<PAGE>
ALLIANCE CAPITAL RESERVES
This filed pursuant to Rule 497(e).
File Nos: 002-61564 and 811-02835
<PAGE>
- --------------------------------------------------------------------------------
YIELDS
For current recorded yield information on the Funds, call toll-free
(800) 221-9513.
- --------------------------------------------------------------------------------
The Funds are open-end management investment companies with investment
objectives of safety, liquidity and maximum current income (in the case of
Alliance Municipal Trust-General, exempt from Federal income taxes and, in the
case of the New York, California, Connecticut, New Jersey, Virginia and Florida
Portfolios, exempt from Federal and state income taxes of the respective states)
to the extent consistent with the first two objectives. Alliance Capital
Reserves, Alliance Government Reserves, Alliance Treasury Reserves and the
General Portfolio of Alliance Municipal Trust are diversified. The New York,
California, Connecticut, New Jersey, Virginia and Florida Portfolios of Alliance
Municipal Trust are non-diversified, and are offered only to residents of each
such respective state. This prospectus sets forth the information about each
Fund that a prospective investor should know before investing. Please retain it
for future reference.
AN INVESTMENT IN A FUND IS (I) NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT; (II) NOT A DEPOSIT OR OBLIGATION OF, OR GUARANTEED OR ENDORSED BY,
ANY BANK; AND (III) NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY. THERE CAN BE NO
ASSURANCE THAT A FUND WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF $1.00
PER SHARE. THE PORTFOLIOS OF ALLIANCE MUNICIPAL TRUST, EXCEPT FOR THE GENERAL
PORTFOLIO, MAY INVEST A SIGNIFICANT PORTION OF THEIR ASSETS IN THE SECURITIES OF
A SINGLE ISSUER. ACCORDINGLY, AN INVESTMENT IN SUCH PORTFOLIOS MAY BE RISKIER
THAN AN INVESTMENT IN OTHER TYPES OF MONEY MARKET FUNDS.
A "Statement of Additional Information" for each Fund dated November 1, 1996,
which provides a further discussion of certain areas in this prospectus and
other matters which may be of interest to some investors, has been filed with
the Securities and Exchange Commission and is incorporated herein by reference.
A free copy may be obtained by contacting your Account Executive.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
- --------------------------------------------------------------------------------
CONTENTS
--------
<TABLE>
<S> <C>
Expense Information....................................................... 2
Financial Highlights...................................................... 3
Investment Objectives and Policies........................................ 8
Purchase and Redemption of Shares......................................... 12
Additional Information.................................................... 13
</TABLE>
- --------------------------------------------------------------------------------
ALCASC1996
[ARTWORK APPEARS HERE]
ASSOCIATED SECURITIES CORP.
PRESENTS...
ALLIANCE CAPITAL RESERVES
ALLIANCE GOVERNMENT RESERVES
ALLIANCE TREASURY RESERVES
ALLIANCE MUNICIPAL TRUST--
. GENERAL PORTFOLIO
. CALIFORNIA PORTFOLIO
. CONNECTICUT PORTFOLIO
. FLORIDA PORTFOLIO
. NEW JERSEY PORTFOLIO
. NEW YORK PORTFOLIO
. VIRGINIA PORTFOLIO
PROSPECTUS
NOVEMBER 1, 1996
ASSOCIATED SECURITIES CORP.
5933 West Century Blvd., Ninth Floor
Los Angeles, CA 90045
Member NASD/SIPC
<PAGE>
EXPENSE INFORMATION
SHAREHOLDER TRANSACTION EXPENSES
The Funds have no sales load on purchases or reinvested dividends, deferred
sales load, redemption fee or exchange fee.
<TABLE>
<CAPTION>
ANNUAL FUND OPERATING
EXPENSES
(as a percentage of
average net assets,
after expense ACR AGR ATR AMT-GEN AMT-NY AMT-CA AMT-CT AMT-NJ AMT-VA AMT-FL
reimbursement) --- ---- ---- ------- ------ ------ ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Management Fees....... .46% .48% .50% .50% .50% .50% .50% .50% .50% .50%
12b-1 Fees............ .25 .25 .25 .25 .25 .25 .25 .25 .25 .25
Other Expenses........ .29 .27 .25 .25 .25 .25 .25 .25 .25 .25
---- ---- ---- ---- ---- ---- ---- ---- ---- ----
Total Fund Operating
Expenses............. 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00%
</TABLE>
EXAMPLE
You would pay the following expenses on a $1,000 investment, assuming a 5%
annual return (cumulatively through the end of each time period):
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
<S> <C> <C> <C> <C>
ACR.......................................... $10 $32 $55 $122
AGR.......................................... $10 $32 $55 $122
ATR.......................................... $10 $32 $55 $122
AMT--General................................. $10 $32 $55 $122
AMT--New York................................ $10 $32 $55 $122
AMT--California.............................. $10 $32 $55 $122
AMT--Connecticut............................. $10 $32 $55 $122
AMT--New Jersey.............................. $10 $32 $55 $122
AMT--Virginia................................ $10 $32 $55 $122
AMT--Florida................................. $10 $32 $55 $122
</TABLE>
The purpose of the foregoing table is to assist the investor in
understanding the various costs and expenses that an investor in the Fund will
bear directly and indirectly. The expenses listed in the table for ACR, AMT-
CT, AMT-NJ, AMT-VA and AMT-FL are net of the contractual reimbursement by the
Adviser described in this prospectus. The expenses of such Portfolios, before
expense reimbursements, would be: ACR: Management Fee--.47%, 12b-1 Fees--.25%,
Other Expenses--.29% and Total Operating Expenses--1.01%; AMT-CT: Management
Fee--.50%, 12b-1 Fees--.25%, Other Expenses--.37% and Total Operating
Expenses--1.12%; AMT-NJ: Management Fee--.50%, 12b-1 Fees--.25%, Other
Expenses--.37% and Total Operating Expenses--1.12%; AMT-VA: Management Fee--
.50%, 12b-1 Fees--.25%, Other Expenses--.38% and Total Operating Expenses--
1.13%, and AMT-FL: Management Fee--.50%, 12b-1 Fees--.25%, Other Expenses--
.34% and Total Operating Expenses--1.09%. THE EXAMPLE SHOULD NOT BE CONSIDERED
A REPRESENTATION OF PAST OR FUTURE EXPENSES; ACTUAL EXPENSES MAY BE GREATER OR
LESS THAN THOSE SHOWN.
2
<PAGE>
FINANCIAL HIGHLIGHTS . FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
The following tables have been audited by McGladrey & Pullen LLP, each of
the Fund's independent auditors, whose unqualified report thereon appears in
each Statement of Additional Information. This information should be read in
conjunction with the financial statements and notes thereto included in each
Fund's Statement of Additional Information.
