This is filed pursuant to Rule 497(e).
File Nos.: 2-63315 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 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 Money Reserves and Alliance Treasury Reserves 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 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 Introducing Financial
Institution.
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 7
Purchase and Redemption of Shares 12
Additional Information 12
001 (Rev. 10/99)CLF-57160
MORGAN STANLEY DEAN WITTER
ONLINE
FEATURING...
ALLIANCE MONEY RESERVES
ALLIANCE TREASURY RESERVES
ALLIANCE MUNICIPAL TRUST
- CALIFORNIA PORTFOLIO
- CONNECTICUT PORTFOLIO
- FLORIDA PORTFOLIO
- MASSACHUSETTS PORTFOLIO
- NEW JERSEY PORTFOLIO
- NEW YORK PORTFOLIO
- VIRGINIA PORTFOLIO
PROSPECTUS
OCTOBER 31, 1998
MORGAN STANLEY DEAN WITTER ONLINE INC.
333 MARKET STREET, 25TH FLOOR
SAN FRANCISCO, CA94105
WWW.ONLINE.MSDW.COM
MEMBER NASD/SIPC
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) AMR ATR AMT-NY AMT-CA AMT-CT AMT-NJ AMT-VA AMT-FL AMT-MA
------- ------- ------- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Management Fees .48% .49% .50% .50% .50% .50% .50% .50% .50%
12b-1 Fees .25 .25 .25 .25 .25 .25 .25 .25 .25
Other Expenses .27 .26 .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%
</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
- -------------------------------------------------------------------------------
AMR $10 $32 $55 $122
ATR $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 AMR, 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: AMR: Management Fees--.48%, 12b-1
Fees--.25%, Other Expenses--.29% and Total Operating Expenses--l.02%; ATR:
Management Fees--.50%, 12b-1 Fees--.25%, Other Expenses--.26% and Total
Operating Expenses--l.01%; AMT-NY: Management Fees--.50%, 12b-1 Fees--.25%,
Other Expenses--.26% and Total Operating Expenses--l.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--l.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
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.
ALLIANCE MONEY RESERVES
<TABLE>
<CAPTION>
FEBRUARY 16,
1989(A)
YEAR ENDED JUNE 30, THROUGH
------------------------------------------------------------------------------ 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 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(b) .047 .045 .047 .045 .025 .027 .044 .066 .079 .033
LESS: DIVIDENDS
Dividends from net investment
income (.047) (.045) (.047) (.045) (.025) (.027) (.044) (.066) (.079) (.033)
Net asset value, end of period $ 1.00 $1 .00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
TOTAL RETURN
Total investment return based
on:
Net asset value(c) 4.83% 4.64% 4.81% 4.50% 2.57% 2.71% 4.47% 6.87% 8.26% 9.18%(d)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(in millions) $1,166 $1,011 $755 $2,510 $1,795 $1,626 $1,412 $1,262 $993 $563
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% .89% .99%(d)
Expenses, before waivers
and reimbursements 1.02% 1.06% 1.00% 1.04% 1.09% 1.04% 1.04% 1.03% 99% 1.09%(d)
Net investment income(b) 4.72% 4.55% 4.80% 4.53% 2.55% 2.67% 4.33% 6.56% 7.92% 9.16%(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 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.
3
ALLIANCE MUNICIPAL TRUST
<TABLE>
<CAPTION>
NEW YORK PORTFOLIO
------------------------------------------------------------------------------------------------
SIX MONTHS YEAR
YEAR ENDED JUNE 30, ENDED ENDED
------------------------------------------------------------------------------ JUNE 30, DEC. 31,
1998 1997 1996 1995 1994 1993 1992 1991 1990 1989 1988
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
<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(a) .027 .027 .028 .028 .018 .019 .034 .042 .051 .027 .041
LESS DIVIDENDS
Dividends from net investment
income (.027) (.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 $ 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% 3.47% 4.32% 5.26% 5.61%(c) 4.14%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted) $520,562 $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 .93% .85% .85% .85% .84% .80% .80% .80% .80% .85%(c) 1.00%
Expenses, before waivers
and reimbursements 1.01% 1.04% 1.03% 1.03% 1.08% 1.06% 1.12% 1.15% 1.18% 1.35%(c) 1.33%
Net investment income(a) 2.69% 2.73% 2.82% 2.81% 1.77% 1.91% 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
------------------------------------------------------------------------------------------------
SIX JUNE 2,
MONTHS 1988(A)
YEAR ENDED JUNE 30, ENDED THROUGH
------------------------------------------------------------------------------ JUNE 30, DEC. 31,
1998 1997 1996 1995 1994 1993 1992 1991 1990 1989 1988
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
<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(b) .027 .027 .029 .027 .018 .020 .032 .043 .050 0.29 .030
LESS: DIVIDENDS
Dividends from net investment
income (.027) (.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 $ 1.00
TOTAL RETURN
Total investment return based
on net asset value(c) 2.74% 2.76% 2.91% 2.78% 1.83% 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) $422,464 $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 .96% .93% .93% .93% .93% .93% .95% 1.00% .99% .92%(d) .89%(d)
Expenses, before waivers
and reimbursements .97% .96% .94% 1.01% 1.02% 1.02% 1.05% 1.10% 1.09% 1.02%(d) 1.10%(d)
Net investment income(b) 2.71% 2.73% 2.86% 2.75% 1.82% 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.
