This is filed pursuant to Rule 497(e).
File Nos.: 002-63315 and 811-02889
- --------------------------------------------------------------------------------
Yields
For current recorded yield information on the Funds, call toll-free: (800)
221-9513
- --------------------------------------------------------------------------------
The Funds are open-end management investment companies with investment
objectives of safety, liquidity and maximum current income (in the case of
Alliance Municipal Trust-General, exempt from Federal income taxes and, in the
case of the New York, California, Connecticut, New Jersey, Virginia, Florida and
Massachusetts Portfolios, exempt from Federal and state income taxes of the
respective states) to the extent consistent with the first two objectives.
Alliance Capital Reserves, Alliance Government Reserves, Alliance Treasury
Reserves and the General Portfolio of Alliance Municipal Trust are diversified.
The New York, California, Connecticut, New Jersey, Virginia, Florida and
Massachusetts 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 30,
1998, 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
Expense Information ....................................................... 2
Financial Highlights ...................................................... 3
Investment Objectives and Policies ........................................ 8
Purchase and Redemption of Shares ......................................... 14
Additional Information .................................................... 14
- --------------------------------------------------------------------------------
<PAGE>
THE MILLENNIUM PLUS ACCOUNT
presented by...
featuring...
Alliance Capital Reserves
Alliance Government Reserves
Alliance Treasury Reserves
Alliance Municipal Trust-
General Portfolio
California Portfolio
Connecticut Portfolio
Florida Portfolio
Massachusetts Portfolio
New Jersey Portfolio
New York Portfolio
Virginia Portfolio
Prospectus
October 30, 1998
ACCOUNTS CARRIED AND CLEARED BY
ROBB PECK McCOOEY Clearing Corporation
MEMBER NEW YORK STOCK EXCHANGE
<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 reimbursement) ACR AGR ATR AMT-Gen AMT-NY AMT-CA AMT-CT AMT-NJ AMT-VA AMT-FL AMT-MA
---- ---- ---- ------- ------ ------ ------ ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Management Fees ................. .46% .46% .49% .50% .50% .50% .50% .50% .50% .50% .50%
12b-1 Fees ...................... .25 .25 .25 .25 .25 .25 .25 .25 .25 .25 .25
Other Expenses .................. .29 .29 .26 .25 .25 .25 .25 .25 .25 .25 .25
---- ---- ---- ---- ---- ---- ---- ---- ---- ---- ----
Total Fund Operating Expenses .. 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 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):
1 Year 3 Years 5 Years 10 Years
------- ------- ------- --------
ACR ..................... $10 $32 $55 $122
AGR ..................... $10 $32 $55 $122
ATR ..................... $10 $32 $55 $122
AMT--General ............ $10 $32 $55 $122
AMT--New York ........... $10 $32 $55 $122
AMT--California ......... $10 $32 $55 $122
AMT--Connecticut ........ $10 $32 $55 $122
AMT--New Jersey ......... $10 $32 $55 $122
AMT--Virginia ........... $10 $32 $55 $122
AMT--Florida ............ $10 $32 $55 $122
AMT--Massachusetts ...... $10 $32 $55 $122
The purpose of the foregoing table is to assist the investor in
understanding the various costs and expenses that an investor in the Fund will
bear directly and indirectly. The expenses listed in the table for AGR, ATR,
AMT-NY, AMT-CT, AMT-NJ, AMT-VA, AMT-FL and AMT-MA are net of the contractual
reimbursement by the Adviser described in this prospectus. The expenses of such
Portfolios, before expense reimbursements, would be: AGR:Management Fees--.47%,
12b-1 Fees--.25%, Other Expenses--.29% and Total Operating Expenses--1.01%;
ATR:Management Fees--.50%, 12b-1 Fees--.25%, Other Expenses--.26% and Total
Operating Expenses--1.01%; AMT-NY:Management Fees.--.50%, 12b-1 Fees--.25%,
Other Expenses--.26% and Total Operating Expenses--1.01%; AMT-CT: Management
Fee--.50%, 12b-1 Fees--.25%, Other Expenses--.31% and Total Operating
Expenses--1.06%; AMT-NJ: Management Fee--.50%, 12b-1 Fees--.25%, Other
Expenses--.32% and Total Operating Expenses--1.07%; AMT-VA: Management
Fee--.50%, 12b-1 Fees-.25%, Other Expenses--.28% and Total Operating
Expenses--1.03%; AMT-FL: Management Fee--.50%, 12b-1 Fees-.25%, Other
Expenses--.31% and Total Operating Expenses--1.06%; and AMT-MA: Management
Fees--.50%, 12b-1 Fees--.25%, Other Expenses--.62% and Total Operating
Expenses--1.37%. 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 o For a share outstanding throughout each period (audited)
- --------------------------------------------------------------------------------
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.
Alliance Capital Reserves
<TABLE>
<CAPTION>
Year Ended June 30,
----------------------------------------------------------------------------------------
1998 1997 1996 1995 1994 1993 1992 1991 1990 1989
------- ------- ------- ------- ------- ------- ------- ------- -------- -------
<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 .................. .0471 .0452 .0471 .0447 .0255 .0266 .0438 .0662 .0782 .0788
Net realized gain on investments ....... -0- -0- -0- -0- -0- .0003 .0013 -0- -0- -0-
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
Net increase in net assets from
operations ........................... .0471 .0452 .0471 .0447 .0255 .0269 .0451 .0662 .0782 .0788
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
Less: Dividends and Distributions
Dividends from net investment income ... (.0471) (.0452) (.0471) (.0447) (.0255) (.0266) (.0438) (.0662) (.0782) (.0788)
Distributions from net realized gains .. -0- -0- -0- -0- -0- (.0003) (.0013) -0- -0- -0-
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
Total dividends and distributions ...... (.0471) (.0452) (.0471) (.0447) (.0255) (.0269) (.0451) (.0662) (.0782) (.0788)
------- ------- ------- ------- ------- ------- ------- ------- ------- -------
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 Return
Total investment return based on
net asset value(a) ................... 4.83% 4.63 4.82% 4.57% 2.58% 2.73% 4.61% 6.84% 8.14% 8.20%
Ratios/Supplemental Data
Net assets, end of year (in millions) .. $ 8,015 $ 5,733 $ 4,804 $ 3,024 $ 2,417 $ 2,112 $ 1,947 $ 1,937 $ 1,891 $ 1,536
Ratio to average net assets of:
Expenses, net of waivers and
reimbursements .................... 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% .97% .88% .95%
Expenses, before waivers and
reimbursements .................... 1.00% 1.00% 1.00% 1.03% 1.03% 1.00% 1.00% .97% .98% 1.05%
Net investment income(b) ............ 4.71% 4.53% 4.69% 4.51% 2.57% 2.65% 4.37% 6.62% 7.82% 7.87%
</TABLE>
- ----------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Net of expenses reimbursed or waived by the Adviser.
