AMERICAN BALANCED FUND INC
485BPOS, 2000-03-10
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            SEC File Nos.
            811-66
            2-10758
                       SECURITIES AND EXCHANGE COMMISSION
                           Washington, D. C. 20549

                                   FORM N-1A
            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                     Post-Effective Amendment No. 88  (X)
                                      and
        REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
                            Amendment No. 27   (X)

                          AMERICAN BALANCED FUND, INC.
             (Exact name of registrant as specified in charter)
  P.O. Box 7650, One Market, Steuart Tower, San Francisco, California 94120
              (Address of principal executive offices) (Zip Code)
       Registrant's Telephone Number, Including Area Code:  (415) 421-9360

                              Patrick F. Quan
                                Secretary
                      American Balanced Fund, Inc.
                P.O. Box 7650, One Market, Steuart Tower
                       San Francisco, California 94120
                  (Name and address of agent for service)
                                 Copy to:
                        Robert E. Carlson, Esq.
                Paul, Hastings, Janofsky & Walker, LLP
                       555 South Flower Street
                    Los Angeles, California 90071

              Approximate date of proposed public offering:
               [X] It is proposed that this filing will
                 become effective on March 15, 2000
                pursuant to paragraph (b) of Rule 485.

<PAGE>


                           American Balanced Fund/(R)/

                                   Prospectus
                                 MARCH 15, 2000



 THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED
 OR DISAPPROVED OF THESE SECURITIES. FURTHER, IT HAS NOT DETERMINED THAT THIS
 PROSPECTUS IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS
 A CRIMINAL OFFENSE.

<PAGE>

 ---------------------------------------------------------
 AMERICAN BALANCED FUND, INC.

 One Market
 Steuart Tower, Suite 1800
 San Francisco, California 94105


<TABLE>
<CAPTION>
 TABLE OF CONTENTS
 -------------------------------------------------------
 <S>                                             <C>
  Risk/Return Summary                               2
 -------------------------------------------------------
  Fees and Expenses of the Fund                     5
 -------------------------------------------------------
  Investment Objectives, Strategies and Risks       6
 -------------------------------------------------------
  Management and Organization                       9
 -------------------------------------------------------
  Shareholder Information                          11
 -------------------------------------------------------
  Choosing a Share Class                           12
 -------------------------------------------------------
  Purchase and Exchange of Shares                  13
 -------------------------------------------------------
  Sales Charges                                    14
 -------------------------------------------------------
  Sales Charge Reductions and Waivers              16
 -------------------------------------------------------
  Plans of Distribution                            17
 -------------------------------------------------------
  How to Sell Shares                               18
 -------------------------------------------------------
  Distributions and Taxes                          19
 -------------------------------------------------------
  Financial Highlights                             20
 -------------------------------------------------------
  Appendix                                         21
 -------------------------------------------------------
</TABLE>



                                       1

AMERICAN BALANCED FUND / PROSPECTUS
                                                               AMBAL-010-0300/MC

<PAGE>

 ---------------------------------------------------------
 RISK/RETURN SUMMARY

 The fund strives to provide you with conservation of capital, current income,
 and long-term growth of both capital and income.  The fund invests primarily in
 a broad range of securities, including stocks and bonds.

 The fund is designed for investors seeking current income and capital
 appreciation through a mix of investments that provide above-average price
 stability. An investment in the fund is subject to risks, including the
 possibility that the fund may decline in value in response to economic,
 political or social events in the U.S. or abroad.  The prices of equity
 securities owned by the fund may be affected by events specifically involving
 the companies issuing those securities. The values of debt securities may be
 affected by changing interest rates and credit risk assessments.

 Your investment in the fund is not a bank deposit and is not insured or
 guaranteed by the Federal Deposit Insurance Corporation or any other government
 agency, entity or person.

 YOU MAY LOSE MONEY BY INVESTING IN THE FUND. THE LIKELIHOOD OF LOSS IS GREATER
 IF YOU INVEST FOR A SHORTER PERIOD OF TIME.


                                       2

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 INVESTMENT RESULTS

 The following information provides some indication of the risks of investing in
 the fund by showing changes in the fund's investment results from year to year
 and by showing how the fund's average annual returns for various periods
 compare with those of a broad measure of market performance. Past results are
 not an indication of future results.


                 CALENDAR YEAR TOTAL RETURNS FOR CLASS A SHARES
   (Results do not include a sales charge; if one were included, results would
                                   be lower.)

 ------------------------------------------------------------------------------
 [bar chart]
 1990    -1.57%
 1991    24.69%
 1992     9.48%
 1993    11.27%
 1994     0.34%
 1995    27.13%
 1996    13.17%
 1997    21.04%
 1998    11.13%
 1999     3.47%
 [end bar chart]




 The fund's highest/lowest quarterly results during this time period were:

<TABLE>
<CAPTION>
 <S>                   <C>     <C>
 HIGHEST               10.01%   (quarter ended June 30, 1997)
 LOWEST                -9.62%  (quarter ended September 30, 1990)
</TABLE>


                                       3

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 For periods ended December 31, 1999:

<TABLE>
<CAPTION>
 AVERAGE ANNUAL
 TOTAL RETURN                       ONE YEAR  FIVE YEARS  TEN YEARS   LIFETIME
 ------------------------------------------------------------------------------
 <S>                                <C>       <C>         <C>        <C>
 Class A/1/
 (with the maximum sales charge      -2.48%     13.55%     10.96%      12.63%
 deducted)
 ------------------------------------------------------------------------------
 Class B/2/                            N/A        N/A        N/A         N/A
 ------------------------------------------------------------------------------
 S&P 500/3/                          21.01%     28.49%     18.17%      16.27%
 ------------------------------------------------------------------------------
 Lehman Brothers Aggregate           -0.82%      7.73%      7.70%        N/A
 Bond Index/4/
 ------------------------------------------------------------------------------
</TABLE>


 Class A yield: 3.85%
 (For current yield information, please call American FundsLine/r/ at
 1-800-325-3590)


 1 The fund's Class A lifetime investment results are from July 26, 1975 when
  Capital Research and Management Company became the fund's investment adviser.

 2 The fund is beginning investment operations for Class B shares on March 15,
  2000.

 3 The Standard & Poor's 500 Composite Index is an asset-weighted, broad-based
  measurement of changes in stock market conditions based on the average
  performance of 500 widely held common stocks. This index is unmanaged and does
  not reflect sales charges, commissions or expenses. The lifetime figure is
  from the date Capital Research and Management Company became the investment
  adviser for the fund's Class A shares.

 4 The Lehman Brothers Aggregate Bond Index represents investment grade debt.
  This index is unmanaged and does not reflect sales charges, commissions or
  expenses. This index was not in existence as of the date Capital Research and
  Management Company became the fund's investment adviser, therefore, lifetime
  results are not available.



 Unlike the bar chart on the previous page, this table reflects the fund's
 investment results with the maximum initial or deferred sales charge deducted,
 as required by Securities and Exchange Commission rules. Class A share results
 are shown with the maximum initial sales charge of 5.75% deducted. Sales
 charges are reduced for purchases of $25,000 or more. Results would be higher
 if they were calculated at net asset value. All fund results reflect the
 reinvestment of dividend and capital gain distributions.

 Class B shares are subject to a maximum deferred sales charge of 5.00% if
 shares are redeemed within the first year of purchasing them. The deferred
 sales charge declines thereafter until it reaches 0% after six years. Class B
 shares convert to Class A shares after eight years. Since the fund's Class B
 shares begin investment operations on March 15, 2000, no results are available
 as of the date of this prospectus.


                                       4

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 FEES AND EXPENSES OF THE FUND

<TABLE>
<CAPTION>
 SHAREHOLDER FEES
 (fees paid directly from your investment)             CLASS A    CLASS B
 --------------------------------------------------------------------------
 <S>                                                   <C>       <C>
 Maximum sales charge imposed on purchases              5.75%/1/   0.00%
 (as a percentage of offering price)
 --------------------------------------------------------------------------
 Maximum sales charge imposed on reinvested dividends   0.00%      0.00%
 --------------------------------------------------------------------------
 Maximum deferred sales charge                          0.00%/2/   5.00%/3/
 --------------------------------------------------------------------------
 Redemption or exchange fees                            0.00%      0.00%
</TABLE>


 1 Sales charges are reduced or eliminated for purchases of $25,000 or more.

 2 A contingent deferred sales charge of 1% applies on certain redemptions made
  within 12 months following purchases of $1 million or more made without a
  sales charge.

 3 Deferred sales charges are reduced after 12 months and eliminated after six
  years.

<TABLE>
<CAPTION>
 ANNUAL FUND OPERATING EXPENSES
 (expenses that are deducted from fund assets)  CLASS A    CLASS B/1/
 -----------------------------------------------
 <S>                                            <C>       <C>
 Management Fees                                 0.29%       0.29%
 Distribution and/or Service (12b-1) Fees        0.25%/2/    1.00%/3/
 Other Expenses                                  0.12%       0.12%
 Total Annual Fund Operating Expenses            0.66%       1.41%
</TABLE>


 1 Based on estimated amounts for the current fiscal year.

 2 Class A 12b-1 expenses may not exceed 0.25% of the fund's average net assets
  annually.

 3 Class B 12b-1 expenses may not exceed 1.00% of the fund's average net assets
  annually.

 EXAMPLE

 This Example is intended to help you compare the cost of investing in the fund
 with the cost of investing in other mutual funds. The Example assumes that you
 invest $10,000 in the fund for the time periods indicated, that your investment
 has a 5% return each year and that the fund's operating expenses remain the
 same as shown above. The Class A example reflects the maximum initial sales
 charge in Year One. The Class B-assuming redemption example reflects applicable
 contingent deferred sales charges through Year Six (after which time they are
 eliminated). Both Class B examples reflect Class A expenses for Years 9 and 10
 since Class B shares automatically convert to Class A after eight years.
 Although your actual costs may be higher or lower, based on these assumptions
 your cumulative expenses would be:

<TABLE>
<CAPTION>
                                   YEAR  YEAR   YEAR   YEAR
                                   ONE   THREE  FIVE   TEN
 <S>                               <C>   <C>    <C>   <C>
 Class A                           $639  $774   $922  $1,350
 ----------------------------------------------------------------------------
 Class B - assuming redemption     $644  $846   $971  $1,486
 Class B - assuming no redemption  $144  $446   $771  $1,486
</TABLE>



                                       5

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 INVESTMENT OBJECTIVES, STRATEGIES AND RISKS

 The investment objectives of the fund are: (1) conservation of capital, (2)
 current income, and (3) long-term growth of capital and income.  The fund
 approaches the management of its investments as if they constituted the
 complete investment program of the prudent investor.  The fund invests
 primarily in a broad range of securities, including stocks and bonds (rated Baa
 or BBB or better by Moody's Investors Service, Inc. or Standard & Poor's
 Corporation).  The fund also invests in securities issued and guaranteed by the
 U.S. government.  Normally, the fund will maintain at least 50% of the value of
 its assets in common stocks and at least 25% of the value of its assets in debt
 securities.

 The values of equity securities held by the fund may decline in response to
 certain events, including those directly involving the companies whose
 securities are owned in the fund, adverse conditions affecting the general
 economy, overall market declines, world political, social and economic
 instability, and currency fluctuations. The values of most debt securities held
 by the fund may be affected by changing interest rates, and individual
 securities by changes in their effective maturities and credit ratings. For
 example, the values of bonds in the fund's portfolio generally will decline
 when interest rates rise and vice versa. A security backed by the U.S. Treasury
 or the full faith and credit of the United States is guaranteed only as to the
 timely payment of interest and principal when held to maturity.  Accordingly,
 the current market prices for these securities will fluctuate with changes in
 interest rates.

 The fund may also hold cash or money market instruments. The size of the fund's
 cash position will vary and will depend on various factors, including market
 conditions and purchases and redemptions of fund shares. A larger cash position
 could detract from the achievement of the fund's objectives, but it also would
 reduce the fund's exposure in the event of a market downturn and provide
 liquidity to make additional investments or to meet redemptions.

 The fund relies on the professional judgment of its investment adviser, Capital
 Research and Management Company, to make decisions about the fund's portfolio
 securities. The basic investment philosophy of the investment adviser is to
 seek undervalued securities that represent good long-term investment
 opportunities. Securities may be sold when the investment adviser believes they
 no longer represent good long-term value.



                                       6

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 OTHER IMPORTANT INVESTMENT PRACTICES

 In addition to the principal investment strategies described above, the fund
 has other investment practices that are described here and in the statement of
 additional information.

 The fund may invest up to 10% of its assets in securities of issuers domiciled
 outside the U.S. and not included in the Standard & Poor's 500 Composite Index.
 Investments outside the U.S. may be affected by these events to a greater
 extent and may also be affected by differing securities regulations, higher
 transaction costs, and administrative difficulties such as delays in clearing
 and settling portfolio transactions.

 ADDITIONAL INVESTMENT RESULTS

 For periods ended December 31, 1999:

<TABLE>
<CAPTION>
 AVERAGE ANNUAL
 TOTAL RETURN/1/                  ONE YEAR  FIVE YEARS  TEN YEARS   LIFETIME
 <S>                              <C>       <C>         <C>        <C>
 Class A/2/                         3.47%     14.90%     11.63%      12.91%
 (with no sales charge deducted)
 ----------------------------------------------------------------------------
 Class B/3/                          N/A        N/A        N/A         N/A
 ----------------------------------------------------------------------------
 S&P 500/4/                        21.01%     28.49%     18.17%      16.27%
 ----------------------------------------------------------------------------
 Lehman Brothers Aggregate         -0.82%      7.73%      7.70%        N/A
 Bond Index/5/
 ----------------------------------------------------------------------------
</TABLE>


 Class A distribution rate/6/: 3.56%

 1 These fund results were calculated at net asset value according to a formula
  that is required for all stock and bond funds and include the reinvestment of
  dividend and capital gain distributions.

 2 The fund's Class A lifetime investment results are from July 26, 1975 when
  Capital Research and Management Company became the fund's investment adviser.

 3 The fund is beginning investment operations for Class B shares on March 15,
  2000.

 4 The Standard & Poor's 500 Composite Index is an asset-weighted, broad-based
  measurement of changes in stock market conditions based on the average
  performance of 500 widely held common stocks. This index is unmanaged and does
  not reflect sales charges, commissions or expenses. The lifetime figure is
  from the date Capital Research and Management Company became the investment
  adviser for the fund's Class A shares.

 5 The Lehman Brothers Aggregate Bond Index represents investment grade debt.
  This index is unmanaged and does not reflect sales charges, commissions or
  expenses. This index was not in existence as of the date Capital Research and
  Management Company became the fund's investment, therefore, lifetime results
  are not available.

 6 The distribution rate is based on actual distributions paid to shareholders
  over a 12-month interval. Capital gain distributions are added back to the net
  asset value to determine the rate.


                                       7

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>



 The following chart illustrates the asset mix of the fund's investment
 portfolio as of the end of the fund's fiscal year, December 31, 1999.

 [pie chart]
 Common Stocks 56%
 Government Bonds 21%
 Corporate Bonds 13%
 Convertible Debentures and Preferred Stocks 1%
 Short-Term Securities & Cash Equivalents 9%
 [end pie chart]


<TABLE>
<CAPTION>
                                                                       PERCENT OF
 FIVE LARGEST INDUSTRIES IN EQUITY HOLDINGS                            NET ASSETS
 ----------------------------------------------------------------------------------
 <S>                                                                  <C>
 Energy Sources                                                           5.90%
 ----------------------------------------------------------------------------------
 Insurance                                                                3.91
 ----------------------------------------------------------------------------------
 Banking                                                                  3.43
 ----------------------------------------------------------------------------------
 Chemicals                                                                3.40
 ----------------------------------------------------------------------------------
 Forest Products & Paper                                                  3.00
 TEN LARGEST EQUITY HOLDINGS
 ----------------------------------------------------------------------------------
 US West                                                                  1.75%
 ----------------------------------------------------------------------------------
 May Department Stores                                                    1.35
 ----------------------------------------------------------------------------------
 Corning                                                                  1.29
 ----------------------------------------------------------------------------------
 Sara Lee                                                                 1.29
 ----------------------------------------------------------------------------------
 Allstate                                                                 1.24
 ----------------------------------------------------------------------------------
 Phillips Pertroleum                                                      1.22
 ----------------------------------------------------------------------------------
 Texaco                                                                   1.00
 ----------------------------------------------------------------------------------
 Genuine Parts                                                            1.00
 ----------------------------------------------------------------------------------
 Bank of America                                                           .97
 ----------------------------------------------------------------------------------
 Weyerhaeuser                                                              .96


 BOND HOLDINGS BY QUALITY CATEGORY*
 See the Appendix for a description of quality categories.
 ----------------------------------------------------------------------------------
 U.S. Treasury and Agency                                                20.72%
 ----------------------------------------------------------------------------------
 AAA                                                                      3.34
 ----------------------------------------------------------------------------------
 AA                                                                       0.78
 ----------------------------------------------------------------------------------
 A                                                                        4.20
 ----------------------------------------------------------------------------------
 BBB                                                                      3.89
 ----------------------------------------------------------------------------------
</TABLE>


 * The fund may hold a limited portion of its assets in bonds that were
  downgraded subsequent to purchase. Approximately 1% of the fund's assets are
  held in bonds whose quality ratings were downgraded below BBB.

 Because the fund is actively managed, its holdings will change from time to
 time.


                                       8

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 MANAGEMENT AND ORGANIZATION

 INVESTMENT ADVISER

 Capital Research and Management Company, an experienced investment management
 organization founded in 1931, serves as investment adviser to the fund and
 other funds, including those in The American Funds Group. Capital Research and
 Management Company, a wholly owned subsidiary of The Capital Group Companies,
 Inc., is headquartered at 333 South Hope Street, Los Angeles, CA 90071. Capital
 Research and Management Company manages the investment portfolio and business
 affairs of the fund. The total management fee paid by the fund, as a percentage
 of average net assets, for the previous fiscal year is discussed earlier under
 "Fees and Expenses of the Fund."

 Capital Research and Management Company and its affiliated companies have
 adopted a personal investing policy that is consistent with the recommendations
 contained in the May 9, 1994 report issued by the Investment Company
 Institute's Advisory Group on Personal Investing. This policy has also been
 incorporated into the fund's code of ethics.

 MULTIPLE PORTFOLIO COUNSELOR SYSTEM

 Capital Research and Management Company uses a system of multiple portfolio
 counselors in managing mutual fund assets. Under this approach the portfolio of
 a fund is divided into segments which are managed by individual counselors.
 Counselors decide how their respective segments will be invested, within the
 limits provided by a fund's objective(s) and policies and by Capital Research
 and Management Company's investment committee. In addition, Capital Research
 and Management Company's research professionals may make investment decisions
 with respect to a portion of a fund's portfolio. The primary individual
 portfolio counselors for American Balanced Fund are listed on the following
 page.


                                       9

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>


<TABLE>
<CAPTION>
                                                                                       APPROXIMATE YEARS OF EXPERIENCE
                                                                                        AS AN INVESTMENT PROFESSIONAL
                                                           YEARS OF EXPERIENCE         (INCLUDING THE LAST FIVE YEARS)
                                                          AS PORTFOLIO COUNSELOR     -------------------------------------
            PORTFOLIO                                  (AND RESEARCH PROFESSIONAL,      WITH CAPITAL
         COUNSELORS FOR                                     IF APPLICABLE) FOR          RESEARCH AND
            AMERICAN                                      AMERICAN BALANCED FUND         MANAGEMENT
          BALANCED FUND        PRIMARY TITLE(S)               (APPROXIMATE)               COMPANY
         ----------------------------------------------------------------------------  OR AFFILIATES        TOTAL YEARS
                                                                                     -------------------------------------
<S>                       <C>                          <C>                           <C>                 <C>
         ROBERT G.        President and Director of    14 years (plus 14 years as a  25 years            28 years
         O'DONNELL        the fund. Senior Vice        research professional prior
                          President and Director,      to becoming a portfolio
                          Capital Research and         counselor for the fund)+
                          Management Company
         -----------------------------------------------------------------------------------------------------------------
         ABNER D.         Senior Vice President of     25 years                      33 years            48 years
         GOLDSTINE        the fund. Senior Vice
                          President and Director,
                          Capital Research and
                          Management Company
         -----------------------------------------------------------------------------------------------------------------
         HILDA L.         Vice President of the fund.  Less than 1 year              5 years             13 years
         APPLBAUM         Vice President, Capital
                          Research Company*
         -----------------------------------------------------------------------------------------------------------------
         J. DALE HARVEY   Vice President of the fund.  4 years                       9 years             11 years
                          Vice President and
                          Director, Capital Research
                          Company*
         -----------------------------------------------------------------------------------------------------------------
         JOHN H.          Vice President, Capital      3 years                       17 years            18 years
         SMET             Research and Management
                          Company
          Capital Research and Management Company has been the fund's investment adviser since July 26, 1975.
         +Prior to July 26, 1975, Mr. O'Donnell was a research professional with American Express Investment Management
          Company, the fund's previous investment adviser.
         * Company affiliated with Capital Research and Management Company


- -----------------------------------------------------------------------------------------------------------------------------
</TABLE>



                                       10

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 SHAREHOLDER INFORMATION

 SHAREHOLDER SERVICES

 American Funds Service Company, the fund's transfer agent, offers you a wide
 range of services you can use to alter your investment program should your
 needs and circumstances change. These services may be terminated or modified at
 any time upon 60 days' written notice. For your convenience, American Funds
 Service Company has four service centers across the country.

                  AMERICAN FUNDS SERVICE COMPANY SERVICE AREAS

                     Call toll-Free from anywhere in the U.S.
                               (8 a.m. to 8 p.m. ET):
                                   800/421-0180

                             [map of the United States]

<TABLE>
<CAPTION>
<S>                <C>                 <C>                    <C>
Western            Western Central     Eastern Central        Eastern
Service Center     Service Center      Service Center         Service Center
American Funds     American Funds      American Funds         American Funds
Service Company    Service Company     Service Company        Service Company
P.O. Box 2205      P.O. Box 659522     P.O. Box 6007          P.O. Box 2280
Brea, California   San Antonio, Texas  Indianapolis, Indiana  Norfolk, Virginia
92822-2205         78265-9522          46206-6007             23501-2280
Fax: 714/671-7080  Fax: 210/474-4050   Fax: 317/735-6620      Fax: 757/670-4773
</TABLE>

 A COMPLETE DESCRIPTION OF THE SERVICES WE OFFER IS INCLUDED IN THE FUND'S
 STATEMENT OF ADDITIONAL INFORMATION. In addition, an easy-to-read guide to
 owning a fund in The American Funds Group titled "Welcome to the Family" is
 sent to new shareholders and is available by writing or calling American Funds
 Service Company.

 You may invest in the fund through various retirement plans.  However, Class B
 shares generally are not available to certain retirement plans (for example,
 group retirement plans such as 401(k) plans, employer-sponsored 403(b) plans,
 and money purchase pension and profit sharing plans).  Some retirement plans or
 accounts held by investment dealers may not offer certain services.  If you
 have any questions, please contact American Funds Service Company, your plan
 administrator/trustee or dealer.


                                       11

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 CHOOSING A SHARE CLASS

 The fund offers both Class A and Class B shares.  Each share class has its own
 sales charge and expense structure, allowing you to choose the class that best
 meets your situation.

 Factors you should consider in choosing a class of shares include:

  -  How long you expect to own the shares

  -  How much you intend to invest

  -  The expenses associated with owning shares of each class

  -  Whether you qualify for any reduction or waiver of sales charges (for
     example, Class A shares may be a less expensive option over time if you
     qualify for a sales charge reduction or waiver)

 EACH INVESTOR'S FINANCIAL CONSIDERATIONS ARE DIFFERENT.  YOU SHOULD SPEAK WITH
 YOUR FINANCIAL ADVISER TO HELP YOU DECIDE WHICH SHARE CLASS IS BEST FOR YOU.

 Differences between Class A and Class B shares include:


<TABLE>
<CAPTION>
               CLASS A                                 CLASS B
 ------------------------------------------------------------------------------
 <S>                                   <S>
  Initial sales charge of up to         No initial sales charge.
  5.75%. Sales charges are reduced
  for purchases of $25,000 or more
  (see "Sales Charges - Class A").
 ------------------------------------------------------------------------------
  Distribution and service (12b-1)      Distribution and service (12b-1) fees
  fees of up to 0.25% annually.         of up to 1.00% annually.
 ------------------------------------------------------------------------------
  Higher dividends than Class B         Lower dividends than Class A shares due
  shares due to lower annual            to higher distribution fees and other
  expenses.                             expenses.
 ------------------------------------------------------------------------------
  No contingent deferred sales charge   A contingent deferred sales charge if
  (except on certain redemptions on     you sell shares within six years of
  purchases of $1 million or more       buying them.  The charge starts at 5%
  bought without an initial sales       and declines thereafter until it
  charge).                              reaches 0% after six years. (see "Sales
                                        Charges - Class B").
 ------------------------------------------------------------------------------
  No purchase maximum.                  Maximum purchase of $100,000.
 ------------------------------------------------------------------------------
                                        Automatic conversion to Class A shares
                                        after eight years, reducing future
                                        annual expenses.
 ------------------------------------------------------------------------------
</TABLE>



                                       12

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 PURCHASE AND EXCHANGE OF SHARES

 PURCHASE

 Generally, you may open an account by contacting any investment dealer (who may
 impose transaction charges in addition to those described in this prospectus)
 authorized to sell the fund's shares. You may purchase additional shares using
 various options described in the statement of additional information and
 "Welcome to the Family."

 EXCHANGE

 You may exchange your shares into shares of the same class of other funds in
 The American Funds Group generally without a sales charge. For purposes of
 computing the contingent deferred sales charge on Class B shares, the length of
 time you have owned your shares will be measured from the date of original
 purchase and will not be affected by any exchange.

 Exchanges of shares from the money market funds initially purchased without a
 sales charge generally will be subject to the appropriate sales charge.
 Exchanges have the same tax consequences as ordinary sales and purchases. See
 "Transactions by Telephone..." for information regarding electronic exchanges.

 THE FUND AND AMERICAN FUNDS DISTRIBUTORS, THE FUND'S PRINCIPAL UNDERWRITER,
 RESERVE THE RIGHT TO REJECT ANY PURCHASE ORDER FOR ANY REASON. ALTHOUGH THERE
 IS CURRENTLY NO SPECIFIC LIMIT ON THE NUMBER OF EXCHANGES YOU CAN MAKE IN A
 PERIOD OF TIME, THE FUND AND AMERICAN FUNDS DISTRIBUTORS RESERVE THE RIGHT TO
 REJECT ANY PURCHASE ORDER AND MAY TERMINATE THE EXCHANGE PRIVILEGE OF ANY
 INVESTOR WHOSE PATTERN OF EXCHANGE ACTIVITY THEY HAVE DETERMINED INVOLVES
 ACTUAL OR POTENTIAL HARM TO THE FUND.


<TABLE>
<CAPTION>
 PURCHASE MINIMUMS FOR CLASS A AND B SHARES
 <S>                                                           <C>
 To establish an account (including retirement plan accounts)   $    250
   For a retirement plan account through payroll deduction      $     25
 To add to an account                                           $     50
   For a retirement plan account through payroll deduction      $     25
 PURCHASE MAXIMUM FOR CLASS B SHARES                            $100,000
</TABLE>



                                       13

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 SHARE PRICE

 The fund calculates its share price, also called net asset value, as of
 approximately 4:00 p.m. New York time, which is the normal close of trading on
 the New York Stock Exchange, every day the Exchange is open. In calculating net
 asset value, market prices are used when available. If a market price for a
 particular security is not available, the fund will determine the appropriate
 price for the security.

 Your shares will be purchased at the net asset value plus any applicable sales
 charge in the case of Class A shares, or sold at the net asset value next
 determined after American Funds Service Company receives and accepts your
 request. Sales of certain Class A and B shares may be subject to contingent
 deferred sales charges.

 ---------------------------------------------------------
 SALES CHARGES

 CLASS A

 The initial sales charge you pay when you buy Class A shares differs depending
 upon the amount you invest and may be reduced for larger purchases as indicated
 below.


<TABLE>
<CAPTION>
                             SALES CHARGE AS A PERCENTAGE OF
                             ----------------------------------
                                                                    DEALER
                                                    NET           COMMISSION
                                OFFERING          AMOUNT           AS % OF
 INVESTMENT                       PRICE          INVESTED       OFFERING PRICE
 ------------------------------------------------------------------------------
 <S>                         <C>              <C>              <C>
 Less than $25,000                5.75%            6.10%            5.00%
 ------------------------------------------------------------------------------
 $25,000 but less than            5.00%            5.26%            4.25%
 $50,000
 ------------------------------------------------------------------------------
 $50,000 but less than            4.50%            4.71%            3.75%
 $100,000
 ------------------------------------------------------------------------------
 $100,000 but less than           3.50%            3.63%            2.75%
 $250,000
 ------------------------------------------------------------------------------
 $250,000 but less than           2.50%            2.56%            2.00%
 $500,000
 ------------------------------------------------------------------------------
 $500,000 but less than           2.00%            2.04%            1.60%
 $750,000
 ------------------------------------------------------------------------------
 $750,000 but less than $1
 million                          1.50%            1.52%            1.20%
 ------------------------------------------------------------------------------
 $1 million or more and certain other
 investments described below           see below  see below   see below
</TABLE>



 CLASS A PURCHASES NOT SUBJECT TO SALES CHARGE

 Investments of $1 million or more are sold with no initial sales charge.
 HOWEVER, A 1% CONTINGENT DEFERRED SALES CHARGE MAY BE IMPOSED IF REDEMPTIONS
 ARE MADE WITHIN ONE YEAR OF PURCHASE. Employer-sponsored defined contribution--


                                       14

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 type plans investing $1 million or more, or with 100 or more eligible
 employees, and Individual Retirement Account rollovers involving retirement
 plan assets invested in the American Funds, may invest with no sales charge and
 are not subject to a contingent deferred sales charge.  Investments made
 through retirement plans, endowments or foundations with $50 million or more in
 assets, or through certain qualified fee-based programs may also be made with
 no sales charge and are not subject to a contingent deferred sales charge. The
 fund may pay a dealer concession of up to 1% under its Plan of Distribution on
 investments made with no initial sales charge.

 CLASS B

 Class B shares are sold without any initial sales charge.  However, a
 contingent deferred sales charge may be applied to shares you redeem within six
 years of purchase, as shown in the table below.


<TABLE>
<CAPTION>
 Contingent deferred sales charge
    on shares sold within year      as a % of shares being sold
 ---------------------------------------------------------------
 <S>                               <S>
                1                              5.00%
                2                              4.00%
                3                              4.00%
                4                              3.00%
                5                              2.00%
                6                              1.00%
</TABLE>


 Shares acquired through reinvestment of dividends or capital gain distributions
 are not subject to a contingent deferred sales charge.  In addition, the
 contingent deferred sales charge may be waived in certain circumstances.  See
 "Contingent Deferred Sales Charge Waivers for Class B Shares" below.  The
 contingent deferred sales charge is based on the original purchase cost or the
 current market value of the shares being sold, whichever is less.  For purposes
 of determining the contingent deferred sales charge, if you sell only some of
 your shares, shares that are not subject to any contingent deferred sales
 charge will be sold first and then shares that you have owned the longest.

 CLASS B CONVERSION TO A SHARES

 Class B shares automatically convert to Class A shares in the month of the
 eight-year anniversary of the purchase date. The Internal Revenue Service
 currently takes the position that this automatic conversion is not taxable.
 Should their position change, shareholders would still have the option of
 converting but may face certain tax consequences. Please see the statement of
 additional information for more information.


                                       15

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 SALES CHARGE REDUCTIONS AND WAIVERS

 You must let your investment dealer or American Funds Service Company know if
 you qualify for a reduction in your Class A sales charge or waiver of your
 Class B contingent deferred sales charge using one or any combination of the
 methods described below, in the statement of additional information and
 "Welcome to the Family."

 REDUCING YOUR CLASS A SALES CHARGES

 You and your "immediate family" (your spouse and your children under the age of
 21) may combine investments to reduce your Class A sales charge.

 AGGREGATING ACCOUNTS

 To receive a reduced Class A sales charge, investments made by you and your
 immediate family (see above) may be aggregated if made for their own account(s)
 and/or:

  -  trust accounts established by the above individuals. However, if the
     person(s) who established the trust is deceased, the trust account may be
     aggregated with accounts of the person who is the primary beneficiary of
     the trust.

  -  solely controlled business accounts.

  -  single-participant retirement plans.

 Other types of accounts may also be aggregated. You should check with your
 financial adviser or consult the statement of additional information or
 "Welcome to the Family" for more information.

 CONCURRENT PURCHASES

 You may combine simultaneous purchases of Class A and/or B shares of two or
 more American Funds, as well as individual holdings in various American Legacy
 variable annuities or variable life insurance policies, to qualify for a
 reduced Class A sales charge.  Direct purchases of money market funds are
 excluded.

 RIGHTS OF ACCUMULATION

 You may take into account the current value of your existing Class A and B
 holdings in the American Funds, as well as individual holdings in various
 American Legacy variable annuities or variable life insurance policies, to
 determine your Class A sales charge. Direct purchases of money market funds are
 excluded.

 STATEMENT OF INTENTION

 You can reduce the sales charge you pay on your Class A share purchases by
 establishing a Statement of Intention. A Statement of Intention allows you to


                                       16

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 combine all Class A and B share non-money market fund purchases, as well as
 individual American Legacy variable annuity and life insurance policies you
 intend to make over a 13-month period, to determine the applicable sales
 charge. At your request purchases made during the previous 90 days may be
 included; however, capital appreciation and reinvested dividends and capital
 gains do not apply toward these combined purchases. A portion of your account
 may be held in escrow to cover additional Class A sales charges which may be
 due if your total investments over the 13-month period do not qualify for the
 applicable sales charge reduction.

 CONTINGENT DEFERRED SALES CHARGE WAIVERS FOR CLASS B SHARES

 The contingent deferred sales charge on Class B shares may be waived in the
 following cases:

  -  to receive payments through systematic withdrawal plans (up to 12% of the
     value of your account);

  -  to receive certain distributions, such as required minimum distributions
     from retirement accounts; or

  -  for redemptions due to death or post-purchase disability of the
     shareholder.

 For more information, please consult your financial adviser, the statement of
 additional information or "Welcome to the Family."

 ---------------------------------------------------------
 PLANS OF DISTRIBUTION

 The fund has Plans of Distribution or "12b-1 Plans" under which it may finance
 activities primarily intended to sell shares, provided the categories of
 expenses are approved in advance by the fund's board of directors. The plans
 provide for annual expenses of up to 0.25% for Class A shares and up to 1.00%
 for Class B shares. Up to 0.25% of these payments are used to pay service fees
 to qualified dealers for providing certain shareholder services. The remaining
 0.75% expense for Class B shares is used for financing commissions paid to your
 dealer. The 12b-1 fees paid by the fund, as a percentage of average net assets,
 for the previous fiscal year is indicated above under "Fees and Expenses of the
 Fund." Since these fees are paid out of the fund's assets or income on an
 ongoing basis, over time they will increase the cost and reduce the return of
 an investment.  The higher fees for Class B shares may cost you more over time
 than paying the initial sales charge for Class A shares.

 OTHER COMPENSATION TO DEALERS

 American Funds Distributors may provide additional compensation to, or sponsor
 informational meetings for, dealers as described in the statement of additional
 information.


                                       17

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 HOW TO SELL SHARES

 Once a sufficient period of time has passed to reasonably assure that checks or
 drafts (including certified or cashiers' checks) for shares purchased have
 cleared (normally 15 calendar days), you may sell (redeem) those shares in any
 of the following ways:

  THROUGH YOUR DEALER (CERTAIN CHARGES MAY APPLY)

  -  Shares held for you in your dealer's name must be sold through the dealer.

  WRITING TO AMERICAN FUNDS SERVICE COMPANY

  -  Requests must be signed by the registered shareholder(s).

  -  A signature guarantee is required if the redemption is:

     -- Over $50,000;

     -- Made payable to someone other than the registered shareholder(s); or

     -- Sent to an address other than the address of record, or an address of
      record which has been changed within the last 10 days.

  -  Additional documentation may be required for sales of shares held in
     corporate, partnership or fiduciary accounts.

  TELEPHONING OR FAXING AMERICAN FUNDS SERVICE COMPANY, OR BY USING AMERICAN
  FUNDSLINE/(R)/ OR AMERICAN FUNDSLINE ONLINE/(R)/:

  -  Redemptions by telephone or fax (including American FundsLine and American
     FundsLine OnLine) are limited to $50,000 per shareholder each day.

  -  Checks must be made payable to the registered shareholder.

  -  Checks must be mailed to an address of record that has been used with the
     account for at least 10 days.

 TRANSACTIONS BY TELEPHONE, FAX, AMERICAN FUNDSLINE OR FUNDSLINE ONLINE

 Generally, you are automatically eligible to use these services for redemptions
 and exchanges unless you notify us in writing that you do not want any or all
 of these services. You may reinstate these services at any time.

 Unless you decide not to have telephone, fax, or computer services on your
 account(s), you agree to hold the fund, American Funds Service Company, any of
 its affiliates or mutual funds managed by such affiliates, and each of their
 respective directors, trustees, officers, employees and agents harmless from
 any losses, expenses, costs or liabilities (including attorney fees) which may
 be incurred in connection with the exercise of these privileges, provided
 American Funds Service Company employs reasonable procedures to confirm that
 the instructions received from any person with appropriate account information
 are genuine. If reasonable procedures are not employed, the fund may be liable
 for losses due to unauthorized or fraudulent instructions.


                                       18

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 DISTRIBUTIONS AND TAXES

 DIVIDENDS AND DISTRIBUTIONS

 The fund intends to distribute dividends to you, if any, usually in February,
 May, August, and December. Capital gains, if any, are usually distributed in
 December. When a dividend or capital gain is distributed, the net asset value
 per share is reduced by the amount of the payment.

 You may elect to reinvest dividends and/or capital gain distributions to
 purchase additional shares of this fund or any other fund in The American Funds
 Group or you may elect to receive them in cash. Most shareholders do not elect
 to take capital gain distributions in cash because these distributions reduce
 principal value.

 TAXES ON DISTRIBUTIONS

 Distributions you receive from the fund may be subject to income tax and may
 also be subject to state or local taxes - unless you are exempt from taxation.

 For federal tax purposes, any taxable dividends and distributions of short-term
 capital gains are treated as ordinary income. The fund's distributions of net
 long-term capital gains are taxable to you as long-term capital gains. Any
 taxable distributions you receive from the fund will normally be taxable to you
 when made, regardless of whether you reinvest distributions or receive them in
 cash.

 TAXES ON TRANSACTIONS

 Your redemptions, including exchanges, may result in a capital gain or loss for
 federal tax purposes. A capital gain or loss on your investment in the fund is
 the difference between the cost of your shares, including any sales charges,
 and the price you receive when you sell them.

 Please see the statement of additional information, the "Welcome to the Family"
 guide, and your tax adviser for further information.


                                       19

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 FINANCIAL HIGHLIGHTS

 The financial highlights table is intended to help you understand the fund's
 results for the past five years and is currently only shown for Class A shares.
  A similar table will be shown for Class B shares beginning with the fund's
 2000 fiscal year end.  Certain information reflects financial results for a
 single fund share. The total returns in the table represent the rate that an
 investor would have earned or lost on an investment in the fund (assuming
 reinvestment of all dividends and distributions). This information has been
 audited by Deloitte & Touche LLP, whose report, along with the fund's financial
 statements, is included in the statement of additional information, which is
 available upon request.

<TABLE>
<CAPTION>
                                         YEARS ENDED DECEMBER 31
                                       ------------------------------
                               1999      1998      1997      1996       1995
                             --------------------------------------------------
 <S>                         <C>       <C>       <C>       <C>       <C>
 Net Asset Value,            $ 15.76   $ 15.68   $ 14.55   $ 14.15    $ 12.00
 Beginning of Year
 ------------------------------------------------------------------------------
 INCOME FROM INVESTMENT
 OPERATIONS:
 Net investment income           .56       .56       .58       .57        .57
 Net gains or losses on
 securities (both               (.04)     1.13      2.41      1.24       2.61
 realized and unrealized)
 ------------------------------------------------------------------------------
 Total from investment           .52      1.69      2.99      1.81       3.18
 operations
 ------------------------------------------------------------------------------
 LESS DISTRIBUTIONS:
 Dividends (from net
 investment income)             (.56)     (.56)     (.56)     (.56)      (.56)
 Distributions (from           (1.30)    (1.05)    (1.30)     (.85)      (.47)
 capital gains)
 ------------------------------------------------------------------------------
 Total distributions           (1.86)    (1.61)    (1.86)    (1.41)     (1.03)
 ------------------------------------------------------------------------------
 Net Asset Value,            $ 14.42   $ 15.76   $ 15.68   $ 14.55    $ 14.15
 End of Year
 ------------------------------------------------------------------------------
 Total return*                 3.47%    11.13%    21.04%    13.17%     27.13%
 ------------------------------------------------------------------------------
 RATIOS/SUPPLEMENTAL DATA:
 Net assets, end of year     $ 5,981   $ 5,881   $ 5,036   $ 3,941    $ 3,048
 (in millions)
 ------------------------------------------------------------------------------
 Ratio of expenses to           .66%      .63%      .65%      .67%       .67%
 average net assets
 ------------------------------------------------------------------------------
 Ratio of net income           3.59%     3.57%     3.74%     4.01%      4.38%
 to average net assets
 ------------------------------------------------------------------------------
 Portfolio turnover rate      48.47%    54.05%    44.01%    43.85%     39.03%
 * Excludes maximum sales charge.
</TABLE>



                                       20

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 APPENDIX

 Moody's Investors Service, Inc. rates the long-term debt securities issued by
 various entities in categories ranging from "Aaa" to "C," according to quality
 as described below.

 "Aaa - Best quality. These securities carry the smallest degree of investment
 risk and are generally referred to as "gilt edge." Interest payments are
 protected by a large, or by an exceptionally stable margin and principal is
 secure. While the various protective elements are likely to change, such
 changes as can be visualized are most unlikely to impair the fundamentally
 strong position of such shares."

 "Aa - High quality by all standards. They are rated lower than the best bond
 because margins of protection may not be as large as in Aaa securities,
 fluctuation of protective elements may be of greater amplitude, or there may be
 other elements present which make the long-term risks appear somewhat greater."

 "A - Upper medium grade obligations. These bonds possess many favorable
 investment attributes. Factors giving security to principal and interest are
 considered adequate, but elements may be present which suggest a susceptibility
 to impairment sometime in the future."

 "Baa - Medium grade obligations. Interest payments and principal security
 appear adequate for the present but certain protective elements may be lacking
 or may be characteristically unreliable over any great length of time. Such
 bonds lack outstanding investment characteristics and, in fact, have
 speculative characteristics as well."

 "Ba - Have speculative elements; future cannot be considered as well assured.
 The protection of interest and principal payments may be very moderate and
 thereby not well safeguarded during both good and bad times over the future.
 Bonds in this class are characterized by uncertainty of position."

 "B - Generally lack characteristics of the desirable investment; assurance of
 interest and principal payments or of maintenance of other terms of the
 contract over any long period of time may be small."

 "Caa - Of poor standing. Issues may be in default or there may be present
 elements of danger with respect to principal or interest."

 "Ca - Speculative in a high degree; often in default or having other marked
 shortcomings."

 "C - Lowest rated class of bonds; can be regarded as having extremely poor
 prospects of ever attaining any real investment standing."


                                       21

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 Moody's supplies numerical indicators, 1, 2 and 3 to rating categories. The
 modifier 1 indicates that the obligation ranks in the higher end of its generic
 rating category; the modifier 2 indicates a mid-range ranking; and 3 indicates
 a ranking toward the lower end of that generic category.

 Standard & Poor's Corporation rates the long-term debt securities issued by
 various entities in categories ranging from "AAA" to "D," according to quality
 as described below.

 "AAA - Highest rating. Capacity to pay interest and repay principal is
 extremely strong."

 "AA - High grade. Very strong capacity to pay interest and repay principal.
 Generally, these bonds differ from AAA issues only in a small degree."

 "A - Have a strong capacity to pay interest and repay principal, although they
 are somewhat more susceptible to the adverse effects of change in circumstances
 and economic conditions, than debt in higher rated categories."

 "BBB - Regarded as having adequate capacity to pay interest and repay
 principal. These bonds normally exhibit adequate protection parameters, but
 adverse economic conditions or changing circumstances are more likely to lead
 to a weakened capacity to pay interest and repay principal than for debt in
 higher rated categories."

 "BB, B, CCC, CC, C - Regarded, on balance, as predominantly speculative with
 respect to capacity to pay interest and repay principal in accordance with the
 terms of the obligation. BB indicates the lowest degree of speculation and C
  the highest degree of speculation. While such debt will likely have some
 quality protective characteristics, these are outweighed by large uncertainties
 or major risk exposures to adverse conditions."

