ALLIANCE GOVERNMENT RESERVES INC
497, 1995-12-18
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<PAGE>
 
Alliance Government Reserves
This is filed pursuant to Rule 497(e).
File Nos. 2-63315 and 811-02889.


<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 and Florida
 Portfolios, exempt from Federal and
 state income taxes of the respective
 states) to the extent consistent
 with the first two objectives. Alli-
 ance Capital Reserves, Alliance Gov-
 ernment Reserves and the General
 Portfolio of Alliance Municipal
 Trust are diversified. The New York,
 California, Connecticut and Florida
 Portfolios of Alliance Municipal
 Trust are non-diversified, and are
 offered only to residents of New
 York, California, Connecticut and
 Florida, respectively. This prospec-
 tus sets forth the information about
 each Fund that a prospective in-
 vestor should know before investing.
 Please retain it for future refer-
 ence.
 
  AN INVESTMENT IN A FUND IS (I) NEI-
 THER 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 DE-
 POSIT 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.
 
  A "Statement of Additional Informa-
 tion" for each Fund dated November
 1, 1995, which provides a further
 discussion of certain areas in this
 prospectus and other matters which
 may be of interest to some invest-
 ors, has been filed with the Securi-
 ties and Exchange Commission and is
 incorporated herein by reference. A
 free copy may be obtained by con-
 tacting your Account Executive.
 
  THESE SECURITIES HAVE NOT BEEN AP-
 PROVED OR DISAPPROVED BY THE SECURI-
 TIES AND EXCHANGE COMMISSION OR ANY
 STATE SECURITIES COMMISSION NOR HAS
 THE SECURITIES AND EXCHANGE COMMIS-
 SION OR ANY STATE SECURITIES COMMIS-
 SION PASSED UPON THE ACCURACY OR AD-
 EQUACY OF THIS PROSPECTUS. ANY REP-
 RESENTATION TO THE CONTRARY IS A
 CRIMINAL OFFENSE.
 
 CONTENTS
 --------
<TABLE>
  <S>                                                                        <C>
  Expense Information.......................................................   2
  Financial Highlights......................................................   3
  Investment Objectives and Policies........................................   9
  Purchase and Redemption of Shares.........................................  12
  Additional Information....................................................  13
</TABLE>
 
                        JB Oxford _______________[LOGO]
                        & Company


                                  Presents...

                        Alliance Capital Reserves
                        Alliance Government Reserves
                        Alliance Municipal Trust
                               - General portfolio
                               - California portfolio
                               - Connecticut Portfolio
                               - Florida portfolio
                               - New York portfolio

                        Prospectus 
                        November 1, 1995

                              9665 Wilshire Blvd.
                            Beverly Hills, CA 90212
                          310-777-8870  800-799-8870

                               Member SIPC, NASD
<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   AMT-GEN AMT-NY AMT-CA AMT-CT AMT-FL
 reimbursement)                   ---   ----  ------- ------ ------ ------ ------
<S>                               <C>   <C>   <C>     <C>    <C>    <C>    <C>
   Management Fees..............   .48%  .48%   .50%    .50%   .50%   .50%   .50%
   12b-1 Fees...................   .25   .23    .25     .25    .25    .25    .25
   Other Expenses...............   .27   .29    .25     .25    .25    .25    .25
                                  ----  ----   ----    ----   ----   ----   ----
   Total Fund Operating
    Expenses....................  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
   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--Florida.................................   $10     $32     $55     $122
</TABLE>
 
  The purpose of the foregoing table is to assist the investor in understand-
ing the various costs and expenses that an investor in the Fund will bear di-
rectly and indirectly. The expenses listed in the table for AGR, AMT-CT and
AMT-FL are net of the contractual reimbursement by the Adviser described in
this prospectus. The expenses of such Portfolios (except for AMT-FL which did
not commence operations until after June 30, 1995), before expense reimburse-
ments, would be: AGR: Management Fee--.48%, 12b-1 Fees--.25%, Other Expenses--
 .29% and Total Operating Expenses--1.02%; and AMT-CT: Management Fees--.50%,
12b-1 Fees--.25%, Other Expenses--.39% and Total Fund Operating Expenses--
1.14%. For AMT-FL, "Other Expenses" are based on estimated amounts for the
current fiscal year. 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 
                 (AUDITED EXCEPT WITH RESPECT TO AMT--FLORIDA)
 
  The following tables, except with respect to AMT--Florida, 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. Further information about a Fund's performance is contained in
each Fund's annual report, which is available without charge upon request.
 