<TABLE>
<CAPTION>
YEAR ENDED JUNE 30,
ALLIANCE CAPITAL RESERVES --------------------------------------------------------------------------------
1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period..... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income.... .0471 .0447 .0255 .0266 .0438 .0662 .0782 .0788 0.0625 0.0549
Net realized gain on
investments............. -0- -0- -0- .0003 .0013 -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
Net increase in net
assets from operations.. .0471 .0447 .0255 .0269 .0451 .0662 .0782 .0788 0.0625 0.0549
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
LESS: DISTRIBUTIONS
Dividends from net
investment income....... (.0471) (.0447) (.0255) (.0266) (.0438) (.0662) (.0782) (.0788) (0.0625) (0.0549)
Distributions from net
realized gains.......... -0- -0- -0- (.0003) (.0013) -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
Total dividends and
distributions........... (.0471) (.0447) (.0255) (.0269) (.0451) (.0662) (.0782) (.0788) (0.0625) (0.0549)
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
Net asset value, end of
period.................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
====== ====== ====== ====== ====== ====== ====== ====== ======= =======
TOTAL RETURNS
Total investment return
based on:
Net asset value(a)...... 4.82% 4.57% 2.58% 2.73% 4.61% 6.84% 8.14% 8.20% 6.45% 5.64%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
(in millions)........... $4,804 $3,024 $2,417 $2,112 $1,947 $1,937 $1,891 $1,536 $1,392 $1,458
Ratio to average net
assets of:
Expenses, net of waivers
and reimbursements..... 1.00% 1.00% 1.00% 1.00% 1.00% .97% .88% .95% .95% .99%
Expenses, before waivers
and reimbursements..... 1.00% 1.03% 1.03% 1.00% 1.00% .97% .98% 1.05% 1.05% 1.09%
Net investment
income(b).............. 4.69% 4.51% 2.57% 2.65% 4.37% 6.62% 7.82% 7.87% 6.26% 5.50%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Net of expenses reimbursed or waived by the Adviser.
3
<PAGE>
<TABLE>
<CAPTION>
ALLIANCE GOVERNMENT YEAR ENDED JUNE 30,
RESERVES ---------------------------------------------------------------------------------------
1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period.... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income... .0461 .0439 .0244 .0256 .0421 .0640 .0765 .0774 0.0612 0.0541
Net realized gain on
investments............ -0- -0- -0- .0001 -0- -0- .0001 -0- -0- -0-
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
Net increase in net
assets from operations. .0461 .0439 .0244 .0257 .0421 .0640 .0766 .0774 0.0612 0.0541
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
LESS: DISTRIBUTIONS
Dividends from net
investment income...... (.0461) (.0439) (.0244) (.0256) (.0421) (.0640) (.0765) (.0774) (0.0612) (0.0541)
Distributions from net
realized gains......... -0- -0- -0- (.0001) -0- -0- (.0001) -0- -0- -0-
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
Total dividends and
distributions.......... (.0461) (.0439) (.0244) (.0257) (.0421) (.0640) (.0766) (.0774) (0.0612) (0.0541)
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
Net asset value, end of
period................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
====== ======= ======= ======= ======= ======= ======= ======= ======= =======
TOTAL RETURNS
Total investment return
based on:
Net asset value(a)..... 4.72% 4.48% 2.48% 2.60% 4.30% 6.61% 7.96% 8.04% 6.31% 5.56%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
(in millions).......... $3,205 $2,514 $2,061 $1,783 $1,572 $1,070 $584 $522 $315 $260
Ratio to average net
assets of:
Expenses, net of
waivers and
reimbursements........ 1.00% 1.00% 1.00% 1.00% .95% .89% .88% .88% .80% .95%
Expenses, before
waivers and
reimbursements........ 1.01% 1.05% 1.04% 1.02% .97% .93% .98% .98% .90% 1.05%
Net investment
income(b)............. 4.60% 4.42% 2.46% 2.55% 4.17% 6.28% 7.65% 7.86% 6.13% 5.41%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
SEPTEMBER 1, 1993(A)
ALLIANCE TREASURY RESERVES YEAR ENDED YEAR ENDED THROUGH
JUNE 30, 1996 JUNE 30, 1995 JUNE 30, 1994
------------- ------------- --------------------
<S> <C> <C> <C>
Net asset value, beginning of
period....................... $ 1.00 $ 1.00 $ 1.00
-------- -------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income......... .0466 .0460 0.260
-------- -------- -------
LESS: DISTRIBUTIONS
Dividends from net investment
income....................... (.0466) (.0460) (.0260)
-------- -------- -------
Net asset value, end of
period....................... $ 1.00 $ 1.00 $ 1.00
======== ======== =======
TOTAL RETURNS
Total investment return based
on: net asset value(b)....... 4.77% 4.71% 3.18%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year (in
thousands)................... $700,558 $493,702 $80,720
Ratio to average net assets
of:
Expenses, net of waivers and
reimbursements.............. .81% .69% .28%(c)
Expenses, before waivers and
reimbursements.............. 1.05% 1.05% 1.28%(c)
Net investment income(d)..... 4.64% 4.86% 3.24%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
4
<PAGE>
<TABLE>
<CAPTION>
GENERAL PORTFOLIO
ALLIANCE MUNICIPAL TRUST ------------------------------------------------------------------------------------------------
YEAR ENDED
YEAR ENDED JUNE 30, SIX MONTHS DECEMBER 31,
--------------------------------------------------------- ENDED ----------------------
1996 1995 1994 1993 1992 1991 1990 JUNE 30, 1989 1988 1987 1986
------ ------ ------ ------ ------ ------ ------ ------------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period.... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income... .029 .028 .018 .020 .034 .046 .055 .030 .047 .041 .044
Net realized and
unrealized loss on
investments............ -0- (.003) -0- -0- -0- -0- -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
Net increase in net
asset value from
operations............. .029 .025 .018 .020 .034 .046 .055 .030 .047 .041 .044
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
ADD: CAPITAL
CONTRIBUTIONS
Capital Contributed by
the Adviser............ -0- .003 -0- -0- -0- -0- -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
LESS: DISTRIBUTIONS
Dividends from net
investment income...... (.029) (.028) (.018) (.020) (.034) (.046) (.055) (.030) (.047) (.041) (.044)
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
Net asset value, end of
period................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
====== ====== ====== ====== ====== ====== ====== ====== ====== ====== ======
TOTAL RETURNS
Total investment return
based on net asset
value(a)............... 2.93% 2.83%(c) 1.81% 2.05% 3.48% 4.71% 5.65% 6.13%(b) 4.81% 4.18% 4.50%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
period (in millions)... $1,148 $1,189 $1,134 $1,016 $914 $883 $798 $695 $633 $690 $794
Ratio to average net
assets of:
Expense, net of waivers
and reimbursements.... .95% .94% .92% .92% .92% .89% .83% .84%(b) .83% .80% .80%
Expense, before waivers
and reimbursements.... .95% .95% .94% .94% .95% .95% .93% .94%(b) .93% .90% .90%
Net investment
income(d)............. 2.90% 2.78% 1.80% 2.02% 3.40% 4.57% 5.50% 5.96%(b) 4.69% 4.08% 4.31%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Annualized.