 "C1 - Reserved for income bonds on which interest is being paid."

 "D - In default and payment of interest and/or repayment of principal is in
 arrears."

 Standard & Poor's applies indicators "+", no character and "-" to its rating
 categories. The indicators show relative standing within the major rating
 categories.


                                       22

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>


<TABLE>
<CAPTION>
 <S>                           <C>
 FOR SHAREHOLDER SERVICES                  American Funds Service Company
                                                             800/421-0180
 FOR RETIREMENT PLAN SERVICES    Call your employer or plan administrator
 FOR DEALER SERVICES                          American Funds Distributors
                                                     800/421-9900 Ext. 11
 FOR 24-HOUR INFORMATION                            American FundsLine(R)
                                                             800/325-3590
                                             American FundsLine OnLine(R)
                                             http://www.americanfunds.com

</TABLE>

            Telephone conversations may be recorded or monitored for
          verification, recordkeeping and quality assurance purposes.

                            *     *     *     *     *

 MULTIPLE TRANSLATIONS  This prospectus may be translated into other languages.
 If there is any inconsistency or ambiguity as to the meaning of any word or
 phrase in a translation, the English text will prevail.

 ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS  Contains additional information
 about the fund including financial statements, investment results, portfolio
 holdings, a statement from portfolio management discussing market conditions
 and the fund's investment strategies, and the independent accountants' report
 (in the annual report).

 STATEMENT OF ADDITIONAL INFORMATION (SAI) AND CODES OF ETHICS The SAI contains
 more detailed information on all aspects of the fund, including the fund's
 financial statements and is incorporated by reference into this prospectus.
 The codes of ethics describe the personal investing policies adopted by the
 fund and the fund's investment adviser and its affiliated companies.

 The codes of ethics and current SAI have been filed with the Securities and
 Exchange Commission ("SEC"). These and other related materials about the fund
 are available for review or to be copied at the SEC's Public Reference Room in
 Washington, D.C. (202/942-8090) or on the EDGAR database on the SEC's Internet
 Web site at http://www.sec.gov, or, after payment of a duplicating fee, via
 e-mail request to [email protected] or by writing the SEC's Public Reference
 Section, Washington, D.C. 20549-0102.

 HOUSEHOLD MAILINGS  Each year you are automatically sent an updated
 prospectus, annual and semi-annual report for the fund. In order to reduce the
 volume of mail you receive, when possible, only one copy of these documents
 will be sent to shareholders that are part of the same family and share the
 same residential address.

 If you would like to receive individual copies of these documents, or a free
 copy of the SAI or Codes of Ethics, please call American Funds Service Company
 at 800/421-0180 or write to the Secretary of the fund at P.O. Box 7650, San
 Francisco, California 94120.
 Investment Company File No. 811-66
                                                       Printed on recycled paper

THE FUND PROVIDES SPANISH TRANSLATIONS IN CONNECTION WITH THE PUBLIC OFFERING
AND SALE OF ITS SHARES.  THE FOLLOWING IS A FAIR AND ACCURATE ENGLISH
TRANSLATION OF A SPANISH LANGUAGE PROSPECTUS FOR THE FUND.

/s/ Patrick F. Quan
Patrick F. Quan
Secretary

<PAGE>


                           American Balanced Fund/(R)/

                                   Prospectus
                                 MARCH 15, 2000



 THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED
 OR DISAPPROVED OF THESE SECURITIES. FURTHER, IT HAS NOT DETERMINED THAT THIS
 PROSPECTUS IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS
 A CRIMINAL OFFENSE.

<PAGE>

 ---------------------------------------------------------
 AMERICAN BALANCED FUND, INC.

 One Market
 Steuart Tower, Suite 1800
 San Francisco, California 94105


<TABLE>
<CAPTION>
 TABLE OF CONTENTS
 -------------------------------------------------------
 <S>                                             <C>
  Risk/Return Summary                               2
 -------------------------------------------------------
  Fees and Expenses of the Fund                     5
 -------------------------------------------------------
  Investment Objectives, Strategies and Risks       6
 -------------------------------------------------------
  Management and Organization                       9
 -------------------------------------------------------
  Shareholder Information                          11
 -------------------------------------------------------
  Choosing a Share Class                           12
 -------------------------------------------------------
  Purchase and Exchange of Shares                  13
 -------------------------------------------------------
  Sales Charges                                    14
 -------------------------------------------------------
  Sales Charge Reductions and Waivers              16
 -------------------------------------------------------
  Plans of Distribution                            17
 -------------------------------------------------------
  How to Sell Shares                               18
 -------------------------------------------------------
  Distributions and Taxes                          19
 -------------------------------------------------------
  Financial Highlights                             20
 -------------------------------------------------------
  Appendix                                         21
 -------------------------------------------------------
</TABLE>



                                       1

AMERICAN BALANCED FUND / PROSPECTUS
                                                               AMBAL-010-0300/MC

<PAGE>

 ---------------------------------------------------------
 RISK/RETURN SUMMARY

 The fund strives to provide you with conservation of capital, current income,
 and long-term growth of both capital and income.  The fund invests primarily in
 a broad range of securities, including stocks and bonds.

 The fund is designed for investors seeking current income and capital
 appreciation through a mix of investments that provide above-average price
 stability. An investment in the fund is subject to risks, including the
 possibility that the fund may decline in value in response to economic,
 political or social events in the U.S. or abroad.  The prices of equity
 securities owned by the fund may be affected by events specifically involving
 the companies issuing those securities. The values of debt securities may be
 affected by changing interest rates and credit risk assessments.

 Your investment in the fund is not a bank deposit and is not insured or
 guaranteed by the Federal Deposit Insurance Corporation or any other government
 agency, entity or person.

 YOU MAY LOSE MONEY BY INVESTING IN THE FUND. THE LIKELIHOOD OF LOSS IS GREATER
 IF YOU INVEST FOR A SHORTER PERIOD OF TIME.


                                       2

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 INVESTMENT RESULTS

 The following information provides some indication of the risks of investing in
 the fund by showing changes in the fund's investment results from year to year
 and by showing how the fund's average annual returns for various periods
 compare with those of a broad measure of market performance. Past results are
 not an indication of future results.


                 CALENDAR YEAR TOTAL RETURNS FOR CLASS A SHARES
   (Results do not include a sales charge; if one were included, results would
                                   be lower.)

 ------------------------------------------------------------------------------
 [bar chart]
 1990    -1.57%
 1991    24.69%
 1992     9.48%
 1993    11.27%
 1994     0.34%
 1995    27.13%
 1996    13.17%
 1997    21.04%
 1998    11.13%
 1999     3.47%
 [end bar chart]




 The fund's highest/lowest quarterly results during this time period were:

<TABLE>
<CAPTION>
 <S>                   <C>     <C>
 HIGHEST               10.01%   (quarter ended June 30, 1997)
 LOWEST                -9.62%  (quarter ended September 30, 1990)
</TABLE>


                                       3

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 For periods ended December 31, 1999:

<TABLE>
<CAPTION>
 AVERAGE ANNUAL
 TOTAL RETURN                       ONE YEAR  FIVE YEARS  TEN YEARS   LIFETIME
 ------------------------------------------------------------------------------
 <S>                                <C>       <C>         <C>        <C>
 Class A/1/
 (with the maximum sales charge      -2.48%     13.55%     10.96%      12.63%
 deducted)
 ------------------------------------------------------------------------------
 Class B/2/                            N/A        N/A        N/A         N/A
 ------------------------------------------------------------------------------
 S&P 500/3/                          21.01%     28.49%     18.17%      16.27%
 ------------------------------------------------------------------------------
 Lehman Brothers Aggregate           -0.82%      7.73%      7.70%        N/A
 Bond Index/4/
 ------------------------------------------------------------------------------
</TABLE>


 Class A yield: 3.85%
 (For current yield information, please call American FundsLine/r/ at
 1-800-325-3590)


 1 The fund's Class A lifetime investment results are from July 26, 1975 when
  Capital Research and Management Company became the fund's investment adviser.

 2 The fund is beginning investment operations for Class B shares on March 15,
  2000.

 3 The Standard & Poor's 500 Composite Index is an asset-weighted, broad-based
  measurement of changes in stock market conditions based on the average
  performance of 500 widely held common stocks. This index is unmanaged and does
  not reflect sales charges, commissions or expenses. The lifetime figure is
  from the date Capital Research and Management Company became the investment
  adviser for the fund's Class A shares.

 4 The Lehman Brothers Aggregate Bond Index represents investment grade debt.
  This index is unmanaged and does not reflect sales charges, commissions or
  expenses. This index was not in existence as of the date Capital Research and
  Management Company became the fund's investment adviser, therefore, lifetime
  results are not available.



 Unlike the bar chart on the previous page, this table reflects the fund's
 investment results with the maximum initial or deferred sales charge deducted,
 as required by Securities and Exchange Commission rules. Class A share results
 are shown with the maximum initial sales charge of 5.75% deducted. Sales
 charges are reduced for purchases of $25,000 or more. Results would be higher
 if they were calculated at net asset value. All fund results reflect the
 reinvestment of dividend and capital gain distributions.

 Class B shares are subject to a maximum deferred sales charge of 5.00% if
 shares are redeemed within the first year of purchasing them. The deferred
 sales charge declines thereafter until it reaches 0% after six years. Class B
 shares convert to Class A shares after eight years. Since the fund's Class B
 shares begin investment operations on March 15, 2000, no results are available
 as of the date of this prospectus.


                                       4

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 FEES AND EXPENSES OF THE FUND

<TABLE>
<CAPTION>
 SHAREHOLDER FEES
 (fees paid directly from your investment)             CLASS A    CLASS B
 --------------------------------------------------------------------------
 <S>                                                   <C>       <C>
 Maximum sales charge imposed on purchases              5.75%/1/   0.00%
 (as a percentage of offering price)
 --------------------------------------------------------------------------
 Maximum sales charge imposed on reinvested dividends   0.00%      0.00%
 --------------------------------------------------------------------------
 Maximum deferred sales charge                          0.00%/2/   5.00%/3/
 --------------------------------------------------------------------------
 Redemption or exchange fees                            0.00%      0.00%
</TABLE>


 1 Sales charges are reduced or eliminated for purchases of $25,000 or more.

 2 A contingent deferred sales charge of 1% applies on certain redemptions made
  within 12 months following purchases of $1 million or more made without a
  sales charge.

 3 Deferred sales charges are reduced after 12 months and eliminated after six
  years.

<TABLE>
<CAPTION>
 ANNUAL FUND OPERATING EXPENSES
 (expenses that are deducted from fund assets)  CLASS A    CLASS B/1/
 -----------------------------------------------
 <S>                                            <C>       <C>
 Management Fees                                 0.29%       0.29%
 Distribution and/or Service (12b-1) Fees        0.25%/2/    1.00%/3/
 Other Expenses                                  0.12%       0.12%
 Total Annual Fund Operating Expenses            0.66%       1.41%
</TABLE>


 1 Based on estimated amounts for the current fiscal year.

 2 Class A 12b-1 expenses may not exceed 0.25% of the fund's average net assets
  annually.

 3 Class B 12b-1 expenses may not exceed 1.00% of the fund's average net assets
  annually.

 EXAMPLE

 This Example is intended to help you compare the cost of investing in the fund
 with the cost of investing in other mutual funds. The Example assumes that you
 invest $10,000 in the fund for the time periods indicated, that your investment
 has a 5% return each year and that the fund's operating expenses remain the
 same as shown above. The Class A example reflects the maximum initial sales
 charge in Year One. The Class B-assuming redemption example reflects applicable
 contingent deferred sales charges through Year Six (after which time they are
 eliminated). Both Class B examples reflect Class A expenses for Years 9 and 10
 since Class B shares automatically convert to Class A after eight years.
 Although your actual costs may be higher or lower, based on these assumptions
 your cumulative expenses would be:

<TABLE>
<CAPTION>
                                   YEAR  YEAR   YEAR   YEAR
                                   ONE   THREE  FIVE   TEN
 <S>                               <C>   <C>    <C>   <C>
 Class A                           $639  $774   $922  $1,350
 ----------------------------------------------------------------------------
 Class B - assuming redemption     $644  $846   $971  $1,486
 Class B - assuming no redemption  $144  $446   $771  $1,486
</TABLE>



                                       5

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 INVESTMENT OBJECTIVES, STRATEGIES AND RISKS

 The investment objectives of the fund are: (1) conservation of capital, (2)
 current income, and (3) long-term growth of capital and income.  The fund
 approaches the management of its investments as if they constituted the
 complete investment program of the prudent investor.  The fund invests
 primarily in a broad range of securities, including stocks and bonds (rated Baa
 or BBB or better by Moody's Investors Service, Inc. or Standard & Poor's
 Corporation).  The fund also invests in securities issued and guaranteed by the
 U.S. government.  Normally, the fund will maintain at least 50% of the value of
 its assets in common stocks and at least 25% of the value of its assets in debt
 securities.

 The values of equity securities held by the fund may decline in response to
 certain events, including those directly involving the companies whose
 securities are owned in the fund, adverse conditions affecting the general
 economy, overall market declines, world political, social and economic
 instability, and currency fluctuations. The values of most debt securities held
 by the fund may be affected by changing interest rates, and individual
 securities by changes in their effective maturities and credit ratings. For
 example, the values of bonds in the fund's portfolio generally will decline
 when interest rates rise and vice versa. A security backed by the U.S. Treasury
 or the full faith and credit of the United States is guaranteed only as to the
 timely payment of interest and principal when held to maturity.  Accordingly,
 the current market prices for these securities will fluctuate with changes in
 interest rates.

 The fund may also hold cash or money market instruments. The size of the fund's
 cash position will vary and will depend on various factors, including market
 conditions and purchases and redemptions of fund shares. A larger cash position
 could detract from the achievement of the fund's objectives, but it also would
 reduce the fund's exposure in the event of a market downturn and provide
 liquidity to make additional investments or to meet redemptions.

 The fund relies on the professional judgment of its investment adviser, Capital
 Research and Management Company, to make decisions about the fund's portfolio
 securities. The basic investment philosophy of the investment adviser is to
 seek undervalued securities that represent good long-term investment
 opportunities. Securities may be sold when the investment adviser believes they
 no longer represent good long-term value.



                                       6

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 OTHER IMPORTANT INVESTMENT PRACTICES

 In addition to the principal investment strategies described above, the fund
 has other investment practices that are described here and in the statement of
 additional information.

 The fund may invest up to 10% of its assets in securities of issuers domiciled
 outside the U.S. and not included in the Standard & Poor's 500 Composite Index.
 Investments outside the U.S. may be affected by these events to a greater
 extent and may also be affected by differing securities regulations, higher
 transaction costs, and administrative difficulties such as delays in clearing
 and settling portfolio transactions.

 ADDITIONAL INVESTMENT RESULTS

 For periods ended December 31, 1999:

<TABLE>
<CAPTION>
 AVERAGE ANNUAL
 TOTAL RETURN/1/                  ONE YEAR  FIVE YEARS  TEN YEARS   LIFETIME
 <S>                              <C>       <C>         <C>        <C>
 Class A/2/                         3.47%     14.90%     11.63%      12.91%
 (with no sales charge deducted)
 ----------------------------------------------------------------------------
 Class B/3/                          N/A        N/A        N/A         N/A
 ----------------------------------------------------------------------------
 S&P 500/4/                        21.01%     28.49%     18.17%      16.27%
 ----------------------------------------------------------------------------
 Lehman Brothers Aggregate         -0.82%      7.73%      7.70%        N/A
 Bond Index/5/
 ----------------------------------------------------------------------------
</TABLE>


 Class A distribution rate/6/: 3.56%

 1 These fund results were calculated at net asset value according to a formula
  that is required for all stock and bond funds and include the reinvestment of
  dividend and capital gain distributions.

 2 The fund's Class A lifetime investment results are from July 26, 1975 when
  Capital Research and Management Company became the fund's investment adviser.

 3 The fund is beginning investment operations for Class B shares on March 15,
  2000.

 4 The Standard & Poor's 500 Composite Index is an asset-weighted, broad-based
  measurement of changes in stock market conditions based on the average
  performance of 500 widely held common stocks. This index is unmanaged and does
  not reflect sales charges, commissions or expenses. The lifetime figure is
  from the date Capital Research and Management Company became the investment
  adviser for the fund's Class A shares.

 5 The Lehman Brothers Aggregate Bond Index represents investment grade debt.
  This index is unmanaged and does not reflect sales charges, commissions or
  expenses. This index was not in existence as of the date Capital Research and
  Management Company became the fund's investment, therefore, lifetime results
  are not available.

 6 The distribution rate is based on actual distributions paid to shareholders
  over a 12-month interval. Capital gain distributions are added back to the net
  asset value to determine the rate.


                                       7

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>



 The following chart illustrates the asset mix of the fund's investment
 portfolio as of the end of the fund's fiscal year, December 31, 1999.

 [pie chart]
 Common Stocks 56%
 Government Bonds 21%
 Corporate Bonds 13%
 Convertible Debentures and Preferred Stocks 1%
 Short-Term Securities & Cash Equivalents 9%
 [end pie chart]


<TABLE>
<CAPTION>
                                                                       PERCENT OF
 FIVE LARGEST INDUSTRIES IN EQUITY HOLDINGS                            NET ASSETS
 ----------------------------------------------------------------------------------
 <S>                                                                  <C>
 Energy Sources                                                           5.90%
 ----------------------------------------------------------------------------------
 Insurance                                                                3.91
 ----------------------------------------------------------------------------------
 Banking                                                                  3.43
 ----------------------------------------------------------------------------------
 Chemicals                                                                3.40
 ----------------------------------------------------------------------------------
 Forest Products & Paper                                                  3.00
 TEN LARGEST EQUITY HOLDINGS
 ----------------------------------------------------------------------------------
 US West                                                                  1.75%
 ----------------------------------------------------------------------------------
 May Department Stores                                                    1.35
 ----------------------------------------------------------------------------------
 Corning                                                                  1.29
 ----------------------------------------------------------------------------------
 Sara Lee                                                                 1.29
 ----------------------------------------------------------------------------------
 Allstate                                                                 1.24
 ----------------------------------------------------------------------------------
 Phillips Pertroleum                                                      1.22
 ----------------------------------------------------------------------------------
 Texaco                                                                   1.00
 ----------------------------------------------------------------------------------
 Genuine Parts                                                            1.00
 ----------------------------------------------------------------------------------
 Bank of America                                                           .97
 ----------------------------------------------------------------------------------
 Weyerhaeuser                                                              .96


 BOND HOLDINGS BY QUALITY CATEGORY*
 See the Appendix for a description of quality categories.
 ----------------------------------------------------------------------------------
 U.S. Treasury and Agency                                                20.72%
 ----------------------------------------------------------------------------------
 AAA                                                                      3.34
 ----------------------------------------------------------------------------------
 AA                                                                       0.78
 ----------------------------------------------------------------------------------
 A                                                                        4.20
 ----------------------------------------------------------------------------------
 BBB                                                                      3.89
 ----------------------------------------------------------------------------------
</TABLE>


 * The fund may hold a limited portion of its assets in bonds that were
  downgraded subsequent to purchase. Approximately 1% of the fund's assets are
  held in bonds whose quality ratings were downgraded below BBB.

 Because the fund is actively managed, its holdings will change from time to
 time.


                                       8

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 MANAGEMENT AND ORGANIZATION

 INVESTMENT ADVISER

 Capital Research and Management Company, an experienced investment management
 organization founded in 1931, serves as investment adviser to the fund and
 other funds, including those in The American Funds Group. Capital Research and
 Management Company, a wholly owned subsidiary of The Capital Group Companies,
 Inc., is headquartered at 333 South Hope Street, Los Angeles, CA 90071. Capital
 Research and Management Company manages the investment portfolio and business
 affairs of the fund. The total management fee paid by the fund, as a percentage
 of average net assets, for the previous fiscal year is discussed earlier under
 "Fees and Expenses of the Fund."

 Capital Research and Management Company and its affiliated companies have
 adopted a personal investing policy that is consistent with the recommendations
 contained in the May 9, 1994 report issued by the Investment Company
 Institute's Advisory Group on Personal Investing. This policy has also been
 incorporated into the fund's code of ethics.

 MULTIPLE PORTFOLIO COUNSELOR SYSTEM

 Capital Research and Management Company uses a system of multiple portfolio
 counselors in managing mutual fund assets. Under this approach the portfolio of
 a fund is divided into segments which are managed by individual counselors.
 Counselors decide how their respective segments will be invested, within the
 limits provided by a fund's objective(s) and policies and by Capital Research
 and Management Company's investment committee. In addition, Capital Research
 and Management Company's research professionals may make investment decisions
 with respect to a portion of a fund's portfolio. The primary individual
 portfolio counselors for American Balanced Fund are listed on the following
 page.


                                       9

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>


<TABLE>
<CAPTION>
                                                                                       APPROXIMATE YEARS OF EXPERIENCE
                                                                                        AS AN INVESTMENT PROFESSIONAL
                                                           YEARS OF EXPERIENCE         (INCLUDING THE LAST FIVE YEARS)
                                                          AS PORTFOLIO COUNSELOR     -------------------------------------
            PORTFOLIO                                  (AND RESEARCH PROFESSIONAL,      WITH CAPITAL
         COUNSELORS FOR                                     IF APPLICABLE) FOR          RESEARCH AND
            AMERICAN                                      AMERICAN BALANCED FUND         MANAGEMENT
          BALANCED FUND        PRIMARY TITLE(S)               (APPROXIMATE)               COMPANY
         ----------------------------------------------------------------------------  OR AFFILIATES        TOTAL YEARS
                                                                                     -------------------------------------
<S>                       <C>                          <C>                           <C>                 <C>
         ROBERT G.        President and Director of    14 years (plus 14 years as a  25 years            28 years
         O'DONNELL        the fund. Senior Vice        research professional prior
                          President and Director,      to becoming a portfolio
                          Capital Research and         counselor for the fund)+
                          Management Company
         -----------------------------------------------------------------------------------------------------------------
         ABNER D.         Senior Vice President of     25 years                      33 years            48 years
         GOLDSTINE        the fund. Senior Vice
                          President and Director,
                          Capital Research and
                          Management Company
         -----------------------------------------------------------------------------------------------------------------
         HILDA L.         Vice President of the fund.  Less than 1 year              5 years             13 years
         APPLBAUM         Vice President, Capital
                          Research Company*
         -----------------------------------------------------------------------------------------------------------------
         J. DALE HARVEY   Vice President of the fund.  4 years                       9 years             11 years
                          Vice President and
                          Director, Capital Research
                          Company*
         -----------------------------------------------------------------------------------------------------------------
         JOHN H.          Vice President, Capital      3 years                       17 years            18 years
         SMET             Research and Management
                          Company
          Capital Research and Management Company has been the fund's investment adviser since July 26, 1975.
         +Prior to July 26, 1975, Mr. O'Donnell was a research professional with American Express Investment Management
          Company, the fund's previous investment adviser.
         * Company affiliated with Capital Research and Management Company


- -----------------------------------------------------------------------------------------------------------------------------
</TABLE>



                                       10

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 SHAREHOLDER INFORMATION

 SHAREHOLDER SERVICES

 American Funds Service Company, the fund's transfer agent, offers you a wide
 range of services you can use to alter your investment program should your
 needs and circumstances change. These services may be terminated or modified at
 any time upon 60 days' written notice. For your convenience, American Funds
 Service Company has four service centers across the country.

                  AMERICAN FUNDS SERVICE COMPANY SERVICE AREAS

                    Call toll-Free from anywhere in the U.S.
                               (8 a.m. to 8 p.m. ET):
                                   800/421-0180

                             [map of the United States]

<TABLE>
<CAPTION>
<S>                <C>                 <C>                    <C>
Western            Western Central     Eastern Central        Eastern
Service Center     Service Center      Service Center         Service Center
American Funds     American Funds      American Funds         American Funds
Service Company    Service Company     Service Company        Service Company
P.O. Box 2205      P.O. Box 659522     P.O. Box 6007          P.O. Box 2280
Brea, California   San Antonio, Texas  Indianapolis, Indiana  Norfolk, Virginia
92822-2205         78265-9522          46206-6007             23501-2280
Fax: 714/671-7080  Fax: 210/474-4050   Fax: 317/735-6620      Fax: 757/670-4773
</TABLE>

 A COMPLETE DESCRIPTION OF THE SERVICES WE OFFER IS INCLUDED IN THE FUND'S
 STATEMENT OF ADDITIONAL INFORMATION. In addition, an easy-to-read guide to
 owning a fund in The American Funds Group titled "Welcome to the Family" is
 sent to new shareholders and is available by writing or calling American Funds
 Service Company.

 You may invest in the fund through various retirement plans.  However, Class B
 shares generally are not available to certain retirement plans (for example,
 group retirement plans such as 401(k) plans, employer-sponsored 403(b) plans,
 and money purchase pension and profit sharing plans).  Some retirement plans or
 accounts held by investment dealers may not offer certain services.  If you
 have any questions, please contact American Funds Service Company, your plan
 administrator/trustee or dealer.


                                       11

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 CHOOSING A SHARE CLASS

 The fund offers both Class A and Class B shares.  Each share class has its own
 sales charge and expense structure, allowing you to choose the class that best
 meets your situation.

 Factors you should consider in choosing a class of shares include:

  -  How long you expect to own the shares

  -  How much you intend to invest

  -  The expenses associated with owning shares of each class

  -  Whether you qualify for any reduction or waiver of sales charges (for
     example, Class A shares may be a less expensive option over time if you
     qualify for a sales charge reduction or waiver)

 EACH INVESTOR'S FINANCIAL CONSIDERATIONS ARE DIFFERENT.  YOU SHOULD SPEAK WITH
 YOUR FINANCIAL ADVISER TO HELP YOU DECIDE WHICH SHARE CLASS IS BEST FOR YOU.

 Differences between Class A and Class B shares include:


<TABLE>
<CAPTION>
               CLASS A                                 CLASS B
 ------------------------------------------------------------------------------
 <S>                                   <S>
  Initial sales charge of up to         No initial sales charge.
  5.75%. Sales charges are reduced
  for purchases of $25,000 or more
  (see "Sales Charges - Class A").
 ------------------------------------------------------------------------------
  Distribution and service (12b-1)      Distribution and service (12b-1) fees
  fees of up to 0.25% annually.         of up to 1.00% annually.
 ------------------------------------------------------------------------------
  Higher dividends than Class B         Lower dividends than Class A shares due
  shares due to lower annual            to higher distribution fees and other
  expenses.                             expenses.
 ------------------------------------------------------------------------------
  No contingent deferred sales charge   A contingent deferred sales charge if
  (except on certain redemptions on     you sell shares within six years of
  purchases of $1 million or more       buying them.  The charge starts at 5%
  bought without an initial sales       and declines thereafter until it
  charge).                              reaches 0% after six years. (see "Sales
                                        Charges - Class B").
 ------------------------------------------------------------------------------
  No purchase maximum.                  Maximum purchase of $100,000.
 ------------------------------------------------------------------------------
                                        Automatic conversion to Class A shares
                                        after eight years, reducing future
                                        annual expenses.
 ------------------------------------------------------------------------------
</TABLE>



                                       12

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 PURCHASE AND EXCHANGE OF SHARES

 PURCHASE

 Generally, you may open an account by contacting any investment dealer (who may
 impose transaction charges in addition to those described in this prospectus)
 authorized to sell the fund's shares. You may purchase additional shares using
 various options described in the statement of additional information and
 "Welcome to the Family."

 EXCHANGE

 You may exchange your shares into shares of the same class of other funds in
 The American Funds Group generally without a sales charge. For purposes of
 computing the contingent deferred sales charge on Class B shares, the length of
 time you have owned your shares will be measured from the date of original
 purchase and will not be affected by any exchange.

 Exchanges of shares from the money market funds initially purchased without a
 sales charge generally will be subject to the appropriate sales charge.
 Exchanges have the same tax consequences as ordinary sales and purchases. See
 "Transactions by Telephone..." for information regarding electronic exchanges.

 THE FUND AND AMERICAN FUNDS DISTRIBUTORS, THE FUND'S PRINCIPAL UNDERWRITER,
 RESERVE THE RIGHT TO REJECT ANY PURCHASE ORDER FOR ANY REASON. ALTHOUGH THERE
 IS CURRENTLY NO SPECIFIC LIMIT ON THE NUMBER OF EXCHANGES YOU CAN MAKE IN A
 PERIOD OF TIME, THE FUND AND AMERICAN FUNDS DISTRIBUTORS RESERVE THE RIGHT TO
 REJECT ANY PURCHASE ORDER AND MAY TERMINATE THE EXCHANGE PRIVILEGE OF ANY
 INVESTOR WHOSE PATTERN OF EXCHANGE ACTIVITY THEY HAVE DETERMINED INVOLVES
 ACTUAL OR POTENTIAL HARM TO THE FUND.


<TABLE>
<CAPTION>
 PURCHASE MINIMUMS FOR CLASS A AND B SHARES
 <S>                                                           <C>
 To establish an account (including retirement plan accounts)   $    250
   For a retirement plan account through payroll deduction      $     25
 To add to an account                                           $     50
   For a retirement plan account through payroll deduction      $     25
 PURCHASE MAXIMUM FOR CLASS B SHARES                            $100,000
</TABLE>



                                       13

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 SHARE PRICE

 The fund calculates its share price, also called net asset value, as of
 approximately 4:00 p.m. New York time, which is the normal close of trading on
 the New York Stock Exchange, every day the Exchange is open. In calculating net
 asset value, market prices are used when available. If a market price for a
 particular security is not available, the fund will determine the appropriate
 price for the security.

 Your shares will be purchased at the net asset value plus any applicable sales
 charge in the case of Class A shares, or sold at the net asset value next
 determined after American Funds Service Company receives and accepts your
 request. Sales of certain Class A and B shares may be subject to contingent
 deferred sales charges.

 ---------------------------------------------------------
 SALES CHARGES

 CLASS A

 The initial sales charge you pay when you buy Class A shares differs depending
 upon the amount you invest and may be reduced for larger purchases as indicated
 below.


<TABLE>
<CAPTION>
                             SALES CHARGE AS A PERCENTAGE OF
                             ----------------------------------
                                                                    DEALER
                                                    NET           COMMISSION
                                OFFERING          AMOUNT           AS % OF
 INVESTMENT                       PRICE          INVESTED       OFFERING PRICE
 ------------------------------------------------------------------------------
 <S>                         <C>              <C>              <C>
 Less than $25,000                5.75%            6.10%            5.00%
 ------------------------------------------------------------------------------
 $25,000 but less than            5.00%            5.26%            4.25%
 $50,000
 ------------------------------------------------------------------------------
 $50,000 but less than            4.50%            4.71%            3.75%
 $100,000
 ------------------------------------------------------------------------------
 $100,000 but less than           3.50%            3.63%            2.75%
 $250,000
 ------------------------------------------------------------------------------
 $250,000 but less than           2.50%            2.56%            2.00%
 $500,000
 ------------------------------------------------------------------------------
 $500,000 but less than           2.00%            2.04%            1.60%
 $750,000
 ------------------------------------------------------------------------------
 $750,000 but less than $1
 million                          1.50%            1.52%            1.20%
 ------------------------------------------------------------------------------
 $1 million or more and certain other
 investments described below           see below  see below   see below
</TABLE>



 CLASS A PURCHASES NOT SUBJECT TO SALES CHARGE

 Investments of $1 million or more are sold with no initial sales charge.
 HOWEVER, A 1% CONTINGENT DEFERRED SALES CHARGE MAY BE IMPOSED IF REDEMPTIONS
 ARE MADE WITHIN ONE YEAR OF PURCHASE. Employer-sponsored defined contribution--


                                       14

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 type plans investing $1 million or more, or with 100 or more eligible
 employees, and Individual Retirement Account rollovers involving retirement
 plan assets invested in the American Funds, may invest with no sales charge and
 are not subject to a contingent deferred sales charge.  Investments made
 through retirement plans, endowments or foundations with $50 million or more in
 assets, or through certain qualified fee-based programs may also be made with
 no sales charge and are not subject to a contingent deferred sales charge. The
 fund may pay a dealer concession of up to 1% under its Plan of Distribution on
 investments made with no initial sales charge.

 CLASS B

 Class B shares are sold without any initial sales charge.  However, a
 contingent deferred sales charge may be applied to shares you redeem within six
 years of purchase, as shown in the table below.


<TABLE>
<CAPTION>
 Contingent deferred sales charge
    on shares sold within year      as a % of shares being sold
 ---------------------------------------------------------------
 <S>                               <S>
                1                              5.00%
                2                              4.00%
                3                              4.00%
                4                              3.00%
                5                              2.00%
                6                              1.00%
</TABLE>


 Shares acquired through reinvestment of dividends or capital gain distributions
 are not subject to a contingent deferred sales charge.  In addition, the
 contingent deferred sales charge may be waived in certain circumstances.  See
 "Contingent Deferred Sales Charge Waivers for Class B Shares" below.  The
 contingent deferred sales charge is based on the original purchase cost or the
 current market value of the shares being sold, whichever is less.  For purposes
 of determining the contingent deferred sales charge, if you sell only some of
 your shares, shares that are not subject to any contingent deferred sales
 charge will be sold first and then shares that you have owned the longest.

 CLASS B CONVERSION TO A SHARES

 Class B shares automatically convert to Class A shares in the month of the
 eight-year anniversary of the purchase date. The Internal Revenue Service
 currently takes the position that this automatic conversion is not taxable.
 Should their position change, shareholders would still have the option of
 converting but may face certain tax consequences. Please see the statement of
 additional information for more information.


                                       15

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 SALES CHARGE REDUCTIONS AND WAIVERS

 You must let your investment dealer or American Funds Service Company know if
 you qualify for a reduction in your Class A sales charge or waiver of your
 Class B contingent deferred sales charge using one or any combination of the
 methods described below, in the statement of additional information and
 "Welcome to the Family."

 REDUCING YOUR CLASS A SALES CHARGES

 You and your "immediate family" (your spouse and your children under the age of
 21) may combine investments to reduce your Class A sales charge.

 AGGREGATING ACCOUNTS

 To receive a reduced Class A sales charge, investments made by you and your
 immediate family (see above) may be aggregated if made for their own account(s)
 and/or:

  -  trust accounts established by the above individuals. However, if the
     person(s) who established the trust is deceased, the trust account may be
     aggregated with accounts of the person who is the primary beneficiary of
     the trust.

  -  solely controlled business accounts.

  -  single-participant retirement plans.

 Other types of accounts may also be aggregated. You should check with your
 financial adviser or consult the statement of additional information or
 "Welcome to the Family" for more information.

 CONCURRENT PURCHASES

 You may combine simultaneous purchases of Class A and/or B shares of two or
 more American Funds, as well as individual holdings in various American Legacy
 variable annuities or variable life insurance policies, to qualify for a
 reduced Class A sales charge.  Direct purchases of money market funds are
 excluded.

 RIGHTS OF ACCUMULATION

 You may take into account the current value of your existing Class A and B
 holdings in the American Funds, as well as individual holdings in various
 American Legacy variable annuities or variable life insurance policies, to
 determine your Class A sales charge. Direct purchases of money market funds are
 excluded.

 STATEMENT OF INTENTION

 You can reduce the sales charge you pay on your Class A share purchases by
 establishing a Statement of Intention. A Statement of Intention allows you to


                                       16

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 combine all Class A and B share non-money market fund purchases, as well as
 individual American Legacy variable annuity and life insurance policies you
 intend to make over a 13-month period, to determine the applicable sales
 charge. At your request purchases made during the previous 90 days may be
 included; however, capital appreciation and reinvested dividends and capital
 gains do not apply toward these combined purchases. A portion of your account
 may be held in escrow to cover additional Class A sales charges which may be
 due if your total investments over the 13-month period do not qualify for the
 applicable sales charge reduction.

 CONTINGENT DEFERRED SALES CHARGE WAIVERS FOR CLASS B SHARES

 The contingent deferred sales charge on Class B shares may be waived in the
 following cases:

  -  to receive payments through systematic withdrawal plans (up to 12% of the
     value of your account);

  -  to receive certain distributions, such as required minimum distributions
     from retirement accounts; or

  -  for redemptions due to death or post-purchase disability of the
     shareholder.

 For more information, please consult your financial adviser, the statement of
 additional information or "Welcome to the Family."

 ---------------------------------------------------------
 PLANS OF DISTRIBUTION

 The fund has Plans of Distribution or "12b-1 Plans" under which it may finance
 activities primarily intended to sell shares, provided the categories of
 expenses are approved in advance by the fund's board of directors. The plans
 provide for annual expenses of up to 0.25% for Class A shares and up to 1.00%
 for Class B shares. Up to 0.25% of these payments are used to pay service fees
 to qualified dealers for providing certain shareholder services. The remaining
 0.75% expense for Class B shares is used for financing commissions paid to your
 dealer. The 12b-1 fees paid by the fund, as a percentage of average net assets,
 for the previous fiscal year is indicated above under "Fees and Expenses of the
 Fund." Since these fees are paid out of the fund's assets or income on an
 ongoing basis, over time they will increase the cost and reduce the return of
 an investment.  The higher fees for Class B shares may cost you more over time
 than paying the initial sales charge for Class A shares.

 OTHER COMPENSATION TO DEALERS

 American Funds Distributors may provide additional compensation to, or sponsor
 informational meetings for, dealers as described in the statement of additional
 information.


                                       17

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 HOW TO SELL SHARES

 Once a sufficient period of time has passed to reasonably assure that checks or
 drafts (including certified or cashiers' checks) for shares purchased have
 cleared (normally 15 calendar days), you may sell (redeem) those shares in any
 of the following ways:

  THROUGH YOUR DEALER (CERTAIN CHARGES MAY APPLY)

  -  Shares held for you in your dealer's name must be sold through the dealer.

  WRITING TO AMERICAN FUNDS SERVICE COMPANY

  -  Requests must be signed by the registered shareholder(s).

  -  A signature guarantee is required if the redemption is:

     -- Over $50,000;

     -- Made payable to someone other than the registered shareholder(s); or

     -- Sent to an address other than the address of record, or an address of
      record which has been changed within the last 10 days.

  -  Additional documentation may be required for sales of shares held in
     corporate, partnership or fiduciary accounts.

  TELEPHONING OR FAXING AMERICAN FUNDS SERVICE COMPANY, OR BY USING AMERICAN
  FUNDSLINE/(R)/ OR AMERICAN FUNDSLINE ONLINE/(R)/:

  -  Redemptions by telephone or fax (including American FundsLine and American
     FundsLine OnLine) are limited to $50,000 per shareholder each day.

  -  Checks must be made payable to the registered shareholder.

  -  Checks must be mailed to an address of record that has been used with the
     account for at least 10 days.

 TRANSACTIONS BY TELEPHONE, FAX, AMERICAN FUNDSLINE OR FUNDSLINE ONLINE

 Generally, you are automatically eligible to use these services for redemptions
 and exchanges unless you notify us in writing that you do not want any or all
 of these services. You may reinstate these services at any time.

 Unless you decide not to have telephone, fax, or computer services on your
 account(s), you agree to hold the fund, American Funds Service Company, any of
 its affiliates or mutual funds managed by such affiliates, and each of their
 respective directors, trustees, officers, employees and agents harmless from
 any losses, expenses, costs or liabilities (including attorney fees) which may
 be incurred in connection with the exercise of these privileges, provided
 American Funds Service Company employs reasonable procedures to confirm that
 the instructions received from any person with appropriate account information
 are genuine. If reasonable procedures are not employed, the fund may be liable
 for losses due to unauthorized or fraudulent instructions.


                                       18

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 DISTRIBUTIONS AND TAXES

 DIVIDENDS AND DISTRIBUTIONS

 The fund intends to distribute dividends to you, if any, usually in February,
 May, August, and December. Capital gains, if any, are usually distributed in
 December. When a dividend or capital gain is distributed, the net asset value
 per share is reduced by the amount of the payment.

 You may elect to reinvest dividends and/or capital gain distributions to
 purchase additional shares of this fund or any other fund in The American Funds
 Group or you may elect to receive them in cash. Most shareholders do not elect
 to take capital gain distributions in cash because these distributions reduce
 principal value.

 TAXES ON DISTRIBUTIONS

 Distributions you receive from the fund may be subject to income tax and may
 also be subject to state or local taxes - unless you are exempt from taxation.

 For federal tax purposes, any taxable dividends and distributions of short-term
 capital gains are treated as ordinary income. The fund's distributions of net
 long-term capital gains are taxable to you as long-term capital gains. Any
 taxable distributions you receive from the fund will normally be taxable to you
 when made, regardless of whether you reinvest distributions or receive them in
 cash.

 TAXES ON TRANSACTIONS

 Your redemptions, including exchanges, may result in a capital gain or loss for
 federal tax purposes. A capital gain or loss on your investment in the fund is
 the difference between the cost of your shares, including any sales charges,
 and the price you receive when you sell them.

 Please see the statement of additional information, the "Welcome to the Family"
 guide, and your tax adviser for further information.


                                       19

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 ---------------------------------------------------------
 FINANCIAL HIGHLIGHTS

 The financial highlights table is intended to help you understand the fund's
 results for the past five years and is currently only shown for Class A shares.
  A similar table will be shown for Class B shares beginning with the fund's
 2000 fiscal year end.  Certain information reflects financial results for a
 single fund share. The total returns in the table represent the rate that an
 investor would have earned or lost on an investment in the fund (assuming
 reinvestment of all dividends and distributions). This information has been
 audited by Deloitte & Touche LLP, whose report, along with the fund's financial
 statements, is included in the statement of additional information, which is
 available upon request.

<TABLE>
<CAPTION>
                                         YEARS ENDED DECEMBER 31
                                       ------------------------------
                               1999      1998      1997      1996       1995
                             --------------------------------------------------
 <S>                         <C>       <C>       <C>       <C>       <C>
 Net Asset Value,            $ 15.76   $ 15.68   $ 14.55   $ 14.15    $ 12.00
 Beginning of Year
 ------------------------------------------------------------------------------
 INCOME FROM INVESTMENT
 OPERATIONS:
 Net investment income           .56       .56       .58       .57        .57
 Net gains or losses on
 securities (both               (.04)     1.13      2.41      1.24       2.61
 realized and unrealized)
 ------------------------------------------------------------------------------
 Total from investment           .52      1.69      2.99      1.81       3.18
 operations
 ------------------------------------------------------------------------------
 LESS DISTRIBUTIONS:
 Dividends (from net
 investment income)             (.56)     (.56)     (.56)     (.56)      (.56)
 Distributions (from           (1.30)    (1.05)    (1.30)     (.85)      (.47)
 capital gains)
 ------------------------------------------------------------------------------
 Total distributions           (1.86)    (1.61)    (1.86)    (1.41)     (1.03)
 ------------------------------------------------------------------------------
 Net Asset Value,            $ 14.42   $ 15.76   $ 15.68   $ 14.55    $ 14.15
 End of Year
 ------------------------------------------------------------------------------
 Total return*                 3.47%    11.13%    21.04%    13.17%     27.13%
 ------------------------------------------------------------------------------
 RATIOS/SUPPLEMENTAL DATA:
 Net assets, end of year     $ 5,981   $ 5,881   $ 5,036   $ 3,941    $ 3,048
 (in millions)
 ------------------------------------------------------------------------------
 Ratio of expenses to           .66%      .63%      .65%      .67%       .67%
 average net assets
 ------------------------------------------------------------------------------
 Ratio of net income           3.59%     3.57%     3.74%     4.01%      4.38%
 to average net assets
 ------------------------------------------------------------------------------
 Portfolio turnover rate      48.47%    54.05%    44.01%    43.85%     39.03%
 * Excludes maximum sales charge.
</TABLE>



                                       20

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>

 ---------------------------------------------------------
 APPENDIX

 Moody's Investors Service, Inc. rates the long-term debt securities issued by
 various entities in categories ranging from "Aaa" to "C," according to quality
 as described below.

 "Aaa - Best quality. These securities carry the smallest degree of investment
 risk and are generally referred to as "gilt edge." Interest payments are
 protected by a large, or by an exceptionally stable margin and principal is
 secure. While the various protective elements are likely to change, such
 changes as can be visualized are most unlikely to impair the fundamentally
 strong position of such shares."

 "Aa - High quality by all standards. They are rated lower than the best bond
 because margins of protection may not be as large as in Aaa securities,
 fluctuation of protective elements may be of greater amplitude, or there may be
 other elements present which make the long-term risks appear somewhat greater."

 "A - Upper medium grade obligations. These bonds possess many favorable
 investment attributes. Factors giving security to principal and interest are
 considered adequate, but elements may be present which suggest a susceptibility
 to impairment sometime in the future."

 "Baa - Medium grade obligations. Interest payments and principal security
 appear adequate for the present but certain protective elements may be lacking
 or may be characteristically unreliable over any great length of time. Such
 bonds lack outstanding investment characteristics and, in fact, have
 speculative characteristics as well."