<TABLE>
<CAPTION>
                                                      YEAR ENDED JUNE 30,
 ALLIANCE CAPITAL RESERVES  ---------------------------------------------------------------------------------
                             1995    1994    1993    1992    1991    1990    1989    1988     1987     1986
                            ------  ------  ------  ------  ------  ------  ------  -------  -------  -------
 <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....   .0447   .0255   .0266   .0438   .0662   .0782   .0788   0.0625   0.0549   0.0685
 Net realized gain on
  investments.............     -0-     -0-   .0003   .0013     -0-     -0-     -0-      -0-      -0-      -0-
                            ------  ------  ------  ------  ------  ------  ------  -------  -------  -------
 Net increase in net
  assets from operations..   .0447   .0255   .0269   .0451   .0662   .0782   .0788   0.0625   0.0549   0.0685
                            ------  ------  ------  ------  ------  ------  ------  -------  -------  -------
 LESS: DISTRIBUTIONS
 Dividends from net
  investment income.......  (.0447) (.0255) (.0266) (.0438) (.0662) (.0782) (.0788) (0.0625) (0.0549) (0.0685)
 Distributions from net
  realized gains..........     -0-     -0-  (.0003) (.0013)    -0-     -0-     -0-      -0-      -0-      -0-
                            ------  ------  ------  ------  ------  ------  ------  -------  -------  -------
 Total dividends and
  distributions...........  (.0447) (.0255) (.0269) (.0451) (.0662) (.0782) (.0788) (0.0625) (0.0549) (0.0685)
                            ------  ------  ------  ------  ------  ------  ------  -------  -------  -------
 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)......    4.57%   2.58%   2.73%   4.61%   6.84%   8.14%   8.20%    6.45%    5.64%    7.09%
 RATIOS/SUPPLEMENTAL DATA
 Net assets, end of year
  (in millions)...........  $3,024  $2,417  $2,112  $1,947  $1,937  $1,891  $1,536   $1,392   $1,458   $1,198
 Ratio to average net
  assets of:
  Expenses, net of waivers
   and reimbursements.....    1.00%   1.00%   1.00%   1.00%    .97%    .88%    .95%     .95%     .99%    1.01%
  Expenses, before waivers
   and reimbursements.....    1.03%   1.03%   1.00%   1.00%    .97%    .98%   1.05%    1.05%    1.09%    1.11%
  Net investment
   income(b)..............    4.51%   2.57%   2.65%   4.37%   6.62%   7.82%   7.87%    6.26%    5.50%    6.85%
</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 waivers and reimbursements.
 
