<PAGE>
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 and Connecticut Portfolios, exempt from
Federal and state income taxes of the respective states) to the extent
consistent with the first two objectives. Alliance Capital Reserves, Alliance
Government Reserves and the General Portfolio of Alliance Municipal Trust are
diversified. The New York, California and Connecticut Portfolios of Alliance
Municipal Trust are non-diversified, and are offered only to residents of each
such respective state. This prospectus sets forth the information about each
Fund that a prospective investor should know before investing. Please retain it
for future reference.
AN INVESTMENT IN A FUND IS (I) NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT; (II) NOT A DEPOSIT OR OBLIGATION OF, OR GUARANTEED OR ENDORSED BY,
ANY BANK; AND (III) NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY. THERE CAN BE NO
ASSURANCE THAT A FUND WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF
$1.00 PER SHARE. THE PORTFOLIOS OF ALLIANCE MUNICIPAL TRUST, EXCEPT FOR THE
GENERAL PORTFOLIO, MAY INVEST A SIGNIFICANT PORTION OF THEIR ASSETS IN THE
SECURITIES OF A SINGLE ISSUER. ACCORDINGLY, AN INVESTMENT IN SUCH PORTFOLIOS
MAY BE RISKIER THAN AN INVESTMENT IN OTHER TYPES OF MONEY MARKET FUNDS.
A "Statement of Additional Information" for each Fund dated October 31, 1997,
which provides a further discussion of certain areas in this prospectus and
other matters which may be of interest to some investors, has been filed with
the Securities and Exchange Commission and is incorporated herein by reference.
A free copy may be obtained by contacting your Account Executive.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.
- --------------------------------------------------------------------------------
CONTENTS
-------
<TABLE>
<S> <C>
Expense Information....................................................... 2
Financial Highlights...................................................... 3
Investment Objectives and Policies........................................ 6
Purchase and Redemption of Shares......................................... 11
Additional Information.................................................... 12
</TABLE>
- --------------------------------------------------------------------------------
[LOGO OF JB OXFORD & COMPANY APPEARS HERE]
PRESENTS...
ALLIANCE CAPITAL RESERVES
ALLIANCE GOVERNMENT RESERVES
ALLIANCE MUNICIPAL TRUST
- GENERAL PORTFOLIO
- CALIFORNIA PORTFOLIO
- CONNECTICUT PORTFOLIO
- NEW YORK PORTFOLIO
PROSPECTUS
October 31, 1997
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, ACR AGR AMT-GEN AMT-NY AMT-CA AMT-CT
after expense reimbursement) --- ---- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Management Fees..................... .46% .47% .50% .50% .50% .50%
12b-1 Fees.......................... .25 .25 .25 .25 .25 .25
Other Expenses...................... .29 .28 .25 .25 .25 .25
---- ---- ---- ---- ---- ----
Total Fund Operating Expenses....... 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
</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 AMT-CT are net of
the contractual reimbursement by the Adviser described in this prospectus. The
expenses of such Portfolio before expense reimbursements, would be: AMT-CT:
Management Fee--.50%, 12b-1 Fees--.25%, Other Expenses--.31% and Total Operat-
ing Expenses--1.06%. THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES; ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE
SHOWN.
2
<PAGE>
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS . FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
The following tables have been audited by McGladrey & Pullen LLP, each of
the Fund's independent auditors, whose unqualified report thereon appears in
each Statement of Additional Information. This information should be read in
conjunction with the financial statements and notes thereto included in each
Fund's Statement of Additional Information.