Alliance Government Reserves
<TABLE>
<CAPTION>
Year Ended June 30,
-------------------------------------------------------------------
1998 1997 1996 1995 1994
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of year .................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from Investment Operations
Net investment income(b) ............................ .0463(b) .0443 .0461(b) .0439(b) .0244(b)
Net realized gain on investments .................... -0- -0- -0- -0- -0-
-------- -------- -------- -------- --------
Net increase in net assets from operations .......... .0463 .0443 .0461 .0439 .0244
-------- -------- -------- -------- --------
Less: Dividends and Distributions
Dividends from net investment income ................ (.0463) (.0443) (.0461) (.0439) (.0244)
Distributions from net realized gains ............... -0- -0- -0- -0- -0-
-------- -------- -------- -------- --------
Total dividends and distributions ................... (.0463) (.0443) (.0461) (.0439) (.0244)
-------- -------- -------- -------- --------
Net asset value, end of year ........................ $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return
Total investment return based on net asset value(a).. 4.74% 4.53% 4.72% 4.48% 2.48%
Ratios/Supplemental Data
Net assets, end of year (in millions) ............... $ 4,909 $ 3,762 $ 3,205 $ 2,514 $ 2,061
Ratio to average net assets of:
Expenses, net of waivers and reimbursements ...... 1.00% 1.00% 1.00% 1.00% 1.00%
Expenses, before waivers and reimbursements ...... 1.01% 1.00% 1.01% 1.05% 1.04%
Net investment income(b) ......................... 4.63%(b) 4.44% 4.60%(b) 4.42%(b) 2.46%(b)
<CAPTION>
Year Ended June 30,
---------------------------------------------------------------
1993 1992 1991 1990 1989
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of year .................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from Investment Operations
Net investment income(b) ............................ .0256(b) .0421 .0640 .0765 .0774
Net realized gain on investments .................... .0001 -0- -0- .0001 -0-
-------- -------- -------- -------- --------
Net increase in net assets from operations .......... .0257 .0421 .0640 .0766 .0774
-------- -------- -------- -------- --------
Less: Dividends and Distributions
Dividends from net investment income ................ (.0256) (.0421) (.0640) (.0765) (.0774)
Distributions from net realized gains ............... (.0001) -0- -0- (.0001) -0-
-------- -------- -------- -------- --------
Total dividends and distributions ................... (.0257) (.0421) (.0640) (.0766) (.0774)
-------- -------- -------- -------- --------
Net asset value, end of year ........................ $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return
Total investment return based on net asset value(a).. 2.60% 4.30% 6.61% 7.96% 8.04%
Ratios/Supplemental Data
Net assets, end of year (in millions) ............... $ 1,783 $ 1,572 $ 1,070 $ 584 $ 522
Ratio to average net assets of:
Expenses, net of waivers and reimbursements ...... 1.00% .95% .89% .88% .88%
Expenses, before waivers and reimbursements ...... 1.02% .97% .93% .98% .98%
Net investment income(b) ......................... 2.55%(b) 4.17% 6.28% 7.65% 7.86%
</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>
Alliance Treasury Reserves
<TABLE>
<CAPTION>
September 1,
1993(a)
Year Ended June 30, through
-------------------------------------------------- June 30,
1998 1997 1996 1995 1994
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from Investment Operations
Net investment income (b) ............................ .0453 .0443 .0466 .0460 0.260
-------- -------- -------- -------- --------
Less: Dividends
Dividends from net investment income ................. (.0453) (.0443) (.0466) (.0460) (.0260)
-------- -------- -------- -------- --------
Net asset value, end of period ....................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return
Total investment return based on net asset value (c).. 4.63% 4.53% 4.77% 4.71% 3.18%(d)
Ratios/Supplemental Data
Net assets, end of year (in thousands) ............... $740,056 $704,084 $700,558 $493,702 $ 80,720
Ratio to average net assets of:
Expenses, net of waivers and reimbursements ....... .95% .85% .81% .69% .28%(d)
Expenses, before waivers and reimbursements ....... 1.01% 1.00% 1.05% 1.05% 1.28%(d)
Net investment income(b) .......................... 4.53% 4.43% 4.64% 4.86% 3.24%(d)
</TABLE>
- ----------
(a) Commencement of operations.
(b) Net of expenses reimbursed or waived by the Adviser.
(c) 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.
(d) Annualized.