(c) The capital contribution by the Adviser has no effect on total return.
(d) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
NEW YORK PORTFOLIO
---------------------------------------------------------------------------------------------------
YEAR ENDED
YEAR ENDED JUNE 30, SIX MONTHS DECEMBER 31,
------------------------------------------------------------------ ENDED ----------------
1996 1995 1994 1993 1992 1991 1990 JUNE 30, 1989 1988 1987
-------- -------- -------- -------- -------- ------- ------- ------------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period.... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- -------- ------- ------- ------- ------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income... .028 .028 .018 .019 .034 .042 .051 .027 .041 .036
-------- -------- -------- -------- -------- ------- ------- ------- ------- -------
LESS DISTRIBUTIONS
Dividends from net
investment income...... (.028) (.028) (.018) (.019) (.034) (.042) (.051) (.027) (.041) (.036)
-------- -------- -------- -------- -------- ------- ------- ------- ------- -------
Net asset value, end of
period................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ======== ======= ======= ======= ======= =======
TOTAL RETURNS
Total investment return
based on
net asset value(a)..... 2.87% 2.84% 1.77% 1.94% 3.47% 4.32% 5.26% 5.61%(b) 4.14% 3.71%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
period (000's omitted). $330,984 $177,254 $162,839 $100,529 $100,476 $71,748 $62,536 $41,910 $41,335 $58,684
Ratio to average net
assets of:
Expenses, net of
waivers and
reimbursements........ .85% .85% .84% .80% .80% .80% .80% .85%(b) 1.00% .87%
Expenses, before
waivers and
reimbursements........ 1.03% 1.03% 1.08% 1.06% 1.12% 1.15% 1.18% 1.35%(b) 1.33% .97%
Net investment
income(c)............. 2.82% 2.81% 1.77% 1.91% 3.35% 4.20% 5.13% 5.45%(b) 4.03% 3.62%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Annualized.
(c) Net of expenses reimbursed or waived by the Adviser.
5
<PAGE>
<TABLE>
<CAPTION>
CALIFORNIA PORTFOLIO
-------------------------------------------------------------------------------------------------------
YEAR ENDED JUNE 30, SIX MONTHS JUNE 2, 1988(A)
-------------------------------------------------------------------- ENDED THROUGH
1996 1995 1994 1993 1992 1991 1990 JUNE 30, 1989 DECEMBER 31, 1988
-------- -------- -------- -------- -------- -------- -------- ------------- -----------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period.... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- -------- -------- -------- -------- --------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income... .029 .027 .018 .020 .032 .043 .050 .029 .030
-------- -------- -------- -------- -------- -------- -------- -------- --------
LESS: DISTRIBUTIONS
Dividends from net
investment income...... (.029) (.027) (.018) (.020) (.032) (.043) (.050) (.029) (.030)
-------- -------- -------- -------- -------- -------- -------- -------- --------
Net asset value, end of
period................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ======== ======== ======== ======== ========
TOTAL RETURNS
Total investment return
based on
net asset value(b)..... 2.91% 2.78% 1.83% 2.05% 3.26% 4.43% 5.17% 6.02%(c) 5.20%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
period
(000's omitted)........ $297,862 $236,479 $219,673 $156,200 $121,317 $111,957 $104,097 $242,124 $103,390
Ratio to average net
assets of:
Expenses, net of
waivers and
reimbursements........ .93% .93% .93% .93% .95% 1.00% .99% .92%(c) .89%(c)
Expenses, before
waivers and
reimbursements........ .94% 1.01% 1.02% 1.02% 1.05% 1.10% 1.09% 1.02%(c) 1.10%(c)
Net investment
income(d)............. 2.86% 2.75% 1.82% 2.01% 3.18% 4.32% 5.03% 5.90%(c) 5.21%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
CONNECTICUT PORTFOLIO
------------------------------------------------------------------------
YEAR ENDED JUNE 30, JANUARY 5, 1990(A)
---------------------------------------------------- THROUGH
1996 1995 1994 1993 1992 1991 JUNE 30, 1990
------- ------- ------- ------- ------- ------- ------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period ... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------- ------- ------- ------- ------- ------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income... .028 .028 .017 .020 .033 .045 .026
------- ------- ------- ------- ------- ------- -------
LESS: DISTRIBUTIONS
Dividends from net
investment income...... (.028) (.028) (.017) (.020) (.033) (.045) (.026)
------- ------- ------- ------- ------- ------- -------
Net asset value, end of
period................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======= ======= ======= ======= ======= ======= =======
TOTAL RETURNS
Total investment return
based on net asset
value(b)............... 2.88% 2.78% 1.71% 2.00% 3.35% 4.57% 5.53%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
period (000's omitted). $95,812 $75,991 $57,314 $56,224 $54,751 $48,482 $27,945
Ratio to net assets of:
Expenses, net of
waivers and........... .80% .80% .77% .70% .58% .44% .19%(c)
Expenses, before
waivers and
reimbursements........ 1.15% 1.21% 1.21% 1.16% 1.22% 1.16% 1.10%(c)
Net investment
income(d)............. 2.84% 2.77% 1.69% 1.97% 3.28% 4.39% 5.39%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
6
<PAGE>
<TABLE>
<CAPTION>
NEW JERSEY PORTFOLIO
-------------------------------------
YEAR ENDED
JUNE 30, FEBRUARY 7, 1994(A)
---------------- THROUGH
1996 1995 JUNE 30, 1994
------- ------- -------------------
<S> <C> <C> <C>
Net asset value, beginning of period..... $ 1.00 $ 1.00 $ 1.00
------- ------- -------
INCOME FROM INVESTMENT OPERATIONS
Net investment income.................... .028 .029 .008
------- ------- -------
LESS: DISTRIBUTIONS
Dividends from net investment income..... (.028) (.029) (.008)
------- ------- -------
Net asset value, end of period........... $ 1.00 $ 1.00 $ 1.00
======= ======= =======
TOTAL RETURNS
Total investment return based on net
asset value(b).......................... 2.89% 2.93% 2.08%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)................................ $98,098 $74,133 $36,909
Ratio to average net assets of:
Expenses, net of waivers and
reimbursements......................... .82% .74% .70%(c)
Expenses, before waivers and
reimbursements......................... 1.19% 1.29% 1.93%(c)
Net investment income(d)................ 2.84% 2.98% 2.07%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
VIRGINIA PORTFOLIO FLORIDA PORTFOLIO
--------------------------- -----------------
OCTOBER 25
1994(A) JULY 28, 1995(A)
YEAR ENDED THROUGH THROUGH
JUNE 30, 1996 JUNE 30, 1995 JUNE 30, 1996
------------- ------------- -----------------
<S> <C> <C> <C>
Net asset value, beginning of
period......................... $ 1.00 $ 1.00 $ 1.00
------- ------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income........... .029 .023 .030
------- ------- -------
LESS DISTRIBUTIONS
Dividends from net investment
income......................... (.029) (.023) (.030)
------- ------- -------
Net asset value, end of period.. $ 1.00 $ 1.00 $ 1.00
======= ======= =======
TAX RETURNS
Total investment return based on
net asset value(b)............. 2.97% 3.48%(c) 3.32%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)....................... $89,557 $66,921 $91,179
Ratio to average net assets of:
Expenses, net of waivers and
reimbursements................ .78% .44%(c) .58%(c)
Expenses, before waivers and
reimbursements................ 1.15% 1.30%(c) 1.24%(c)
Net investment income(d)....... 2.91% 3.48%(c) 3.12%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and re-
demption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
---------------
From time to time each Fund advertises its "yield" and "effective yield."
