INCOME FUND OF AMERICA INC
497, 1997-01-27
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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>  
           Prospectus
           for Eligible Retirement Plans
 
            The Income
             Fund of
           America, Inc.
 
An opportunity for current income and, secondarily,
growth of capital from a portfolio of both stocks and bonds
 
  
           DECEMBER 1, 1996 
 
           [LOGO OF THE AMERICAN FUNDS GROUP(R)]
 
 
                       THE INCOME FUND OF AMERICA, INC.
 
                                  One Market
                           Steuart Tower, Suite 1800
                            San Francisco, CA 94105
 
The investment objective of the fund is to emphasize current income while
secondarily striving to attain capital growth. The fund believes that a
portfolio with relatively high current income can also generate growth of
capital. The fund strives to accomplish this objective by investing in a
broadly diversified portfolio of securities including stocks and bonds.
 
This prospectus relates only to shares of the fund offered without a sales
charge to eligible retirement plans. For a prospectus regarding shares of the
fund to be acquired otherwise, contact the Secretary of the fund at the
address indicated above.
 
This prospectus presents information you should know before investing in the
fund. It should be retained for future reference.
 
You may obtain the statement of additional information dated December 1, 1996,
which contains the fund's financial statements and has been filed with the
Securities and Exchange Commission, without charge, by writing to
the Secretary of the fund at the above address or telephoning 800/421-0180.
These requests will be honored within three business days of receipt.
 
SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR INSURED OR
GUARANTEED BY, THE U.S. GOVERNMENT, ANY FINANCIAL INSTITUTION, THE FEDERAL
DEPOSIT INSURANCE CORPORATION, OR ANY OTHER AGENCY, ENTITY OR PERSON. THE
PURCHASE OF FUND SHARES INVOLVES INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS
OF PRINCIPAL.
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.
 
RP 06-010-1296 
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
                SUMMARY OF 
                  EXPENSES
 
   Average annual expenses 
       paid over a 10-year 
           period would be 
      approximately $8 per 
   year, assuming a $1,000 
       investment and a 5% 
            annual return.
 
 
     TABLE OF CONTENTS
 
<TABLE>
  <S>                            <C>
  Summary of Expenses..........   2
  Financial Highlights.........   3
  Investment Objective and
   Policies....................   3
  Certain Securities and
   Investment Techniques.......   4
  Investment Results...........   7
  Dividends, Distributions and
   Taxes.......................   7
  Fund Organization and
   Management..................   8
  Purchasing Shares............  10
  Shareholder Services.........  11
  Redeeming Shares.............  11
</TABLE>
 
This table is designed to help you understand the costs of investing in the
fund. These are historical expenses; your actual expenses may vary.
 
SHAREHOLDER TRANSACTION EXPENSES
Certain retirement plans may purchase shares of the fund with no sales
charge./1/ The fund also has no sales charge on reinvested dividends, deferred
sales charge, redemption fees or exchange fees.
 
ANNUAL FUND OPERATING EXPENSES (as a percentage of average net assets)
 
<TABLE>
<S>                                                                    <C>
Management fees....................................................... 0.30%
12b-1 expenses........................................................ 0.23%/2/
Other expenses (including audit, legal, shareholder services, 
 transfer agent and custodian expenses)..............................  0.09%
Total fund operating expenses......................................... 0.62%
</TABLE> 
 
Summary of Expenses continued on the following page.
 
<TABLE>
<CAPTION>
EXAMPLE                                       1 YEAR 3 YEARS 5 YEARS 10 YEARS
- -------                                       ------ ------- ------- --------
<S>                                           <C>    <C>     <C>     <C>
You would pay the following cumulative ex-
penses on a $1,000 investment, assuming a 5%
annual return./3/                              $6      $20     $35     $77
</TABLE> 
 
/1/ Retirement plans of organizations with $100 million or more in collective
    retirement plan assets may purchase shares of the fund with no sales charge.
    In addition, any defined contribution plan qualified under Section 401(a) of
    the Internal Revenue Code including a "401(k)" plan with 200 or more
    eligible employees or any other plan that invests at least $1 million in
    shares of the fund (or in combination with shares of other funds in The
    American Funds Group other than the money market funds) may purchase shares
    at net asset value; however, a contingent deferred sales charge of 1%
    applies on certain redemptions within 12 months following such purchases.
    (See "Redeeming Shares--Contingent Deferred Sales Charge.")
    
/2/ These expenses may not exceed 0.25% of the fund's average net assets
    annually. (See "Fund Organization and Management--Plan of Distribution.")
    Due to these distribution expenses, long-term shareholders may pay more than
    the economic equivalent of the maximum front-end sales charge permitted by
    the National Association of Securities Dealers.
 