Alliance Municipal Trust
<TABLE>
<CAPTION>
General Portfolio
----------------------------------------------------------------------------
Year Ended June 30,
----------------------------------------------------------------------------
1998 1997 1996 1995 1994 1993
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period ............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------- ------- ------- ------- ------- -------
Income from Investment Operations
Net investment income ............................ .028 .028 .029 .028(d) .018(d) .020(d)
Net realized and unrealized loss on investments .. -0- -0- -0- (.003) -0- -0-
------- ------- ------- ------- ------- -------
Net increase in net asset value from operations .. .028 .028 .029 .025 .018 .020
------- ------- ------- ------- ------- -------
Add: Capital Contributions
Capital Contributed by the Adviser ............... -0- -0- -0- .003 -0- -0-
------- ------- ------- ------- ------- -------
Less: Dividends
Dividends from net investment income ............. (.028) (.028) (.029) (.028) (.018) (.020)
------- ------- ------- ------- ------- -------
Net asset value, end of period ................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======= ======= ======= ======= ======= =======
Total Return
Total investment return based on net asset
value (a) ..................................... 2.85% 2.81% 2..93% 2.83%(c) 1.81% 2.05%
Ratios/Supplemental Data
Net assets, end of period (in millions) .......... $ 1,196 $ 980 $ 1,148 $ 1,189 $ 1,134 $ 1,016
Ratio to average net assets of:
Expenses, net of waivers and reimbursements ... .98% .94% .95% .94% .92% .92%
Expenses, before waivers and reimbursements ... .98% .94% .95% .95% .94% .94%
Net investment income (d) ..................... 2.81% 2.76% 2.90% 2.78% 1.80% 2.02%
<CAPTION>
General Portfolio
--------------------------------------------------------------
Six Months Year
Year Ended June 30, Ended Ended
--------------------------------- June 30, Dec. 31,
1992 1991 1990 1989 1988
------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------- ------- ------- ------- -------
Income from Investment Operations
Net investment income ............................ .034 .046 .055 .030 .047
Net realized and unrealized loss on investments .. -0- -0- -0- -0- -0-
------- ------- ------- ------- -------
Net increase in net asset value from operations .. .034 .046 .055 .030 .047
------- ------- ------- ------- -------
Add: Capital Contributions
Capital Contributed by the Adviser ............... -0- -0- -0- -0- -0-
------- ------- ------- ------- -------
Less: Dividends
Dividends from net investment income ............. (.034) (.046) (.055) (.030) (.047)
------- ------- ------- ------- -------
Net asset value, end of period ................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======= ======= ======= ======= =======
Total Return
Total investment return based on net asset
value (a) ..................................... 3.48% 4.71% 5.65% 6.13%(b) 4.81%
Ratios/Supplemental Data
Net assets, end of period (in millions) .......... $ 914 $ 883 $ 798 $ 695 $ 633
Ratio to average net assets of:
Expenses, net of waivers and reimbursements ... .92% .89% .83% .84%(b) .83%
Expenses, before waivers and reimbursements ... .95% .95% .93% .94%(b) .93%
Net investment income (d) ..................... 3.40% 4.57% 5.50% 5.96%(b) 4.69%
</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.
4
<PAGE>
<TABLE>
<CAPTION>
New York Portfolio
------------------------------------------------------------------------------
Year Ended June 30,
------------------------------------------------------------------------------
1998 1997 1996 1995 1994 1993
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period ...... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- -------- --------
Income from Investment Operations
Net investment income(a) .................. .027 .027 .028 .028 .018 .019
-------- -------- -------- -------- -------- --------
Less: Dividends
Dividends from net investment income ...... (.027) (.027) (.028) (.028) (.018) (.019)
-------- -------- -------- -------- -------- --------
Net asset value, end of period ............ $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ======== ========
Total Return
Total investment return based on
net asset value(b) ..................... 2.74% 2.77% 2.87% 2.84% 1.77% 1.94%
Ratios/Supplemental Data
Net assets, end of period (000's omitted).. $520,562 $355,461 $330,984 $177,254 $162,839 $100,529
Ratio to average net assets of:
Expenses, net of waivers and
reimbursements ....................... .93% .85% .85% .85% .84% .80%
Expenses, before waivers and
reimbursements ....................... 1.01% 1.04% 1.03% 1.03% 1.08% 1.06%
Net investment income(a) ............... 2.69% 2.73% 2.82% 2.81% 1.77% 1.91%
<CAPTION>
New York Portfolio
-------------------------------------------------------------------
Six
Months Year
Year Ended June 30, Ended Ended
------------------------------------ June 30, Dec. 31,
1992 1991 1990 1989 1988
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ...... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from Investment Operations
Net investment income(a) .................. .034 .042 .051 .027 .041
-------- -------- -------- -------- --------
Less: Dividends
Dividends from net investment income ...... (.034) (.042) (.051) (.027) (.041)
-------- -------- -------- -------- --------
Net asset value, end of period ............ $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return
Total investment return based on
net asset value(b) ..................... 3.47% 4.32% 5.26% 5.61%(c) 4.14%
Ratios/Supplemental Data
Net assets, end of period (000's omitted).. $100,476 $ 71,748 $ 62,536 $ 41,910 $ 41,335
Ratio to average net assets of:
Expenses, net of waivers and
reimbursements ....................... .80% .80% .80% .85%(c) 1.00%
Expenses, before waivers and
reimbursements ....................... 1.12% 1.15% 1.18% 1.35%(c) 1.33%
Net investment income(a) ............... 3.35% 4.20% 5.13% 5.45%(c) 4.03%
</TABLE>
- ----------
(a) Net of expenses reimbursed or waived by the Adviser.
(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.
<TABLE>
<CAPTION>
California Portfolio
----------------------------------------------------------------
Year Ended June 30,
----------------------------------------------------------------
1998 1997 1996 1995 1994
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ....... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from Investment Operations
Net investment income(b) ................... .027 .027 .029 .027 .018
-------- -------- -------- -------- --------
Less: Dividends
Dividends from net investment income ....... (.027) (.027) (.029) (.027) (.018)
-------- -------- -------- -------- --------
Net asset value, end of period ............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return
Total investment return based on
net asset value (c) ..................... 2.74% 2.76% 2.91% 2.78% 1.83%
Ratios/Supplemental Data
Net assets, end of period (000's omitted) .. $422,464 $357,148 $297,862 $236,479 $219,673
Ratio to average net assets of:
Expenses, net of waivers and
reimbursements ........................ .96% .93% .93% .93% .93%
Expenses, before waivers and
reimbursements ........................ .97% .96% .94% 1.01% 1.02%
Net investment income(b) ................ 2.71% 2.73% 2.86% 2.75% 1.82%
<CAPTION>
California Portfolio
---------------------------------------------------------------------------------
Six June 2,
Months 1988(a)
Year Ended June 30, Ended through
-------------------------------------------------- June 30, Dec. 31,
1993 1992 1991 1990 1989 1988
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period ....... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- -------- --------
Income from Investment Operations
Net investment income(b) ................... .020 .032 .043 .050 .029 .030
-------- -------- -------- -------- -------- --------
Less: Dividends
Dividends from net investment income ....... (.020) (.032) (.043) (.050) (.029) (.030)
-------- -------- -------- -------- -------- --------
Net asset value, end of period ............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ======== ========
Total Return
Total investment return based on
net asset value (c) ..................... 2.05% 3.26% 4.43% 5.17% 6.02%(d) 5.20%(d)
Ratios/Supplemental Data
Net assets, end of period (000's omitted) .. $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% .95% 1.00% .99% .92%(d) .89%(d)
Expenses, before waivers and
reimbursements ........................ 1.02% 1.05% 1.10% 1.09% 1.02%(d) 1.10%(d)
Net investment income(b) ................ 2.01% 3.18% 4.32% 5.03% 5.90%(d) 5.21%(d)
</TABLE>
- ----------
(a) Commencement of operations.