Both yield figures are based on historical earnings and are not intended to
indicate future performance. To calculate the "yield," the amount of dividends
paid on a share during a specified seven-day period is assumed to be paid each
week over a 52-week period and is shown as a percentage of the investment. To
calculate "effective yield," which will be higher than the "yield" because of
compounding, the dividends paid are assumed to be reinvested. For ACR divi-
dends for the seven days ended June 30, 1996 amounted to an annualized yield
of 4.44%, equivalent to an effective yield of 4.54%. For AGR dividends for the
seven
7
<PAGE>
days ended June 30, 1996, after expense reimbursement, amounted to an
annualized yield of 4.38%, equivalent to an effective yield of 4.48%. Absent
such reimbursement, the annualized yield for such period would have been
4.29%, equivalent to an effective yield of 4.38%. For ATR dividends for the
seven days ended June 30, 1996, after expense reimbursement, amounted to an
annualized yield of 4.37%, equivalent to an effective yield of 4.47%. Absent
such reimbursement, the annualized yield for such period would have been
4.19%, equivalent to an effective yield of 4.28%. For AMT-General dividends
for the seven days ended June 30, 1996, after expense reimbursement, amounted
to an annualized yield of 2.74%, equivalent to an effective yield of 2.78%.
Absent such reimbursement, the annualized yield for such period would have
been 2.69%, equivalent to an effective yield of 2.73%. For AMT-New York divi-
dends for the seven days ended June 30, 1996, after expense reimbursement,
amounted to an annualized yield of 2.68%, equivalent to an effective yield of
2.72%. Absent such reimbursement, the annualized yield for such period would
have been 2.16%, equivalent to an effective yield of 2.18%. For AMT-California
dividends for the seven days ended June 30, 1996, after expense reimbursement,
amounted to an annualized yield of 2.64%, equivalent to an effective yield of
2.68%. Absent such reimbursement, the annualized yield for such period would
have been 2.56%, equivalent to an effective yield of 2.59%. For AMT-Connecti-
cut dividends for the seven days ended June 30, 1996, after expense reimburse-
ment, amounted to an annualized yield of 2.67%, equivalent to an effective
yield of 2.71%. Absent such reimbursement, the annualized yield for such pe-
riod would have been 2.31%, equivalent to an effective yield of 2.34%. For
AMT-New Jersey dividends for the seven days ended June 30, 1996, after expense
reimbursement, amounted to an annualized yield of 2.61%, equivalent to an ef-
fective yield of 2.64%. Absent such reimbursement, the annualized yield for
such period would have been 2.24%, equivalent to an effective yield of 2.27%.
For AMT-Virginia dividends for the seven days ended June 30, 1996, after ex-
pense reimbursement, amounted to an annualized yield of 2.73%, equivalent to
an effective yield of 2.77%. Absent such reimbursement, the annualized yield
for such period would have been 2.49%, equivalent to an effective yield of
2.52%. For AMT-Florida dividends for the seven days ended June 30, 1996, after
expense reimbursement, amounted to an annualized yield of 2.92%, equivalent to
an effective yield of 2.96%. Absent such reimbursement, the annualized yield
for such period would have been 2.49%, equivalent to an effective yield of
2.52%.
INVESTMENT OBJECTIVES AND POLICIES
The investment objectives of each of the Funds are--in the following order
of priority--safety of principal, excellent liquidity and, to the extent con-
sistent with the first two objectives, maximum current income that is, in the
case of each Portfolio of Alliance Municipal Trust, exempt from income taxa-
tion to the extent described below. As a matter of fundamental policy, each
Fund, except for AMT-Florida, pursues its objectives by maintaining a portfo-
lio of high-quality money market securities all of which at the time of in-
vestment have remaining maturities of one year (397 days with respect to ATR,
AMT-New Jersey and AMT-Virginia) or less, which maturities may extend to 397
days. AMT-Florida pursues its objectives by investing in high quality munici-
pal securities having remaining maturities of 397 days or less (which maturi-
ties may extend to such greater length of time as may be permitted from time
to time pursuant to Rule 2a-7 under the Investment Company Act of 1940 (the
"1940 Act"), as amended). While the fundamental policies described above and
the "other fundamental investment policies" described below may not be changed
without shareholder approval, each Fund may, upon notice to shareholders, but
without such approval, change nonfundamental investment policies or create ad-
ditional classes of shares in order to establish portfolios which may have
different investment objectives. There can be no assurance that any Fund's ob-
jectives will be achieved.
The Funds will comply with Rule 2a-7 of the 1940 Act as amended from time to
time, including the diversification, quality and maturity limitations imposed
by the Rule. The average maturity of each Fund's portfolio cannot exceed 90
days. A more detailed description of Rule 2a-7 is set forth in each Fund's
Statement of Additional Information.
