American Century  Investments offers you nearly 70 fund choices covering stocks,
bonds, money markets,  specialty investments and blended portfolios. To help you
find the funds that may meet your needs, we have divided  American Century funds
into three groups based on investment style and objectives.  These groups, which
appear below, are designed to help simplify your fund decisions.

                  American Century Investments--Family of Funds

      BENHAM GROUP           AMERICAN CENTURY GROUP     TWENTIETH CENTURY GROUP

   MONEY MARKET FUNDS          ASSET ALLOCATION &
  GOVERNMENT BOND FUNDS        BALANCED FUNDS              U.S. GROWTH FUNDS
 DIVERSIFIED BOND FUNDS   CONSERVATIVE EQUITY FUNDS       INTERNATIONAL FUNDS
  MUNICIPAL BOND FUNDS         SPECIALTY FUNDS
   Inflation-Adjusted
        Treasury

We welcome your comments or questions about this report.  
See the back cover for ways to contact us by mail, phone or e-mail.

Twentieth  Century and the Benham Group are registered marks of American Century
Services Corporation and Benham Management Corporation,  respectively.  American
Century is a service mark of American Century Services


                                                    American Century Investments


                               REPORT HIGHLIGHTS

Period Overview

o    On  January  29,  1997,   the  U.S.   Treasury   auctioned  its  first-ever
     inflation-indexed  bonds.  The bonds had  maturities of 10 years and a real
     yield of 3.45%.

o    Because of strong  economic  growth  and fears of  inflation,  bond  yields
     trended higher in February and March.

o    The real  yield on  inflation-indexed  Treasury  bonds  rose from  3.45% at
     issuance to 3.58% on March 31, 1997.  As a result,  inflation-indexed  bond
     prices fell by 2% during February and March.

o    The principal adjustments on inflation-indexed  Treasury bonds are based on
     the non-seasonally  adjusted consumer price index (CPI-NSA),  which rose by
     2.8% for the year ended March 31, 1997.

o    The principal adjustments for inflation-indexed Treasury bonds totaled 0.3%
     for February and March (a 2.2% annual rate).

Inflation-Adjusted Treasury

o    From its inception  date on February 10, 1997,  through March 31, 1997, the
     fund returned  -1.98%,  matching the  performance of the  inflation-indexed
     Treasury bond over the same period.

o    The fund's brief performance  history reflected the generally negative bond
     environment that existed during the period.

o    The fund held 5-10% of its assets in cash during the two-month period.

o    The fund's  30-day SEC yield on March 31 was  6.22%,  significantly  higher
     than the 3.45% real yield on the bonds themselves.  The reason:  the fund's
     yield includes the inflation  adjustment on the principal value of the bond
     it holds.

o    Going  forward,  we will look to vary the fund's  holdings by  investing in
     inflation-indexed bonds issued by U.S. government agencies.

o    We'll also  monitor  the yields on  inflation-indexed  Treasury  securities
     scheduled for auction in July and October.

                               Inflation-Adjusted
                                    Treasury

                      Total Return:            AS OF 3/31/97
                         Since Inception             -1.98%*
                      Net Assets:               $2.3 million
                         (AS of 3/31/97)
                      Inception Date:                2/10/97
                      * Not annualized.

                 Many of the investment terms in this report are
                       defined in the Glossary on page 17.


Annual Report                                             Report Highlights    1


                               OUR MESSAGE TO YOU

[photo of James E. Stowers III and James M. Benham]

We  are   proud  to   present   our  first   annual   report   for  the   Benham
Inflation-Adjusted Treasury fund. With the introduction of this innovative fund,
we are one of the first in the  country to offer  investors  a mutual  fund that
invests  in  the  U.S.  Treasury's  new  inflation-indexed  securities.  In  the
following pages,  our investment  management team provides further details about
the market and how your fund was managed.

In January,  nearly two years of integration  between  Twentieth Century and The
Benham  Group   culminated  when  we  began  serving  you  as  American  Century
Investments.  Under this new name,  we have  combined our offerings of nearly 70
funds.

The new name also introduces three new groupings for the funds--the Benham Group
(money market and bond funds),  the American  Century  Group (asset  allocation,
balanced,  conservative  equity and specialty  funds) and the Twentieth  Century
Group (growth and international equity funds). The  Inflation-Adjusted  Treasury
fund has  joined  the  Benham  Group  because  its  investment  goals  match key
attributes of that group.