(b) Net of expenses reimbursed or waived by the Adviser.
(c) 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.
(d) Annualized.
5
<PAGE>
<TABLE>
<CAPTION>
Connecticut Portfolio
----------------------------------------------------------------
Year Ended June 30,
----------------------------------------------------------------
1998 1997 1996 1995 1994
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ....... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from Investment Operations
Net investment income(b) ................... .027 .027 .028 .028 .017
-------- -------- -------- -------- --------
Less: Dividends
Dividends from net investment income ....... (.027) (.027) (.028) (.028) (.017)
-------- -------- -------- -------- --------
Net asset value, end of period ............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return
Total investment return based on
net asset value(c) ...................... 2.75% 2.76% 2.88% 2.78% 1.71%
Ratios/Supplemental Data
Net assets, end of period (000's omitted) .. $124,107 $102,612 $ 95,812 $ 75,991 $ 57,314
Ratio to net assets of:
Expenses, net of waivers and
reimbursements ........................ .93% .80% .80% .80% .77%
Expenses, before waivers and
reimbursements ........................ 1.06% 1.10% 1.15% 1.21% 1.21%
Net investment income(b) ................ 2.69% 2.72% 2.84% 2.77% 1.69%
<CAPTION>
Connecticut Portfolio
--------------------------------------------------
January 5,
1990(a)
Year Ended June 30, through
------------------------------------ June 30,
1993 1992 1991 1990
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net asset value, beginning of period ....... $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- --------
Income from Investment Operations
Net investment income(b) ................... .020 .033 .045 .026
-------- -------- -------- --------
Less: Dividends
Dividends from net investment income ....... (.020) (.033) (.045) (.026)
-------- -------- -------- --------
Net asset value, end of period ............. $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ========
Total Return
Total investment return based on
net asset value(c) ...................... 2.00% 3.35% 4.57% 5.53%(d)
Ratios/Supplemental Data
Net assets, end of period (000's omitted) .. $ 56,224 $ 54,751 $ 48,482 $ 27,945
Ratio to net assets of:
Expenses, net of waivers and
reimbursements ........................ .70% .58% .44% .19%(d)
Expenses, before waivers and
reimbursements ........................ 1.16% 1.22% 1.16% 1.10%(d)
Net investment income(b) ................ 1.97% 3.28% 4.39% 5.39%(d)
</TABLE>
- ----------
(a) Commencement of operations.
(b) Net of expenses reimbursed or waived by the Adviser.
(c) 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.
(d) Annualized.
<TABLE>
<CAPTION>
New Jersey Portfolio
----------------------------------------------------------------
February 7,
1994 (a)
Year Ended June 30, through
-------------------------------------------------- June 30,
1998 1997 1996 1995 1994
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ....... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from Investment Operations
Net investment income(b) ................... .026 .027 .028 .029 .008
-------- -------- -------- -------- --------
Less: Dividends
Dividends from net investment income ....... (.026) (.027) (.028) (.029) (.008)
-------- -------- -------- -------- --------
Net asset value, end of period ............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return
Total investment return based on
net asset value(c) ...................... 2.67% 2.72% 2.89% 2.93% 2.08%(d)
Ratios/Supplemental Data
Net assets, end of period (000's omitted) .. $151,617 $123,579 $ 98,098 $ 74,133 $ 36,909
Ratio to average net assets of:
Expenses, net of waivers and
reimbursements ........................ .94% .85% .82% .74% .70%(d)
Expenses, before waivers and
reimbursements ........................ 1.07% 1.12% 1.19% 1.29% 1.93%(d)
Net investment income(b) ................ 2.63% 2.68% 2.84% 2.98% 2.07%(d)
</TABLE>
- ----------
(a) Commencement of operations.
(b) Net of expenses reimbursed or waived by the Adviser.
(c) 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.
(d) Annualized.
6
<PAGE>
<TABLE>
<CAPTION>
Virginia Portfolio
--------------------------------------------------
October 25,
1994(a)
Year Ended June 30, through
------------------------------------ June 30,
1998 1997 1996 1995
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net asset value, beginning of period ................. $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- --------
Income from Investment Operations
Net investment income(b) ............................. .029 .028 .029 .023
-------- -------- -------- --------
Less: Dividends
Dividends from net investment income ................. (.029) (.028) (.029) (.023)
-------- -------- -------- --------
Net asset value, end of period ....................... $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ========
Total Return
Total investment return based on net asset value(c) .. 2.90% 2.83% 2.97% 3.48%(d)
Ratios/Supplemental Data
Net assets, end of period (000's omitted) ............ $123,822 $ 78,775 $ 89,557 $ 66,921
Ratio to average net assets of:
Expenses, net of waivers and reimbursements ....... .93% .80% .78% .44%(d)
Expenses, before waivers and reimbursements ....... 1.03% 1.15% 1.15% 1.30%(d)
Net investment income(b) .......................... 2.86% 2.78% 2.91% 3.48%(d)
</TABLE>
- ----------
(a) Commencement of operations.
(b) Net of expenses reimbursed or waived by the Adviser.
(c) 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.
(d) Annualized.
<TABLE>
<CAPTION>
Florida Portfolio
------------------------------------
July 28,
Year Ended 1995(a)
June 30, through
---------------------- June 30,
1998 1997 1996
-------- -------- --------
<S> <C> <C> <C>
Net asset value, beginning of period ................ $ 1.00 $ 1.00 $ 1.00
-------- -------- --------
Income from Investment Operations
Net investment income(b) ............................ .028 .030 .030
-------- -------- --------
Less: Dividends
Dividends from net investment income ................ (.028) (.030) (.030)
-------- -------- --------
Net asset value, end of period ...................... $ 1.00 $ 1.00 $ 1.00
======== ======== ========
Total Return
Total investment return based on net asset value(c).. 2.87% 3.03% 3.32%(d)
Ratios/Supplemental Data
Net assets, end of period (000's omitted) ........... $113,095 $ 89,149 $ 91,179
Ratio to average net assets of:
Expenses, net of waivers and reimbursements ...... .93% .65% .58%(d)
Expenses, before waivers and reimbursements ...... 1.06% 1.10% 1.24%(d)
Net investment income(b) ......................... 2.82% 2.97% 3.12%(d)
</TABLE>
- ----------
(a) Commencement of operations.