ALLIANCE CAPITAL RESERVES
The money market securities in which Alliance Capital Reserves ("ACR") in-
vests include: (1) marketable
8
<PAGE>
obligations of, or guaranteed by, the United States Government, its agencies
or instrumentalities (collectively, the "U.S. Government"); (2) certificates
of deposit, bankers' acceptances and interest-bearing savings deposits issued
or guaranteed by banks or savings and loan associations having total assets of
more than $1 billion and which are members of the Federal Deposit Insurance
Corporation and certificates of deposit and bankers' acceptances denominated
in U.S. dollars and issued by U.S. branches of foreign banks having total as-
sets of at least $1 billion that are believed by the Adviser to be of quality
equivalent to that of other such instruments in which the Fund may invest; (3)
commercial paper of prime quality [i.e., rated A-1+ or A-1 by Standard &
Poor's Corporation ("Standard & Poor's") or Prime-1 by Moody's Investors Serv-
ice, Inc. ("Moody's") or, if not rated, issued by companies having outstanding
debt securities rated AAA or AA by Standard & Poor's, or Aaa or Aa by Moody's]
and participation interests in loans extended by banks to such companies; and
(4) repurchase agreements that are collateralized in full each day by liquid
securities of the types listed above. These agreements are entered into with
"primary dealers" (as designated by the Federal Reserve Bank of New York) in
U.S. Government securities or State Street Bank and Trust Company, ACR's Cus-
todian, and would create a loss to the Fund if, in the event of a dealer de-
fault, the proceeds from the sale of the collateral were less than the repur-
chase price. ACR may also invest in certificates of deposit issued by, and
time deposits maintained at, foreign branches of domestic banks described in
(2) above and prime quality dollar-denominated commercial paper issued by for-
eign companies meeting the criteria specified in (3) above.
ACR may purchase restricted securities that are determined by the Adviser to
be liquid in accordance with procedures adopted by the Trustees of ACR, in-
cluding securities eligible for resale under Rule 144A under the Securities
Act of 1933 (the "Securities Act") and commercial paper issued in reliance
upon the exemption from registration in Section 4(2) of the Securities Act.
Restricted securities are securities subject to contractual or legal restric-
tions on resale, such as those arising from an issuer's reliance upon certain
exemptions from registration under the Securities Act.
ACR may invest in asset-backed securities that meet its existing diversifi-
cation, quality and maturity criteria. Asset-backed securities are securities
issued by special purpose entities whose primary assets consist of a pool of
loans or accounts receivable. The securities may be in the form of a benefi-
cial interest in a special purpose trust, limited partnership interest, or
commercial paper or other debt securities issued by a special purpose corpora-
tion. Although the securities may have some form of credit or liquidity en-
hancement, payments on the securities depend predominately upon collection of
the loans and receivables held by the issuer. It is ACR's current intention to
limit its investment in such securities to not more than 5% of its net assets.
Other Fundamental Investment Policies. To maintain portfolio diversification
and reduce investment risk, ACR may not: (1) invest more than 25% of its as-
sets in the securities of issuers conducting their principal business activi-
ties in any one industry although there is no such limitation with respect to
U.S. Government securities or certificates of deposit, bankers' acceptances
and interest-bearing savings deposits; (2) invest more than 5% of its assets
in securities of any one issuer (except the U.S. Government) although with re-
spect to one-quarter of its total assets it may invest without regard to such
limitation; (3) invest more than 5% of its assets in the securities of any is-
suer (except the U.S. Government) having less than three years of continuous
operation or purchase more than 10% of any class of the outstanding securities
of any issuer (except the U.S. Government); (4) borrow money except from banks
on a temporary basis or via entering into reverse repurchase agreements in ag-
gregate amounts not exceeding 15% of its assets and to facilitate the orderly
maturation and sale of portfolio securities during any periods of abnormally
heavy redemption requests; or (5) mortgage, pledge or hypothecate its assets
except to secure such borrowings.
As a matter of operating policy, fundamental policy number (2) would give
ACR the ability to invest, with respect to 25% of its assets, more than 5% of
its assets in any one issuer only in the event Rule 2a-7 is amended in the fu-
ture.
ALLIANCE GOVERNMENT RESERVES
The securities in which Alliance Government Reserves ("AGR") invests are:
(1) marketable obligations of, or guaranteed by, the United States Government,
its agencies or instrumentalities (collectively, the "U.S. Government"), in-
cluding issues of the United States
9
<PAGE>
Treasury, such as bills, certificates of indebtedness, notes and bonds, and
issues of agencies and instrumentalities established under the authority of an
act of Congress; and (2) repurchase agreements that are collateralized in full
each day by the types of securities listed above. These agreements are entered
into with "primary dealers" (as designated by the Federal Reserve Bank of New
York) in U.S. Government securities or State Street Bank and Trust Company,
AGR's Custodian, and would create a loss to the Fund if, in the event of a
dealer default, the proceeds from the sale of the collateral were less than
the repurchase price. AGR may commit up to 15% of its net assets to the pur-
chase of when-issued U.S. Government securities, whose value may fluctuate
prior to their settlement, thereby creating an unrealized gain or loss to the
Fund.
Other Fundamental Investment Policies. To maintain portfolio diversification
and reduce investment risk, AGR may not: (1) borrow money except from banks on
a temporary basis or via entering into reverse repurchase agreements in aggre-
gate amounts not exceeding 10% of its assets and to be used exclusively to fa-
cilitate the orderly maturation and sale of portfolio securities during any
periods of abnormally heavy redemption requests, if they should occur; such
borrowings may not be used to purchase investments and it will not purchase
any investment while any such borrowings exist; or (2) pledge, hypothecate or
in any manner transfer, as security for indebtedness, its assets except to se-
cure such borrowings.
ALLIANCE TREASURY RESERVES
The securities in which Alliance Treasury Reserves ("ATR") invests are: (1)
issues of the U.S. Treasury, such as bills, certificates of indebtedness,
notes and bonds; and (2) repurchase agreements that are collateralized in full
each day by the types of securities listed above. These agreements are entered
into with "primary dealers" (as designated by the Federal Reserve Bank of New
York) in U.S. Government securities or State Street Bank and Trust Company,
ATR's Custodian. For each repurchase agreement, ATR requires continual mainte-
nance of the market value of the underlying collateral in amounts equal to, or
in excess of, the agreement amount. In the event of a dealer default, ATR
might suffer a loss to the extent that the proceeds from the sale of the col-
lateral were less than the repurchase price. ATR may commit up to 15% of its
net assets to the purchase of whenissued U.S. Treasury securities. Delivery
and payment for when-issued securities takes place after the transaction date.
The payment amount and the interest rate that will be received on the securi-
ties are fixed on the transaction date. The value of such securities may fluc-
tuate prior to their settlement, thereby creating an unrealized gain or loss
to ATR.
