ALLIANCE GOVERNMENT RESERVES INC
497, 1997-01-07
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<PAGE>
 

ALLIANCE GOVERNMENT RESERVES 

This is filed pursuant to Rule 497(e).
File Nos:  002-63315 and 811-02889




<PAGE>
 
 
                YIELDS

 For current recorded yield information on
the Funds, call toll-free (800) 221-9513.             [LOGO OF HAZLETT, BURT &
                                                        WATSON, INC. APPEARS 
 The Funds are open-end management investment                   HERE]
companies with investment objectives of safe-
ty, liquidity and maximum current income (in
the case of Alliance Municipal Trust-General,
exempt from Federal income taxes to the ex-
tent consistent with the first two objec-                                  
tives). Alliance Money Reserves, Alliance                                  
Treasury Reserves and the General Portfolio                                
of Alliance Municipal Trust are diversified.
This prospectus sets forth the information
about each Fund that a prospective investor                Money Market and
should know before investing. Please retain                Cash Management
it for future reference.                                       Service     

 AN INVESTMENT IN A FUND IS (I) NEITHER IN-
SURED NOR GUARANTEED BY THE U.S. GOVERNMENT;
(II) NOT A DEPOSIT OR OBLIGATION OF, OR GUAR-
ANTEED 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 MAIN-
TAIN A STABLE NET ASSET VALUE OF $1.00 PER
SHARE.                                             * Alliance Money Reserves

 A "Statement of Additional Information" for       * Alliance Treasury Reserves
each Fund dated November 1, 1996, which pro-
vides a further discussion of certain areas        * Alliance Municipal Trust
in this prospectus and other matters which           -General Portfolio
may be of interest to some investors, has
been filed with the Securities and Exchange
Commission and is incorporated herein by ref-
erence. A free copy may be obtained by con-
tacting your Account Executive.

 THESE SECURITIES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE SECURITIES AND EXCHANGE         Prospectus: November 1, 1996
COMMISSION OR ANY STATE SECURITIES COMMISSION
NOR HAS THE SECURITIES AND EXCHANGE COMMIS-
SION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CON-       Main    1300 Chapline Street
TRARY IS A CRIMINAL OFFENSE.                     Office: Wheeling, WV 26003
                                                 (303)233-3312 or (800)537-8985
CONTENTS
- -------                                          Branch   101 East King St.
 Expense Information.....................  2     Offices: Lancaster, PA 17608
 Financial Highlights....................  3              (717)397-5515 or
 Investment Objectives and Policies......  6              (800)657-9944
 Purchase and Redemption of Shares.......  9
 Additional Information.................. 10              One UNB Square
                                                          Parkersburg, WV 26101
                                                          (304)485-6441 or
                                                          (800)443-7449

                                                     3660 Pennsylvania Avenue
                                                         Weirton, WV 26062
                                                  (304)723-1234 or (800)774-2431
<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      AMR   ATR   AMT-GEN
 reimbursement)                                             ---   ----  -------
<S>                                                         <C>   <C>   <C>
   Management Fees.........................................  .46%  .50%   .50%
   12b-1 Fees..............................................  .25   .25    .25
   Other Expenses..........................................  .29   .25    .25
                                                            ----  ----   ----
   Total Fund Operating Expenses........................... 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>
   AMR..........................................  $10     $32     $55     $122
   ATR..........................................  $10     $32     $55     $122
   AMT--General.................................  $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 AMR, are net of
the contractual reimbursement by the Adviser described in this prospectus. The
expenses of such Portfolio, before expense reimbursements, would be: AMR: Man-
agement Fees--.50%, 12b-1 Fees--.25%, Other Expenses--.29% and Total Operating
Expenses--1.04%. 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>
                                                                                FEBRUARY 16,
                                       YEAR ENDED JUNE 30,                         1989(A)
ALLIANCE MONEY RESERVES   ----------------------------------------------------     THROUGH
                          1996    1995    1994    1993    1992    1991   1990   JUNE 30, 1989
                          -----  ------  ------  ------  ------  ------  -----  -------------
<S>                       <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
                          -----  ------  ------  ------  ------  ------  -----      -----
INCOME FROM INVESTMENT
 OPERATIONS
Net investment income...   .047    .045    .025    .027    .044    .066   .079       .033
                          -----  ------  ------  ------  ------  ------  -----      -----
LESS: DISTRIBUTIONS
Dividends from net in-
 vestment income .......  (.047)  (.045)  (.025)  (.027)  (.044)  (.066) (.079)     (.033)
                          -----  ------  ------  ------  ------  ------  -----      -----
Net asset value, end of
 period.................  $1.00  $ 1.00  $ 1.00  $ 1.00  $ 1.00  $ 1.00  $1.00      $1.00
                          =====  ======  ======  ======  ======  ======  =====      =====
TOTAL RETURN
Total investment return
 based on:
 Net asset value(b).....   4.81%   4.50%   2.57%   2.71%   4.47%   6.87%  8.26%      9.18%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of pe-
 riod (in millions).....  $ 755  $2,510  $1,795  $1,626  $1,412  $1,262  $ 993      $ 563
Ratio to average net as-
 sets of:
 Expenses, net of waiv-
  ers and reimbursements
  ......................   1.00%   1.00%   1.00%   1.00%   1.00%    .97%   .89%       .99%(c)
 Expenses, before waiv-
  ers and reimburse-
  ments.................   1.00%   1.04%   1.09%   1.04%   1.04%   1.03%   .99%      1.09%(c)
 Net investment
  income(d).............   4.80%   4.53%   2.55%   2.67%   4.33%   6.56%  7.92%      9.16%(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.
 