We encourage  you to visit the American  Century Web site. If you use a personal
computer  and have  Internet  access,  we've made it easier for you to  download
information  about American Century funds and access your fund accounts.  With a
personal  access code,  you can view account  balances,  exchange  money between
existing  accounts  and make  additional  investments.  The Web site address is:
www.americancentury.com.  We are one of the first fund companies to offer direct
on-line transactions via the Internet.

In June,  you will receive a proxy  statement and ballot that  proposes  several
changes  to your fund.  The proxy  statement  contains  more  details  about the
proposed changes;  we strongly  encourage you to read it carefully and take part
in the proxy vote.

We appreciate your confidence in American Century and look forward to continuing
to serve you.

Sincerely,

/s/James E. Stowers III                     /s/James M. Benham
James E. Stowers III                        James M. Benham
President and Chief Executive Officer       Vice Chairman
American Century Companies                  American Century Companies


2    Our Message to You                             American Century Investments


                                PERIOD OVERVIEW

Inflation-Indexed
U.S. Treasury Securities

On   January   29,   1997,   the  U.S.   Treasury   auctioned   its   first-ever
inflation-indexed  bonds.  $7 billion in 10-year bonds were sold at a real yield
of 3.45%. Demand for the new bonds was strong, with bids totaling more than five
times the amount of securities issued.

Inflation-indexed  bonds have a lower interest rate than nominal  Treasury bonds
(the nominal  10-year  Treasury bonds auctioned in February were sold at a yield
of 6.37%). The rate on inflation-indexed  bonds represents the "real" yield--the
yield after inflation --available in the Treasury market.

Whereas the principal  value of nominal bonds remains fixed  throughout the life
of the bond,  inflation-indexed bonds' principal value is adjusted regularly for
changes in inflation  (see the following  section on U.S.  Inflation).  Interest
payments are based on the  inflation-adjusted  principal value, so the amount of
interest paid out changes with the principal adjustments.

From a  performance  standpoint,  the new bonds  suffered  from bad  timing--the
unfavorable interest rate environment during their first two months of existence
resulted in negative returns. Strong economic growth and fears of inflation sent
bond yields soaring;  inflation-indexed  bond yields rose from 3.45% at issuance
to   3.58%  by  March  31  (see   the   accompanying   chart).   As  a   result,
inflation-indexed bond prices dropped by nearly 2%.

U.S. Inflation

Of the various  measures of U.S.  inflation,  the most widely used and  reported
gauge is the consumer price index (CPI).  CPI measures the monthly price changes
in a fixed market basket containing 360 categories of goods and services.  It is
also  adjusted  each month for  seasonal  factors,  such as weather  conditions,
holidays, new models and sales events.

However, the most important measure for inflation-indexed  bond investors is the
non-seasonally  adjusted CPI  (CPI-NSA)  because the  principal  adjustments  of
inflation-indexed  Treasury  bonds are based on the changes to this  index.  The
adjustments  also  involve  a  three-month  lag--for  example,  the  March  1997
principal  adjustment  was based on the change in the CPI-NSA from December 1996
to January 1997.

For the year ended  March 31,  1997,  the  CPI-NSA  rose by 2.8%,  matching  the
average  annual  growth rate of the CPI over the past five  years.  This rate of
growth  represents  a decline from the 3.3% rise of the CPI-NSA for all of 1996.
Based on CPI-NSA changes in the fourth quarter of 1996, the principal adjustment
for  10-year  inflation-indexed  Treasury  bonds in February  and March  totaled
approximately 0.3% (an annual rate of 2.2%).

[line graph - data below]

INFLATION-INDEXED BOND YIELDS

February '97 through March '97

2/3/97          3.32%
2/10/97         3.26%
2/17/97         3.25%
2/24/97         3.28%
3/3/97          3.36%
3/10/97         3.37%
3/17/97         3.47%
3/24/97         3.48%
3/31/97         3.58%
Source: Bloomberg Financial Markets


Annual Report                                               Period Overview    3


                      PERFORMANCE & PORTFOLIO INFORMATION

                                                                 LIFE OF FUND
TOTAL RETURNS AS OF MARCH 31, 1997
Inflation-Adjusted Treasury .....................................   -1.98%
Salomon Brothers Treasury Index .................................   -1.00%(1)
Salomon Brothers U.S. Inflation-Linked Index ....................   -1.37%(1)

(1)Returns since 2/28/97, the date nearest the fund's inception for which return
   data are available. Inception date was February 10, 1997.

See pages 16-17 for more information about returns and the comparative indices.

