TAX EXEMPT BOND FUND OF AMERICA INC
485APOS, 1998-08-31
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                                                                   SIGNED 
                                                   SEC. File Nos. 2-49291
                                                                 811-3624
                                                                             
                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   
                                     FORM N-1A
                              Registration Statement
                                       Under
                              the Securities Act of 1933
   
                           Post-Effective Amendment No.24
                                        and
                               Registration Statement
                                       Under
                         The Investment Company Act of 1940
                                 Amendment No. 24
    
                      THE TAX-EXEMPT BOND FUND OF AMERICA, INC. 
                   (Exact Name of Registrant as specified in charter)
                               333 South Hope Street
                           Los Angeles, California 90071
                      (Address of principal executive offices)
 
                 Registrant's telephone number, including area code:
                                  (213) 486-9200
                                     
                            JULIE F. WILLIAMS, Secretary
                     The Tax-Exempt Bond Fund of America, Inc.
                               333 South Hope Street
                            Los Angeles, California 90071
                        (name and address of agent for service)
    
                                     Copies to:
                              Robert E. Carlson, Esq.
                       PAUL, HASTINGS, JANOFSKY & WALKER LLP
                         555 S. Flower Street, 23rd Floor
                            Los Angeles, CA  90071-2371
                            (Counsel for the Registrant)
                                  
                 Approximate date of proposed public offering:
   
It is proposed that this filing become effective on November 1, 1998, pursuant
to paragraph (a) of rule 485.    
 
<PAGE>
                      THE TAX-EXEMPT BOND FUND OF AMERICA, INC.
                                  CROSS REFERENCE SHEET
 
<TABLE>
<CAPTION>
ITEM NUMBER OF                                        CAPTIONS IN PROSPECTUS           
PART "A" OF FORM N-1A                                 (PART "A")                       
 
<S>     <C>                                           <C>                              
                                                                                       
 
1.      Front and Back Cover Pages                    Front and Back Cover Pages       
 
2.      Risk/Return Summary:  Investments,            Risk/Return Summary              
        Risks and Performance                                                          
 
3.      Risk/Return Summary:  Fee Table               Risk/Return Summary              
 
4.      Investment Objectives, Principal              Investment Objective,            
        Strategies, and Related Risks                 Strategies and Risks             
 
5.      Management's Discussion of Fund               N/A                              
        Performance                                                                    
 
6.      Management, Organization, and Capital         Management and                   
        Structure                                     Organization                     
 
7.      Shareholder Information                       Shareholder Information          
 
8.      Distribution Arrangements                     Shareholder Information          
 
9.      Financial Highlights Information              Financial Highlights             
 
</TABLE>
 
 
<TABLE>
<CAPTION>
ITEM NUMBER OF                                        CAPTIONS IN STATEMENT OF         
PART "B" OF FORM N-1A                                 ADDITIONAL INFORMATION           
                                                      (PART "B")                       
 
<S>     <C>                                           <C>                              
                                                                                       
 
10.     Cover Page and Table of Contents              Cover Page and Table of          
                                                      Contents                         
 
11.     Fund History                                  Fund Organization                
 
12.     Description of the Fund and its               Fund Organization;               
        Investments and Risks                         Investment Restrictions;         
                                                      Description of Certain           
                                                      Securities and Investment        
                                                      Techniques                       
 
13.     Management of the Fund                        Management; Fund Officers        
                                                      and Directors                    
 
14.     Control Persons and Principal Holders         N/A                              
        of Securities                                                                  
 
15.     Investment Advisory and Other Services        Management; General              
                                                      Information; Fund Officers       
                                                      and Directors                    
 
16.     Brokerage Allocation and Other                Management; Execution of         
        Practices                                     Portfolio Transactions           
 
17.     Capital Stock and Other Securities            None                             
 
18.     Purchase, Redemption and Pricing of           Purchase of Shares;              
        Shares                                        Selling Shares;                  
                                                      Shareholder Account              
                                                      Services and Privileges;         
                                                      General Information              
 
19.     Taxation of Fund                              Dividends and                    
                                                      Distributions                    
 
20.     Underwriters                                  Management                       
 
21.     Calculation of Performance Data               Investment Results and           
                                                      Related Statistics               
 
22.     Financial Statements                          Financial Statements             
 
</TABLE>
 
 
<TABLE>
<CAPTION>
ITEM IN PART "C"                                               
 
<S>     <C>                                         
                                                    
 
23.     Exhibits                                    
 
24.     Persons Controlled by or under              
        Common Control with Registrant              
 
25.     Indemnification                             
 
26.     Business and Other Connections of           
        Investment Adviser                          
 
27.     Principal Underwriters                      
 
28.     Location of Accounts and Records            
 
29.     Management Services                         
 
30.     Undertakings                                
 
        Signature Page                              
 
</TABLE>
 
<PAGE>
   
                               The Tax-Exempt Bond 
                                Fund of America(R)
 
                                   PROSPECTUS
 
 
 
 
 
 
 
                                NOVEMBER 1, 1998
 
THE SECURITIES AND EXCHANGE COMMISSION HAS NOT CONSIDERED THE MERITS OF THESE
SECURITIES.  FURTHER, IT HAS NOT DETERMINED THAT THIS PROSPECTUS IS TRUTHFUL OR
COMPLETE.  ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
 
THE TAX-EXEMPT BOND FUND OF AMERICA, INC.
333 South Hope Street
Los Angeles, California 90071
 
TICKER SYMBOL: AFTEX  NEWSPAPER ABBREV.:  TxEx FUND NO.:  19
 
TABLE OF CONTENTS
 
Risk/Return Summary
Fees and Expenses
Investment Objective, Strategies and Risks
Important Recent Developments
Management and Organization
Shareholder Information
Distribution Arrangements
Financial Highlights
Appendix
 
RISK/RETURN SUMMARY
 
The fund seeks to provide you with a high level of current income that is
exempt from federal income taxes while preserving your investment by investing
in municipal bonds, including lower quality bonds.  The fund emphasizes
undervalued but fundamentally sound investments in municipal obligations
supporting roads, schools, hospitals, airports and other public needs.
 
The fund is suited for investors seeking income exempt from federal taxes and
more price stability than stocks, and capital preservation over the long term. 
An investment in the fund is subject to various risks, including the
possibility that it may decline in value in response to certain events. 
Investing in lower rated, higher yielding bonds can involve special risks. 
Accordingly, you may lose money by investing in the fund.  The likelihood of
loss is greater if you invest for a shorter period of time.  In addition, the
fund may experience difficulty liquidating certain portfolio securities during
significant market declines or periods of heavy redemptions.
 
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 entity or
person.
 
INVESTMENT RESULTS
 
The fund calculates its results in the following ways:
 
- - TOTAL RETURN is the change in value of an investment in the fund over a given
period, assuming reinvestment of any dividends and capital gain distributions.
 
- - YIELD generally reflects the income return on the fund's investments based on
the current portfolio as calculated by a formula mandated by the Securities and
Exchange Commission. Yield is computed by dividing the net investment income
per share earned by the fund over a given period of time by the maximum
offering price per share on the last day of the period.  A yield calculated
using this formula may be different than the income actually paid to
shareholders.
 
- - DISTRIBUTION RATE reflects dividends that were paid by the fund.  The
distribution rate is calculated by annualizing the current month's dividend and
dividing by the average price for the month.
 
The following information illustrates how the fund's results fluctuate:
For periods ended December 31, 1997:
 
<TABLE>
<CAPTION>
                   The fund       The fund                                      
 
Average            at net         at maximum        Lehman       Lipper         
 
Annual             asset          sales charge      Index        Average        
 
Total Return       value/1/       /1/,/2/           /3/          /4/            
 
<S>                <C>            <C>               <C>          <C>            
                                                                                
 
One Year           xx.xx%         xx.xx%            xx.xx%       xx.xx%         
 
Five Years         xx.xx%         xx.xx%            xx.xx%       xx.xx%         
 
Ten Years          xx.xx%         xx.xx%            xx.xx%       xx.xx%         
 
Lifetime/5/        xx.xx%         xx.xx%            xx.xx%       xx.xx%         
 
</TABLE>
 
SEC Yield/1/,/2/: x.xx%
Distribution Rate/2/:  x.xx%
(For current yield and distribution rate information call 1-800-421-9900)
 
/1/ THESE FUND RESULTS WERE CALCULATED ACCORDING TO A STANDARD FORMULA THAT IS
REQUIRED FOR ALL STOCK AND BOND FUNDS.
/2/ INCLUDES MAXIMUM SALES CHARGE.
/3/ LEHMAN BROTHERS MUNICIPAL BOND INDEX REPRESENTS THE LONG-TERM INVESTMENT
GRADE MUNICIPAL BOND MARKET.  THIS INDEX IS UNMANAGED AND DOES NOT REFLECT
SALES CHARGES, COMMISSIONS OR EXPENSES.
/4/ THE LIPPER GENERAL MUNICIPAL BOND FUND AVERAGE REFLECTS THE AVERAGE RESULTS
OF FUNDS THAT INVEST AT LEAST 65% OF ASSETS IN MUNICIPAL DEBT ISSUES IN THE TOP
FOUR RATING CATEGORIES
/5/ THE FUND BEGAN INVESTMENT OPERATIONS ON OCTOBER 3, 1979.
 
Here are the fund's results calculated without a sales charge on a calendar
year basis.  (If a sales charge were included, results would be lower.)
 
[BAR GRAPH]
1993  11.72
1994  -4.82
1995  17.28
1996   4.57
1997    xxx
[END BAR GRAPH]
 
The fund's year-to-date return for the period ending September 30, 1998 was   
%.
 
The fund's highest/lowest quarterly results during this time period were:
 
- - Highest  xxxx  (quarter ended xx)
 
- - Lowest   xxxx  (quarter ended xx)
 
Past results are not an indication of future results.
 
FEES AND EXPENSES OF THE FUND
 
THE FOLLOWING DESCRIBES THE FEES AND EXPENSES THAT YOU MAY PAY IF YOU BUY AND
HOLD SHARES OF THE FUND.
 
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
 
Maximum sales charge imposed on purchases
 (as a percentage of offering price)     4.75%
 
Sales charges are reduced or eliminated for larger purchases.  There is no
sales charge on reinvested dividends, and no deferred sales charge or
redemption or exchange fees.  A contingent deferred sales charge of 1% applies
on certain redemptions made within 12 months following any purchases you made
without a sales charge.
 
<TABLE>
<CAPTION>
ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT ARE                                 
DEDUCTED FROM THE FUND ASSETS)                                       
 
<S>                                    <C>           <C>             
Management Fees                                      xx.xx%          
 
Service (12b-1) Fees                                 xx.xx%/1/       
 
Other Expenses                                       xx.xx%          
 
  ____________________                 xx.xx%                        
 
  ____________________                 xx.xx%                        
 
  ____________________                 xx.xx%                        
 
Total Annual Fund Operating                                          
Expenses                                                             
 
</TABLE>
 
/1/ 12B-1 EXPENSES MAY NOT EXCEED 0.25% 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 and then redeem all of your shares at the end of those periods.  The
Example also assumes that your investment has a 5% return each year and that
the fund's operating expenses remain the same.  Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
 
<TABLE>
<CAPTION>
<S>                                               <C>        
One year                                          $xx        
 
Three years                                       $xx        
 
Five years                                        $xx        
 
Ten years                                         $xx        
 
</TABLE>
 
INVESTMENT OBJECTIVE, STRATEGIES AND RISKS
 
The fund's investment objective is to provide you with a high level of current
income exempt from federal income taxes, consistent with the preservation of
capital.  It seeks to achieve this objective by investing in municipal bonds,
including lower quality bonds.  Municipal bonds are debt obligations generally
issued to obtain funds for various public purposes, including the construction
of public facilities.  In response to unfavorable market conditions, the fund
may temporarily invest in securities of any type, including taxable debt
securities and cash or cash equivalents.
 
Your investment may be adversely affected by market conditions and other
factors.  The value of debt securities held by the fund may be affected by
changing interest rates, effective maturities and credit ratings.  For example,
the value of higher rated bonds in the fund's portfolio generally will decline
when interest rates rise, and the value of lower rated bonds will be subject to
greater credit risk and price fluctuations than higher rated bonds.  The fund's
investment adviser attempts to reduce these risks through diversification of
the portfolio and by credit analysis of each issuer as well as by monitoring
economic and legislative developments.
 
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 Capital Research and Management
Company is to seek values at reasonable prices.
 
The following chart illustrates the quality ratings of the various bonds held
in the portfolio as of the end of the fund's fiscal year.  See the Appendix for
a description of quality ratings.
 
[chart]
                         Percent of
GEOGRAPHIC BREAKDOWN     Net Assets 
 
 
[end chart]
BECAUSE THE FUND IS ACTIVELY MANAGED, ITS HOLDINGS WILL CHANGE FROM TIME TO
TIME.
 
IMPORTANT RECENT DEVELOPMENTS
 
YEAR 2000
 
The date-related computer issue known as the "Year 2000 problem" could have an
adverse impact on the quality of services provided to the fund and its
shareholders.  However, the fund understands that its key service
providers--including the investment adviser and its affiliates--are taking
steps to address the issue.  In addition, the Year 2000 problem may adversely
affect the issuers in which the fund invests.  For example, issuers may incur
substantial costs to address the problem.  They may also suffer losses caused
by corporate and governmental data processing errors.  The fund and its
investment adviser will continue to monitor developments relating to this
issue.
 