/3/ Use of this assumed 5% return is required by the Securities and Exchange
    Commission; it is not an illustration of past or future investment results.
    THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
    EXPENSES; ACTUAL EXPENSES MAY BE GREATER OR LESSER THAN THOSE SHOWN.
    
2
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
          FINANCIAL    The following information for the ten years ended July
         HIGHLIGHTS    31, 1996 has been derived from financial statements
       (For a share    which have been audited by Deloitte & Touche llp, inde-
        outstanding    pendent accountants. This information should be read in
     throughout the    conjunction with the financial statements and related
       fiscal year)    notes, which are included in the statement of addi-
                       tional information.
 
<TABLE>
<CAPTION>
                                                      YEAR ENDED JULY 31
                            ---------------------------------------------------------------------------------
                            1996     1995     1994     1993    1992    1991    1990    1989    1988    1987  
                            -------  -------  -------  ------  ------  ------  ------  ------  ------  ------
  <S>                       <C>      <C>      <C>      <C>     <C>     <C>     <C>     <C>     <C>     <C>   
  Net Asset Value, Begin-
   ning of Year...........   $14.92   $13.59   $14.47  $13.94  $12.54  $12.11  $13.20  $11.50  $12.54  $12.11
                            -------  -------  -------  ------  ------  ------  ------  ------  ------  ------
  INCOME FROM INVESTMENT
   OPERATIONS:
   Net investment income..      .87      .85      .83     .85     .85     .86     .82     .90     .82     .82
   Net realized and
    unrealized gain
    (loss) on investments      1.11     1.29     (.53)    .74    1.48     .53   (.67)    1.68    (.68)   1.08
                            -------  -------  -------  ------  ------  ------  ------  ------  ------  ------
     Total income from in-
      vestment operations.     1.98     2.14      .30    1.59    2.33    1.39     .15    2.58     .14    1.90
                            -------  -------  -------  ------  ------  ------  ------  ------  ------  ------
  LESS DISTRIBUTIONS:
   Distributions from net
    investment income.....     (.83)    (.75)    (.83)   (.84)   (.85)   (.89)   (.87)   (.88)   (.80)   (.88)
   Distributions from net
    realized gains........     (.18)    (.06)    (.35)   (.22)   (.08)   (.07)   (.37)    --     (.38)   (.59)
                            -------  -------  -------  ------  ------  ------  ------  ------  ------  ------ 
     Total distributions..    (1.01)    (.81)   (1.18)  (1.06)   (.93)   (.96)  (1.24)   (.88)  (1.18)  (1.47)
                            -------  -------  -------  ------  ------  ------  ------  ------  ------  ------ 
  Net Asset Value, End of
   Year...................   $15.89   $14.92   $13.59  $14.47  $13.94  $12.54  $12.11  $13.20  $11.50  $12.54 
                            =======  =======  =======  ======  ======  ======  ======  ======  ======  ====== 
  Total Return/1/.........    13.46%   16.42%    1.98%  11.88%  19.16%  12.24%  1.12%   23.43%   1.71%  16.67%
  RATIOS/SUPPLEMENTAL 
   DATA:
   Net Assets, end of
    year (in millions)....  $14,459  $12,290  $10,537  $9,045  $5,121  $2,771  $2,110  $1,271  $  925  $  943 
   Ratio of expenses to
    average net assets....      .62%     .65%     .63%    .62%    .66%    .73%    .67%    .69%    .55%    .54%
   Ratio of net income to
    average net assets....     5.56%    6.12%    5.92%   6.05%   6.40%   7.23%   7.36%   7.45%   7.14%   6.55%
   Portfolio turnover
    rate..................    37.77%   26.26%   26.42%  29.18%  22.71%  23.35%  18.90%  34.38%  42.83%  38.73%
</TABLE>
 --------
 /1/ Calculated with no sales charge. 
 