<TABLE>
<CAPTION>
YEAR ENDED JUNE 30,
ALLIANCE CAPITAL RESERVES ----------------------------------------------------------------------------------------
1997 1996 1995 1994 1993 1992 1991 1990 1989 1988
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of year....... $ 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.... .0452 .0471 .0447 .0255 .0266 .0438 .0662 .0782 .0788 .0625
Net realized gain on
investments............. -0- -0- -0- -0- .0003 .0013 -0- -0- -0- -0-
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
Net increase in net
assets from operations.. .0452 .0471 .0447 .0255 .0269 .0451 .0662 .0782 .0788 .0625
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
LESS: DIVIDENDS AND
DISTRIBUTIONS
Dividends from net
investment income....... (.0452) (.0471) (.0447) (.0255) (.0266) (.0438) (.0662) (.0782) (.0788) (.0625)
Distributions from net
realized gains.......... -0- -0- -0- -0- (.0003) (.0013) -0- -0- -0- -0-
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
Total dividends and
distributions........... (.0452) (.0471) (.0447) (.0255) (.0269) (.0451) (.0662) (.0782) (.0788) (.0625)
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
Net asset value, end of
year.................... $ 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)...... 4.63% 4.82% 4.57% 2.58% 2.73% 4.61% 6.84% 8.14% 8.20% 6.45%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
(in millions)........... $ 5,733 $ 4,804 $ 3,024 $ 2,417 $ 2,112 $ 1,947 $ 1,937 $ 1,891 $ 1,536 $ 1,392
Ratio to average net
assets of:
Expenses, net of waivers
and reimbursements..... 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% .97% .88% .95% .95%
Expenses, before waivers
and reimbursements..... 1.00% 1.00% 1.03% 1.03% 1.00% 1.00% .97% .98% 1.05% 1.05%
Net investment
income(b).............. 4.53% 4.69% 4.51% 2.57% 2.65% 4.37% 6.62% 7.82% 7.87% 6.26%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
ALLIANCE GOVERNMENT YEAR ENDED JUNE 30,
RESERVES -------------------------------------------------------------------------------------
1997 1996 1995 1994 1993 1992 1991 1990 1989 1988
------ ------ ------- ------- ------- ------- ------- ------- ------- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value, begin-
ning of year........... $ 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... .0443 .0461 .0439 .0244 .0256 .0421 .0640 .0765 .0774 .0612
Net realized gain on in-
vestments.............. -0- -0- -0- -0- .0001 -0- -0- .0001 -0- -0-
------ ------ ------- ------- ------- ------- ------- ------- ------- ------
Net increase in net
assets from operations. .0443 .0461 .0439 .0244 .0257 .0421 .0640 .0766 .0774 .0612
------ ------ ------- ------- ------- ------- ------- ------- ------- ------
LESS: DIVIDENDS AND DIS-
TRIBUTIONS
Dividends from net in-
vestment income........ (.0443) (.0461) (.0439) (.0244) (.0256) (.0421) (.0640) (.0765) (.0774) (.0612)
Distributions from net
realized gains......... -0- -0- -0- -0- (.0001) -0- -0- (.0001) -0- -0-
------ ------ ------- ------- ------- ------- ------- ------- ------- ------
Total dividends and dis-
tributions............. (.0443) (.0461) (.0439) (.0244) (.0257) (.0421) (.0640) (.0766) (.0774) (.0612)
------ ------ ------- ------- ------- ------- ------- ------- ------- ------
Net asset value, end of
year................... $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)..... 4.53% 4.72% 4.48% 2.48% 2.60% 4.30% 6.61% 7.96% 8.04% 6.31%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
(in millions).......... $3,762 $3,205 $2,514 $2,061 $1,783 $1,572 $1,070 $584 $522 $315
Ratio to average net as-
sets of:
Expenses, net of waivers
and reimbursements..... 1.00% 1.00% 1.00% 1.00% 1.00% .95% .89% .88% .88% .80%
Expenses, before waivers
and reimbursements..... 1.00% 1.01% 1.05% 1.04% 1.02% .97% .93% .98% .98% .90%
Net investment
income(b).............. 4.44% 4.60% 4.42% 2.46% 2.55% 4.17% 6.28% 7.65% 7.86% 6.13%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Net of expenses reimbursed or waived by the Adviser.