 "Ba - Have speculative elements; future cannot be considered as well assured.
 The protection of interest and principal payments may be very moderate and
 thereby not well safeguarded during both good and bad times over the future.
 Bonds in this class are characterized by uncertainty of position."

 "B - Generally lack characteristics of the desirable investment; assurance of
 interest and principal payments or of maintenance of other terms of the
 contract over any long period of time may be small."

 "Caa - Of poor standing. Issues may be in default or there may be present
 elements of danger with respect to principal or interest."

 "Ca - Speculative in a high degree; often in default or having other marked
 shortcomings."

 "C - Lowest rated class of bonds; can be regarded as having extremely poor
 prospects of ever attaining any real investment standing."


                                       21

AMERICAN BALANCED FUND / PROSPECTUS



<PAGE>

 Moody's supplies numerical indicators, 1, 2 and 3 to rating categories. The
 modifier 1 indicates that the obligation ranks in the higher end of its generic
 rating category; the modifier 2 indicates a mid-range ranking; and 3 indicates
 a ranking toward the lower end of that generic category.

 Standard & Poor's Corporation rates the long-term debt securities issued by
 various entities in categories ranging from "AAA" to "D," according to quality
 as described below.

 "AAA - Highest rating. Capacity to pay interest and repay principal is
 extremely strong."

 "AA - High grade. Very strong capacity to pay interest and repay principal.
 Generally, these bonds differ from AAA issues only in a small degree."

 "A - Have a strong capacity to pay interest and repay principal, although they
 are somewhat more susceptible to the adverse effects of change in circumstances
 and economic conditions, than debt in higher rated categories."

 "BBB - Regarded as having adequate capacity to pay interest and repay
 principal. These bonds normally exhibit adequate protection parameters, but
 adverse economic conditions or changing circumstances are more likely to lead
 to a weakened capacity to pay interest and repay principal than for debt in
 higher rated categories."

 "BB, B, CCC, CC, C - Regarded, on balance, as predominantly speculative with
 respect to capacity to pay interest and repay principal in accordance with the
 terms of the obligation. BB indicates the lowest degree of speculation and C
  the highest degree of speculation. While such debt will likely have some
 quality protective characteristics, these are outweighed by large uncertainties
 or major risk exposures to adverse conditions."

 "C1 - Reserved for income bonds on which interest is being paid."

 "D - In default and payment of interest and/or repayment of principal is in
 arrears."

 Standard & Poor's applies indicators "+", no character and "-" to its rating
 categories. The indicators show relative standing within the major rating
 categories.


                                       22

                                             AMERICAN BALANCED FUND / PROSPECTUS

<PAGE>


<TABLE>
<CAPTION>
 <S>                           <C>
 FOR SHAREHOLDER SERVICES                  American Funds Service Company
                                                             800/421-0180
 FOR RETIREMENT PLAN SERVICES    Call your employer or plan administrator
 FOR DEALER SERVICES                          American Funds Distributors
                                                     800/421-9900 Ext. 11
 FOR 24-HOUR INFORMATION                            American FundsLine(R)
                                                             800/325-3590
                                             American FundsLine OnLine(R)
                                             http://www.americanfunds.com

</TABLE>

            Telephone conversations may be recorded or monitored for
          verification, recordkeeping and quality assurance purposes.

                            *     *     *     *     *

 MULTIPLE TRANSLATIONS  This prospectus may be translated into other languages.
 If there is any inconsistency or ambiguity as to the meaning of any word or
 phrase in a translation, the English text will prevail.

 ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS  Contains additional information
 about the fund including financial statements, investment results, portfolio
 holdings, a statement from portfolio management discussing market conditions
 and the fund's investment strategies, and the independent accountants' report
 (in the annual report).

 STATEMENT OF ADDITIONAL INFORMATION (SAI) AND CODES OF ETHICS The SAI contains
 more detailed information on all aspects of the fund, including the fund's
 financial statements and is incorporated by reference into this prospectus.
 The codes of ethics describe the personal investing policies adopted by the
 fund and the fund's investment adviser and its affiliated companies.

 The codes of ethics and current SAI have been filed with the Securities and
 Exchange Commission ("SEC"). These and other related materials about the fund
 are available for review or to be copied at the SEC's Public Reference Room in
 Washington, D.C. (202/942-8090) or on the EDGAR database on the SEC's Internet
 Web site at http://www.sec.gov, or, after payment of a duplicating fee, via
 e-mail request to [email protected] or by writing the SEC's Public Reference
 Section, Washington, D.C. 20549-0102.

 HOUSEHOLD MAILINGS  Each year you are automatically sent an updated
 prospectus, annual and semi-annual report for the fund. In order to reduce the
 volume of mail you receive, when possible, only one copy of these documents
 will be sent to shareholders that are part of the same family and share the
 same residential address.

 If you would like to receive individual copies of these documents, or a free
 copy of the SAI or Codes of Ethics, please call American Funds Service Company
 at 800/421-0180 or write to the Secretary of the fund at P.O. Box 7650, San
 Francisco, California 94120.
 Investment Company File No. 811-66
                                                       Printed on recycled paper


<PAGE>


                          AMERICAN BALANCED FUND, INC.

                                     Part B
                      Statement of Additional Information

                                 March 15, 2000


This document is not a prospectus but should be read in conjunction with the
current prospectus of American Balanced Fund (the "fund" or "AMBAL") dated March
15, 2000. The prospectus may be obtained from your investment dealer or
financial planner or by writing to the fund at the following address:

                          American Balanced Fund, Inc.
                              Attention: Secretary
       One MarketSteuart Tower, Suite 1800San Francisco, California 94105
                                 (415) 421-9360

Shareholders who purchase shares at net asset value through eligible retirement
plans should note that not all of the services or features described below may
be available to them, and they should contact their employer for details.


                               TABLE OF CONTENTS


<TABLE>
<CAPTION>
Item                                                                  Page No.
- ----                                                                  --------
<S>                                                                   <C>
Certain Investment Limitations and Guidelines . . . . . . . . . . .        2
Description of Certain Securities and Investment Techniques . . . .        2
Fundamental Policies and Investment Restrictions. . . . . . . . . .        7
Fund Organization and Voting Rights . . . . . . . . . . . . . . . .        8
Fund Directors and Officers . . . . . . . . . . . . . . . . . . . .       10
Management. . . . . . . . . . . . . . . . . . . . . . . . . . . . .       14
Dividends, Distributions and Taxes. . . . . . . . . . . . . . . . .       16
Purchase of Shares. . . . . . . . . . . . . . . . . . . . . . . . .       21
Sales Charges . . . . . . . . . . . . . . . . . . . . . . . . . . .       23
Sales Charge Reductions and Waivers . . . . . . . . . . . . . . . .       25
Individual Retirement Account (IRA) Rollovers . . . . . . . . . . .       28
Price of Shares . . . . . . . . . . . . . . . . . . . . . . . . . .       28
Selling Shares. . . . . . . . . . . . . . . . . . . . . . . . . . .       30
Shareholder Account Services and Privileges . . . . . . . . . . . .       31
Execution of Portfolio Transactions . . . . . . . . . . . . . . . .       34
General Information . . . . . . . . . . . . . . . . . . . . . . . .       34
Class A Share Investment Results and Related Statistics . . . . . .       36
Financial Statements
</TABLE>




                        American Balanced Fund - Page 1

<PAGE>


                 CERTAIN INVESTMENT LIMITATIONS AND GUIDELINES

The following limitations and guidelines are considered at the time of purchase,
under normal market conditions, and are based on a percentage of the fund's net
assets unless otherwise noted. This summary is not intended to reflect all of
the fund's investment limitations.


EQUITY SECURITIES

 .    The fund will invest at least 50% of the value of its assets in common
     stocks.

DEBT SECURITIES

 .    The fund will invest at least 25% of the value of its assets in debt
     securities generally rated Baa or better by Moody's Investors Services,
     Inc. or BBB or better by Standard & Poor's Corporation, or in unrated
     securities determined to be of equivalent quality.

 .    Although the fund is not normally required to dispose of a security in the
     event its rating is reduced below the current minimum rating for its
     purchase (or it is not rated and its quality becomes equivalent to such a
     security), if, as a result of a downgrade or otherwise, the fund holds more
     than 5% of its net assets in these securities, the fund will dispose of the
     excess as deemed prudent by the investment adviser.

SECURITIES OUTSIDE THE U.S.

 .    The fund may invest up to 10% of its assets in securities of issuers
     domiciled outside the U.S. and not included in the Standard & Poor's 500
     Composite Index.

The fund may experience difficulty liquidating certain portfolio securities
during significant market declines or periods of heavy redemptions.


          DESCRIPTION OF CERTAIN SECURITIES AND INVESTMENT TECHNIQUES

The descriptions below are intended to supplement the material in the prospectus
under "Investment Objectives, Strategies and Risks."


EQUITY SECURITIES - Equity securities represent an ownership position in a
company. These securities may include common stocks and securities with equity
conversion or purchase rights. The prices of equity securities fluctuate based
on changes in the financial condition of their issuers and on market and
economic conditions. The fund's results will be related to the overall markets
for these securities.


DEBT SECURITIES - Bonds and other debt securities are used by issuers to borrow
money. Issuers pay investors interest and generally must repay the amount
borrowed at maturity. Some debt securities, such as zero coupon bonds, do not
pay current interest, but are purchased at a discount from their face values.
The prices of debt securities fluctuate depending on such factors as interest
rates, credit quality, and maturity. In general their prices decline when
interest rates rise and vice versa.


SECURITIES WITH EQUITY AND DEBT CHARACTERISTICS - The fund may invest in
securities that have a combination of equity and debt characteristics such as
non-convertible preferred stocks and


                        American Balanced Fund - Page 2

<PAGE>


convertible securities. These securities may at times resemble equity more than
debt and vice versa. The risks of convertible preferred stock may be similar to
those of equity securities. Some types of convertible preferred stock
automatically convert into common stock. Non-convertible preferred stock with
stated redemption rates are similar to debt in that they have a stated dividend
rate akin to the coupon of a bond or note even though they are often classified
as equity securities. The prices and yields of non-convertible preferred stock
generally move with changes in interest rates and the issuer's credit quality,
similar to the factors affecting debt securities.


Bonds, convertible preferred stock, and other securities may sometimes be
converted into common stock or other securities at a stated conversion ratio.
These securities prior to conversion pay a fixed rate of interest or a dividend.
Because convertible securities have both debt and equity characteristics, their
value varies in response to many factors, including the value of the underlying
equity, general market and economic conditions, convertible market valuations,
as well as changes in interest rates, credit spreads, and the credit quality of
the issuer.


U.S. GOVERNMENT SECURITIES - Securities guaranteed by the U.S. Government
include direct obligations of the U.S. Treasury (such as Treasury bills, notes
and bonds). For these securities, the payment of principal and interest is
unconditionally guaranteed by the U.S. Government, and thus they are of the
highest possible credit quality. Such securities are subject to variations in
market value due to fluctuations in interest rates, but, if held to maturity,
will be paid in full.


Certain securities issued by U.S. Government instrumentalities and certain
federal agencies are neither direct obligations of, nor guaranteed by, the
Treasury. However, they generally involve federal sponsorship in one way or
another; some are backed by specific types of collateral; some are supported by
the issuer's right to borrow from the Treasury; some are supported by the
discretionary authority of the Treasury to purchase certain obligations of the
issuer; and others are supported only by the credit of the issuing government
agency or instrumentality. These agencies and instrumentalities include, but are
not limited to, Farmers Home Administration, Federal Home Loan Bank, Federal
Home Loan Mortgage Corporation, Federal National Mortgage Association, Tennessee
Valley Authority, and Federal Farm Credit Bank System.


PASS-THROUGH SECURITIES - The fund may invest in various debt obligations backed
by a pool of mortgages or other assets including loans on single family
residences, home equity loans, mortgages on commercial buildings, credit card
receivables, and leases on airplanes or other equipment. Principal and interest
payments made on the underlying asset pools backing these obligations are
typically passed through to investors. Pass-through securities may have either
fixed or adjustable coupons. These securities include those discussed below.


"Mortgage-backed securities" are issued both by U.S. government agencies,
including the Government National Mortgage Association (GNMA), the Federal
National Mortgage Association (FNMA), and the Federal Home Loan Mortgage
Corporation (FHLMC), and by private entities. The payment of interest and
principal on securities issued by U.S. government agencies is guaranteed by the
full faith and credit of the U.S. government (in the case of GNMA securities) or
the issuer (in the case of FNMA and FHLMC securities). However, the guarantees
do not apply to the market prices and yields of these securities, which vary
with changes in interest rates.


Mortgage-backed securities issued by private entities are structured similarly
to mortgage-backed securities issued by GNMA, FNMA, and FHLMC. These securities
and the underlying mortgages are not guaranteed by government agencies. In
addition, these securities


                        American Balanced Fund - Page 3

<PAGE>


generally are structured with one or more types of credit enhancement.
Mortgage-backed securities generally permit borrowers to prepay their underlying
mortgages. Prepayments can alter the effective maturity of these instruments.


"Collateralized mortgage obligations" (CMOs) are also backed by a pool of
mortgages or mortgage loans, which are divided into two or more separate bond
issues. CMOs issued by U.S. government agencies are backed by agency mortgages,
while privately issued CMOs may be backed by either government agency mortgages
or private mortgages. Payments of principal and interest are passed-through to
each bond at varying schedules resulting in bonds with different coupons,
effective maturities, and sensitivities to interest rates. In fact, some CMOs
may be structured in a way that when interest rates change the impact of
changing prepayment rates on these securities' effective maturities is
magnified.


"Commercial mortgage-backed securities" are backed by mortgages of commercial
property, such as hotels, office buildings, retail stores, hospitals, and other
commercial buildings. These securities may have a lower prepayment uncertainty
than other mortgage-related securities because commercial mortgage loans
generally prohibit or impose penalties on prepayments of principal. In addition,
commercial mortgage-related securities often are structured with some form of
credit enhancement to protect against potential losses on the underlying
mortgage loans. Many of the risks of investing in commercial mortgage-backed
securities reflect the risks of investing in the real estate securing the
underlying mortgage loans, including the effects of local and other economic
conditions on real estate markets, the ability of tenants to make loan payments,
and the ability of a property to attract and retain tenants.


"Asset-backed securities" are backed by other assets such as credit card,
automobile or consumer loan receivables, retail installment loans, or
participations in pools of leases. Credit support for these securities may be
based on the underlying assets and/or provided through credit enhancements by a
third party. The values of these securities are sensitive to changes in the
credit quality of the underlying collateral, the credit strength of the credit
enhancement, changes in interest rates, and at times the financial condition of
the issuer. Some asset-backed securities also may receive prepayments which can
change the securities' effective maturities.


CASH AND CASH EQUIVALENTS - These securities include (i) commercial paper
(e.g.,short-term notes up to 9 months in maturity issued by corporations,
governmental bodies or bank/ corporation sponsored conduits (asset backed
commercial paper)), (ii) commercial bank obligations (e.g., certificates of
deposit, bankers' acceptances (time drafts on a commercial bank where the bank
accepts an irrevocable obligation to pay at maturity)), (iii) savings
association and savings bank obligations (e.g., bank notes and certificates of
deposit issued by savings banks or savings associations), (iv) securities of the
U.S. Government, its agencies or instrumentalities that mature, or may be
redeemed, in one year or less, and (v) corporate bonds and notes that mature, or
that may be redeemed, in one year or less.


FORWARD COMMITMENTS - The fund may enter into commitments to purchase or sell
securities at a future date. When the fund agrees to purchase such securities it
assumes the risk of any decline in value of the security beginning on the date
of the agreement. When the fund agrees to sell such securities it does not
participate in further gains or losses with respect to the securities beginning
on the date of the agreement. If the other party to such a transaction fails to
deliver or pay for the securities, the fund could miss a favorable price or
yield opportunity, or could experience a loss.


                        American Balanced Fund - Page 4

<PAGE>


As the fund's aggregate commitments under these transactions increase, the
opportunity for leverage similarly increases. The fund will not use these
transactions for the purpose of leveraging and will segregate liquid assets
which will be marked to market daily in an amount sufficient to meet its payment
obligations in these transactions. Although these transactions will not be
entered into for leveraging purposes, to the extent the fund's aggregate
commitments under these transactions exceed its segregated assets, the fund
temporarily could be in a leveraged position (because it may have an amount
greater than its net assets subject to market risk). Should market values of the
fund's portfolio securities decline while the fund is in a leveraged position,
greater depreciation of its net assets would likely occur than were it not in
such a position. The fund will not borrow money to settle these transactions and
therefore, will liquidate other portfolio securities in advance of settlement if
necessary to generate additional cash to meet its obligations thereunder.


The fund may also enter into "roll" transactions which are the sale of
mortgage-backed or other securities together with a commitment to purchase
similar, but not identical, securities at a later date. The fund assumes the
rights and risks of ownership, including the risk of price and yield
fluctuations as of the time of the agreement. The fund intends to treat roll
transactions as two separate transactions: one involving the purchase of a
security and a separate transaction involving the sale of a security. Since the
fund does not intend to enter into roll transactions for financing purposes, it
may treat these transactions as not falling within the definition of "borrowing"
set forth in Section 2(a)(23) of the Investment Company Act of 1940 (the "1940
Act"). The fund will segregate liquid assets which will be marked to market
daily in an amount sufficient to meet its payment obligations in these
transactions.


WARRANTS AND RIGHTS - The fund may purchase warrants, which may be issued
together with bonds or preferred stocks. Warrants generally entitle the holder
to buy a proportionate amount of common stock at a specified price, usually
higher than the current market price. Warrants may be issued with an expiration
date or in perpetuity. Rights are similar to warrants except that they normally
entitle the holder to purchase common stock at a lower price than the current
market price.


INFLATION-INDEXED BONDS - The fund may invest in inflation-indexed bonds issued
by governments, their agencies or instrumentalities, and corporations. The
principal value of this type of bond is periodically adjusted according to
changes in the rate of inflation. The interest rate is generally fixed at
issuance; however, interest payments are based on an inflation adjusted
principal value. For example, in a period of deflation, principal value will be
adjusted downward, reducing the interest payable.


Repayment of the original bond principal upon maturity (as adjusted for
inflation) is guaranteed in the case of U.S. Treasury inflation indexed bonds,
even during a period of deflation. However, the current market value of the
bonds is not guaranteed, and will fluctuate. The fund may also invest in other
bonds which may or may not provide a similar guarantee. If a guarantee of
principal is not provided, the adjusted principal value of the bond repaid at
maturity may be less than the original principal.


REAL ESTATE INVESTMENT TRUSTS - The fund may invest in securities issued by real
estate investment trusts (REITs), which are pooled investment vehicles that
primarily invest in real estate or real estate related loans. REITs are not
taxed on income distributed to shareholders provided they meet requirements
imposed by the Internal Revenue Code. The risks associated with REIT debt
investments are similar to the risks of investing in corporate-issued debt. In


                        American Balanced Fund - Page 5

<PAGE>


addition, the return on REITs is dependent on such factors as the skill of
management and the real estate environment in general. Debt that is issued by
REITs is typically rated by the credit rating agencies as investment grade or
above.


INVESTING IN VARIOUS COUNTRIES - Investing outside the U.S. involves special
risks, caused by, among other things: currency controls, fluctuating currency
values; different accounting, auditing, and financial reporting regulations and
practices in some countries; changing local and regional economic, political,
and social conditions; expropriation or confiscatory taxation; greater market
volatility; differing securities market structures; and various administrative
difficulties such as delays in clearing and settling portfolio transactions or
in receiving payment of dividends. However, in the opinion of Capital Research
and Management Company, investing outside the U.S. also can reduce certain
portfolio risks due to greater diversification opportunities.


The risks described above are potentially heightened in connection with
investments in developing countries. Although there is no universally accepted
definition, a developing country is generally considered to be a country which
is in the initial stages of its industrialization cycle with a low per capita
gross national product. For example, political and/or economic structures in
these countries may be in their infancy and developing rapidly. Historically,
the markets of developing countries have been more volatile than the markets of
developed countries. The fund may only invest in securities of issuers in
developing countries to a limited extent.


Additional costs could be incurred in connection with the fund's investment
activities outside the U.S. Brokerage commissions may be higher outside the
U.S., and the fund will bear certain expenses in connection with its currency
transactions. Furthermore, increased custodian costs may be associated with the
maintenance of assets in certain jurisdictions.


RESTRICTED SECURITIES AND LIQUIDITY - The fund may purchase securities subject
to restrictions on resale. All such securities not actively traded will be
considered illiquid unless they have been specifically determined to be liquid
under procedures WHICH HAVE BEEN adopted by the fund's board of directors,
taking into account factors such as the frequency and volume of trading, the
commitment of dealers to make markets and the availability of qualified
investors, all of which can change from time to time. The fund may incur certain
additional costs in disposing of illiquid securities.

                        *     *     *     *     *     *

PORTFOLIO TURNOVER - Portfolio changes will be made without regard to the length
of time particular investments may have been held. Short-term trading profits
are not the fund's objective and changes in its investments are generally
accomplished gradually, though short-term transactions may occasionally be made.
High portfolio turnover (100% or more) involves correspondingly greater
transaction costs in the form of dealer spreads or brokerage commissions, and
may result in the realization of net capital gains, which are taxable when
distributed to shareholders.


Fixed-income securities are generally traded on a net basis and usually neither
brokerage commissions nor transfer taxes are involved.


The fund's portfolio turnover rate would equal 100% if each security in the
fund's portfolio were replaced once per year. See "Financial Highlights" in the
prospectus for the fund's annual portfolio turnover for each of the last five
fiscal periods.


                        American Balanced Fund - Page 6

<PAGE>


Under normal circumstances, it is anticipated that portfolio turnover for common
stocks in the fund's portfolio will not exceed 100% on an annual basis, and that
portfolio turnover for other securities will not exceed 100% on an annual basis.


                FUNDAMENTAL POLICIES AND INVESTMENT RESTRICTIONS

FUNDAMENTAL POLICIES - The fund has adopted the following fundamental policies
and investment restrictions which may not be changed without approval by holders
of a majority of its outstanding shares. Such majority is defined in the
Investment Company Act of 1940 ("1940 Act") as the vote of the lesser of (i) 67%
or more of the outstanding voting securities present at a meeting, if the
holders of more than 50% of the outstanding voting securities are present in
person or by proxy, or (ii) more than 50% of the outstanding voting securities.
All percentage limitations are considered at the time securities are purchased
and are based on the fund's net assets unless otherwise indicated. None of the
following investment restrictions involving a maximum percentage of assets will
be considered violated unless the excess occurs immediately after, and is caused
by, an acquisition by the fund.


1.   To invest in a diversified list of securities, including common stocks,
preferred stocks, and bonds, to the extent considered advisable by management.

2.   To allocate its investments among different industries as well as among
individual companies. The amount invested in an industry will vary from time to
time in accordance with the judgment of management, but 25% or more of the value
of the fund's total assets shall not be invested in securities of issuers in any
one industry (other than securities issued or guaranteed by the U.S. government
or its agencies or instrumentalities).

3.   Not to invest in companies for the purpose of exercising control or
management.

4.   Not to invest more than 5% of the value of its total assets in the
securities of any one issuer (except the U.S. Government).

5.   Not to acquire more than 10% of the outstanding voting securities, or 10%
of all of the securities, of any one issuer.

6.   Not to borrow money except temporarily extraordinary or emergency purposes,
in an amount not exceeding 5% of the fund's total assets at the time of
borrowing.

7.   Not to underwrite the sale, or participate in any underwriting or selling
group in connection with the public distribution, of any security. The fund may
invest not more than 10% of its net assets in, and subsequently distribute, as
permitted by law, securities and other assets for which there is no ready
market.

8.   Not to purchase securities on margin (except that it may obtain such
short-term credits as may be necessary for the clearance of purchases or sales
of securities).

9.   Not to engage in the purchase or sale of real estate. Investments in real
estate investment trusts which may invest only in mortgages or other security
interests are not deemed purchases of real estate.

10.  Not to purchase or sell commodities or commodity contracts.


                        American Balanced Fund - Page 7

<PAGE>


11.  Not to make loans of money or securities to any person or firm; provided,
however, that the acquisition for investment of bonds, debentures, notes or
other evidences of indebtedness of any corporation or government shall not be
construed to be the making of a loan.

12.  Not to effect short sales of securities.

13.  Not to invest more than 75% of the value of the fund's net assets in common
stocks, such percentage including the value of that portion of convertible
securities attributable to the conversion feature.

14.  Not to write, purchase or sell options.

For purposes of Investment Restriction #7, restricted securities are treated as
not readily marketable by the fund, with the exception of those securities that
have been determined to be liquid pursuant to procedures adopted by the fund's
Board of Directors.


NON-FUNDAMENTAL POLICIES - The following non-fundamental policy(ies) may be
changed without shareholder approval:


1.   Not to invest in securities of other investment companies, except as
permitted by the Investment Company Act of 1940, as amended.

Notwithstanding non-fundamental Investment Restriction #1, the fund may invest
in securities of other investment companies if deemed advisable by its officers
in connection with the administration of a deferred compensation plan adopted by
Directors pursuant to an exemptive order granted by the Securities and Exchange
Commission.

                      FUND ORGANIZATION AND VOTING RIGHTS

The fund, an open-end, diversified management investment company, was organized
as a Delaware corporation on September 6, 1932, and reorganized in Maryland on
February 2, 1990.


All fund operations are supervised by the fund's Board of Directors which meets
periodically and performs duties required by applicable state and federal laws.
Members of the board who are not employed by Capital Research and Management
Company or its affiliates are paid certain fees for services rendered to the
fund as described in "Directors and Director Compensation" below. They may elect
to defer all or a portion of these fees through a deferred compensation plan in
effect for the fund.


The fund has two classes of shares - Class A and Class B.  The shares of each
class represent an interest in the same investment portfolio.  Each class has
equal rights as to voting, redemption, dividends and liquidation, except that
each class bears different distribution expenses and may bear different transfer
agent fees and other expenses properly attributable to the particular class as
approved by the Board of Directors. Class A and Class B shareholders have
exclusive voting rights with respect to the rule 12b-1 Plans adopted in
connection with the distribution of shares and on other matters in which the
interests of one class are different from interests in another class.  Shares of
all classes of the fund vote together on matters that affect all classes in
substantially the same manner. Each class votes as a class on matters that
affect that class alone.


                        American Balanced Fund - Page 8

<PAGE>


The fund does not hold annual meetings of shareholders. However, significant
matters which require shareholder approval, such as certain elections of board
members or a change in a fundamental investment policy, will be presented to
shareholders at a meeting called for such purpose. Shareholders have one vote
per share owned. At the request of the holders of at least 10% of the shares,
the fund will hold a meeting at which any member of the board could be removed
by a majority vote.


                        American Balanced Fund - Page 9

<PAGE>



                          FUND DIRECTORS AND OFFICERS

                      Directors and Director Compensation


<TABLE>
<CAPTION>
                                                                                               AGGREGATE
                                                                                              COMPENSATION
                                                                                         (INCLUDING VOLUNTARILY
                                                                                                DEFERRED
                                                                                            COMPENSATION/1/)
                                                                                             FROM THE FUND
                                 POSITION                                                  DURING FISCAL YEAR
                                   WITH             PRINCIPAL OCCUPATION(S) DURING               ENDED
   NAME, ADDRESS AND AGE        REGISTRANT                   PAST 5 YEARS                  DECEMBER 31, 1999
- -----------------------------------------------------------------------------------------------------------------
<S>                           <C>              <C>                                       <C>
 Robert A. Fox                 Director         President and Chief Executive Officer,          $18,500/4/
 P.O. Box 457                                   Foster Farms
 1000 Davis Street
 Livingston, CA 95334
 Age: 62
- -----------------------------------------------------------------------------------------------------------------
 Roberta L. Hazard             Director         Consultant; Rear Admiral, United                 $16,000
 1419 Audmar Drive                              States Navy (Retired)
 McLean, VA 22101
 Age: 65
- -----------------------------------------------------------------------------------------------------------------
 Leonade D. Jones              Director         Chief Financial Officer and secretary,           $24,000/4/
 1536 Los Montes Drive                          VentureThink LLC; former Treasurer,
 Burlingame, CA 94010                           The Washington Post Company
 Age: 52
- -----------------------------------------------------------------------------------------------------------------
 John G. McDonald              Director         The IBJ Professor of Finance, Graduate          $22,500/4/
 Graduate School of                             School of Business, Stanford
 Business                                       University
 Stanford University
 Stanford, CA 94305
 Age: 62
- -----------------------------------------------------------------------------------------------------------------
 + Robert G. O'Donnell         President and    Senior Vice President and Director,              None/5/
 P.O. Box 7650                 Director         Capital Research and Management
 San Francisco, CA 94120                        Company
 Age: 55
- -----------------------------------------------------------------------------------------------------------------
 James K. Peterson             Director         Managing Director, Oak Glen                     $2,333/6/
 5560 North Via Elena                           Consultancy, LLC; former Director of
 Tuscon, AZ 85718-5510                          Investment Management, IBM Retirement
 Age: 58                                        Fund, IBM Corporation
- -----------------------------------------------------------------------------------------------------------------
 + James W. Ratzlaff           Director         Senior Partner, The Capital Group                None/5/
 333 South Hope Street                          Partners L.P.
 Los Angeles, CA 90071
 Age: 63
- -----------------------------------------------------------------------------------------------------------------
 Henry E. Riggs                Director         President, Keck Graduate Institute of           $19,000/4/
 535 Watson Drive                               Applied Life Sciences; former
 Claremont, CA 91711                            President and Professor of
 Age: 65                                        Engineering, Harvey Mudd College
- -----------------------------------------------------------------------------------------------------------------
 + Walter P. Stern             Chairman of      Vice Chairman, Capital Group                     None/5/
 630 Fifth Avenue              the Board        International, Inc.; Chairman, Capital
 New York, NY 10111                             International, Inc.; Director,
 Age: 71                                        Temple-Inland Inc. (forest products)
- -----------------------------------------------------------------------------------------------------------------
 Patricia K. Woolf             Director         Private investor; Lecturer, Department           $21,500
 506 Quaker Road                                of Molecular Biology, Princeton
 Princeton, NJ 08540                            University; Corporate Director
 Age: 65
- -----------------------------------------------------------------------------------------------------------------
<CAPTION>
                                   TOTAL COMPENSATION
                                 (INCLUDING VOLUNTARILY
                                        DEFERRED
                                  COMPENSATION/1/) FROM      TOTAL NUMBER
                                  ALL FUNDS MANAGED BY         OF FUND
                                  CAPITAL RESEARCH AND          BOARDS
                                   MANAGEMENT COMPANY          ON WHICH
                              OR ITS AFFILIATES/2/ FOR THE     DIRECTOR
   NAME, ADDRESS AND AGE      YEAR ENDED DECEMBER 31, 1999    SERVES/3/
- --------------------------------------------------------------------------
<S>                           <C>                           <C>
 Robert A. Fox                         $144,500/4/                7
 P.O. Box 457
 1000 Davis Street
 Livingston, CA 95334
 Age: 62
- --------------------------------------------------------------------------
 Roberta L. Hazard                       $78,000                  4
 1419 Audmar Drive
 McLean, VA 22101
 Age: 65
- --------------------------------------------------------------------------
 Leonade D. Jones                      $135,000/4/                6
 1536 Los Montes Drive
 Burlingame, CA 94010
 Age: 52
- --------------------------------------------------------------------------
 John G. McDonald                      $251,500/4/                9
 Graduate School of
 Business
 Stanford University
 Stanford, CA 94305
 Age: 62
- --------------------------------------------------------------------------
 + Robert G. O'Donnell                   None/5/                  2
 P.O. Box 7650
 San Francisco, CA 94120
 Age: 55
- --------------------------------------------------------------------------
 James K. Peterson                     $6,833/6/                  2
 5560 North Via Elena
 Tuscon, AZ 85718-5510
 Age: 58
- --------------------------------------------------------------------------
 + James W. Ratzlaff                     None/5/                  7
 333 South Hope Street
 Los Angeles, CA 90071
 Age: 63
- --------------------------------------------------------------------------
 Henry E. Riggs                        $91,000/4/                 4
 535 Watson Drive
 Claremont, CA 91711
 Age: 65
- --------------------------------------------------------------------------
 + Walter P. Stern                       None/5/                  3
 630 Fifth Avenue
 New York, NY 10111
 Age: 71
- --------------------------------------------------------------------------
 Patricia K. Woolf                      $132,000                  6
 506 Quaker Road
 Princeton, NJ 08540
 Age: 65
- --------------------------------------------------------------------------
</TABLE>




                        American Balanced Fund - Page 10


<PAGE>




                        American Balanced Fund - Page 11


<PAGE>

+ "Interested persons" within the meaning of the 1940 Act on the basis of their
  affiliation with the fund's Investment Adviser, Capital Research and
  Management Company, or the parent company of the Investment Adviser, The
  Capital Group Companies, Inc.
1  Amounts may be deferred by eligible Directors under a non-qualified deferred
  compensation plan adopted by the fund in 1993. Deferred amounts accumulate at
  an earnings rate determined by the total return of one or more funds in The
  American Funds Group as designated by the Directors.

2 Capital Research and Management Company manages The American Funds Group
  consisting of 29 funds: AMCAP Fund, Inc., American Balanced Fund, Inc.,
  American High-Income Municipal Bond Fund, Inc., American High-Income Trust,
  American Mutual Fund, Inc., The Bond Fund of America, Inc., The Cash
  Management Trust of America, Capital Income Builder, Inc., Capital World
  Growth and Income Fund, Inc., Capital World Bond Fund, Inc., EuroPacific
  Growth Fund, Fundamental Investors, Inc., The Growth Fund of America, Inc.,
  The Income Fund of America, Inc., Intermediate Bond Fund of America, The
  Investment Company of America, Limited Term Tax-Exempt Bond Fund of America,
  The New Economy Fund, New Perspective Fund, Inc., New World Fund, Inc.,
  SMALLCAP World Fund, Inc., The Tax-Exempt Bond Fund of America, Inc., The
  Tax-Exempt Fund of California, The Tax-Exempt Fund of Maryland, The Tax-Exempt
  Fund of Virginia, The Tax-Exempt Money Fund of America, The U. S. Treasury
  Money Fund of America, U.S. Government Securities Fund and Washington Mutual
  Investors Fund, Inc. Capital Research and Management Company also manages
  American Variable Insurance Series and Anchor Pathway Fund, which serve as the
  underlying investment vehicle for certain variable insurance contracts; and
  Endowments, whose shareholders are limited to (i) any entity exempt from
  taxation under Section 501(c)(3) of the Internal Revenue Code of 1986, as
  amended ("501(c)(3) organization");      (ii) any trust, the present or future
  beneficiary of which is a 501(c)(3) organization, and (iii) any other entity
  formed for the primary purpose of benefiting a 501(c)(3) organization. An
  affiliate of Capital Research and Management Company, Capital International,
  Inc., manages Emerging Markets Growth Fund, Inc.

3 Includes funds managed by Capital Research and Management Company and
  affiliates.

4 Since the deferred compensation plan's adoption, the total amount of deferred
  compensation accrued by the fund (plus earnings thereon) during the 1999
  fiscal year for participating Directors is as follows: Robert A. Fox
  ($235,526) Leonade D. Jones ($70,733) John G. McDonald ($110,994) and Henry E.
  Riggs ($107,097). Amounts deferred and accumulated earnings thereon are not
  funded and are general unsecured liabilities of the fund until paid to the
  Directors.

5 Robert G. O'Donnell, James W. Ratzlaff, Walter P. Stern are affiliated with
  the Investment Adviser and, accordingly, receive no compensation from the
  fund.

6  James K. Peterson was elected a Director of the fund on December 1, 1999.


                        American Balanced Fund - Page 12


<PAGE>



                                    OFFICERS


<TABLE>
<CAPTION>
                                  POSITION(S)          PRINCIPAL OCCUPATION(S)
   NAME AND ADDRESS     AGE     WITH REGISTRANT                DURING
- ----------------------------------------------------        PAST 5 YEARS
                                                    -----------------------------
<S>                     <C>  <C>                    <C>
Walter P. Stern
(see above)
- ---------------------------------------------------------------------------------
Robert G. O'Donnell
(see above)
- ---------------------------------------------------------------------------------
Abner D. Goldstine      70   Senior Vice President  Senior Vice President and
11100 Santa Monica                                  Director, Capital Research
Blvd.                                               and Management Company
Los Angeles, CA 90025
- ---------------------------------------------------------------------------------
Paul G. Haaga, Jr.      51   Senior Vice President  Executive Vice President and
333 South Hope Street                               Director,
Los Angeles, CA 90071                               Capital Research and
                                                    Management
                                                    Company; Director, American
                                                    Funds
                                                    Service Company; Director,
                                                    American
                                                    Funds Distributors, Inc.
- ---------------------------------------------------------------------------------
Hilda L. Applbaum            Vice President         Vice President, Capital
P.O. Box 7650                                       Research Company*
San Francisco, CA
94120
- ---------------------------------------------------------------------------------
J. Dale Harvey          34   Vice President         Vice President and Director,
333 South Hope Street                               Capital Research Company*
Los Angeles, CA 90071
- ---------------------------------------------------------------------------------
Eric S. Richter         39   Vice President         Senior Vice President and
3000 K Street, N.W.                                 Director, Capital Research
Suite 230                                           Company*
Washington, D.C. 20007
- ---------------------------------------------------------------------------------
Patrick F. Quan         41   Secretary              Vice President, Fund Business
P.O. Box 7650                                       Management Group, Capital
San Francisco, CA                                   Research and Management
94120                                               Company
- ---------------------------------------------------------------------------------
Anthony W. Hynes, Jr.   37   Treasurer              Vice President, Fund Business
135 South State                                     Management Group, Capital
College Blvd.                                       Research and Management
Brea, CA 92821                                      Company
- ---------------------------------------------------------------------------------
R. Marcia Gould         45    Assistant Treasurer   Vice President, Fund Business
135 South State                                     Management Group, Capital
College Blvd.                                       Research and Management
Brea, CA 92821                                      Company
- ---------------------------------------------------------------------------------
</TABLE>


* Company affiliated with Capital Research and Management Company.

All of the directors and officers, except for Messrs. Harvey and Richter, are
also officers and/or directors and/or trustees of one or more of the other funds
for which Capital Research and Management Company serves as Investment Adviser.


No compensation is paid by the fund to any officer or Director who is a
director, officer or employee of the Investment Adviser or affiliated companies.
The fund pays annual fees of $10,000 to Directors who are not affiliated with
the Investment Adviser, plus $1,000 for each


                        American Balanced Fund - Page 13

<PAGE>


Board of Directors meeting attended, plus $500 for each meeting attended as a
member of a committee of the Board of Directors. In lieu of meeting attendance
fees, members of the Proxy Committee receive an annual retainer fee of $4,000
per annum from the fund if they serve as a member of four proxy committees, or
$5,500 if they serve as a member of two proxy committees, meeting jointly.


No pension or retirement benefits are accrued as part of fund expenses. The
Directors may elect, on a voluntary basis, to defer all or a portion of their
fees through a deferred compensation plan in effect for the fund. The fund also
reimburses certain expenses of the Directors who are not affiliated with the
Investment Adviser. As of February 15, 2000 the officers and Directors of the
fund and their families, as a group, owned beneficially or of record less than
1% of the outstanding shares of the fund.


                                   MANAGEMENT

INVESTMENT ADVISER - The Investment Adviser, founded in 1931, maintains research
facilities in the U.S. and abroad (Los Angeles, San Francisco, New York,
Washington, D.C., London, Geneva, Hong Kong, Singapore and Tokyo), with a staff
of professionals, many of whom have a number of years of investment experience.
The Investment Adviser is located at 333 South Hope Street, Los Angeles, CA
90071, and at 135 South State College Boulevard, Brea, CA 92821. The Investment
Adviser's research professionals travel several million miles a year, making
more than 5,000 research visits in more than 50 countries around the world. The
Investment Adviser believes that it is able to attract and retain quality
personnel. The Investment Adviser is a wholly owned subsidiary of The Capital
Group Companies, Inc.


The Investment Adviser is responsible for managing more than $300 billion of
stocks, bonds and money market instruments and serves over 11 million
shareholder accounts of all types throughout the world. These investors include
privately owned businesses and large corporations as well as schools, colleges,
foundations and other non-profit and tax-exempt organizations.


INVESTMENT ADVISORY AND SERVICE AGREEMENT - The Investment Advisory and Service
Agreement (the "Agreement") between the fund and the Investment Adviser will
continue in effect until December 31, 2000, unless sooner terminated, and may be
renewed from year to year thereafter, provided that any such renewal has been
specifically approved at least annually by (i) the Board of Directors, or by the
vote of a majority (as defined in the 1940 Act) of the outstanding voting
securities of the fund, and (ii) the vote of a majority of Directors who are not
parties to the Agreement or interested persons (as defined in the 1940 Act) of
any such party, cast in person at a meeting called for the purpose of voting on
such approval. The Agreement provides that the Investment Adviser has no
liability to the fund for its acts or omissions in the performance of its
obligations to the fund not involving willful misconduct, bad faith, gross
negligence or reckless disregard of its obligations under the Agreement. The
Agreement also provides that either party has the right to terminate it, without
penalty, upon 60 days' written notice to the other party, and that the Agreement
automatically terminates in the event of its assignment (as defined in the 1940
Act).


The Investment Adviser, in addition to providing investment advisory services,
furnishes the services and pays the compensation and travel expenses of persons
to perform the executive, administrative, clerical and bookkeeping functions of
the fund, and provides suitable office space, necessary small office equipment
and utilities, general purpose accounting forms, supplies, and


                        American Balanced Fund - Page 14

<PAGE>


postage used at the offices of the fund. The fund pays all expenses not assumed
by the Investment Adviser, including, but not limited to, custodian, stock
transfer and dividend disbursing fees and expenses; costs of the designing,
printing and mailing of reports, prospectuses, proxy statements, and notices to
its shareholders; taxes; expenses of the issuance and redemption of shares of
the fund (including stock certificates, registration and qualification fees and
expenses); expenses pursuant to the fund's Plans of Distribution (described
below); legal and auditing expenses; compensation, fees, and expenses paid to
directors unaffiliated with the Investment Adviser; association dues; costs of
stationery and forms prepared exclusively for the fund; and costs of assembling
and storing shareholder account data.


The Investment Adviser receives a management fee at the annual rate of 0.42% on
the first $500 million of the fund's average net assets, 0.324% of such assets
over $500 million to $1 billion, 0.30% of such assets over $1 billion to $1.5
billion, 0.282% of such assets over $1.5 billion to $2.5 billion, 0.27% of such
assets over $2.5 billion to $4 billion, 0.262% of such assets over $4 billion to
$6.5 billion, 0.255% of such assets over $6.5 billion to $10.5 billion, and
0.25% of such assets over $10.5 billion.


The Agreement provides for a management fee reduction to the extent that the
annual ordinary operating expenses of the fund's Class A shares exceed 1-1/2% of
the first $30 million of the average net assets of the fund and 1% of the
average net assets in excess thereof. Expenses which are not subject to these
limitations are interest, taxes, and extraordinary expenses. Expenditures,
including costs incurred in connection with the purchase or sale of portfolio
securities, which are capitalized in accordance with generally accepted
accounting principles applicable to investment companies are accounted for as
capital items and not as expenses. To the extent the fund's management fee must
be waived due to Class A share expense ratios exceeding this limit, management
fees will be reduced similarly for all classes of shares of the fund or other
Class A fees will be waived in lieu of management fees.


For the fiscal years ended December 31, 1999, 1998, and 1997, the Investment
Adviser received advisory fees of $17,704,000, $16,104,000, and $13,618,000,
respectively.


PRINCIPAL UNDERWRITER - American Funds Distributors, Inc. (the "Principal
Underwriter") is the principal underwriter of the fund's shares. The Principal
Underwriter is located at 333 South Hope Street, Los Angeles, CA 90071, 135
South State College Boulevard, Brea, CA 92821, 3500 Wiseman Boulevard, San
Antonio, TX 78251, 8332 Woodfield Crossing Boulevard, Indianapolis, IN 46240,
and 5300 Robin Hood Road, Norfolk, VA 23513. The fund has adopted Plans of
Distribution (the Plans), pursuant to rule 12b-1 under the 1940 Act. The
Principal Underwriter receives amounts payable pursuant to the Plans (see below)
and commissions consisting of that portion of the sales charge remaining after
the discounts which it allows to investment dealers. Commissions retained by the
Principal Underwriter on sales of Class A shares during the 1999 fiscal year
amounted to $3,548,000 after allowance of $16,816,000 to dealers. During the
fiscal years ended 1998 and 1997 the Principal Underwriter retained $3,369,000
and $2,659,000, respectively on sales of Class A shares after an allowance of
$16,308,000 and $13,062,000 to dealers, respectively.