[mountain graph - data below]

GROWTH OF $10,000 OVER THE LIFE OF THE FUND

Value on 3/31/97

$10,000 investment made 2/28/97

         Inflation-Adjusted     Salomon Treasury  Salomon Inflation-Linked
               Treasury               Index                 Index
Feb-97         $10,000               $10,000               $10,000
Mar-97          $9,858                $9,900                $9,863

Past  performance  does not  guarantee  future  results.  Investment  return and
principal  value will fluctuate,  and redemption  value may be more or less than
original cost. The chart begins on 2/28/97  because that is the date nearest the
fund's 2/10/97  inception  date for which index return data are  available.  The
line representing the fund's total return includes  operating  expenses (such as
transaction  costs and  management  fees) that reduce  returns,  while the total
return line of the index does not.


PORTFOLIO AT A GLANCE
                                 3/31/97
Number of Securities                1
Weighted Average Maturity       9.8 years
Average Duration                8.0 years
Expense Ratio                    0.50%*

* Annualized


YIELD AS OF MARCH 31, 1997
                                 30-DAY
                                   SEC
                                  Yield

Inflation-Adjusted Treasury       6.22%


Yield is defined in the Glossary on page 17.

           You will receive a proxy statement in June. Please read it
                   carefully and take part in the proxy vote.


4    Performance & Portfolio Information            American Century Investments


                                 MANAGEMENT Q&A

An interview with Dave Schroeder,  vice president and a senior portfolio manager
on the Benham Treasury funds management team.

HOW DID THE FUND PERFORM?

From the fund's inception date on February 10, 1997, through March 31, 1997, the
fund had a total return of -1.98%.  By  comparison,  the  Treasury's  first-ever
inflation-indexed  bond had a matching  return of -1.98%  over the same  period.
(See the Total  Returns  table on the previous  page for other fund  performance
comparisons.)

HOW WOULD YOU CHARACTERIZE THE FUND'S PERFORMANCE?

The fund has only been in operation for a couple of months, so it's hard to draw
any meaningful  conclusions,  but the fund's performance  reflects the generally
negative bond environment that existed during the period. That's going to be the
nature of the fund's short-term performance results--they'll be mainly driven by
interest rate  volatility.  But over the long haul, we expect  inflation to have
the biggest impact on fund returns.

WHAT  IMPACT  HAS THE  DEVELOPING  SECONDARY  MARKET HAD ON THE  PERFORMANCE  OF
INFLATION-INDEXED BONDS?

So far, it's had a  significant  effect on  short-term  performance.  Trading of
inflation-indexed  bonds  has been  fairly  thin,  probably  less than 5% of the
trading volume of nominal 10-year  Treasury  bonds.  It's fairly easy to buy and
sell inflation-indexed  bonds in small amounts--say,  less than $25 million--but
larger blocks are much less liquid (harder to trade).

The end result is a great deal of day-to-day price volatility. But as the market
develops,  we  expect  the  short-term  price  volatility  of  inflation-indexed
securities to smooth out.

ARE ALL OF THE FUND'S ASSETS INVESTED IN INFLATION-INDEXED SECURITIES?

The  fund   holds   about  a  $2   million   piece  of  the   Treasury's   first
inflation-indexed  bond issue, but we also kept about 5-10% of the fund's assets
in cash for most of the period.  This cash position helped mitigate the negative
returns of the fund's inflation-indexed bond.

THE REAL  YIELD ON THE  INFLATION-INDEXED  BOND IS AROUND  3.5%,  BUT THE FUND'S
YIELD IS OVER 6%. CAN YOU EXPLAIN THIS DISPARITY?

The bond's principal  adjustments are treated as income, so they are included in
the fund's yield. Both the interest  payments and the principal  adjustments are
taxable  as  income,  so the  fund  must  distribute  them  to  shareholders  as
dividends.  The principal  adjustments  and interest  payments accrue on a daily
basis and are distributed at the end of each month.

SO THE FUND'S  YIELD  DEPENDS IN LARGE PART ON THE SIZE OF THE BOND'S  PRINCIPAL
ADJUSTMENT?

That's right, and as a result we expect to see some month-to-month volatility in
the  fund's   yield.   If  there  is  a  month   when  there  is  no   principal
adjustment--which  would happen if the inflation measure didn't change--then the
fund's yield for that month would be closer to the real yield on the bond. As an
example,  the fund's 30-day SEC yield was less than 3% in early March because of
the lack of principal adjustment in February.