3
<PAGE>
<TABLE>
<CAPTION>
GENERAL PORTFOLIO
ALLIANCE MUNICIPAL TRUST ------------------------------------------------------------------------------------------------
YEAR ENDED
YEAR ENDED JUNE 30, SIX MONTHS DECEMBER 31,
----------------------------------------------------------------- ENDED --------------
1997 1996 1995 1994 1993 1992 1991 1990 JUNE 30, 1989 1988 1987
------ ------ ------ ------ ------ ------ ------ ------ ------------- ------ ------
<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 .029 .028 .018 .020 .034 .046 .055 .030 .047 .041
Net realized and
unrealized loss on
investments........... -0- -0- (.003) -0- -0- -0- -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
Net increase in net
asset value from
operations............ .028 .029 .025 .018 .020 .034 .046 .055 .030 .047 .041
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
ADD: CAPITAL
CONTRIBUTIONS
Capital Contributed by
the Adviser........... -0- -0- .003 -0- -0- -0- -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
LESS: DIVIDENDS
Dividends from net
investment income..... (.028) (.029) (.028) (.018) (.020) (.034) (.046) (.055) (.030) (.047) (.041)
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
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).............. 2.81% 2.93% 2.83%(c) 1.81% 2.05% 3.48% 4.71% 5.65% 6.13%(b) 4.81% 4.18%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
period (in millions).. $980 $1,148 $1,189 $1,134 $1,016 $914 $883 $798 $695 $633 $690
Ratio to average net
assets of:
Expenses, net of
waivers and
reimbursements........ .94% .95% .94% .92% .92% .92% .89% .83% .84%(b) .83% .80%
Expenses, before
waivers and
reimbursements........ .94% .95% .95% .94% .94% .95% .95% .93% .94%(b) .93% .90%
Net investment
income(d)............. 2.76% 2.90% 2.78% 1.80% 2.02% 3.40% 4.57% 5.50% 5.96%(b) 4.69% 4.08%
</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 had no effect on total return.
(d) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
NEW YORK PORTFOLIO
---------------------------------------------------------------------------------------------------------
YEAR ENDED
YEAR ENDED JUNE 30, SIX MONTHS DECEMBER 31,
---------------------------------------------------------------------------- ENDED ------------
1997 1996 1995 1994 1993 1992 1991 1990 JUNE 30, 1989 1988
-------- -------- -------- -------- -------- -------- ------- ------- ------------- ------------
<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............. .027 .028 .028 .018 .019 .034 .042 .051 .027 .041
-------- -------- -------- -------- -------- -------- ------- ------- ------- -------
LESS: DIVIDENDS
Dividends from net
investment income.. (.027) (.028) (.028) (.018) (.019) (.034) (.042) (.051) (.027) (.041)
-------- -------- -------- -------- -------- -------- ------- ------- ------- -------
Net asset value, end
of period.......... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ======== ======== ======= ======= ======= =======
TOTAL RETURNS
Total investment
return based on net
asset value(a)..... 2.77% 2.87% 2.84% 1.77% 1.94% 3.47% 4.32% 5.26% 5.61%(b) 4.14%
RATIOS/SUPPLEMENTAL
DATA
Net assets, end of
period (000's
omitted)........... $355,461 $330,984 $177,254 $162,839 $100,529 $100,476 $71,748 $62,536 $41,910 $41,335
Ratio to average net
assets of:
Expenses, net of
waivers and
reimbursements..... .85% .85% .85% .84% .80% .80% .80% .80% .85%(b) 1.00%
Expenses, before
waivers and
reimbursements..... 1.04% 1.03% 1.03% 1.08% 1.06% 1.12% 1.15% 1.18% 1.35%(b) 1.33%
Net investment
income(c).......... 2.73% 2.82% 2.81% 1.77% 1.91% 3.35% 4.20% 5.13% 5.45%(b) 4.03%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Annualized.
(c) Net of expenses reimbursed or waived by the Adviser.