As required by rule 12b-1 and the 1940 Act, the Plans (together with the
Principal Underwriting Agreement) have been approved by the full Board of
Directors and separately by a majority of the directors who are not "interested
persons" of the fund and who have no direct or indirect financial interest in
the operation of the Plans or the Principal Underwriting Agreement. The officers
and directors who are "interested persons" of the fund may be considered to have
a


                        American Balanced Fund - Page 15

<PAGE>


direct or indirect financial interest in the operation of the Plans due to
present or past affiliations with the Investment Adviser and related companies.
Potential benefits of the Plans to the fund include shareholder services,
savings to the fund in transfer agency costs, savings to the fund in advisory
fees and other expenses, benefits to the investment process from growth or
stability of assets and maintenance of a financially healthy management
organization. The selection and nomination of directors who are not "interested
persons" of the fund are committed to the discretion of the directors who are
not "interested persons" during the existence of the Plans. Plan expenses are
reviewed quarterly and the Plans must be renewed annually by the Board of
Directors.


Under the Plans the fund may expend up to 0.25% of its net assets annually for
Class A shares and up to 1.00% of its net assets annually for Class B shares to
finance any activity which is primarily intended to result in the sale of fund
shares, provided the fund's Board of Directors has approved the category of
expenses for which payment is being made. For Class A shares these include up to
0.25% in service fees for qualified dealers and dealer commissions and
wholesaler compensation on sales of shares exceeding $1 million purchased
without a sales charge (including purchases by employer-sponsored defined
contribution-type retirement plans investing $1 million or more or with 100 or
more eligible employees, rollover IRA accounts as described in "Individual
Retirement Account (IRA) Rollovers" below, and retirement plans, endowments or
foundations with $50 million or more in assets). For Class B shares these
include 0.25% in service fees for qualified dealers and 0.75% in payments to the
Principal Underwriter for financing commissions paid to qualified dealers
selling Class B shares.


Commissions on sales of Class A shares exceeding $1 million (including purchases
by any employer-sponsored 403(b) plan or purchases by any defined contribution
plan qualified under Section 401(a) of the Internal Revenue Code, including any
"401(k)" plan with 100 or more eligible employees) in excess of the Class A Plan
limitation not reimbursed during the most recent fiscal quarter are recoverable
for five quarters, provided that such commissions do not exceed the annual
expense limit. After five quarters, these commissions are not recoverable.


During the 1999 fiscal year, distribution expenses under the Plan for Class A
shares were limited to $15,327,000 for compensation to dealers or the Principal
underwriter. Had no limitation been in effect, the fund would have paid
$18,666,000 in distribution expenses under the Plan for Class A shares.


OTHER COMPENSATION TO DEALERS - The Principal Underwriter, at its expense (from
a designated percentage of its income), currently provides additional
compensation to dealers. Currently these payments are limited to the top 100
dealers who have sold shares of the fund or other funds in The American Funds
Group. These payments will be based principally on a pro rata share of a
qualifying dealer's sales. The Principal Underwriter will, on an annual basis,
determine the advisability of continuing these payments.


                       DIVIDENDS, DISTRIBUTIONS AND TAXES

DIVIDENDS - The fund intends to follow the practice of distributing
substantially all of its investment company taxable income which includes any
excess of net realized short-term gains over net realized long-term capital
losses. Additional distributions may be made, if necessary. The fund also
intends to follow the practice of distributing the entire excess of net realized
long-term capital gains over net realized short-term capital losses. However,
the fund may retain all or part of such gain for reinvestment, after paying the
related federal taxes for which shareholders


                        American Balanced Fund - Page 16

<PAGE>


may then be able to claim a credit against their federal tax liability. If the
fund does not distribute the amount of capital gain and/or net investment income
required to be distributed by an excise tax provision of the Code, the fund may
be subject to that excise tax. In certain circumstances, the fund may determine
that it is in the interest of shareholders to distribute less than the required
amount. In this case, the fund will pay any income or excise taxes due.


Dividends will be reinvested in shares of the fund unless shareholders indicate
in writing that they wish to receive them in cash or in shares of other American
Funds, as provided in the prospectus.


TAXES - The fund has elected to be treated as a regulated investment company
under Subchapter M of the Code. A regulated investment company qualifying under
Subchapter M of the Code is required to distribute to its shareholders at least
90% of its investment company taxable income (including the excess of net
short-term capital gain over net long-term capital losses) and generally is not
subject to federal income tax to the extent that it distributes annually 100% of
its investment company taxable income and net realized capital gains in the
manner required under the Code. The fund intends to distribute annually all of
its investment company taxable income and net realized capital gains and
therefore does not expect to pay federal income tax, although in certain
circumstances the fund may determine that it is in the interest of shareholders
to distribute less than that amount.


Under the Code, a nondeductible excise tax of 4% is imposed on the excess of a
regulated investment company's "required distribution" for the calendar year
ending within the regulated investment company's taxable year over the
"distributed amount" for such calendar year.  The term "required distribution"
means the sum of (i) 98% of ordinary income (generally net investment income)
for the calendar year, (ii) 98% of capital gain (both long-term and short-term)
for the one-year period ending on October 31 (as though the one-year period
ending on October 31 were the regulated investment company's taxable year), and
(iii) the sum of any untaxed, undistributed net investment income and net
capital gains of the regulated investment company for prior periods.  The term
"distributed amount" generally means the sum of (i) amounts actually distributed
by the fund from its current year's ordinary income and capital gain net income
and (ii) any amount on which the fund pays income tax during the periods
described above.  The fund intends to distribute net investment income and net
capital gains so as to minimize or avoid the excise tax liability.


Investment company taxable income generally includes dividends, interest, net
short-term capital gains in excess of net long-term capital losses, and certain
foreign currency gains, if any, less expenses and certain foreign currency
losses, if any. Net capital gains for a fiscal year are computed by taking into
account any capital loss carry-forward of the fund.


If any net long-term capital gains in excess of net short-term capital losses
are retained by the fund for reinvestment, requiring federal income taxes to be
paid thereon by the fund, the fund intends to elect to treat such capital gains
as having been distributed to shareholders. As a result, each shareholder will
report such capital gains as long-term capital gains taxable to individual
shareholders at a maximum 20% capital gains rate, will be able to claim a pro
rata share of federal income taxes paid by the fund on such gains as a credit
against personal federal income tax liability, and will be entitled to increase
the adjusted tax basis on fund shares by the difference between a pro rata share
of the retained gains and their related tax credit.


                        American Balanced Fund - Page 17

<PAGE>


Distributions of investment company taxable income are taxable to shareholders
as ordinary income.


Distributions of the excess of net long-term capital gains over net short-term
capital losses which the fund properly designates as "capital gain dividends"
generally will be taxable to individual shareholders at a maximum 20% capital
gains rate, regardless of the length of time the shares of the fund have been
held by such shareholders. Such distributions are not eligible for the
dividends-received deduction. Any loss realized upon the redemption of shares
held at the time of redemption for six months or less from the date of their
purchase will be treated as a long-term capital loss to the extent of any
amounts treated as distributions of long-term capital gain during such six-month
period.


Distributions of investment company taxable income and net realized capital
gains to individual shareholders will be taxable as described above, whether
received in shares or in cash. Shareholders electing to receive distributions in
the form of additional shares will have a cost basis for federal income tax
purposes in each share so received equal to the net asset value of a share on
the reinvestment date.


All distributions of investment company taxable income and net realized capital
gain, whether received in shares or in cash, must be reported by each
shareholder subject to tax on his or her federal income tax return. Dividends
and capital gains distributions declared in October, November or December and
payable to shareholders of record in such a month will be deemed to have been
received by shareholders on December 31 if paid during January of the following
year. Redemptions of shares, including exchanges for shares of another American
Fund, may result in tax consequences (gain or loss) to the shareholder and must
also be reported on the shareholder's federal income tax return.


Dividends from domestic corporations are expected to comprise some portion of
the fund's gross income. To the extent that such dividends constitute any of the
fund's gross income, a portion of the income distributions of the fund will be
eligible for the deduction for dividends received by corporations. Shareholders
will be informed of the portion of dividends which so qualify. The
dividends-received deduction is reduced to the extent that either the fund
shares, or the underlying shares of stock held by the fund, with respect to
which dividends are received, are treated as debt-financed under federal income
tax law and is eliminated if the shares are deemed to have been held by the
shareholder or the fund, as the case may be, for less than 46 days.


Distributions by the fund result in a reduction in the net asset value of the
fund's shares. Should a distribution reduce the net asset value below a
shareholder's cost basis, such distribution would nevertheless be taxable to the
shareholder as ordinary income or capital gain as described above, even though,
from an investment standpoint, it may constitute a partial return of investment
capital. For this reason, investors should consider the tax implications of
buying shares just prior to a distribution. The price of shares purchased at
that time includes the amount of the forthcoming distribution. Those purchasing
just prior to a distribution will then receive a partial return of investment
capital upon the distribution, which will nevertheless be taxable to them.


A portion of the difference between the issue price of zero coupon securities
and their face value ("original issue discount") is considered to be income to
the fund each year, even though the fund will not receive cash interest payments
from these securities. This original issue discount (imputed income) will
comprise a part of the investment company taxable income of the fund


                        American Balanced Fund - Page 18

<PAGE>


which must be distributed to shareholders in order to maintain the qualification
of the fund as a regulated investment company and to avoid federal income tax at
the level of the fund. Shareholders will be subject to income tax on such
original issue discount, whether or not they elect to receive their
distributions in cash.


The fund will be required to report to the IRS all distributions of investment
company taxable income and capital gains as well as gross proceeds from the
redemption or exchange of fund shares, except in the case of certain exempt
shareholders. Under the backup withholding provisions of Section 3406 of the
Code, distributions of investment company taxable income and capital gains and
proceeds from the redemption or exchange of the shares of a regulated investment
company may be subject to withholding of federal income tax at the rate of 31%
in the case of non-exempt U.S. shareholders who fail to furnish the investment
company with their taxpayer identification numbers and with required
certifications regarding their status under the federal income tax law.
Withholding may also be required if the fund is notified by the IRS or a broker
that the taxpayer identification number furnished by the shareholder is
incorrect or that the shareholder has previously failed to report interest or
dividend income. If the withholding provisions are applicable, any such
distributions and proceeds, whether taken in cash or reinvested in additional
shares, will be reduced by the amounts required to be withheld.


Shareholders of the fund may be subject to state and local taxes on
distributions received from the fund and on redemptions of the fund's shares.


Each distribution is accompanied by a brief explanation of the form and
character of the distribution. In January of each year fund shareholders will
receive a statement of the federal income tax status of all distributions.


Dividend and interest income received by the fund from sources outside the U.S.
may be subject to withholding and other taxes imposed by such foreign
jurisdictions. Tax conventions between certain countries and the U.S. may reduce
or eliminate these foreign taxes, however. Most foreign countries do not impose
taxes on capital gains in respect of investments by foreign investors.


The fund may make the election permitted under Section 853 of the Code so that
shareholders may (subject to limitations) be able to claim a credit or deduction
on their federal income tax returns for, and will be required to treat as part
of the amounts distributed to them, their pro rata portion of qualified taxes
paid by the Fund to foreign countries (which taxes relate primarily to
investment income). The fund may make an election under Section 853 of the Code,
provided that more than 50% of the value of the total assets of the fund at the
close of the taxable year consists of securities in foreign corporations. The
foreign tax credit available to shareholders is subject to certain limitations
imposed by the Code.


Under the Code, gains or losses attributable to fluctuations in exchange rates
which occur between the time the fund accrues receivables or liabilities
denominated in a foreign currency and the time the fund actually collects such
receivables, or pays such liabilities, generally are treated as ordinary income
or ordinary loss. Similarly, on disposition of debt securities denominated in a
foreign currency and on disposition of certain futures contracts, forward
contracts and options, gains or losses attributable to fluctuations in the value
of foreign currency between the date of acquisition of the security or contract
and the date of disposition are also treated as ordinary gain or loss. These
gains or losses, referred to under the Code as "Section


                        American Balanced Fund - Page 19

<PAGE>


988" gains or losses, may increase or decrease the amount of the fund's
investment company taxable income to be distributed to its shareholders as
ordinary income.


If the fund invests in stock of certain passive foreign investment companies,
the fund may be subject to U.S. federal income taxation on a portion of any
"excess distribution" with respect to, or gain from the disposition of, such
stock. The tax would be determined by allocating such distribution or gain
ratably to each day of the fund's holding period for the stock. The distribution
or gain so allocated to any taxable year of the fund, other than the taxable
year of the excess distribution or disposition, would be taxed to the fund at
the highest ordinary income rate in effect for such year, and the tax would be
further increased by an interest charge to reflect the value of the tax deferral
deemed to have resulted from the ownership of the foreign company's stock. Any
amount of distribution or gain allocated to the taxable year of the distribution
or disposition would be included in the fund's investment company taxable income
and, accordingly, would not be taxable to the fund to the extent distributed by
the fund as a dividend to its shareholders.


To avoid such tax and interest, the fund intends to elect to treat these
securities as sold on the last day of its fiscal year and recognize any gains
for tax purposes at that time. Under this election, deductions for losses are
allowable only to the extent of any prior recognized gains, and both gains and
losses will be treated as ordinary income or loss. The fund will be required to
distribute any resulting income, even though it has not sold the security and
received cash to pay such distributions.


The foregoing discussion of U.S. federal income tax law relates solely to the
application of that law to U.S. persons, i.e., U.S. citizens and residents and
U.S. corporations, partnerships, trusts and estates. Each shareholder who is not
a U.S. person should consider the U.S. and foreign tax consequences of ownership
of shares of the fund, including the possibility that such a shareholder may be
subject to a U.S. withholding tax at a rate of 30% (or at a lower rate under an
applicable income tax treaty) on dividend income received by him or her.


Shareholders should consult their tax advisers about the application of the
provisions of tax law described in this statement of additional information in
light of their particular tax situations.


                        American Balanced Fund - Page 20

<PAGE>


                               PURCHASE OF SHARES


<TABLE>
<CAPTION>
        METHOD            INITIAL INVESTMENT        ADDITIONAL INVESTMENTS
- -------------------------------------------------------------------------------
<S>                     <C>                     <C>
                        See "Purchase           $50 minimum (except where a
                        Minimums" for initial   lower minimum is noted under
                        investment minimums.    "Purchase Minimums").
- -------------------------------------------------------------------------------
By contacting           Visit any investment    Mail directly to your
your investment dealer  dealer who is           investment dealer's address
                        registered in the       printed on your account
                        state where the         statement.
                        purchase is made and
                        who has a sales
                        agreement with
                        American Funds
                        Distributors.
- -------------------------------------------------------------------------------
By mail                 Make your check         Fill out the account additions
                        payable to the fund     form at the bottom of a recent
                        and mail to the         account statement, make your
                        address indicated on    check payable to the fund,
                        the account             write your account number on
                        application. Please     your check, and mail the check
                        indicate an investment  and form in the envelope
                        dealer on the account   provided with your account
                        application.            statement.
- -------------------------------------------------------------------------------
By telephone            Please contact your     Complete the "Investments by
                        investment dealer to    Phone" section on the account
                        open account, then      application or American
                        follow the procedures   FundsLink Authorization Form.
                        for additional          Once you establish the
                        investments.            privilege, you, your financial
                                                advisor or any person with your
                                                account information can call
                                                American FundsLine(R) and make
                                                investments by telephone
                                                (subject to conditions noted in
                                                "Shareholder Account Services
                                                and Privileges - Telephone and
                                                Computer Purchases, Redemptions
                                                and Exchanges" below).
- -------------------------------------------------------------------------------
By computer             Please contact your     Complete the American FundsLink
                        investment dealer to    Authorization Form. Once you
                        open account, then      established the privilege, you,
                        follow the procedures   your financial advisor or any
                        for additional          person with your account
                        investments.            information may access American
                                                FundsLine OnLine(R) on the
                                                Internet and make investments
                                                by computer (subject to
                                                conditions noted in
                                                "Shareholder Account Services
                                                and Privileges - Telephone and
                                                Computer Purchases, Redemptions
                                                and Exchanges" below).
- -------------------------------------------------------------------------------
By wire                 Call 800/421-0180 to    Your bank should wire your
                        obtain your account     additional investments in the
                        number(s), if           same manner as described under
                        necessary. Please       "Initial Investment."
                        indicate an investment
                        dealer on the account.
                        Instruct your bank to
                        wire funds to:

                        Wells Fargo Bank
                        155 Fifth Street,
                        Sixth Floor
                        San Francisco, CA
                        94106
                        (ABA#121000248)

                        For credit to the
                        account of:
                        American Funds Service
                        Company a/c#
                        4600-076178
                        (fund name)
                        (your fund acct. no.)
- -------------------------------------------------------------------------------
THE FUNDS AND AMERICAN FUNDS DISTRIBUTORS RESERVE THE RIGHT TO REJECT ANY
PURCHASE ORDER.
- -------------------------------------------------------------------------------
</TABLE>


PURCHASE MINIMUMS - The minimum initial investment for all funds in The American
Funds Group, except the money market funds and the state tax-exempt funds, is
$250.  The minimum initial investment for the money market funds (The Cash
Management Trust of America, The Tax--


                        American Balanced Fund - Page 21

<PAGE>


Exempt Money Fund of America, and The U.S. Treasury Money Fund of America) and
the state tax-exempt funds (The Tax-Exempt Fund of California, The Tax-Exempt
Fund of Maryland, and The Tax-Exempt Fund of Virginia) is $1,000. Purchase
minimums are reduced to $50 for purchases through "Automatic Investment Plans"
(except for the money market funds) or to $25 for purchases by retirement plans
through payroll deductions and may be reduced or waived for shareholders of
other funds in The American Funds Group. TAX-EXEMPT FUNDS SHOULD NOT SERVE AS
RETIREMENT PLAN INVESTMENTS. The minimum is $50 for additional investments
(except as noted above).


PURCHASE MAXIMUM FOR CLASS B SHARES - The maximum purchase order for Class B
shares for all American Funds is $100,000. For investments above $100,000 Class
A shares are generally a less expensive option over time due to sales charge
reductions or waivers.


FUND NUMBERS - Here are the fund numbers for use with our automated phone line,
American FundsLine/(R)/ (see description below):

<TABLE>
<CAPTION>
                                                            FUND       FUND
                                                           NUMBER     NUMBER
 FUND                                                     CLASS A    CLASS B
 ----                                                     -------    -------
 <S>                                                      <C>       <C>
 STOCK AND STOCK/BOND FUNDS
 AMCAP Fund/(R)/ . . . . . . . . . . . . . . . .             02        202
 American Balanced Fund/(R)/ . . . . . . . . . .             11        211
 American Mutual Fund/(R)/ . . . . . . . . . . .             03        203
 Capital Income Builder/(R)/ . . . . . . . . . .             12        212
 Capital World Growth and Income Fund/SM/ . . . .            33        233
 EuroPacific Growth Fund/(R)/ . . . . . . . . . .            16        216
 Fundamental Investors/SM/ . . . . . . . . . . .             10        210
 The Growth Fund of America/(R)/ . . . . . . . .             05        205
 The Income Fund of America/(R)/ . . . . . . . .             06        206
 The Investment Company of America/(R)/ . . . . .            04        204
 The New Economy Fund/(R)/ . . . . . . . . . . .             14        214
 New Perspective Fund/(R)/ . . . . . . . . . . .             07        207
 New World Fund/SM/ . . . . . . . . . . . . . . .            36        236
 SMALLCAP World Fund/(R)/ . . . . . . . . . . . .            35        235
 Washington Mutual Investors Fund/SM/ . . . . . .            01        201
 BOND FUNDS
 American High-Income Municipal Bond Fund/(R)/ .             40        240
 American High-Income Trust/SM/ . . . . . . . . .            21        221
 The Bond Fund of America/SM/ . . . . . . . . . .            08        208
 Capital World Bond Fund/(R)/ . . . . . . . . . .            31        231
 Intermediate Bond Fund of America/SM/ . . . . .             23        223
 Limited Term Tax-Exempt Bond Fund of America/SM/            43        243
 The Tax-Exempt Bond Fund of America/(R)/ . . . .            19        219
 The Tax-Exempt Fund of California/(R)/* . . . .             20        220
 The Tax-Exempt Fund of Maryland/(R)/* . . . . .             24        224
 The Tax-Exempt Fund of Virginia/(R)/* . . . . .             25        225
 U.S. Government Securities Fund/SM/ . . . . . .             22        222




 MONEY MARKET FUNDS
 The Cash Management Trust of America/(R)/ . . .             09        209
 The Tax-Exempt Money Fund of America/SM/ . . . .            39        N/A
 The U.S. Treasury Money Fund of America/SM/ . .             49
 ___________
 *Available only in certain states.
</TABLE>



                        American Balanced Fund - Page 22

<PAGE>


                                 SALES CHARGES

CLASS A SALES CHARGES - The sales charges you pay when purchasing Class A shares
of stock, stock/bond, and bond funds of The American Funds Group are set forth
below. The money market funds of The American Funds Group are offered at net
asset value. (See "Fund Numbers" for a listing of the funds.)

<TABLE>
<CAPTION>
                                                                                       DEALER
                                                               SALES CHARGE AS       CONCESSION
                                                              PERCENTAGE OF THE:    AS PERCENTAGE
                                                              ------------------       OF THE
AMOUNT OF PURCHASE
AT THE OFFERING PRICE                                        NET AMOUNT  OFFERING     OFFERING
                                                             -INVESTED-   PRICE         PRICE
- ------------------------------------------------------------- --------    -----         -----
<S>                                                          <C>         <C>       <C>
STOCK AND STOCK/BOND FUNDS
Less than $25,000  . . . . . . . . . . . . . . . . . . . .     6.10%      5.75%         5.00%
$25,000 but less than $50,000  . . . . . . . . . . . . . .     5.26       5.00          4.25
$50,000 but less than $100,000. .                              4.71       4.50          3.75
BOND FUNDS
Less than $100,000 . . . . . . . .                             3.90       3.75          3.00
STOCK, STOCK/BOND, AND BOND FUNDS
$100,000 but less than $250,000 .                              3.63       3.50          2.75
$250,000 but less than $500,000 .                              2.56       2.50          2.00
$500,000 but less than $750,000 .                              2.04       2.00          1.60
$750,000 but less than $1 million                              1.52       1.50          1.20
$1 million or more . . . . . . . . . .         none     none    (see below)
- ------------------------------------------------------------------------------
</TABLE>


CLASS A PURCHASES NOT SUBJECT TO SALES CHARGES - Investments of $1 million or
more are sold with no initial sales charge.  HOWEVER, A 1% CONTINGENT DEFERRED
SALES CHARGE (CDSC) MAY BE IMPOSED IF REDEMPTIONS ARE MADE WITHIN ONE YEAR OF
PURCHASE. Employer-sponsored defined contribution-type plans investing $1
million or more, or with 100 or more eligible employees, and Individual
Retirement Account rollovers from retirement plan assets invested in the
American Funds (see "Individual Retirement Account (IRA) Rollovers" below) may
invest with no sales charge and are not subject to a contingent deferred sales
charge.  Investments made by investors in certain qualified fee-based programs,
and retirement plans, endowments or foundations with $50 million or more in
assets may also be made with no sales charge and are


                        American Balanced Fund - Page 23

<PAGE>


not subject to a CDSC.  A dealer concession of up to 1% may be paid by the fund
under its Plan of Distribution on investments made with no initial sales charge.


In addition, Class A shares of the stock, stock/bond and bond funds may be sold
at net asset value to:


(1)  current or retired directors, trustees, officers and advisory board members
of, and certain lawyers who provide services to, the funds managed by Capital
Research and Management Company, current or retired employees of Washington
Management Corporation, current or retired employees and partners of The Capital
Group Companies, Inc. and its affiliated companies, certain family members and
employees of the above persons, and trusts or plans primarily for such persons;

(2)  current registered representatives, retired registered representatives with
respect to accounts established while active, or full-time employees (and their
spouses, parents, and children) of dealers who have sales agreements with the
Principal Underwriter (or who clear transactions through such dealers) and plans
for such persons or the dealers;

(3)  companies exchanging securities with the fund through a merger, acquisition
or exchange offer;

(4)  trustees or other fiduciaries purchasing shares for certain retirement
plans of organizations with retirement plan assets of $50 million or more;

(5)  insurance company separate accounts;

(6)  accounts managed by subsidiaries of The Capital Group Companies, Inc.; and

(7)  The Capital Group Companies, Inc., its affiliated companies and Washington
Management Corporation. Shares are offered at net asset value to these persons
and organizations due to anticipated economies in sales effort and expense.

CONTINGENT DEFERRED SALES CHARGE ON CLASS A SHARES -  A contingent deferred
sales charge of 1% applies to redemptions made from funds, other than the money
market funds, within 12 months following Class A share purchases of $1 million
or more made without an initial sales charge.  The charge is 1% of the lesser of
the value of the shares redeemed (exclusive of reinvested dividends and capital
gain distributions) or the total cost of such shares.  Shares held the longest
are assumed to be redeemed first for purposes of calculating this CDSC. The CDSC
may be waived in certain circumstances.  See "CDSC Waivers for Class A Shares"
below.


DEALER COMMISSIONS ON CLASS A SHARES - The following commissions (up to 1%) will
be paid to dealers who initiate and are responsible for purchases of $1 million
or more, for purchases by any employer-sponsored defined contribution plan
investing $1 million or more, or with 100 or more eligible employees, IRA
rollover accounts (as described in "Individual Retirement Account (IRA)
Rollovers" below), and for purchases made at net asset value by certain
retirement plans, endowments and foundations with collective assets of $50
million or more: 1.00% on amounts of $1 million to $4 million, 0.50% on amounts
over $4 million to $10 million, and 0.25% on amounts over $10 million.


                        American Balanced Fund - Page 24

<PAGE>


CLASS B SALES CHARGES - Class B shares are sold without any initial sales
charge.  However, a CDSC may be applied to shares you sell within six years of
purchase, as shown in the table below:



<TABLE>
<CAPTION>
 CONTINGENT DEFERRED SALES CHARGE ON
       SHARES SOLD WITHIN YEAR               AS A % OF SHARES BEING SOLD
 ------------------------------------------------------------------------------
 <S>                                  <C>
                  1                                     5.00%
                  2                                     4.00%
                  3                                     4.00%
                  4                                     3.00%
                  5                                     2.00%
                  6                                     1.00%
</TABLE>



There is no CDSC on appreciation in share value above the initial purchase price
or on shares acquired through reinvestment of dividends or capital gain
distributions.  In addition, the CDSC may be waived in certain circumstances.
 See "CDSC Waivers for Class B shares" below.  The CDSC is based on the original
purchase cost or the current market value of the shares being sold, whichever is
less.  In processing redemptions of Class B shares, shares that are not subject
to any CDSC will be redeemed first and then shares that you have owned the
longest during the six-year period.  CLASS B SHARES ARE NOT AVAILABLE TO CERTAIN
RETIREMENT PLANS, INCLUDING GROUP RETIREMENT PLANS SUCH AS 401(K) PLANS,
EMPLOYER-SPONSORED 403(B) PLANS, AND MONEY PURCHASE PENSION AND PROFIT SHARING
PLANS.


Compensation equal to 4% of the amount invested is paid by the Principal
Underwriter to dealers who sell Class B shares.


CONVERSION OF CLASS B SHARES TO CLASS A SHARES - Class B shares automatically
convert to Class A shares in the month of the eight-year anniversary of the
purchase date.  The conversion of Class B shares to Class A shares after eight
years is subject to the Internal Revenue Service's continued position that the
conversion of Class B shares is not subject to federal income tax.  In the event
the Internal Revenue Service no longer takes this position, the automatic
conversion feature may be suspended, in which event no further conversions of
Class B shares would occur while such suspension remained in effect.  At your
option, Class B shares may still be exchanged for Class A shares on the basis of
relative net asset value of the two classes, without the imposition of a sales
charge or fee; HOWEVER, SUCH AN EXCHANGE COULD CONSTITUTE A TAXABLE EVENT FOR
YOU, AND ABSENT SUCH AN EXCHANGE, CLASS B SHARES WOULD CONTINUE TO BE SUBJECT TO
HIGHER EXPENSES FOR LONGER THAN EIGHT YEARS.


                      SALES CHARGE REDUCTIONS AND WAIVERS

REDUCING YOUR CLASS A SALES CHARGE - You and your "immediate family" (your
spouse and your children under age 21) may combine investments to reduce your
costs. You must let your investment dealer or American Funds Service Company
(the "Transfer Agent") know if you qualify for a reduction in your sales charge
using one or any combination of the methods described below.


                        American Balanced Fund - Page 25

<PAGE>


     STATEMENT OF INTENTION - You may enter into a non-binding commitment to
     purchase shares of a fund(s) over a 13-month period and receive the same
     sales charge as if all shares had been purchased at once. This includes
     purchases made during the previous 90 days, but does not include
     appreciation of your investment or reinvested distributions. The reduced
     sales charges and offering prices set forth in the Prospectus apply to
     purchases of $25,000 or more made within a 13-month period subject to the
     following statement of intention (the "Statement"). The Statement is not a
     binding obligation to purchase the indicated amount. When a shareholder
     elects to use a Statement in order to qualify for a reduced sales charge,
     shares equal to 5% of the dollar amount specified in the Statement will be
     held in escrow in the shareholder's account out of the initial purchase (or
     subsequent purchases, if necessary) by the Transfer Agent. All dividends
     and any capital gain distributions on shares held in escrow will be
     credited to the shareholder's account in shares (or paid in cash, if
     requested). If the intended investment is not completed within the
     specified 13-month period, the purchaser will remit to the Principal
     Underwriter the difference between the sales charge actually paid and the
     sales charge which would have been paid if the total of such purchases had
     been made at a single time. If the difference is not paid by the close of
     the period, the appropriate number of shares held in escrow will be
     redeemed to pay such difference. If the proceeds from this redemption are
     inadequate, the purchaser will be liable to the Principal Underwriter for
     the balance still outstanding. The Statement may be revised upward at any
     time during the 13-month period, and such a revision will be treated as a
     new Statement, except that the 13-month period during which the purchase
     must be made will remain unchanged. Existing holdings eligible for rights
     of accumulation (see below), as well as purchases of Class B shares, and
     any individual investments in American Legacy variable annuities and
     variable life insurance policies (American Legacy, American Legacy II and
     American Legacy III variable annuities, American Legacy Life, American
     Legacy Variable Life, and American Legacy Estate Builder) may be credited
     toward satisfying the Statement. During the Statement period reinvested
     dividends and capital gain distributions, investments in money market
     funds, and investments made under a right of reinstatement will not be
     credited toward satisfying the Statement.

     When the trustees of certain retirement plans purchase shares by payroll
     deduction, the sales charge for the investments made during the 13-month
     period will be handled as follows: The regular monthly payroll deduction
     investment will be multiplied by 13 and then multiplied by 1.5. The current
     value of existing American Funds investments (other than money market fund
     investments) and any rollovers or transfers reasonably anticipated to be
     invested in non-money market American Funds during the 13-month period, and
     any individual investments in American Legacy variable annuities and
     variable life insurance policies are added to the figure determined above.
     The sum is the Statement amount and applicable breakpoint level. On the
     first investment and all other investments made pursuant to the Statement,
     a sales charge will be assessed according to the sales charge breakpoint
     thus determined. There will be no retroactive adjustments in sales charges
     on investments made during the 13-month period.

     Shareholders purchasing shares at a reduced sales charge under a Statement
     indicate their acceptance of these terms with their first purchase.

     AGGREGATION - Sales charge discounts are available for certain aggregated
     investments. Qualifying investments include those by you, your spouse and
     your children under the age of 21, if all parties are purchasing shares for
     their own accounts and/or:


                        American Balanced Fund - Page 26

<PAGE>


     .    employee benefit plan(s), such as an IRA, individual-type 403(b) plan,
          or single-participant Keogh-type plan;

     .    business accounts solely controlled by these individuals (for example,
          the individuals own the entire business);

     .    trust accounts established by the above individuals.  However, if the
          person(s) who established the trust is deceased, the trust account may
          be aggregated with accounts of the person who is the primary
          beneficiary of the trust.

     Individual purchases by a trustee(s) or other fiduciary(ies) may also be
     aggregated if the investments are:

     .    for a single trust estate or fiduciary account, including an employee
          benefit plan other than those described above;

     .    made for two or more employee benefit plans of a single employer or of
          affiliated employers as defined in the 1940 Act, again excluding
          employee benefit plans described above; or

     .    for a diversified common trust fund or other diversified pooled
          account not specifically formed for the purpose of accumulating fund
          shares.

     Purchases made for nominee or street name accounts (securities held in the
     name of an investment dealer or another nominee such as a bank trust
     department instead of the customer) may not be aggregated with those made
     for other accounts and may not be aggregated with other nominee or street
     name accounts unless otherwise qualified as described above.

     CONCURRENT PURCHASES - You may combine purchases of Class A and/or B shares
     of two or more funds in The American Funds Group, as well as individual
     holdings in American Legacy variable annuities and variable life insurance
     policies.  Direct purchases of the money market funds are excluded. Shares
     of money market funds purchased through an exchange, reinvestment or
     cross-reinvestment from a fund having a sales charge do qualify.

     RIGHTS OF ACCUMULATION - You may take into account the current value of
     your existing Class A and B holdings in The American Funds Group, as well
     as your holdings in Endowments (shares of which may be owned only by
     tax-exempt organizations), to determine your sales charge on investments in
     accounts eligible to be aggregated, or when making a gift to an individual
     or charity. When determining your sales charge, you may also take into
     account the value of your individual holdings, as of the end of the week
     prior to your investment, in various American Legacy variable annuities and
     variable life insurance policies. Direct purchases of the money market
     funds are excluded.

CDSC WAIVERS FOR CLASS A SHARES -  Any CDSC on Class A shares may be waived in
the following cases:


(1)  Exchanges (except if shares acquired by exchange are then redeemed within
12 months of the initial purchase).


                        American Balanced Fund - Page 27

<PAGE>


(2)  Distributions from 403(b) plans or IRAs due to death, post-purchase
disability or attainment of age 59-1/2.

(3)  Tax-free returns of excess contributions to IRAs.

(4)  Redemptions through systematic withdrawal plans (see "Automatic
Withdrawals" below), not exceeding 12% of the net asset value of the account
each year.

CDSC WAIVERS FOR CLASS B SHARES - Any CDSC on Class B shares may be waived in
the following cases:


(1)  Systematic withdrawal plans (SWPs) - investors who set up a SWP (see
"Automatic Withdrawals" below) may withdraw up to 12% of the net asset value of
their account each year without incurring any CDSC.  Shares not subject to a
CDSC (such as shares representing reinvestment of distributions) will be
redeemed first and will count toward the 12% limitation.  If there are
insufficient shares not subject to a CDSC, shares subject to the lowest CDSC
will be redeemed next until the 12% limit is reached.

The 12% fee from CDSC limit is calculated on a pro rata basis at the time the
first payment is made and is recalculated thereafter on a pro rata basis at the
time of each SWP payment.  Shareholders who establish a SWP should be aware that
the amount of that payment not subject to a CDSC may vary over time depending on
fluctuations in net asset value of their account.  This privilege may be revised
or terminated at any time.


(2)  Required minimum distributions taken from retirement accounts upon the
attainment of age 70-1/2.

(3)  Distributions due to death or post-purchase disability of a shareholder. In
the case of joint tenant accounts, if one joint tenant dies, the surviving joint
tenant(s), at the time they notify the Transfer Agent of the decedent's death
and remove his/her name from the account, may redeem shares from the account
without incurring a CDSC. Redemptions subsequent to the notification to the
Transfer Agent of the death of one of the joint owners will be subject to a
CDSC.

                 INDIVIDUAL RETIREMENT ACCOUNT (IRA) ROLLOVERS

Assets from an employer-sponsored retirement plan (plan assets) may be invested
in any class of shares of the American Funds (except as described below) through
an IRA rollover plan. All such rollover investments will be subject to the terms
and conditions for Class A and B shares contained in the fund's current
prospectus and statement of additional information. In the case of an IRA
rollover involving plan assets from a plan that offered the American Funds, the
assets may only be invested in Class A shares of the American Funds. Such
investments will be at net asset value and will not be subject to a contingent
deferred sales charge. Dealers who initiate and are responsible for such
investments will be compensated pursuant to the schedule applicable to
investments of $1 million or more (see "Dealer Commissions on Class A Shares"
above).


                                PRICE OF SHARES

Shares are purchased at the offering price next determined after the purchase
order is received and accepted by the fund or the Transfer Agent; this offering
price is effective for orders received


                        American Balanced Fund - Page 28

<PAGE>


prior to the time of determination of the net asset value and, in the case of
orders placed with dealers, accepted by the Principal Underwriter prior to its
close of business. In the case of orders sent directly to the fund or the
Transfer Agent, an investment dealer MUST be indicated. The dealer is
responsible for promptly transmitting purchase orders to the Principal
Underwriter. Orders received by the investment dealer, the Transfer Agent, or
the fund after the time of the determination of the net asset value will be
entered at the next calculated offering price. Prices which appear in the
newspaper do not always indicate prices at which you will be purchasing and
redeeming shares of the fund, since such prices generally reflect the previous
day's closing price whereas purchases and redemptions are made at the next
calculated price.


The price you pay for shares, the offering price, is based on the net asset
value per share which is calculated once daily as of approximately 4:00 p.m. New
York time, which is the normal close of trading on the New York Stock Exchange
each day the Exchange is open. If, for example, the Exchange closes at 1:00
p.m., the fund's share price would still be determined as of 4:00 p.m. New York
time. The New York Stock Exchange is currently closed on weekends and on the
following holidays: New Year's Day, Martin Luther King, Jr. Day, Presidents'
Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and
Christmas Day.


All portfolio securities of funds managed by Capital Research and Management
Company (other than money market funds) are valued, and the net asset value per
share is determined as follows:


1.    Equity securities, including depositary receipts, are valued at the last
reported sale price on the exchange or market on which such securities are
traded, as of the close of business on the day the securities are being valued
or, lacking any sales, at the last available bid price. In cases where equity
securities are traded on more than one exchange, the securities are valued on
the exchange or market determined by the Investment Adviser to be the broadest
and most representative market, which may be either a securities exchange or the
over-the-counter market. Fixed-income securities are valued at prices obtained
from a pricing service, when such prices are available; however, in
circumstances where the Investment Adviser deems it appropriate to do so, such
securities will be valued at the mean quoted bid and asked prices or at prices
for securities of comparable maturity, quality and type.

Short-term securities maturing within 60 days are valued at amortized cost which
approximates market value.


Assets or liabilities initially expressed in terms of non-U.S. currencies are
translated prior to the next determination of the net asset value of the fund's
shares into U.S. dollars at the prevailing market rates.


Securities and assets for which representative market quotations are not readily
available are valued at fair value as determined in good faith under policies
approved by the fund's Board. The fair value of all other assets is added to the
value of securities to arrive at the total assets;


2.   Liabilities, including accruals of taxes and other expense items, are
deducted from total assets; and

3.   Net assets so obtained are then divided by the total number of shares
outstanding, and the result, rounded to the nearer cent, is the net asset value
per share


                        American Balanced Fund - Page 29

<PAGE>


Any purchase order may be rejected by the Principal Underwriter or by the fund.
The Principal Underwriter will not knowingly sell shares of the fund directly or
indirectly to any person or entity, where, after the sale, such person or entity
would own beneficially directly or indirectly more than X% of the outstanding
shares of the fund without the consent of a majority of the fund's Board of
Directors.


                                 SELLING SHARES

Shares are sold at the net asset value next determined after your request is
received in good order by the Transfer Agent. Sales of certain Class A and B
shares may be subject to deferred sales charges.  You may sell (redeem) shares
in your account in any of the following ways:


     THROUGH YOUR DEALER (certain charges may apply)

     -     Shares held for you in your dealer's street name must be sold
           through the dealer.

     WRITING TO AMERICAN FUNDS SERVICE COMPANY

     -     Requests must be signed by the registered shareholder(s)

     -     A signature guarantee is required if the redemption is:

          -  Over $50,000;

          -  Made payable to someone other than the registered
             shareholder(s); or

          -  Sent to an address other than the address of record, or an
             address of record which has been changed within the last
             10 days.

Your signature may be guaranteed by a domestic stock exchange or the National
Association of Securities Dealers, Inc., bank, savings association or credit
union that is an eligible guarantor institution.


     -  Additional documentation may be required for sales of shares held in
     corporate, partnership or fiduciary accounts.

     -  You must include any shares you wish to sell that are in certificate
        form.

     TELEPHONING OR FAXING AMERICAN FUNDS SERVICE COMPANY, OR BY USING AMERICAN
     FUNDSLINE/(R)/ OR AMERICAN FUNDSLINE ONLINE/(R)/

     -  Redemptions by telephone or fax (including American FundsLine/(R)/ and
     American FundsLine OnLine/(R)/) are limited to $50,000 per shareholder each
     day.

     -     Checks must be made payable to the registered shareholder(s).

     -     Checks must be mailed to an address of record that has been used
           with the account for at least 10 days.


                        American Balanced Fund - Page 30

<PAGE>


     MONEY MARKET FUNDS

     -  You may have redemptions of $1,000 or more wired to your bank by writing
     American Funds Service Company.

     -  You may establish check writing privileges (use the money market funds
     application).

          -  If you request check writing privileges, you will be provided with
          checks that you may use to draw against your account. These checks may
          be made payable to anyone you designate and must be signed by the
          authorized number or registered shareholders exactly as indicated on
          your checking account signature card.

          -  Check writing is not available for Class B shares of The Cash
          Management Trust.

If you sell Class B shares and request a specific dollar amount to be sold, we
will sell sufficient shares so that the sale proceeds, after deducting any
contingent deferred sales charge, equals the dollar amount requested.


Redemption proceeds will not be mailed until sufficient time has passed to
provide reasonable assurance that checks or drafts (including certified or
cashier's checks) for shares purchased have cleared (which may take up to 15
calendar days from the purchase date). Except for delays relating to clearance
of checks for share purchases or in extraordinary circumstances (and as
permissible under the 1940 Act), sale proceeds will be paid on or before the
seventh day following receipt and acceptance of an order. Interest will not
accrue or be paid on amounts that represent uncashed distribution or redemption
checks.


You may reinvest proceeds from a redemption or a dividend or capital gain
distribution of Class A or Class B shares without a sales charge in the Class A
shares of any fund in The American Funds Group within 90 days after the date of
the redemption or distribution (any contingent deferred sales charge on Class A
shares will be credited to your account). Redemption proceeds of shares
representing direct purchases in the money market funds are excluded. Proceeds
will be reinvested at the next calculated net asset value after your request is
received and accepted by the Transfer Agent.


                  SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES

AUTOMATIC INVESTMENT PLAN - An automatic investment plan enables you to make
monthly or quarterly investments into The American Funds through automatic
debits from your bank account. To set up a plan you must fill out an account
application and specify the amount you would like to invest ($50 minimum) and
the date on which you would like your investments to occur. The plan will begin
within 30 days after your account application is received. Your bank account
will be debited on the day or a few days before your investment is made,
depending on the bank's capabilities. The Transfer Agent will then invest your
money into the fund you specified on or around the date you specified.  For
example, if the date you specified falls on a weekend or holiday, your money
will be invested on the next business day.  If your bank account cannot be
debited due to insufficient funds, a stop-payment or the closing of the account,
the


                        American Balanced Fund - Page 31

<PAGE>


plan may be terminated and the related investment reversed. You may change the
amount of the investment or discontinue the plan at any time by writing to the
Transfer Agent.


AUTOMATIC REINVESTMENT - Dividends and capital gain distributions are reinvested
in additional shares of the same class at no sales charge unless you indicate
otherwise on the account application. You also may elect to have dividends
and/or capital gain distributions paid in cash by informing the fund, the
Transfer Agent or your investment dealer.


If you have elected to receive dividends and/or capital gain distributions in
cash, and the postal or other delivery service is unable to deliver checks to
your address of record, or you do not respond to mailings from American Funds
Service Company with regard to uncashed distribution checks, your distribution
option will automatically be converted to having all dividends and other
distributions reinvested in additional shares.


CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS - You may cross-reinvest
dividends and capital gains ("distributions") of the same share class into any
other fund in The American Funds Group at net asset value, subject to the
following conditions:


(a)  The aggregate value of your account(s) in the fund(s) paying distributions
equals or exceeds $5,000 (this is waived if the value of the account in the fund
receiving the distributions equals or exceeds that fund's minimum initial
investment requirement),

(b)  If the value of the account of the fund receiving distributions is below
the minimum initial investment requirement, distributions must be automatically
reinvested,

(c)  If you discontinue the cross-reinvestment of distributions, the value of
the account of the fund receiving distributions must equal or exceed the minimum
initial investment requirement. If you do not meet this requirement within 90
days of notification, the fund has the right to automatically redeem the
account.

EXCHANGE PRIVILEGE - You may only exchange shares into other funds in The
American Funds Group within the same class. However, exchanges from Class A
shares of The Cash Management Trust of America may be made to Class B shares of
any other American Fund for dollar cost averaging purposes. Exchange purchases
are subject to the minimum investment requirements of the fund purchased and no
sales charge generally applies. However, exchanges of shares from the money
market funds are subject to applicable sales charges on the fund being
purchased, unless the money market fund shares were acquired by an exchange from
a fund having a sales charge, or by reinvestment or cross-reinvestment of
dividends or capital gain distributions.