                                       3
<PAGE>
 
<TABLE>
<CAPTION>
ALLIANCE GOVERNMENT                                     YEAR ENDED JUNE 30,
RESERVES                  ----------------------------------------------------------------------------------------
                           1995     1994     1993     1992     1991     1990     1989     1988     1987     1986
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
<S>                       <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
Net asset value, begin-
 ning 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...    .0439    .0244    .0256    .0421    .0640    .0765    .0774   0.0612   0.0541   0.0659
Net realized gain on in-
 vestments..............      -0-      -0-    .0001      -0-      -0-    .0001      -0-      -0-      -0-      -0-
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
Net increase in net
 assets from operations.    .0439    .0244    .0257    .0421    .0640    .0766    .0774   0.0612   0.0541   0.0659
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
LESS: DISTRIBUTIONS
Dividends from net in-
 vestment income........   (.0439)  (.0244)  (.0256)  (.0421)  (.0640)  (.0765)  (.0774) (0.0612) (0.0541) (0.0659)
Distributions from net
 realized gains.........      -0-      -0-   (.0001)     -0-      -0-   (.0001)     -0-      -0-      -0-      -0-
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
Total dividends and dis-
 tributions.............   (.0439)  (.0244)  (.0257)  (.0421)  (.0640)  (.0766)  (.0774) (0.0612) (0.0541) (0.0659)
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
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).....     4.48%    2.48%    2.60%    4.30%    6.61%    7.96%    8.04%    6.31%    5.56%    6.81%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
 (in millions)..........   $2,514   $2,061   $1,783   $1,572   $1,070     $584     $522     $315     $260     $254
Ratio to average net as-
 sets of:
Expenses, net of waivers
 and reimbursements.....     1.00%    1.00%    1.00%     .95%     .89%     .88%     .88%     .80%     .95%    1.00%
Expenses, before waivers
 and reimbursements.....     1.05%    1.04%    1.02%     .97%     .93%     .98%     .98%     .90%    1.05%    1.10%
Net investment
 income(b)..............     4.42%    2.46%    2.55%    4.17%    6.28%    7.65%    7.86%    6.13%    5.41%    6.58%
</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 waivers and reimbursement.
 
                                       4
<PAGE>
 
<TABLE>
<CAPTION>
                                                           GENERAL PORTFOLIO
ALLIANCE MUNICIPAL TRUST  ------------------------------------------------------------------------------------------------
                                     YEAR ENDED JUNE 30,                      SIX MONTHS      YEAR ENDED DECEMBER 31,
                          -------------------------------------------------      ENDED      ------------------------------
                           1995       1994    1993    1992    1991    1990   JUNE 30, 1989   1988    1987    1986    1985
                          ------     ------  ------  ------  ------  ------  -------------  ------  ------  ------  ------
<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..    .028       .018    .020    .034    .046    .055       .030        .047    .041    .044    .049
 Net realized and
  unrealized loss on
  investments...........   (.003)       -0-     -0-     -0-     -0-     -0-        -0-         -0-     -0-     -0-     -0-
                          ------     ------  ------  ------  ------  ------     ------      ------  ------  ------  ------
 Net increase in net
  asset value from
  operations............    .025       .018    .020    .034    .046    .055       .030        .047    .041    .044    .049
                          ------     ------  ------  ------  ------  ------     ------      ------  ------  ------  ------
ADD: CAPITAL
 CONTRIBUTIONS
 Capital Contributed by
  the Adviser...........    .003        -0-     -0-     -0-     -0-     -0-        -0-         -0-     -0-     -0-     -0-
                          ------     ------  ------  ------  ------  ------     ------      ------  ------  ------  ------
LESS: DISTRIBUTIONS
 Dividends from net
  investment income.....   (.028)     (.018)  (.020)  (.034)  (.046)  (.055)     (.030)      (.047)  (.041)  (.044)  (.049)
                          ------     ------  ------  ------  ------  ------     ------      ------  ------  ------  ------
 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)..............    2.83%(c)   1.81%   2.05%   3.48%   4.71%   5.65%      6.13%(b)    4.81%   4.18%   4.50%   5.04%
RATIOS/SUPPLEMENTAL DATA
 Net assets, end of
  period (in millions)..  $1,189     $1,134  $1,016    $914    $883    $798       $695        $633    $690    $794    $374
 Ratio to average net
  assets of:
 Expense, net of waivers
  and reimbursements....     .94%       .92%    .92%    .92%    .89%    .83%       .84%(b)     .83%    .80%    .80%    .85%
 Expense, before waivers
  and reimbursements....     .95%       .94%    .94%    .95%    .95%    .93%       .94%(b)     .93%    .90%    .90%    .95%
 Net investment
  income(d).............    2.78%      1.80%   2.02%   3.40%   4.57%   5.50%      5.96%(b)    4.69%   4.08%   4.31%   4.87%
</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.
 