         INVESTMENT    The fund's investment objective is to emphasize current
          OBJECTIVE    income while secondarily striving to attain capital
       AND POLICIES    growth. The fund believes that a portfolio with rela-
                       tively high current income can also generate growth of
   The fund aims to    capital.
   provide you with  
     current income    The portfolio of the fund is managed to earn current
  while secondarily    income on, and to anticipate long-term capital growth
       striving for    of, the portfolio as a whole rather than any individual
    capital growth.    security in it. The fund may invest in common and pre-
                       ferred stocks, straight debt securities (including gov-
                       ernment securities) or debt securities with equity con-
                       version or purchase rights, and cash and cash equiva-
                       lents. In addition, the fund may invest in various
                       mortgage-related securities including those issued by
                       the Government National Mortgage Association (GNMA),
                       the Federal National Mortgage Association (FNMA), and
                       the Federal Home Loan Mortgage Corporation (FHLMC), and
                       collateralized mortgage obligations (CMOs) and mort-
                       gage-backed bonds. The fund may also invest to a very
                       limited extent in inverse floating rate notes (a type
                       of derivative instrument). (See the statement of addi-
                       tional information for a description of cash equiva-
                       lents, mortgage-related securities and inverse floating
                       rate notes.) The mix of these securities is determined
                       on the basis of existing and anticipated conditions.
                       The relative percentages of each type of security in
                       the portfolio may be expected to fluctuate and at times
                       the fund may be invested solely in fixed-income securi-
                       ties or solely in equity securities. The fund may invest
                       in securities of issuers domiciled outside the U.S.
                       Up to 10% of the fund's total assets may be invested
                       in non-U.S. equity and equity-type securities which are
                       not included in the Standard & Poor's 500 Composite
                       Index, and up to 10% may be invested in non-U.S. debt
                       securities payable in U.S. dollars.
                                        3
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
                       The fund's straight debt securities may consist of
                       bonds that are rated, measured at the time of purchase,
                       as low as CC by Standard & Poor's Corporation or Ca by
                       Moody's Investors Service, Inc. (or unrated but consid-
                       ered of similar quality). However, securities rated BB
                       and Ba or below (or unrated but considered of similar
                       quality) must represent no more than 20% of the fund's
                       total assets. Securities rated BB and Ba or below (or
                       unrated but considered of similar quality) are commonly
                       referred to as "junk bonds" or "high-yield, high-risk"
                       bonds. The 20% limit shall not apply to debt securities
                       that have equity conversion or purchase rights.
 
                       During the previous fiscal year, the monthly average
                       percentage of the fund's net assets in fixed-income in-
                       vestments was 35%. The average monthly composition of
                       the fund's portfolio based on the higher of the Moody's
                       or S&P ratings for the fiscal year ended July 31, 1996
                       was as follows: Aaa/AAA-13.16%; Aa/AA-0.40%; A/A-2.00%;
                       Baa/BBB-3.94%; Ba/BB-5.96%; B/B-8.04%; and Caa/CCC-
                       0.88%.
 
                       The fund's investment restrictions (which are described
                       in the statement of additional information) and objec-
                       tive cannot be changed without shareholder approval.
                       All other investment practices may be changed by the
                       fund's board.
 
                       The fund's rate of portfolio turnover will depend pri-
                       marily on market conditions. The rate of portfolio
                       turnover will not be a limiting factor when changes are
                       appropriate.
 
                       ACHIEVEMENT OF THE FUND'S INVESTMENT OBJECTIVE CANNOT,
                       OF COURSE, BE ASSURED DUE TO THE RISK OF CAPITAL LOSS
                       FROM FLUCTUATING PRICES INHERENT IN ANY INVESTMENT IN
                       SECURITIES.
 
            CERTAIN    RISKS OF INVESTING IN STOCKS AND BONDS Because the fund
     SECURITIES AND    invests in common stocks or securities convertible into
         INVESTMENT    common stocks, the fund is subject to stock market
         TECHNIQUES    risks. For example, the fund is subject to the possi-
                       bility that stock prices in general will decline over
       Investing in    short or even extended periods.
   stocks and bonds   
   involves certain    The fund also invests in fixed-income securities, in-    
             risks.    cluding bonds, which have market values which tend to   
                       vary inversely with the level of interest rates--when   
                       interest rates rise, their values will tend to decline  
                       and vice versa. Although under normal market conditions 
                       longer term securities yield more than shorter term se- 
                       curities of similar quality, they are subject to        
                       greater price fluctuations. These fluctuations in the   
                       value of the fund's investments will be reflected in    
                       its net asset value per share. The values of high-      
                       yield, high-risk securities may be subject to greater   
                       fluctuations in value than are higher rated securities  
                       because the values of high-yield, high-risk securities  
                       tend to reflect short-term corporate and market devel-  
                       opments and investor perceptions of the issuer's credit 
                       quality to a greater extent. It may be more difficult   
                       to dispose of, or determine the value of, high-yield,   
                                                                                
4
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
                       high-risk securities. See the statement of additional
                       information for a description of the ratings and for
                       more information about the risks of high-yield, high-
                       risk securities. High-yield, high-risk securities rated
                       CC or Ca generally are described by the rating agencies
                       as "speculative in a high degree; often in default or
                       [having] other marked shortcomings."
 
                       U.S. GOVERNMENT SECURITIES Securities guaranteed by the
                       U.S. Government include: (1) direct obligations of the
                       U.S. Treasury (such as Treasury bills, notes and bonds)
                       and (2) federal agency obligations guaranteed as to
                       principal and interest by the U.S. Treasury.
 