You may exchange shares by writing to the Transfer Agent (see "Redeeming
Shares"), by contacting your investment dealer, by using American FundsLine and
American FundsLine OnLine (see "American FundsLine and American FundsLine
OnLine" below), or by telephoning 800/421-0180 toll-free, faxing (see "Principal
Underwriter and Transfer Agent" in the prospectus for the appropriate fax
numbers) or telegraphing the Transfer Agent. (See "Telephone and Computer
Purchases, Redemptions and Exchanges" below.) Shares held in corporate-type
retirement plans for which Capital Guardian Trust Company serves as trustee may
not be exchanged by telephone, computer, fax or telegraph. Exchange redemptions
and purchases are processed simultaneously at the share prices next determined
after the exchange order is


                        American Balanced Fund - Page 32

<PAGE>


received. (See "Purchase of Shares--Price of Shares.") THESE TRANSACTIONS HAVE
THE SAME TAX CONSEQUENCES AS ORDINARY SALES AND PURCHASES.


AUTOMATIC EXCHANGES - You may automatically exchange shares of the same class in
amounts of $50 or more among any of the funds in The American Funds Group on any
day (or preceding business day if the day falls on a non-business day of each
month you designate.


AUTOMATIC WITHDRAWALS - Withdrawal payments are not to be considered as
dividends, yield or income. Automatic investments may not be made into a
shareholder account from which there are automatic withdrawals. Withdrawals of
amounts exceeding reinvested dividends and distributions and increases in share
value would reduce the aggregate value of the shareholder's account. The
Transfer Agent arranges for the redemption by the fund of sufficient shares,
deposited by the shareholder with the Transfer Agent, to provide the withdrawal
payment specified.


ACCOUNT STATEMENTS - Your account is opened in accordance with your registration
instructions. Transactions in the account, such as additional investments will
be reflected on regular confirmation statements from the Transfer Agent.
Dividend and capital gain reinvestments and purchases through automatic
investment plans and certain retirement plans will be confirmed at least
quarterly.


AMERICAN FUNDSLINE AND AMERICAN FUNDSLINE ONLINE - You may check your share
balance, the price of your shares, or your most recent account transaction,
redeem shares (up to $50,000 per shareholder each day), or exchange shares
around the clock with American FundsLine and American FundsLine OnLine. To use
these services, call 800/325-3590 from a TouchTone(TM) telephone or access the
American Funds Web site on the Internet at www.americanfunds.com. Redemptions
and exchanges through American FundsLine and American FundsLine OnLine are
subject to the conditions noted above and in "Shareholder Account Services and
Privileges - Telephone and Computer Purchases, Redemptions and Exchanges" below.
You will need your fund number (see the list of funds in The American Funds
Group under "Purchase of Shares - Purchase Minimums" and "Purchase of Shares -
Fund Numbers"), personal identification number (generally the last four digits
of your Social Security number or other tax identification number associated
with your account) and account number.


TELEPHONE AND COMPUTER PURCHASES, REDEMPTIONS AND EXCHANGES - By using the
telephone (including American FundsLine) or computer (including American
FundsLine OnLine), fax or telegraph purchase, redemption and/or exchange
options, you agree to hold the fund, the Transfer Agent, any of its affiliates
or mutual funds managed by such affiliates, and each of their respective
directors, trustees, officers, employees and agents harmless from any losses,
expenses, costs or liability (including attorney fees) which may be incurred in
connection with the exercise of these privileges. Generally, all shareholders
are automatically eligible to use these options. However, you may elect to opt
out of these options by writing the Transfer Agent (you may also reinstate them
at any time by writing the Transfer Agent). If the Transfer Agent does not
employ reasonable procedures to confirm that the instructions received from any
person with appropriate account information are genuine, the fund may be liable
for losses due to unauthorized or fraudulent instructions. In the event that
shareholders are unable to reach the fund by telephone because of technical
difficulties, market conditions, or a natural disaster, redemption and exchange
requests may be made in writing only.


                        American Balanced Fund - Page 33

<PAGE>


REDEMPTION OF SHARES - The fund's Articles of Incorporation permits the fund to
direct the Transfer Agent to redeem the shares of any shareholder for their then
current net asset value per share if at such time the shareholder owns of record
shares having an aggregate net asset value of less than the minimum initial
investment amount required of new shareholders as set forth in the fund's
current registration statement under the 1940 Act, and subject to such further
terms and conditions as the Board of Directors of the fund may from time to time
adopt.


SHARE CERTIFICATES - Shares are credited to your account and certificates are
not issued unless you request them by writing to the Transfer Agent.


                      EXECUTION OF PORTFOLIO TRANSACTIONS

The Investment Adviser places orders for the fund's portfolio securities
transactions. The Investment Adviser strives to obtain the best available prices
in its portfolio transactions taking into account the costs and quality of
executions. When, in the opinion of the Investment Adviser, two or more brokers
(either directly or through their correspondent clearing agents) are in a
position to obtain the best price and execution, preference may be given to
brokers who have sold shares of the fund or who have provided investment
research, statistical, or other related services to the Investment Adviser. The
fund does not consider that it has an obligation to obtain the lowest available
commission rate to the exclusion of price, service and qualitative
considerations.


There are occasions on which portfolio transactions for the fund may be executed
as part of concurrent authorizations to purchase or sell the same security for
other funds served by the Investment Adviser, or for trusts or other accounts
served by affiliated companies of the Investment Adviser. Although such
concurrent authorizations potentially could be either advantageous or
disadvantageous to the fund, they are effected only when the Investment Adviser
believes that to do so is in the interest of the fund. When such concurrent
authorizations occur, the objective is to allocate the executions in an
equitable manner. The fund will not pay a mark-up for research in principal
transactions.


The fund is required to disclose information regarding investments in the
securities of broker-dealers (or parents of broker-dealers that derive more than
15% of their revenue from broker-dealer activities) which have certain
relationships with the fund. During the last fiscal year, J.P. Morgan & Co. was
among the top 10 dealers that received the largest amount of brokerage
commissions and that acted as principals in portfolio transactions. The fund
held debt securities of J.P. Morgan & Co. in the amount of $761,000 as of the
close of its most recent fiscal year.


Brokerage commissions paid on portfolio transactions for the fiscal years ended
December 31, 1999, 1998 and 1997, amounted to $3,787,000, $3,250,000 and
$2,239,000, respectively.


                              GENERAL INFORMATION

CUSTODIAN OF ASSETS - Securities and cash owned by the fund, including proceeds
from the sale of shares of the fund and of securities in the fund's portfolio,
are held by The Chase Manhattan Bank, One Chase Manhattan Plaza, New York, NY
 10081, as Custodian. If the fund holds non-U.S. securities, the Custodian may
hold these securities pursuant to sub-custodial arrangements in non-U.S. banks
or non-U.S. branches of U.S. banks.


                        American Balanced Fund - Page 34

<PAGE>


TRANSFER AGENT - American Funds Service Company, a wholly owned subsidiary of
the Investment Adviser, maintains the records of each shareholder's account,
processes purchases and redemptions of the fund's shares, acts as dividend and
capital gain distribution disbursing agent, and performs other related
shareholder service functions. American Funds Service Company was paid a fee of
$4,994,000 for the 1999 fiscal year.


INDEPENDENT AUDITORS - Deloitte & Touche LLP, 1000 Wilshire Boulevard, 15th
Floor, Los Angeles, CA  90017, serves as the fund's independent auditors
providing audit services, preparation of tax returns and review of certain
documents to be filed with the Securities and Exchange Commission. The financial
statements included in this Statement of Additional Information from the Annual
Report have been so included in reliance on the report of Deloitte & Touche LLP,
independent auditors, given on the authority of said firm as experts in
accounting and auditing. The selection of the fund's independent auditors is
reviewed and determined annually by the Board of Directors.


PROSPECTUSES AND REPORTS TO SHAREHOLDERS - The fund's fiscal year ends on
December 31. Shareholders are provided updated prospectuses annually. In
addition, shareholders are provided at least semiannually with reports showing
the investment portfolio, financial statements and other information. The fund's
annual financial statements are audited by the fund's independent auditors,
Deloitte & Touche LLP. In an effort to reduce the volume of mail shareholders
receive from the fund when a household owns more than one account, the Transfer
Agent has taken steps to eliminate duplicate mailings of prospectuses and
shareholder reports. To receive additional copies of a prospectus or report,
shareholders should contact the Transfer Agent.


PERSONAL INVESTING POLICY - The fund, Capital Research and Management Company
and its affiliated companies, including the fund's principal underwriter, have
adopted codes of ethics which allow for personal investments. The personal
investing policy is consistent with Investment Company Institute guidelines.
This policy includes: a ban on acquisitions of securities pursuant to an initial
public offering; restrictions on acquisitions of private placement securities;
pre-clearance and reporting requirements; review of duplicate confirmation
statements; annual recertification of compliance with codes of ethics; blackout
periods on personal investing for certain investment personnel; ban on
short-term trading profits for investment personnel; limitations on service as a
director of publicly traded companies; and disclosure of personal securities
transactions.


OTHER INFORMATION - The financial statements including the investment portfolio
and the report of Independent Auditors contained in the Annual Report are
included in this Statement of Additional Information. The following information
is not included in the Annual Report:


             DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND
    MAXIMUM OFFERING PRICE PER SHARE FOR CLASS A SHARES -- DECEMBER 31, 1999

<TABLE>
<CAPTION>
<S>                                                               <C>
Net asset value and redemption price per share
  (Net assets divided by shares outstanding). .                    $14.42
Maximum offering price per share
  (100/94.25 of net asset value per share,
  which takes into account the fund's current maximum
  sales charge). . . . . . . . . . . . . . . .                     $     15.30
</TABLE>



                        American Balanced Fund - Page 35

<PAGE>


            CLASS A SHARE INVESTMENT RESULTS AND RELATED STATISTICS

The fund's yield was 3.85% based on a 30-day (or one month) period ended
December 31, 1999, computed by dividing the net investment income per share
earned during the period by the maximum offering price per share on the last day
of the period, according to the following formula:


     YIELD = 2[( a-b/cd + 1)/6/ -1]

     Where:      a  = dividends and interest earned during the period.

             b   =
                    expenses accrued for the period (net of reimbursements).

             c   =
                    the average daily number of shares outstanding during the
                    period that were entitled to receive dividends.

             d   =
                    the maximum offering price per share on the last day of the
                    period.

The fund may also calculate a distribution rate on a taxable and tax equivalent
basis. The distribution rate is computed by dividing the dividends paid by the
fund over the last 12 months by the sum of the month-end net asset value or
maximum offering price and the capital gains paid over the last 12 months. The
distribution rate may differ from the yield.


The fund's one year total return and average annual total return for the five-
and ten-year periods ended December 31, 1999 were -2.48%, +13.55% and +10.96%,
respectively.  The fund's average annual total return at net asset value for the
one-, five- and ten-year periods ended on December 31, 1999 were +3.47%, +14.90%
and +11.63%, respectively.


The average total return ("T") is computed by equating the value at the end of
the period ("ERV") with a hypothetical initial investment of $1,000 ("P") over a
period of years ("n") according to the following formula as required by the
Securities and Exchange Commission: P(1+T)/n/ = ERV.


In calculating average annual total return, the fund assumes: (1) deduction of
the maximum sales load of 5.75% from the $1,000 initial investment; (2)
reinvestment of dividends and distributions at net asset value on the
reinvestment date determined by the Board; and (3) a complete redemption at the
end of any period illustrated. In addition, the fund will provide lifetime
average total return figures. From time to time, the fund may calculate
investment results for Class B shares.


The fund may also, at times, calculate total return based on net asset value per
share (rather than the offering price), in which case the figure would not
reflect the effect of any sales charges which would have been paid if shares
were purchased during the period reflected in the computation. Consequently,
total return calculated in this manner will be higher. These total returns may
be calculated over periods in addition to those described above. Total return
for the unmanaged indices will be calculated assuming reinvestment of dividends
and interest, but will not reflect any deductions for advisory fees, brokerage
costs or administrative expenses.


The fund may include information on its investment results and/or comparisons of
its investment results to various unmanaged indices (such as the Dow Jones
Average of 30 Industrial Stocks and the Standard and Poor's 500 Composite Stock
Index) or results of other mutual funds or


                        American Balanced Fund - Page 36

<PAGE>


investment or savings vehicles in advertisements or in reports furnished to
present or prospective shareholders. The fund may also, from time to time,
combine its results with those of other funds in The American Funds Group for
purposes of illustrating investment strategies involving multiple funds.


The fund may refer to results and surveys compiled by organizations such as CDA/
Wiesenberger, Ibbotson Associates, Lipper Analytical Services, Morningstar,
Inc., and by the U.S. Department of Commerce. Additionally, the fund may refer
to results published in various newspapers and periodicals, including Barron's,
Forbes, Fortune, Institutional Investor, Kiplinger's Personal Finance Magazine,
Money, U.S. News and World Report and The Wall Street Journal.


The fund may illustrate the benefits of tax-deferral by comparing taxable
investments to investments made through tax-deferred retirement plans.


The fund may compare its investment results with the Consumer Price Index, which
is a measure of the average change in prices over time in a fixed market basket
of goods and services (e.g. food, clothing, and fuels, transportation, and other
goods and services that people buy for day-to-day living).


                        American Balanced Fund - Page 37

<TABLE>
American Balanced Fund, Inc.
Investment Portfolio, December 31, 1999
[PIE CHART]
<S>                                                         <C>        <C>     <C>
                                                            Percent of
TEN LARGEST EQUITY HOLDINGS                                 Net Assets
U S WEST                                                          1.75%
May Department Stores                                              1.35
Corning                                                            1.29
Sara Lee                                                           1.29
Allstate                                                           1.24
Phillips Petroleum                                                 1.22
Texaco                                                             1.00
Genuine Parts                                                      1.00
Bank of America                                                    0.97
Weyerhaeuser                                                       0.96
[end pie chart]

                                                             Number of  Market Percent
                                                                Shares   Value  of Net
Common Stocks                                                             (000) Assets
- --------------------------------------------                  -------- ----------------
ENERGY

Energy Sources - 5.90%
Ashland Inc.                                                  1,050,000  34,584     .58
Kerr-McGee Corp.                                                850,000  52,700     .88
Murphy Oil Corp.                                                900,000  51,637     .86
Phillips Petroleum Co.                                        1,550,000  72,850    1.22
Texaco Inc.                                                   1,100,000  59,744    1.00
Ultramar Diamond Shamrock Corp.                               1,800,000  40,838     .68
USX-Marathon Group                                              450,000  11,109     .19
Valero Energy Corp.                                           1,473,400  29,284     .49

Utilities: Electric & Gas - 2.14%
American Electric Power Co., Inc.                               850,000  27,306     .46
Carolina Power & Light Co.                                      750,000  22,828     .38
Constellation Energy Group, Inc.                              1,800,000  52,200     .87
FPL Group, Inc.                                                 600,000  25,688     .43
                                                                       ------------------
                                                                        480,768    8.04
                                                                       ------------------

MATERIALS

Chemicals - 3.40%
CK Witco Corp. (merger of Witco Corp. and                     1,650,000  22,069     .37
Crompton & Knowles Corp.)
Hercules Inc.                                                   700,000  19,512     .33
Imperial Chemical Industries PLC (ADR)                          375,000  15,961     .27
Mallinckrodt Inc.                                             1,150,000  36,584     .61
Millennium Chemicals Inc.                                     2,250,000  44,438     .74
Monsanto Co.                                                  1,100,000  39,187     .66
PPG Industries, Inc.                                            400,000  25,025     .42

Forest Products & Paper - 3.00%
Georgia-Pacific Corp., Timber Group                             700,000  17,237     .29
International Paper Co.                                       1,000,000  56,438     .94
Potlatch Corp.                                                  350,000  15,619     .26
Sonoco Products Co.                                             670,200  15,247     .25
Westvaco Corp.                                                  550,000  17,944     .30
Weyerhaeuser Co.                                                800,000  57,450     .96

Metals: Nonferrous - 0.62%
Alcoa Inc.                                                      450,000  37,350     .62

Metals: Steel - 0.45%
Allegheny Technologies Inc. (formerly Allegheny                 450,000  10,097     .17
 Teledyne Inc.)
USX-U.S. Steel Group                                            500,000  16,500     .28
                                                                       ------------------
                                                                        446,658    7.47
                                                                       ------------------

CAPITAL EQUIPMENT

Aerospace & Military Technology - 1.18%
Boeing Co.                                                      600,000  24,938     .42
Lockheed Martin Corp.                                         1,200,000  26,250     .44
United Technologies Corp.                                       300,000  19,500     .32

Data Processing & Reproduction - 2.11%
Computer Associates International, Inc.                         300,000  20,981     .35
Hewlett-Packard Co.                                             300,000  34,181     .57
International Business Machines Corp.                           300,000  32,400     .54
Xerox Corp.                                                   1,700,000  38,569     .65

Electrical & Electronics - 2.45%
Emerson Electric Co.                                            400,000  22,950     .38
Harris Corp.                                                    400,000  10,675     .18
Hitachi, Ltd.                                                 1,180,000  18,939     .32
Nokia Corp., Class A (ADR)                                      250,000  47,500     .79
York International Corp.                                      1,700,000  46,644     .78

Electronic Components - 1.57%
Corning Inc.                                                    600,000  77,363    1.29
Intel Corp.                                                     200,000  16,463     .28

Energy Equipment - 0.38%
Schlumberger Ltd.                                               400,000  22,500     .38

Industrial Components - 1.97%
Dana Corp.                                                    1,100,000  32,931     .55
Eaton Corp.                                                     350,000  25,419     .42
Genuine Parts Co.                                             2,400,000  59,550    1.00

Machinery & Engineering - 1.30%
Caterpillar Inc.                                                550,000  25,884     .43
Deere & Co.                                                     900,000  39,037     .65
Pall Corp.                                                      600,000  12,937     .22
                                                                       ------------------
                                                                        655,611   10.96
                                                                       ------------------

CONSUMER GOODS

Appliances & Household Durables - 0.29%
Newell Rubbermaid Inc.                                          608,000  17,632     .29

Automobiles - 0.47%
Suzuki Motor Corp.                                            1,900,000  27,725     .47

Beverages & Tobacco - 1.77%
Imperial Tobacco Ltd.                                         2,500,000  20,586     .34
Philip Morris Companies Inc.                                  2,300,000  53,331     .89
R.J. Reynolds Tobacco Holdings, Inc.                            600,000  10,575     .18
UST Inc.                                                        850,000  21,409     .36

Food & Household Products - 2.54%
General Mills, Inc.                                           1,400,000  50,050     .84
Nabisco Group Holdings Corp.                                  2,300,000  24,438     .41
Sara Lee Corp.                                                3,500,000  77,219    1.29

Health & Personal Care - 2.59%
AstraZeneca PLC (ADR)                                           900,000  37,575     .63
Avon Products, Inc.                                             750,000  24,750     .41
Bergen Brunswig Corp.                                         3,000,000  24,937     .42
Eli Lilly and Co.                                               400,000  26,600     .44
Warner-Lambert Co.                                              500,000  40,969     .69

Recreation & Other Consumer Products - 0.75%
Pennzoil-Quaker State Co.                                     2,122,600  21,624     .36
Stanley Works                                                   775,000  23,347     .39

Textiles & Apparel - 0.60%
NIKE, Inc., Class B                                             725,000  35,933     .60
                                                                       ------------------
                                                                        538,700    9.01
                                                                       ------------------

SERVICES

Broadcasting & Publishing - 1.76%
Gannett Co., Inc.                                               550,000  44,859     .75
Knight-Ridder, Inc.                                             275,000  16,363     .27
New York Times Co., Class A                                     900,000  44,213     .74

Business & Public Services - 1.44%
IKON Office Solutions, Inc.                                   4,000,000  27,250     .45
United HealthCare Corp.                                         600,000  31,875     .53
Waste Management, Inc.                                        1,600,000  27,500     .46

Diversified Telecommunication Services - 2.45%
AT&T Corp.                                                      250,000  12,687     .21
Koninklijke PTT Nederland NV                                    302,419  29,480     .49
U S WEST, Inc.                                                1,450,000 104,400    1.75

Leisure & Tourism - 0.30%
Seagram Co. Ltd.                                                400,000  17,975     .30

Merchandising - 2.58%
Albertson's, Inc.                                             1,403,000  45,247     .76
J.C. Penney Co., Inc.                                         1,400,000  27,912     .47
May Department Stores Co.                                     2,500,000  80,625    1.35

Transportation: Rail & Road - 1.08%
Burlington Northern Santa Fe Corp.                            1,200,000  29,100     .49
CSX Corp.                                                       475,000  14,903     .25
Norfolk Southern Corp.                                        1,000,000  20,500     .34
                                                                       ------------------
                                                                        574,889    9.61
                                                                       ------------------

FINANCE

Banking - 3.43%
Bank of America Corp.                                         1,150,000  57,716     .97
Bank of Tokyo-Mitsubishi, Ltd. (ADR)                          1,300,000  18,119     .30
BANK ONE CORP.                                                1,200,000  38,475     .64
FleetBoston Financial Corp. (formerly Fleet                     650,000  22,628     .38
Financial Group, Inc.)
National City Corp.                                           1,400,000  33,162     .55
Sakura Bank, Ltd.                                             3,000,000  17,381     .29
Washington Mutual, Inc.                                         700,000  18,200     .30

Financial Services - 0.84%
Household International, Inc.                                 1,350,000  50,288     .84

Insurance - 3.91%
Aetna Inc.                                                      850,000  47,441     .79
Allstate Corp.                                                3,100,000  74,400    1.24
American General Corp.                                          650,000  49,319     .83
Enhance Financial Services Group Inc.                           367,306   5,969     .10
Lincoln National Corp.                                          600,000  24,000     .40
Royal & Sun Alliance Insurance Group PLC                      4,500,000  32,530     .55

Real Estate - 1.57%
Apartment Investment and Management Co., Class A                550,000  21,897     .37
Equity Residential Properties Trust                             700,000  29,881     .50
Spieker Properties, Inc.                                      1,150,000  41,903     .70
                                                                       ------------------
                                                                        583,309    9.75
                                                                       ------------------

MISCELLANEOUS

Multi-Industry - 0.38%
Dover Corp.                                                     500,000  22,688     .38
                                                                       ------------------
Miscellaneous - 0.43%
Other common stocks in initial period of acquisition                     25,962     .43
                                                                       ------------------
Total Common Stocks                                                    3,328,58   55.65
                                                                       ------------------


                                                             Shares or
                                                            Principal
Convertible Securities and Preferred Stock                      Amount
- --------------------------------------------                  --------

SERVICES

Business & Public Services - 0.11%
Waste Management, Inc. 4.00% convertible                     $8,000,000   6,800     .11
debentures 2002
                                                                       ------------------

Transportation: Rail & Road - 0.02%
Union Pacific Capital Trust 6.25% TIDES                          30,000   1,222     .02
convertible preferred (1)
                                                                       ------------------
                                                                          8,022     .13
                                                                       ------------------

FINANCE

Banking - .11%
NB Capital Corp. 8.35% exchangeable depositary                  300,000   6,450     .11
                                                                       ------------------

Financial Services - .32%
Bell Atlantic Financial Services, Inc., senior               $7,150,000   8,794
exchangeable notes, 4.25% 2005
Bell Atlantic Financial Services, Inc., senior              $10,000,000  10,100     .32
exchangeable notes, 5.75% 2003
                                                                       ------------------
                                                                         18,894     .32
                                                                       ------------------

Real Estate - 0.15%
ProLogis Trust, Series D, 7.92% preferred                       500,000   9,125     .15
                                                                       ------------------
                                                                         34,469     .58
                                                                       ------------------

MATERIALS

Chemicals - 0.10%
Monsanto Co. 6.50% ACES convertible preferred 2001 Units        175,000   5,797     .10
                                                                       ------------------

MISCELLANEOUS

Multi-Industry - 0.12%
Swire Pacific Capital Ltd. 8.84% cumulative                     370,000   7,493     .12
guaranteed perpetual capital securities (1)
                                                                       ------------------

Total Convertible Securities and Preferred Stock                         55,781     .93
                                                                       ------------------
Total Equity Securities (cost: $3,123,372,000)                         3,384,36   56.58
                                                                       ------------------


                                                            Principal
                                                                Amount
BONDS AND NOTES                                                   (000)
- --------------------------------------------                  --------

Industrials - 3.96%
British Sky Broadcasting Group PLC 8.20% 2009                     5,000   4,835     .08
Ceridian Corp. 7.25% 2004                                         4,750   4,587     .08
Columbia/HCA Healthcare Corp. 7.15% 2004                          4,000   3,760     .06
Conoco Inc. 6.35% 2009                                            3,500   3,243     .05
Cooper Tire & Rubber Co. 7.25% 2002                               2,000   1,978     .03
Deere & Co. 8.95% 2019                                            7,330   7,642     .13
Equistar Chemicals, LP 8.50% 2004                                 2,500   2,458     .04
Fox/Liberty Networks, LLC, FLN Finance, Inc.                     11,550  11,752     .20
8.875% 2007
Freeport-McMoRan Copper & Gold Inc. 7.50% 2006                    4,000   2,934
Freeport-McMoRan Copper & Gold Inc. 7.20% 2026                   12,500   9,443     .21
Hearst-Argyle Television, Inc. 7.00% 2018                         7,500   6,664     .11
Husky Terra Nova Finance 8.45% 2012 (1)                           2,500   2,441     .04
Hutchison Whampoa Finance (CI) Ltd.,                              8,000   7,505     .12
Series D, 6.988% 2037 (1)
Hyundai Semiconductor America, Inc. 8.625% 2007 (1)              11,025   9,165     .15
Inco Ltd. 9.60% 2022                                              5,000   4,844     .08
J.C. Penney Co., Inc. 6.50% 2002                                  1,215   1,172
J.C. Penney Co., Inc. 7.60% 2007                                  3,200   2,975
J.C. Penney Co., Inc. 7.95% 2017                                 11,000   9,780
J.C. Penney Co., Inc. 8.25% 2022                                  3,000   2,667     .28
Liberty Media Corp. 7.875% 2009 (1)                               6,000   5,972     .10
Lilly Del Mar Inc. 7.355% 2029 (1)(2)                             8,000   8,008     .13
Louis Dreyfus Natural Gas Corp. 6.875% 2007                       4,475   4,051     .07
Magma Copper Co. 8.70% 2005                                       4,000   4,078     .07
May Department Stores Co. 9.875% 2021                             6,500   6,974     .12
Mirage Resorts, Inc. 6.75% 2007                                   3,750   3,305     .05
Norcen Energy Resources Ltd. 7.375% 2006                          5,000   4,867     .08
OXYMAR 7.50% 2016 (1)                                             6,000   3,987     .07
PDVSA Finance Ltd. 9.75% 2010 (1)                                 2,500   2,359
PDVSA Finance Ltd. 7.40% 2016                                     2,350   1,731     .07
Petrozuata Finance, Inc., Series B, 8.22% 2017 (1)                4,000   2,980     .05
Pioneer Natural Resources Co. 7.20% 2028                          4,075   2,971     .05
Reliance Industries Ltd. 10.50% 2046 (1)                          1,500   1,427
Reliance Industries Ltd., Series B, 10.25% 2097                   5,000   4,402     .10
Royal Caribbean Cruises Ltd. 7.00% 2007                           7,000   6,586     .11
Samsung Electronics Co., Ltd. 7.45% 2002 (1)                      2,000   1,967     .03
Scotia Pacific Co. LLC, Timber Collateralized                     6,406   6,039
Notes, Series B, Class A-1, 6.55% 2028
Scotia Pacific Co. LLC, Timber Collateralized                     3,750   2,700     .15
Notes, Series B, Class A-3, 7.71% 2028
Sotheby's Holdings, Inc. 6.875% 2009                              3,000   2,680     .04
TCI Communications, Inc. 8.75% 2015                               2,000   2,182     .04
Time Warner Inc. 9.125% 2013                                      8,000   8,761
Time Warner Inc. 6.85% 2026                                       4,825   4,755     .23
TRW Inc. 7.125% 2009                                              9,000   8,521     .14
Tyco International Group SA 6.875% 2002 (1)                       8,000   7,889     .13
Union Pacific Resources Group, Inc. 7.30% 2009                    9,000   8,643     .14
USA Waste Services, Inc. 6.50% 2002                               2,190   2,028
USA Waste Services, Inc. 7.125% 2007                              1,830   1,601     .06
USX Corp. 6.65% 2006                                              2,500   2,372     .04
Waste Management, Inc. 6.875% 2009 (1)                            3,250   2,738     .05
Wharf International Finance Ltd., Series A,                      11,500  10,678     .18
7.625% 2007
                                                                       ------------------
                                                                        237,097    3.96
                                                                       ------------------


Electric Utilities - 0.62%
Commonwealth Edison Co. 9.875% 2020                              11,000  11,860     .20
Edison Mission Energy 7.73% 2009 (1)                              3,000   2,968     .05
Israel Electric Corp. Ltd. 7.75% 2009 (1)                        13,500  13,033
Israel Electric Corp. Ltd. 7.75% 2027 (1)                         7,500   6,481     .33
Transener SA 9.25% 2008 (1)                                       3,050   2,661     .04
                                                                       ------------------
                                                                         37,003     .62
                                                                       ------------------


Gas Utilities - 0.04%
Energen Corp., Series B, 7.125% 2028                              2,500   2,208     .04
                                                                       ------------------

Telephone - 0.20%
Cable & Wireless Communications PLC 6.625% 2005                   7,000   6,913
Cable & Wireless Communications PLC 6.75% 2008                    5,000   4,926     .20
                                                                       ------------------
                                                                         11,839     .20
                                                                       ------------------

Transportation - 1.03%
Airplanes Pass Through Trust, pass-through                        9,977   9,278     .16
certificates, Series 1, Class C, 8.15% 2019 (4)
Continental Airlines, Inc., pass-through certificates,            1,860   1,886
Series 1996-2, Class B, 8.56% 2014 (4)
Continental Airlines, Inc., pass-through certificates,            2,448   2,266
Series 1997-4, Class A, 6.90% 2018 (4)
Continental Airlines, Inc., pass-through certificates,            5,000   4,537
Series 1998-3, Class A-2, 6.32% 2008 (4)
Continental Airlines, Inc., pass-through certificates,            3,000   2,872
Series 1998-3, Class C-2, 7.25% 2005 (4)
Continental Airlines, Inc., pass-through certificates,            7,000   6,362     .30
Series 1999-1, Class B, 6.795% 2020 (4)
Delta Air Lines, Inc., pass-through certificates,                 1,500   1,555
Series 1992-A2, 9.20% 2014 (4)
Delta Air Lines, Inc., pass-through certificates,                 5,000   5,691     .12
Series 1993-A2, 10.50% 2016 (4)
Jet Equipment Trust, Series 1995-B, Class B,                      7,202   7,028
7.83% 2015 (1)(4)
Jet Equipment Trust, Series 1995-A, Class B,                      4,485   4,606     .19
8.64% 2015 (1)(4)
United Air Lines, Inc. 10.67% 2004                                5,000   5,476
United Air Lines, Inc., pass-through certificates,                5,812   5,835
Series 1995-A1, 9.02% 2012 (4)
United Air Lines, Inc., pass-through certificates,                4,000   4,153     .26
Series 1995-A2, 9.56% 2018 (4)
                                                                       ------------------
                                                                         61,545    1.03
                                                                       ------------------


Financial - 3.61%
Abbey National PLC 6.70% (undated) (2)                            5,000   4,509     .08
AB Spintab 7.50% (undated) (1)(2)                                 2,600   2,489     .04
Ahmanson Capital Trust I, capital securities,                     4,000   3,802
Series A, 8.36% 2026 (1)
Washington Mutual Capital I, subordinated                         4,050   3,855     .12
capital income securities 8.375% 2027
Allfirst Preferred Capital Trust 7.678%                           5,000   4,950     .08
SKATES 2029 (2)
Bank of Nova Scotia 6.0625% Eurodollar                            4,000   3,221     .05
Note (undated) (2)
Bank of Scotland 7.00% (undated) (1)(2)                           4,225   3,909     .07
BANK ONE CORP., Series A, 6.00% 2009                              2,500   2,224     .04
Bankers Trust New York Corp. 6.70% 2007                           4,000   3,761     .06
Banque Nationale de Paris 6.765% (undated) (2)                    3,000   2,906     .05
BHP Finance Ltd. 8.50% 2012                                       2,500   2,595
BHP Finance Ltd. 6.75% 2013                                      10,000   8,924     .19
BNP U.S. Funding LLC, Series A, 7.738%                           15,000  13,965     .23
noncumulative preferred (1)
Canadian Imperial Bank of Commerce 6.0625%                        1,600   1,276     .02
Eurodollar Note (undated) (2)
Chase Capital II, global floating rate capital                    1,500   1,418
securities, Series B, 6.705% 2027 (2)
Chase Capital III, floating rate capital securities,              5,000   4,698     .10
Series C, 6.66% 2027 (2)
Conseco, Inc. 9.00% 2006                                          7,000   7,214     .12
Den Norske CreditBank 6.375% (undated) (2)                        3,000   2,331     .04
Deutsche Bank Capital Funding Trust I                             2,300   2,182     .04
7.872% (undated) (1)(2)
Dime Bancorp, Inc. 6.375% 2001                                    2,500   2,493     .04
Fleet Capital Trust 7.14% 2028 (2)                                3,500   3,458     .06
Ford Motor Credit Co. 5.80% 2009                                  5,850   5,185
Ford Motor Credit Co. 7.375% 2009                                13,000  12,834     .30
Fuji International Finance (Bermuda) Trust,                       5,500   5,328     .09
Fuji Bank, Ltd. 7.30%/7.9391% Eurodollar
Note (undated) (2)(3)
Fuji JGB Investment LLC, Series A, 9.87%                          6,500   6,500     .11
noncumulative preferred (1)
Household Finance Corp. 6.40% 2008                                7,000   6,471     .11
HSBC America 7.808% 2026 (1)                                      2,500   2,236     .04
HSBC Holdings PLC 7.50% 2009                                      5,000   4,963     .08
J.P. Morgan & Co. Inc., Series A, 6.00% 2009                        850     761     .01
Lindsey Morden Group Inc., Series B, 7.00%                     C$8,000    4,950     .08
2008 (1)
MBNA Corp., MBNA Capital A, Series A,                            $9,600   8,354     .14
8.278% 2026
Midland Bank PLC 6.4375% Eurodollar Note                          4,000   3,370     .06
(undated) (2)
National Westminster Bank PLC 7.75%                              10,000   9,609     .16
(undated) (2)
Providian National Bank 6.65% 2004                                5,000   4,721     .08
ReliaStar Financial Corp. 8.00% 2006                              9,250   9,302     .16
Riggs Capital Trust II 8.875% 2027                                2,000   1,783     .03
SocGen Real Estate Co. LLC, Series A,                            28,000  25,267     .42
7.64%/8.406% (undated) (1)(3)
Tokai Preferred Capital Co. LLC, Series A,                       18,425  18,357     .31
9.98%/11.091% noncumulative preferred (1) (3)
                                                                       ------------------
                                                                        216,171    3.61
                                                                       ------------------

Real Estate - 0.12%
EOP Operating LP 7.25% 2018                                       2,000   1,760     .03
ERP Operating LP 7.95% 2002                                       1,500   1,506     .03
ProLogis Trust 7.05% 2006                                         4,000   3,769     .06
                                                                       ------------------
                                                                          7,035     .12
                                                                       ------------------

Collateralized Mortgage/Asset-Backed
Obligations (4) - 4.00%
Boston Edison Co., Series 1999-1, Class A-5,                      5,000   4,882     .08
7.03% 2012
Chase Commercial Mortgage Securities Corp.,                      24,150  22,492
Series 1998-2, Class A-2, 6.39% 2030
Chase Commercial Mortgage Securities Corp.,                       2,500   2,067     .41
Series 1998-2, Class E, 6.39% 2030
ComEd Transitional Funding Trust, Transitional                    7,500   6,953     .12
Funding Trust Note, Series 1998-1, Class A-6,
5.63% 2009
Commercial Mortgage Acceptance Corp.,                             4,491   4,322     .07
Series 1998-C1, Class A-1, 6.23% 2007
Conseco Finance Home Loan Trust,                                  5,000   4,969     .08
Series 1999-G, Class B-2, 10.96% 2029
CS First Boston Mortgage Securities Corp.,                        3,098   2,989     .05
Series 1998-C1, Class A-1A, 6.26% 2040
Deutsche Mortgage & Asset Receiving Corp.,                        8,930   8,585     .14
Series 1998-C1, Class A-1, 6.22% 2031
DLJ Mortgage Acceptance Corp.,                                    2,512   2,514
Series 1997-CF1, Class A1A, 7.40% 2006 (1)
DLJ Mortgage Acceptance Corp.,                                    6,000   5,945
Series 1996-CF2, Class A1B, 7.29% 2021 (1)
DLJ Mortgage Acceptance Corp.,                                    6,000   5,930     .24
Series 1995-CF2, Class A1B, 6.85% 2027 (1)
First Consumer Master Trust,                                      5,000   4,798     .08
Series 1999-A, Class A, 5.80% 2005 (1)
FIRSTPLUS Home Loan Owner Trust,                                 12,500  12,371     .21
Series 1997-1, Class A-6, 6.95% 2015
GMAC Commercial Mortgage Securities, Inc.,                        2,780   2,768
Series 1997-C1, Class A1, 6.83% 2003
GMAC Commercial Mortgage Securities, Inc.,                        5,000   4,740     .13
Series 1997-C1, Class A3, 6.869% 2007
Green Tree Financial Corp., pass-through                          4,197   3,282
certificates, Series 1995-8, Class B2, 7.65% 2026
Green Tree Financial Corp., pass-through                         10,000   9,947
certificates, Series 1995-9, Class A-5, 6.80% 2027
Green Tree Financial Corp., pass-through                          6,098   5,067
certificates, Series 1996-5, Class B-2, 8.45% 2027
Green Tree Financial Corp., pass-through                          3,491   2,627     .35
certificates, Series 1996-10, Class B-2, 7.74% 2028
Grupo Financiero Banamex Accival, SA de                           2,635   2,372     .04
CV 0% 2002 (1)
GS Mortgage Securities Corp. II, mortgage                        10,000   8,987     .15
pass-through certificates, Series 1998-C1,
Class D, 7.2426% 2030 (2)
H.S. Receivables Corp., Series 1999-1,                            7,500   7,425     .12
Class A, 8.13% 2004 (1)
J.P. Morgan Commercial Mortgage Finance                           3,548   3,534     .06
Corp., Series 1996-C3, Class A-1, 7.33% 2028
L.A. Arena Funding, LLC, Series 1,                                6,500   5,795     .10
Class A, 7.656% 2026 (1)
MBNA Master Credit Card Trust, Series                             2,500   2,250     .04
1998-E, Class C, 6.60% 2010 (1)
Merrill Lynch Mortgage Investors, Inc.,                           1,974   1,965
Seller Manufactured Housing Contracts,
Series 1995-C2, Class A-1, 6.9108% 2021 (2)
Merrill Lynch Mortgage Investors, Inc.,                           7,000   6,888     .15
Series 1995-C3, Class A-3, 7.1894% 2025 (2)
Nomura Asset Securities Corp.,                                   13,112  12,601     .21
Series 1998-D6, Class A-A1, 6.28% 2030 (2)
Norwest Asset Securities Corp.,                                  12,618  11,964     .20
Series 1998-31, Class A-1, 6.25% 2014
PNC Mortgage Securities Corp.,                                    5,923   5,286     .09
Series 1998-10, Class 1-B1, 6.50% 2028 (1)
PP&L Transition  Bond Co. LLC, Series 1999-1,                     6,000   5,968
Class A-5, 6.83% 2007
PP&L Transition Bond Co. LLC, Series 1999-1,                      7,000   6,993     .22
Class A-7, 7.05% 2009
Providian Master Trust, Series 1999-2,                            7,500   7,446     .12
Class A, 6.60% 2007
Puerto Rico Public Financing Corp.,                               9,549   9,262     .15
Series 1999-1, Class A, 6.15% 2008
Residential Funding Mortgage SecuritiesI, Inc.,                   9,020   8,569     .14
pass-through certificates, Series 1999-S17,
Class A-1,  6.50% 2014
Sears Credit Account Master Trust II,                             5,000   4,686     .08
Series 1998-2, Class A, 5.25% 2008
Structured Asset Securities Corp.,                                9,659   9,879     .17
Series 1998-RF2, Class A, 8.5489% 2027 (1)(2)                          ------------------
                                                                        239,118    4.00
                                                                       ------------------


Governments (excluding U.S. Government)
and Governmental Authorities - 0.09%
Canadian Government 4.25% 2026 (5)                             C$7,500    5,749     .09
                                                                       ------------------


Federal Agency Obligations - Mortgage
Pass-Throughs (4)- 6.00%
Fannie Mae 6.00%-12.00% 2008-2027                               $89,958  88,168    1.47
Freddie Mac 7.50%-10.00% 2008-2024                                9,207   9,541     .16
Government National Mortgage Assn.                              263,919 261,284    4.37
6.00%-10.50% 2009-2029
                                                                       ------------------
                                                                        358,993    6.00
                                                                       ------------------


Federal Agency Obligations - Other -  1.78%
Fannie Mae 5.25%-6.75% 2009-2028                                 63,000  55,453     .93
Fannie Mae, Series 1997-28, Class C, 7.00% 2027                   5,000   4,753     .08
Freddie Mac 5.125%-6.60% 2004-2009                               50,300  46,078     .77
                                                                       ------------------
                                                                        106,284    1.78
                                                                       ------------------


U.S. Treasury Obligations -  12.94%
5.50% February 2000                                              50,000  50,008     .84
7.125% February 2000                                             20,000  20,056     .34
8.75% August 2000                                                 7,500   7,622     .13
6.125% December 2001                                             50,000  49,890     .83
14.25% February 2002                                              2,000   2,311     .04
6.50% May 2002                                                   85,000  85,411    1.43
3.7721% July 2002 (2)(5)                                        120,000 124,780    2.09
10.75% February 2003                                              7,300   8,171     .14
10.75% May 2003                                                   5,000   5,651     .09
11.125% August 2003                                               1,000   1,146     .02
7.25% May 2004                                                   61,800  63,664    1.06
7.25% August 2004                                                25,000  25,781     .43
6.50% May 2005                                                   60,000  60,019    1.00
7.00% July 2006                                                  50,000  51,211     .86
6.50% October 2006                                               20,000  19,947     .33
3.5697% January 2007 (2)(5)                                       5,000   5,002     .08
3.7601% January 2008 (2)(5)                                      50,000  49,581     .83
10.375% November 2009                                            15,000  17,255     .29
10.00% May 2010                                                   4,500   5,160     .09
10.375% November 2012                                            45,500  55,311     .92
7.25% May 2016                                                   30,000  31,359     .52
7.50% November 2016                                               5,000   5,349     .09
8.875% August 2017                                               24,425  29,520     .49
                                                                       ------------------
                                                                        774,205   12.94
                                                                       ------------------
Total Bonds and Notes (cost: $2,122,973,000)                           2,057,24   34.39
                                                                       ------------------


                                                            Principal   Market Percent
                                                                Amount   Value  of Net
Short-Term Securities                                             (000)   (000) Assets
- --------------------------------------------                  -------- ----------------
Corporate Short-Term Notes - 7.88%

AIG Funding, Inc. 5.84% due 1/20/2000                            29,000  28,906     .48
American Express Credit Corp. 5.72%-5.97%                        69,600  69,158    1.16
due 1/24-2/18/2000
Associates Corp. of North America 6.02%                          25,000  24,954     .42
due 1/11/2000
Associates First Capital Corp. 4.00%                              7,490   7,488     .12
due 1/3/2000
AT&T Corp. 5.87% due 2/24/2000                                   16,000  15,854     .27
BellSouth Capital Funding Corp. 5.67%                            48,500  48,121     .80
due 2/16/2000 (1)
Chevron USA Inc. 5.80%-6.16% due 1/12-2/3/2000                   51,000  50,761     .85
Coca-Cola Co. 5.86%-6.04% due 2/4-2/15/2000                      28,000  27,809     .46
Eastman Kodak Co. 5.85% due 2/9/2000                             25,000  24,837     .42
Fortune Brands Inc. 5.85%-5.90% due                              33,000  32,827     .55
1/18-2/10/2000 (1)
General Electric Capital Corp. 5.84%                             21,000  20,811     .35
due 2/23/2000
Pfizer Inc 5.64%-5.80% due 2/2-3/31/2000 (1)                     83,611  82,678    1.38
USAA Capital Corp. 5.72%-5.73% due 1/27/2000                     25,000  24,890     .42
Walt Disney Co. 5.89% due 1/21/2000                              12,300  12,258     .20
                                                                       ------------------
                                                                        471,352    7.88
                                                                       ------------------

Federal Agency Short-Term Obligations - 0.62%

Freddie Mac 5.50%-5.79% due 2/15-6/15/2000                       37,500  36,985     .62
                                                                       ------------------
Total Short-Term Securities (cost:$508,396,000)                         508,337    8.50
                                                                       ------------------
Total Investment Securities (cost:$5,754,741,000)                      5,949,95   99.47
Excess of cash and receivables over payables                             31,499     .53
                                                                       ------------------
NET ASSETS                                                             5,981,44  100.00
                                                                       =================

(1) Purchased in a private placement transaction;
resale may be limited to qualified institutional
buyers; resale to the public may require registration.
(2) Coupon rate may change periodically.
(3) Step bond; coupon rate will increase
at a later date.
(4) Pass-through securities backed by a pool
of mortgages or other loans on which principal
payments are periodically made.  Therefore,
the effective maturities are shorter than the
stated maturities.
(5) Index-linked bond whose principal amount
moves with a government retail price index.