(b) Net of expenses reimbursed or waived by the Adviser.
(c) 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.
(d) Annualized.
7
<PAGE>
<TABLE>
<CAPTION>
Massachusetts Portfolio
-----------------------
April 17,
Year 1997(a)
Ended through
June 30, June 30,
1998 1997
-------- --------
<S> <C> <C>
Net asset value, beginning of period ....................... $ 1.00 $ 1.00
-------- --------
Income from Investment Operations
Net investment income(b) ................................... .028 .007
-------- --------
Less: Dividends
Dividends from net investment income ....................... (.028) (.007)
-------- --------
Net asset value, end of period ............................. $ 1.00 $ 1.00
======== ========
Total Return
Total investment return based on net asset value (c)(d) .... 2.83% 3.53%
Ratios/Supplemental Data
Net assets, end of period (000's omitted) .................. $ 27,832 $ 15,046
Ratio to average net assets of:
Expenses, net of waivers and reimbursements(d) .......... .85% .50%
Expenses, before waivers and reimbursements (d) ......... 1.37% 2.99%
Net investment income (b)(d) ............................ 2.80% 3.47%
</TABLE>
- ----------
(a) Commencement of operations.
(b) Net of expenses reimbursed or waived by the Adviser.
(c) 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.
(d) Annualized.
--------------------
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. Further
information about each Fund's performance is contained in the annual report to
shareholders and Statement of Additional Information which may be obtained
without charge by contacting Alliance Fund Services, Inc. at the address shown
in this prospectus.
- --------------------------------------------------------------------------------
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
consistent with the first two objectives, maximum current income that is, in the
case of each Portfolio of Alliance Municipal Trust, exempt from income taxation
to the extent described below. As a matter of fundamental policy, each Fund,
except for AMT-Florida and AMT-Massachusetts, pursues its objectives by
maintaining a portfolio of high quality money market securities all of which at
the time of investment have remaining maturities of one year (397 days with
respect to ATR, AMT-New Jersey and AMT-Virginia) or less, which maturities may
extend to 397 days. AMT-Florida and AMT-Massachusetts pursue their objectives by
investing in high quality municipal securities having remaining maturities of
397 days or less (which maturities may extend to such greater length of time as
may be permitted from time to time pursuant to Rule 2a-7 ("Rule 2a-7") under the
Investment Company Act of 1940 (the "1940 Act"), as amended). While the
fundamental policies described above and the other fundamental investment
policies described below may not be changed without shareholder approval, each
Fund may, upon notice to shareholders, but without such approval, change
non-fundamental investment policies or create additional classes of shares in
order 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 of the 1940 Act as amended from time
to time, including the diversification, quality and maturity limitations imposed
by the
8
<PAGE>
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. 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 the Fund invests 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 associations having
total assets of more than $1 billion and which are members of the Federal
Deposit Insurance Corporation or denominated in U.S. dollars and issued by U.S.
branches of foreign banks having total assets of at least $1 billion that are
believed by the Adviser to be of quality equivalent to that of other such
instruments in which the Fund may invest; (3) commercial paper, including
variable amount master 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 Service, Inc. ("Moody's") or, if not rated, issued by companies having
outstanding debt securities rated AAA or AA by Standard & Poor's, or Aaa or Aa
by Moody's] and participation interests in loans extended by banks to such
companies; and (4) repurchase agreements that are collateralized fully as that
term is defined in Rule 2a-7 under the 1940 Act. 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, the
Fund's Custodian, and would create a loss to the Fund if, in the event of a
dealer default, the proceeds from the sale of the collateral were less than the
repurchase price. The Fund may also invest in the types of instruments described
in (2) above issued or maintained at foreign branches of U.S. Banks described in
such clause and prime quality dollar-denominated commercial paper issued by
foreign companies meeting the criteria specified in (3) above. The money market
securities in which the Fund invests may have variable or floating rates of
interest ("variable rate obligations") as permitted by Rule 2a-7. Variable rate
obligations have interest rates which are adjusted either at predesignated
periodic intervals or whenever there is a change in the market rate to which the
interest rate of the variable rate obligation is tied. Some variable rate
obligations allow the holder to demand payment of principal at any time, or at
specified intervals. The Fund follows Rule 2a-7 with respect to the
diversification, quality, and maturity of variable rate obligations.
To the extent the Fund purchases money market instruments issued by
foreign entities, consideration will be given to the domestic marketability of
such instruments, and possible interruptions of, or restrictions on, the flow
of international currency transactions.
The Fund may purchase restricted securities that are determined by the
Adviser to be liquid in accordance with procedures adopted by the Trustees of
the Fund, including 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
restrictions on resale, such as those arising from an issuer's reliance upon
certain exemptions from registration under the Securities Act.
The Fund 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 the Fund'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 repurchase agreements not terminable within seven days. As
to these illiquid securities, the Fund is subject to a risk that should the Fund
desire to sell them when a ready buyer is not available at a price the Fund
deems representative of their value, the value of the Fund's net assets could be
adversely affected.
The Fund may invest in asset-backed securities that meet its existing
diversification, 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
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
9
<PAGE>
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, the Fund
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 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
assets 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. Government); (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 securities during any
periods of abnormally heavy redemption requests; (5) mortgage, pledge or
hypothecate its assets except to secure such borrowings; or (6) enter into
repurchase agreements, if as a result thereof, more than 10% of the Fund's
assets would be subject to repurchase agreements not terminable within seven
days.
As a matter of operating policy, the Fund may invest no more than 5% of
its total assets in the securities of any one issuer (as determined pursuant to
Rule 2a-7), except that the Fund may invest up to 25% of its total assets in the
first tier securities (as defined in Rule 2a-7) of a single issuer for a period
of up to three business days. Fundamental policy number (2) would give the Fund
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 future.