                       Certain securities issued by U.S. Government instrumen-
                       talities and certain federal agencies are neither di-
                       rect 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 sup-
                       ported only by the credit of the issuing government
                       agency or instrumentality.
 
                       WHEN-ISSUED SECURITIES, FIRM COMMITMENT AGREEMENTS AND
                       "ROLL" TRANSACTIONS The fund may purchase securities on
                       a delayed delivery or "when-issued" basis and enter
                       into firm commitment agreements (transactions whereby
                       the payment obligation and interest rate are fixed at
                       the time of the transaction but the settlement is
                       delayed). The fund as purchaser assumes the risk of any
                       decline in value of the security beginning on the date
                       of the agreement or purchase. As the fund's aggregate
                       commitments under these transactions increase, the
                       opportunity for leverage similarly increases.
 
                       The fund also may enter into "roll" transactions, which
                       consist of the sale of securities together with a com-
                       mitment (for which the fund typically receives a fee)
                       to purchase similar, but not identical, securities at a
                       later date.
 
                       PRIVATE PLACEMENTS Private placements may be either
                       purchased from another institutional investor that
                       originally acquired the securities in a private place-
                       ment or directly from the issuers of the securities.
                       Generally, securities acquired in private placements
                       are subject to contractual restrictions on resale and
                       may not be resold except pursuant to a registration
                       statement under the Securities Act of 1933 or in reli-
                       ance upon an exemption from the registration require-
                       ments under the Act, for example, private placements
                       sold pursuant to Rule 144A. Accordingly, any such obli-
                       gation will be deemed illiquid unless it has been spe-
                       cifically determined to be liquid under procedures
                       adopted by the fund's board of directors.
 
                       In determining whether these securities are liquid,
                       factors such as the frequency and volume of trading and
                       the commitment of dealers to make markets will be con-
                       sidered. Additionally, the liquidity of any particular
                       security will depend on such factors as the availabil-
                       ity of "qualified" institutional investors and the ex-
                       tent of investor interest in the security, which can
                       change from time to time.
 
                       RISKS OF INVESTING IN VARIOUS COUNTRIES The fund may
                       invest in non-U.S. issuers as described above. These
                       issuers may not be subject to
 
                                                                              5
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
                       uniform accounting, auditing and financial reporting
                       standards and practices or regulatory requirements com-
                       parable to those applicable to U.S. issuers. There may
                       also be less public information available about non-
                       U.S. issuers. Additionally, specific local political
                       and economic factors must be evaluated in making these
                       investments including trade balances and imbalances,
                       and related economic policies; expropriation or confis-
                       catory taxation; limitations on the removal of funds or
                       other assets; political or social instability; the di-
                       verse structure and liquidity of the various securities
                       markets; and nationalization policies of governments
                       around the world. However, investing outside the U.S.
                       can also reduce certain risks due to greater diversifi-
                       cation opportunities.
 
                       MULTIPLE PORTFOLIO COUNSELOR SYSTEM The basic
                       investment philosophy of Capital Research and
                       Management Company is to seek fundamental values at
                       reasonable prices, using a system of multiple portfolio
                       counselors in managing mutual fund assets. Under this
                       system the portfolio of the fund is divided into
                       segments which are managed by individual counselors.
                       Each counselor decides how their segment will be
                       invested (within the limits provided by the fund's
                       objective and policies and by Capital Research and
                       Management Company's investment committee). In
                       addition, Capital Research and Management Company's
                       research professionals make investment decisions with
                       respect to a portion of the fund's portfolio. The
                       primary individual portfolio counselors for the fund
                       are listed below.
 