4
<PAGE>
<TABLE>
<CAPTION>
CALIFORNIA PORTFOLIO
-----------------------------------------------------------------------------------------------------------------
YEAR ENDED JUNE 30, SIX MONTHS JUNE 2, 1988(A)
------------------------------------------------------------------------------ ENDED THROUGH
1997 1996 1995 1994 1993 1992 1991 1990 JUNE 30, 1989 DECEMBER 31, 1988
-------- -------- -------- -------- -------- -------- -------- -------- ------------- -----------------
<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.......... .027 .029 .027 .018 .020 .032 .043 .050 .029 .030
-------- -------- -------- -------- -------- -------- -------- -------- -------- --------
LESS: DIVIDENDS
Dividends from
net investment
income.......... (.027) (.029) (.027) (.018) (.020) (.032) (.043) (.050) (.029) (.030)
-------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Net asset value,
end of period... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ======== ======== ======== ======== ======== ========
TOTAL RETURNS
Total investment
return based on
net asset
value(b)........ 2.76% 2.91% 2.78% 1.83% 2.05% 3.26% 4.43% 5.17% 6.02%(c) 5.20%(c)
RATIOS/SUPPLEMENTAL
DATA
Net assets, end
of period
(000's
omitted)........ $357,148 $297,862 $236,479 $219,673 $156,200 $121,317 $111,957 $104,097 $242,124 $103,390
Ratio to average
net assets of:
Expenses, net of
waivers and
reimbursements.. .93% .93% .93% .93% .93% .95% 1.00% .99% .92%(c) .89%(c)
Expenses, before
waivers and
reimbursements.. .96% .94% 1.01% 1.02% 1.02% 1.05% 1.10% 1.09% 1.02%(c) 1.10%(c)
Net investment
income(d)....... 2.73% 2.86% 2.75% 1.82% 2.01% 3.18% 4.32% 5.03% 5.90%(c) 5.21%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
CONNECTICUT PORTFOLIO
----------------------------------------------------------------------------------
YEAR ENDED JUNE 30, JANUARY 5, 1990(A)
-------------------------------------------------------------- THROUGH
1997 1996 1995 1994 1993 1992 1991 JUNE 30, 1990
-------- ------- ------- ------- ------- ------- ------- ------------------
<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 .028 .028 .017 .020 .033 .045 .026
-------- ------- ------- ------- ------- ------- ------- -------
LESS: DIVIDENDS
Dividends from net
investment income..... (.027) (.028) (.028) (.017) (.020) (.033) (.045) (.026)
-------- ------- ------- ------- ------- ------- ------- -------
Net asset value, end of
period................ $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======= ======= ======= ======= ======= ======= =======
TOTAL RETURNS
Total investment return
based on net asset
value(b).............. 2.76% 2.88% 2.78% 1.71% 2.00% 3.35% 4.57% 5.53%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
period (000's
omitted)............... $102,612 $95,812 $75,991 $57,314 $56,224 $54,751 $48,482 $27,945
Ratio to net assets of:
Expenses, net of
waivers and
reimbursements........ .80% .80% .80% .77% .70% .58% .44% .19%(c)
Expenses, before
waivers and
reimbursements........ 1.10% 1.15% 1.21% 1.21% 1.16% 1.22% 1.16% 1.10%(c)
Net investment
income(d)............. 2.72% 2.84% 2.77% 1.69% 1.97% 3.28% 4.39% 5.39%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
5
<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 divi-
dends for the seven days ended June 30, 1997 amounted to an annualized yield
of 4.72%, equivalent to an effective yield of 4.83%. For AGR dividends for the
seven days ended June 30, 1997 amounted to an annualized yield of 4.62%,
equivalent to an effective yield of 4.73%. Dividends for the General Portfolio
for the seven days ended June 30, 1997 amounted to an annualized yield of
3.20%, equivalent to an effective yield of 3.25%. Dividends for the New York
Portfolio for the seven days ended June 30, 1997, 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 3.00%, equivalent to an effective yield of 3.05%. Dividends
for the California Portfolio for the seven days ended June 30, 1997, after ex-
pense reimbursement, amounted to an annualized yield of 3.08%, equivalent to
an effective yield of 3.13%. Absent expense reimbursement, the annualized
yield for this period would have been 3.05%, equivalent to an effective yield
of 3.10%. Dividends for the Connecticut Portfolio for the seven days ended
June 30, 1997, after expense reimbursement, amounted to an annualized yield of
3.05%, equivalent to an effective yield of 3.10%. Absent expense reimburse-
ment, the annualized yield for this period would have been 2.75%, equivalent
to an effective yield of 2.80%.