                                       5
<PAGE>
 
<TABLE>
<CAPTION>
                                                              NEW YORK PORTFOLIO
                     -------------------------------------------------------------------------------------------------------------
                                                                                                YEAR ENDED
                                     YEAR ENDED JUNE 30,                        SIX MONTHS     DECEMBER 31,     OCTOBER 6, 1986(a)
                     --------------------------------------------------------      ENDED      ----------------          TO
                       1995      1994      1993      1992     1991     1990    JUNE 30, 1989   1988     1987    DECEMBER 31, 1986
                     --------  --------  --------  --------  -------  -------  -------------  -------  -------  ------------------
<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      .018      .019      .034     .042     .051        .027        .041     .036          .008
                     --------  --------  --------  --------  -------  -------     -------     -------  -------       -------
LESS
 DISTRIBUTIONS
 Dividends from
  net investment
  income.........       (.028)    (.018)    (.019)    (.034)   (.042)   (.051)      (.027)      (.041)   (.036)        (.008)
                     --------  --------  --------  --------  -------  -------     -------     -------  -------       -------
 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(b).......        2.84%     1.77%     1.94%     3.47%    4.32%    5.26%       5.61%(c)    4.14%    3.71%         3.46%(c)
RATIOS/SUPPLEMENTAL
 DATA
 Net assets, end
  of period
  (000's
  omitted).......    $177,254  $162,839  $100,529  $100,476  $71,748  $62,536     $41,910     $41,335  $58,684       $78,462
 Ratio to average
  net assets of:
 Expenses, net of
  waivers and
  reimbursements.         .85%      .84%      .80%      .80%     .80%     .80%        .85%(c)    1.00%     .87%          .55%(c)
 Expenses, before
  waivers and
  reimbursements.        1.03%     1.08%     1.06%     1.12%    1.15%    1.18%       1.35%(c)    1.33%     .97%         1.05%(c)
 Net investment
  income(d)......        2.81%     1.77%     1.91%     3.35%    4.20%    5.13%       5.45%(c)    4.03%    3.62%         3.48%(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>
                                                            CALIFORNIA PORTFOLIO
                          ----------------------------------------------------------------------------------------------
                                           YEAR ENDED JUNE 30,                                          JUNE 2, 1988(a)
                          ----------------------------------------------------------  SIX MONTHS ENDED      THROUGH
                            1995      1994      1993      1992      1991      1990     JUNE 30, 1989   DECEMBER 31, 1988
                          --------  --------  --------  --------  --------  --------  ---------------- -----------------
<S>                       <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
                          --------  --------  --------  --------  --------  --------      --------         --------
INCOME FROM INVESTMENT
 OPERATIONS
 Net investment income..      .027      .018      .020      .032      .043      .050          .029             .030
                          --------  --------  --------  --------  --------  --------      --------         --------
LESS: DISTRIBUTIONS
 Dividends from net
  investment income.....     (.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
                          ========  ========  ========  ========  ========  ========      ========         ========
TOTAL RETURNS
 Total investment return
  based on net asset
  value(b)..............      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)..............  $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%      .95%     1.00%      .99%          .92%(c)          .89%(c)
 Expenses, before
  waivers and
  reimbursements........      1.01%     1.02%     1.02%     1.05%     1.10%     1.09%         1.02%(c)         1.10%(c)
 Net investment
  income(d).............      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.
 