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 indicated
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 Investment. 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 system 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 The Tax-Exempt Bond Fund of America are listed on the
following page.  
 
<TABLE>
<CAPTION>
                                                            YEARS OF EXPERIENCE AS
                                                           INVESTMENT PROFESSIONAL
                                                                (APPROXIMATE)
                                                           .........................
                                   YEARS OF EXPERIENCE AS
   PORTFOLIO                        PORTFOLIO COUNSELOR    WITH CAPITAL
  COUNSELORS                                FOR            RESEARCH AND
 FOR THE TAX-                       THE TAX-EXEMPT BOND     MANAGEMENT
  EXEMPT BOND                         FUND OF AMERICA       COMPANY OR
FUND OF AMERICA  PRIMARY TITLE(S)      (APPROXIMATE)      ITS AFFILIATES TOTAL YEARS
- ------------------------------------------------------------------------------------
<S>              <C>               <C>                    <C>            <C>
NEIL L.          Senior Vice       18 years (since        19 years       19 years
LANGBERG         President of      the fund began
                 the fund. Vice    operations)
                 President--
                 Investment
                 Management
                 Group, Capital
                 Research and
                 Management
                 Company
- ------------------------------------------------------------------------------------
MARK R.          Vice President    3 years                3 years        12 years
MACDONALD        of the fund.
                 Vice
                 President--
                 Investment
                 Management
                 Group, Capital
                 Research and
                 Management
                 Company
- ------------------------------------------------------------------------------------
REBECCA L.       Vice              12 years               15 years       15 years
FORD             President--
                 Investment
                 Management
                 Group, Capital
                 Research and
                 Management
                 Company
- ------------------------------------------------------------------------------------
</TABLE>
 
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 are available only in states
where they may be legally offered and 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
 
WESTERN SERVICE CENTER
American Funds Service Company
P.O. Box 2205
Brea, California  92822-2205
Fax: 714/671-7080
 
WESTERN CENTRAL SERVICE CENTER
American Funds Service Company
P.O. Box 659522
San Antonio, Texas  78265-9522
Fax: 210/530-4050
 
EASTERN CENTRAL SERVICE CENTER
American Funds Service Company
P.O. Box 6007
Indianapolis, Indiana  46206-6007
Fax: 317/735-6620
 
EASTERN SERVICE CENTER
American Funds Service Company
P.O. Box 2280
Norfolk, Virginia  23501-2280
Fax: 804/670-4773
 
A COMPLETE DESCRIPTION OF THE SERVICES WE OFFER ARE DESCRIBED 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. 
 
TAX-EXEMPT FUNDS SHOULD NOT SERVE AS RETIREMENT PLAN INVESTMENTS. 
Additionally, accounts held by investment dealers may not offer certain
services.  If you have any questions, please contact your dealer.
 
PURCHASE AND EXCHANGE OF SHARES
 
PURCHASE
 
Generally, you may open an account by contacting any investment dealer
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 other funds in The American Funds Group
generally without a sales charge. 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.
 
INVESTMENT MINIMUMS
To establish an account      $1,000
To add to an account       $    50
 
SHARE PRICE
 
The fund determines its share price, also called net asset value, as of 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 offering price, or sold at the net asset
value, next determined after American Funds Service Company receives and
accepts your request. The offering price is the net asset value plus a sales
charge, if applicable. 
 
SALES CHARGE
 
A sales charge may apply to your purchase.  Your sales charge may be reduced
for larger purchases as indicated below.
 
<TABLE>
<CAPTION>
<S>                       <C>              <C>              <C>                   
                          Sales Charge as a                                          
                          Percentage of                                           
 
Investment                Offering         Net              Dealer                
                          Price            Amount           Concession            
                                           Invested         as % of               
                                                            Offering              
                                                            Price                 
 
Less than $25,000         4.75%            4.99%            4.00%                 
 
$25,000 but less          4.50%            4.71%            3.75%                 
than $50,000                                                                      
 
$50,000 but less          4.00%            4.17%            3.25%                 
than $100,000                                                                     
 
$100,000 but less         3.50%            3.63%            2.75%                 
than $250,000                                                                     
 
$250,000 but less         2.50%            2.56%            2.00%                 
than $500,000                                                                     
 
$500,000 but less         2.00%            2.04%            1.60%                 
than $1 million                                                                   
 
$1 million or more        see below        see below        see below             
and certain other                                                                 
investments                                                                       
described below                                                                   
 
</TABLE>
 
PURCHASES NOT SUBJECT TO SALES CHARGE
 
Investments of $1 million or more and investments made by employer-sponsored
defined contribution-type plans with 100 or more eligible employees are sold
with no initial sales charge.  A 1% CONTINGENT DEFERRED SALES CHARGE MAY BE
IMPOSED ON CERTAIN REDEMPTIONS BY THESE ACCOUNTS MADE WITHIN ONE YEAR OF
PURCHASE.  A dealer concession of up to 1% may be paid by the fund under its
Plan of Distribution and/or by American Funds Distributors on investments made
with no initial sales charge.  
 
REDUCING YOUR SALES CHARGE
 
You and your immediate family may combine investments to reduce your sales
charge. You must let your investment dealer or American Funds Service Company
know if you qualify for a reduction in your sales charge using one or any
combination of the methods described in the statement of additional information
or "Welcome to the Family."
 
PLAN OF DISTRIBUTION
 
The fund has a Plan of Distribution or "12b-1 Plan" 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 trustees.  Up to 0.25%
of average net assets is paid annually to qualified dealers for providing
certain services pursuant to the fund's Plan of Distribution.  The 12b-1 fee
paid by the fund, as a percentage of average net assets, for the previous
fiscal year is indicated earlier under "Fees and Expenses of the Fund."  Since
these fees are paid out of the fund's assets on an ongoing basis, over time
they will increase the cost of an investment and may cost you more than paying
higher initial sales charges.
 
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.
 
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) shares 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(SM):
 
- - Redemptions by telephone or fax (including American FundsLine(R) and American
FundsLine OnLine(SM)) 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.  
 
TRANSACTIONS BY TELEPHONE, FAX, AMERICAN FUNDSLINE(R), OR AMERICAN FUNDSLINE
ONLINE(SM)
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. 
 
DISTRIBUTION ARRANGEMENTS
 
DIVIDENDS AND DISTRIBUTIONS
 
The fund declares dividends from its net investment income daily and
distributes the accrued dividends to you each month.  Capital gains, if any,
are usually distributed in November or December. 
 
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.
 
TAX CONSEQUENCES
 
Interest on municipal bonds is generally not included in gross income for
federal income tax purposes.  The fund is permitted to pass through to its
shareholders federally tax-exempt income subject to certain requirements. 
However, the fund may invest in obligations which pay interest that is subject
to state and local taxes when distributed by the fund.  Dividends derived from
taxable interest income, distributions of capital gains and dividends on gains
from the disposition of certain market discount bonds will not be exempt from
federal, state or local income tax.
 
Dividends and capital gains are generally taxable whether they are reinvested
or received in cash--unless you are exempt from taxation or entitled to tax
deferral.  Capital gains may be taxed at different rates depending on the
length of time the fund holds its assets.   
 
You must provide the fund with a certified correct taxpayer identification
number (generally your Social Security Number) and certify that you are not
subject to backup withholding.  If you fail to do so, the IRS can require the
fund to withhold 31% of your taxable distributions and redemptions.  Federal
law also requires the fund to withhold 30% of the applicable tax treaty rate
from dividends paid to certain non-resident alien, non-US partnership and
non-U.S. corporation shareholder accounts. 
 
Please see the statement of additional information, "Welcome to the Family,"
and your tax adviser for further information.
 
FINANCIAL HIGHLIGHTS
 
The financial highlights table is intended to help you understand the fund's
financial performance for the past five years.  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 Price Waterhouse LLP, whose report, along with
the fund's financial statements, are included in the statement of additional
information, which is available upon request.
SELECTED PER-SHARE DATA
<TABLE>
<CAPTION>
                           YEAR ENDED AUGUST 31
                           ....................
                          1998   1997   1996   1995   1994   
             ------------------------------------------------
<S>                      <C>     <C>     <C>     <C>      <C>
Net asset value,
beginning of year        xx   $11.86  $11.94  $11.65  $12.43 
- -------------------------------------------------------------
INCOME FROM
INVESTMENT
OPERATIONS:
Net investment
income                     xx    .64     .64     .68     .67 
 .............................................................
Net realized and
unrealized gain
(loss) on investments      xx   .45     .01     .29    (.69)
 ............................................................
Total income from
investment
operations                 xx   1.01     .65     .97    (.02)
- -------------------------------------------------------------
LESS DISTRIBUTIONS:
Dividends from net
investment income          xx   (.64)   (.64)   (.68)   (.68)
 .............................................................
Distribution from
net realized gains         xx   (.04)   (.09)    --     (.08)
 .............................................................
Total distributions        xx   (.68)   (.73)   (.68)   (.76)
 .............................................................
Net asset value, end of
year                       xx  $12.27  $11.86  $11.94  $11.65
 .............................................................
Total return /1/           xx   9.39%   5.51%   8.70%  (.14)%
- -------------------------------------------------------------
RATIOS/SUPPLEMENTAL
DATA:
Net assets, end of
year (in millions)         xx  $1,593  $1,476  $1,424  $1,385
 .............................................................
Ratio of expenses
to average net assets      xx    .68%    .68%    .66%    .69%
 .............................................................
Ratio of net income
to average net assets      xx   5.27%   5.35%   5.87%   5.53%
 .............................................................
Portfolio
turnover rate              xx  14.39%  26.89%  49.28%  22.40%
</TABLE>
 
/1/ Excludes maximum sales charge of 4.75%.
 
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 of 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."
 
Standard & Poor's 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 and 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."
 
<TABLE>
<CAPTION>
For                                                          
 
Shareholder         For Retirement       For Dealer          
 
Services            Plan Services        Services            
 
                                                             
 
<S>                 <C>                  <C>                 
American            Call your            American Funds      
 
Funds Service       employer or          Distributors        
 
Company             plan                 800/421-9900        
 
800/421-0180        administrator        ext.11              
 
</TABLE>
 
For 24-hour Information
American             American Funds
FundsLine(R)         Internet Web site
800/352-3590         http://www.americanfunds.com
 
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 are any
inconsistencies or ambiguities, the English text will prevail.
 
OTHER FUND INFORMATION
 
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)
 
Contains more detailed information on all aspects of the fund, including the
fund's financial statements.
 
A current SAI has been filed with the Securities and Exchange Commission
("SEC") and is incorporated by reference into this prospectus.  The SAI and
other related materials about the fund are available for review or to be copied
at the SEC's Public Reference Room (1-800-SEC-0330) or on the SEC's Internet
Web site at http://www.sec.gov.
 
Code of Ethics
 
Includes a description of the fund's personal investing policy.
 
To request a free copy of any of the documents above:
 
Call American Funds    or    Write to the Secretary of the fund
Service Company              333 South Hope Street
800/421-0180 ext.1           Los Angeles, California  90071
 
Investment Company File No. 811-3624
    
<PAGE>
                   THE TAX-EXEMPT BOND FUND OF AMERICA, INC.
 
                                    PART B
                     STATEMENT OF ADDITIONAL INFORMATION
   
                             NOVEMBER 1, 1998    
   
 This document is not a prospectus but should be read in conjunction with the
current prospectus dated November 1, 1998 of The Tax-Exempt Bond Fund of
America, Inc. (the "fund").  The prospectus may be obtained from your
investment dealer or financial planner or by writing to the fund at the
following address:    
 
                    The Tax-Exempt Bond Fund of America, Inc.
                               Attention:  Secretary
                               333 South Hope Street
                               Los Angeles, CA  90071
                                   (213) 486-9200
 
                               Table of Contents
   
<TABLE>
<CAPTION>
<S>                                                            <C>       
Item                                                           Page No.   
 
                                                                         
 
Certain Investment Limitations                                  2        
 
Description of Certain Securities and Investment Techniques     2        
 
Investment Restrictions                                         6        
 
Fund Organization                                               8        
 
Fund Officers and Directors                                     9        
 
Management                                                     12        
 
Dividends and Distributions                                    15        
 
Additional Information Concerning Taxes                        15        
 
Purchase of Shares                                             19        
 
Selling Shares                                                 25        
 
Shareholder Account Services and Privileges                    27        
 
Execution of Portfolio Transactions                            29        
 
General Information                                            29        
 
Investment Results and Related Statistics                      31        
 
Description of Ratings for Debt Securities                     35        
 
Financial Statements                                           attached   
 
</TABLE>
    
   
                      CERTAIN INVESTMENT LIMITATIONS
 
 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.    
   
TAX-EXEMPT SECURITIES
- -  Portion of the fund that must be in tax-exempt securities 80%    
   
DEBT SECURITIES
- -  Portion of the fund that may be in securities subject to alternative minimum
taxes 0%
- -  Portion of the fund that must be in bonds rated A or better 65%
- -  Portion of the fund that may be in bonds rated BBB/Baa or below 35%
- -  Portion of the fund that may be in bonds rated BB/Ba or below 20%    
   
MATURITY
- -  Substantially invested in securities with maturities in excess of 3 years
    
 
          DESCRIPTION OF CERTAIN SECURITIES AND INVESTMENT TECHNIQUES
   
 THE DESCRIPTIONS BELOW ARE INTENDED TO SUPPLEMENT THE MATERIAL IN THE
PROSPECTUS UNDER  the "Risk/Return Summary" and "Investment Objectives,
Strategies and Risks."    
   