ADR = American Depositary Receipts

See Notes to Financial Statements


</TABLE>

American Balanced Fund

Equity securities added to the portfolio
since June 30, 1999

American Electric Power
Avon Products
BANK ONE
Bergen Brunswig
Burlington Northern Santa Fe
CSX
Harris
Hitachi
Imperial Chemical Industries
Knight-Ridder
Koninklijke PTT Nederland
Lockheed Martin
National City
Newell Rubbermaid
Pall
Potlatch
Seagram
USX-Marathon Group
USX-U.S. Steel Group
Westvaco
Xerox


Equity securities eliminated from the portfolio
since June 30, 1999

Browning-Ferris Industries
Central and South West
Electronic Data Systems
GTE
Louisiana-Pacific
Nissan Motor
Pfizer




<TABLE>
American Balanced Fund
Financial Statements
<S>                                                  <C>             <C>
- ----------------------------------------------          ------------    ------------
Statement of Assets and Liabilities                                      (dollars in
at December 31, 1999                                                      thousands)
- ----------------------------------------------          ------------    ------------
Assets:
Investment securities at market
 (cost: $5,754,741)                                                       $5,949,950
Cash                                                                             204
Receivables for -
 Sales of investments                                        $    88
 Sales of fund's shares                                       11,431
 Dividends and accrued interest                               35,302          46,821
                                                        ------------    ------------
                                                                           5,996,975
Liabilities:
Payables for -
 Repurchases of fund's shares                                 12,633
 Management services                                           1,461
 Accrued expenses                                              1,432          15,526
                                                        ------------    ------------
Net Assets at December 31, 1999 -
 Equivalent to $14.42 per share on
 414,929,876 shares of $0.001 par value
 capital stock outstanding (authorized
 capital stock--1,500,000,000 shares)                                     $5,981,449
                                                                        ============

Statement of Operations
for the year ended December 31, 1999                                     (dollars in
                                                                          thousands)
- ----------------------------------------------          ------------    ------------
Investment Income:
Income:
 Dividends                                                  $ 88,998
 Interest                                                    169,975        $258,973
                                                        ------------
Expenses:
 Management services fee                                      17,704
 Distribution expenses                                        15,327
 Transfer agent fee                                            4,994
 Reports to shareholders                                         169
 Registration statement and prospectus                           462
 Postage, stationery and supplies                                990
 Directors' fees                                                 129
 Auditing and legal fees                                          55
 Custodian fee                                                   155
 Taxes other than federal income tax                               2
 Other expenses                                                  133          40,120
                                                        ------------    ------------
 Net investment income                                                       218,853
                                                                        ------------
Realized Gain and Unrealized
 Appreciation on Investments:
Net realized gain                                                            506,275
Change in unrealized appreciation on
 investments:
 Beginning of year                                           720,225
 End of year                                                 195,212        (525,013)
                                                        ------------    ------------
 Net realized gain and change in unrealized
  appreciation on investments                                                (18,738)
                                                                        ------------
Net Increase in Net Assets Resulting
 from Operations                                                            $200,115
                                                                        ============
See Notes to Financial Statements


- ----------------------------------------------       --------------------------------
Statement of Changes in Net Assets

                                                         (dollars in      thousands)
                                                         December 31
                                                                1999            1998
- ----------------------------------------------       --------------------------------
Operations:
Net investment income                                    $   218,853     $   196,891
Net realized gain on investments                             506,275         455,951
Net change in unrealized appreciation
 on investments                                             (525,013)        (74,388)
                                                     --------------------------------
 Net increase in net assets
  resulting from operations                                  200,115         578,454
                                                     --------------------------------

Dividends and Distributions Paid to
 Shareholders:
Dividends from net investment income                        (213,797)       (191,659)
Distributions from net realized gain on
 investments                                                (498,598)       (366,100)
                                                     --------------------------------
 Total dividends and distributions                          (712,395)       (557,759)
                                                     --------------------------------

Capital Share Transactions:
Proceeds from shares sold: 98,494,695
 and 87,886,110 shares, respectively                       1,566,708       1,414,201
Proceeds from shares issued in reinvestment
 of net investment income dividends and
 distributions of net realized gain on
 investments: 46,488,744 and 34,076,376 shares,
 respectively                                                680,634         531,997
Cost of shares repurchased: 103,300,568
 and 69,903,643 shares, respectively                      (1,635,010)     (1,121,345)
                                                     --------------------------------

 Net increase in net assets resulting from
  capital share transactions                                 612,332         824,853
                                                     --------------------------------

Total Increase in Net Assets                                 100,052         845,548

Net Assets:
Beginning of year                                          5,881,397       5,035,849
                                                     --------------------------------
End of year (including undistributed net
 investment income: $35,458 and $30,440,                  $5,981,449      $5,881,397
 respectively)                                       ================================


See Notes to Financial Statements

</TABLE>

                    AMERICAN BALANCED FUND
                 NOTES TO FINANCIAL STATEMENTS

1.   ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

     ORGANIZATION - American Balanced Fund, Inc. (the "fund") is registered
under the Investment Company Act of 1940 as an open-end, diversified management
investment company. The fund seeks conservation of capital, current income and
long-term growth of both capital and income by investing in stocks and
fixed-income securities.  Effective December 23, 1999, the fund's par value
changed from $1 to $0.001.

     SIGNIFICANT ACCOUNTING POLICIES - The financial statements have been
prepared in conformity with generally accepted accounting principles which
require management to make estimates and assumptions that affect the reported
amounts and disclosures in the financial statements.  Actual results could
differ from those estimates. The following is a summary of the significant
accounting policies consistently followed by the fund in the preparation of its
financial statements:

     SECURITY VALUATION - Equity securities, including depositary receipts, are
valued at the last reported sale price on the exchange or market on which such
securities are traded, as of the close of business on the day the securities
are being valued or, lacking any sales, at the last available bid price.  In
cases where equity securities are traded on more than one exchange, the
securities are valued on the exchange or market determined by the investment
adviser to be the broadest and most representative market, which may be either
a securities exchange or the over-the-counter market.  Fixed-income securities
are valued at prices obtained from a pricing service, when such prices are
available; however, in circumstances where the investment adviser deems it
appropriate to do so, such securities will be valued at the mean quoted bid and
asked prices or at prices for securities of comparable maturity, quality and
type.  The ability of the issuers of the debt securities held by the fund to
meet their obligations may be affected by economic developments in a specific
industry, state or region.  Short-term securities maturing within 60 days are
valued at amortized cost, which approximates market value.  Securities and
assets for which representative market quotations are not readily available are
valued at fair value as determined in good faith by a committee appointed by
the Board of Directors.

     NON-U.S. CURRENCY TRANSLATION - Assets and liabilities initially expressed
in terms of non-U.S. currencies are translated into U.S. dollars at the
prevailing market rates at the end of the reporting period.  Purchases and
sales of securities and income and expenses are translated into U.S. dollars at
the prevailing market rates on the dates of such transactions.  The effects of
changes in non-U.S. currency exchange rates on investment securities and other
assets and liabilities are included with the net realized and unrealized gain
or loss on investment securities.

     SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME - Security
transactions are accounted for as of the trade date Realized gains and losses
from securities transactions are determined based on specific identified cost.
In the event securities are purchased on a delayed delivery or "when-issued"
basis, the fund will instruct the custodian to segregate liquid assets
sufficient to meet its payment obligations in these transactions.  Dividend
income is recognized on the ex-dividend date, and interest income is recognized
on an accrual basis. Market discounts, premiums, and original issue discounts
on securities purchased are amortized daily over the expected life of the
security.

     DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS - Dividends and distributions
paid to shareholders are recorded on the ex-dividend date.

2.   FEDERAL INCOME TAXATION

     The fund complies with the requirements of the Internal Revenue Code
applicable to regulated investment companies and intends to distribute all of
its net taxable income and net capital gains for the fiscal year.  As a
regulated investment company, the fund is not subject to income taxes if such
distributions are made.  Required distributions are determined on a tax basis
and may differ from net investment income and net realized gains for financial
reporting purposes.  In addition, the fiscal year in which amounts are
distributed may differ from the year in which the net investment income and net
realized gains are recorded by the fund.

     As of December 31, 1999, net unrealized appreciation on investments for
book and federal income tax purposes aggregated $195,209,000, of which
$658,388,000 related to appreciated securities and $463,179,000 related to
depreciated securities. During the year ended December 31, 1999, the fund
realized, on a tax basis, a net capital gain of $506,313,000 on securities
transactions. Net losses related to non-U.S. currency transactions of $38,000
are treated as an adjustment to ordinary income for federal income tax
purposes. The cost of portfolio securities for book and federal income tax
purposes was $5,754,741,000 at December 31, 1999.

3.   FEES AND TRANSACTIONS WITH RELATED PARTIES

     INVESTMENT ADVISORY FEE - The fee of $17,704,000 for management services
was incurred pursuant to an agreement with Capital Research and Management
Company (CRMC), with which certain officers and Directors of the fund are
affiliated.  The Investment Advisory and Service Agreement provides for monthly
fees, accrued daily, based on an annual rate of 0.42% of the first $500 million
of average net assets; 0.324% of such assets in excess of $500 million but not
exceeding $1 billion; 0.30% of such assets in excess of $1 billion but not
exceeding $1.5 billion; 0.282% of such assets in excess of $1.5 billion but not
exceeding $2.5 billion; 0.270% of such assets in excess of $2.5 billion but not
exceeding $4 billion; 0.262% of such assets in excess of $4 billion but not
exceeding $6.5 billion; 0.255% of such assets exceeding $6.5 billion but not
exceeding $10.5 billion; and 0.25% of such assets in excess of $10.5 billion.

     DISTRIBUTION EXPENSES -   Pursuant to a Plan of Distribution, the fund may
expend up to 0.25% of its average net assets annually for any activities
primarily intended to result in sales of fund shares, provided the categories
of expenses for which reimbursement is made are approved by the fund's Board of
Directors. Fund expenses under the Plan include payments to dealers to
compensate them for their selling and servicing efforts. During the year ended
December 31, 1999, distribution expenses under the Plan were limited to
$15,327,000. Had no limitation been in effect, the fund would have paid
$18,666,000 in distribution expenses under the Plan.  As of December 31, 1999,
accrued and unpaid distribution expenses were $918,000.

     American Funds Distributors, Inc. (AFD), the principal underwriter of the
fund's shares, received $3,548,000 (after allowances to dealers) as its portion
of the sales charges paid by purchasers of the fund's shares. Such sales
charges are not an expense of the fund and, hence, are not reflected in the
accompanying statement of operations.

     TRANSFER AGENT FEE - American Funds Service Company (AFS), the transfer
agent for the fund, was paid a fee of $4,994,000.

     DEFERRED DIRECTORS' FEES - Directors who are unaffiliated with CRMC may
elect to defer part or all of the fees earned for services as members of the
Board. Amounts deferred are not funded and are general unsecured liabilities of
the fund. As of December 31, 1999, aggregate deferred amounts and earnings
thereon since the deferred compensation plan's adoption (1993), net of any
payments to Directors, were $524,000.

     CRMC is owned by The Capital Group Companies, Inc. AFS and AFD are both
wholly owned subsidiaries of CRMC. Certain Directors and officers of the fund
are or may be considered to be affiliated with CRMC, AFS and AFD. No such
persons received any remuneration directly from the fund.

4.   INVESTMENT TRANSACTIONS AND OTHER DISCLOSURES

     The fund made purchases and sales of investment securities, excluding
short-term securities, of $2,772,959,000 and $2,590,015,000, respectively,
during the year ended December 31, 1999.

     As of December 31, 1999, there were no accumulated undistributed net
realized gains on investments and additional paid-in capital was
$5,750,364,000.  The fund reclassified $38,000 and $86,329,000 from
undistributed net investment income and undistributed net realized gains,
respectively, to additional paid-in capital for the year ended December 31,
1999 as a result of permanent differences between book and tax.

     Pursuant to the custodian agreement, the fund receives credits against its
custodian fee for imputed interest on certain balances with the custodian bank.
The custodian fee of $155,000 includes $62,000 that was paid by these credits
rather than in cash.


<TABLE>
Per-Share Data and Ratios
<S>                                            <C>         <C>         <C>        <C>        <C>
                                                           Year Ended  December 31
                                                      1999        1998       1997       1996     1995

Net Asset Value, Beginning of Year                  $15.76      $15.68     $14.55     $14.15   $12.00
                                               ---------------------------------- ---------- ---------
 Income From Investment Operations:
  Net investment income                                .56         .56        .58        .57      .57
  Net gains or losses on securities (both
   realized and unrealized)                           (.04)       1.13       2.41       1.24     2.61
                                               ---------------------------------- ---------- ---------
   Total from investment operations                    .52        1.69       2.99       1.81     3.18
                                               ----------- -----------  --------- --------------------
 Less Distributions:
  Dividends (from net investment income)              (.56)       (.56)      (.56)      (.56)    (.56)
  Distributions (from capital gains)                 (1.30)      (1.05)     (1.30)      (.85)    (.47)
                                               ----------- -----------  --------- --------------------
   Total distributions                               (1.86)      (1.61)     (1.86)     (1.41)   (1.03)
                                               ----------- -----------  --------- ---------- ---------
Net Asset Value, End of Year                        $14.42      $15.76     $15.68     $14.55   $14.15
                                                ==========  ==========   ========   ========  =======

Total Return (1)                                      3.47%      11.13%     21.04%     13.17%   27.13%

Ratios/Supplemental Data:
 Net assets, end of year (in millions)              $5,981      $5,881     $5,036     $3,941   $3,048
 Ratio of expenses to average net assets               .66%        .63%       .65%       .67%     .67%
 Ratio of net income to average net assets            3.59%       3.57%      3.74%      4.01%    4.38%
 Portfolio turnover rate                             48.47%      54.05%     44.01%     43.85%   39.03%



(1)  Excludes maximum sales charge of 5.75%.

</TABLE>

Independent Auditors' Report

To the Board of Directors and Shareholders of American Balanced Fund, Inc.:

  We have audited the accompanying statement of assets and liabilities of
American Balanced Fund, Inc. (the "fund"), including the investment portfolio,
as of December 31, 1999, and the related statement of operations for the year
then ended, the statement of changes in net assets for each of the two years in
the period then ended, and the per-share data and ratios for each of the five
years in the period then ended. These financial statements and per-share data
and ratios are the responsibility of the fund's management. Our responsibility
is to express an opinion on these financial statements and per-share data and
ratios based on our audits.

  We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and per-share data
and ratios are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned at
December 31, 1999, by correspondence with the custodian. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

  In our opinion, the financial statements and per-share data and ratios
referred to above present fairly, in all material respects, the financial
position of American Balanced Fund, Inc. at December 31, 1999, the results of
its operations for the year then ended, the changes in its net assets for each
of the two years in the period then ended, and the per-share data and ratios
for each of the five years in the period then ended, in conformity with
generally accepted accounting principles.

DELOITTE & TOUCHE LLP

Los Angeles, California
January 28, 2000

                     AMERICAN BALANCED FUND

TAX INFORMATION (UNAUDITED)

We are required to advise you within 60 days of the fund's fiscal year-end
regarding the federal tax status of distributions received by shareholders
during such fiscal year. The distributions made during the fiscal year by the
fund were earned from the following sources:


<TABLE>
<CAPTION>
<S>                                             <C>
                                                Dividends and Distributions per Share

</TABLE>


<TABLE>
<CAPTION>
<S>                       <C>                      <C>                   <C>               <C>
To Shareholders           Payment Date             From Net              From Net          From Net
of Record                                          Investment            Realized          Realized Long-
                                                   Income                Short-term        term Gains
                                                                         Gains

</TABLE>


<TABLE>
<CAPTION>
<S>                      <C>                      <C>                   <C>               <C>
February 19,1999         February 22, 1999        $0.14                 -                 $0.191

May 21, 1999             May 24, 1999             0.14                  -                 -

August 13, 1999          August 16, 1999          0.14                  -                 -

December 13, 1999        December 14, 1999        0.14                  -                 1.110



</TABLE>

The fund also designates as a capital gain distribution a portion of earnings
and profits paid to shareholders in redemption of their shares.

Corporate shareholders may exclude up to 70% of qualifying dividends received
during the year. For purposes of computing this exclusion, 35% of the dividends
paid by the fund from net investment income represent qualifying dividends.

Certain states may exempt from income taxation that portion of the dividends
paid from net investment income that was derived from direct U.S. Treasury
obligations. For purposes of computing this exclusion, 16% of the dividends
paid by the fund from net investment income were derived from interest on
direct U.S. Treasury obligations.

Dividends and distributions received by retirement plans such as IRAs,
Keogh-type plans and 403(b) plans need not be reported as taxable income.
However, many retirement plan trusts may need this information for their annual
information reporting.

SHAREHOLDERS SHOULD CONSULT THEIR TAX ADVISERS.
RESULTS OF SHAREHOLDER MEETING (UNAUDITED) - HELD DECEMBER 1, 1999

Shares Outstanding on (record date)     390,133,741
September 15, 1999
Shares Voting on December 1, 1999       245,517,076  (62.9%)

PROPOSAL 1: ELECTION OF DIRECTORS

<TABLE>
<CAPTION>
<S>                           <C>                <C>               <C>             <C>
                                                 Percent of                        Percent of

                              Votes              Shares            Votes           Shares

Director                      For                Voting For        Withheld        Withheld



Robert A. Fox                 241,644,988        98%               3,872,088       2%

Roberta L. Hazard             241,578,197        98                3,938,879       2

Leonade D. Jones              241,612,639        98                3,904,437       2

John G. McDonald              241,649,424        98                3,867,652       2

Robert G. O'Donnell           241,756,369        98                3,760,707       2

James K. Peterson             241,779,291        98                3,737,785       2

James W. Ratzlaff             241,685,802        98                3,831,274       2

Henry E. Riggs                241,739,906        98                3,777,170       2

Walter P. Stern               241,679,417        98                3,837,659       2

Patricia K. Woolf             241,512,490        98                4,004,586       2



</TABLE>

PROPOSAL 2: AMENDMENT TO ARTICLES OF INCORPORATION REDUCING THE PAR VALUE PER
SHARE OF CAPITAL STOCK

<TABLE>
<CAPTION>
<S>              <C>               <C>             <C>                 <C>              <C>
                 Percent of                        Percent of                           Percent of

Votes            Shares            Votes           Shares Voting                        Shares

For              Voting For        Against         Against             Abstentions      Abstaining



225,910,644      92%               8,720,100       4%                  10,886,332       4%



</TABLE>

PROPOSAL 3: ELIMINATE OR REVISE CERTAIN OF THE FUND'S INVESTMENT RESTRICTIONS

<TABLE>
<CAPTION>
<S>               <C>              <C>              <C>             <C>             <C>              <C>
                                   Percent of                       Percent of                       Percent of

                  Votes            Shares           Votes           Shares Voting                    Shares

                  For              Voting For       Against         Against         Abstentions      Abstaining



3A Borrowing      170,018,288      69%              12,028,055      5%              11,981,782       5%

(Broker non-votes = 51,488,952)




3B Joint Trading

Account           171,361,987      70               10,688,632      4               11,977,504       5

(Broker non-votes = 51,488,952)




3C Securities

Transactions

with              171,660,013      70               10,126,728      4               12,241,383       5
Affiliates

(Broker non-votes = 51,488,952)




3D                170,731,715      69               11,088,101      5               12,208,308       5
Affiliated
Ownership

(Broker non-votes = 51,488,952)




3E Purchasing Securities

of Other Investment

Companies         170,780,646      70               10,653,936      4               12,593,542       5

(Broker non-votes = 51,488,952)




Proposal 4: Ratification of Auditors


                                   Percent of                       Percent of                       Percent of

                  Votes            Shares           Votes           Shares Voting                    Shares

                  For              Voting For       Against         Against         Abstentions      Abstaining



                  235,430,485      96%              2,318,281       1%              7,768,310        3%

</TABLE>

                                   PART C
                              OTHER INFORMATION
                          AMERICAN BALANCED FUND, INC.

ITEM 23. EXHIBITS
(a) Articles of Amendment to Articles of Incorporation dated December 17, 1999
and Articles Supplementary dated December 22, 1999
(b) On file (see SEC file nos. 811-66 and 2-10758)
(c) Share Certificate
(d) Investment Advisory and Service Agreement
(e) Amended and Restated Principal Underwriting Agreement
(f) None
(g) Foreign Custody Manager Agreement
(h) None
(i) Legal Opinion for Class B Shares
(j) Consent of Independent Auditors
(k) None
(l) Not applicable to this filing
(m) Plan of Distribution relating to Class B Shares
(n) Multiple Class Plan
(o) None
(p) Codes of Ethics

ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE FUND

 None

ITEM 25. INDEMNIFICATION

  Registrant is a joint-insured under Investment Adviser/Mutual Fund Errors and
Omissions Policies written by American International Surplus Lines Insurance
Company, Chubb Custom Insurance Company, and ICI Mutual Insurance Company which
insures its officers and directors against certain liabilities.  However, in no
event will Registrant maintain insurance to indemnify any such person for any
act for which Registrant itself is not permitted to indemnify the individual.

ITEM 25. INDEMNIFICATION (CONTINUED)

  The Articles of Incorporation state:

  The Corporation shall indemnify (a) its directors to the full extent provided
by the general laws of the State of Maryland now or hereafter in force,
including the advance of expenses under the procedures provided by such laws;
(b) its officers to the same extent it shall indemnify its directors; and (c)
its officers who are not directors to such further extent as shall be
authorized by the Board of Directors and be consistent with law.  The foregoing
shall not limit the authority of the Corporation to indemnify other employees
and agents consistent with law.

  The By-Laws of the Corporation state:

           Section 5.01.  Any person who was or is a party or is threatened to
be made a party to any threatened, pending or completed action, suit or
proceeding, whether civil, criminal, administrative or investigative, by reason
of the fact that he is or was a director, officer, employee or agent of the
Corporation, or is or was serving at the request of the Corporation as a
director, officer, employee or agent of another corporation, partnership, joint
venture, trust or other enterprise, may be indemnified by the Corporation
against expenses (including attorneys' fees), judgments, fines and amounts paid
in settlement actually and reasonably incurred by him in connection with such
action, suit or proceeding in the manner and on the terms provided by, and to
the fullest extent authorized by, applicable state law, and shall be
indemnified by the Corporation against such expenses, judgments, fines, and
amounts in the manner and to the fullest extent required by applicable state
law.  However, no indemnification may be made under this section in the absence
of a judicial or administrative determination absolving the prospective
indemnitee of liability to the Corporation or its security holders unless,
based upon a review of all material facts, (1) a majority of a quorum of
directors who are neither interested persons of the Corporation nor parties to
the proceeding, or (2) independent legal counsel in a written opinion,
concludes that such person was not guilty of willful misfeasance, bad faith,
gross negligence, or reckless disregard of the duties initiated in the conduct
of his office.

           Section 5.02.  No expenses incurred by a director, officer,
employee, or agent of the Corporation in defending a civil or criminal  action,
suit, or proceeding to which he is a party may be paid or  reimbursed by the
Corporation in advance of the final disposition of such  action, suit, or
proceeding unless:

 (1)  One of the following determines, on the basis of the facts then known to
it, that there is reason to believe that indemnification would be permissible:

 (a)  a majority of a quorum of disinterested non-party directors, or, if such
a quorum cannot be obtained, a majority of a committee of two or more
disinterested non-party directors duly designated to act in the matter by a
majority vote of the full board;

 (b)  special legal counsel selected by such a committee or such a quorum of
disinterested non-party directors; or

 (c)  the stockholders; and

ITEM 25. INDEMNIFICATION (CONTINUED)

  (2)  the Corporation receives the following from the prospective recipient of
the advance:

 (a)  a written affirmation of his good faith belief that he met the standard
of conduct necessary for indemnification; and

 (b)  an undertaking to repay the advance if it is ultimately determined that
he is not entitled to indemnification under this Article.

           Section 5.03.  The Corporation is authorized to purchase and
maintain insurance on behalf of any person who is or was a director, officer,
employee or agent of the Corporation, or is or was serving at the request of
the Corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other enterprise against any
liability asserted against him and incurred by him in any such capacity, or
arising out of his status as such, whether or not the Corporation would have
the power to indemnify him against such liability under the provisions of this
Article.  Anything in this Article V to the contrary notwithstanding, however,
the Corporation shall not pay for insurance which protects any director or
officer against liabilities arising from action involving willful misfeasance,
bad faith, gross negligence, or reckless disregard of the duties involved in
the conduct of his office; provided, that any such insurance may cover any of
such categories if it provides only for payment to the Corporation and/or third
parties of any damages caused by a director or officer, and also provides that
the insurance company would be subrogated to the rights of the Corporation to
recover from the director or officer.

ITEM 26. BUSINESS AND OTHER CONNECTIONS OF THE INVESTMENT ADVISER

  None

ITEM 27. PRINCIPAL UNDERWRITERS

  (a)  American Funds Distributors, Inc. is also the Principal Underwriter of
shares of:  AMCAP Fund, Inc., The American Funds Income Series, The American
Funds Tax-Exempt Series I, The American Funds Tax-Exempt Series II, American
High-Income Municipal Bond Fund, Inc., American High-Income Trust, American
Mutual Fund, Inc., The Bond Fund of America, Inc., Capital Income Builder,
Inc., Capital World Bond Fund, Inc., Capital World Growth and Income Fund,
Inc., The Cash Management Trust of America, EuroPacific Growth Fund,
Fundamental Investors, Inc., The Growth Fund of America, Inc., The Income Fund
of America, Inc., The Investment Company of America, Intermediate Bond Fund of
America, Limited Term Tax-Exempt Bond Fund of America, The New Economy Fund,
New Perspective Fund, Inc., New World Fund, Inc., SMALLCAP World Fund, Inc.,
The Tax-Exempt Bond Fund of America, Inc., The Tax-Exempt Money Fund of
America, U.S. Treasury Money Fund of America and Washington Mutual Investors
Fund, Inc.

<TABLE>
<CAPTION>
(B)                 (1)                                                      (2)                  (3)



       NAME AND PRINCIPAL                   POSITIONS AND OFFICES              POSITIONS AND OFFICES

          BUSINESS ADDRESS                    WITH UNDERWRITER                   WITH REGISTRANT



<S>    <C>                                  <C>                                <C>
       David L. Abzug                       Regional Vice President            None

       27304 Park Vista Road

       Agoura Hills, CA 91301



       John A. Agar                         Vice President                     None

       #61 Point West Circle

       Little Rock, AR 72211



       Robert B. Aprison                    Vice President                     None

       2983 Bryn Wood Drive

       Madison, WI  53711



L      William W. Bagnard                   Vice President                     None



       Steven L. Barnes                     Senior Vice President              None

       5400 Mount Meeker Road

       Suite 1

       Boulder, CO  80301-3508



B      Carl R. Bauer                        Assistant Vice President           None



       Michelle A. Bergeron                 Senior Vice President              None

       4160 Gateswalk Drive

       Smyrna, GA 30080



       J. Walter Best, Jr.                  Regional Vice President            None

       9013 Brentmeade Blvd.

       Brentwood, TN 37027



       Joseph T. Blair                      Senior Vice President              None

       148 E. Shore Ave.

       Groton Long Point, CT 06340



       John A. Blanchard                    Vice President                     None

       6421 Aberdeen Road

       Mission Hills, KS  66208



       Ian B. Bodell                        Senior Vice President              None

       P.O. Box 1665

       Brentwood, TN  37024-1665



       Mick L. Brethower                    Senior Vice President              None

       29003 Colonial Drive

       Georgetown, TX 78628



       Alan Brown                           Regional Vice President            None

       4129 Laclede Avenue

       St. Louis, MO 63108



B      J. Peter Burns                       Vice President                     None



       Brian C. Casey                       Regional Vice President            None

       8002 Greentree Road

       Bethesda, MD  20817



       Victor C. Cassato                    Senior Vice President              None

       609 W. Littleton Blvd., Suite 310

       Greenwood Village, CO  80120



       Christopher J. Cassin                Senior Vice President              None

       19 North Grant Street

       Hinsdale, IL  60521



       Denise M. Cassin                     Vice President                     None

       1301 Stoney Creek Drive

       San Ramon, CA  94538



L      Larry P. Clemmensen                  Director                           None



L      Kevin G. Clifford                    Director, President and Co-Chief    None

                                            Executive Officer



       Ruth M. Collier                      Senior Vice President              None

       29 Landsdowne Drive

       Larchmont, NY 10538



S      David Coolbaugh                      Assistant Vice President           None



H      Carlo O. Cordasco                    Assistant Vice President           None



       Thomas E. Cournoyer                  Vice President                     None

       2333 Granada Boulevard

       Coral Gables, FL  33134



       Douglas A. Critchell                 Senior Vice President              None

       3521 Rittenhouse Street, N.W.

       Washington, D.C.  20015



L      Carl D. Cutting                      Vice President                     None



       William Daugherty                    Regional Vice President            None

       1216 Highlander Way

       Mechanicsburg, PA 17055



       Daniel J. Delianedis                 Regional Vice President            None

       8689 Braxton Drive

       Eden Prairie, MN  55347



       Michael A. Dilella                   Vice President                     None

       P. O. Box 661

       Ramsey, NJ  07446



       G. Michael Dill                      Senior Vice President              None
       505 E. Main Street

       Jenks, OK  74037



       Kirk D. Dodge                        Senior Vice President              None

       633 Menlo Avenue, Suite 210

       Menlo Park, CA  94025



       Peter J. Doran                       Director, Executive Vice           None
                                            President

       100 Merrick Road, Suite 216W

       Rockville Centre, NY 11570



L      Michael J. Downer                    Secretary                          None



       Robert W. Durbin                     Vice President                     None

       74 Sunny Lane

       Tiffin, OH  44883



I      Lloyd G. Edwards                     Senior Vice President              None



L      Paul H. Fieberg                      Senior Vice President              None



       John Fodor                            Vice President                    None

       15 Latisquama Road

       Southborough, MA  01772



       Daniel B. Frick                      Regional Vice President            None

       845 Western Avenue

       Glen Ellyn, IL 60137



       Clyde E. Gardner                     Senior Vice President              None

       Route 2, Box 3162

       Osage Beach, MO  65065

B      Evelyn K. Glassford                  Vice President                     None



       Jeffrey J. Greiner                   Vice President                     None

       12210 Taylor Road

       Plain City, OH  43064



L      Paul G. Haaga, Jr.                   Director                           Senior Vice President



B      Mariellen Hamann                     Assistant Vice President           None



       David E. Harper                      Senior Vice President              None

       150 Old Franklin School Road

       Pittstown, NJ 08867



H      Mary Pat Harris                      Assistant Vice President           None



       Ronald R. Hulsey                     Vice President                     None

       6744 Avalon

       Dallas, TX  75214



       Robert S. Irish                      Regional Vice President            None

       1225 Vista Del Mar Drive

       Delray Beach, FL  33483



       Michael J. Johnston                  Director                           None

       630 Fifth Avenue, 36th Floor

       New York, NY  10111



B      Damien M. Jordan                     Vice President                     None



       Arthur J. Levine                     Senior Vice President              None

       12558 Highlands Place

       Fishers, IN  46038



B      Karl A. Lewis                        Assistant Vice President           None



       T. Blake Liberty                     Regional Vice President            None

       5506 East Mineral Lane

       Littleton, CO  80122



       Mark J. Lien                         Regional Vice President            None

       5570 Beechwood Terrace

       West Des Moines, IA 50266



L      Lorin E. Liesy                       Assistant Vice President           None

L      Susan G. Lindgren                    Vice President -                   None
                                            Institutional

                                            Investment Services



LW     Robert W. Lovelace                   Director                           None



       Stephen A. Malbasa                   Vice President                     None

       13405 Lake Shore Blvd.

       Cleveland, OH  44110



       Steven M. Markel                     Senior Vice President              None

       5241 South Race Street

       Littleton, CO  80121



L      J. Clifton Massar                    Director, Senior Vice              None
                                            President



L      E. Lee McClennahan                   Senior Vice President              None



S      John V. McLaughlin                   Senior Vice President              None



       Terry W. McNabb                      Vice President                     None

       2002 Barrett Station Road

       St. Louis, MO  63131



L      R. William Melinat                   Vice President -                   None
                                            Institutional

                                            Investment Services



       David R. Murray                      Vice President                     None

       60 Briant Drive

       Sudbury, MA  01776



       Stephen S. Nelson                    Vice President                     None

       P.O. Box 470528

       Charlotte, NC  28247-0528



       William E. Noe                       Regional Vice President            None

       304 River Oaks Road

       Brentwood, TN  37027



       Peter A. Nyhus                       Vice President                     None

       3084 Wilds Ridge Court

       Prior Lake, MN  55372



       Eric P. Olson                        Vice President                     None

       62 Park Drive

       Glenview, IL  60025

       Gary A. Peace                        Regional Vice President            None

       291 Kaanapali Drive

       Napa, CA 94558



       Samuel W. Perry                      Regional Vice President            None

       6133 Calle del Paisano

       Scottsdale, AZ 85251



       Fredric Phillips                     Senior Vice President              None

       175 Highland Avenue, 4th Floor

       Needham, MA  02494



B      Candance D. Pilgrim                  Assistant Vice President           None



       Carl S. Platou                       Vice President                     None

       7455 80th Place, S.E.

       Mercer Island, WA  98040



L      John O. Post                         Senior Vice President              None



S      Richard P. Prior                     Vice President                     None



       Steven J. Reitman                    Senior Vice President              None

       212 The Lane

       Hinsdale, IL  60521



       Brian A. Roberts                     Vice President                     None

       244 Lambeau Lane

       Glenville, NC  28736



       George S. Ross                       Senior Vice President              None

       55 Madison Avenue

       Morristown, NJ  07960



L      Julie D. Roth                        Vice President                     None



L      James F. Rothenberg                  Director                           None



       Douglas F. Rowe                      Vice President                     None

       414 Logan Ranch Road

       Georgetown, TX  78628



       Christopher S. Rowey                 Regional Vice President            None

       9417 Beverlywood Street

       Los Angeles, CA  90034

       Dean B. Rydquist                     Senior Vice President              None

       1080 Bay Pointe Crossing

       Alpharetta, GA  30005



       Richard R. Samson                    Senior Vice President              None

       4604 Glencoe Avenue, #4

       Marina del Rey, CA  90292



       Joseph D. Scarpitti                  Vice President                     None

       31465 St. Andrews

       Westlake, OH  44145



L      R. Michael Shanahan                  Director                           None



       Brad W. Short                        Regional Vice President            None

       306 15th Street

       Seal Beach, CA 90740



       David W. Short                       Chairman of the Board and          None

       1000 RIDC Plaza, Suite 212           Co-Chief Executive Officer

       Pittsburgh, PA 15238



       William P. Simon                     Senior Vice President              None

       912 Castlehill Lane

       Devon, PA 19333



L      John C. Smith                        Assistant Vice President -         None

                                            Institutional Investment
                                            Services



       Rodney G. Smith                      Vice President                     None

       100 N. Central Expressway

       Suite 1214

       Richardson, TX  75080



S      Sherrie L. Snyder-Senft              Assistant Vice President           None



       Anthony L. Soave                     Regional Vice President            None

       8831 Morning Mist Drive

       Clarkston, MI 48348



       Therese L. Souiller                  Assistant Vice President           None

       2652 Excaliber Court

       Virginia Beach, VA 23454

       Nicholas D. Spadaccini               Regional Vice President            None

       855 Markley Woods Way

       Cincinnati, OH  45230



L      Kristen J. Spazafumo                 Assistant Vice President           None



       Daniel S. Spradling                  Senior Vice President              None

       181 Second Avenue

       Suite 228

       San Mateo, CA  94401



LW     Eric H. Stern                        Director                           None



B      Max D. Stites                        Vice President                     None



       Thomas A. Stout                      Regional Vice President            None

       1004 Ditchley Road

       Virginia Beach, VA 23451



       Craig R. Strauser                    Vice President                     None

       3 Dover Way

       Lake Oswego, OR  97034



       Francis N. Strazzeri                 Senior Vice President              None

       31641 Saddletree Drive

       Westlake Village, CA  91361



L      Drew W. Taylor                       Assistant Vice President           None



S      James P. Toomey                      Vice President                     None



I      Christopher E. Trede                 Vice President                     None



       George F. Truesdail                  Vice President                     None

       400 Abbotsford Court

       Charlotte, NC  28270



       Scott W. Ursin-Smith                 Vice President                     None

       60 Reedland Woods Way

       Tiburon, CA  94920



       J. David Viale                       Regional Vice President            None

       7 Gladstone Lane

       Laguna Niguel, CA 92677



       Thomas E. Warren                     Regional Vice President            None

       119 Faubel Street

       Sarasota, FL  34242



L      J. Kelly Webb                        Senior Vice President,             None

                                            Treasurer and Controller



       Gregory J. Weimer                    Vice President                     None

       206 Hardwood Drive

       Venetia, PA  15367



B      Timothy W. Weiss                     Director                           None



       George J. Wenzel                     Regional Vice President            None

       3406 Shakespeare Drive

       Troy, MI 48084



       J. D. Wiedmaier                      Assistant Vice President           None

       3513 Riverstone Way

       Chesapeake, VA 23325



       Timothy J. Wilson                    Vice President                     None

       113 Farmview Place

       Venetia, PA  15367



B      Laura L. Wimberly                    Vice President                     None



H      Marshall D. Wingo                    Director, Senior Vice              None
                                            President



L      Robert L. Winston                    Director, Senior Vice              None
                                            President



       William R. Yost                      Vice President                     None

       9320 Overlook Trail

       Eden Prairie, MN  55347



       Janet M. Young                       Regional Vice President            None

       1616 Vermont

       Houston, TX  77006



       Scott D. Zambon                      Regional Vice President            None

       2887 Player Lane

       Tustin Ranch, CA  92782

</TABLE>

__________
L Business Address, 333 South Hope Street, Los Angeles, CA  90071
LW Business Address, 11100 Santa Monica Boulevard, 15th Floor, Los Angeles, CA
90025
B Business Address, 135 South State College Boulevard, Brea, CA  92821
S Business Address, 3500 Wiseman Boulevard, San Antonio, TX  78251
H Business Address, 5300 Robin Hood Road, Norfolk, VA 23513
I Business Address, 8332 Woodfield Crossing Blvd., Indianapolis, IN 46240

 (c) None

ITEM 28. LOCATION OF ACCOUNTS AND RECORDS

 Accounts, books and other records required by Rules 31a-1 and 31a-2 under the
Investment Company Act of 1940, as amended, are maintained and held in the
offices of its investment adviser, Capital Research and Management Company, 333
South Hope Street, Los Angeles, California 90071, and/or 135 South State
College Boulevard, Brea, California 92821.

 Registrant's records covering shareholder accounts are maintained and kept by
its transfer agent, American Funds Service Company, 135 South State College
Boulevard, Brea, California 92821, 8332 Woodfield Crossing Boulevard,
Indianapolis, IN 46240, 3500 Wiseman Boulevard, San Antonio, Texas 78251 and
5300 Robin Hood Road, Norfolk, VA  23513.

 Registrant's records covering portfolio transactions are maintained and kept
by the fund's custodian, The Chase Manhattan Bank, One Chase Manhattan Plaza,
New York, New York 10081.

ITEM 29. MANAGEMENT SERVICES

 None

ITEM 30. UNDERTAKINGS

 None

                            SIGNATURE OF REGISTRANT

 Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940 the Registrant certifies that it meets all of the
requirements for effectiveness of this Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City and County of San Francisco, and State of California on
the 9th day of March, 2000.

      AMERICAN BALANCED FUND, INC.
      By /s/ Patrick F. Quan
       Patrick F. Quan, Secretary

ATTEST:
/s/ Dorothy L. Herbst
Dorothy L. Herbst
 Pursuant to the requirements of the Securities Act of 1933, this amendment to
its registration statement has been signed below on March 9, 2000 by the
following persons in the capacities indicated.

<TABLE>
<CAPTION>
         Signature                           Title

<S>      <C>                                 <C>
(1)      Principal Executive Officer:

         /s/ Robert G. O'Donnell

         (Robert G. O'Donnell)               President and Director

(2)      Principal Financial Officer
         and Principal Accounting
         Officer:

         /s/ Anthony W. Hynes, Jr.

         (Anthony W. Hynes, Jr.)             Treasurer

(3)      Directors:

         Robert A. Fox*                      Director

         Roberta L. Hazard*                  Director

         Leonade D. Jones*                   Director

         John G. McDonald*                   Director

         James K. Peterson *                 Director

         /s/ James W. Ratzlaff

         (James W. Ratzlaff)                 Director

         Henry E. Riggs*                     Director

         Walter P. Stern*                    Chairman

         Patricia K. Woolf*                  Director

*By      /s/ Patrick F. Quan

         Patrick F. Quan,
         Attorney-in-Fact

</TABLE>

 Counsel reports that the amendment does not contain disclosures that would
make the amendment ineligible for effectiveness under the provisions of Rule
485(b).