On the other  hand,  an  unusually  high  inflation  reading  would  result in a
substantial principal  adjustment,  which would in turn push the fund's yield up
significantly. But again, it's important to emphasize that this short-term yield
volatility should even out over the long term.


Annual Report                                              Management Q & A    5


                                 MANAGEMENT Q&A

LOOKING AHEAD, WHAT IS YOUR OUTLOOK FOR INFLATION OVER THE NEXT SIX MONTHS?

The pace of inflation  slowed in the first quarter of 1997.  Although  there has
been evidence of rising wages,  we haven't yet seen it reflected in the consumer
inflation  figures.  Nonetheless,  the Federal Reserve made a pre-emptive strike
against  inflation by raising  short-term  interest rates in March.  In the near
term, inflation will be closely tied to the Fed's interest-rate policy.

DO YOU EXPECT THE FED TO CONTINUE RAISING INTEREST RATES IN 1997?

More  than  likely.  The Fed  appears  to be in a  rate-raising  mode;  our only
question is how high they will go.  Historically,  the  average Fed  "tightening
cycle"--a series of consecutive  short-term  interest rate increases designed to
restrain  economic growth and head off  inflation--consisted  of four rate hikes
totaling 200 basis points (2 percentage points).

But this magnitude of tightening  seems  unlikely this time around;  the rise in
bond  yields  over the past few  months may  already be enough to slow  economic
activity and keep inflation at bay. Overall, we believe that this will be a mild
Fed tightening cycle.

WHAT ARE YOUR PLANS FOR THE FUND OVER THE NEXT SIX MONTHS?

We may look to vary the fund's holdings a bit by investing in  inflation-indexed
bonds issued by U.S. government agencies.  Several different government agencies
have  issued  a  combined  total  of  about  $1  billion  in   inflation-indexed
securities,  with  maturities  ranging  from 3-10 years.  The fund is allowed to
invest  as much as 35% of its  assets  in  government  agency  inflation-indexed
securities,  so we may take  advantage of the higher real yields of agency bonds
in the coming months.

In  early  April,  the  Treasury   auctioned   another  $8  billion  in  10-year
inflation-indexed  bonds,  which were sold at a real yield of 3.65%.  Additional
Treasury  auctions of  inflation-indexed  securities  are scheduled for July and
October. As bonds with different  maturities are issued, we will make investment
decisions based on the most attractive real yields.


6    Management Q & A                               American Century Investments

<TABLE>
<CAPTION>
                      STATEMENT OF ASSETS AND LIABILITIES

MARCH 31, 1997

ASSETS
<S>                                                                                                     <C>    
Investment securities of U.S. Treasury Inflation Indexed Notes, 3.375%,
  1/15/07, at value (principal amount and identified cost of
  $2,093,528 and $2,102,200, respectively) (Note 3) ...............................................  $2,056,892
Cash ..............................................................................................     207,658
Interest receivable ...............................................................................      14,789
                                                                                                         ------
                                                                                                      2,279,339
                                                                                                      ---------

LIABILITIES
Payable to affiliates (Note 2) ....................................................................         666
Dividends payable .................................................................................       1,297
                                                                                                          -----
 ..................................................................................................       1,963
                                                                                                          -----
Net Assets Applicable to Outstanding Shares .......................................................  $2,277,376
                                                                                                     ==========

CAPITAL SHARES
Outstanding (Unlimited number of shares authorized) ...............................................     233,763
                                                                                                        =======
Net Asset Value Per Share .........................................................................       $9.74
                                                                                                          =====

NET ASSETS CONSIST OF:
Capital paid in ...................................................................................  $2,322,684
Net unrealized depreciation on investments (Note 3) ...............................................     (45,308)
                                                                                                        ------- 
                                                                                                     $2,277,376
                                                                                                     ==========

See Notes to Financial Statements
</TABLE>


Annual Report                           Statement of Assets and Liabilities    7

<TABLE>
<CAPTION>
                            STATEMENT OF OPERATIONS

FEBRUARY 10, 1997 (INCEPTION) THROUGH MARCH 31, 1997

INVESTMENT INCOME
Income:
<S>                                                                                                    <C>    
Interest ..........................................................................................    $11,587
                                                                                                       -------