<TABLE>
<CAPTION>
                                                                          YEARS OF EXPERIENCE AS
                                                 YEARS OF EXPERIENCE AS   INVESTMENT PROFESSIONAL
                                                   PORTFOLIO COUNSELOR         (APPROXIMATE)
                                                          (AND            WITH CAPITAL
                                                 RESEARCH PROFESSIONAL,   RESEARCH AND
                           PRIMARY TITLE(S)        IF APPLICABLE) FOR      MANAGEMENT
 PORTFOLIO COUNSELORS                              THE INCOME FUND OF      COMPANY OR
 FOR THE INCOME FUND                                  AMERICA, INC.            ITS        TOTAL
   OF AMERICA, INC.                                   (APPROXIMATE)        AFFILIATES     YEARS
- -----------------------------------------------------------------------------------------------------
 <C>                  <C>                         <S>                      <C>           <C>    
 Stephen E. Bepler    Senior Vice President of    12 years (in             24 years      30 years
                      the fund.                   addition to
                      Senior Vice President and   11 years as a
                      Director, Capital Research  research professional
                      Company*                    prior to becoming a
                                                  portfolio counselor
                                                  for the fund)
- -----------------------------------------------------------------------------------------------------
 Abner D. Goldstine   Senior Vice President of    23 years                 29 years      44 years
                      the fund.
                      Senior Vice President and
                      Director, Capital Research
                      and Management Company
- -----------------------------------------------------------------------------------------------------
 Gregg E. Ireland     Vice President, Capital     7 years (in              23 years      23 years
                      Research and Management     addition to
                      Company                     5 years as a research
                                                  professional prior to
                                                  becoming a portfolio
                                                  counselor for the
                                                  fund)
- -----------------------------------------------------------------------------------------------------
 Janet A. McKinley    President of the            3 years (in              14 years      20 years
                      fund. Senior Vice Presi-    addition to
                      dent, Capital Research      8 years as a
                      Company*                    research professional
                                                  prior to becoming a
                                                  portfolio counselor
                                                  for the fund)
- -----------------------------------------------------------------------------------------------------
 Dina Perry           Vice President of the       4 years                  5 years       29 years
                      fund.
                      Vice President, Capital
                      Research and Management
                      Company
- -----------------------------------------------------------------------------------------------------
 Richard T. Schotte   Senior Vice President of    18 years                 19 years      29 years
                      the fund.
                      Senior Vice President,
                      Capital Research and 
                      Management Company
- -----------------------------------------------------------------------------------------------------
 John H. Smet         Vice President of the       4 years                  13 years      14 years
                      fund.
                      Vice President, Capital
                      Research and Management
                      Company
- -----------------------------------------------------------------------------------------------------
</TABLE> 
 *COMPANY AFFILIATED WITH CAPITAL RESEARCH AND MANAGEMENT COMPANY.
 
6
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
 
         INVESTMENT    The fund may from time to time compare its investment
            RESULTS    results to various unmanaged indices or other mutual
                       funds in reports to shareholders, sales literature and
       The fund has    advertisements. The results may be calculated on a
   averaged a total    total return, yield and/or distribution rate basis for
      return (at no    various periods, with or without sales charges. Results
   sales charge) of    calculated without a sales charge will be higher. Total
     +13.76% a year    returns assume the reinvestment of all dividends and
      under Capital    capital gains distributions.  The fund's distribution
       Research and    rate is calculated by dividing the dividends paid by the
         Management    fund over the last 12 months by the sum of the month-end
          Company's    price and the capital gains paid over the last 12 months.
         management    The SEC yield reflects income the fund expects to earn
  (December 1, 1973    based on its current portfolio of securities, while
            through    the distribution rate is based solely on the fund's
September 30, 1996).   past dividends.  Accordingly, the fund's SEC yield
                       and distribution rate may differ.
                       
 
                       For the 30-day period ended September 30, 1996, the
                       fund's SEC yield was 5.14% and the distribution rate
                       was 5.16% with no sales charge.  The fund's total
                       return over the past 12 months and average annual total
                       returns over the past five- and ten-year periods were
                       +14.05%, +12.76% and +11.86%, respectively. These results
                       were calculated in accordance with Securities and
                       Exchange Commission requirements at no sales charge.
                       Of course, past results are not an indication of future
                       results. Further information regarding the fund's
                       investment results is contained in the fund's annual
                       report which may be obtained without charge by writing
                       to the Secretary of the fund at the address indicated
                       on the cover of this prospectus.             
                      
         DIVIDENDS,    DIVIDENDS AND DISTRIBUTIONS Dividends are usually paid
      DISTRIBUTIONS    in March, June, September and December. Capital gains,
          AND TAXES    if any, are usually distributed in December. When a
                       dividend or capital gain is distributed, the net asset
             Income    value per share is reduced by the amount of the pay-
  distributions are    ment.
    usually made in  
       March, June,    The terms of your plan will govern how your plan may   
      September and    receive distributions from the fund. Generally, peri-  
          December.    odic distributions from the fund to your plan are rein-
                       vested in additional fund shares, although your plan   
                       may permit fund distributions from net investment in-  
                       come to be received by you in cash while reinvesting   
                       capital gain distributions in additional shares or all 
                       fund distributions to be received in cash. Unless you  
                       select another option, all distributions will be rein- 
                       vested in additional fund shares.                      
                                                                              
                       FEDERAL TAXES The fund intends to operate as a "regu-  
                       lated investment company" under the Internal Revenue   
                       Code. In any fiscal year in which the fund so qualifies
                       and distributes to shareholders all of its net invest- 
                       ment income and net capital gains, the fund itself is  
                       relieved of federal income tax. The tax treatment of   
                       redemptions from a retirement plan may differ from re- 
                       demptions from an ordinary shareholder account.        
                                                                              
                       PLEASE SEE THE STATEMENT OF ADDITIONAL INFORMATION AND 
                       YOUR TAX ADVISER FOR FURTHER INFORMATION.              
                                                                              