                                       3
<PAGE>
 
<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 OPERA-
 TIONS
Net investment income.........      .0466         .0460            0.260
                                 --------      --------          -------
LESS: DISTRIBUTIONS
Dividends from net investment
 income.......................     (.0466)       (.0460)          (.0260)
                                 --------      --------          -------
Net asset value, end of peri-
 od...........................   $   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.
 
                                ---------------
 
  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 AMR divi-
dends for the seven days ended June 30, 1996, after expense reimbursement,
amounted to an annualized yield of 4.48%, equivalent to an effective yield of
4.58%. Absent such reimbursement, the annualized yield for such period would
have been 4.00%, equivalent to an effective yield of 4.08%. 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 divi-
dends 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%.
 
                                       5
<PAGE>
 
                    INVESTMENT OBJECTIVES AND POLICIES
  The investment objective of Alliance Money Reserves is maximum current in-
come to the extent consistent with safety of principal and liquidity. The in-
vestment objectives of each of the other Funds are--in the following order of
priority--safety of principal, excellent liquidity and, to the extent consis-
tent with the first two objectives, maximum current income (exempt from income
taxes to the extent described below in the case of AMT-General). As a matter
of fundamental policy, each Fund pursues its objectives by maintaining a port-
folio of high-quality money market securities all of which at the time of in-
vestment have remaining maturities of one year (397 days or less with respect
to ATR, which maturities may extend to 397 days). While the fundamental poli-
cies described above and the "other fundamental investment policies" described
below may not be changed without shareholder approval, each Fund may, upon no-
tice to shareholders, but without such approval, change nonfundamental invest-
ment policies or create additional classes of shares in order to establish
portfolios which may have different investment objectives. There can be no as-
surance that any Fund's objectives will be achieved.
 
  The Funds will comply with Rule 2a-7 of the Investment Company Act of 1940
(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 MONEY RESERVES
 
  The money markey securities in which Alliance Money Reserves ("AMR") invests
include: (1) marketable obligations of, or guaranteed by, the United States
Government, its agencies or instrumentalities (collectively, the "US Govern-
ment"); (2) certificates of deposit and bankers' acceptances issued or guaran-
teed by, or time deposits maintained at, banks or savings and loan associa-
tions (including foreign branches of U.S. banks or U.S. or foreign branches or
foreign banks) having total assets of more than $500 million; (3) commercial
paper of high quality [i.e., rated A-1 or A-2 by Standard & Poor's Corporation
("Standard & Poor's"), Prime-1 or Prime-2 by Moody's Investors Service, Inc.
("Moody's"), Fitch-1 or Fitch-2 by Fitch Investors Service, Inc., or Duff 1 or
Duff 2 by Duff & Phelps Inc. or, if not rated, issued by U.S. or foreign com-
panies having outstanding debt securities rated AAA, AA or A by Standard &
Poor's or Aaa, Aa, or A by Moody's] and participation interests in loans ex-
tended by banks to such companies; and (4) repurchase agreements that are col-
lateralized in full each day by liquid securities of the types listed above.
Repurchase agreements may be entered into only with those banks (including
State Street Bank and Trust Company, AMR's Custodian) or broker-dealers ("ven-
dors") that are eligible under the procedure adopted by the Trustees for eval-
uating and monitoring the creditworthiness of such vendors. A repurchase
agreement would create a loss to AMR in the event of a vendor default, the
proceeds from the sale of the collateral were less than the repurchase price.
 