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.    
   
 The fund may invest up to 20% of its assets in debt securities rated Ba and BB
or below by Moody's or S&P or in unrated securities that are determined to be
of equivalent quality by Capital Research and Management Company, the fund's
investment adviser.  These securities are commonly known as "high-yield,
high-risk" or "junk" bonds.   The fund may invest in bonds rated as low as Ca
by Moody's or CC by S&P which are described by the rating agencies as
"speculative in a high degree; often in default or [having] other marked
shortcomings."      
 
CERTAIN RISK FACTORS RELATING TO HIGH-YIELD, HIGH-RISK BONDS
 
SENSITIVITY TO INTEREST RATE AND ECONOMIC CHANGES -- High-yield, high-risk
bonds can be sensitive to adverse economic changes and political and corporate
developments.  During an economic downturn or substantial period of rising
interest rates, highly leveraged issuers may experience financial stress that
would adversely affect their ability to service their principal and interest
payment obligations, to meet projected business goals, and to obtain additional
financing.  If the issuer of a bond defaults on its obligations to pay interest
or principal or enters into bankruptcy proceedings, the fund may incur losses
or expenses in seeking recovery of amounts owed to it.  In addition, periods of
economic uncertainty and changes can be expected to result in increased
volatility of market prices and yields of high-yield, high-risk bonds.
   
PAYMENT EXPECTATIONS -- High-yield, high-risk bonds may contain redemption or
call provisions.  If an issuer exercised these provisions in a declining
interest rate market, the fund would have to replace the security with a lower
yielding security, resulting in a decreased return for investors.  A
high-yield, high-risk bond's value will decrease in a rising interest rate
market, as will the value of the fund's assets.     
 
LIQUIDITY AND VALUATION -- There may be little trading in the secondary market
for particular bonds, which may affect adversely the fund's ability to value
accurately or dispose of such bonds.  Adverse publicity and investor
perceptions, whether or not based on fundamental analysis, may decrease the
values and liquidity of high-yield, high-risk bonds, especially in a thin
market.
 
 Subsequent to its purchase by the fund, an issue of municipal bonds or notes
may cease to be rated or its rating may be reduced below the minimum rating
required for its purchase.  Neither event requires the elimination of such
obligation from the fund's portfolio, but Capital Research and Management
Company (the "Investment Adviser") will consider such an event in its
determination of whether the fund should continue to hold such obligation in
its portfolio.  If, however, as a result of downgrades or otherwise, the fund
holds more than 20% of its net assets in high-yield, high-risk bonds, the fund
will dispose of the excess as expeditiously as possible.
   
MUNICIPAL BONDS -- Municipal bonds are debt obligations generally issued to
obtain funds for various public purposes, including the construction of public
facilities.  Opinions relating to the validity of municipal bonds and to the
exclusion from gross income for federal income tax purposes and, where
applicable, the exemption from state and local income tax are rendered by bond
counsel to the issuing authorities at the time of issuance.    
 
 The two principal classifications of municipal bonds are general obligation
and limited obligation, or revenue, bonds.  General obligation bonds are
secured by the issuer's pledge of its full faith and credit including, if
available, its taxing power for the payment of principal and interest.  Issuers
of general obligation bonds include states, counties, cities, towns and various
regional or special districts.  The proceeds of these obligations are used to
fund a wide range of public facilities such as the construction or improvement
of schools, highways and roads, water and sewer systems and facilities for a
variety of other public purposes.  Lease revenue bonds or certificates of
participation in leases are payable from annual lease rental payments from a
state or locality.  Annual rental payments are payable to the extent such
rental payments are appropriated annually.
 
 Typically, the only security for a limited obligation or revenue bond is the
net revenue derived from a particular facility or class of facilities financed
thereby or, in some cases, from the proceeds of a special tax or other special
revenues.  Revenue bonds have been issued to fund a wide variety of
revenue-producing public capital projects including:  electric, gas, water and
sewer systems; highways, bridges and tunnels; port and airport facilities;
colleges and universities; hospitals; and convention, recreational and housing
facilities.  Although the security behind these bonds varies widely, many
provide additional security in the form of a debt service reserve fund which
may also be used to make principal and interest payments on the issuer's
obligations.  In addition, some revenue obligations (as well as general
obligations) are insured by a bond insurance company or backed by a letter of
credit issued by a banking institution.
 
 Revenue bonds also include, for example, pollution control, health care and
housing bonds, which, although nominally issued by municipal authorities, are
generally not secured by the taxing power of the municipality but are secured
by the revenues of the authority derived from payments by the private entity
which owns or operates the facility financed with the proceeds of the bonds. 
Obligations of housing finance authorities have a wide range of security
features including reserve funds and insured or subsidized mortgages, as well
as the net revenues from housing or other public projects.  Most of these bonds
do not generally constitute the pledge of the credit of the issuer of such
bonds.  The credit quality of such revenue bonds is usually directly related to
the credit standing of the user of the facility being financed or of an
institution which provides a guarantee, letter of credit, or other credit
enhancement for the bond issue.
   
MUNICIPAL LEASE OBLIGATIONS - The fund may invest in municipal lease revenue
obligations, some of which may be considered illiquid.  The fund may purchase,
without limitation, municipal lease revenue obligations that are determined to
be liquid by Capital Research and Management Company.  In determining whether
these securities are liquid, Capital Research and Management Company will
consider among other things, the credit quality and support, including
strengths and weaknesses of the issuers and lessees, the terms of the lease,
the frequency and volume of trading and the number of dealers trading the
securities.    
 
TEMPORARY INVESTMENTS -- The fund may invest in short-term municipal
obligations of up to one year in maturity during periods of temporary defensive
strategy or when such investments are considered advisable for liquidity. 
Generally, the income from all such securities is exempt from federal income
tax.  See "Additional Information Concerning Taxes" below.  Further, a portion
of the fund's assets, which will normally be less than 20% of assets, may be
held in cash or invested in high quality taxable short-term securities of up to
one year in maturity.  Such temporary investments may include: (1) obligations
of the U.S. Treasury; (2) obligations of agencies and instrumentalities of the
U.S. Government; (3) money market instruments, such as certificates of deposit
issued by domestic banks, corporate commercial paper, and bankers' acceptances;
and (4) repurchase agreements (which are described below).
 
MUNICIPAL INFLATION-INDEXED BONDS  -- The fund may invest in inflation-indexed
bonds issued by municipalities.  Interest payments are made to bondholders
semi-annually and are made up of two components: a fixed "real coupon" or
spread, and a variable coupon linked to an inflation index.  Accordingly,
payments will increase or decrease each period as a result of changes in the
inflation index.  In the period of deflation payments may decrease to zero, but
in any event will not be less than zero.
 
ZERO COUPON BONDS -- Municipalities may issue zero coupon securities which are
debt obligations that do not entitle the holder to any periodic payments of
interest prior to maturity or a specified date when the securities begin paying
current interest.  They are issued and traded at a discount from their face
amount or par value, which discount varies depending on the time remaining
until cash payments begin, prevailing interest rates, liquidity of the
security, and the perceived credit quality of the issuer.
 
PRE-REFUNDED BONDS -- From time to time, a municipality may refund a bond that
it has already issued prior to the original bond's call date by issuing a
second bond, the proceeds of which are used to purchase securities.  The
securities are placed in an escrow account pursuant to an agreement between the
municipality and an independent escrow agent.  The principal and interest
payments on the securities are then used to pay off the original bondholders. 
For the purposes of diversification, pre-refunded bonds will be treated as
governmental issues.
 
FORWARD COMMITMENTS -- The fund may enter into commitments to purchase or sell
securities at a future date.  When the fund purchases such securities, it
assumes the risk of any decline in value of the securities 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 transaction
fails to deliver or pay for the securities, the fund could miss a favorable
price or yield opportunity, or could experience a loss. 
 
 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.
   
VARIABLE AND FLOATING RATE OBLIGATIONS -- The fund may invest in variable and
floating rate obligations which have interest rates that are adjusted at
designated intervals or whenever interest rates change.  The rate adjustment
feature tends to limit the extent to which the market value of the obligation
will fluctuate.    
 
PRIVATE PLACEMENTS -- Generally, municipal securities acquired in private
placements are subject to contractual restrictions on resale.  Accordingly, all
private placements will be considered illiquid unless they have been
specifically determined to be liquid, taking into account factors such as the
frequency and volume of trading and the commitment of dealers to make markets
under procedures adopted by the fund's board of directors.
 
REPURCHASE AGREEMENTS -- Although the fund has no current intention to do so
during the next 12 months, it may enter on a temporary basis into repurchase
agreements, under which it buys a security and obtains a simultaneous
commitment from the seller to repurchase the security at a specified time and
price.  Repurchase agreements permit the fund to maintain liquidity and earn
income over periods of time as short as overnight.  The seller must maintain
with the fund's custodian collateral equal to at least 100% of the repurchase
price including accrued interest, as monitored daily by Capital Research and
Management Company.  The fund will only enter into repurchase agreements
involving securities in which it could otherwise invest and with selected banks
and securities dealers whose financial condition is monitored by the Investment
Adviser.  If the seller under the repurchase agreement defaults, the fund may
incur a loss if the value of the collateral securing the repurchase agreement
has declined and may incur disposition costs in connection with liquidating the
collateral.  If bankruptcy proceedings are commenced with respect to the
seller, liquidation of the collateral by the fund may be delayed or limited.
 
PORTFOLIO MANAGEMENT -- In seeking to achieve the fund's objective, the
Investment Adviser causes the fund to purchase securities which it believes
represent the best values then currently available in the marketplace.  Such
values are a function of yield, maturity, issue classification and quality
characteristics, coupled with expectations regarding the economy, movements in
the general level and term structure of interest rates, political developments,
and variations in the supply of funds available for investment in the
tax-exempt market relative to the demand for the funds placed upon it.  These
latter factors change continuously and should be met with a dynamic, responsive
approach to the investment process.  Some of the more important portfolio
management techniques that are utilized by the Investment Adviser are set forth
below.
 
ADJUSTMENT OF MATURITIES -- The Investment Adviser seeks to anticipate
movements in interest rates and adjusts the maturity distribution of the
portfolio accordingly.  Longer term securities ordinarily yield more than
shorter term securities but are subject to greater and more rapid price
fluctuation.  Keeping in mind the fund's objective of producing a high level of
current income, the Investment Adviser will increase the fund's exposure to
this price volatility only when it appears likely to increase current income
without undue risk to capital.
 
ISSUE CLASSIFICATION -- Securities with the same general quality rating and
maturity characteristics, but which vary according to the purpose for which
they were issued, often tend to trade at different yields.  These yield
differentials tend to fluctuate in response to political and economic
developments, as well as temporary imbalances in normal supply/demand
relationships.  The Investment Adviser monitors these fluctuations closely, and
will attempt to adjust portfolio concentrations in various issue
classifications according to the value disparities brought about by these yield
relationship fluctuations.
 
QUALITY -- Securities issued for similar purposes and with the same general
maturity characteristics, but which vary according to the creditworthiness of
their respective issuers, tend to trade at different yields.  These yield
differentials also tend to fluctuate in response to political, economic and
supply/demand factors.  The Investment Adviser will attempt to take advantage
of these fluctuations by adjusting the concentration of portfolio securities in
any given quality category according to the value disparities produced by these
yield relationship fluctuations.
 
The Investment Adviser believes that, in general, the market for municipal
bonds is less liquid than that for taxable fixed-income securities. 
Accordingly, the ability of the fund to make purchases and sales of securities
in the foregoing manner may, at any particular time and with respect to any
particular securities, be limited (or non-existent).
 
PORTFOLIO TURNOVER -- Portfolio changes will be made without regard to the
length of time particular investments may have been held.  High portfolio
turnover 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 does not
anticipate its portfolio turnover will exceed 100% annually.  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 portfolio turnover for each of the last 10 years.
 