Expenses (Note 2):
Registration and filing fees ......................................................................     24,095
Printing and postage ..............................................................................      8,520
Directors' fees and expenses ......................................................................        937
Investment advisory fees ..........................................................................        592
Organization costs ................................................................................        383
Transfer agency fees ..............................................................................        323
Administrative fees ...............................................................................        188
Auditing and legal fees ...........................................................................          4
Other operating expenses ..........................................................................         13
                                                                                                        ------
  Total expenses ..................................................................................     35,055
Amount reimbursed .................................................................................    (34,008)
                                                                                                       ------- 
  Net expenses ....................................................................................      1,047
                                                                                                         -----
Net investment income .............................................................................     10,540
                                                                                                        ------

UNREALIZED LOSS ON INVESTMENTS (NOTE 3)
Change in net unrealized depreciation on investments ..............................................    (45,308)
                                                                                                       ------- 

Net Decrease in Net Assets
Resulting from Operations .........................................................................   $(34,768)
                                                                                                      ======== 

See Notes to Financial Statements
</TABLE>


8    Statement of Operations                        American Century Investments
<TABLE>
<CAPTION>
                       STATEMENT OF CHANGES IN NET ASSETS

FEBRUARY 10, 1997 (INCEPTION)
THROUGH MARCH 31, 1997

Increase in Net Assets                                                                                  1997
OPERATIONS
<S>                                                                                                <C>         
Net investment income ...........................................................................  $     10,540
Change in net unrealized depreciation on investments ............................................       (45,308)
                                                                                                        ------- 
Net decrease in net assets resulting from operations ............................................       (34,768)
                                                                                                        ------- 

DISTRIBUTIONS TO SHAREHOLDERS
From net investment income ......................................................................       (10,540)
                                                                                                        ------- 

CAPITAL SHARE TRANSACTIONS
Proceeds from shares sold .......................................................................     2,627,000
Proceeds from reinvestment of distributions .....................................................         8,426
Payments for shares redeemed ....................................................................      (312,742)
                                                                                                       -------- 
Net increase in net assets from capital share transactions ......................................     2,322,684
                                                                                                      ---------

Net increase in net assets ......................................................................     2,277,376

NET ASSETS
Beginning of period .............................................................................            --
                                                                                                     ----------
End of period ...................................................................................    $2,277,376
                                                                                                     ==========

TRANSACTIONS IN SHARES OF THE FUND
Sold ............................................................................................       264,716
Issued in reinvestment of distributions .........................................................           861
Redeemed ........................................................................................       (31,814)
                                                                                                        ------- 
Net increase ....................................................................................       233,763
                                                                                                        =======

See Notes to Financial Statements
</TABLE>


Annual Report                            Statement of Changes in Net Assets    9


                         NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

1. Organization and Summary of Significant Accounting Policies

Organization--   American  Century   Government  Income  Trust  (the  Trust)  is
registered under the Investment  Company Act of 1940 as an open-end  diversified
management   investment   company.    American   Century   -   Benham   Treasury
Inflation-Adjusted  Securities  Fund is one of the  seven  funds  composing  the
Trust. The Fund's  investment  objective is to provide a total return consistent
with investment in U.S. Treasury  inflation-adjusted  securities. The Fund seeks
to achieve  its  investment  objective  by  investing  at least 65% of its total
assets in  Treasury  Inflation-Adjusted  Securities  that are backed by the full
faith and credit of the U.S.  government and indexed or otherwise  structured by
the  U.S.   Treasury  to  provide   protection   against   inflation.   Treasury
Inflation-Adjusted  Securities may be issued by the U.S. Treasury in the form of
notes or bonds. Up to 35% of the Fund's total assets may be invested in Treasury
Inflation-Adjusted   Securities   issued  by  U.S.   government   agencies   and
government-sponsored  organizations,  when such securities become available. The
Fund may also  invest  in U.S.  Treasury  securities  which are not  indexed  to
inflation for liquidity and total return, or if at any time the manager believes
there  is  an  inadequate  supply  of  appropriate  Treasury  Inflation-Adjusted
Securities in which to invest. The following  significant  accounting  policies,
related  to the Fund,  are in  accordance  with  accounting  policies  generally
accepted in the investment company industry.

Security  Valuations--  Securities are valued through valuations obtained from a
commercial  pricing  service  or at the mean of the most  recent  bid and  asked
prices. When valuations are not readily available, securities are valued at fair
value as  determined  in  accordance  with  procedures  adopted  by the Board of
Trustees.

Security  Transactions--  Security  transactions  are  accounted for on the date
purchased  or  sold.  Net  realized  gains  and  losses  are  determined  on the
identified cost basis, which is also used for federal income tax purposes.