      /s/ Michele Y. Yang
      Michele Y. Yang, Counsel


ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
AMERICAN BALANCED FUND, INC.
  AMERICAN BALANCED FUND, INC., a corporation organized and existing under and
by virtue of the laws of the State of Maryland and having its principal office
in the city of Baltimore in that State (the "Corporation"), does hereby
certify:
  FIRST:  The Articles of Incorporation of the Corporation are hereby amended
in the following respects:
  1.  Article VI, Section (a)  is amended to read as follows:
                                      VI.
                                 CAPITAL STOCK
 (a) The total number of shares of capital stock which the Corporation shall
have the authority to issue is One Billion, Five Hundred Million
(1,500,000,000) shares (par value $0.001 per share), amounting in aggregate par
value to One Million, Five Hundred Thousand Dollars ($1,500,000).  The Board of
Directors of the Corporation is hereby empowered to increase or decrease, from
time to time, the total number of shares of capital stock or the number of
shares of capital stock of any class or series that the Corporation shall have
authority to issue without any action by the shareholders.
  SECOND: (a) As of immediately before the increase the total number of shares
of stock of all classes which the Corporation has authority to issue is
500,000,000 shares of Common Stock (par value $1.00 per share).
    (b)  As increased the total number of shares of stock of all classes which
the Corporation has authority to issue is 1,500,000,000 shares of Common Stock
(par value $0.001 per share).
    (c)  The aggregate par value of all shares having a par value is
$500,000,000 before the increase and $1,500,000 as increased.
  THIRD: The aforesaid amendments were declared advisable and approved by
resolution of a majority of the entire Board of Directors of the Corporation at
meetings duly held on August 12, 1999 and December 8, 1999.
  FOURTH:  That, pursuant to resolution of the Board of Directors, a meeting of
shareholders of said Corporation was duly called and held on December 1, 1999,
upon notice, duly given at which meeting the necessary number of shares as
required by statute were voted in favor of the amendments.
  FIFTH: The amendment of the Articles of Incorporation as hereinabove set
forth has been duly advised by the Board of Directors and approved by the
shareholders of the Corporation.
  IN WITNESS WHEREOF, AMERICAN BALANCED FUND, INC. has caused these Articles of
Amendment to be signed in its name and on its behalf by its President and
attested by its Secretary, and the said officers of the Corporation further
also acknowledge said instrument to be the corporate act of the Corporation and
state and certify under the penalty of perjury that to the best of their
knowledge, information and belief, the matters and facts therein set forth with
respect to authorization and approval thereof are true and correct in all
material respects, all on December 17, 1999.
      AMERICAN BALANCED FUND, INC.
      By /s/ Robert G. O'Donnell
      Robert G. O'Donnell, President
ATTEST:
/s/ Patrick F. Quan
Patrick F. Quan, Secretary
State of   California
County of   San Francisco
On  December 17, 1999    before me,   Doris A. Spieker  , Notary Public
 DATE      NAME, TITLE OF OFFICER - E.G., "JANE DOE, NOTARY PUBLIC"
personally appeared  Robert G. O'Donnell and Patrick F. Quan
       NAME(S) OF SIGNER(S)
X personally known to me - OR - _ proved to me on the basis of satisfactory
evidence to be the persons whose names are subscribed to the within instrument
and acknowledged to me that they executed the same in their authorized
capacities, and that by their signatures on the instrument the persons, or the
entity upon behalf of which the persons acted, executed the instrument.
 WITNESS my hand and official seal.
    /s/ Doris A. Spieker
              SIGNATURE OF NOTARY
                          AMERICAN BALANCED FUND, INC.
                             ARTICLES SUPPLEMENTARY
American Balanced Fund, Inc., a Maryland corporation having its principal
office in Baltimore City, Maryland (the "Corporation"), hereby certifies to the
State Department of Assessments and Taxation of Maryland that:
FIRST: (a) The Board of Directors of the Corporation has divided and further
classified the unissued shares of the authorized common stock of the
Corporation as a class, designated "Class B".  The remaining shares of common
stock, including the shares currently issued and outstanding, shall be referred
to as "Class A" shares.  The authorized shares of each such class of common
stock shall consist of the sum of (x) the outstanding shares of that class and
(y) one-half (1/2) of the authorized but unissued shares of all classes of
common stock; PROVIDED HOWEVER, that in the event application of the above
formula would result, at the time, in fractional shares of one or more classes,
the number of authorized shares of each such class shall be rounded down to the
nearest whole number of shares; and PROVIDED, FURTHER, that at all times the
aggregate number of authorized Class A and Class B shares of common stock shall
not exceed the authorized number of shares of common stock (I.E., 1,500,000,000
shares until changed by action of the Board of Directors in accordance with
Section 2-208.1 of the Maryland General Corporation Law).
 (b) The preferences, conversion and other rights, voting powers, restrictions,
limitations as to dividends, qualifications, and terms and conditions of
redemption of the Class A shares of the Corporation are set forth in the
Charter of the Corporation.  The preferences, conversion and other rights,
voting powers, restrictions, limitations as to dividends, qualifications, and
terms and conditions of redemption of the Class B shares of the Corporation are
set forth below.
SECOND: Except to the extent provided otherwise by the Charter of the
Corporation, the Class A shares and the Class B shares of the Corporation shall
represent an equal proportionate interest in the assets of the Corporation
(subject to the liabilities of the Corporation) and each share shall have
identical voting, dividend, liquidation and other rights; PROVIDED, HOWEVER,
that notwithstanding anything in the Charter of the Corporation to the
contrary:
 (i) Class A shares and Class B shares may be issued and sold subject to
different sales loads or charges, whether initial, deferred or contingent, or
any combination thereof, as may be established from time to time by the Board
of Directors in accordance with the Investment Company Act of 1940 and
applicable rules and regulations of self-regulatory organizations and as shall
be set forth in the applicable prospectus for the shares;
 (ii) Expenses, costs and charges which are determined by or under the
supervision of the Board of Directors to be attributable to the shares of a
particular class may be charged to that class and appropriately reflected in
the net asset value of, or dividends payable on, the shares of that class;
 (iii) Except as otherwise provided hereinafter, on the first Friday of the
first calendar month following the expiration of a 96-month period commencing
on the first day of the calendar month during which Class B shares were
purchased by a holder thereof (if such Friday is not a business day, on the
next succeeding business day), such shares (as well as a pro rata portion of
any Class B shares purchased through the reinvestment of dividends or other
distributions paid on all Class B shares held by such holder) shall
automatically convert to Class A shares on the basis of the respective net
asset values of the Class B shares and the Class A shares on the conversion
date; PROVIDED, HOWEVER, that the Board of Directors, in its sole discretion,
may suspend the conversion of Class B shares if any conversion of such shares
would constitute a taxable event under federal income tax law (in which case
the holder of such Class B shares shall have the right to exchange from time to
time any or all of such Class B shares held by such holder for Class A shares
on the basis of the respective net asset values of the Class B shares and Class
A shares on the applicable exchange date and without the imposition of a sales
charge or fee); and PROVIDED, FURTHER, that conversion (or exchange) of Class B
shares represented by stock certificates shall be subject to tender of such
certificates; and
 (iv) Subject to the foregoing paragraph, Class A shares and Class B shares may
have such different exchange rights as the Board of Directors shall provide in
compliance with the Investment Company Act of 1940.
THIRD: The foregoing amendment to the Charter of the Corporation does not
increase the authorized capital stock of the Corporation.
FOURTH: The aforesaid shares have been duly classified by the Board of
Directors pursuant to authority and power contained in the Charter of the
Corporation.
IN WITNESS WHEREOF, the Corporation has caused these presents to be signed in
its name and on its behalf by its President and attested by its Secretary on
this        day of December, 1999.
     AMERICAN BALANCED FUND, INC.
       /s/ Robert G. O'Donnell
       By:  Robert G. O'Donnell,
                   President
ATTEST:
/s/ Patrick F. Quan
Patrick F. Quan,
Secretary
 The undersigned, President of American Balanced Fund, Inc., who executed on
behalf of said Corporation the foregoing Articles Supplementary of which this
certificate is made a part, hereby acknowledges in the name and on behalf of
the Corporation the foregoing Articles Supplementary to be the corporate act of
the Corporation and hereby certifies that, to the best of his knowledge,
information and belief, the matters and facts set forth therein with respect to
the authorization and approval thereof are true in all material respects under
the penalties of perjury.
       /s/ Robert G. O'Donnell
Robert G. O'Donnell
President


NUMBER (certificate number)
SHARES (number of shares)
CUSIP (cusip number)
CLASS (class of shares)
AMERICAN BALANCED FUND, INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND
This Certifies that (shareholder name and address) is the owner of (number of
shares) fully paid and nonassessable Common Shares of Capital Stock, of the
Class and number indicated above, American Balanced Fund, Inc., each of the par
value of One Tenth of One Cent, transferable on the books of the Corporation by
the holder thereof in person or by duly authorized attorney upon surrender of
this certificate properly endorsed.  This certificate is not valid unless
countersigned by the Transfer Agent.  (See reverse for certain abbreviations.)
Witness, the facsimile signatures of duly authorized officers of the
Corporation.
Dated: (date issued)
S/Patrick F. Quan
Secretary
S/Robert G. O'Donnell
President
Countersigned
AMERICAN FUNDS SERVICE COMPANY
TRANSFER AGENT
BY ___________________
AUTHORIZED SIGNATURE

 THE ISSUER OF THE SHARES REPRESENTED BY THIS CERTIFICATE WILL FURNISH TO ANY
SHAREHOLDER UPON REQUEST AND WITHOUT CHARGE A FULL STATEMENT OF THE
DESIGNATIONS, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF THE SHARES OF
EACH CLASS AND SERIES AUTHORIZED TO BE ISSUED, THE VARIATIONS IN THE RELATIVE
RIGHTS AND PREFERENCES BETWEEN THE SHARES OF EACH CLASS AND SERIES INSOFAR AS
THE SAME HAVE BEEN FIXED AND DETERMINED, AND THE AUTHORITY OF THE BOARD OF
DIRECTORS OR TRUSTEES TO FIX AND DETERMINE THE RELATIVE RIGHTS AND PREFERENCES
OF CLASSES AND SERIES OF SHARES OF THE ISSUER.  IF YOU WOULD LIKE A COPY OF THE
FULL STATEMENT, PLEASE WRITE TO THE SECRETARY OF THE ISSUER OR ITS TRANSFER
AGENT.

 CLASS B AND SERIES B SHARES REDEEMED WITHIN SIX YEARS OF THEIR PURCHASE ARE
SUBJECT TO A DEFERRED SALES CHARGE OF UP TO 5%.  IN ADDITION, DURING THE MONTH
FOLLOWING THE 96-MONTH PERIOD THAT BEGINS ON THE FIRST DAY OF THE MONTH IN
WHICH SUCH SHARES ARE PURCHASED, CLASS B AND SERIES B SHARES (ALONG WITH SHARES
OF THE SAME CLASS AND SERIES PURCHASED THROUGH REINVESTMENT OF DIVIDENDS AND
OTHER DISTRIBUTIONS ON SUCH SHARES) WILL AUTOMATICALLY CONVERT TO CLASS A
SHARES (OR COMMON SHARES) ON THE BASIS OF THEN CURRENT RELATIVE NET ASSET
VALUES PER SHARE.  THE ISSUER MAY SUSPEND SUCH CONVERSION IN CERTAIN LIMITED
CIRCUMSTANCES, IN WHICH CASE AN EXCHANGE PRIVILEGE WILL APPLY.  THE ISSUER MAY
REQUIRE TENDER OF THIS CERTIFICATE PRIOR TO ANY CONVERSION OR EXCHANGE.  IF
SUCH TENDER IS NOT REQUIRED, THE NUMBER OF SHARES REPRESENTED BY THIS
CERTIFICATE AFTER SUCH CONVERSION OR EXCHANGE WILL BE DIFFERENT THAN THE NUMBER
INDICATED ON THE FACE OF THIS CERTIFICATE.  SHAREHOLDERS MAY RETURN THIS
CERTIFICATE AFTER ANY CONVERSION OR EXCHANGE AND OBTAIN A NEW CERTIFICATE (OR
CERTIFICATES) REPRESENTING THE ACTUAL NUMBER AND TYPE OF SHARES OWNED.

 NOTE:  SHARES REPRESENTED BY THIS CERTIFICATE MAY BE REDEEMED WITHOUT THE
CONSENT OR APPROVAL OF THE SHAREHOLDER FOR THE THEN CURRENT NET ASSET VALUE PER
SHARE IF AT SUCH TIME THE SHAREHOLDER OWNS OF RECORD SHARES HAVING AN AGGREGATE
NET ASSET VALUE OF LESS THAN THE MINIMUM INITIAL INVESTMENT AMOUNT.

                          EXPLANATION OF ABBREVIATIONS

The following abbreviations, when used in the registration on the face of this
certificate, shall have the meanings assigned below:

<TABLE>
<CAPTION>
<S>      <C>    <C>                  <C>           <C>   <C>          <C>          <C>       <C>
ADM      -      Administratrix       FBO           -     For the      TTEE         -         Trustee
                                                         benefit
                                                         of

                Administrator        GDN           -     Guardian     U/A          -         Under
                                                                                             agreement

COM      -      Community            JT TEN        -     Joint        UGMA/        -         Uniform
PROP            property                                 tenants      (State)                Gift
                                                         with                                to Minors
                                                         right                               Act
                                                         of                                  in

CUST     -      Custodian                                survivorship                          effect in
                                                                                             the
                                                                                             state
                                                                                             indicated

DTD      -      Dated                LIFE TEN      -     Life         UTMA/        -         Uniform
                                                         tenant       (State)                Transfers
                                                                                             to
                                                                                             Minors Act

EST      -      Estate               (State)/TOD   -     Uniform                             in effect
                                                         Transfer                            in
                                                         on                                  the state
                                                         Death                               indicated

                Of the estate                            Act in       U/W          -         Last will
                of                                       effect                              and
                                                         in                                  testament
                                                         the
                                                         state

ET       -      And others                               indicated                           Under last
AL                                                                                           will and
                                                                                             testament
                                                                                             of

EXEC     -      Executor             TR            -     Trust                               Under the
                                                                                             will of

                Executrix            TEN COM       -     Tenants
                                                         in common

                                     TEN ENT       -     Tenants
                                                         by the
                                                         entireties

Note: Abbreviations refer where appropriate to the
singular or plural, male
or female.  Other abbreviations may also be used,
including U.S. Postal
Service two-letter state abbreviations.


</TABLE>

REQUIREMENTS:  THE SIGNATURE(S) ON THIS ASSIGNMENT MUST CORRESPOND EXACTLY WITH
THE NAME(S) WRITTEN ON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR.
SIGNATURE(S) MUST BE GUARANTEED BY AN "ELIGIBLE GUARANTOR," SUCH AS A BANK,
SAVINGS ASSOCIATION OR CREDIT UNION THAT IS FEDERALLY INSURED OR A MEMBER FIRM
OF THE NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC.  A NOTARY PUBLIC IS NOT
AN ACCEPTABLE GUARANTOR.

        FOR VALUE RECEIVED, THE UNDERSIGNED HEREBY SELL, ASSIGN, AND TRANSFER
                                SHARES OF THE ISSUER REPRESENTED BY THIS
CERTIFICATE TO:
_______________________________________________________________________________
                       (PLEASE PRINT OR TYPE NAME AND ADDRESS OF ASSIGNEE)
AND DO HEREBY IRREVOCABLY CONSTITUTE AND APPOINT
_____________________________________________________ ATTORNEY TO TRANSFER
THESE SHARES ON THE BOOKS OF THE ISSUER WITH FULL POWER OF
SUBSTITUTION._________________________________________________________________
__________________________ _______________________________
                 Signature of owner                   Date
______________________________________________________________________________
_____________ _______________________________                      Signature of
co-owner, if any                   Date

IMPORTANT:  BEFORE SIGNING, PLEASE READ AND COMPLY WITH THE REQUIREMENTS
PRINTED ABOVE.

SIGNATURE(S) GUARANTEED BY:
______________________________________________________________________


                                    AMENDED
                   INVESTMENT ADVISORY AND SERVICE AGREEMENT
  THIS AGREEMENT, dated and effective as of the 1st day of January, 2000, is
made and entered into by and between AMERICAN BALANCED FUND, INC., a Maryland
corporation, (hereinafter called the "Fund"), and CAPITAL RESEARCH AND
MANAGEMENT COMPANY, a Delaware corporation, (hereinafter called the "Adviser").
The parties agree as follows:
                                       1.
  The Fund hereby employs the Adviser to determine what securities shall be
purchased or sold by the Fund with respect to the investment and reinvestment
of the assets of the Fund.  The Adviser hereby accepts such employment and
agrees to render the services and to assume the obligation to the extent herein
set forth, for the compensation herein provided.  The Adviser shall, for all
purposes herein, be deemed an independent contractor and not an agent of the
Fund.
                                       2.
  The Adviser agrees to provide supervision of the portfolio of the Fund and to
determine what securities or other property shall be purchased or sold by the
Fund, giving due consideration to the policies of the Fund as expressed in the
Fund's Articles of Incorporation, By-Laws, Registration Statement under the
Investment Company Act of 1940 (the "1940 Act"), Registration Statement under
the Securities Act of 1933 (the "1933 Act"), and prospectus as in use from time
to time, as well as to the factors affecting the Fund's status as a regulated
investment company under the Internal Revenue Code.
  The Adviser shall provide adequate facilities and qualified personnel for the
placement of orders for the purchase, or other acquisition, and sale, or other
disposition, of portfolio securities for the Fund.  With respect to such
transactions, the Adviser, subject to such directions as may be furnished from
time to time by the Board of Directors of the Fund, shall endeavor as the
primary objective to obtain the most favorable prices and executions of orders.
Subject to such primary objective, the Adviser may place orders with brokerage
firms which have sold shares of the Fund or which furnish statistical and other
information to the Adviser, taking into account the value and quality of the
brokerage services of such broker-dealers, including the availability and
quality of such statistical and other information.  Receipt by the Adviser of
any such statistical and other information and services shall not be deemed to
give rise to any requirement for abatement of the advisory fee payable pursuant
to Section 5 hereof.
                                       3.
  The Adviser shall furnish the services of persons to perform the executive,
administrative, clerical, and bookkeeping functions of the Fund, including the
daily determination of net asset value and offering price per share.  The
Adviser shall pay the compensation and travel expenses of all such persons, and
they shall serve without additional compensation from the Fund.  The Adviser
shall also, at its expense, provide the Fund with suitable office space (which
may be in the offices of the Adviser); all necessary small office equipment and
utilities; and general purpose accounting forms, supplies, and postage used at
the offices of the Fund.
                                       4.
  The Fund shall pay all its expenses not assumed by the Adviser as provided
herein.  Such expenses shall include, but shall not be limited to, custodian,
stock transfer and dividend disbursing fees and expenses; costs of the
designing, printing and mailing of reports, prospectuses, proxy statements, and
notices to its shareholders; taxes; expenses of the issuance and redemption of
shares of the Fund (including stock certificates, registration and
qualification fees and expenses); legal and auditing expenses; compensation,
fees, and expenses paid to directors; association dues; costs of stationery and
forms prepared exclusively for the Fund; and costs of assembling and storing
shareholder account data.
                                       5.
  For the services to be rendered and/or the facilities to be furnished as
provided in Sections 1, 2 and 3, the Fund shall pay and the Adviser shall be
entitled to receive an aggregate fee as follows:
 (a) 0.42% of net assets of the Fund up to $500 million per annum
 (b) 0.324% of net assets of the Fund over $500 million to $1 billion per annum
 (c) 0.30% of net assets of the Fund over $1 billion to $1.5 billion per annum
 (d) 0.282% of net assets of the Fund over $1.5 billion to $2.5 billion per
annum
 (e) 0.27% of net assets of the Fund over $2.5 billion to $4 billion per annum
 (f) 0.262% of net assets of the Fund over $4 billion to $6.5 billion per annum
  (g) 0.255% of net assets of the Fund over $6.5 billion to $10.5 billion per
annum
  (h) 0.25% of net assets of the Fund over $10.5 billion
  Such fee shall be computed and accrued daily at one three-hundred-
sixty-fifth (1/365th) of the applicable annual rate set forth above.  The net
asset value of the Fund shall be determined in the manner set forth in the
Articles of Incorporation and prospectus of the Fund as of the close of the New
York Stock Exchange on each day on which said Exchange is open, and in the case
of Saturdays, Sundays, and other days on which said Exchange shall not be open,
as at the close of the last preceding day on which said Exchange shall have
been open.  The amounts thus computed and accrued during each calendar month
shall be paid to the Adviser on or before the tenth (10th) day of the
succeeding calendar month, provided, however, that in the event of any
termination of this Agreement, such fee shall be computed and paid to the date
of such termination.
                                       6.
  The Adviser agrees to reduce the fee payable to it under this Agreement by
the amount by which the ordinary operating expenses of the Fund for any fiscal
year of the Fund, excluding interest, taxes and extraordinary expenses, shall
exceed one and one-half percent (1 1/2%) of the first $30 million of average
net assets of the Fund determined pursuant to Section 5, plus one per-cent (1%)
of such average net assets in excess thereof.  Costs incurred in connection
with the purchase or sale of portfolio securities, including brokerage fees and
commissions, which are capitalized in accordance with generally accepted
accounting principles applicable to investment companies, shall be accounted
for as capital items and not as expenses.  Proper accruals shall be made by the
Fund for any projected reduction hereunder, and corresponding amounts shall be
withheld from the fees paid by the Fund to the Adviser.  Any additional
reduction computed at the end of the fiscal year shall be deducted from the fee
for the last month of such fiscal year, and any excess shall be paid to the
Fund immediately after the fiscal year end, and in any event prior to
publication of the Fund's annual report as a reduction of the fees previously
paid during the fiscal year.
                                       7.
  The expense limitation described in Section 6 shall apply only to Class A
shares issued by the Fund and shall not apply to any other class(es) of shares
the Fund may issue in the future.  Any new class(es) of shares issued by the
Fund will not be subject to an expense limitation.  However, notwithstanding
the foregoing, to the extent the Investment Adviser is required to reduce its
management fee pursuant to provisions contained in Section 6 due to the
expenses of the Class A shares exceeding the stated limit, the Investment
Adviser will either (i) reduce its management fee similarly for other classes
of shares, or (ii) reimburse the Fund for other expenses to the extent
necessary to result in an expense reduction only for Class A shares of the
Fund.
                                       8.
  Nothing contained in this Agreement shall be construed to prohibit the
Adviser from performing investment advisory, management, or distribution
services for other investment companies and other persons or companies, or to
prohibit affiliates of the Adviser from engaging in such businesses or in other
related or unrelated businesses.
                                       9.
  The Adviser shall have no liability to the Fund, or its shareholders, for any
error of judgment, mistake of law, or for any loss arising out of any
investment, or for any other act or omission in the performance of its
obligations to the Fund not involving willful misfeasance, bad faith, gross
negligence or reckless disregard of its obligations and duties hereunder.
                                      10.
  This Agreement shall continue in effect until the close of business on
December 31, 2000.  It may thereafter be renewed from year to year by mutual
consent, provided that such renewal shall be specifically approved at least
annually by (i) the Board of Directors of the Fund, or by the vote of a
majority (as defined in the 1940 Act) of the outstanding voting securities of
the Fund, and (ii) a majority of those directors who are not parties to this
Agreement or interested persons (as defined in the 1940 Act) of any such party
cast in person at a meeting called for the purpose of voting on such approval.
Such mutual consent to renewal shall not be deemed to have been given unless
evidenced by a writing signed by both parties hereto.
                                      11.
  This Agreement may be terminated at any time, without payment of any penalty,
by the Board of Directors of the Fund or by the vote of a majority (as defined
in the 1940 Act) of the outstanding voting securities of the Fund, on sixty
(60) days' written notice to the Adviser, or by the Adviser on like notice to
the Fund.  This Agreement shall automatically terminate in the event of its
assignment (as defined in the 1940 Act).
  IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in duplicate originals by their officers thereunto duly authorized as
of the day and year first above written.
AMERICAN BALANCED FUND, INC.
By  /s/ Robert G. O'Donnell
 Robert G. O'Donnell, President
By /s/ Patrick F. Quan
 Patrick F. Quan, Secretary
CAPITAL RESEARCH AND MANAGEMENT
COMPANY
By /s/ James F. Rothenberg
 James F. Rothenberg, President
By /s/ Michael J. Downer
 Michael J. Downer, Secretary


                          AMERICAN BALANCED FUND, INC.
             AMENDED AND RESTATED PRINCIPAL UNDERWRITING AGREEMENT
 THIS PRINCIPAL UNDERWRITING AGREEMENT, between AMERICAN BALANCED FUND, INC., a
Delaware corporation (the "Fund"), and AMERICAN FUNDS DISTRIBUTORS, INC., a
California corporation ("the Distributor").
                              W I T N E S S E T H:
 WHEREAS, the Fund is registered under the Investment Company Act of 1940, as
amended (the "1940 Act"), as an open-end diversified investment company which
offers two classes of shares of common stock, designated as Class A shares and
Class B shares, and it is a part of the business of the Fund, and affirmatively
in the interest of the Fund, to offer shares of the Fund either from time to
time or continuously as determined by the Fund's officers subject to
authorization by its Board of Directors; and
 WHEREAS, the Distributor is engaged in the business of promoting the
distribution of shares of investment companies through securities
broker-dealers; and
 WHEREAS, the Fund and the Distributor wish to enter into an agreement with
each other to promote the distribution of the shares of the Fund and of all
series or classes of the Fund which may be established in the future;
 NOW, THEREFORE, the parties agree as follows:
 1. (a) The Distributor shall be the exclusive principal underwriter for the
sale of the shares of the Fund and of each series or class of the Fund which
may be established in the future, except as otherwise provided pursuant to the
following subsection (b).  The terms "shares of Fund" or "shares" as used
herein shall mean shares of common stock of the Fund and each series or class
which may be established in the future and become covered by this Agreement in
accordance with Section 23 of this Agreement.
  (b) The Fund may, upon 60 days' written notice to the Distributor, from time
to time designate other principal underwriters of its shares with respect to
areas other than the North American continent, Hawaii, Puerto Rico, and such
countries or other jurisdictions as to which the Fund may have expressly waived
in writing its right to make such designation.  In the event of such
designation, the right of the Distributor under this Agreement to sell shares
in the areas so designated shall terminate, but this Agreement shall remain
otherwise in full force and effect until terminated in accordance with the
other provisions hereof.
 2. In the sale of shares of the Fund, the Distributor shall act as agent of
the Fund except in any transaction in which the Distributor sells such shares
as a dealer to the public, in which event the Distributor shall act as
principal for its own account.
 3. The Fund shall sell shares only through the Distributor, except that the
Fund may, to the extent permitted by the 1940 Act and the rules and regulations
promulgated thereunder or pursuant thereto, at any time:
(a) issue shares to any corporation, association, trust, partnership or other
organization, or its, or their, security holders, beneficiaries or members, in
connection with a merger, consolidation or reorganization to which the Fund is
a party, or in connection with the acquisition of all or substantially all the
property and assets of such corporation, association, trust, partnership or
other organization;
(b) issue shares at net asset value to the holders of shares of capital stock
or beneficial interest of other investment companies served as investment
adviser by any affiliated company or companies of The Capital Group Companies,
Inc., to the extent of all or any portion of amounts received by such
shareholders upon redemption or repurchase of their shares by the other
investment companies;
(c) issue shares at net asset value to its shareholders in connection with the
reinvestment of dividends paid and other distributions made by the Fund;
(d) issue shares at net asset value to persons entitled to purchase shares at
net asset value without sales charge or contingent deferred sales charge as
described in the current  prospectus which is part of the Fund's Registration
Statement in effect under the Securities Act of 1933, as amended, for each
series issued by the Fund at the time of such offer or sale (the "Prospectus").
 4. The Distributor shall devote its best efforts to the sale of shares of the
Fund and shares of any other mutual funds served as investment adviser by
affiliated companies of The Capital Group Companies, Inc., and insurance
contracts funded by shares of such mutual funds, for which the Distributor has
been authorized to act as a principal underwriter for the sale of shares.  The
Distributor shall maintain a sales organization suited to the sale of shares of
the Fund and shall use its best efforts to effect such sales in jurisdictions
as to which the Fund shall have expressly waived in writing its right to
designate another principal underwriter pursuant to subsection 1(b) hereof, and
shall effect and maintain appropriate qualification to do so in all those
jurisdictions in which it sells or offers shares for sale and in which
qualification is required.
 5. Within the United States of America, all dealers to whom the Distributor
shall offer and sell shares must be duly licensed and qualified to sell shares
of the Fund.  Shares sold to dealers shall be for resale by such dealers only
at the public offering price set forth in the current Prospectus.  The
Distributor shall not, without the consent of the Fund, sell or offer for sale
any shares of a series or class issued by the Fund other than as principal
underwriter pursuant to this Agreement.
 6. In its sales to dealers, it shall be the responsibility of the Distributor
to insure that such dealers are appropriately qualified to transact business in
the shares under applicable laws, rules and regulations promulgated by such
national, state, local or other governmental or quasi-governmental authorities
as may in a particular instance have jurisdiction.
 7. The applicable public offering price of shares shall be the price which is
equal to the net asset value per share, as shall be determined by the Fund in
the manner and at the time or times set forth in and subject to the provisions
of the Prospectus of the Fund.
 8. All orders for shares received by the Distributor shall, unless rejected by
the Distributor or the Fund, be accepted by the Distributor immediately upon
receipt and confirmed at an offering price determined in accordance with the
provisions of the Prospectus and the 1940 Act, and applicable rules in effect
thereunder.  The Distributor shall not hold orders subject to acceptance nor
otherwise delay their execution.  The provisions of this Section shall not be
construed to restrict the right of the Fund to withhold shares from sale under
Section 18 hereof.
 9. The Fund or its transfer agent shall be promptly advised of all orders
received, and shall cause shares to be issued upon payment therefor in New York
or Los Angeles Clearing House Funds.
 10. The Distributor shall adopt and follow procedures as approved by the
officers of the Fund for the confirmation of sales to dealers, the collection
of amounts payable by dealers on such sales, and the cancellation of unsettled
transactions, as may be necessary to comply with the requirements of the
Securities and Exchange Commission or the National Association of Securities
Dealers, Inc. ("NASD"), as such requirements may from time to time exist.
 11. The Distributor, as a principal underwriter under this Agreement for Class
A shares, shall receive (i) that part of the sales charge which is retained by
the Distributor after allowance of discounts to dealers, unless waived by the
Distributor for certain qualified fee-based programs, as set forth in the
Prospectus of the Fund, and (ii) amounts payable to the Distributor pursuant to
the Fund's Plan of Distribution under Rule 12b-1 under the 1940 Act relating to
its Class A shares.
 12. The Distributor, as principal underwriter under this agreement for Class B
shares shall receive (i) distribution fees as commissions for the sale of Class
B shares and contingent deferred sales charges ("CDSC") (as defined below), as
set forth in the Fund's Prospectus, and (ii) shareholder service fees at the
rate of 0.25% per annum of the average net asset value of Class B shares
pursuant to the Fund's Plan of Distribution under Rule 12b-1 under the 1940 Act
relating to its Class B shares (the "Plan").
13. (a) In accordance with the Plan, the Fund shall pay to the Distributor or,
at the Distributor's direction, to a third-party, monthly in arrears on or
prior to the 10/th/ business day of the following calendar month, the
Distributor's Allocable Portion (as defined below) of a fee (the "Distribution
Fee") which shall accrue daily in an amount equal to the product of (A) the
daily equivalent of 0.75% per annum multiplied by (B) the net asset value of
the Class B shares of the Fund outstanding on such day.  The Fund agrees to
withhold from redemption proceeds of the Class B shares, the Distributor's
Allocable Portion of any CDSCs payable with respect to the Class B shares, as
provided in the Fund's Prospectus, and to pay the same over to the Distributor
or, at the Distributor's direction to a third-party, at the time the redemption
proceeds are payable to the holder of such shares redeemed.  Payment of these
CDSC amounts to the Distributor is not contingent upon the adoption or
continuation of any Plan.
(b) For purposes of this Agreement, the term "Allocable Portion" of
Distribution Fees and CDSCs payable with respect to Class B shares shall mean
the portion of such Distribution Fees and CDSC allocated to the Distributor in
accordance with the Allocation Schedule attached hereto as Schedule A.
(c) The Distributor shall be considered to have completely earned the right to
the payment of its Allocable Portion of the Distribution Fees and the right to
payment of its Allocable Portion of the CDSCs with respect to each "Commission
Share" (as defined in the Allocation Schedule attached hereto as Schedule A)
upon the settlement date of such Commission Share taken into account in
determining the Distributor's Allocable Portion of Distribution Fees.
(d) The provisions set forth in Section 1 of the Plan (in effect on the date
hereof) relating to Class B shares, together with the related definitions are
hereby incorporated into this Section 13 by reference with the same force and
effect as if set forth herein in their entirety.
 14. The Fund agrees to use its best efforts to maintain its registration as a
diversified open-end management investment company under the 1940 Act.
 15. The Fund agrees to use its best efforts to maintain an effective
Prospectus under the Securities Act of 1933, as amended, and warrants that such
Prospectus will contain all statements required by and will conform with the
requirements of such Securities Act of 1933 and the rules and regulations
thereunder, and that no part of any such Prospectus, at the time the
Registration Statement of which it is a part becomes effective, will contain
any untrue statement of a material fact or omit to state a material fact
required to be stated therein, or necessary to make the statements therein not
misleading (excluding any information provided by the Distributor in writing
for inclusion in the Prospectus).  The Distributor agrees and warrants that it
will not in the sale of shares use any Prospectus, advertising or sales
literature not approved by the Fund or its officers nor make any untrue
statement of a material fact nor omit the stating of a material fact necessary
in order to make the statements made, in the light of the circumstances under
which they are made, not misleading.  The Distributor agrees to indemnify and
hold the Fund harmless from any and all loss, expense, damage and liability
resulting from a breach of the agreements and warranties contained in this
Section, or from the use of any sales literature, information, statistics or
other aid or device employed in connection with the sale of shares.
 16. The expense of each printing of each Prospectus and each revision thereof
or addition thereto deemed necessary by the Fund's officers to meet the
requirements of applicable laws shall be divided between the Fund, the
Distributor and any other principal underwriter of the shares of the Fund as
follows:
(a) the Fund shall pay the typesetting and make-ready charges;
(b) the printing charges shall be prorated between the Fund, the Distributor,
and any other principal underwriter(s) in accordance with the number of copies
each receives; and
(c) expenses incurred in connection with the foregoing, other than to meet the
requirements of the Securities Act of 1933, as amended, or other applicable
laws, shall be borne by the Distributor, except in the event such incremental
expenses are incurred at the request of any other principal underwriter(s), in
which case such incremental expenses shall be borne by the principal
underwriter(s) making the request.
 17. The Fund agrees to use its best efforts to qualify and maintain the
qualification of an appropriate number of the shares of each series or class it
offers for sale under the securities laws of such states as the Distributor and
the Fund may approve.  Any such qualification for any series or class may be
withheld, terminated or withdrawn by the Fund at any time in its discretion.
The expense of qualification and maintenance of qualification shall be borne by
the Fund, but the Distributor shall furnish such information and other material
relating to its affairs and activities as may be required by the Fund or its
counsel in connection with such qualifications.
 18. The Fund may withhold shares of any series or class from sale to any
person or persons or in any jurisdiction temporarily or permanently if, in the
opinion of its counsel, such offer or sale would be contrary to law or if the
Directors or the President or any Vice President of the Fund determines that
such offer or sale is not in the best interest of the Fund.  The Fund will give
prompt notice to the Distributor of any withholding and will indemnify it
against any loss suffered by the Distributor as a result of such withholding by
reason of nondelivery of shares of any series or class after a good faith
confirmation by the Distributor of sales thereof prior to receipt of notice of
such withholding.
19. (a) This Agreement may be terminated at any time, without payment of any
penalty, as to the Fund or any series or class on sixty (60) days' written
notice by the Distributor to the Fund.
(b) This Agreement may be terminated as to the Fund or any series or class by
either party upon five (5) days' written notice to the other party in the event
that the Securities and Exchange Commission has issued an order or obtained an
injunction or other court order suspending effectiveness of the Registration
Statement covering the shares of the Fund or such series or class.
(c) This Agreement may be terminated as to the Fund or any series or class by
the Fund upon five (5) days' written notice to the Distributor provided either
of the following events has occurred:
 (i) The NASD has expelled the Distributor or suspended its membership in that
organization; or
 (ii) the qualification, registration, license or right of the Distributor to
sell shares of any series in a particular state has been suspended or canceled
by the State of California or any other state in which sales of the shares of
the Fund or such series during the most recent 12-month period exceeded 10% of
all shares of such series sold by the Distributor during such period.
(d) This Agreement may be terminated as to the Fund or any series or class at
any time on sixty (60) days' written notice to the Distributor without the
payment of any penalty, by vote of a majority of the Independent Directors or
by vote of a majority of the outstanding voting securities (as defined in the
1940 Act) of the Fund or such series or class.
 20. This Agreement shall not be assignable by either party hereto and in the
event of assignment shall automatically terminate forthwith.  The term
"assignment" shall have the meaning set forth in the 1940 Act.  Notwithstanding
this Section, this Agreement, with respect to the Fund's Class B shares, has
been approved in accordance with Section 22 in anticipation of the
Distributor's transfer of its Allocable Portion (but not its obligations under
this Agreement) to a third-party pursuant to a "Purchase and Sale Agreement" in
order to raise funds to cover distribution expenditures, and such transfer will
not cause of a termination of this Agreement.
 21. No provision of this Agreement shall protect or purport to protect the
Distributor against any liability to the Fund or holders of its shares for
which the Distributor would otherwise be liable by reason of willful
misfeasance, bad faith, or gross negligence.
 22. This Agreement shall become effective on January 1, 2000.  Unless sooner
terminated in accordance with the other provisions hereof, this Agreement shall
continue in effect until December 31, 2000, and shall continue in effect from
year to year thereafter but only so long as such continuance is specifically
approved at least annually by (i) the vote of a majority of the Independent
Directors of the Fund cast in person at a meeting called for the purpose of
voting on such approval, and (ii) the vote of either a majority of the entire
Board of Directors of the Fund or a majority (within the meaning of the 1940
Act) of the outstanding voting securities of the Fund.
 23. If the Fund shall at any time issue shares in more than one series or
class, this Agreement shall take effect with respect to such series or class of
the Fund which may be established in the future at such time as it has been
approved as to such series or class by vote of the Board of Directors and the
Independent Directors in accordance with Section 22.  The Agreement as approved
with respect to any series or class shall specify the compensation payable to
the Distributor pursuant to Sections 11 and 12, as well as any provisions which
may differ from those herein with respect to such series, subject to approval
in writing by the Distributor.
 This Agreement may be approved, amended, continued or renewed with respect to
a series or class as provided herein notwithstanding such approval, amendment,
continuance or renewal has not been effected with respect to any one or more
other series or class of the Fund.
 This Agreement shall be construed under and shall be governed by the laws of
the State of California, and the parties hereto agree that proper venue of any
action with respect hereto shall be Los Angeles County, California.
 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed in duplicate original by their officers thereunto duly authorized, as
of December 8, 1999.
AMERICAN FUNDS DISTRIBUTORS, INC. AMERICAN BALANCED FUND, INC.
By /s/ Kevin G. Clifford    By /s/ Robert G. O'Donnell
 Kevin G. Clifford     Robert G. O'Donnell
 President      President
By /s/ Michael J. Downer    By /s/ Patrick F. Quan
 Michael J. Downer     Patrick F. Quan
 Secretary      Secretary
    SCHEDULE A
to the
Amended and Restated Principal Underwriting Agreement
                              ALLOCATION SCHEDULE
 The following relates solely to Class B shares.
 The Distributor's Allocable Portion of Distribution Fees and CDSCs in respect
of Class B shares shall be 100% until such time as the Distributor shall cease
to serve as exclusive distributor of Class B shares; thereafter, collections
that constitute CDSCs and Distribution Fees relating to Class B shares shall be
allocated among the Distributor and any successor distributor ("Successor
Distributor") in accordance with this Schedule.
 Defined terms used in this Schedule and not otherwise defined herein shall
have the meanings assigned to them in the Amended and Restated Principal
Underwriting Agreement (the "Distribution Agreement"), of which this Schedule
is a part.  As used herein the following terms shall have the meanings
indicated:
 "Commission Share" means each B share issued under circumstances which would
normally give rise to an obligation of the holder of such share to pay a CDSC
upon redemption of such share (including, without limitation, any B share
issued in connection with a permitted free exchange), and any such share shall
continue to be a Commission Share of the applicable Fund prior to the
redemption (including a redemption in connection with a permitted free
exchange) or conversion of such share, even though the obligation to pay the
CDSC may have expired or conditions for waivers thereof may exist.
 "Date of Original Issuance" means in respect of any Commission Share, the date
with reference to which the amount of the CDSC payable on redemption thereof,
if any, is computed.
 "Free Share" means, in respect of a Fund, each B share of the Fund, other than
a Commission Share (including, without limitation, any B share issued in
connection with the reinvestment of dividends or capital gains).
 "Inception Date" means in respect of a Fund, the first date on which the Fund
issued shares.
 "Net Asset Value" means the net asset value determined as set forth in the
Prospectus of each Fund.
 "Omnibus Share" means, in respect of a Fund, a Commission Share or Free Share
sold by one of the selling agents listed on [Exhibit I].  If, subsequent to the
Successor Distributor becoming exclusive distributor of the Class B shares, the
Distributor reasonably determines that the transfer agent is able to track all
Commission Shares and Free Shares sold by any of the selling agents listed on
Exhibit I in the same manner as Commission Shares and Free Shares are currently
tracked in respect of selling agents not listed on Exhibit I, then Exhibit I
shall be amended to delete such selling agent from Exhibit I so that Commission
Shares and Free Shares sold by such selling agent will no longer be treated as
Omnibus Shares.
PART I:  ATTRIBUTION OF CLASS B SHARES
 Class B shares that are outstanding from time to time, shall be attributed to
the Distributor and each Successor Distributor in accordance with the following
rules;
 (1) Commission Shares other than Omnibus Shares:
 (a) Commission Shares that are not Omnibus Shares ("Non-Omnibus Commission
Shares") attributed to the Distributor shall be those Non-Omnibus Commission
Shares the date of Original Issuance of which occurred on or after the
Inception Date of the applicable Fund and on or prior to the date the
Distributor ceased to be exclusive distributor of Class B shares of the Fund.
 (b) Non-Omnibus Commission Shares attributable to each Successor Distributor
shall be those Non-Omnibus Commission Shares the Date of Original Issuance of
which occurs after the date such Successor Distributor became the exclusive
distributor of Class B shares of the Fund and on or prior to the date such
Successor Distributor ceased to be the exclusive distributor of Class B shares
of the Fund.
 (c) A Non-Omnibus Commission Share of a Fund issued in consideration of the
investment of proceeds of the redemption of a Non-Omnibus Commission Share of
another Fund (the "Redeeming Fund") in connection with a permitted free
exchange, is deemed to have a Date of Original Issuance identical to the Date
of Original Issuance of the Non-Omnibus Commission Share of the Redeeming Fund,
and any such Commission Share will be attributed to the Distributor or
Successor Distributor based upon such Date of Original Issuance in accordance
with rules (a) and (b) above.
 (2)  Free Shares:
 Free Shares that are not Omnibus Shares ("Non-Omnibus Free Shares") of a Fund
outstanding on any date shall be attributed to the Distributor or a Successor
Distributor, as the case may be, in the same proportion that the Non-Omnibus
Commission Shares of a Fund outstanding on such date are attributed to each on
such date; provided that if the Distributor and its transferees reasonably
determines that the transfer agent is able to produce monthly reports that
track the Date of Original Issuance for such Non-Omnibus Free Shares, then such
Free Shares shall be allocated pursuant to clause 1(a), (b) and (c) above.
 (3) Omnibus Shares:
 Omnibus Shares of a Fund outstanding on any date shall be attributed to the
Distributor or a Successor Distributor, as the case may be, in the same
proportion that the Non-Omnibus Commission Shares of the applicable Fund
outstanding on such date are attributed to it on such date; provided that if
the Distributor reasonably determines that the transfer agent is able to
produce monthly reports that track the Date of Original Issuance for the
Omnibus Shares, then the Omnibus Shares shall be allocated pursuant to clause
1(a), (b) and (c) above.
PART II:  ALLOCATION OF CDSCs
 (1) CDSCs Related to the Redemption of Non-Omnibus Commission Shares:
 CDSCs in respect of the redemption of Non-Omnibus  Commission Shares shall be
allocated to the Distributor or a Successor Distributor depending upon whether
the related redeemed Commission Share is attributable to the Distributor or
such Successor Distributor, as the case may be, in accordance with Part I
above.
 (2) CDSCs Related to the Redemption of Omnibus Shares:
 CDSCs in respect of the redemption of Omnibus Shares shall be allocated to the
Distributor or a Successor Distributor in the same proportion that CDSCs
related to the redemption of Commission Shares are allocated to each thereof;
provided, that if the Distributor reasonably determines that the transfer agent
is able to produce monthly reports which track the Date of Original Issuance
for the Omnibus Shares, then the CDSCs in respect of the redemption of Omnibus
Shares shall be allocated among the Distributor and any Successor Distributor
depending on whether the related redeemed Omnibus Share is attributable to the
Distributor or a Successor Distributor, as the case may be, in accordance with
Part I above.
PART III:  ALLOCATION OF DISTRIBUTION FEE
 Assuming that the Distribution Fee remains constant over time so that Part IV
hereof does not become operative:
(1) The portion of the aggregate Distribution Fee accrued in respect of all
Class B shares of a Fund during any calendar month allocable to the Distributor
or a Successor Distributor is determined by multiplying the total of such
Distribution Fee by the following fraction:
                              (A + C)/2
(B + D)/2
where:
A= The aggregate Net Asset Value of all Class B shares of a Fund attributed to
the Distributor or such Successor Distributor, as the case may be, and
outstanding at the beginning of such calendar month
B= The aggregate Net Asset Value of all Class B shares of a Fund at the
beginning of such calendar month
C= The aggregate Net Asset Value of all Class B shares of a Fund attributed to
the Distributor or such Successor Distributor, as the case may be, and
outstanding at the end of such calendar month
D= The aggregate Net Asset Value of all Class B shares of a Fund at the end of
such calendar month
 (2) If the Distributor reasonably determines that the transfer agent is able
to produce automated monthly reports that allocate the average Net Asset Value
of the Commission Shares (or all Class B shares if available) of a Fund among
the Distributor and any Successor Distributor in a manner consistent with the
methodology detailed in Part I and Part III(1) above, the portion of the
Distribution Fee accrued in respect of all such Class B shares of a Fund during
a particular calendar month will be allocated to the Distributor or a Successor
Distributor by multiplying the total of such Distribution Fee by the following
fraction:
                                    (A)/(B)
where:
A= Average Net Asset Value of all such Class B shares of a Fund for such
calendar month attributed to the Distributor or a Successor Distributor, as the
case may be
B= Total average Net Asset Value of all such Class B shares of a Fund for such
calendar month
PART IV:  ADJUSTMENT OF THE DISTRIBUTOR'S ALLOCABLE PORTION AND EACH SUCCESSOR
DISTRIBUTOR'S ALLOCABLE PORTION
 The parties to the Distribution Agreement recognize that, if the terms of any
distributor's contract, any distribution plan, any prospectus, the Conduct
Rules or any other applicable law change so as to disproportionately reduce, in
a manner inconsistent with the intent of this Distribution Agreement, the
amount of the Distributor's Allocable Portion or any Successor Distributor's
Allocable Portion had no such change occurred, the definitions of the
Distributor's Allocable Portion and/or the Successor Distributor's Allocable
Portion in respect of the Class B shares relating to a Fund shall be adjusted
by agreement among the relevant parties; provided, however, if the Distributor,
the Successor Distributor and the Fund cannot agree within thirty (30) days
after the date of any such change in applicable laws or in any distributor's
contract, distribution plan, prospectus or the Conduct Rules, they shall submit
the question to arbitration in accordance with the commercial arbitration rules
of the American Arbitration Association and the decision reached by the
arbitrator shall be final and binding on each of them.