- --------------------------------------------------------------------------------
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 pursues its objectives by maintaining a portfolio of high-quality money
market securities all of which at the time of investment have remaining matu-
rities of one year or less, which maturities may extend to 397 days. While the
fundamental policies described above and the other fundamental investment pol-
icies described below may not be changed without shareholder approval, each
Fund may, upon notice to shareholders, but without such approval, change non-
fundamental investment policies or create additional classes of shares in or-
der to establish portfolios which may have different investment objectives.
There can be no assurance that any Fund's objectives will be achieved.
The Funds will comply with Rule 2a-7 under the Investment Company Act of
1940 (the "1940 Act"), as amended from time to time, including the diversifi-
cation, quality and maturity limitations imposed by the Rule. The average ma-
turity of each Fund's portfolio cannot exceed 90 days. A more detailed de-
scription of Rule 2a-7 is set forth in each Fund's Statement of Additional In-
formation. To the extent that each Fund's limitations are more permissive than
Rule 2a-7, each Fund will comply with the more restrictive provisions of the
Rule.
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 ACR may invest; (3) commercial paper, including variable amount mas-
ter demand notes, of prime quality [i.e., rated A-1+ or A-1 by Standard &
Poor's Corporation ("Standard & Poor's") or Prime-1 by Moody's Investors Serv-
ice, Inc. ("Moody's")
6
<PAGE>
or, if not rated, issued by companies having outstanding debt securities rated
AAA or AA by Standard & Poor's, or Aaa or Aa by Moody's] and participation in-
terests 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 deal-
ers" (as designated by the Federal Reserve Bank of New York) in U.S. Govern-
ment securities or State Street Bank and Trust Company, ACR's Custodian, and
would create a loss to ACR 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 qual-
ity dollar-denominated commercial paper issued by foreign companies meeting
the criteria specified in (3) above. The money market securities in which ACR
invests may have variable or floating rates of interest ("variable rate obli-
gations") as permitted by Rule 2a-7 under the 1940 Act. Variable rate obliga-
tions have interest rates which are adjusted either at predesignated periodic
intervals or whenever there is a change in the market rate to which the inter-
est rate of the variable rate obligation is tied. Some variable rate obliga-
tions allow the holder to demand payment of principal at anytime, or at speci-
fied intervals. ACR follows Rule 2a-7 with respect to the diversification,
quality, and maturity of variable rate obligations.
ACR may purchase restricted securities that are determined by the Adviser to
be liquid in accordance with procedures adopted by the Trustees of ACR, in-
cluding securities eligible for resale under Rule 144A under the Securities
Act of 1933 (the "Securities Act") and commercial paper issued in reliance
upon the exemption from registration in Section 4(2) of the Securities Act.
Restricted securities are securities subject to contractual or legal restric-
tions on resale, such as those arising from an issuer's reliance upon certain
exemptions from registration under the Securities Act.
ACR may also invest up to 10% of the value of its net assets in securities
as to which a liquid trading market does not exist, provided such investments
are consistent with ACR's investment objectives. Such securities may include
securities that are not readily marketable, such as certain securities that
are subject to legal or contractual restrictions on resale (other than those
restricted securities determined to be liquid as described above) and repur-
chase agreements not terminable within seven days. As to these securities, ACR
is subject to a risk that should ACR desire to sell them when a ready buyer is
not available at a price ACR deems representative of their value, the value of
ACR's net assets could be adversely affected.