                                                                              7
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
               FUND    FUND ORGANIZATION AND VOTING RIGHTS The fund, an open-
       ORGANIZATION    end, diversified management investment company, was or-
                AND    ganized as a Delaware corporation in 1969 and reorga-
         MANAGEMENT    nized as a Maryland corporation in 1983. The fund's
                       board supervises fund operations and performs duties
      The fund is a    required by applicable state and federal law. Members
      member of The    of the board who are not employed by Capital Research
     American Funds    and Management Company or its affiliates are paid cer-
    Group, which is    tain fees for services rendered to the fund as de-
  managed by one of    scribed in the statement of additional information.
    the largest and    They may elect to defer all or a portion of these fees
   most experienced    through a deferred compensation plan in effect for the
         investment    fund. Shareholders have one vote per share owned and,
          advisers.    at the request of the holders of at least 10% of the
                       shares, the fund will hold a meeting at which any mem-
                       ber of the board could be removed by a majority vote.
                       There will not usually be a shareholder meeting in any
                       year except, for example, when the election of the
                       board is required to be acted upon by shareholders un-
                       der the Investment Company Act of 1940.
 
                       THE INVESTMENT ADVISER Capital Research and Management
                       Company, a large and experienced investment management
                       organization founded in 1931, is the investment adviser
                       to the fund and other funds, including those in The
                       American Funds Group. Capital Research and Management
                       Company is located at 333 South Hope Street, Los Ange-
                       les, CA 90071, and at 135 South State College Boule-
                       vard, Brea, CA 92621. Capital Research and Management
                       Company manages the investment portfolio and business
                       affairs of the fund and receives a fee at the annual
                       rates of 0.24% on the first $1 billion of the fund's
                       net assets, 0.20% on net assets in excess of $1 billion
                       but not exceeding $2 billion, 0.18% on net assets in
                       excess of $2 billion but not exceeding $3 billion,
                       0.165% on net assets in excess of $3 billion but not
                       exceeding $5 billion, 0.155% on net assets in excess of
                       $5 billion but not exceeding $8 billion, and 0.15% on
                       net assets in excess of $8 billion, but not exceeding
                       $13 billion, and 0.147% on net assets in excess of
                       $13 billion plus 2.25% of the portion of the fund's
                       gross investment income for the preceding month.
                       Assuming net assets of $14 billion and gross investment
                       income levels of 3%, 4%, 5%, 6%, 7% and 8%, management
                       fees would be 0.23%, 0.26%, 0.28%, 0.30%, 0.32% and
                       0.35%, respectively.
 
                       Capital Research and Management Company is a wholly
                       owned subsidiary of The Capital Group Companies, Inc.
                       (formerly "The Capital Group, Inc."), which is located
                       at 333 South Hope Street, Los Angeles, CA 90071. The
                       research activities of Capital Research and Management
                       Company are conducted by affiliated companies which
                       have offices in Los Angeles, San Francisco, New York,
                       Washington, D.C., London, Geneva, Singapore, Hong Kong
                       and Tokyo.
 
                       Capital Research and Management Company and its
                       affiliated companies have adopted a personal investing
                       policy that is consistent with the recommendations
                       contained in the report dated May 9, 1994 issued by
 
8
 
 
<PAGE>
 
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                       the Investment Company Institute's Advisory Group on
                       Personal Investing. (See the statement of additional
                       information.)
 
                       PORTFOLIO TRANSACTIONS Orders for the fund's portfolio
                       securities transactions are placed by Capital Research
                       and Management Company, which strives to obtain the
                       best available prices, taking into account the costs
                       and quality of executions. In the over-the-counter mar-
                       ket, purchases and sales are transacted directly with
                       principal market-makers except in those circumstances
                       where it appears better prices and executions are
                       available elsewhere.
 
                       Subject to the above policy, when two or more brokers
                       are in a position to offer comparable prices and
                       executions, preference may be given to brokers that
                       have sold shares of the fund or have provided
                       investment research, statistical, and other related
                       services for the benefit of the fund and/or of other
                       funds served by Capital Research and Management
                       Company.
 
                       PRINCIPAL UNDERWRITER American Funds Distributors,
                       Inc., a wholly owned subsidiary of Capital Research and
                       Management Company, is the principal underwriter of the
                       fund's shares. American Funds Distributors, Inc. is lo-
                       cated at 333 South Hope Street, Los Angeles, CA 90071,
                       135 South State College Boulevard, Brea, CA 92821, 8000
                       IH-10 West, San Antonio, TX 78230, 8332 Woodfield
                       Crossing Boulevard, Indianapolis, IN 46240, and 5300
                       Robin Hood Road, Norfolk, VA 23513. Telephone conversa-
                       tions with American Funds Distributors may be recorded
                       or monitored for verification, recordkeeping and qual-
                       ity assurance purposes.
 