  To the extent AMR purchases money market instruments issued by foreign enti-
ties, consideration will be given to the domestic marketability of such in-
struments, and possible interruptions of, or restrictions on, the flow of in-
ternational currency transactions.
 
  AMR may purchase restricted securities that are determined by the Adviser to
be liquid in accordance with procedures adopted by the Trustees of AMR, 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.
 
  AMR 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
                                       6
<PAGE>
 
form of a beneficial interest in a special purpose trust, limited partnership
interest, or commercial paper or other debt securities issued by a special
purpose corporation. Although the securities may have some form of credit or
liquidity enhancement, payments on the securities depend predominately upon
collection of the loans and receivables held by the issuer. It is the Fund'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, AMR may not (1) invest more than 25% of its assets
in the securities of issuers conducting their principal business activities in
any one industry although there is no such limitation with respect to U.S.
Government securities or certificates of deposit, bankers' acceptances and in-
terest bearing savings deposits; (2) invest more than 5% of its assets in the
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
or 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
AMR 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 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 when-issued 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 fluctuate 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 AMT-General are safety of principal, liquidity
and, to the extent consistent with these objectives, maximum current income
that is exempt from income taxation to the extent described below. Except when
AMT-General assumes a temporary defensive position, as a matter of fundamental
policy, at least 80% of such Portfolio's total assets will be invested in mu-
nicipal securities (as opposed to the taxable investments described below).
Normally, substantially all of
 
                                       7
<PAGE>
 
such Portfolio's income will be tax-exempt as described below (e.g., for 1995,
100% of the income of such Portfolio was exempt from Federal income taxes).
 
  AMT-General seeks maximum current income that is exempt from Federal income
taxes by investing principally in a diversified portfolio of high quality mu-
nicipal securities. Such income may be subject to state or local income taxes.
 
  AMT-General may invest without limitation in tax-exempt municipal 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."
 
  Municipal Securities. The municipal securities in which AMT-General invests
include municipal notes and short-term municipal bonds. Municipal notes are
generally used to provide for short-term capital needs and generally have ma-
turities 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.
 
  AMT-General 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 AMT-General's total assets.
 
  AMT-General's 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 Corporation
(AAA and AA or SP-1 and SP-2), or judged by the Adviser to be of comparable
quality. Securities must also meet credit standards applied by the Adviser.
 
  To further enhance the quality and liquidity of the securities in which AMT-
General invests, 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 AMT-General's investments backed by that institution to
lose value and affect AMT-General's share price.
 
  AMT-General 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 AMT-General's net assets. AMT-General may commit up to 15% of
its net assets to the purchase of when-issued securities. The Fund's custodian
will maintain, in a separate account of AMT-General, liquid high-grade debt
securities having value equal to, or greater than, such when-issued securi-
ties. The price of when-issued securities, which is generally expressed in
yield terms, is fixed at the time the commitment to purchase is made, but de-
livery 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 pur-
chase of
 
                                       8
<PAGE>
 
the issue. The value of when-issued securities may fluctuate prior to their
settlement, thereby creating an unrealized gain or loss to AMT-General.
 
  Taxable Investments. The taxable investments in which AMT-General may invest
include obligations of the U.S. Government and its agencies, high quality cer-
tificates of deposit and bankers' acceptances, prime commercial paper, and re-
purchase agreements.
 
  Other Fundamental Investment Policies. To reduce investment risk, AMT-Gen-
eral may not invest more than 25% of its total assets in municipal securities
whose issuers are located in the same state, and AMT-General may not invest
more than 25% of its total assets in municipal securities the interest upon
which is paid from revenues of similar-type projects; AMT-General may not in-
vest more than 5% of its total assets in the securities of any one issuer ex-
cept the U.S. Government, although with respect to 25% of its total assets
AMT-General may invest up to 10% per issuer; and AMT-General 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 AMR, ATR or AMT-General in conjunc-
tion with your brokerage account. These are a $500 minimum initial investment.
 
SUBSEQUENT INVESTMENTS
 
 A. BY CHECK THROUGH HAZLETT, BURT & WATSON, INC.
 
  Mail or deliver your check payable to "Hazlett, Burt & Watson, Inc." for de-
posit into the Fund(s). Please indicate your brokerage account number and the
appropriate Fund on the check.
 