Other Fundamental Investment Policies. To maintain portfolio diversification
and reduce investment risk, ATR may not: (1) borrow money except from banks on
a temporary basis or via entering into reverse repurchase agreements in aggre-
gate amounts not exceeding 10% of its assets and to be used exclusively to fa-
cilitate the orderly maturation and sale of portfolio securities during any
periods of abnormally heavy redemption requests, if they should occur; such
borrowings may not be used to purchase investments and it will not purchase
any investment while any such borrowings exist; or (2) pledge, hypothecate or
in any manner transfer, as security for indebtedness, its assets except to se-
cure such borrowings.
ALLIANCE MUNICIPAL TRUST
The investment objectives of each Portfolio are safety of principal, liquid-
ity and, to the extent consistent with these objectives, maximum current in-
come that is exempt from income taxation to the extent described below. Except
when a Portfolio assumes a temporary defensive position, as a matter of funda-
mental policy, at least 80% of each Portfolio's total assets will be invested
in municipal securities (as opposed to the taxable investments described be-
low). Normally, substantially all of each Portfolio's income will be tax-ex-
empt as described below (e.g., for 1995, 100% of the income of each Portfolio
was exempt from Federal income taxes).
The General Portfolio seeks maximum current income that is exempt from Fed-
eral income taxes by investing principally in a diversified portfolio of high
quality municipal securities. Such income may be subject to state or local in-
come taxes.
The New York Portfolio seeks maximum current income that is exempt from Fed-
eral, New York state and New York City personal income taxes by investing, as
a matter of fundamental policy, not less than 65% of its total assets in a
portfolio of high quality municipal securities issued by New York state or its
political subdivisions.
10
<PAGE>
The California Portfolio seeks maximum current income that is exempt from
Federal and California state personal income taxes by investing, as a matter
of fundamental policy, not less than 65% of its total assets in a portfolio of
high quality municipal securities issued by the State of California or its po-
litical subdivisions.
The Connecticut Portfolio seeks maximum current income that is exempt from
Federal and Connecticut state personal income taxes by investing, as a matter
of fundamental policy, not less than 65% of its total assets in a portfolio of
high quality municipal securities issued by the State of Connecticut or its
political subdivisions.
The New Jersey Portfolio seeks maximum current income that is exempt from
Federal and New Jersey state personal income taxes by investing, as a matter
of fundamental policy, not less than 65% of its total assets in a portfolio of
high quality municipal securities issued by the State of New Jersey or its po-
litical subdivisions. The New Jersey Portfolio will invest not less than 80%
of its net assets in securities the interest on which is exempt from New Jer-
sey personal income taxes [i.e. New Jersey municipal securities and obliga-
tions of the U.S. Government, its agencies and instrumentalities ("U.S. Gov-
ernment Securities")]. In addition, during periods when Alliance Capital Man-
agement L.P. (the "Adviser") believes that New Jersey municipal securities
that meet the New Jersey Portfolio's standards are not available, it may in-
vest a portion of its assets in securities whose interest payments are only
federally tax-exempt.
The Virginia Portfolio seeks maximum current income that is exempt from Fed-
eral and Virginia state personal income taxes by investing, as a matter of
fundamental policy, not less than 65% of its total assets in a portfolio of
high quality municipal securities issued by the Commonwealth of Virginia or
its political subdivisions.
The Florida Portfolio seeks maximum current income that is exempt from Fed-
eral income tax and State of Florida intangible tax by investing not less than
65% of its total assets in a portfolio of high-quality municipal securities
issued by Florida or its political subdivisions.
Each Portfolio of the Fund may invest without limitation in tax-exempt mu-
nicipal securities subject to the alternative minimum tax (the "AMT").
Under current Federal income tax law, (1) interest on tax-exempt municipal
securities issued after August 7, 1986 which are "specified private activity
bonds," and the proportionate share of any exempt-interest dividends paid by a
regulated investment company which receives interest from such specified pri-
vate activity bonds, will be treated as an item of tax preference for purposes
of the AMT imposed on individuals and corporations, though for regular Federal
income tax purposes such interest will remain fully tax-exempt, and (2) inter-
est on all tax-exempt obligations will be included in "adjusted current earn-
ings" of corporations for AMT purposes. Such bonds have provided, and may con-
tinue to provide, somewhat higher yields than other comparable municipal secu-
rities. See below, "Daily Dividends, Other Distributions, Taxes."
There can be no assurance that the Portfolios will achieve their investment
objectives. Potential investors in the New York, California, Connecticut, New
Jersey, Virginia and Florida Portfolios should consider the greater risk of
the concentration of such Portfolios versus the safety that comes with less
concentrated investments and should compare yields available on portfolios of
the relevant state's issues with those of more diversified portfolios, includ-
ing other states' issues, before making an investment decision. The Adviser
believes that by maintaining each Portfolio's investments in liquid, short-
term, high quality investments, each Portfolio is largely insulated from the
credit risks that exist on long-term municipal securities of the relevant
state. See the Statement of Additional Information for a more detailed discus-
sion of the financial condition of New York, California, Connecticut, New Jer-
sey, Virginia and Florida.
Municipal Securities. The municipal securities in which each Portfolio in-
vests include municipal notes and short-term municipal bonds. Municipal notes
are generally used to provide for short-term capital needs and generally have
maturities of one year or less. Examples include tax anticipation and revenue
anticipation notes, which are generally issued in anticipation of various sea-
sonal revenues, bond anticipation notes, and tax-exempt commercial paper.
Short-term municipal bonds may include general obligation bonds, which are se-
cured by the issuer's pledge of its faith, credit and taxing power for payment
of principal and interest, and revenue bonds, which are generally paid from
the revenues of a particular facility or a specific excise or other source.
11
<PAGE>
PURCHASE AND REDEMPTION OF SHARES
A Portfolio may invest in variable rate obligations whose interest rates are
adjusted either at predesignated periodic intervals or whenever there is a
change in the market rate to which the security's interest rate is tied. Such
adjustments minimize changes in the market value of the obligation and, ac-
cordingly, enhance the ability of the Portfolio to maintain a stable net asset
value. Variable rate securities purchased may include participation interests
in industrial development bonds backed by letters of credit of Federal Deposit
Insurance Corporation member banks having total assets of more than $1 bil-
lion. The letters of credit of any single bank in respect of all variable rate
obligations will not cover more than 10% of a Portfolio's total assets.
Each Portfolios' municipal securities at the time of purchase are rated
within the two highest quality ratings of Moody's Investors Service, Inc. (Aaa
and Aa, MIG 1 and MIG 2, or VMIG 1 and VMIG 2) or Standard & Poor's Corpora-
tion (AAA and AA or SP-1 and SP-2), or judged by the Adviser to be of compara-
ble quality. Securities must also meet credit standards applied by the
Adviser.