                       PLAN OF DISTRIBUTION The fund has a plan of distribu-
                       tion or "12b-1 Plan" under which it may finance activi-
                       ties primarily intended to sell shares, provided the
                       categories of expenses are approved in advance by the
                       board and the expenses paid under the plan were in-
                       curred within the last 12 months and accrued while the
                       plan is in effect. Expenditures by the fund under the
                       plan may not exceed 0.25% of its average net assets an-
                       nually (all of which may be for service fees.)
 
                       TRANSFER AGENT American Funds Service Company, 800/421-
                       0180, a wholly owned subsidiary of Capital Research and
                       Management Company, is the transfer agent and performs
                       shareholder service functions. American Funds Service
                       Company is located at 333 South Hope Street, Los Ange-
                       les, CA 90071, 135 South State College Boulevard, Brea,
                       CA 92821, 8000 IH-10 West, San Antonio, TX 78230, 5300
                       Robin Hood Road, Norfolk, VA 23513 and 8332 Woodfield
                       Crossing Boulevard, Indianapolis, IN 46240. It was paid
                       a fee of $8,735,000 for the fiscal year ended July 31,
                       1996. Telephone conversations with American Funds Serv-
                       ice Company may be recorded or monitored for verifica-
                       tion, recordkeeping and quality assurance purposes.
 
                                                                              9
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
  PURCHASING SHARES    ALL ORDERS TO PURCHASE SHARES MUST BE MADE THROUGH YOUR
                       RETIREMENT PLAN. FOR MORE INFORMATION ABOUT HOW TO
                       PURCHASE SHARES OF THE FUND THROUGH YOUR PLAN OR
                       LIMITATIONS ON THE AMOUNT THAT MAY BE PURCHASED, PLEASE
                       CONSULT WITH YOUR EMPLOYER. Shares are sold to eligible
                       retirement plans at the net asset value per share next
                       determined after receipt of an order by the fund or
                       American Funds Service Company. Orders must be received
                       before the close of regular trading on the New York
                       Stock Exchange in order to receive that day's net asset
                       value. Plans of organizations with collective
                       retirement plan assets of $100 million or more may
                       purchase shares at net asset value. In addition, any
                       defined contribution plan qualified under Section
                       401(a) of the Internal Revenue Code including a
                       "401(k)" plan with 200 or more eligible employees or
                       any other plan that invests at least $1 million in
                       shares of the fund (or in combination with shares of
                       other funds in The American Funds Group other than the
                       money market funds) may purchase shares at net asset
                       value; however, a contingent deferred sales charge of
                       1% is imposed on certain redemptions within one year of
                       such purchase. (See "Redeeming Shares--Contingent
                       Deferred Sales Charge.") Plans may also qualify to
                       purchase shares at net asset value by completing a
                       statement of intention to purchase $1 million in fund
                       shares subject to commission over a maximum of 13
                       consecutive months. Certain redemptions of such shares
                       may also be subject to a contingent deferred sales
                       charge as described above. (See the statement of
                       additional information.)
 
                       The minimum initial investment is $250, except that the
                       money market funds have a minimum of $1,000 for
                       individual retirement accounts (IRAs). 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.
 
                       During 1997, American Funds Distributors will provide
                       compensation to the top one hundred dealers
                       who have sold shares of the fund or other funds in The
                       American Funds Group based on a pro rata share of a
                       qualifying dealer's sales.
 
                       Qualified dealers currently are paid a continuing
                       service fee not to exceed 0.25% of average net assets
                       annually in order to promote selling efforts and to
                       compensate them for providing certain services. (See
                       "Fund Organization and Management--Plan of
                       Distribution.") These services include processing
                       purchase and redemption transactions, establishing
                       shareholder accounts and providing certain information
                       and assistance with respect to the fund.
 
10
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
                       Shares of the fund are offered to other shareholders
                       pursuant to another prospectus at public offering
                       prices that may include an initial sales charge.
 
                       SHARE PRICE Shares are offered to eligible retirement
                       plans at the net asset value after the order is
                       received by the fund or American Funds Service Company.
                       In the case of orders sent directly to the fund or
                       American Funds Service Company, an investment dealer
                       must be indicated. Dealers are responsible for promptly
                       transmitting orders. (See the statement of additional
                       information under "Purchase of Shares--Price of
                       Shares.")
 
                       The fund's net asset value per share is determined as
                       of the close of trading (currently 4:00 p.m., New York
                       time) on each day the New York Stock Exchange is open.
                       The current value of the fund's total assets, less all
                       liabilities, is divided by the total number of shares
                       outstanding and the result, rounded to the nearer cent,
                       is the net asset value per share.
 