                            INVESTMENT RESTRICTIONS
 
FUNDAMENTAL POLICIES -- The fund has adopted certain investment restrictions
which may not be changed without a majority vote of its outstanding shares. 
Such majority is defined by the Investment Company Act of 1940 (the "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.  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 [or encumbrance of securities or assets of, or borrowings]
by the fund.  These restrictions provide that the fund may not:
 
 1. Purchase any security (other than securities issued or guaranteed by the
U.S. government or its agencies or instrumentalities), if immediately after and
as a result of such investment more than 5% of the value of the fund's total
assets would be invested in securities of the issuer.  For the purpose of this
restriction, the fund will regard each state, each political subdivision,
agency or instrumentality of such state, each multi-state agency of which such
state is a member, and each public authority which issues industrial
development bonds on behalf of a private entity as a separate issuer;
 
 2. Enter into any repurchase agreement if, as a result, more than 10% of the
value of the fund's total assets would be subject to repurchase agreements
maturing in more than seven days;
 
 3. Buy or sell real estate in the ordinary course of its business; however,
the fund may invest in securities secured by real estate or interests therein;
 
 4. Acquire securities subject to restrictions on disposition, except for
repurchase obligations;
 
 5. Make loans to others, except for the purchase of debt securities or
entering into repurchase agreements;
 
 6. Sell securities short, except to the extent that the fund contemporaneously
owns or has the right to acquire at no additional cost securities identical to
those sold short;
 
 7. Purchase securities on margin, except such short-term credits as may be
necessary for the clearance of purchases or sales;
 
 8. Borrow money, except from banks for temporary or emergency purposes, not in
excess of 5% of the value of the fund's total assets, excluding the amount
borrowed.  This borrowing provision is intended to facilitate the orderly sale
of portfolio securities to accommodate unusually heavy redemption requests, if
they should occur; it is not intended for investment purposes;
 
 9. Mortgage, pledge, or hypothecate its assets, except in an amount up to 10%
of the value of its total assets, but only to secure borrowings for temporary
or emergency purposes;
 
 10. Underwrite any issue of securities, except to the extent that the purchase
of municipal bonds directly from the issuer in accordance with the fund's
investment objective, policies and restrictions, and later resale may be deemed
to be an underwriting;
 
 11. Invest in companies for the purpose of exercising control or management;
 
 12. Purchase securities of other investment companies, except in connection
with a merger, consolidation, acquisition, or reorganization;
 
 13. Buy or sell commodities or commodity contracts or oil, gas or other
mineral exploration or development programs;
 
 14.  Write, purchase or sell puts, calls, straddles, spreads or any
combination thereof;
 
 15.  Purchase or retain the securities of any issuer, if, to the knowledge of
the fund, those individual officers and directors of the fund, its Investment
Adviser, or principal underwriter, each owning beneficially more than 1/2 of 1%
of the securities of such issuer, together own more than 5% of the securities
of such issuer;
 
 For the purpose of the fund's investment restrictions, the identification of
the "issuer" of municipal bonds that are not general obligation bonds is made
by the Investment Adviser on the basis of the characteristics of the bonds as
described, the most significant of which is the ultimate source of funds for
the payment of principal and interest on such bonds.
 
 For purposes of Investment Restriction #4, the term "securities subject to
restrictions on disposition" includes only securities that are not readily
marketable due to contractual restrictions.  Accordingly, the Fund can purchase
securities issued in private placements (including so-called 144A securities)
provided they are readily marketable.
 
 Notwithstanding Investment Restriction #12, 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 the
Directors pursuant to an exemptive order granted by the Securities and Exchange
Commission.
 
 For purposes of Investment Restriction #13, the term "oil, gas or other
mineral exploration or development programs" includes oil, gas or other mineral
exploration or development leases.
 
NON-FUNDAMENTAL POLICIES -- The fund has adopted the following non-fundamental
investment policies: The fund may not: 
 
 (a)  invest 25% or more of its assets in municipal bonds the issuers of which
are located in the same state, unless such securities are guaranteed by the
U.S. Government, or more than 25% of its total assets in securities the
interest on which is paid from revenues of similar type projects (such as
hospitals and health facilities; turnpikes and toll roads; ports and airports;
or colleges and universities).  The fund may on occasion invest more than an
aggregate of 25% of its total assets in industrial development bonds.  There
could be economic, business or political developments which might affect all
municipal bonds of a similar category or type or issued by issuers within any
particular geographical area or jurisdiction;
 
 (b)  invest more than 5% of the value of its total assets in securities of any
issuer with a record of less than three years continuous operation, including
predecessors, except those issued or guaranteed by the U.S. Government or its
agencies or instrumentalities, or municipal bonds rated at least "A" by either
Moody's Investors Service, Inc. or Standard & Poor's Corporation; and
 
 (c)  invest more than 15% of its total assets in securities which are not
readily marketable.
 
   
                               FUND ORGANIZATION
 
 The fund is an open-end, diversified management investment company.  It was
organized as a Maryland corporation in 1979.    
   
 All fund operations are supervised by the fund's board of directors.  The
board 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.      
 
                           FUND OFFICERS AND DIRECTORS
                      Directors and Director Compensation
   
<TABLE>
<CAPTION>
NAME,                         POSITION        PRINCIPAL               AGGREGATE           TOTAL                 TOTAL NUMBER       
ADDRESS                       WITH            OCCUPATION(S)           COMPENSATION        COMPENSATION          OF FUND            
AND AGE                       REGISTRANT      DURING PAST 5           (INCLUDING          (INCLUDING            BOARDS ON          
                                              YEARS (POSITIONS        VOLUNTARILY         VOLUNTARILY           WHICH              
                                              WITHIN THE              DEFERRED            DEFERRED              DIRECTOR           
                                              ORGANIZATIONS           COMPENSATION        COMPENSATION          SERVES/2/          
                                              LISTED MAY HAVE         /1/) FROM THE       /1/) FROM ALL                            
                                              CHANGED DURING          FUND DURING         FUNDS MANAGED                            
                                              THIS PERIOD)            FISCAL YEAR         BY CAPITAL                               
                                                                      ENDED AUGUST        RESEARCH AND                             
                                                                      31, 1998            MANAGEMENT                               
                                                                                          COMPANY/2/ FOR                           
                                                                                          THE YEAR ENDED                           
                                                                                          AUGUST 31, 1998                          
 
<S>                           <C>             <C>                     <C>                 <C>                   <C>                
H. Frederick Christie          Director       Private                 $      /3/          $                      19                
Age:  65                                      Investor.                                                                            
P.O. Box 144                                  Former President                                                                     
Palos Verdes Estates,                         and Chief                                                                            
CA 90274                                      Executive                                                                            
                                              Officer, The                                                                         
                                              Mission Group                                                                        
                                              (non-utility                                                                         
                                              holding Company,                                                                     
                                              subsidiary of                                                                        
                                              Southern                                                                             
                                              California                                                                           
                                              Edison Company)                                                                      
 
+ Don R. Conlan               Director        President               none /4/            none /4/              12                 
Age: 62                                       (Retired), The                                                                       
1630 Milan Avenue                             Capital Group                                                                        
South Pasadena, CA                            Companies, Inc.                                                                      
91030                                                                                                                              
 
Diane C. Creel                Director        CEO and                 $                   $                      12                
Age:  49                                      President,                                                                           
100 W. Broadway                               The Earth                                                                            
Suite 5000                                    Technology                                                                           
Long Beach, CA 90802                          Corporation                                                                          
                                              (international                                                                       
                                              consulting                                                                           
                                              engineering)                                                                         
 
Martin Fenton, Jr.            Director        Chairman, Senior        $ /3/               $                      15                
Age:  63                                      Resource Group                                                                       
4660 La Jolla Village                         (management of                                                                       
Drive                                         senior living                                                                        
Suite 725                                     centers)                                                                             
San Diego, CA  92121-2116                                                                                                          
 
Leonard R. Fuller             Director        President,              $ /3/               $                      12                
Age:  52                                      Fuller                                                                               
4337 Marina City Drive                        Consulting                                                                           
Suite 841 ETN                                 (financial                                                                           
Marina del Rey, CA                            management                                                                           
90292                                         consulting firm)                                                                     
 
+* Abner D. Goldstine         President,      Senior Vice              none/4/             none/4/               12                
Age:  68                      PEO and         President and                                                                        
                              Director        Director,                                                                            
                                              Capital Research                                                                     
                                              and Management                                                                       
                                              Company                                                                              
 
+** Paul G. Haaga, Jr.        Chairman        Executive Vice          none/4/              none/4/               14                
Age:  49                      of              President and                                                                        
                              the Board       Director,                                                                            
                                              Capital Research                                                                     
                                              and Management                                                                       
                                              Company                                                                              
 
Herbert Hoover III            Director        Private Investor        $                   $                      13                
Age: 70                                                                                                                            
1520 Circle Drive                                                                                                                  
San Marino, CA 91108                                                                                                               
 
Richard G. Newman             Director        Chairman,               $ /3/               $                     13                 
Age:  63                                      President and                                                                        
3250 Wilshire                                 CEO,                                                                                 
Boulevard                                     AECOM Technology                                                                     
Los Angeles, CA 90010-1599                    Corporation                                                                          
                                              (architectural                                                                       
                                              engineering)                                                                         
 
</TABLE>
    
+ Directors who are considered "interested persons" of the fund as defined in
the Investment Company Act of 1940, as amended (the "1940 Act"), on the basis
of their affiliation with the fund's Investment Adviser, Capital Research and
Management Company.
 
* Address is 11100 Santa Monica Boulevard, Los Angeles, CA 90025
** Address is 333 South Hope Street, Los Angeles, CA 90071
 
/1/ Amounts may be deferred by eligible directors under a non-qualified
deferred compensation plan adopted by the Fund in 1994.  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 Director.
   
/2/ Capital Research and Management Company manages The American Funds Group
consisting of 28 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., 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 shares may be owned only by
tax-exempt organizations.    
   
/3/ Since the plan's adoption, the total amount of deferred compensation
accrued by the fund (plus earnings thereon) for participating Directors is as
follows:  H. Frederick Christie ($        ), Martin Fenton, Jr. ($       ),
Leonard R. Fuller ($     ) and Richard G. Newman ($        ).     
 
/4/ Don R. Conlan, Paul G. Haaga, Jr. and Abner D. Goldstine are affiliated
with the Investment Adviser and, accordingly, receive no compensation from the
Fund.
 
                                   OFFICERS
         (with their principal occupations during the past five years)#
   
<TABLE>
<CAPTION>
NAME AND ADDRESS                 AGE      POSITION(S)      PRINCIPAL OCCUPATION(S)             
                                          HELD WITH        DURING PAST 5 YEARS                 
                                          REGISTRANT                                           
 
<S>                              <C>      <C>              <C>                                 
Neil L. Langberg                 45       Senior Vice      Vice President - Investment         
11100 Santa Monica Blvd.                  President        Management Group, Capital           
Los Angeles, CA 90025                                      Research and Management             
                                                           Company                             
 
Michael J. Downer                43       Vice             Senior Vice President - Fund        
333 South Hope Street                     President        Business Management Group,          
Los Angeles, CA 90071                                      Capital Research and                
                                                           Management Company                  
 
Mary C. Hall                     40       Vice             Senior Vice President - Fund        
135 South State College                   President        Business Management Group,          
Blvd.                                                      Capital Research and                
Brea, CA 92821                                             Management Company                  
 
Mark R. Macdonald                39       Vice             Vice President - Investment         
11100 Santa Monica Blvd.                  President        Management Group, Capital           
Los Angeles, CA 90025                                      Research and Management             
                                                           Company                             
 
Julie F. Williams                50       Secretary        Vice President - Fund               
333 South Hope Street                                      Business Management Group,          
Los Angeles, CA 90071                                      Capital Research and                
                                                           Management Company                  
 
Anthony W. Hynes, Jr.            35       Treasurer        Vice President - Fund               
135 South State College                                    Business Management Group,          
Blvd.                                                      Capital Research and                
Brea, CA 92821                                             Management Company                  
 
Kimberly S. Verdick              33       Assistant        Assistant Vice President -          
333 South Hope Street                     Secretary        Fund Business Management            
Los Angeles, CA 90071                                      Group, Capital Research and         
                                                           Management Company                  
 
Todd L. Miller                   39       Assistant        Assistant Vice President -          
135 South State College                   Treasurer        Fund Business Management            
Blvd.                                                      Group, Capital Research and         
Brea, CA 92821                                             Management Company                  
 
</TABLE>
    
# Positions within the organizations listed may have changed during this period
   
 No compensation is paid by the fund to any officer or Director who is a
Director or officer of the Investment Adviser.  The fund pays annual fees of
$2,500 to Directors who are not affiliated with the Investment Adviser, plus
$200 for each Board of Directors meeting attended, plus $200 for each meeting
attended as a member of a committee of the Board of Directors.  The Directors
may elect, on a voluntary basis, to defer all or a portion of these 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 August 1, 1998 the officers and Directors 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, Singapore, Hong Kong and Tokyo), with a
staff of professionals, many of whom have 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.
 
 An affiliate of the Investment Adviser compiles indices for major stock
markets around the world and compiles and edits the Morgan Stanley Capital
International Perspective, providing financial and market information about
more than 2,400 companies around the world.
 
 The Investment Adviser is responsible for more than $100 billion of stocks,
bonds and money market instruments and serves over five million investors 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 May 31, 1999, 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, 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 receives a fee at the annual rate of 0.30% on the first
$60 million of the fund's net assets, plus 0.21% on net assets from $60 million
to $1 billion, plus 0.18% on net assets from $1 billion to $3 billion, plus
0.16% on net assets over $3 billion, plus 3% of the first $3,333,333 of the
fund's monthly gross investment income, plus 2.50% of such income over
$3,333,333 but not exceeding $8,333,333 and 2.25% of such  income in excess of
$8,333,333.  Assuming net assets of $1.5 billion and gross investment income
levels of 3%, 4%, 5%, 6% and 7%, management fees would be 0.29%, 0.32%, 0.34%,
0.37% and 0.39%, respectively.
 
 For the purpose of such computations under the Agreement, the fund's gross
investment income does not reflect any net realized gains or losses on the sale
of portfolio securities but does include original-issue discount as defined for
federal income tax purposes.
 
 The Investment Adviser, in addition to providing investment advisory services,
furnishes the services and pays the compensation and travel expenses of
qualified persons to perform the executive and related administrative, clerical
and bookkeeping functions of the fund, and provides suitable office space,
necessary small office equipment and utilities, as well as general purpose
accounting forms, supplies, and postage to be 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 designing, printing and mailing reports, prospectuses, proxy
statements, and notices to its shareholders; taxes; expenses of  issuance and
redemption of shares (including stock certificates, registration and
qualification fees and expenses); 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 Agreement provides that the Investment Adviser will reimburse the fund for
any expenses incurred by the fund in any fiscal year, exclusive of interest,
taxes and brokerage costs and extraordinary expenses such as litigation and
acquisitions, to the extent such expenses exceed the lesser of 25% of gross
income for the preceding year or the sum of (a) 1.5% of the average daily net
assets of the preceding year up to and including $30 million and (b) 1% of any
excess of average daily net assets of the preceding year over $30 million.  The
investment advisory fee is included as an expense of the fund and is subject to
the expense limitation described in the preceding sentence.
   