Investment  Income--  Interest  income  is  recorded  on the  accrual  basis and
includes  amortization  of discounts  and  premiums.  Premiums and discounts are
amortized  using the effective  interest  rate method.  The  difference  between
original  principal  and the  inflation-adjusted  principal  is  amortized  on a
straight-line basis and is included in interest income.

Income Tax Status-- It is the Fund's  policy to  distribute  all net  investment
income and net realized capital gains to shareholders  and to otherwise  qualify
as a regulated  investment  company under the provisions of the Internal Revenue
Code. Accordingly, no provision has been made for federal or state taxes.

Distributions to  Shareholders--  Distributions  from net investment  income are
declared daily and distributed  monthly.  Distributions  from net realized gains
are declared and paid annually.

The character of distributions  made during the year from net investment  income
or net realized  capital gains may differ from their  ultimate  characterization
for federal income tax purposes. These differences are due to differences in the
recognition  of  income  and  expense  items  for  financial  statement  and tax
purposes.

Supplementary  Information-- Certain officers and trustees of the Trust are also
officers and/or directors, and, as a group, controlling stockholders of American
Century  Companies,  Inc. (ACC), the parent of the Trust's  investment  advisor,
Benham Management  Corporation (BMC), the Trust's distributor,  American Century
Investment  Services,  Inc.  (ACIS),  and the Trust's  transfer agent,  American
Century Services Corporation (ACSC).

Use of Estimates--  The  preparation of financial  statements in conformity with
generally accepted  accounting  principles requires management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the reported  amounts of increases  and  decreases in net assets
from  operations  during the  period.  Actual  results  could  differ from these
estimates.


10   Notes to Financial Statements                  American Century Investments


                         NOTES TO FINANCIAL STATEMENTS

MARCH 31, 1997

- --------------------------------------------------------------------------------
2. Transactions with Related Parties

The  Trust has  entered  into an  Investment  Advisory  Agreement  with BMC that
provides  the  Trust  with  investment  advisory  services  in  exchange  for an
investment  advisory  fee.  ACSC pays all  compensation  of Trust  officers  and
trustees who are officers or  directors  of ACC or any of its  subsidiaries.  In
addition,  promotion and  distribution  expenses are paid by BMC. The investment
advisory  fee is paid  monthly  by the Fund  based on its pro rata  share of the
dollar amount derived from applying the Trust's average daily closing net assets
to the following annualized investment advisory fee schedule:

          0.50% of the first $100 million 
          0.45% of the next $100 million 
          0.40% of the next $100 million  
          0.35% of the next $100 million 
          0.30% of the next $100 million  
          0.25% of the next $1 billion 
          0.24% of the next $1 billion
          0.23% of the next $1 billion  
          0.22% of the next $1 billion 
          0.21% of the next $1 billion 
          0.20% of the next $1 billion
          0.19% of the average daily net assets over $6.5 billion

The Trust has an  Administrative  Services and Transfer  Agency  Agreement  with
ACSC. Under the Agreement,  ACSC provides  substantially all  administrative and
transfer agency services  necessary to operate the Fund. Fees for these services
are based on  transaction  volume,  number of accounts and average daily closing
net assets for funds advised by BMC.

The Trust has an additional agreement with BMC pursuant to which BMC established
a contractual  expense guarantee that limits Fund expenses (excluding items such
as brokerage  commissions,  taxes,  interest,  custodian  earnings credits,  and
extraordinary  expenses)  to 0.50% of average  daily  closing  net  assets.  The
agreement provides that BMC may recover amounts (representing expenses in excess
of the Fund's expense  guarantee  rate) absorbed during the preceding 11 months,
if, and to the extent that,  for any given month,  the Fund's  expenses are less
than the expense  guarantee  rate in effect at that time. On April 25, 1997, the
Board of Trustees  approved a plan to implement a unified  management fee, which
would replace the existing contracts,  previously  mentioned,  between the Funds
and related  parties.  Such plan is subject to shareholder  approval and will be
voted on in July, 1997.

The payable to  affiliates as of March 31, 1997,  based on the above  agreements
was as follows:

Administrative Services and
Transfer Agent ................................. $666

The Trust has a  Distribution  Agreement  with ACIS,  which is  responsible  for
promoting sales of and distributing the Trust's shares.

- --------------------------------------------------------------------------------
3. Investment Transactions

The aggregate cost of U.S. Treasury and Agency obligations (excluding short-term
investments) purchased for the period ended March 31, 1997, totaled $2,102,200.