Alliance Government Reserves
The securities in which the Fund invests are: (1) marketable obligations
of, or guaranteed by, the United States Government, its agencies or
instrumentalities (collectively, the "U.S. Government"), including 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 as that term is defined in Rule 2a-7 under the 1940 Act.
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, the Fund's Custodian, and would create a loss to the
Fund if, in the event of a dealer default, the proceeds from the sale of the
collateral were less than the repurchase price. The Fund may commit up to 15% of
its net assets to the purchase of when-issued U.S. Government securities, whose
value may fluctuate prior to their settlement, thereby creating an unrealized
gain or loss to the Fund. The money market securities in which the Fund may
invest may have variable or floating rates of interest ("variable rate
obligations") as permitted by Rule 2a-7. Variable rate obligations have interest
rates which are adjusted either at predesignated periodic intervals or whenever
there is a change in the market rate to which the interest rate of the variable
rate obligation is tied. Some variable rate obligations allow the holder to
demand payment of principal and accrued interest at any time, or at specified
intervals. The Fund 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, the Fund
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 the Fund will not purchase any investment while any such
borrowings exist; (2) pledge, hypothecate or in any manner transfer, as security
for indebtedness, its assets except to secure such borrowings; or (3) enter into
repurchase agreements if, as a result thereof, more than 10% of its assets would
be subject to repurchase agreements not terminable within seven days.
Alliance Treasury Reserves
The securities in which the Fund 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 as that term is defined in
Rule 2a-7 under the 1940 Act. These agreements are
10
<PAGE>
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, the Fund's Custodian. For each repurchase agreement, the Fund requires
continual maintenance 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, the Fund might suffer a loss to the extent that the proceeds
from the sale of the collateral were less than the repurchase price. The Fund
may commit up to 15% of its net assets to the purchase of when-issued U.S.
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 securities 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 the Fund. The money market securities in which the
Fund may invest may have variable or floating rates of interest ("variable rate
obligations") as permitted by Rule 2a-7. Variable rate obligations have interest
rates which are adjusted either at predesignated periodic intervals or whenever
there is a change in the market rate to which the interest rate of the variable
rate obligation is tied. Some variable rate obligations allow the holder to
demand payment of principal and accrued interest at any time, or at specified
intervals. The Fund 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, the Fund
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 the Fund will not purchase any investment while any such
borrowings exist; (2) pledge, hypothecate or in any manner transfer, as security
for indebtedness, its assets except to secure such borrowings; or (3) enter into
repurchase 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,
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 a Portfolio assumes a temporary defensive position, at least 80% of each
Portfolio's total assets will be invested in such securities (as opposed to the
taxable investments described below). Normally, substantially all of each
Portfolio's income will be tax-exempt as described below (e.g., for 1996, 100%
of the income of each Portfolio was exempt from Federal income taxes). The Fund
may in the future establish additional portfolios which may have different
investment objectives.
The General Portfolio seeks maximum current income that is exempt from
Federal income taxes by investing principally in a diversified portfolio of high
quality municipal securities. Such income may be subject to state or local
income taxes.
The New York Portfolio seeks maximum current income that is exempt from
Federal, New York state and New York City personal income taxes by investing, as
a matter of fundamental policy, not less than 65% of its total assets in a
portfolio of high quality municipal securities issued by New York state or its
political subdivisions.
The California Portfolio seeks maximum current income that is exempt from
Federal and California state personal income taxes by investing, as a matter of
fundamental policy, not less than 65% of its total assets in a portfolio of high
quality municipal securities issued by the State of California or its 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.
The New Jersey Portfolio seeks maximum current income that is exempt from
Federal and New Jersey state personal income taxes by investing, as a matter of
fundamental policy, not less than 65% of its total assets in a portfolio of high
quality municipal securities issued by the State of New Jersey or its political
subdivisions. The New Jersey Portfolio will invest not less than 80% of its net
assets in securities the interest on which is exempt from New Jersey personal
income taxes [i.e., New Jersey municipal securities and obligations of the U.S.
Govern-
11
<PAGE>
ment, its agencies and instrumentalities ("U.S. Government Securities")]. In
addition, during periods when Alliance Capital Management L.P. (the "Adviser")
believes that New Jersey municipal securities that meet the New Jersey
Portfolio's standards are not available, it may invest a portion of its assets
in securities whose interest payments are only Federally tax-exempt.
The Virginia Portfolio seeks maximum current income that is exempt from
Federal and Virginia state personal income taxes by investing, as a matter of
fundamental policy, not less than 65% of its total assets in a portfolio of high
quality municipal securities issued by the Commonwealth of Virginia or its
political subdivisions.
The Florida Portfolio seeks maximum current income that is exempt from
Federal income tax and State of Florida intangible tax by investing not less
than 65% of its total assets in a portfolio of high-quality municipal securities
issued by Florida or its political subdivisions.
The Massachusetts Portfolio seeks maximum current income that is exempt
from Federal and Massachusetts state personal income taxes by investing at least
65% of its total assets in high quality municipal securities issued by the
Commonwealth of Massachusetts or its political subdivisions. The Massachusetts
Portfolio may invest in restricted securities that are determined by the Adviser
to be liquid in accordance with procedures adopted by the Trustees, including
securities eligible for resale under Rule 144A under the Securities Act of 1933
(the "Securities Act"). Restricted securities are securities subject to
contractual or legal restrictions on resale, such as those arising from an
issuer's reliance upon certain exemptions from registration under the Securities
Act.
Each Portfolio of the Fund 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 private
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) interest on all
tax-exempt obligations will be included in "adjusted current earnings" of
corporations for AMT purposes. Such bonds have provided, and may continue to
provide, somewhat higher yields than other comparable municipal securities. See
below, "Daily Dividends, Other Distributions, Taxes."
There can be no assurance that the Portfolios will achieve their
investment objectives. Potential investors in the New York, California,
Connecticut, New Jersey, Virginia, Florida and Massachusetts Portfolios should
consider the greater risk of the concentration of such Portfolios versus the
safety that comes with less concentrated investments and should compare yields
available on portfolios of the relevant state's issues with those of more
diversified portfolios, including other states' issues, before making an
investment decision. The Adviser believes that by maintaining each Portfolio's
investments in liquid, short-term, high quality investments, each Portfolio is
largely insulated from the credit risks that exist on long-term municipal
securities of the relevant state. See the Statement of Additional Information
for a more detailed discussion of the financial condition of New York,
California, Connecticut, New Jersey, Virginia, Florida and Massachusetts.