To further enhance the quality and liquidity of the securities in which the
Portfolios invest, such securities frequently are supported by credit and li-
quidity enhancements, such as letters of credit, from third party financial
institutions. The Adviser continuously monitors the credit quality of such
third parties; however, changes in the credit quality of such a financial in-
stitution could cause a Portfolio's investments backed by that institution to
lose value and affect a Portfolio's share price.
A Portfolio also may invest in stand-by commitments, which may involve cer-
tain expenses and risks, but such commitments are not expected to comprise
more than 5% of any Portfolio's net assets. A Portfolio may commit up to 15%
of its net assets to the purchase of when-issued securities. The Fund's custo-
dian will maintain, in a separate account of the respective Portfolio, liquid
high-grade debt securities having value equal to, or greater than, such when-
issued securities. The price of when-issued securities, which is generally ex-
pressed in yield terms, is fixed at the time the commitment to purchase is
made, but delivery and payment for such securities takes place at a later
time. Normally the settlement date occurs from within ten days to one month
after the purchase of the issue. The value of when-issued securities may fluc-
tuate prior to their settlement, thereby creating an unrealized gain or loss
to a Portfolio.
Taxable Investments. The taxable investments in which each Portfolio may in-
vest include obligations of the U.S. Government and its agencies, high quality
certificates of deposit and bankers' acceptances, prime commercial paper, and
repurchase agreements.
Other Fundamental Investment Policies. To reduce investment risk, the Gen-
eral Portfolio may not invest more than 25% of its total assets in municipal
securities whose issuers are located in the same state, and no Portfolio may
invest more than 25% of its total assets in municipal securities the interest
upon which is paid from revenues of similar-type projects; a Portfolio may not
invest more than 5% of its total assets in the securities of any one issuer
except the U.S. Government, although (i) with respect to 25% of its total as-
sets the General Portfolio may invest up to 10% per issuer, and (ii) the New
York, California, Connecticut, New Jersey, Virginia and Florida Portfolios may
invest 50% of their respective total assets in as few as four issuers (but no
more than 25% of total assets in any one issuer); and a Portfolio may not pur-
chase more than 10% of any class of the voting securities of any one issuer
except those of the U.S. Government.
PURCHASE OF SHARES
BY SWEEP
Your brokerage account will be coded to sweep cash balances into shares of
the Fund you have selected. There is a $500 minimum initial investment for all
Funds. Free credit balances arising in your brokerage account from check de-
posits, dividend payments, interest payments and other credits will be in-
vested in the selected Fund on the business day after posting. Free credit
balances arising from the sale of securities will be invested into the se-
lected Fund on the business day following settlement. We will, however, hold
back and not invest in the Fund sufficient monies to pay for security pur-
chases which have not yet settled.
12
<PAGE>
REDEMPTIONS
A. BY CHECKWRITING
Available from Associated Securities Corp. is a checkbook from which you may
write checks made payable to any payee in any amount of $100 or more. The max-
imum amount that a check may be written for will depend upon a combination of
your Fund shares, other available cash in your brokerage account, and the
available margin loan value of securities in your brokerage account if your
brokerage account is established as a margin account. In order to establish
checkwriting you must complete a signature card which you can obtain from
your broker. There is no separate charge for the checkwriting service. The
checkwriting service enables you to receive the daily dividends declared on
the Fund shares to be redeemed until the day that your check is presented for
payment.
B. BY SWEEP
A sufficient number of shares will be redeemed automatically on settlement
date to pay for all securities transactions. A sufficient number of shares
will also be redeemed to satisfy any withdrawals of debits posted to the bro-
kerage account.
ADDITIONAL INFORMATION
SHARE PRICE. Shares are sold and redeemed on a continuous basis without
sales or redemption charges at their net asset value which is expected to be
constant at $1.00 per share, although this price is not guaranteed. The net
asset value of each Fund's shares is determined each business day at 12:00
Noon and 4:00 p.m. (New York time). The net asset value per share of a Fund is
calculated by taking the sum of the value of that Fund's investments (amor-
tized cost value is used for this purpose) and any cash or other assets, sub-
tracting liabilities, and dividing by the total number of shares outstanding.
All expenses, including the fees payable to the Adviser, are accrued daily.
TIMING OF INVESTMENTS AND REDEMPTIONS. The Funds have two transaction times
each business day, 12:00 Noon and 4:00 p.m. (New York time). New investments
represented by Federal funds or bank wire monies received by State Street Bank
at any time during a day prior to 4:00 p.m. are entitled to the full dividend
to be paid to shareholders for that day. Shares do not earn dividends on the
day a redemption is effected regardless of whether the redemption order is re-
ceived before or after 12:00 Noon.
During drastic economic or market developments, shareholders might have dif-
ficulty in reaching Alliance Fund Services, Inc. by telephone in which event
the shareholder should issue written instructions to Alliance Fund Services,
Inc. at the address shown in this prospectus. The Funds reserve the right to
suspend or terminate their telephone service at any time without notice. Nei-
ther the Funds nor the Adviser, or Alliance Fund Services, Inc. will be re-
sponsible for the authenticity of telephone requests to purchase or sell
shares. Alliance Fund Services, Inc. will employ reasonable procedures in or-
der to verify that telephone requests are genuine and could be liable for
losses arising from unauthorized transactions if it failed to do so. Selected
dealers or agents may charge a commission for handling telephone requests for
redemptions.
Redemption proceeds are normally wired or mailed either the same or the next
business day, but in no event later than seven days, unless redemptions have
been suspended or postponed due to the determination of an "emergency" by the
Securities and Exchange Commission or to certain other unusual conditions.
DAILY DIVIDENDS, OTHER DISTRIBUTIONS, TAXES. All net income of each Fund is
determined each business day at 4:00 p.m. (New York time) and is paid immedi-
ately thereafter pro rata to shareholders of that Fund of record via automatic
investment in additional full and fractional shares of that Fund in each
shareholder's account. As such additional shares are entitled to dividends on
following days, a compounding growth of income occurs.
Net income consists of all accrued interest income on Fund assets less the
Fund's expenses applicable to that dividend period. Realized gains and losses
are reflected in its net asset value and are not included in net income.