ACR may invest in asset-backed securities that meet its existing diversifi-
cation, quality and maturity criteria. Asset-backed securities are securities
issued by special purpose entities whose primary assets consist of a pool of
loans or accounts receivable. The securities may be in the form of a benefi-
cial interest in a special purpose trust, limited partnership interest, or
commercial paper or other debt securities issued by a special purpose corpora-
tion. Although the securities may have some form of credit or liquidity en-
hancement, payments on the securities depend predominately upon collection of
the loans and receivables held by the issuer. It is ACR's current intention to
limit its investment in such securities to not more than 5% of its net assets.
OTHER FUNDAMENTAL INVESTMENT POLICIES
To maintain portfolio diversification and reduce investment risk, ACR may
not: (1) invest more than 25% of its assets in the securities of issuers con-
ducting their principal business activities in any one industry although there
is no such limitation with respect to U.S. Government securities or certifi-
cates 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 respect to 25% of its total assets it may
invest without regard to such limitation; (3) invest more than 5% of its as-
sets in the securities of any issuer (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. Govern-
ment); (4) borrow money except from banks on a temporary basis or via entering
into reverse repurchase agreements in aggregate amounts not exceeding 15% of
its assets and to facilitate the orderly maturation and sale of portfolio se-
curities during any periods of abnormally heavy redemption requests; (5) mort-
gage, pledge or hypothecate its assets
7
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except to secure such borrowings; or (6) enter into repurchase agreements, if
as a result thereof, more than 10% of ACR's assets would be subject to repur-
chase agreements not terminable within seven days.
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, AGR's Custodian, and would create
a loss to AGR if, in the event of a dealer default, the proceeds from the sale
of the collateral were less than the repurchase price. AGR may commit up to
15% of its net assets to the purchase of when-issued U.S. Government securi-
ties, whose value may fluctuate prior to their settlement, thereby creating an
unrealized gain or loss to AGR. The money market securities in which AGR may
invest may have variable or floating rates of interest ("variable rate obliga-
tions") as permitted by Rule 2a-7 under the 1940 Act. Variable rate obliga-
tions have interest rates which are adjusted either at predesignated periodic
intervals or whenever there is a change in the market rate to which the inter-
est rate of the variable rate obligation is tied. Some variable rate obliga-
tions allow the holder to demand payment of principal at any time, or at spec-
ified intervals. AGR follows Rule 2a-7 with respect to the diversification,
quality and maturity of variable rate obligations.
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 aggregate amounts not exceeding 10% of
its assets and to be used exclusively to facilitate 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 AGR will not purchase any investment while any such borrowings
exist; (2) pledge, hypothecate or in any manner transfer, as security for in-
debtedness, its assets except to secure such borrowings; or (3) enter into re-
purchase agreements if, as a result thereof, more than 10% of its assets would
be subject to repurchase agreements not terminable within seven days.
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 1996, 100% of the income of each Portfolio
was exempt from Federal income taxes).
The General Portfolio seeks maximum current income that is exempt from Fed-
eral income taxes by investing principally in a diversified portfolio of high
quality municipal securities. Such income may be subject to state or local in-
come taxes.
The New York Portfolio seeks maximum current income that is exempt from Fed-
eral, New York state and New York City personal income taxes by investing, as
a matter of fundamental policy, not less than 65% of its total assets in a
portfolio of high quality municipal securities issued by New York state or its
political subdivisions.
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
8
<PAGE>
portfolio of high quality municipal securities issued by the State of Califor-
nia or its political 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.
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 and Connecticut
Portfolios should consider the greater risk of the concentration of such Port-
folios versus the safety that comes with less concentrated investments and
should compare yields available on portfolios of the relevant state's issues
with those of more diversified portfolios, including other states' issues, be-
fore 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 Addi-
tional Information for a more detailed discussion of the financial condition
of New York, California and Connecticut.
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 credit of Federal Deposit
Insurance Corporation member banks having total assets of more than $1 bil-
lion. Each Portfolio will comply with Rule 2a-7 with respect to its invest-
ments in variable rate obligations supported by letters of credit.