Municipal Securities
The municipal securities in which each Portfolio invests 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 seasonal revenues, bond
anticipation notes, and tax-exempt commercial paper. Short-term municipal bonds
may include general obligation bonds, which are secured 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,
accordingly, 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
12
<PAGE>
banks having total assets of more than $1 billion. Each Portfolio will comply
with Rule 2a-7 with respect to its investments in variable rate obligations
supported by letters of credit.
All of the Fund'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
the Portfolios invest, such securities frequently are supported by credit and
liquidity 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 institution
could cause a Portfolio's investments backed by that institution to lose value
and affect a Portfolio's share price.
A Portfolio also may invest in stand-by commitments, which may involve
certain 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 custodian
will maintain, in a separate account of the respective Portfolio, liquid assets
having value equal to, or greater than, such when-issued securities. 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 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 fluctuate prior to their settlement, thereby creating
an unrealized gain or loss to a Portfolio.
Taxable Investments
The taxable investments in which each Portfolio may invest include
obligations of the U.S. Government and its agencies, high quality certificates
of deposit and bankers' acceptances, prime commercial paper, and repurchase
agreements.
Other Investment Policies
No Portfolio of the Fund will invest more than 10% of its net assets in
illiquid securities (including illiquid restricted securities with respect to
the Massachusetts Portfolio). As to these securities, a Portfolio 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 affected. Illiquid
securities may include securities that are not readily marketable and, with
respect to the Massachusetts Portfolio, securities subject to legal or
contractual restrictions on resale. With respect to the Massachusetts Portfolio,
which may invest in restricted securities, restricted securities determined by
the Adviser to be liquid will not be treated as "illiquid" for purposes of the
restriction on illiquid securities.
The following investment policies are fundamental policies with respect to
each applicable Portfolio except the Massachusetts Portfolio which has adopted
the applicable restrictions as non-fundamental policies. 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 General Portfolio may invest up to 10% per issuer, and (ii)
the New York, California, Connecticut, New Jersey, Virginia, Florida and
Massachusetts Portfolios may invest 50% of their respective total assets in as
few as four issuers (but no more than 25% of total assets in any one issuer);
and a Portfolio may not purchase more than 10% of any class of the voting
securities of any one issuer except those of the U.S. Government.
As a matter of operating policy, the General Portfolio may invest no more
than 5% of its assets in the securities of any one issuer (as determined
pursuant to Rule 2a-7), except that the Portfolio may invest up to 25% of its
assets in the first tier securities (as defined in Rule 2a-7 and described in
the Statement of Additional Information) of a single issuer for a period of up
to three business days. Each remaining Portfolio may, with respect to 75% of its
assets, invest no more than 5% of its assets in the securities of any one
issuer; the remaining 25% of each such Portfolio's assets may be invested in
securities of one or more issuers provided that they are first tier securities.
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Fundamental policy number (i) with respect to the General Portfolio and number
(ii) with respect to all other Portfolios would give the Portfolios the
investment latitude described therein only in the event Rule 2a-7 is further
amended in the future.
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PURCHASE AND REDEMPTION OF SHARES
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For more information on the purchase and redemption of each Fund's shares,
see such Fund's Statement of Additional Information.
Opening Accounts
Instruct your Account Executive to use ACR, AGR, ATR, AMT-General, AMT-NY,
AMT-CT, AMT-CA, AMT-NJ, AMT-VA, AMT-FL or AMT-MA in conjunction with your
brokerage account.
Subsequent Investments
A. By Check through ROBB PECK McCOOEY Clearing Corporation
Mail or deliver your check made payable to ROBB PECK McCOOEY Clearing
Corporation to your Account Executive who will deposit it into the Fund(s).
Please indicate your brokerage account number on the check.
B. By Sweep
ROBB PECK McCOOEY Clearing Corporation offers an automatic "sweep" for the
Funds in the operation of brokerage accounts for its customers. ROBB PECK
McCOOEY Clearing Corporation will sweep the entire balance in your brokerage
account to your Fund account on a daily basis. Please note that checks are held
three days to facilitate clearance before being eligible for the daily sweep.
Redemptions
A. By Contacting Your Account Executive
Instruct your Account Executive to order a withdrawal from your Fund
account and to make payment to you.
B. By Checkwriting
With this service, you may write checks made payable to any payee in any
dollar amount. Checks cannot be written for more than the principal balance (not
including any accrued dividends) in your account. You must first complete a
Signature Card which you can obtain from your Account Executive. The
checkwriting service enables you to receive the daily dividends on the shares
to be redeemed until the day that your check is presented for payment.
C. By Sweep
ROBB PECK McCOOEY Clearing Corporation will automatically transfer from
your Fund account sufficient cash to cover any debit balance that may occur
in your brokerage account for any reason.
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ADDITIONAL INFORMATION
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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. (Eastern 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. (Eastern 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 received 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.
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During drastic economic or market developments, you might have difficulty
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. Alliance Fund Services, Inc. is not
responsible for the authenticity of telephone requests to purchase or sell
shares. Alliance Fund Services, Inc. will employ reasonable procedures to verify
that telephone requests are genuine and could be liable for losses arising from
unauthorized transactions if it failed to do so. Dealers or agents may charge a
commission for handling telephone requests. The telephone service may be
suspended or terminated at any time without notice.
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. (Eastern time) and is paid
immediately 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 each
Portfolio 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
interest on municipal securities subject to the AMT will be a specific
preference item for purposes of the Federal individual and corporate AMT.