4
<TABLE>
<CAPTION>
CONNECTICUT PORTFOLIO
------------------------------------------------------------------------------
JANUARY 5,
1990(A)
YEAR ENDED JUNE 30, THROUGH
--------------------------------------------------------------------- JUNE 30,
1998 1997 1996 1995 1994 1993 1992 1991 1990
------ ------ ------ ------ ------ ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value, beginning
of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income(b) .027 .027 .028 .028 .017 .020 .033 .045 .026
LESS: DIVIDENDS
Dividends from net investment
income (.027) (.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 $ 1.00
TOTAL RETURN
Total investment return based
on net asset value(c) 2.75% 2.76% 2.88% 2.78% 1.71% 2.00% 3.35% 4.57% 5.53%(d)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted) $124,107 $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 .93% .80% .80% .80% .77% .70% .58% .44% .19%(d)
Expenses, before waivers
and reimbursements 1.06% 1.10% 1.15% 1.21% 1.21% 1.16% 1.22% 1.16% 1.10%(d)
Net investment income(b) 2.69% 2.72% 2.84% 2.77% 1.69% 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.
5
<TABLE>
<CAPTION>
VIRGINIA PORTFOLIO FLORIDA PORTFOLIO
--------------------------------- ------------------------
OCTOBER 25 JULY 28,
1994(A) YEAR ENDED 1995(A)
YEAR ENDED JUNE 30, THROUGH JUNE 30, THROUGH
------------------------ JUNE 30, --------------- JUNE 30,
1998 1997 1996 1995 1998 1997 1996
------ ------ ------ ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C> <C>
Net asset value, beginning
of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income(b) .029 .028 .029 .023 .028 .030 .030
LESS DIVIDENDS
Dividends from net investment
income (.029) (.028) (.029) (.023) (.028) (.030) (.030)
Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
TAX RETURN
Total investment return based
on net asset value(c) 2.90% 2.83% 2.97% 3.48%(d) 2.87% 3.03% 3.32%(d)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted) $123,822 $78,775 $89,557 $66,921 $113,095 $89,149 $91,179
Ratio to average net assets
of:
Expenses, net of waivers
and reimbursements .93% .80% .78% .44%(d) .93% .65% .58%(d)
Expenses, before waivers
and reimbursements 1.03% 1.15% 1.15% 1.30%(d) 1.06% 1.10% 1.24%(d)
Net investment income(b) 2.86% 2.78% 2.91% 3.48%(d) 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.
MASSACHUSETTS PORTFOLIO
-------------------------
APRIL 17,
YEAR 1997(A)
ENDED THROUGH
JUNE 30, JUNE 30,
1998 1997
-------- --------
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%
(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.
6
INVESTMENT OBJECTIVES AND POLICIES
The investment objective of Alliance Money Reserves is maximum current income
to the extent consistent with safety of principal and liquidity. The investment
objectives of each of the other 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 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 MONEY 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 and bankers' acceptances issued or guaranteed by, or time deposits
maintained at, banks or savings and loan associations (including foreign
branches of U.S. banks or U.S. or foreign branches of foreign banks) having
total assets of more than $500 million; (3) commercial paper, including
variable amount master demand notes, of high quality [i.e., rated A-1 or A-2 by
Standard & Poor's Corporation ("Standard & Poor's"), Prime-1 or Prime-2 by
Moody's Investors Service, Inc. ("Moody's"), Fitch-1 or Fitch-2 by Fitch
Investors Service, Inc., or Duff 1 or Duff 2 by Duff & Phelps Inc. or, if not
rated, issued by U.S. or foreign companies having outstanding debt securities
rated AAA, AA or A by Standard & Poor's, or Aaa, Aa or A by Moody's] and
participation interests in loans 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. Repurchase agreements may be entered into only
with those banks (including State Street Bank and Trust Company, the Fund's
Custodian) or broker-dealers ("vendors") that are eligible under the procedures
adopted by the Trustees for evaluating and monitoring the creditworthiness of
such vendors. A repurchase agreement would create a loss to the Fund if, in the
event of a vendor default, the proceeds from the sale of the collateral were
less than the repurchase price. 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 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.