                                       6
<PAGE>
 
<TABLE>
<CAPTION>
                                            CONNECTICUT PORTFOLIO
                          ---------------------------------------------------------------
                                    YEAR ENDED JUNE 30,                JANUARY 5, 1990(a)
                          -------------------------------------------       THROUGH
                           1995     1994     1993     1992     1991      JUNE 30, 1990
                          -------  -------  -------  -------  -------  ------------------
<S>                       <C>      <C>      <C>      <C>      <C>      <C>
Net asset value,
 beginning of period ...   $ 1.00   $ 1.00   $ 1.00   $ 1.00   $ 1.00        $ 1.00
                          -------  -------  -------  -------  -------       -------
INCOME FROM INVESTMENT
 OPERATIONS
 Net investment income..     .028     .017     .020     .033     .045          .026
                          -------  -------  -------  -------  -------       -------
LESS: DISTRIBUTIONS
 Dividends from net
  investment income.....    (.028)   (.017)   (.020)   (.033)   (.045)        (.026)
                          -------  -------  -------  -------  -------       -------
 Net asset value, end of
  period................    $1.00   $ 1.00   $ 1.00   $ 1.00   $ 1.00        $ 1.00
                          =======  =======  =======  =======  =======       =======
TOTAL RETURNS
 Total investment return
  based on net asset
  value(b)..............     2.78%    1.71%    2.00%    3.35%    4.57%         5.53%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
 period (000's omitted).  $75,991  $57,314  $56,224  $54,751  $48,482       $27,945
Ratio to net assets of:
 Expenses, net of
  waivers and...........       80%     .77%     .70%     .58%     .44%          .19%(c)
 Expenses, before
  waivers and
  reimbursements........     1.21%    1.21%    1.16%    1.22%    1.16%         1.10%(c)
 Net investment
  income(d).............     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.
 
<TABLE>
<CAPTION>
                                                              FLORIDA PORTFOLIO
                                                             -------------------
                                                             JULY 28, 1995(a) TO
                                                              OCTOBER 17, 1995
                                                                 (UNAUDITED)
                                                             -------------------
<S>                                                          <C>
Net asset value, beginning of period........................       $  1.00
                                                                   -------
INCOME FROM INVESTMENT OPERATIONS
Net investment income.......................................          .008
                                                                   -------
LESS DISTRIBUTIONS
Dividends from net investment income........................         (.008)
                                                                   -------
Net asset value, end of period..............................       $  1.00
                                                                   =======
TAX RETURNS
Total investment return based on net asset value(b).........          3.67%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)...................       $18,065
Ratio to average net assets of:
 Expenses, net of waivers and reimbursements................           .16%(c)
 Expenses, before waivers and reimbursements................          3.90%(c)
 Net investment income(d)...................................          3.73%(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.
 
                                       7
<PAGE>
 
  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
dividends for the seven days ended June 30, 1995 amounted to an annualized
yield of 5.12%, equivalent to an effective yield of 5.25%. For AGR dividends
for the seven days ended June 30, 1995, after expense reimbursement, amounted
to an annualized yield of 4.97%, equivalent to an effective yield of 5.10%.
Absent such reimbursement, the annualized yield for such period would have
been 4.95%, equivalent to an effective yield of 5.08%. Dividends for AMT-
General for the seven days ended June 30, 1995 amounted to an annualized yield
of 3.25%, equivalent to an effective yield of 3.30%. Dividends for AMT-New
York for the seven days ended June 30, 1995, after expense reimbursement,
amounted to an annualized yield of 3.36%, equivalent to an effective yield of
3.42%. Absent expense reimbursement, the annualized yield for this period
would have been 3.23%, equivalent to an effective yield of 3.29%. Dividends
for AMT-California for the seven days ended June 30, 1995, after expense
reimbursement, amounted to an annualized yield of 3.18%, equivalent to an
effective yield of 3.23%. Absent expense reimbursement, the annualized yield
for this period would have been 3.13%, equivalent to an effective yield of
3.18%. Dividends for AMT-Connecticut for the seven days ended June 30, 1995,
after expense reimbursement, amounted to an annualized yield of 3.19%,
equivalent to an effective yield of 3.24%. Absent expense reimbursement, the
annualized yield for this period would have been 2.85%, equivalent to an
effective yield of 2.90%. AMT-Florida did not commence operations until after
June 30, 1995.
 
                                       8
<PAGE>
 
                    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 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 municipal se-
curities having remaining maturities of 397 days or less (which maturities 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 diversity, 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 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 as-
sociations 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 assets 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 Service, Inc. ("Moody's") or, if not rated, is-
sued by companies having outstanding debt securities rated AAA or AA by Stan-
dard & 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 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. 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-de-
nominated commercial paper issued by foreign 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. Re-
stricted 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 of 1933 (the "Securities
Act"). The Fund may purchase restricted securities eligible for resale under
Rule 144A under the Securities Act and commercial paper issued in reliance
upon the exemption from registration in Section 4(2) of the Securities Act
and, in each case, determined by the Adviser to be liquid in accordance with
procedures adopted by the Trustees of the Fund.
 