Distributions to residents of New York out of income earned by the New York
Portfolio from New York municipal securities are exempt from New York state and
New York City personal income taxes. Distributions to residents of California
out of income earned by the California Portfolio from California municipal
securities are exempt from California personal income taxes. Distributions to
individuals who are residents of Connecticut out of income earned by the
Connecticut Portfolio from Connecticut municipal securities are exempt from
Connecticut personal income taxes. Distributions to residents of New Jersey out
of income earned by the New Jersey Portfolio from New Jersey municipal
securities or U.S. Government Securities are exempt from New Jersey state
personal income taxes. Distributions from the New Jersey Portfolio are, however,
subject to the New Jersey Corporation Business (Franchise) Tax and the New
Jersey Corporation Income Tax payable by corporate shareholders. Distributions
to residents of Virginia out of income earned by the Virginia Portfolio from
Virginia municipal securities or obligations of the United States or any
authority, commission or instrumentality of the United States are exempt from
Virginia individual, estate, trust, or corporate income tax. Dividends paid by
the Florida Portfolio to individual Florida shareholders will not be subject to
Florida income tax, which is imposed only on corporations. However, Florida
currently imposes an "intangible tax" at the rate of $2.00 per $1,000 taxable
value of certain securities, such as shares of the Portfolio, and other
intangible assets owned by Florida residents. U.S. Government securities and
Florida municipal securities are exempt from this intangible tax. It is
anticipated that the Florida Portfolio shares will qualify for exemption from
the Florida intangible tax. In order to so qualify, the Florida Portfolio must,
among other things, have its entire portfolio invested in U.S. Government
securities and Florida municipal securities on December 31 of any year.
Exempt-interest dividends paid by the Florida Portfolio to corporate
shareholders will be subject to Florida corporate income tax. Distributions to
residents of Massachusetts out of interest earned by the Massachusetts Portfolio
from Massachusetts municipal securities are exempt from Massachusetts state
personal income taxes. Distributions 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 irrespective of the length of time you may have held
your shares. Distributions of short and long-term capital gains, if any, are
normally made near year-end. Each year shortly after December 31, the Fund 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
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York, NY 10105 under separate Advisory Agreements to provide investment advice
and, in general, to supervise its management and investment program, subject to
the general control of the Trustees of each Fund. For the fiscal year ended June
30, 1998, ACR, AGR, ATR, AMT-General, AMT-NY, AMT-CA, AMT-CT, AMT-NJ, AMT-VA,
AMT-FL and AMT-MA, each paid the Adviser an advisory fee (net of reimbursement
for AGR, ATR, AMT-NY, AMT-CT, AMT-NJ, AMT-VA, AMT-FL and AMT-MA) at an annual
rate of .46, .46, .49, .50, .47, .50, .41, .41, .44, .40 and .08 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 June 30, 1998 of more than $262 billion (of
which more than $107 billion represented the assets of investment companies).
The Adviser's clients are primarily major corporate employee benefit funds,
public employee retirement systems, investment companies, foundations and
endowment funds. The 58 registered investment companies managed by the Adviser
comprising 123 separate investment portfolios currently have more than 3.5
million shareholders. As of June 30, 1998, the Adviser was retained as an
investment manager for employee benefit plan assets for 32 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
average daily net assets. For the period ended June 30, 1998, ACR, AGR, ATR,
AMT-General, AMT-NY, AMT-CA, AMT-CT, AMT-NJ, AMT-VA, AMT-FL and AMT-MA each paid
the Adviser a distribution services fee at an annual rate of .25, .25, .20, .25,
.21, .24, .21, .21, .21, .22 and .14 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 resources) are paid by
the Adviser to broker-dealers and other financial intermediaries for their
distribution assistance and to banks and other depository institutions for
administrative and accounting services provided to the Funds, with any remaining
amounts being used to partially defray other expenses incurred by the Adviser in
distributing the Funds' shares. The Funds believe that the administrative
services provided by depository institutions are permissible activities under
present banking laws and regulations and will take appropriate actions (which
should not adversely affect the Funds or their shareholders) in the future to
maintain such 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
Company, 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
Distributors, 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.
Year 2000. Many computer systems and applications in use today process
transactions using two digit date fields for the year of the transaction, rather
than the full four digits. If these systems are not modified or replaced,
transactions occurring after 1999 could be processed as year "1900," which could
result in processing inaccuracies and computer system failures. This is commonly
known as the Year 2000 problem. Should any of the computer systems employed by
the Funds' major service providers fail to process Year 2000 information
properly, that could have a significant negative impact on the Funds' operations
and the services that are provided to the Funds' shareholders.
With respect to the Year 2000, the Funds have been advised that the
Adviser, Distributor and Transfer Agent (collectively, "Alliance") began to
address the Year 2000 issue several years ago in connection with the replacement
or upgrading of certain computer systems and applications. During 1997, Alliance
began a formal Year 2000
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initiative, which established a structured and coordinated process to deal with
the Year 2000 issue. Alliance reports that it has completed its assessment of
the Year 2000 issues on its domestic and international computer systems and
applications. Currently, management of Alliance expects that the required
modifications for the majority of its significant systems and applications that
will be in use on January 1, 2000, will be completed and tested by the end of
1998. Full integration testing of these systems and testing of interfaces with
third-party suppliers will continue through 1999. At this time, management of
Alliance believes that the costs associated with resolving this issue will not
have a material adverse effect on its operations or on its ability to provide
the level of services it currently provides to the Funds.
The Funds and Alliance have been advised by the Funds' Custodian that it
is also in the process of reviewing its systems with the same goals. As of the
date of this prospectus, the Funds and Alliance have no reason to believe that
the Custodian will be unable to achieve these goals.
Fund Organization. AGR and ATR are series of Alliance Government Reserves
which is a diversified open-end management investment company registered under
the 1940 Act. The Fund was reorganized as a Massachusetts business trust in
October 1984, having previously been a Maryland corporation since its formation
in December 1978. ACR and Alliance Money Reserves (not offered by this
prospectus) are series of Alliance Capital Reserves, a diversified open-end
management investment company registered under the 1940 Act. The Fund was
reorganized as a Massachusetts business trust in October 1984, having previously
been a Maryland corporation since its formation in April 1978. AMT-General is a
diversified, and AMT-NY, AMT-CA, AMT-CT, AMT-NJ, AMT-VA, AMT-FL and AMT-MA are
non-diversified series of Alliance Municipal Trust, which is also an open-end
management investment company registered under the 1940 Act. 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.
Since this prospectus sets forth information about all the Funds, it is
theoretically possible that a Fund might be liable for any materially inaccurate
or incomplete disclosure in this prospectus concerning another Fund. Based on
the advice of counsel, however, the Funds believe that the potential liability
of each Fund with respect to the disclosure in this prospectus extends only to
the disclosure relating to that Fund.
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