                          AMERICAN BALANCED FUND, INC.
  One Market, Steuart Tower, Suite 1800 S San Francisco, California 94105-1409
Mailing Address:  P.O. Box 7650, San Francisco, California 94120-7650 S
Telephone (415) 421-9360
      January 15, 1999
Capital Research and Management Company
333 South Hope Street, 55/th/ Floor
Los Angeles, CA 90071
RE: DELEGATION OF RESPONSIBILITIES UNDER RULE 17F-5
Dear Mesdames/Sirs:
  This Agreement confirms, and sets forth the responsibilities of the parties
in connection with, the appointment of Capital Research and Management Company
("CRMC") as the Foreign Custody Manager of American Balanced Fund, Inc. (the
"Corporation"), in accordance with rule 17f-5, as amended, under the Investment
Company Act of 1940 (the "1940 Act").  CRMC hereby accepts such appointment as
of the date first written above.  All capitalized terms used herein and not
otherwise defined have the meanings assigned in rule 17f-5.
The Corporation may, from time to time and in accordance with this Agreement,
place or maintain in the care of an Eligible Foreign Custodian, any of the
Corporation's investments (including non-U.S. currencies) for which the primary
market is outside the United States, and such cash and cash equivalents as are
reasonably necessary to effect the Corporation's transactions in such
investments, PROVIDED THAT:
(a) CRMC, as Foreign Custody Manager, determines that the Corporation's assets
will be subject to reasonable care, based on the standards applicable to
custodians in the relevant market, if maintained with the custodian, after
considering all factors relevant to the safekeeping of such assets, including,
without limitation:
(1)  the custodian's practices, procedures, and internal controls, including,
but not limited to, the physical protections available for certificated
securities (if applicable), the method of keeping custodial records, and the
security and data protection practices;
(2)  whether the custodian has the requisite financial strength to provide
reasonable care for the Corporation's assets;
(3)  the custodian's general reputation and standing and, in the case of a
securities depository, the depository's operating history and number of
participants; and
(4)  whether the Corporation will have jurisdiction over and be able to enforce
judgments against the custodian, such as by virtue of the existence of any
offices of the custodian in the U.S. or the custodian's consent to service of
process in the U.S.
(b) Each of the Corporation's non-U.S. custody arrangements are governed by a
written contract (or, in the case of a Securities Depository, by such a
contract, by the rules or established practices or procedures of the
depository, or by any combination of the foregoing) that CRMC, as Foreign
Custody Manager, has determined will provide reasonable care for the
Corporation's assets based on the standards set forth in paragraph (a) above.
(1) Such contract shall include provisions that provide:
(i) for indemnification or insurance arrangements (or any combination of the
foregoing) such that the Corporation will be adequately protected against the
risk of loss of assets held in accordance with such contract;
(ii) that the Corporation's assets will not be subject to any right, charge,
security interest, lien or claim of any kind in favor of the custodian or its
creditors except a claim of payment for their safe custody or administration
or, in the case of cash deposits, liens or rights in favor of creditors of the
custodian arising under bankruptcy, insolvency, or similar laws;
(iii) that beneficial ownership for the Corporation's assets will be freely
transferable without the payment of money or value other than for safe custody
or administration;
(iv) that adequate records will be maintained identifying the assets as
belonging to the Corporation or as being held by a third party for the benefit
of the Corporation;
(v) that the Corporation's independent public accountants will be given access
to those records or confirmation of the contents of those records; and
(vi) that the Corporation will receive periodic reports with respect to the
safekeeping of the Corporation's assets, including, but not limited to,
notification of any transfer to or from the Corporation's account or a third
party account containing assets held for the benefit of the Corporation.
(2) Such contract may contain, in lieu of any or all of the provisions
specified in subparagraph (1) above, such other provisions that CRMC, as
Foreign Custody Manager, determines will provide, in their entirety, the same
or a greater level of care and protection for Corporation assets as the
specified provisions, in their entirety.
(c) (1) CRMC, as Foreign Custody Manager, will have established a system to
monitor the appropriateness of maintaining the Corporation's assets with a
particular custodian under paragraph (a) above, and the contract governing the
Corporation's arrangements under paragraph (b) above.
(2) If an arrangement no longer meets the requirements of paragraph (c), the
Corporation must withdraw its assets from the custodian as soon as reasonably
practicable.
  CRMC, as Foreign Custody Manager, will provide written reports notifying the
Corporation's Board of Directors of the placement of the Corporation's assets
with a particular custodian and of any material change in the Corporation's
arrangements, with the reports to be provided to the Board at such times as the
Board deems reasonable and appropriate based on the circumstances of the
Corporation's non-U.S. custody arrangements.
  CRMC, in performing the responsibilities delegated to it as the Corporation's
Foreign Custody Manager, will exercise reasonable care, prudence and diligence
such as a person having responsibility for the safekeeping of the Corporation's
assets would exercise.
  This Agreement (and the appointment of CRMC as the Corporation's Foreign
Custody Manager) may be terminated at any time, without payment or any penalty,
by the Board of Directors of the Corporation or by vote of a majority (within
the meaning of the 1940 Act) of the outstanding voting securities of the
Corporation, on sixty (60) days' written notice to CRMC, or by CRMC on like
notice to the Corporation.
  The obligations of the Corporation under this Agreement are not binding upon
any of the Directors, officers, employees, agents or shareholders of the
Corporation individually, but bind only the Corporation's estate.  CRMC agrees
to look solely to the assets of the Corporation for the satisfaction of any
liability in respect of the Corporation under this Agreement and will not seek
recourse against such Directors, officers, employees, agents or shareholders,
or any of them, or any of their personal assets for such satisfaction.
 Very truly yours,
 AMERICAN BALANCED FUND, INC.
 By:/s/Patrick F. Quan
        Patrick F. Quan, Secretary
ACCEPTED AND AGREED as of the date first written above:
CAPITAL RESEARCH AND
MANAGEMENT COMPANY
By:/s/Paul G. Haaga, Jr.
       Paul G. Haaga, Jr.
       Executive Vice President


PAUL, HASTINGS, JANOFSKY & WALKER LLP
555 South Flower Street
Los Angeles, California 90071
(213) 683-6000
                                 March 7, 2000
American Balanced Fund, Inc.
One Market, Steuart Tower, Suite 1800
San Francisco, CA 94120
Ladies and Gentlemen:
  We have acted as counsel to the American Balanced Fund, Inc., a Maryland
corporation (the "Fund") in connection with Post-Effective Amendment No. 88 to
the Fund's Registration Statement on Form N-1A (Registration No. 2-10758) filed
with the Securities and Exchange Commission under the Securities Act of 1933,
as amended (the "Registration Statement"), relating to the issuance by the Fund
of an indefinite number of Class B shares of common stock of the Fund (the
"Shares").
  In our capacity as counsel for the Fund, we have examined the Articles of
Incorporation of the Fund dated February 22, 1990, as amended, the bylaws of
the Fund, as amended, and originals or copies of actions of the Board of
Directors of the Fund, as furnished to us by the Fund, certificates of public
officials, and such other documents, records and certificates as we have deemed
necessary for the purposes of this opinion.
  Our opinion below is limited to the federal law of the United States of
America and the Maryland General Corporation Law.  We are not licensed to
practice law in the State of Maryland, and we have based our opinion solely on
our review of the Maryland General Corporation Law and the case law
interpreting such Law as reported in the Annotated Laws of Maryland (Aspen Law
& Business, supp. 1999).  We have not undertaken a review of other Maryland law
or of any administrative or court decisions in connection with rendering this
opinion.  We disclaim any opinion as to any law other than as described above,
and we disclaim any opinion as to any statute, rule, regulation, ordinance,
order or other promulgation of any regional or local governmental authority.
  Based on the foregoing and our examination of such questions of law as we
have deemed necessary and appropriate for the purpose of this opinion, we are
of the opinion that the Shares of the Fund are duly authorized and, when
purchased and paid for as described in the Registration Statement, will be
validly issued, fully paid and nonassessable.
  We hereby consent to the filing of this opinion of counsel as an exhibit to
the Registration Statement.
     Very truly yours,
   s/ PAUL, HASTINGS, JANOFSKY & WALKER LLP


INDEPENDENT AUDITORS' CONSENT
American Balanced Fund, Inc.:
We consent to (a) the use in this Post-Effective Amendment No. 88 to
Registration Statement No. 2-10758 on Form N-1A of our report dated January 28,
1999 appearing in the Financial Statements, which are included in Part B, the
Statement of Additional Information of such Registration Statement, (b) the
references to us under the heading "General Information" in such Statement of
Additional Information and (c) the reference to us under the heading "Financial
Highlights" in the Prospectus, which is a part of such Registration Statement.
DELOITTE & TOUCHE LLP
Los Angeles, California
March 6, 2000



PLAN OF DISTRIBUTION
of
AMERICAN BALANCED FUND, INC.
relating to its
CLASS B SHARES
 WHEREAS, American Balanced Fund, Inc. (the "Fund") is a Maryland Corporation
that offers two classes of shares of common stock, designated as Class A shares
and Class B shares;
 WHEREAS, American Funds Distributors, Inc. ("AFD") or any successor entity
designated by the Fund (AFD and any such successor collectively are referred to
as "Distributor") will serve as distributor of the shares of common stock of
the Fund, and the Fund and Distributor are parties to a principal underwriting
agreement (the "Agreement");
 WHEREAS, the purpose of this Plan of Distribution (the "Plan") is to authorize
the Fund to bear expenses of distribution of its Class B shares; and
 WHEREAS, the Board of Directors of the Fund has determined that there is a
reasonable likelihood that this Plan will benefit the Fund and its
shareholders;
 NOW, THEREFORE, the Fund adopts this Plan as follows:
 1. PAYMENTS TO DISTRIBUTOR.  The Fund may expend pursuant to this Plan and as
set forth below an aggregate amount not to exceed 1.00% per annum of the
average net assets of the Fund's Class B shares.
  A. SERVICE FEES.  The Fund shall pay to the Distributor monthly in arrears a
shareholder servicing fee (the "Shareholder Servicing Fee") at the rate of
0.25% per annum on the Fund's Class B shares outstanding for less than one
year.  The Fund shall also pay to the Distributor quarterly a Shareholder
Servicing Fee at the rate of 0.25% per annum on Class B shares that are
outstanding for one year or more.  The Shareholder Servicing Fee is designed to
compensate Distributor for paying Service Fees to broker-dealers with whom
Distributor has an agreement.
  B. DISTRIBUTION FEES.  The Fund shall pay to the Distributor monthly in
arrears its "Allocable Portion" (as described in Schedule A to this Plan
"Allocation Schedule", and until such time as the Fund designates a successor
to AFD as distributor, the Allocable Portion shall equal 100%) of a fee (the
"Distribution Fee"), which shall accrue each day in an amount equal to the
product of (A) the daily equivalent of 0.75% per annum multiplied by (B) the
net asset value of the Fund's Class B shares outstanding on each day.
 The Distributor may sell and assign its right to its Allocable Portion (but
not its obligations to the Fund under the Agreement) of the Distribution Fee to
a third party, and such transfer shall be free and clear of offsets or claims
the Fund may have against the Distributor, it being understood that the Fund is
not releasing the Distributor from any of its obligations to the Fund under the
Agreement or any of the assets the Distributor continues to own.  The Fund may
agree, at the request of the Distributor, to pay the Allocable Portion of the
Distribution Fee directly to the third party transferee.
 Any Agreement between the Fund and the Distributor relating to the Fund's
Class B shares shall provide that:
 (i) the Distributor will be deemed to have performed all services required to
be performed in order to be entitled to receive its Allocable Portion of the
Distribution Fee payable in respect of each "Commission Share" (as defined in
the Allocation Schedule) upon the settlement date of each sale of such
Commission Share taken into account in determining such Distributor's Allocable
Portion of the Distribution Fee;
 (ii) notwithstanding anything to the contrary in this Plan or the Agreement,
the Fund's obligation to pay the Distributor its Allocable Portion of the
Distribution Fee shall not be terminated or modified (including without
limitation, by change in the rules applicable to the conversion of the Class B
shares into shares of another class) for any reason (including a termination of
this Plan or the Agreement between such Distributor and the Fund) except:
  (a) to the extent required by a change in the Investment Company Act of 1940
(the "1940 Act"), the rules and regulations under the 1940 Act, the Conduct
Rules of the National Association of Securities Dealers, Inc. (the "NASD"), or
any judicial decisions or interpretive pronouncements by the Securities and
Exchange Commission, which is either binding upon the Distributor or generally
complied with by similarly situated distributors of mutual fund shares, in each
case enacted, promulgated, or made after March 15, 2000,
  (b) on a basis which does not alter the Distributor's Allocable Portion of
the Distribution Fee computed with reference to Commission Shares of the Fund,
the Date of Original Issuance (as defined in the Allocation Schedule) of which
occurs on or prior to the adoption of such termination or modification and with
respect to Free Shares (as defined in the Allocation Schedule) which would be
attributed to the Distributor under the Allocation Schedule with reference to
such Commission Shares, or
  (c) in connection with a Complete Termination (as defined below) of this Plan
by the Fund;
 (iii) the Fund will not take any action to waive or change any contingent
deferred sales charge ("CDSC") in respect to the Class B shares, the Date of
Original Issuance of which occurs on or prior to the taking of such action
except as provided in the Fund's prospectus or statement of additional
information on the date such Commission Share was issued, without the consent
of the Distributor or its assigns;
 (iv)  notwithstanding anything to the contrary in this Plan or the Agreement,
none of the termination of the Distributor's role as principal underwriter of
the Class B shares of the Fund, the termination of the Agreement or the
termination of this Plan will terminate the Distributor's right to its
Allocable Portion of the CDSCs in respect of Class B shares of the Fund;
 (v) except as provided in (ii) above and notwithstanding anything to the
contrary in this Plan or the Agreement, the Fund's obligation to pay the
Distributor's Allocable Portion of the Distribution Fees and CDSCs payable in
respect of the Class B shares of the Fund shall be absolute and unconditional
and shall not be subject to dispute, offset, counterclaim or any defense
whatsoever, at law or equity, including, without limitation, any of the
foregoing based on the insolvency or bankruptcy of the Distributor; and
 (vi) until the Distributor has been paid its Allocable Portion of the
Distribution Fees in respect of the Class B shares of the Fund, the Fund will
not adopt a plan of liquidation in respect of the Class B shares without the
consent of the Distributor and its assigns.  For purposes of this Plan, the
term Allocable Portion of the Distribution Fees or CDSCs payable in respect of
the Class B shares as applied to any Distributor shall mean the portion of such
Distribution Fees or CDSCs payable in respect of such Class B shares of the
Fund allocated to the Distributor in accordance with the Allocation Schedule as
it relates to the Class B shares of the Fund, and until such time as the Fund
designates a successor to AFD as distributor, the Allocable Portion shall equal
100% of the Distribution Fees and CDSCs.  For purposes of this Plan, the term
"Complete Termination" in respect of this Plan as it relates to the Class B
shares means a termination of this Plan involving the complete cessation of the
payment of Distribution Fees in respect of all Class B shares, the termination
of the distribution plans and principal underwriting agreements, and the
complete cessation of the payment of any asset based sales charge (within the
meaning of the Conduct Rules of the NASD) or similar fees in respect of the
Fund and any successor mutual fund or any mutual fund acquiring a substantial
portion of the assets of the Fund (the Fund and such other mutual funds
hereinafter referred to as the "Affected Funds") and in respect of the Class B
shares and every future class of shares (other than future classes of shares
established more than eight years after the date of such termination) which has
substantially similar characteristics to the Class B shares (all such classes
of shares the "Affected Classes of Shares") of such Affected Funds taking into
account the manner of payment and amount of asset based sales charge, CDSC or
other similar charges borne directly or indirectly by the holders of such
shares; provided that
  (a) the Board of Directors of such Affected Funds, including the Independent
Directors (as defined below) of the Affected Funds, shall have determined that
such termination is in the best interest of such Affected Funds and the
shareholders of such Affected Funds, and
  (b) such termination does not alter the CDSC as in effect at the time of such
termination applicable to Commission Shares of the Fund, the Date of Original
Issuance of which occurs on or prior to such termination.
 2. APPROVAL BY THE BOARD.  This Plan shall not take effect until it has been
approved, together with any related agreement, by votes of the majority of both
(i) the Board of Directors of the Fund and (ii) those Directors of the Fund who
are not "interested persons" of the Fund (as defined in the 1940 Act) and have
no direct or indirect financial interest in the operation of this Plan or any
agreement related to it (the "Independent Directors"), cast in person at a
meeting called for the purpose of voting on this Plan and/or such agreement.
 3. REVIEW OF EXPENDITURES.  At least quarterly, the Board of Directors shall
be provided by any person authorized to direct the disposition of monies paid
or payable by the Fund pursuant to this Plan or any related agreement, and the
Board shall review, a written report of the amounts expended pursuant to this
Plan and the purposes for which such expenditures were made.
 4. TERMINATION OF PLAN.  This Plan may be terminated as to the Fund's Class B
shares at any time by vote of a majority of the Independent Directors, or by
vote of a majority of the outstanding Class B shares of the Fund.  Unless
sooner terminated in accordance with this provision, this Plan shall continue
in effect until December 31, 2000.  It may thereafter be continued from year to
year in the manner provided for in paragraph 2 hereof.
 Notwithstanding the foregoing or paragraph 6, below, any amendment or
termination of this Plan shall not affect the rights of the Distributor to
receive its Allocable Portion of the Distribution Fee, unless the termination
constitutes a Complete Termination of this Plan as described in paragraph 1
above.
 5. REQUIREMENTS OF AGREEMENT.  Any Agreement related to this Plan shall be in
writing, and shall provide:
  0. that such agreement may be terminated as to the Fund at any time, without
payment of any penalty by the vote of a majority of the Independent Directors
or by a vote of a majority of the outstanding Class B shares of the Fund, on
not more than sixty (60) days' written notice to any other party to the
agreement; and
  b. that such agreement shall terminate automatically in the event of its
assignment.
 6. AMENDMENT.  This Plan may not be amended to increase materially the maximum
amount of fee or other distribution expenses provided for in paragraph 1 hereof
with respect to the Class B shares of the Fund unless such amendment is
approved by vote of a majority of the outstanding voting securities of the
Class B shares of the Fund and as provided in paragraph 2 hereof, and no other
material amendment to this Plan shall be made unless approved in the manner
provided for in paragraph 2 hereof.
 7. NOMINATION OF DIRECTORS.  While this Plan is in effect, the selection and
nomination of Independent Directors shall be committed to the discretion of the
Independent Directors of the Fund.
 8. ISSUANCE OF SERIES OF SHARES.  If the Fund shall at any time issue shares
in more than one series, this Plan may be adopted, amended, continued or
renewed with respect to a series as provided herein, notwithstanding that such
adoption, amendment, continuance or renewal has not been effected with respect
to any one or more other series of the Fund.
 9. RECORD RETENTION.  The Fund shall preserve copies of this Plan and any
related agreement and all reports made pursuant to paragraph 3 hereof for not
less than six (6) years from the date of this Plan, or such agreement or
reports, as the case may be, the first two (2) years of which such records
shall be stored in an easily accessible place.
 IN WITNESS WHEREOF, the Fund has caused this Plan to be executed by its
officers thereunto duly authorized, as of January 1, 2000.
AMERICAN BALANCED FUND, INC.
By /s/ Robert G. O'Donnell   By /s/ Patrick F. Quan
 Robert G. O'Donnell, President   Patrick F. Quan, Secretary
SCHEDULE A
to the
Plan of Distribution of
American Balanced Fund, Inc.
relating to its Class B shares
                              ALLOCATION SCHEDULE
 The following relates solely to Class B shares.
 The Distributor's Allocable Portion of Distribution Fees and CDSCs in respect
of Class B shares shall be 100% until such time as the Distributor shall cease
to serve as exclusive distributor of Class B shares; thereafter, collections
that constitute CDSCs and Distribution Fees relating to Class B shares shall be
allocated among the Distributor and any successor distributor ("Successor
Distributor") in accordance with this Schedule.
 Defined terms used in this Schedule and not otherwise defined herein shall
have the meanings assigned to them in the Amended and Restated Principal
Underwriting Agreement (the "Distribution Agreement"), of which this Schedule
is a part.  As used herein the following terms shall have the meanings
indicated:
 "Commission Share" means each B share issued under circumstances which would
normally give rise to an obligation of the holder of such share to pay a CDSC
upon redemption of such share (including, without limitation, any B share
issued in connection with a permitted free exchange), and any such share shall
continue to be a Commission Share of the applicable Fund prior to the
redemption (including a redemption in connection with a permitted free
exchange) or conversion of such share, even though the obligation to pay the
CDSC may have expired or conditions for waivers thereof may exist.
 "Date of Original Issuance" means in respect of any Commission Share, the date
with reference to which the amount of the CDSC payable on redemption thereof,
if any, is computed.
 "Free Share" means, in respect of a Fund, each B share of the Fund, other than
a Commission Share (including, without limitation, any B share issued in
connection with the reinvestment of dividends or capital gains).
 "Inception Date" means in respect of a Fund, the first date on which the Fund
issued shares.
 "Net Asset Value" means the net asset value determined as set forth in the
Prospectus of each Fund.
 "Omnibus Share" means, in respect of a Fund, a Commission Share or Free Share
sold by one of the selling agents listed on [Exhibit I].  If, subsequent to the
Successor Distributor becoming exclusive distributor of the Class B shares, the
Distributor reasonably determines that the transfer agent is able to track all
Commission Shares and Free Shares sold by any of the selling agents listed on
Exhibit I in the same manner as Commission Shares and Free Shares are currently
tracked in respect of selling agents not listed on Exhibit I, then Exhibit I
shall be amended to delete such selling agent from Exhibit I so that Commission
Shares and Free Shares sold by such selling agent will no longer be treated as
Omnibus Shares.
PART I:  ATTRIBUTION OF CLASS B SHARES
 Class B shares that are outstanding from time to time, shall be attributed to
the Distributor and each Successor Distributor in accordance with the following
rules;
 (1) Commission Shares other than Omnibus Shares:
 (a) Commission Shares that are not Omnibus Shares ("Non-Omnibus Commission
Shares") attributed to the Distributor shall be those Non-Omnibus Commission
Shares the date of Original Issuance of which occurred on or after the
Inception Date of the applicable Fund and on or prior to the date the
Distributor ceased to be exclusive distributor of Class B shares of the Fund.
 (b) Non-Omnibus Commission Shares attributable to each Successor Distributor
shall be those Non-Omnibus Commission Shares the Date of Original Issuance of
which occurs after the date such Successor Distributor became the exclusive
distributor of Class B shares of the Fund and on or prior to the date such
Successor Distributor ceased to be the exclusive distributor of Class B shares
of the Fund.
 (c) A Non-Omnibus Commission Share of a Fund issued in consideration of the
investment of proceeds of the redemption of a Non-Omnibus Commission Share of
another Fund (the "Redeeming Fund") in connection with a permitted free
exchange, is deemed to have a Date of Original Issuance identical to the Date
of Original Issuance of the Non-Omnibus Commission Share of the Redeeming Fund,
and any such Commission Share will be attributed to the Distributor or
Successor Distributor based upon such Date of Original Issuance in accordance
with rules (a) and (b) above.
 (2)  Free Shares:
 Free Shares that are not Omnibus Shares ("Non-Omnibus Free Shares") of a Fund
outstanding on any date shall be attributed to the Distributor or a Successor
Distributor, as the case may be, in the same proportion that the Non-Omnibus
Commission Shares of a Fund outstanding on such date are attributed to each on
such date; provided that if the Distributor and its transferees reasonably
determines that the transfer agent is able to produce monthly reports that
track the Date of Original Issuance for such Non-Omnibus Free Shares, then such
Free Shares shall be allocated pursuant to clause 1(a), (b) and (c) above.
 (3) Omnibus Shares:
 Omnibus Shares of a Fund outstanding on any date shall be attributed to the
Distributor or a Successor Distributor, as the case may be, in the same
proportion that the Non-Omnibus Commission Shares of the applicable Fund
outstanding on such date are attributed to it on such date; provided that if
the Distributor reasonably determines that the transfer agent is able to
produce monthly reports that track the Date of Original Issuance for the
Omnibus Shares, then the Omnibus Shares shall be allocated pursuant to clause
1(a), (b) and (c) above.
PART II:  ALLOCATION OF CDSCs
 (1) CDSCs Related to the Redemption of Non-Omnibus Commission Shares:
 CDSCs in respect of the redemption of Non-Omnibus  Commission Shares shall be
allocated to the Distributor or a Successor Distributor depending upon whether
the related redeemed Commission Share is attributable to the Distributor or
such Successor Distributor, as the case may be, in accordance with Part I
above.
 (2) CDSCs Related to the Redemption of Omnibus Shares:
 CDSCs in respect of the redemption of Omnibus Shares shall be allocated to the
Distributor or a Successor Distributor in the same proportion that CDSCs
related to the redemption of Commission Shares are allocated to each thereof;
provided, that if the Distributor reasonably determines that the transfer agent
is able to produce monthly reports which track the Date of Original Issuance
for the Omnibus Shares, then the CDSCs in respect of the redemption of Omnibus
Shares shall be allocated among the Distributor and any Successor Distributor
depending on whether the related redeemed Omnibus Share is attributable to the
Distributor or a Successor Distributor, as the case may be, in accordance with
Part I above.
PART III:  ALLOCATION OF DISTRIBUTION FEE
 Assuming that the Distribution Fee remains constant over time so that Part IV
hereof does not become operative:
(1) The portion of the aggregate Distribution Fee accrued in respect of all
Class B shares of a Fund during any calendar month allocable to the Distributor
or a Successor Distributor is determined by multiplying the total of such
Distribution Fee by the following fraction:
                              (A + C)/2
(B + D)/2
where:
A= The aggregate Net Asset Value of all Class B shares of a Fund attributed to
the Distributor or such Successor Distributor, as the case may be, and
outstanding at the beginning of such calendar month
B= The aggregate Net Asset Value of all Class B shares of a Fund at the
beginning of such calendar month
C= The aggregate Net Asset Value of all Class B shares of a Fund attributed to
the Distributor or such Successor Distributor, as the case may be, and
outstanding at the end of such calendar month
D= The aggregate Net Asset Value of all Class B shares of a Fund at the end of
such calendar month
 (2) If the Distributor reasonably determines that the transfer agent is able
to produce automated monthly reports that allocate the average Net Asset Value
of the Commission Shares (or all Class B shares if available) of a Fund among
the Distributor and any Successor Distributor in a manner consistent with the
methodology detailed in Part I and Part III(1) above, the portion of the
Distribution Fee accrued in respect of all such Class B shares of a Fund during
a particular calendar month will be allocated to the Distributor or a Successor
Distributor by multiplying the total of such Distribution Fee by the following
fraction:
                                    (A)/(B)
where:
A= Average Net Asset Value of all such Class B shares of a Fund for such
calendar month attributed to the Distributor or a Successor Distributor, as the
case may be
B= Total average Net Asset Value of all such Class B shares of a Fund for such
calendar month
PART IV:  ADJUSTMENT OF THE DISTRIBUTOR'S ALLOCABLE PORTION AND EACH SUCCESSOR
DISTRIBUTOR'S ALLOCABLE PORTION
 The parties to the Distribution Agreement recognize that, if the terms of any
distributor's contract, any distribution plan, any prospectus, the Conduct
Rules or any other applicable law change so as to disproportionately reduce, in
a manner inconsistent with the intent of this Distribution Agreement, the
amount of the Distributor's Allocable Portion or any Successor Distributor's
Allocable Portion had no such change occurred, the definitions of the
Distributor's Allocable Portion and/or the Successor Distributor's Allocable
Portion in respect of the Class B shares relating to a Fund shall be adjusted
by agreement among the relevant parties; provided, however, if the Distributor,
the Successor Distributor and the Fund cannot agree within thirty (30) days
after the date of any such change in applicable laws or in any distributor's
contract, distribution plan, prospectus or the Conduct Rules, they shall submit
the question to arbitration in accordance with the commercial arbitration rules
of the American Arbitration Association and the decision reached by the
arbitrator shall be final and binding on each of them.


                          AMERICAN BALANCED FUND, INC.
                              MULTIPLE CLASS PLAN
 WHEREAS, American Balanced Fund, Inc. (the "Fund"), a Maryland corporation, is
registered under the Investment Company Act of 1940, as amended (the "1940
Act"), as an open-end management investment company that offers shares of
common stock;
 WHEREAS, American Funds Distributors, Inc. ("the Distributor") serves as the
principal underwriter for the Fund;
 WHEREAS, the Fund has adopted Plans of Distribution (each a "12b-1 Plan")
under which the Fund may bear expenses of distribution of its shares, including
payment and/or reimbursement to the Distributor for certain of its expenses
incurred in connection with the Fund;
 WHEREAS, the Fund is authorized to issue two classes of shares of common
stock, designated as Class A shares and Class B shares;
 WHEREAS, Rule 18f-3 under the 1940 Act permits open-end management investment
companies to issue multiple classes of voting stock representing interests in
the same portfolio if, among other things, an investment company adopts a
written Multiple Class Plan (the "Plan")  setting forth the separate
arrangement and expense allocation of each class and any related conversion
features or exchange privileges; and
 WHEREAS, the Board of Directors of the Fund has determined, that it is in the
best interest of each class of shares of the Fund individually, and the Fund as
a whole, to adopt this Plan;
 NOW THEREFORE, the Fund adopts this Plan as follows:
 1. Each class of shares will represent interests in the same portfolio of
investments of the Fund, and be identical in all respects to each other class,
except as set forth below.  The differences among the various classes of shares
of the Fund will relate to:  (i) distribution, service and other charges and
expenses as provided for in paragraph 3 of this Plan; (ii) the exclusive right
of each class of shares to vote on matters submitted to shareholders that
relate solely to that class or the separate voting right of each class on
matters for which the interests of one class differ from the interests of
another class; (iii) such differences relating to eligible investors as may be
set forth in the Fund's prospectus and statement of additional information
("SAI"), as the same may be amended or supplemented from time to time; (iv) the
designation of each class of shares; (v) conversion features; and (vi) exchange
privileges.
 2. (a) Certain expenses may be attributable to the Fund, but not a particular
class of shares thereof.  All such expenses will be borne by each class on the
basis of the relative aggregate net assets of the classes.  Notwithstanding the
foregoing, the Distributor, the investment adviser or other provider of
services to the Fund may waive or reimburse the expenses of a specific class or
classes to the extent permitted by Rule 18f-3 under the 1940 Act and any other
applicable law.
  (b) A class of shares may be permitted to bear expenses that are directly
attributable to that class, including: (i) any distribution fees associated
with any rule 12b-1 Plan for a particular class and any other costs relating to
implementing or amending such rule 12b-1 Plan; (ii) any service fees associated
with any rule 12b-1 Plan attributable to such class; and (iii) any shareholder
servicing fees attributable to such class.
  (c) Any additional incremental expenses not specifically identified above
that are subsequently identified and determined to be applied properly to one
class of shares of the Fund shall be so applied upon approval by votes of the
majority of both (i) the Board of Directors of the Fund; and (ii) those
Directors of the Fund who are not "interested persons" of the Fund (as defined
in the 1940 Act) ("Independent Directors").
 3. Each class of the Fund shall differ in the amount of, and the manner in
which distribution costs are borne by shareholders and in the costs associated
with transfer agency services as follows:
  (a) Class A shares
   (i) Class A shares are sold at net asset value plus a front-end sales
charge, at net asset value without a front-end sales charge but subject to a
contingent deferred sales charge ("CDSC"), and at net asset value without any
sales charge, as set forth in the Fund's prospectus and SAI.
   (ii) Class A shares are subject to an annual distribution expense under the
Fund's Class A Plan of Distribution of up to 0.25% of average net assets, as
set forth in the Fund's prospectus, SAI, and Plan of Distribution.  This
expense consists of a service fee of up to 0.25% plus certain other
distribution costs.
  (b) Class B shares
   (i) Class B shares shall be sold at net asset value without a front-end
sales charge, but are subject to a CDSC and maximum purchase limits as set
forth in the Fund's prospectus and SAI.
   (ii) Class B shares shall be subject to an annual distribution expense under
the Fund's Class B Plan of Distribution of up to 1.00% of average net assets,
as set forth in the Fund's prospectus, SAI, and Class B Plan of Distribution.
This expense shall consist of a distribution fee of approximately 0.75% and a
service fee of approximately 0.25% of such net assets.
   (iii) Class B shares will automatically convert to Class A shares of the
Fund approximately eight years after purchase, subject to the limitations
described in the Fund's prospectus and SAI.  All conversions shall be effected
on the basis of the relative net asset values of the two classes of shares
without the imposition of any sales load or other charge.
   (iv) Class B shares shall be subject to a fee (included within the transfer
agency expense) for additional costs associated with tracking the age of each
Class B share.
 All other rights and privileges of Fund shareholders are identical regardless
of which class of shares are held.
 4. This Plan shall not take effect until it has been approved by votes of the
majority of both (i) the Board of Directors of the Fund; and (ii) the
Independent Directors.
 5. This Plan shall become effective with respect to any class of shares of the
Fund, other than Class A or Class B shares, upon the commencement of the
initial public offering thereof (provided that the Plan has previously been
approved with respect to such additional class by votes of the majority of both
(i) the Board of Directors of the Fund; and (ii) Independent Directors prior to
the offering of such additional class of shares), and shall continue in effect
with respect to such additional class or classes until terminated in accordance
with paragraph 7.  An addendum setting forth such specific and different terms
of such additional class or classes shall be attached to and made part of this
Plan.
 6. No material amendment to the Plan shall be effective unless it is approved
by the votes of the majority of both (i) the Board of Directors of the Fund;
and (ii) Independent Directors.
 7. This Plan may be terminated at any time with respect to the Fund as a whole
or any class of shares individually, by the votes of the majority of both (i)
the Board of Directors of the Fund; and (ii) Independent Directors.  This Plan
may remain in effect with respect to a particular class or classes of shares of
the Fund even if it has been terminated in accordance with this paragraph with
respect to any other class of shares.
 IN WITNESS WHEREOF, the Fund has caused this Plan to be executed by its
officers thereunto duly authorized, as of December 8, 1999.
AMERICAN BALANCED FUND, INC.
By /s/ Robert G. O'Donnell               By /s/ Patrick F. Quan

 Robert G. O'Donnell, President  Patrick F. Quan, Secretary

CODE OF CONDUCT

All of us within the Capital organization are responsible for maintaining the
very highest ethical standards when conducting business.  In keeping with these
standards, we must never allow our own interests to be placed ahead of our
shareholders' and clients' interests.

Over the years we have earned a reputation for the highest integrity.
Regardless of lesser standards that may be followed through business or
community custom, we must observe exemplary standards of honesty and integrity.

REPORTING VIOLATIONS

If you know of any violation of our Code of Conduct, you have a responsibility
to report it.  Deviations from controls or procedures that safeguard the
company, including the assets of shareholders and clients, should also be
reported.

You can report confidentially to:
- -      Your manager or department head
- -      CGC Audit Committee:
         Wally Stern  -- Chairman
         Donnalisa Barnum
         David Beevers
         Jim Brown
         Larry P. Clemmensen
         Roberta Conroy
         Bill Hurt  -- (emeritus)
         Sonny Kamm
         Mike Kerr
         Victor Kohn
         John McLaughlin
         Don O'Neal
         Tom Rowland
         John Smet
         Antonio Vegezzi
         Shaw Wagener
         Kelly Webb
 -   Mike Downer or any other lawyer in the CGC Legal Group
 -   Don Wolfe of Deloitte & Touche LLP (CGC's auditors).

CGC GIFTS POLICY -- CONFLICTS OF INTEREST

A conflict of interest occurs when the private interests of associates
interfere or could potentially interfere with their responsibilities at work.
Associates must not place themselves or the company in a position of actual or
potential conflict.  Associates may not accept gifts worth more than $100,
excessive business entertainment, loans, or anything else involving personal
gain from those who conduct business with the company.  In addition, a business
entertainment event exceeding $200 in value should not be accepted unless the
associate receives permission from the Gifts Policy Committee.

REPORTING -- Although the limitations on accepting gifts applies to ALL
associates as described above, some associates will be asked to fill out
quarterly reports.  If you receive a reporting form, you must report any gift
exceeding $50 (although it is recommended that you report ALL gifts received)
and business entertainment in which an event exceeds $75.

GIFTS POLICY COMMITTEE

The Gifts Policy Committee oversees administration of and compliance with the
Policy.

INSIDER TRADING

Antifraud provisions of the federal securities laws generally prohibit persons
while in possession of material nonpublic information from trading on or
communicating the information to others.  Sanctions for violations can include
civil injunctions, permanent bars from the securities industry, civil penalties
up to three times the profits made or losses avoided, criminal fines and jail
sentences.

While investment research analysts are most likely to come in contact with
material nonpublic information, the rules (and sanctions) in this area apply to
all CGC associates and extend to activities both within and outside each
associate's duties.

PERSONAL INVESTING POLICY

As an associate of the Capital Group companies, you may have access to
confidential information.  This places you in a position of special trust.

You are associated with a group of companies that is responsible for the
management of many billions of dollars belonging to mutual fund shareholders
and other clients.  The law, ethics and our own policy place a heavy burden on
all of us to ensure that the highest standards of honesty and integrity are
maintained at all times.

There are several rules that must be followed to avoid possible conflicts of
interest in personal securities transactions.

ALL ASSOCIATES

Information regarding proposed or partially completed plans by CGC companies to
buy or sell specific securities must not be divulged to outsiders.

Favors or preferential treatment from stockbrokers may not be accepted.

Associates may not subscribe to ANY initial public offering (IPO). Generally,
this prohibition applies to spouses of associates and any family member
residing in the same household.  However, an associate may request that the
Personal Investing Committee consider granting an exception under special
circumstances.

COVERED PERSONS

Associates who have access to investment information in connection with their
regular duties are generally considered "covered persons."  If you receive a
quarterly personal securities transactions report form, you are a covered
person. You should take the time to review this policy, as ongoing
interpretations of the policy will be explained therein.

Covered persons must conduct their personal securities transactions in such a
way that they do not conflict with the interests of the funds and client
accounts.  This policy also includes securities transactions of family members
living in the covered person's household and any trust or custodianship for
which the associate is trustee or custodian.  A conflict may occur if you, a
family member in the same household, a trust or custodianship for which you are
trustee or custodian have a transaction in a security when the funds or client
accounts are considering or concluding a transaction in the same security.

Additional rules apply to "investment personnel" including portfolio
counselors/managers, research analysts, traders, portfolio control associates,
and investment administration personnel (see below).

PRE-CLEARANCE OF SECURITIES TRANSACTIONS

Before buying or selling securities, covered persons must check with the CGC
Legal Group based in LAO. (You will generally receive a response within one
business day.)  Unless a shorter period is specified, clearance is good for two
trading days (including the day you check).  If you have not executed your
transaction within this period, you must again pre-clear your transaction.

Covered persons must PROMPTLY submit quarterly reports of certain transactions.
Transactions of securities (including fixed-income securities) or options (see
below) must be pre-cleared as described above and reported except for: open-end
investment companies (mutual funds); money market instruments with maturities
of one year or less; direct obligations of the U.S. Government, bankers'
acceptances, CDs or other commercial paper; commodities; and options or futures
on broad-based indices.  Covered persons must also report transactions made by
family members in their household and by those for which they are a trustee or
custodian..  NOTE THAT INVESTMENTS IN PRIVATE PLACEMENTS AND VENTURE CAPITAL
PARTNERSHIPS ARE ALSO SUBJECT TO PRECLEARANCE AND REPORTING. Reporting forms
will be supplied at the appropriate times AND MUST BE SUBMITTED BY THE DATE
INDICATED ON THE FORM

In addition, the following transactions must be reported but need not have been
pre-cleared: gifts or bequests (either receiving or giving) of securities MUST
be reported (sales of securities received as a gift MUST be both precleared and
reported); transactions in debt instruments rated "A" or above by at least one
national rating service; sales pursuant to tender offers; and dividend
reinvestment plan purchases (provided the purchase pursuant to such plan is
made with dividend proceeds only).

PERSONAL INVESTING SHOULD BE VIEWED AS A PRIVILEGE, NOT A RIGHT.  AS SUCH,
LIMITATIONS MAY BE PLACED ON THE NUMBER OF PRE-CLEARANCES AND/OR TRANSACTIONS
AS DEEMED APPROPRIATE BY THE PERSONAL INVESTING COMMITTEE.

BROKERAGE ACCOUNTS

Covered persons should inform their stockbrokers that they are employed by an
investment adviser, trust company or affiliate of either.  U.S. brokers are
subject to certain rules designed to prevent favoritism toward such accounts.
Associates may not accept negotiated commission rates which they believe may be
more favorable than the broker grants to accounts with similar characteristics.
In addition, covered persons must direct their brokers to send duplicate
confirmations and copies of all periodic statements on a timely basis to The
Legal Group of The Capital Group Companies, Inc.  ALL DOCUMENTS RECEIVED ARE
KEPT STRICTLY CONFIDENTIAL.

[If extraneous information is included on an associate's statements (E.G.,
checking account information or other information that is not subject to the
policy), the associate might want to establish a separate account solely for
transactions subject to the policy.]

ANNUAL DISCLOSURE OF PERSONAL SECURITIES HOLDINGS

Covered persons will be required to disclose all personal securities holdings
upon commencement of employment (or upon becoming a covered person) and
thereafter on an annual basis.  Reporting forms will be supplied for this
purpose.

ANNUAL RECERTIFICATION

All access persons will be required to certify annually that they have read and
understood the Personal Investing Policy and recognize that they are subject
thereto.

ADDITIONAL RULES FOR INVESTMENT PERSONNEL

 DISCLOSURE OF OWNERSHIP OF RECOMMENDED SECURITIES -- Ownership of securities
that are held professionally as well as personally will be reviewed on a
periodic basis by the Legal Group and may also be reviewed by the applicable
Management Committee and/or Investment Committee or Subcommittee.  In addition,
to the extent that disclosure has not already been made by the Legal Group to
the applicable Management Committee and/or Investment Committee or
Subcommittee, any associate who is in a position to recommend the purchase or
sale of securities by the fund or client accounts that s/he personally owns
should FIRST disclose such ownership either in writing (in a company write-up)
or orally (when discussing the company at investment meetings) prior to making
a recommendation.

BLACKOUT PERIOD <UNDEF> Investment personnel may not buy or sell a security
within at least seven calendar days before and after A FUND OR CLIENT ACCOUNT
THAT HIS OR HER COMPANY MANAGES transacts in that security.  Profits resulting
from transactions occurring within this time period are subject to special
review and may be subject to disgorgement.

BAN ON SHORT-TERM TRADING PROFITS -- Investment personnel are prohibited from
profiting from the purchase and sale or sale and purchase of the same (or
equivalent) securities within 60 days.  THIS RESTRICTION APPLIES TO THE
PURCHASE OF AN OPTION AND THE EXERCISE OF THE OPTION WITHIN 60 DAYS.

SERVICE AS A DIRECTOR -- Investment personnel must obtain prior authorization
of the investment committee of the appropriate management company or CGC
Management Committee BEFORE SERVING ON THE BOARD OF DIRECTORS OF PUBLICLY
TRADED COMPANIES.  This can be arranged by calling the LAO Legal Group.

PERSONAL INVESTING COMMITTEE

Any questions or hardships that result from these policies or requests for
exceptions should be referred to CGC's Personal Investing Committee by calling
the LAO Legal Group.

/1/Note that this disclosure requirement is consistent with both AIMR standards
as well as the ICI Advisory Group Guidelines.


FORM OF
FUND CODE OF ETHICS
(as adopted by the Fund's Board of Directors/Trustees)

1. No Director/Trustee shall use his or her position or the knowledge gained
therefrom as to create a conflict between his or her personal interest and that
of the Fund.  No Director/Trustee shall seek or accept gifts, favors,
preferential treatment, or valuable consideration of any kind offered because
of his or her association with the Fund.

2. Each non-affiliated Director/Trustee shall report to the Secretary of the
Fund not later than ten (10) days after the end of each calendar quarter any
transaction in securities which such Director/Trustee has effected during the
quarter which the Director/Trustee then knows to have been effected within
fifteen (15) days before or after a date on which the Fund purchased or sold,
or considered the purchase or sale of, the same security.

3. For purposes of this Code of Ethics, transactions involving United States
Government securities as defined in the Investment Company Act of 1940,
bankers' acceptances, bank certificates of deposit, commercial paper, or shares
of registered open-end investment companies are exempt from reporting as are
non-volitional transactions such as dividend reimbursement programs and
transactions over which the Director/Trustee exercises no control.



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