13
<PAGE>
Distributions to you out of tax-exempt interest income earned by each Port-
folio of Alliance Municipal Trust are not subject to Federal income tax (other
than the AMT), but, in the case of the General Portfolio, may be subject to
state or local income taxes. Any exempt interest dividends derived from inter-
est on municipal securities subject to the AMT will be a specific preference
item for purposes of the Federal individual and corporate AMT. Distributions
to residents of New York out of income earned by the New York Portfolio from
New York municipal securities are exempt from New York state and New York City
personal income taxes. Distributions to residents of California out of income
earned by the California Portfolio from California municipal securities are
exempt from California personal income taxes. Distributions to individuals who
are residents of Connecticut out of income earned by the Connecticut Portfolio
from Connecticut municipal securities are exempt from Connecticut personal in-
come taxes. Distributions to residents of New Jersey out of income earned by
the New Jersey Portfolio from New Jersey municipal securities or U.S. Govern-
ment Securities are exempt from New Jersey state personal income taxes. Dis-
tributions from the New Jersey Portfolio are, however, subject to the New Jer-
sey Corporation Business (Franchise) Tax and the New Jersey Corporation Income
Tax payable by corporate shareholders. Distributions to residents of Virginia
out of income earned by the Virginia Portfolio from Virginia municipal securi-
ties or obligations of the United States or any authority, commission or in-
strumentality of the United States are exempt from Virginia individual, es-
tate, trust, or corporate income tax. Dividends paid by the Florida Portfolio
to individual Florida shareholders will not be subject to Florida income tax,
which is imposed only on corporations. However, Florida currently imposes an
"intangible tax" at the rate of $2.00 per $1,000 taxable value of certain se-
curities, such as shares of the Portfolio, and other intangible assets owned
by Florida residents. U.S. Government securities and Florida municipal securi-
ties are exempt from this intangible tax. It is anticipated that the Florida
Portfolio shares will qualify for exemption from the Florida intangible tax.
In order to so qualify, the Florida Portfolio must, among other things, have
its entire portfolio invested in U.S. Government securities and Florida munic-
ipal securities on December 31 of any year. Exempt-interest dividends paid by
the Florida Portfolio to corporate shareholders will be subject to Florida
corporate income tax. Distributions out of taxable interest income, other in-
vestment income, and short-term capital gains are taxable to you as ordinary
income and distributions of long-term capital gains, if any, are taxable as
long-term capital gains irrespective of the length of time you may have held
your shares. Distributions of short and long-term capital gains, if any, are
normally made near year-end. Each year shortly after December 31, the Funds
will send you tax information stating the amount and type of all its distribu-
tions for the year just ended.
THE ADVISER. Each Fund retains Alliance Capital Management L. P., 1345 Ave-
nue of the Americas, New York, NY 10105 under separate Advisory Agreements to
provide investment advice and, in general, to supervise its management and in-
vestment program, subject to the general control of the Trustees of each Fund.
For the fiscal year ended June 30, 1996, ACR, AGR, ATR, AMT-General, AMT-NY,
AMT-CA, AMT-CT, AMT-NJ and AMT-VA each paid the Adviser an advisory fee at an
annual rate of .47, .48, .50, .50, .42, .50, .25, .23 and .22 of 1%, respec-
tively, of the average daily value of the respective Portfolio's net assets.
For the period ended June 30, 1996, the Adviser waived the advisory fee for
AMT-FL.
Under a Distribution Services Agreement (the "Agreement"), each Fund pays
the Adviser at a maximum annual rate of .25 of 1% of the Fund's aggregate av-
erage daily net assets. For the period ended June 30, 1996, ACR, AGR, ATR,
AMT-General, AMT-NY, AMT-CA, AMT-CT, AMT-NJ, AMT-VA and AMT-FL each paid the
Adviser a distribution services fee at an annual rate of .25, .24, .01, .25,
.15, .24, .15, .15, .15 and .15 of 1%, respectively, of the average daily
value of the net assets of each Portfolio. Substantially all such monies (to-
gether with significant amounts from the Adviser's own resources) are paid by
the Adviser to broker-dealers and other financial intermediaries for their
distribution assistance and to banks and other depository institutions for ad-
ministrative and accounting services provided to the Funds, with any remaining
amounts being used to partially defray other expenses incurred by the Adviser
in distributing the Funds' shares. The Funds believe that the administrative
services provided by depository institutions are permissible activities under
present banking laws and regulations and will take appropriate actions (which
should not adversely affect the Funds or their shareholders) in the future to
maintain such
14
<PAGE>
legal conformity should any changes in, or interpretations of, such laws or
regulations occur.
The Adviser will reimburse each Fund to the extent that aggregate operating
expenses of that Fund (including the Adviser's fee and expenses incurred under
the Agreement) exceed 1% of its average daily net assets for any fiscal year.
CUSTODIAN, TRANSFER AGENT AND DISTRIBUTOR. State Street Bank and Trust Com-
pany, P.O. Box 1912, Boston, MA 02105, is the Funds' Custodian. Alliance Fund
Services, Inc., P.O. Box 1520, Secaucus, NJ 07096-1520 and Alliance Fund Dis-
tributors, Inc., 1345 Avenue of the Americas, New York, NY 10105, are the
Funds' Transfer Agent and Distributor, respectively.
FUND ORGANIZATION. AGR and ATR are series of Alliance Government Reserves
which is a diversified open-end management investment company registered under
the 1940 Act. The Fund was reorganized as a Massachusetts business trust in
October 1984, having previously been a Maryland corporation since its forma-
tion in December 1978. ACR and Alliance Money Reserves (not offered by this
prospectus) are series of Alliance Capital Reserves, a diversified open-end
management investment company registered under the 1940 Act. The Fund was re-
organized as a Massachusetts business trust in October 1984, having previously
been a Maryland corporation since its formation in April 1978. AMT-General is
a diversified, and AMT-NY, AMT-CA, AMT-CT, AMT-NJ, AMT-VA and AMT-FL are non-
diversified series of Alliance Municipal Trust, which is also an open-end man-
agement investment company registered under the 1940 Act. The Fund was reorga-
nized as a Massachusetts business trust in April 1985, having previously been
a Maryland corporation since its formation in January 1983. Each Fund's activ-
ities are supervised by its Trustees. Normally, shares of each series of Alli-
ance Municipal Trust, Alliance Government Reserves and Alliance Capital
Reserves are entitled to one vote per share, and vote as a single series, on
matters that affect each series in substantially the same manner. Massachu-
setts law does not require annual meetings of shareholders and it is antici-
pated that shareholder meetings will be held only when required by Federal
law. Shareholders have available certain procedures for the removal of Trust-
ees.
REPORTS. You receive semi-annual and annual reports for your Fund as well as
a monthly summary of your account.
Since this prospectus sets forth information about all the Funds, it is the-
oretically possible that a Fund might be liable for any materially inaccurate
or incomplete disclosure in this prospectus concerning another Fund. Based on
the advice of counsel, however, the Funds believe that the potential liability
of each Fund with respect to the disclosure in this prospectus extends only to
the disclosure relating to that Fund.
15