 During the fiscal years ended August 31, 1998, 1997, and 1996, the Investment
Adviser's total fees amounted to $                , $5,567,000, and $5,451,000,
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, 8000 IH-10 West, San Antonio, TX
78230, 8332 Woodfield Crossing Boulevard, Indianapolis, IN 46240, and 5300
Robin Hood Road, Norfolk, VA 23513.  The fund has adopted a Plan of
Distribution (the "Plan") pursuant to rule 12b-1 under the 1940 Act.  The
Principal Underwriter receives amounts payable pursuant to the Plan (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 fund shares during the fiscal year ended
August 31, 1998 amounted to $ after allowance of $  to dealers.  During the
fiscal years ended August 31, 1997 and 1996, the Principal Underwriter retained
$             and $760,000,  respectively.    
 
 As required by rule 12b-1, the Plan (together with the Principal Underwriting
Agreement) has been approved by a majority of the entire 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 Plan or the Principal Underwriting Agreement, and the Plan has been
approved by the vote of a majority of the outstanding voting securities of the
fund.  The officers and Directors who are "interested persons" of the fund due
to present or past affiliations with the Investment Adviser and related
companies may be considered to have a direct or indirect financial interest in
the operation of the Plan.  Potential benefits of the Plan to the fund are
improved 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 is committed to the
discretion of the Directors who are not "interested persons" during the
existence of the Plan.  Plan expenditures are  reviewed quarterly and must be
renewed annually by the Board of Directors.
 
 Under the Plan the fund may expend up to 0.25% of its average net assets
annually 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.  These include service
fees for qualified dealers and dealer commissions and wholesaler compensation
on sales of 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 a
"401(k)" plan with 200 or more eligible employees). 
   
 Commissions on sales of 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 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, commissions are not recoverable.  During
the fund's fiscal year ended August 31, 1998, the fund paid or accrued $ under
the Plan as compensation to dealers.  As of August 31, 1998 accrued and unpaid
distribution expenses were $.     
 
 The Glass-Steagall Act and other applicable laws, among other things,
generally prohibit federally chartered or supervised banks from engaging in the
business of underwriting, selling or distributing securities, but permit banks
to make shares of mutual funds available to their customers and to perform
administrative and shareholder servicing functions.  However, judicial or
administrative decisions or interpretations of such laws, as well as changes in
either federal or state statutes or regulations relating to the permissible
activities of banks or their subsidiaries or affiliates, could prevent a bank
from continuing to perform all or a part of its servicing activities.  If a
bank were prohibited from so acting, shareholder clients of such bank would be
permitted to remain shareholders of the fund and alternate means for continuing
the servicing of such shareholders would be sought.  In such event, changes in
the operation of the fund might occur and shareholders serviced by such bank
might no longer be able to avail themselves of any automatic investment or
other services then being provided by such bank.  It is not expected that
shareholders would suffer adverse financial consequences as a result of any of
these occurrences.  In addition, state securities laws on this issue may differ
from the interpretations of federal law expressed herein and certain banks and
financial institutions may be required to be registered as dealers pursuant to
state law.
 
                          DIVIDENDS AND DISTRIBUTIONS
 
 The fund declares dividends from its net investment income daily and
distributes the accrued dividends to shareholders each month.  The percentage
of the distribution that is tax-exempt may vary from distribution to
distribution.  For the purpose of calculating dividends, daily net investment
income of the fund consists of: (a) all interest income accrued on the fund's
investments including any original issue discount or market premium ratably
amortized to the date of maturity or determined in such other manner as may be
deemed appropriate; minus (b) all liabilities accrued, including interest,
taxes and other expense items, amounts determined and declared as dividends or
distributions and reserves for contingent or undetermined liabilities, all
determined in accordance with generally accepted accounting principles.
 
                    ADDITIONAL INFORMATION CONCERNING TAXES
 
 The following is only a summary of certain additional federal, state and local
tax considerations generally affecting the fund and its shareholders.  No
attempt is made to present a detailed explanation of the tax treatment of the
fund or its shareholders, and the discussion here and in the fund's prospectus
is not intended as a substitute for careful tax planning.  Investors are urged
to consult their tax advisers with specific reference to their own tax
situations.
 
 The fund is not intended to constitute a balanced investment program and is
not designed for investors seeking capital appreciation or maximum tax-exempt
income irrespective of fluctuations in principal.  Shares of the fund would
generally not be suitable for tax-exempt institutions or tax-deferred
retirement plans (E.G., plans qualified under Section 401 of the Internal
Revenue Code, Keogh-type plans and individual retirement accounts).  Such
retirement plans would not gain any benefit from the tax-exempt nature of the
fund's dividends because such dividends would be ultimately taxable to
beneficiaries when distributed to them.  In addition, the fund may not be an
appropriate investment for entities which are "substantial users" of facilities
financed by private activity bonds or "related persons" thereof.  "Substantial
user" is defined under U.S. Treasury Regulations to include a non-exempt person
who regularly uses a part of such facilities in his trade or business and whose
gross revenues derived with respect to the facilities financed by the issuance
of bonds are more than 5% of the total revenues derived by all users of such
facilities, or who occupies more than 5% of the usable area of such facilities
or for whom such facilities or a part thereof were specifically constructed,
reconstructed or acquired.  "Related persons" include certain related natural
persons, affiliated corporations, a partnership and its partners and an S
Corporation and its shareholders.
 
 The fund intends to meet all the requirements and has elected the tax status
of a "regulated investment company" under the provisions of Subchapter M of the
Internal Revenue Code of 1986 (the "Code").  Under Subchapter M, if the fund
distributes within specified times at least 90% of its taxable and tax-exempt
net investment income, it will be taxed only on that portion, if any, which it
retains.
 
 To qualify, the fund must (a) derive at least 90% of its gross income from
dividends, interest, payments with respect to securities loans, and gains from
the sale or other disposition of stock, securities, currencies, or other income
derived with respect to its business of investing in such stock, securities, or
currencies; and (b) diversify its holdings so that, at the end of each fiscal
quarter, (i) at least 50% of the market value of the fund's assets is
represented by cash, cash items, U.S. Government securities, securities of
other regulated investment companies, and other securities which must be
limited, in respect of any one issuer to an amount not greater than 5% of the
fund's assets and 10% of the outstanding voting securities of such issuer, and
(ii) not more than 25% of the value of its assets is invested in the securities
of any one issuer (other than U.S. Government securities or the securities of
other regulated investment companies) or in two or more issuers which the fund
controls and which are engaged in the same or similar trades or businesses or
related trades or businesses.
 
 The percentage of total dividends paid by the fund with respect to any taxable
year which qualify for exclusion from gross income ("exempt-interest
dividends") will be the same for all shareholders receiving dividends during
such year.  In order for the fund to pay exempt-interest dividends during any
taxable year, at the close of each fiscal quarter at least 50% of the aggregate
value of the fund's assets must consist of certain tax-exempt obligations.  Not
later than 60 days after the close of its taxable year, the fund will notify
each shareholder in writing of the portion of the dividends paid by the fund to
the shareholder with respect to such taxable year which constitutes
exempt-interest dividends.  The aggregate amount of dividends so designated
cannot, however, exceed the excess of the amount of interest excludable from
gross income from tax under Section 103 of the Code received by the fund during
the taxable year over any amounts disallowed as deductions under Sections 265
and 171(a)(2) of the Code.
 
 Interest on indebtedness incurred by a shareholder to purchase or carry fund
shares is not deductible for federal income tax purposes if the fund
distributes exempt-interest dividends during the shareholder's taxable year. 
If a shareholder receives an exempt-interest dividend with respect to any share
and such share is held for six months or less, any loss on the sale or exchange
of such share will be disallowed to the extent of the amount of such
exempt-interest dividend.
 
 While the fund does not expect to realize substantial long-term capital gains,
any net realized long-term capital gains will be distributed annually.  The
fund will have no tax liability with respect to such gains, and the
distributions will be taxable to shareholders as long-term capital gains,
regardless of how long a shareholder has held fund shares.  Such distributions
will be designated as a capital gains distribution in a written notice mailed
by the fund to shareholders not later than 60 days after the close of the
fund's taxable year.  If a shareholder receives a designated capital gain
distribution (treated by the shareholder as a long-term capital gain) with
respect to any fund share and such fund share is held for six months or less,
then (unless otherwise disallowed) any loss on the sale or exchange of that
fund share will be treated as long-term capital loss to the extent of the
designated capital gain distribution.  The fund also may make a distribution of
net realized long-term capital gains near the end of the calendar year to
comply with certain requirements of the Code.  Gain recognized on the
disposition of a debt obligation (including tax-exempt obligations purchased
after April 30, 1993) purchased by the fund at a market discount (generally, at
a price less than its principal amount) will be treated as ordinary income to
the extent of the portion of the market discount which accrued during the
period of time the fund held the debt obligation.
 
 Similarly, while the fund does not expect to earn any significant investment
company taxable income, in the event that any taxable income is earned by the
fund it will be distributed.  In general, the fund's investment company taxable
income will be its taxable income subject to certain adjustments and excluding
the excess of any net long-term capital gain for the taxable year over the net
short-term capital loss, if any, for such year.  The fund would be taxed on any
undistributed investment company taxable income.  Since any such income will be
distributed, it will be taxable to shareholders as ordinary income (whether
distributed in cash or additional shares).
 
 The Code imposes limitations on the use and investment of the proceeds of
state and local governmental bonds and upon other funds of the issuers of such
bonds.  These limitations must be satisfied on a continuing basis to maintain
the exclusion from gross income of interest on such bonds.  These provisions of
the Code generally apply to bonds issued after August 15, 1986.  Bond counsel
qualify their opinions as to the federal tax status of new issues of bonds by
making such opinions contingent on the issuer's future compliance with these
limitations.  Any failure on the part of an issuer to comply could cause the
interest on its bonds to become taxable to investors retroactive to the date
the bonds were issued.
 
 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.
 
 If for any taxable year the fund does not qualify for the special tax
treatment afforded regulated investment companies, all of its taxable income
would be subject to tax at regular corporate rates (without any deduction for
distributions to its shareholders).  In such event, dividend distributions
would be taxable to shareholders to the extent of earnings and profits, and
might be eligible for the dividends-received deduction for corporations.  Under
normal circumstances, no part of the distributions to shareholders by the fund
is expected to qualify for the dividends-received deduction allowed to
corporate shareholders.
 
 If a shareholder exchanges or otherwise disposes of shares of the fund within
90 days of having acquired such shares, and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge for
shares of the fund, or of a different fund, the sales charge previously
incurred in acquiring the fund's shares will not be taken into account (to the
extent such previous sales charges do not exceed the reduction in sales
charges) for the purposes of determining the amount of gain or loss on the
exchange, but will be treated as having been incurred in the acquisition of
such other funds.  Also, any loss realized on a redemption or exchange of
shares of the fund will be disallowed to the extent substantially identical
shares are reacquired within the 61-day period beginning 30 days before and
ending 30 days after the shares are disposed of.
   
 As of the date of this statement of additional information, the maximum
individual tax rate applicable to ordinary income is 39.6% (effective tax rates
may be higher for some individuals due to phase out of exemptions and
elimination of deductions); the maximum individual tax rate generally
applicable to net capital gains on assets held more than one year is 20%, and
the maximum corporate tax applicable to ordinary income and net capital gains
is 35%.  However, to eliminate the benefit of lower marginal corporate income
tax rates, corporations which have taxable income in excess of $100,000 for a
taxable year will be required to pay an additional amount of income tax of up
to $11,750 and corporations which have taxable income in excess of $15,000,000
for a taxable year will be required to pay an additional amount of income tax
of up to $100,000.  Naturally, the amount of tax payable by a taxpayer will be
affected by a combination of tax law rules covering, E.G., deductions, credits,
deferrals, exemptions, sources of income and other matters.    
 
 Under the Code, distributions of net investment income by the fund to a
nonresident alien individual, nonresident alien fiduciary of a trust or estate,
foreign corporation, or foreign partnership (a "foreign shareholder") will be
subject to U.S. withholding tax (at a rate of 30% or a lower treaty rate, if
applicable).  Withholding will not apply if a dividend paid by the fund is
"effectively connected" with a U.S. trade or business, in which case the
reporting and withholding requirements applicable to U.S. citizens, U.S.
residents, or domestic corporations will apply.
 
                               PURCHASE OF SHARES
 
<TABLE>
<CAPTION>
METHOD          INITIAL INVESTMENT                       ADDITIONAL INVESTMENTS                 
 
<S>             <C>                                      <C>                                    
                See "Investment Minimums and Fund        $50 minimum (except where a            
                Numbers" for initial investment          lower minimum is noted under           
                minimums.                                "Investment Minimums and Fund          
                                                         Numbers").                             
 
BY              Visit any investment dealer who          Mail directly to your                  
CONTACTING      is registered in the state where         investment dealer's address            
YOUR            the purchase is made and who has         printed on your account                
INVESTMENT      a sales agreement with American          statement.                             
DEALER          Funds Distributors.                                                             
 
BY MAIL         Make your check payable to the           Fill out the account additions         
                fund and mail to the address             form at the bottom of a recent         
                indicated on the account                 account statement, make your           
                application.  Please indicate an         check payable to the fund,             
                investment dealer on the account         write your account number on           
                application.                             your check, and mail the check         
                                                         and form in the envelope               
                                                         provided with your account             
                                                         statement.                             
 