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,
includ-
7
ing 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 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
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 the 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 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 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. 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
8
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 1997, 100%
of the income of each Portfolio was exempt from Federal income taxes). The
average weighted maturity of each Portfolio cannot exceed 90 days. The Fund may
in the future establish additional portfolios which may have different
investment objectives.
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. Government, 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
9
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 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.
10
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,
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 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, each 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.
Fundamental policy number (ii) with respect to all Portfolios would give the
Portfolios the investment latitude described therein only in the event Rule
2a-7 is further amended in the future.
11
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.
PURCHASE OF SHARES
OPENING ACCOUNTS
Contact Morgan Stanley Dean Witter Online to open a Fund account. Balances will
appear on your monthly brokerage statement.
SUBSEQUENT INVESTMENTS
A. BY CHECK THROUGH MORGAN STANLEY DEAN WITTER ONLINE
Mail or deliver your check, payable to " Morgan Stanley Dean Witter Online"
which will deposit into the Fund(s). Please designate the appropriate Fund(s)
and indicate your brokerage account number on the check or draft.
B. BY SWEEP
Morgan Stanley Dean Witter Online has available an automatic "sweep" for
customers in AMR, ATR, AMT-CA, AMT-CT, AMT-FL, AMT-MA, AMT-NJ, AMT-NY and
AMT-VA. If you request the sweep arrangement, all cash balances of $1.00 or
more are moved into one of the Portfolios on a daily basis. Sales proceeds from
trades will be swept into the designated Portfolio on settlement date.
REDEMPTIONS
A. BY CONTACTING MORGAN STANLEY DEAN WITTER ONLINE
Instruct Morgan Stanley Dean Witter Online to order a withdrawal from your Fund
account and issue a check payable to you.
B. BY SWEEP
Morgan Stanley Dean Witter Online's automatic "sweep" moves money from your
money market account automatically to cover securities purchases in your
brokerage account.
C. 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
accrued dividends) in your Fund account. First you must fill out the Signature
Card which you can obtain from Morgan Stanley Dean Witter Online. The
checkwriting service enables you to receive the daily dividends declared on the
shares to be redeemed until the day that your check is presented for payment.
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. (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.
During drastic economic or market developments, you might have difficulty in
reaching Alliance Fund Services, Inc. by telephone in which event you should
issue written instructions to Alliance Fund Services, Inc. at the address
12
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 anytime 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. (New York 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). 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 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
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
13
fiscal year ended June 30, 1998, AMR, ATR, 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 AMR, ATR, AMT-NY, AMT-CT, AMT-NJ, AMT-VA, AMT-FL and AMT-MA)
at an annual rate of .48, .49, .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, AMR, ATR, 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, .20, .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 initiative, which established a structured and
coordinated process to deal with the Year 2000 issue. Alliance reports
14
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. Alliance Government Reserves (not offered by this
prospectus) 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. Alliance Capital Reserves (not offered by this prospectus) and
AMR are series of Alliance Capital Reserves, a diversified open-end management
investment company registered under the 1940 Act. The Fund was reorganized as a
Massachusetts business trust in October 1984, having previously been a Maryland
corporation since its formation in April 1978. AMT-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 consisting of such series and one other series not offered by this
prospectus. The Fund was reorganized as a Massachusetts business trust in April
1985, having previously been a Maryland corporation since its formation in
January 1983. Each Fund's activities are supervised by its Trustees. Normally,
shares of each series of Alliance Municipal Trust, Alliance Government Reserves
and Alliance Capital Reserves are entitled to one vote per share, and vote as a
single series, on matters that affect each series in substantially the same
manner. Massachusetts law does not require annual meetings of shareholders and
it is anticipated that shareholder meetings will be held only when required by
Federal law. Shareholders have available certain procedures for the removal of
Trustees.
REPORTS. You receive semi-annual and annual reports for your Fund as well as a
monthly summary of your account.
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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