  ACR may invest in asset-backed securities that meet its existing diversifi-
cation, quality and maturity criteria.
 
                                       9
<PAGE>
 
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 beneficial interest in a special purpose
trust, limited partnership interest, or commercial paper or other debt securi-
ties issued by a special purpose corporation. Although the securities may have
some form of credit or liquidity enhancement, payments on the securities de-
pend predominately upon collection of the loans and receivables held by the
issuer. It is ACR's current intention to limit its investment in such securi-
ties 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 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 securi-
ties or State Street Bank and Trust Company, the Fund'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. The Fund
may commit up to 15% of its net assets to the purchase 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 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 1994, 100% of the income of each Portfolio
was exempt from Federal income taxes; the Florida Portfolio had not yet been
established).
 
                                      10
<PAGE>
 
  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.
 
  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 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 and
Florida Portfolios should consider the greater risk of the concentration of
such Portfolios versus the safety that comes with less concentrated invest-
ments and should compare yields available on portfolios of the relevant
state's issues with those of more diversified portfolios, including 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 discussion of the fi-
nancial condition of New York, California, Connecticut 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.
 
  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
 
                                      11
<PAGE>
 
credit of Federal Deposit Insurance Corporation member banks having total as-
sets of more than $1 billion. The letters of credit of any single bank in re-
spect of all variable rate obligations will not cover more than 10% of a Port-
folio'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 Advis-
er.
 
  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
invest 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 and Florida Portfolios may invest 50% of their
respective total assets in as few as four issuers (but no more than 25% of to-
tal assets in any one issuer); and a Portfolio may not purchase more than 10%
of any class of the voting securities of any one issuer except those of the
U.S. Government.

                       PURCHASE AND REDEMPTION OF SHARES

OPENING ACCOUNTS
 
  Instruct your Account Executive to use ACR, AGR, AMT-General, AMT-NY, AMT-
CA, AMT-CT or AMT-FL in conjunction with your brokerage account. The minimum
to open an account in ACR and AGR is $15,000. The minimum to open an account
in AMT-General, AMT-NY, AMT-CA, AMT-CT and AMT-FL is $500.
 
SUBSEQUENT INVESTMENTS
 
 A. BY CHECK THROUGH JB OXFORD & COMPANY
 
  Mail or deliver your check made payable to JB Oxford & Company to your Ac-
count Executive who will deposit it into your brokerage account. Please indi-
cate your account number on the check.
 
 B. BY SWEEP
 
  JB Oxford & Company offers an automatic "sweep" for the Funds in the opera-
tion of brokerage cash accounts for its customers. If you qualify for the
sweep arrangement, JB Oxford & Company will sweep balances of $1,000 or more
on a daily basis for accounts in ACR and AGR. If your account is in AMT-Gener-
al, AMT-NY, AMT-CA, AMT-CT or AMT-FL, balances of $100 or more will sweep on a
daily basis.
 
REDEMPTIONS
 
 A. BY CHECK-WRITING
 
  With this service, you may write checks made payable to any payee in any
amount of $100 or more. Checks
 
                                      12
<PAGE>
 
cannot be written for more than the principal balance (not including any ac-
crued dividend) in your account. You must first complete a Signature Card
which you can obtain from your Account Executive. There is no separate charge
for the check-writing service. The check-writing service enables you to review
the daily dividend declared on the shares to be redeemed until the day that
your check is presented for payment.
 
 B. BY SWEEP
 
  If you qualify for the "sweep," JB Oxford & Company will automatically
transfer from your Fund account sufficient cash to cover any debit balance
that may occur in your cash account for any reason.

                            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. However, if you wish to have Federal funds
wired the same day of your telephone redemption request, make sure that your
request will be received by the Fund prior to 12:00 Noon.
 