As of March 31, 1997, accumulated net unrealized depreciation was $45,308, which
consisted entirely of unrealized depreciation.


Annual Report                                 Notes to Financial Statements   11

<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                          INFLATION-ADJUSTED TREASURY

                    For a Share Outstanding Throughout the Period Ended March 31

                                                                                                      1997(1)

PER-SHARE DATA
Net Asset Value,
<S>                                                                                                    <C>   
Beginning of Period ............................................................................       $10.00
                                                                                                       ------
Income From Investment Operations
  Net Investment Income ........................................................................         0.06
  Net Unrealized (Loss) on Investment Transactions .............................................        (0.26)
                                                                                                        ----- 
  Total From Investment Operations .............................................................        (0.20)
                                                                                                        ----- 
Distributions
  From Net Investment Income ...................................................................        (0.06)
                                                                                                        ----- 
Net Asset Value, End of Period .................................................................        $9.74
                                                                                                        =====
  Total Return(2) ..............................................................................        (1.98)%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses
to Average Net Assets(3) .......................................................................         0.50%
Ratio of Net Investment Income
to Average Net Assets(3) .......................................................................         5.03%
Portfolio Turnover Rate ........................................................................          --
Net Assets, End
of Period (in thousands) .......................................................................        $2,277

(1)  February 10, 1997 (inception) through March 31, 1997.
(2)  Total return assumes reinvestment of dividends and capital gains
     distributions, if any. Total returns for periods less than one year are not
     annualized.
(3)  Annualized.

See Notes to Financial Statements
</TABLE>


12   Financial Highlights                           American Century Investments


                          INDEPENDENT AUDITORS' REPORT

The Board of Trustees and Shareholders
American Century Government Income Trust:

We have audited the accompanying statement of assets and liabilities of American
Century - Benham Treasury Inflation-Adjusted  Securities Fund (one in the series
comprising  American Century Government Income Trust) (the Fund) as of March 31,
1997, and the related  statements of  operations,  changes in net assets and the
financial  highlights  from  February 10, 1997 (date of  inception) to March 31,
1997. These financial statements and financial highlights are the responsibility
of the Fund's  management.  Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards  require that we plan and perform the audit to obtain reasonable
assurance  about whether the financial  statements and financial  highlights are
free of material  misstatement.  An audit includes  examining,  on a test basis,
evidence supporting the amounts and disclosures in the financial statements. Our
procedures  include  confirmation  of securities  owned as of March 31, 1997, by
correspondence with the custodians and brokers. An audit also includes assessing
the accounting principles used and significant estimates made by management,  as
well as evaluating the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present  fairly,in all material  respects,  the financial  position of the
Fund as of March 31, 1997, the results of its operations, the changes in its net
assets  and  the  financial  highlights  for  the  period  indicated  above,  in
conformity with generally accepted accounting principles.

/s/KPMG Peat Marwick LLP
KPMG Peat Marwick LLP

Kansas City, Missouri
May 2, 1997


Annual Report                                  Independent Auditors' Report   13


                              IMPORTANT NOTICE FOR
                        ALL IRA AND 403(b) SHAREHOLDERS

As required by law, any distributions you receive from an IRA and certain 403(b)
distributions  [not  eligible for  rollover to an IRA or to another  403(b)] are
subject to federal income tax withholding at the rate of 10% of the total amount
withdrawn,  unless you elect not to have withholding apply. If you don't want us
to withhold  on this  amount,  you may send us a written  notice not to have the
federal  income tax withheld.  Your written  notice is valid for six months from
the date of  receipt  at  American  Century.  Even if you plan to roll  over the
amount you withdraw to another tax-deferred  account, the withholding rate still
applies to the withdrawn  amount unless we have received a written notice not to
withhold federal income tax within six months prior to the withdrawal.

When  you plan to  withdraw,  you may  make  your  election  by  completing  our
Exchange/  Redemption form or an IRS Form W-4P. Call American Century for either
form.  Your  written  election  is valid  for only six  months  from the date of
receipt at American Century. You may revoke your election at any time by sending
a written notice to us.

Remember,  even if you elect not to have income tax withheld, you are liable for
paying income tax on the taxable portion of your withdrawal. If you elect not to
have income tax withheld or you don't have enough income tax  withheld,  you may
be responsible  for payment of estimated tax. You may incur  penalties under the
estimated  tax rules if your  withholding  and  estimated  tax  payments are not
sufficient.