Each Portfolios' municipal securities at the time of purchase are rated
within the two highest quality ratings of Moody's Investors Service, Inc. (Aaa
and Aa, MIG 1 and MIG 2, or VMIG 1 and VMIG 2) or Standard & Poor's Corpora-
tion (AAA and AA or SP-1 and SP-2), or judged by the Adviser to be of compara-
ble quality. Securities must also meet credit standards applied by the
Adviser.
To further enhance the quality and liquidity of the securities in which the
Portfolios invest, such securities frequently are supported by credit and li-
quidity enhancements, such as letters of credit, from third party financial
institutions. The Adviser continuously monitors the credit quality of such
third parties; however, changes in the credit quality of such a financial in-
stitution could cause a Portfolio's investments backed by that institution to
lose value and affect a Portfolio's share price.
9
<PAGE>
A Portfolio also may invest in stand-by commitments, which may involve cer-
tain expenses and risks, but such commitments are not expected to comprise
more than 5% of any Portfolio's net assets. A Portfolio may commit up to 15%
of its net assets to the purchase of when-issued securities. The Fund's custo-
dian will maintain, in a separate account of the respective Portfolio, liquid
high-grade debt securities having value equal to, or greater than, such when-
issued securities. The price of when-issued securities, which is generally ex-
pressed in yield terms, is fixed at the time the commitment to purchase is
made, but delivery and payment for such securities takes place at a later
time. Normally the settlement date occurs from within ten days to one month
after the purchase of the issue. The value of when-issued securities may fluc-
tuate prior to their settlement, thereby creating an unrealized gain or loss
to a Portfolio.
Taxable Investments. The taxable investments in which each Portfolio may in-
vest include obligations of the U.S. Government and its agencies, high quality
certificates of deposit and bankers' acceptances, prime commercial paper, and
repurchase agreements.
Other Investment Policies. No Portfolio of the Fund will invest more than
10% of its net assets in illiquid securities. As to these securities, a Port-
folio is subject to a risk that should the Portfolio desire to sell them when
a ready buyer is not available at a price the Portfolio deems representative
of their value, the value of the Portfolio's net assets could be adversely af-
fected. Illiquid securities may include securities that are not readily mar-
ketable.
The following investment policies are fundamental policies with respect to
each applicable Portfolio. To reduce investment risk, the General 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 assets the Gen-
eral Portfolio may invest up to 10% per issuer, and (ii) the New York, Cali-
fornia and Connecticut Portfolios may invest 50% of their respective total as-
sets in as few as four issuers (but no more than 25% of total 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.
10
<PAGE>
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PURCHASE AND REDEMPTION OF SHARES
- --------------------------------------------------------------------------------
For more information on the purchase and redemption of each Fund's shares,
see such Fund's Statement of Additional Information.
The Funds offer a variety of shareholder services. For more information
about these services, please call your Account Executive.
PURCHASE OF SHARES
OPENING ACCOUNTS
Instruct your Account Executive to use ACR, AGR, AMT-General, AMT-NY, AMT-CA
or AMT-CT in conjunction with your brokerage account. The minimum to open an
account in ACR is $15,000. The minimum to open an account in AGR, AMT-General,
AMT-NY, AMT-CA and AMT-CT 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. If your account is in AGR, AMT-General,
AMT-NY, AMT-CA or AMT-CT, balances of $100 or more will sweep on a daily basis.
REDEMPTIONS
A. BY CHECKWRITING
With this service, you may write checks made payable to any payee. Checks
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. The checkwriting service en-
ables 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.
11
<PAGE>
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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 (amortized cost value is
used for this purpose) and any cash or other assets, subtracting 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 as your telephone redemption request, make sure that your
request will be received by the Fund prior to 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 respon-
sible for the authenticity of telephone requests to purchase or sell shares.
The Funds will employ reasonable procedures in order to verify that telephone
requests are genuine and could be liable for losses arising from unauthorized
transactions if it failed to do so. Selected dealers or agents may charge a
commission for handling telephone requests for redemptions.