        SHAREHOLDER    Subject to any restrictions contained in your plan, you
           SERVICES    can exchange your shares for shares of other funds in
                       The American Funds Group which are offered through the
                       plan at net asset value. In addition, again depending
                       on your plan, you may be able to exchange shares
                       automatically or cross-reinvest dividends in shares of
                       other funds. Contact your plan administrator/trustee
                       regarding how to use these services. Also, see the
                       fund's statement of additional information for a
                       description of these and other services that may be
                       available through your plan. These services are
                       available only in states where the fund to be purchased
                       may be legally offered and may be terminated or
                       modified at any time upon 60 days' written notice.
 
   REDEEMING SHARES    Subject to any restrictions imposed by your plan, you
                       can sell your shares through the plan any day the New
                       York Stock Exchange is open. For more information about
                       how to sell shares of the fund through your retirement
                       plan, including any charges that may be imposed by the
                       plan, please consult with your employer.
 
                        By              Your plan administrator/trustee must    
                        contacting      send a letter of instruction            
                        your plan       specifying the name of the fund, the    
                        administrator/  number of shares or dollar amount to    
                        trustee         be sold, and, if applicable, your       
                                        name and account number. For your       
                                        protection, if you redeem more than     
                                        $50,000, the signatures of the          
                                        registered owners (i.e., trustees or    
                                        their legal representatives) must be    
                                        guaranteed by a bank, savings           
                                        association, credit union, or member    
                                        firm of a domestic stock exchange or    
                                        the National Association of             
                                        Securities Dealers, Inc., that is an    
                                        eligible guarantor institution. Your    
                                        plan administrator/trustee should       
                                        verify with the institution that it     
                                        is an eligible guarantor prior to       
                                        signing. Additional documentation may   
                                        be required to redeem shares from       
                                        certain accounts. Notarization by a     
                                        Notary Public is not an acceptable      
                                        signature guarantee.                    
                       --------------------------------------------------------
                        By              Shares may also be redeemed through
                        contacting      an investment dealer; however, you or
                        an              your plan may be charged for this
                        investment      service. SHARES HELD FOR YOU IN AN
                        dealer          INVESTMENT DEALER'S STREET NAME MUST
                                        BE REDEEMED THROUGH THE DEALER.
  
                                                                             11
 
 
<PAGE>
 
- -------------------------------------------------------------------------------
 
                       THE PRICE YOU RECEIVE FOR THE SHARES YOU REDEEM IS THE
                       NET ASSET VALUE NEXT DETERMINED AFTER YOUR ORDER AND ALL
                       REQUIRED DOCUMENTATION ARE RECEIVED BY THE FUND OR
                       AMERICAN FUNDS SERVICE COMPANY. (SEE "PURCHASING
                       SHARES--SHARE PRICE.")
 
                       CONTINGENT DEFERRED SALES CHARGE A contingent deferred
                       sales charge of 1% applies to certain redemptions
                       within the first year on investments of $1 million or
                       more and, subject to regulatory approval, on any
                       investment made with no initial sales charge by any
                       defined contribution plan qualified under Section
                       401(a) of the Internal Revenue Code including "401(k)"
                       plans with 200 or more eligible employees. 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 for the longest period are assumed to be redeemed
                       first for purposes of calculating this charge. The
                       charge is waived for exchanges (except if shares
                       acquired by exchange were then redeemed within 12
                       months of the initial purchase); for distributions from
                       qualified retirement plans and other employee benefit
                       plans; for redemptions resulting from participant-
                       directed switches among investment options within a
                       401(k) plan; and for redemptions in connection with
                       loans made by qualified retirement plans.
 
                       OTHER IMPORTANT THINGS TO REMEMBER  The net asset value
                       for redemptions is determined as indicated under
                       "Purchasing Shares--Share Price." Because the fund's
                       net asset value fluctuates, reflecting the market value
                       of the portfolio, the amount you receive for shares
                       redeemed may be more or less than the amount paid for
                       them.
 
                       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 Investment Company Act of
                       1940), redemption proceeds will be paid on or before
                       the seventh day following receipt of a proper
                       redemption request.
 
                               [LOGO OF      This prospectus has been printed on
                           RECYCLED PAPER]   recycled paper that meets the
                                             guidelines of the United States
                                             Environmental Protection Agency
 
                       THIS PROSPECTUS RELATES ONLY TO SHARES OF THE FUND
                       OFFERED WITHOUT A SALES CHARGE TO ELIGIBLE RETIREMENT
                       PLANS. FOR A PROSPECTUS REGARDING SHARES OF THE FUND
                       TO BE ACQUIRED OTHERWISE, CONTACT THE SECRETARY OF
                       THE FUND AT THE ADDRESS INDICATED ON THE FRONT.
 
<PAGE>
 


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