14   Important Notice                               American Century Investments


                                     NOTES


Annual Report                                                         Notes   15


                             BACKGROUND INFORMATION

Investment Philosophy & Policies

American Century  Investments offers 42 fixed-income  funds,  ranging from money
market funds to long-term  bond funds and including  both taxable and tax-exempt
funds.

Inflation-Adjusted  Treasury  seeks  current  income by  investing  primarily in
inflation-protected  securities  issued  by the U.S.  Treasury.  The fund has no
average maturity limitations.

Comparative Indices

The  indices  listed  below are used in the report to serve as fund  performance
comparisons. They are not investment products available for purchase.

The Salomon Brothers Treasury Index is an index of U.S. Treasury securities with
maturities greater than 10 years.

The Salomon Brothers U.S. Inflation-Linked Index is an index of inflation-linked
U.S. Treasury securities.

                           PORTFOLIO MANAGEMENT TEAM
                           Vice President and
                           Senior Portfolio Manager      Dave Schroeder
                           Senior Portfolio Manager      Casey Colton


16   Background Information                         American Century Investments


                                    GLOSSARY

Returns

o    Total Return figures show the overall  percentage  change in the value of a
     hypothetical  investment  in the fund  and  assume  that all of the  fund's
     distributions are reinvested. 

Yields

o    30-day SEC Yield represents net investment income earned by the fund over a
     30-day period,  expressed as an annual  percentage rate based on the fund's
     share  price at the end of the 30-day  period.  The  fund's net  investment
     income   includes   both   interest  and  the   principal   adjustment   on
     inflation-linked  Treasury securities.  The SEC yield should be regarded as
     an estimate of the fund's rate of investment  income,  and it may not equal
     the  fund's  actual  income   distribution  rate,  the  income  paid  to  a
     shareholder's  account,  or the income  reported  in the  fund's  financial
     statements.

Portfolio Statistics

o    Number of Securities--the  number of different securities held by a fund on
     a given date.

o    Weighted  Average  Maturity  (WAM)--a  measurement of the  sensitivity of a
     fixed-income  portfolio to interest rate changes. WAM indicates the average
     time until the  securities  in the  portfolio  mature,  weighted  by dollar
     amount. The longer the WAM, the more interest rate exposure and sensitivity
     the portfolio has.

o    Average  Duration--another  measure of the  sensitivity  of a  fixed-income
     portfolio to interest rate changes.  Duration is a time-weighted average of
     the interest and principal  payments of the  securities in a portfolio.  As
     the duration of the fund increases,  so does the impact of a change in real
     yields on the value of the fund's portfolio.

o    Expense  Ratio--the   operating  expenses  of  the  fund,  expressed  as  a
     percentage  of average  net assets.  Shareholders  pay an annual fee to the
     investment  advisor for investment  advisory and management  services.  The
     expenses and fees are deducted from fund income, not from each shareholder.
     The annual fee has a contractual expense limit guarantee based on the terms
     of the Investment Advisory Agreement. (See Note 2 in the Notes to Financial
     Statements.)

Investment Terms

o    Basis Point--one  one-hundredth of a percentage point (or 0.01%). 100 basis
     points equal one percentage point (or 1%). Basis points are used to clearly
     describe  interest rate changes.  For example,  if a news report  indicates
     that  interest  rates rose by 1%, does that mean 1% of the previous rate or
     one percentage point? It is more accurate to state that interest rates rose
     by 100 basis points.

o    Coupon--the stated interest rate of a security.

Security Types

o    U.S. Treasury Inflation-Indexed  Securities--debt  securities issued by the
     U.S.  Treasury and backed by the direct  "full faith and credit"  pledge of
     the U.S.  government.  Inflation-indexed  bonds have a lower  interest rate
     than normal  Treasury bonds with similar  maturities.  But unlike  ordinary
     bonds,  inflation-indexed  bonds' principal value is adjusted regularly for
     inflation  based on the consumer  price index.  As a result,  the amount of
     interest paid out changes with the principal adjustments.


Annual Report                                                      Glossary   17

[american century logo]
American
Century(sm)

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

Person-to-Person Assistance:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-444-3485

Fax: 816-340-7962

Internet: www.americancentury.com


AMERICAN CENTURY GOVERNMENT INCOME TRUST

Investment Manager
BENHAM MANAGEMENT CORPORATION


This  report  and  the   statements   it
contains are  submitted  for the general
information  of  our  shareholders.  The
report    is    not    authorized    for
distribution  to  prospective  investors
unless  preceded  or  accompanied  by an
effective prospectus.

American Century Investment Services, Inc.

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