  During periods of drastic economic or market developments, such as the
market break of October 1987, it is possible that shareholders would have
difficulty in reaching Alliance Fund Services, Inc. by telephone (although no
such difficulty was apparent at any time in connection with the 1987 market
break). If a shareholder were to experience such difficulty, the shareholder
should issue written instructions to Alliance Fund Services, Inc. at the
address shown on page 15 of this prospectus. The Funds reserve the right to
suspend or terminate their telephone redemption service at any time without
notice. Neither the Funds nor the Adviser, or Alliance Fund Services, Inc.
will be responsible for the authenticity of telephone requests for redemptions
that the Funds reasonably believe to be genuine. The Funds will employ
reasonable procedures in order to verify that telephone requests for
redemptions are genuine, including among others, recording such telephone
instructions and causing written confirmations of the resulting transactions
to be sent to shareholders. If the Funds did not employ such procedures, they
could be liable for losses arising from unauthorized or fraudulent telephone
instructions. 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. 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 securities, such as shares
of the Portfolio, and other intangible assets owned by Florida residents. U.S.
Government securities and Florida municipal securities are exempt from this
intangible tax. It is anticipated that the Florida Portfolio shares will qual-
ify 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 municipal securities on December 31
of any year. Exempt-interest dividends paid by the Florida Portfolio to corpo-
rate shareholders will be subject to Florida corporate income tax. Distribu-
tions out of taxable interest income, other investment 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 irrespec-
tive 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 distributions 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, 1995, ACR, AGR, AMT-General, AMT-NY, AMT-CA
and AMT-CT each paid the Adviser an advisory fee at an annual rate of .46,
 .46, .50, .42, .50 and .19 of 1%, respectively, of the average daily value of
the respective Portfolio's net assets. AMT-FL pays an advisory fee at an an-
nual rate of .50 of 1% of up to $1.25 billion of the average daily value of
its net assets, .49 of 1% of the next $.25 billion of such assets, .48 of 1%
of the next $.25 billion of such assets, .47 of 1% of the next $.25 billion of
such assets, .46 of 1% of the next $1 billion of such assets and .45 of 1% of
its average daily net assets in excess of $3 billion. The fee is accrued daily
and paid monthly.
 
  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 fiscal year ended June 30, 1995, ACR, AGR,
AMT-General, AMT-NY, AMT-CA and AMT-CT each paid the Adviser a distribution
services fee at an annual rate of .25, .23, .24, .15, .17 and .15 of 1%, re-
spectively, of the average daily value of the net assets of each Portfolio.
AMT-FL did not commence operations until after June 30, 1995. Substantially
all such monies (together with significant amounts from the Adviser's own re-
sources) are paid by the Adviser to broker-dealers and other financial inter-
mediaries for their distribution assistance and to banks and other depository
institutions for administrative and accounting services provided to the Funds,
with any remaining amounts being used to partially defray other expenses in-
curred by the Adviser in distributing the Funds' shares. The Funds believe
that the administrative services provided by depository institutions are per-
missible 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 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
 
                                      14
<PAGE>
 
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 (not offered by this prospectus) are series
of Alliance Government Reserves which is a diversified open-end management in-
vestment company registered under the 1940 Act. The Fund was reorganized as a
Massachusetts business trust in October 1984, having previously been a Mary-
land corporation since its formation in December 1978. ACR and AMR (not of-
fered by this prospectus) are series of Alliance Capital Reserves, a diversi-
fied 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 formation in April 1978. AMT-
General is a diversified, and AMT-NY, AMT-CA, AMT-CT and AMT-FL are non-diver-
sified series of Alliance Municipal Trust, which is also an open-end manage-
ment 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 such invest-
ment company is organized as a Massachusetts business trust. Each Fund's ac-
tivities are supervised by its Trustees. Normally, shares of each series of
Alliance 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.
Massachusetts law does not require annual meetings of shareholders and it is
anticipated that shareholder meetings will be held only when required by Fed-
eral law. Shareholders have available certain procedures for the removal of
Trustees.
 
  REPORTS. You receive semi-annual and annual reports for your Fund as well as
a monthly summary of your account. You can arrange for a copy of each of your
account statements to be sent to other parties.
 
  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.
 
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