 B. BY SWEEP
 
  Hazlett, Burt & Watson, Inc. has available an automatic "sweep" for the
Funds in the operation of brokerage accounts for its customers. Hazlett, Burt
& Watson, Inc. will, on a daily basis, sweep cash which has come into your
brokerage account from interest and dividends paid on your securities held in
"street" name, as well as sales proceeds, into your money market account.
 
REDEMPTIONS
 
 A. BY TELEPHONE
 
  Instruct Hazlett, Burt & Watson, Inc. to make a withdrawal from your money
market account to purchase securities or to make payment to you with a Haz-
lett, Burt & Watson, Inc. check.
 
 B. BY CHECKWRITING
 
  With this service, you may write checks made payable to any payee in any
amount of $100 or more. Checks cannot be written for more than the principal
balance (not including any accrued dividends) in your money market account.
You must first complete a Signature Card which you can obtain from Hazlett,
Burt & Watson, Inc. There is no separate charge for the checkwriting service.
The checkwriting service enables you to receive the daily dividend declared on
the shares to be redeemed until the day that your check is presented for pay-
ment.
 
 C. BY SWEEP
 
  Hazlett, Burt & Watson, Inc.'s automatic "sweep" also moves money from your
money market account, as needed, to cover securities purchases and other ac-
count charges in your Hazlett, Burt & Watson, Inc.'s brokerage account.
 
                                       9
<PAGE>
 
                            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.
 
  SMALL ACCOUNT CHARGE. The Funds impose service charges upon financial inter-
mediaries to reflect the relatively higher costs of small transactions; these
intermediaries may in turn pass on such charges to affected accounts.
 
  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.
 
  Distributions to you out of tax-exempt interest income earned by AMT-General
are not subject to Federal income tax (other than the AMT), but may be subject
to state or local income taxes. Any exempt-interest dividends derived from in-
terest on municipal securities subject to the AMT will be a specific prefer-
ence item for purposes of the Federal individual and corporate AMT. 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.
 
  MINIMUMS. Each Fund has minimums of $1,000 for initial investments and $500
for actual balances.
 
 
                                      10
<PAGE>
 
  THE ADVISER. Each Fund retains Alliance Capital Management L. P., 1345 Avenue
of the Americas, New York, NY 10105 under separate Advisory Agreements to pro-
vide investment advice and, in general, to supervise its management and invest-
ment program, subject to the general control of the Trustees of each Fund. For
the fiscal year ended June 30, 1996, AMR, ATR and AMT-General each paid the Ad-
viser an advisory fee at an annual rate of .49, .50 and .50 of 1%, respective-
ly, of the average daily value of the respective Portfolio's net assets.
 
  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 average
daily net assets. For the fiscal year ended June 30, 1996, AMR, ATR and AMT-
General each paid the Adviser a distribution services fee at an annual rate of
 .25, .01 and .25 of 1%, respectively, of the average daily value of the net as-
sets of each Portfolio. Substantially all such monies (together with signifi-
cant amounts from the Adviser's own resources) are paid by the Adviser to bro-
ker-dealers and other financial intermediaries for their distribution assis-
tance and to banks and other depository institutions for administrative and ac-
counting 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 legal
conformity should any changes in, or interpretations of, such laws or regula-
tions 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 Compa-
ny, 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. Alliance Government Reserves (not offered by this prospec-
tus) 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 pre-
viously been a Maryland corporation since its formation in December 1978. Alli-
ance Capital Reserves (not offered by this prospectus) and AMR are series of
Alliance Capital Reserves, 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 formation in April 1978. AMT-General is a diversified series of Alli-
ance Municipal Trust, which is also an open-end management investment company
registered under the 1940 Act consisting of such series and six other series
not offered by this prospectus. The Fund was reorganized as a Massachusetts
business trust in April 1985, having previously been a Maryland corporation
since its formation in January 1983. Each Fund's activities 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 Federal 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.
 
  MANAGED ASSETS PLAN ("MAP"). The Funds offer their customers MAP, which is a
special cash management service linked to the Funds. Among various features of
MAP, the shareholder has direct access to his Fund balance (1) with a Visa Gold
Card that is accepted worldwide by participating merchants, banks and automated
teller machines and (2) by MAP checks which can be written for any amount up to
the balance in the account, with no restriction on the number of checks. De-
tails of MAP, including its annual fee, are available by contacting your Ac-
count Executive.
 
 
                                       11
<PAGE>
 
  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.
 
                                      12


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