BY              Please contact your investment           Complete the "Investments by           
TELEPHONE       dealer to open account, then             Phone" section on the account          
                follow the procedures for                application or American                
                additional investments.                  FundsLink Authorization Form.          
                                                         Once you establish the                 
                                                         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        
                                                         "Telephone and Computer                
                                                         Purchases, Redemptions and             
                                                         Exchanges" below).                     
 
BY              Please contact your investment           Complete the American FundsLink        
COMPUTER        dealer to open account, then             Authorization Form.  Once you          
                follow the procedures for                establish the privilege, you,          
                additional investments.                  your financial advisor or any          
                                                         person with your account               
                                                         information may access American        
                                                         FundsLine OnLine(SM) on the            
                                                         Internet and make investments          
                                                         by computer (subject to                
                                                         conditions noted in "Telephone         
                                                         and Computer Purchases,                
                                                         Redemptions and Exchanges"             
                                                         below).                                
 
BY WIRE         Call 800/421-0180 to obtain your         Your bank should wire your             
                account number(s), if necessary.         additional investments in the          
                Please indicate an investment            same manner as described under         
                dealer on the account.  Instruct         "Initial Investment."                  
                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 FUND AND AMERICAN FUNDS DISTRIBUTORS RESERVE THE RIGHT TO REJECT ANY                                                            
                      
PURCHASE ORDER.                                                                                   
 
</TABLE>
 
INVESTMENT MINIMUMS AND FUND NUMBERS -- Here are the minimum initial
investments required by the funds in The American Funds Group along with fund
numbers for use with our automated phone line, American FundsLine(R) (see
description below):
 
<TABLE>
<CAPTION>
<S>                                             <C>                  <C>         
FUND                                            MINIMUM              FUND        
                                                INITIAL              NUMBER      
                                                INVESTMENT                       
 
STOCK AND STOCK/BOND FUNDS                                                       
 
AMCAP Fund(R)                                                        02          
                                                $1,000                           
 
American Balanced Fund(R)                                            11          
                                                500                              
 
American Mutual Fund(R)                                              03          
                                                250                              
 
Capital Income Builder(R)                                            12          
                                                1,000                            
 
Capital World Growth and Income Fund(SM)                             33          
                                                1,000                            
 
EuroPacific Growth Fund(R)                                           16          
                                                250                              
 
Fundamental Investors(SM)                                            10          
                                                250                              
 
The Growth Fund of America(R)                                        05          
                                                1,000                            
 
The Income Fund of America(R)                                        06          
                                                1,000                            
 
The Investment Company of America(R)                                 04          
                                                250                              
 
The New Economy Fund(R)                                              14          
                                                1,000                            
 
New Perspective Fund(R)                                              07          
                                                250                              
 
SMALLCAP World Fund(R)                                               35          
                                                1,000                            
 
Washington Mutual Investors Fund(SM)                                 01          
                                                250                              
 
BOND FUNDS                                                                       
 
American High-Income Municipal Bond Fund(R)                          40          
                                                1,000                            
 
American High-Income Trust(SM)                                       21          
                                                1,000                            
 
The Bond Fund of America(SM)                                         08          
                                                1,000                            
 
Capital World Bond Fund(R)                                           31          
                                                1,000                            
 
Intermediate Bond Fund of America(SM)                                23          
                                                1,000                            
 
Limited Term Tax-Exempt Bond Fund of America(SM)                        43          
                                                1,000                            
 
The Tax-Exempt Bond Fund of America(R)                               19          
                                                1,000                            
 
The Tax-Exempt Fund of California(R)*                                20          
                                                1,000                            
 
The Tax-Exempt Fund of Maryland(R)*                                  24          
                                                1,000                            
 
The Tax-Exempt Fund of Virginia(R)*                                  25          
                                                1,000                            
 
U.S. Government Securities Fund(SM)                                  22          
                                                1,000                            
 
MONEY MARKET FUNDS                                                               
 
The Cash Management Trust of America(R)                              09          
                                                2,500                            
 
The Tax-Exempt Money Fund of America(SM)                             39          
                                                2,500                            
 
The U.S. Treasury Money Fund of America(SM)                          49          
                                                2,500                            
 
___________                                                                      
*Available only in certain states.                                               
 
</TABLE>
 
 For retirement plan investments, the minimum 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.  TAX-EXEMPT FUNDS
SHOULD NOT SERVE AS RETIREMENT PLAN INVESTMENTS.  The minimum is $50 for
additional investments (except as noted above).
   
SALES CHARGES -- The sales charges you pay when purchasing the 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 "Investment Minimums and Fund Numbers" for a listing of the
funds.)    
 
<TABLE>
<CAPTION>
<S>                              <C>              <C>              <C>              
AMOUNT OF PURCHASE               SALES CHARGE AS                   DEALER           
AT THE OFFERING PRICE            PERCENTAGE OF THE:                CONCESSION       
                                                                   AS PERCENTAGE    
                                                                   OF THE           
                                                                   OFFERING         
                                                                   PRICE            
 
                                 NET AMOUNT       OFFERING                          
                                 INVESTED         PRICE                             
 
STOCK AND STOCK/BOND FUNDS                                                          
 
Less than $50,000                                                                   
                                 6.10%            5.75%            5.00%            
 
$50,000 but less than 100,000                                                       
                                 4.71             4.50             3.75             
 
BOND FUNDS                                                                          
 
Less than $25,000                                                                   
                                 4.99             4.75             4.00             
 
$25,000 but less than $50,000                                                       
                                 4.71             4.50             3.75             
 
$50,000 but less than $100,000                                                      
                                 4.17             4.00             3.25             
 
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 $1,000,000                                                      
                                 2.04             2.00             1.60             
 
$1,000,000 or more                                                 (see below)      
                                 none             none                              
 
</TABLE>
   
PURCHASES NOT SUBJECT TO SALES CHARGES -- Investments of $1 million or more and
investments made by employer-sponsored defined contribution-type plans with 100
or more eligible employees are sold with no initial sales charge.  A contingent
deferred sales charge may be imposed on certain redemptions by these accounts
made within one year of purchase.  Investments by retirement plans, foundations
or endowments with $50 million or more in assets may be made with no sales
charge and are not subject to a contingent deferred sales charge.     
   
In addition, the stock, stock/bond and bond funds may sell shares at net asset
value to:     
 
 (1) current or retired directors, trustees, officers and advisory board
members of the funds managed by Capital Research and Management Company,
employees of Washington Management Corporation, employees and partners of The
Capital Group Companies, Inc. and its affiliated companies, certain family
members 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
American Funds Distributors (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) directors or other fiduciaries purchasing shares for certain retirement
plans of organizations with retirement plan assets of $100 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. 
   
DEALER COMMISSIONS -- Commissions of 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 403(b) plan or purchases by any defined contribution
plan qualified under Section 401(a) of the Internal Revenue Code including a
"401(k)" plan with 100 or more eligible employees, and for purchases made at
net asset value by certain retirement plans of organizations with collective
retirement plan assets of $100 million or more:  1.00% on amounts of $1 million
to $2 million, 0.80% on amounts over $2 million to $3 million, 0.50% on amounts
over $3 million to $50 million, 0.25% on amounts over $50 million to $100
million, and 0.15% on amounts over $100 million.  The level of dealer
commissions will be determined based on sales made over a 12-month period
commencing from the date of the first sale at net asset value.    
   
OTHER COMPENSATION TO DEALERS -- American Funds Distributors, at its expense
(from a designated percentage of its income), currently provides additional
compensation to dealers.  Currently these payments are limited to the top one
hundred dealers who have sold shares of the fund or other funds in The American
Funds Group.  These payments will be based on a pro rata share of a qualifying
dealer's sales.  American Funds Distributors will, on an annual basis,
determine the advisability of continuing these payments.    
 
 Qualified dealers currently are paid a continuing service fee not to exceed
0.25% of average net assets (0.15% in the case of the money market funds)
annually in order to promote selling efforts and to compensate them for
providing certain services.  These services include processing purchase and
redemption transactions, establishing shareholder accounts and providing
certain information and assistance with respect to the fund.
   
REDUCING YOUR SALES CHARGE -- You and your immediate family may combine
investments to reduce your costs.  You must let your investment dealer or
American Funds Service Company know if you qualify for a reduction in your
sales charge using one or any combination of the methods described below.    
   
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 $50,000 or more made
within a 13-month period subject to the following statement of intention (the
Statement) terms.  The Statement is not a binding obligation to purchase the
indicated amount.  When a shareholder elects to use the 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 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 pay 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 within 45 days after written
request by the Principal Underwriter or the securities dealer, 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 and there will be
no retroactive reduction of the sales charges paid on prior purchases. 
Existing holdings eligible for rights of accumulation (see the prospectus and
account application) 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 directors 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 is 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 previously 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 account(s), which may include purchases through employee benefit plan(s)
such as an IRA, individual-type 403(b) plan or single-participant Keogh-type
plan or by a business solely controlled by these individuals (for example, the
individuals own the entire business) or by a trust (or other fiduciary
arrangement) solely for the benefit of these individuals.  Individual purchases
by a director(s) or other fiduciary(ies) may also be aggregated if the
investments are (1) for a single trust estate or fiduciary account, including
an employee benefit plan other than those described above or (2) 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 (3) 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 two or more funds in The
American Funds Group, except direct purchases of the money market funds. 
Shares of money market funds purchased through an exchange, reinvestment or
cross-reinvestment from a fund having a sales charge do qualify.    
   
RIGHT OF ACCUMULATION -- You may take into account the current value of your
existing 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.  Direct
purchases of the money market funds are excluded.    
   
PRICE OF SHARES -- Shares are purchased at the offering price next determined
after the purchase order is received and accepted by the fund or American Funds
Service Company; this offering price is effective for orders received 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 American Funds
Service Company, 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 the 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  net asset value per share of money market funds
normally will remain constant at $1.00 based on the fund's current practice of
valuing their shares using the penny-rounding method in accordance with rules
of the Securities and Exchange Commission.    
 
 The price you pay for shares, the public offering price, is based on the net
asset value per share which is calculated once daily at the close of trading
(currently 4:00 p.m., New York time) each day the New York Stock Exchange is
open.  The New York Stock Exchange is currently closed on weekends and on the
following holidays: New Year's Day, Martin Luther King, Jr.'s Birthday,
President's 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 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. 
 
  Securities with original maturities of one year or less having 60 days or
less to maturity are amortized to maturity based on their cost if acquired
within 60 days of maturity or, if already held on the 60th day, based on the
value determined on the 61st day.  Forward currency contracts are valued at the
mean of representative quoted bid and asked prices.
 
  Assets or liabilities initially expressed in terms of foreign 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.
 
 Any purchase order may be rejected by the Principal Underwriter or by the
fund.  The fund will not knowingly sell fund shares (other than for the
reinvestment of dividends or capital gain distributions) directly or indirectly
or through a unit investment trust to any other investment company, person or
entity, where, after the sale, such investment company, person, or entity would
own beneficially directly, indirectly, or through a unit investment trust more
than 4.5% of the outstanding shares of the fund without the consent of a
majority of the Board of Directors.
   
                                 SELLING SHARES
 
 Shares are sold at the net asset value next determined after your request is
received in good order by American Funds Service Company.  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 that has not been used with the account for at least 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 are eligible guarantor institutions.    
   
- - 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(SM)
 
- - Redemptions by telephone or fax (including American FundsLine(R) and American
FundsLine OnLine(SM)) 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.    
   
 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.    
   
 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), 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 without a sales charge (any contingent deferred sales charge paid
will be credited to your account) in any fund in The American Funds Group
within 90 days after the date of the redemption or distribution.  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 American Funds Service
Company.    
 
CONTINGENT DEFERRED SALES CHARGE -- A contingent deferred sales charge of 1%
applies to certain redemptions made within twelve months of purchase on
investments of $1 million or more and on any investment made with no initial
sales charge by any employer-sponsored 403(b) plan or defined contribution plan
qualified under Section 401(a) of the Internal Revenue Code including a
"401(k)" plan with 100 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 participant-directed employer- sponsored
retirement plan; for distributions from 403(b) plans or IRAs due to death,
disability or attainment of age 59 1/2; for tax-free returns of excess
contributions to IRAs; for redemptions through certain automatic withdrawals
not exceeding 10% of the amount that would otherwise be subject to the charge;
and for redemptions in connection with loans made by qualified retirement
plans.
 
                  SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES
 
AUTOMATIC INVESTMENT PLAN -- The automatic investment plan enables you to make
regular monthly or quarterly investments in shares through automatic charges to
your bank account.  With shareholder authorization and bank approval, the
Transfer Agent will automatically charge the bank account for the amount
specified ($50 minimum), which will be automatically invested in shares at the
offering price on or about the dates you select.  Bank accounts will be charged
on the day or a few days before investments are credited, depending on the
bank's capabilities, and you will receive a confirmation statement at least
quarterly.  Participation in the plan will begin within 30 days after receipt
of the account application.  If your bank account cannot be charged due to
insufficient funds, a stop-payment order or closing of the account, the 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 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, American
Funds Service Company or your investment dealer.
 
CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS -- You may elect to
cross-reinvest dividends or dividends and capital gain distributions paid by
that fund (the "paying fund") into any other fund in The American Funds Group
(the "receiving fund") subject to the following conditions: (i) the aggregate
value of your account(s) in the paying fund(s) must equal or exceed $5,000
(this condition is waived if the value of the account in the receiving fund
equals or exceeds that fund's minimum initial investment requirement), (ii) as
long as the value of the account in the receiving fund is below that fund's
minimum initial investment requirement, dividends and capital gain
distributions paid by the receiving fund must be automatically reinvested in
the receiving fund, and (iii) if this privilege is discontinued with respect to
a particular receiving fund, the value of the account in that fund must equal
or exceed the fund's minimum initial investment requirement or the fund will
have the right, if you fail to increase the value of the account to such
minimum within 90 days after being notified of the deficiency, automatically to
redeem the account and send the proceeds to you.  These cross-reinvestments of
dividends and capital gain distributions will be at net asset value (without
sales charge).
 
EXCHANGE PRIVILEGE -- You may exchange shares into other funds in The American
Funds Group.  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 American Funds Service Company (see
"Redeeming Shares"), by contacting your investment dealer, by using American
FundsLine(R) or American FundsLine Online(SM)(see "American FundsLine(R) and
American FundsLine Online(SM)" below), or by telephoning 800/421-0180
toll-free, faxing (see "Transfer Agent"  below for the appropriate fax numbers)
or telegraphing American Funds Service Company.  (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, fax or telegraph.  Exchange redemptions and
purchases are processed simultaneously at the share prices next determined
after the exchange order is 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 (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.  You must either meet the minimum initial investment requirement
for the receiving fund OR the originating fund's balance must be at least
$5,000 and the receiving fund's minimum must be met within one year.
 
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 your account.  The Transfer Agent
arranges for the redemption by the fund of sufficient shares, deposited by you
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
American Funds Service Company.  Dividend and capital gain reinvestments and
purchases through automatic investment plans and certain retirement plans  will
be confirmed at least quarterly.
 
AMERICAN FUNDSLINE(R) AND AMERICAN FUNDSLINE ONLINE(SM) -- 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(R) and American
FundsLine Online(SM).  To use this service, call 800/325-3590 from a
TouchTone(TM) telephone or access the American Funds Website on the Internet at
www.americanfunds.com.  Redemptions and exchanges through American FundsLine(R)
and American FundsLine Online(SM) are subject to the conditions noted above and
in "Redeeming Shares--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--Investment Minimums and Fund
Numbers"), personal identification number (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(R) and American FundsLine Online(SM)),
fax or telegraph redemption and/or exchange options, 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
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 American Funds Service Company (you may reinstate
them at any time also by writing American Funds Service Company).  If American
Funds Service Company 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.
   
SHARE CERTIFICATES -- Shares are credited to your account and certificates are
not issued unless you request them by writing to American Funds Service
Company.    
   
REDEMPTION OF SHARES -  The fund's Articles of Incorporation permit the fund to
direct the Transfer Agent to redeem your shares if, through redemptions, market
decline or otherwise, they have a value of less than $1000 (determined, for
this purpose only, as the greater of your cost or the current net asset value
of the shares, including any shares acquired through reinvestment of income
dividends and capital gain distributions), or are fewer than ten shares.  We
will give you prior notice of at least 60 days before the involuntary
redemption provision is made effective with respect to your account.  You will
have not less than 30 days from the date of such notice within which to bring
the account up to the minimum determined as set forth above.    
 
                      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
promptness of executions.  When circumstances relating to a proposed
transaction indicate that a particular broker (either directly or through its
correspondent clearing agents) is in a position to obtain the best price and
execution, the order is placed with that broker.  This may or may not be a
broker who has provided investment research statistical, or other related
services to the Investment Adviser or has sold shares of the fund or other
funds served by the Investment Adviser.  The fund does not have an obligation
to obtain the lowest available commission rate to the exclusion of price,
service and qualitative considerations.     
   
 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.    
   
 Brokerage commissions paid on portfolio transactions, including dealer
concessions on underwritings, for the fiscal year ended August 31, 1998
amounted to $           .     
 
                              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.
   
TRANSFER AGENT -- American Funds Service Company, a wholly owned subsidiary of
the Investment Adviser, maintains the record 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.  It was paid a fee of $ for the fiscal year
ended August 31, 1998.    
   
INDEPENDENT ACCOUNTANTS -- PricewaterhouseCoopers LLP, 400 South Hope Street,
Los Angeles, CA  90071, has served as the fund's independent accountants since
its inception, 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
have been so included in reliance on the report of the independent accountants
given on the authority of said firm as experts in auditing and accounting.    
   
SHAREHOLDER VOTING RIGHTS -- At any meeting of shareholders, duly called for
such purpose, and at which a quorum is present, the shareholders may, by the
affirmative vote of the holders of a majority of the votes entitled to be cast
thereon, remove any director or directors from office and may elect a successor
or successors to fill any resulting vacancies for the unexpired terms of
removed directors.  The fund has agreed, at the request of the staff of the
Securities and Exchange Commission, to apply the provisions of section 16(c) of
the 1940 Act with respect to the removal of directors, as though the fund were
a common-law trust.  Accordingly, the directors of the fund will promptly call
a meeting of shareholders for the purpose of voting upon the removal of any
director when requested in writing to do so by the record holders of at least
10% of the outstanding shares.    
   
REPORTS TO SHAREHOLDERS -- The fund's fiscal year ends on August 31. It
provides shareholders  at least semi-annually with reports showing the
investment portfolio, financial statements and other information.  The fund's
annual financial statements are audited annually by the fund's independent
accountants, PricewaterhouseCoopers LLP, whose selection is determined annually
by the Board of Directors.    
 
PERSONAL INVESTING POLICY -- The Investment Adviser and its affiliated
companies have adopted a personal investing policy 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; disclosure of personal holdings by certain
investment personnel prior to recommendation for purchase for the fund;
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.  You may obtain a summary of the personal investing policy by
contacting the Secretary of the fund.
 
 The financial statements including the investment portfolio and the report of
independent accountants contained in the annual report are included in this
statement of additional information.  The following information is not included
in the annual report:
   
<TABLE>
<CAPTION>
DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND                  
 
MAXIMUM OFFERING PRICE PER SHARE -- AUGUST 31, 1998                     
 
                                                                        
 
<S>                                                       <C>           
Net asset value and redemption price per share                          
 
 (Net assets divided by shares outstanding)               $             
 
Maximum offering price per share (100/95.25 of                          
 
 per share net asset value, which takes into account                    
 
 the fund's current maximum sales charge)                 $             
 
</TABLE>
    
   
                   INVESTMENT RESULTS AND RELATED STATISTICS
 
 The fund's yield was     % based on a 30-day (or one month) period ended
August 31, 1998, 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 tax equivalent yield based on a 30-day (or one
month) period ended no later than the date of the most recent balance sheet
included in the registration statement, computed by dividing that portion of
the yield (as computed by the formula stated above) which is tax-exempt by one
minus a stated income tax rate and adding the product to that portion, if any,
of the yield that is not tax-exempt.  The fund's tax equivalent yield based on
the maximum individual effective federal tax rate of 39.6% for the 30-day (or
one month) period ended August 31, 1998 was     %.    
 
 The fund may also calculate a distribution rate on a taxable and tax
equivalent basis.  The distribution rate is computed by annualizing the current
month's dividend and dividing by the average price for the month.  The taxable
equivalent distribution rate will reflect the most current federal and state
tax rates available.  The current distribution rate may differ from the current
yield.
   
 The fund's total return over the past 12 months and average annual total
returns over the past five-year and ten-year periods ending on August 31, 1998
were      %,      % and      %, respectively.  The average annual 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 4.75% 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.    
   
 During its lifetime, the fund had a total return of 319.6% compared with
360.7% for The Bond Buyer Index./1/  In the period from January 1, 1980, when
the Lehman Brothers Municipal Bond Index /2/ began, to August 31, 1998, the
fund had a total return of     % and the index showed a     % return.  Note
that past results are not an indication of future investment results.      
 
/1/ The Bond Buyer Index is unmanaged, reflects no expenses or management fees
and consists of 20 General Obligations bonds maturity in 20 years and rated A
to AA by Standard & Poor's Corporation.
 
/2/The Lehman Brothers Municipal Bond Index is unmanaged, reflects no expenses
or management fees and consists of a large universe of municipal bonds issued
as state general obligations or revenue bonds with a minimum rating of BBB by
Standard & Poor's Corporation. 
   
 The fund may include information on its investment results and/or comparisons
of its investment results to various unmanaged indices or results of other
mutual funds or investment or savings vehicles in advertisements or in reports
furnished to present or prospective shareholders.  The fund may also 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 also refer to results and surveys compiled by organizations such
as CDA Investment Technologies, Ibbotson Associates, Lipper Analytical Services
("Lipper"), Morningstar, Inc., Wiesenberger Investment Companies Services and
the U.S. Department of Commerce.  Additionally, the fund may refer to results
published in various newspapers or periodicals, including Barrons, Forbes,
Fortune, Institutional Investor, Kiplinger's Personal Finance Magazine, Money,
U.S. News and World Report and The Wall Street Journal.    
 
           SEE THE DIFFERENCE TIME CAN MAKE IN AN INVESTMENT PROGRAM
   
<TABLE>
<CAPTION>
                                                         ...and taken all distributions   
 
If you had invested                                      in shares, your investment   
 
$10,000 in the fund                                      would have been worth this   
 
this many years ago...                                   much at August 31, 1998   
 
|                                                        |                      
 
<S>                              <C>                     <C>                    
                                 Periods                                        
 
Number of Years                  9/1-8/31                Value                  
 
1                                1997 -  1988            $                      
 
2                                1996 - 1998             10,420                 
 
3                                1995 - 1998             10,990                 
 
4                                1994 - 1998             11,951                 
 
5                                1993 - 1998             11,934                 
 
6                                1992 - 1998              13,413                
 
7                                1991 - 1998             14,869                 
 
8                                1990 - 1998             16,601                 
 
9                                1989 - 1998             17,405                 
 
10                               1988 - 1998             19,195                 
 
11                               1987 - 1998             20,476                 
 
12                               1986 - 1998             20,703                 
 
13                               1985 - 1998             25,694                 
 
14                               1984 - 1998             29,902                 
 
15                               1983 - 1998             32,116                 
 
16                               1982 - 1998             37,360                 
 
17                               1981 - 1998             46,952                 
 
18                               1980 - 1998             42,764                 
 
19                               1979*- 1998             41,961                 
 
</TABLE>
    
   
         ILLUSTRATION OF A $10,000 INVESTMENT IN THE FUND
                    WITH DIVIDENDS REINVESTED 
(FOR THE LIFETIME OF THE FUND OCTOBER 3, 1979 THROUGH AUGUST 31, 1998)
 
<TABLE>
<CAPTION>
<S>        <C>        <C>          <C>          <C>         <C>          <C>          <C>        
                      COST OF SHARES            VALUE OF SHARES**                                                       
 
Fiscal     Annual     Dividends    Total        From        From            From         Total      
Year End   Dividends  (cumulative) Investment   Initial     Capital Gains   Dividends    Value      
Aug. 31                            Cost         Investment  Reinvested      Reinvested               
 
                     
 
1980*      $ 553      $ 553        $ 10,553     $ 8,819     $ 0          $ 529        $ 9,348    
 
1981       779        1,332        11,332       7,362       0            1,146          8,508    
 
1982       932        2,264        12,264       8,362       0            2,334         10,696    
 
1983       978        3,242        13,242       8,971       0            3,473         12,444    
 
1984       1,026      4,268        14,268       8,895       0            4,466         13,361    
 
1985       1,182      5,450        15,450       9,543       0            6,012         15,555    
 
1986       1,297      6,747        16,747       10,962      53           8,297         19,312    
 
1987       1,335      8,082        18,082       10,267      192          9,057         19,516    
 
1988       1,390      9,472        19,472       10,162      307          10,358        20,827    
 
1989       1,499      10,971       20,971       10,467      317          12,176        22,960    
 
1990       1,573      12,544       22,544       10,267      311          13,493        24,071    
 
1991       1,621      14,165       24,165       10,762      326          15,800        26,888    
 
1992       1,723      15,888       25,888       11,219      339          18,234        29,792    
 
1993       1,773      17,661       27,661       11,838      577          21,077        33,492    
 
1994       1,874      19,535       29,535       11,095      773          21,576       33,444     
 
1995       2,011      21,546       31,546       11,371      792          24,192       36,355     
 
1996       2,017      23,563       33,563       11,295      1,042        26,024       38,360     
 
1997       2,131      25,693       35,693       11,686      1,193        29,082       41,961     
 
1998    
 
</TABLE>
    
 
Includes reinvested dividends of $23,563 and reinvested capital gain
distributions of $1,146 
* From inception on October 3, 1979
** Results assume deduction of the maximum sales charge of 4.75% from the
initial purchase payment.
 
                   DESCRIPTION OF RATINGS FOR DEBT SECURITIES
 
 The ratings of Moody's Investors Service, Inc. and Standard & Poor's
Corporation represent their opinions as to the quality of the municipal bonds
which they undertake to rate.  It should be emphasized, however, that ratings
are general and are not absolute standards of quality.  Consequently, municipal
bonds with the same maturity, coupon and rating may have different yields,
while municipal bonds of the same maturity and coupon with different ratings
may have the same yield.
 