Redemption proceeds are normally wired or mailed either the same or the next
business day, but in no event later than seven days, unless redemptions have
been suspended or postponed due to the determination of an "emergency" by the
Securities and Exchange Commission or to certain other unusual conditions.
DAILY DIVIDENDS, OTHER DISTRIBUTIONS, TAXES. All net income of each Fund is
determined each business day at 4:00 p.m. (New York time) and is paid immedi-
ately thereafter pro rata to shareholders of that Fund of record via automatic
investment in additional full and fractional shares of that Fund in each share-
holder's account. As such additional shares are entitled to dividends on fol-
lowing 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 each Portfo-
lio 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 per-
sonal income taxes. Distributions to residents of California out of income
earned by the California Portfolio from California municipal securities are ex-
empt from California personal income taxes. Distributions to individuals who
are residents of Connecticut out of income earned by the Connecticut Portfolio
from Connecticut municipal securities are exempt from Connecticut personal in-
come taxes. Distributions out of taxable interest income, other investment in-
come, 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 cap-
ital gains irrespective of the length of
12
<PAGE>
time you may have held your shares. Distributions of short and long-term capi-
tal 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 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 in-
vestment program, subject to the general control of the Trustees of each Fund.
For the fiscal year ended June 30, 1997, ACR, AGR, AMT-General, AMT-NY, AMT-CA
and AMT-CT each paid the Adviser an advisory fee at an annual rate of .47,
.48, .50, .41, .50 and .30 of 1%, respectively, of the average daily value of
the respective Portfolio's net assets.
The Adviser is a leading international investment manager, supervising client
accounts with assets as of September 30, 1997 totaling more than $217 billion
(of which more than $81 billion represented the assets of investment compa-
nies). The Adviser's clients are primarily major corporate employee benefit
plans, public employee retirement plans, insurance companies, banks, founda-
tions and endowment funds. The 54 registered investment companies managed by
the Adviser comprising 116 separate investment portfolios currently have over
two million shareholders. As of September 30, 1997, the Adviser was retained
as an investment manager of employee benefit fund assets for 28 of the Fortune
100 companies.
Alliance Capital Management Corporation, the sole general partner of, and the
owner of a 1% general partnership interest in, the Adviser, is an indirect
wholly-owned subsidiary of The Equitable Life Assurance Society of the United
States, one of the largest life insurance companies in the United States,
which is a wholly-owned subsidiary of The Equitable Companies Incorporated, a
holding company controlled by AXA, a French insurance holding company. Certain
information concerning the ownership and control of Equitable by AXA is set
forth in each Fund's Statement of Additional Information under "Management of
the Fund."
Under a Distribution Services Agreement (the "Agreement"), each Fund pays
the Adviser at a maximum annual rate of .25 of 1% of the Fund's aggregate av-
erage daily net assets. For the period ended June 30, 1997, ACR, AGR, AMT-Gen-
eral, AMT-NY, AMT-CA and AMT-CT each paid the Adviser a distribution services
fee at an annual rate of .25, .25, .25, .15, .22 and .15 of 1%, respectively,
of the average daily value of the net assets of each Portfolio. 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 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. The transfer agent
charges a fee for its services.
FUND ORGANIZATION. AGR and Alliance Treasury Reserves (not offered by this
prospectus) 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. ACR
and Alliance Money Reserves (not offered by this prospectus) are series of Al-
liance Capital
13
<PAGE>
Reserves, a diversified open-end management investment company registered un-
der the 1940 Act. The Fund was reorganized as a Massachusetts business trust
in October 1984, having previously been a Maryland corporation since its for-
mation in April 1978. AMT-General is a diversified, and AMT-NY, AMT-CA and
AMT-CT are non-diversified series of Alliance Municipal Trust, which is also
an open-end management investment company registered under the 1940 Act con-
sisting of such series and four other series not offered by this prospectus.
The Fund was reorganized as a Massachusetts business trust in April 1985, hav-
ing 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.
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.
14