 Moody's Investors Service, Inc. rates the long-term debt securities issued by
various entities from "Aaa" to "C."  Moody's applies the numerical modifiers 1,
2, and 3 in each generic rating classification from Aa through B in its
corporate bond rating system.  The modifier 1 indicates that the security ranks
in the higher end of its generic rating category; the modifier 2 indicates a
mid-range ranking; and the modifier 3 indicates that the issue ranks in the
lower end of its generic rating category.  Ratings are described as follows:
 
BONDS --
 
 "Bonds which are rated Aaa are judged to be of the best quality.  They 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 issues."
 
 "Bonds which are rated Aa are judged to be of high quality by all standards. 
Together with the Aaa group, they comprise what are generally known as
high-grade bonds.  They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities, or fluctuation of
protective elements may be of greater amplitude, or there may be other elements
present which make the long-term risks appear somewhat larger than the Aaa
securities."
 
 "Bonds which are rated A possess many favorable investment attributes and are
to be considered as upper medium grade obligations.  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."
 
 "Bonds which are rated Baa are considered as medium grade obligations, i.e.,
they are neither highly protected nor poorly secured.  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."
 
 "Bonds which are rated Ba are judged to have speculative elements; their
future cannot be considered as well assured.  Often 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.  Uncertainty of position
characterizes bonds in this class."
 
 "Bonds which are rated 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."
 
 "Bonds which are rated Caa are of poor standing.  Such issues may be in
default or there may be present elements of danger with respect to principal or
interest."
 
 "Bonds which are rated Ca represent obligations which are speculative in a
high degree.  Such issues are often in default or having other marked
shortcomings."
 
 "Bonds which are rated C are the lowest rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining any
real investment standing."
 
NOTES --
 
 "The MIG 1 designation denotes best quality.  There is present strong
protection by established cash flows, superior liquidity support or
demonstrated broad-based access to the market for refinancing.
 
 The MIG 2 designation denotes high quality.  Margins of protection are ample
although not as large as in the preceding group."
 
COMMERCIAL PAPER --
 
 "Issuers rated Prime-1 (or related supporting institutions) have a superior
capacity for repayment of short-term promissory obligations.  Prime-1 repayment
capacity will normally be evidenced by the following characteristics:
 
 -- Leading market positions in well established industries.
 
 --  High rates of return on funds employed.
 
 -- Conservative capitalization structures with moderate reliance on debt and
ample asset protection.
 
   --  Broad margins in earnings coverage of fixed financial charges and high
internal cash generation.
 
 --  Well established access to a range of financial markets and assured 
sources of alternate liquidity. 
 
 Issuers rated Prime-2 (or related supporting institutions) have a strong
capacity for repayment of short-term promissory obligations.  This will
normally be evidenced by many of the characteristics cited above but to a
lesser degree.  Earnings trends and coverage ratios, while sound, will be more
subject to variation.  Capitalization characteristics, while appropriate, may
be more affected by external conditions.  Ample alternate liquidity is
maintained."
 
 Standard & Poor's Corporation rates the long-term securities debt of various
entities in categories ranging from "AAA" to "D" according to quality.  The
ratings from "AA" to "CCC" may be modified by the addition of a plus (+) or
minus (-) sign to show relative standing within the major rating categories. 
Ratings are described as follows:
 
BONDS -- "Debt rated 'AAA' has the highest rating assigned by Standard &
Poor's.  Capacity to pay interest and repay principal is extremely strong."
 
"Debt rated 'AA' has a very strong capacity to pay interest and repay principal
and differs from the higher rated issues only in small degree."
 
"Debt rated 'A' has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher rated categories."
 
"Debt rated 'BBB' is regarded as having an adequate capacity to pay interest
and repay principal.  Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than 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 and protective characteristics, these are outweighed by large
uncertainties or major risk exposures to adverse conditions."
 
 "The rating 'C1' is reserved for income bonds on which no interest is being
paid."
 
"Debt rated 'D' is in payment default.  The 'D' rating category is used when
interest payments or principal payments are not made on the date due even if
the applicable grace period has not expired, unless S&P believes that such
payments will be made during such grace period.  The 'D' rating also will be
used upon the filing of a bankruptcy petition if debt service payments are
jeopardized."
 
NOTES -- "The SP-1 rating denotes a very strong or strong capacity to pay
principal and interest.  Those issues determined to possess overwhelming safety
characteristics will be given a plus (+) designation.
 
 The SP-2 rating denotes a satisfactory capacity to pay principal and
interest."
 
COMMERCIAL PAPER --
 
The A-1 designation indicates that the degree of safety regarding timely
payment is either overwhelming or very strong.  Those issues determined to
possess overwhelming safety characteristics are denoted with a plus (+)
designation."
 
<PAGE>
                                   PART C
                 THE TAX-EXEMPT BOND FUND OF AMERICA, INC.
                              OTHER INFORMATION
   
ITEM 23.   EXHIBITS
(a) Previously filed (see Post-Effective Amendment No. 23 filed 10/29/97).
(b) Previously filed (see Post-Effective Amendment No. 23 filed 10/29/97).
(c) Previously filed (see Post-Effective Amendment No. 23 filed 10/29/97).
(d) Previously filed (see Post-Effective Amendment No. 23 filed 10/29/97).
(e) Previously filed (see Post-Effective Amendment No. 23 filed 10/29/97).
(f) None
(g) Previously filed (see Post-Effective Amendment No. 23 filed 10/29/97).
(h) None.
(i) Not applicable to this filing. 
(j) Consent of independent accountants - to be filed by amendment. 
(k) None.
(l) Previously filed (see Post-Effective Amendment No. 23 filed 10/29/97).
(m) Previously filed (see Post-Effective Amendment No. 23 filed 10/29/97).
(n) EX-27 Financial data schedule (EDGAR). 
(o) None.
    
   
ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT.    
 
  None.
   
ITEM 25.  INDEMNIFICATION.    
 
  Registrant is a joint-insured under Investment Advisor/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 trustees [directors] against certain liabilities. 
However, in no event will Registrant maintain insurance to indemnify any such
person for any act for which Registrant itself if not permitted to indemnify
the individual.
 
  Subsection (b) of Section 2-418 of the General Corporation Law of Maryland
empowers a corporation to indemnify any person who was or is 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
(other than an action by or in the right of the corporation) 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 or enterprise,
against reasonable 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 unless it is established that: 
(i) the act or omission of the person was material to the matter giving rise to
the proceeding and was committed in bad faith or was the result of active and
deliberate dishonesty; (ii) the person actually received an improper personal
benefit of money, property or services; or (iii) with respect to any criminal
action or proceeding, the person had reasonable cause to believe his act or
omission was unlawful.
 
  Indemnification under subsection (b) of Section 2-418 may not be made by a
corporation unless authorized for a specific proceeding after a determination
has been made that indemnification is permissible in the circumstances because
the party to be indemnified has met the standard of conduct set forth in
subsection (b).  This determination shall be made (i) by the Board of Directors
by a majority vote of a quorum consisting of directors not, at the time,
parties to the proceeding, or, if such quorum cannot be obtained, then by a
majority vote of a committee of the Board consisting solely of two or more
directors not, at the time, parties to such proceeding and who were duly
designated to act in the matter by a majority vote of the full Board in which
the designated directors who are parties may participate; (ii) by special legal
counsel selected by the Board of Directors of a committee of the Board by vote
as set forth in subparagraph (i), or, if the requisite quorum of the full Board
cannot be obtained therefor and the committee cannot be established, by a
majority vote of the full Board in which any director who is a party may
participate; or (iii) by the stockholders (except that shares held by any party
to the specific proceeding may not be voted).  A court of appropriate
jurisdiction may also order indemnification if the court determines that a
person seeking indemnification is entitled to reimbursement under subsection
(b).
 
   Section 2-418 further provides that indemnification provided for by Section
2-418 shall not be deemed exclusive of any other rights to which the
indemnified party may be entitled; that the scope of indemnification extends to
directors, officers, employees or agents of a constituent corporation absorbed
in a consolidation, or merger and persons serving in that capacity at the
request of the constituent corporation for another; and empowers the
corporation to purchase and maintain insurance on behalf of a director,
officer, employee or agent of the corporation against any liability asserted
against or incurred by such person in any such capacity or arising out of such
person's status as such whether or not the corporation would have the power to
indemnify such person against such liabilities under Section 2-418.
 
  Article VI of the Articles of Incorporation of the Fund provides that
"Nothing in these Articles of Incorporation or in the By-Laws shall be deemed
to protect any director or officer of the Corporation against any liability to
the Corporation or to its security holders to which he would otherwise be
subject by reason of willful malfeasance, bad faith, gross negligence, or
reckless disregard of the duties involved in the conduct of his office."
   
ITEM 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER.    
 
  None.
   
ITEM 27.   PRINCIPAL UNDERWRITERS.    
 
  (A) American Funds Distributors, Inc. is also the Principal Underwriter of
shares of:  AMCAP Fund, Inc., American Balanced 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, 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., SMALLCAP World Fund, Inc., The Tax-Exempt Bond Fund of
America, Inc., The Tax-Exempt Money Fund of America, The 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                Regional Vice President   None                         
 
       1501 N. University, Suite 227A                                                          
 
       Little Rock AR 72207                                                               
 
                                                                                          
 
       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 Mt. Meeker                                                                    
 
       Boulder, CO 80301                                                                  
 
                                                                                          
 
B      Carl R. Bauer               Assistant Vice President   None                         
 
                                               
 
       Michelle A. Bergeron        Vice President            None                         
 
       4160 Gateswalk Drive                                                               
 
       Smyrna, GA 30080                                                                   
 
                                                                                          
 
       Joseph T. Blair             Senior Vice President     None                         
 
       27 Drumlin Road                                                                    
 
       West Simsbury, CT  06092                                                           
 
                                                                                          
 
       John A. Blanchard           Regional 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                                                           
 
                                                                                          
 
       Michael L. Brethower        Vice President            None                         
 
       2320 North Austin Avenue                                                           
 
       Georgetown, TX  78626                                                              
 
                                                                                          
 
       C. Alan Brown               Regional Vice President   None                         
 
       4129 Laclede Avenue                                                                
 
       St. Louis, MO  63108                                                               
 
                                                                                          
 
H      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                                                          
 
       Littleton, CO  80121                                                               
 
                                                                                          
 
       Christopher J. Cassin        Senior Vice President    None                         
 
       111 W. Chicago Avenue, Suite G3                                                          
 
       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-   None                         
 
                                   Chief Executive Officer                                
 
                                                                                          
 
       Ruth M. Collier             Vice President            None                         
 
       145 West 67th St., #12K                                                            
 
       New York, NY  10023                                                                
 
                                                                                          
 
S      David Coolbaugh             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                         
 
                                                                                          
 
       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              Senior Vice President     None                         
 
       1205 Franklin Avenue                                                               
 
       Garden City, NY  11530                                                             
 
                                                                                          
 
L      Michael J. Downer           Secretary                 Vice President               
 
                                                                                          
 
       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                                                             
 
                                                                                          
 
L      Mark P. Freeman, Jr.        Director                  None                         
 
                                                                                          
 
       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                  Chairman of the Board        
 
                                                                                          
 
B      Mariellen Hamann            Assistant Vice President   None                         
 
                                                                                          
 
       David E. Harper             Senior Vice President     None                         
 
       R.D. 1, Box 210, Rte 519                                                           
 
       Frenchtown, NJ  08825                                                              
 
                                                                                          
 
       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                                                             
 
                                                                                          
 
L      Robert L. Johansen          Vice President            None                         
 
                                                                                          
 
       Michael J. Johnston         Director                  None                         
 
       630 Fifth Avenue, 36th Floor                                                          
 
       New York, NY 10111                                                                 
 
                                                                                          
 
B      Damien M. Jordan            Vice President            None                         
 
                                                                                          
 
       V. John Kriss               Senior Vice President     None                         
 
       P. O. Box 274                                                                      
 
       Surfside, CA 90743                                                                 
 
                                                                                          
 
       Arthur J. Levine            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                                                                
 
                                                                                          
 
L      Lorin E. Liesy              Assistant Vice President   None                         
 
                                                                                          
 
L      Susan G. Lindgren           Vice President - Institutional   None                         
 
                                   Investment Services                                    
 
                                                                                          
 
LW     Robert W. Lovelace          Director                  None                         
 
                                                                                          
 
       Steve 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 President   None                         
 
                                                                                          
 
L      E. Lee McClennahan          Senior Vice President     None                         
 
                                            
 
L      James R. McCrary            Assistant 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 - Institutional   None                         
 
                                   Investment Services                                    
 
                                                                                          
 
       David R. Murray              Vice President           None                         
 
       60 Brian 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              Regional Vice President   None                         
 
       3084 Wilds Ridge Court                                                             
 
       Prior Lake, MN 55372                                                               
 
                                                                                          
 
       Eric P. Olson               Regional Vice President   None                         
 
       62 Park Drive                                                                      
 
       Glenview, IL 60025                                                                 
 
                                                                                          
 
       Fredric Phillips            Vice President            None                         
 
       175 Highland Avenue                                                                
 
       Needham, MA 02194                                                                  
 
                                                                                          
 
B      Candance D. Pilgrim         Assistant Vice President   None                         
 
                                                                                          
 
       Carl S. Platou              Regional Vice President   None                         
 
       4021 96th Avenue, S.E.                                                             
 
       Mercer Island, WA 98040                                                            
 
                                                                                          
 
L      John O. Post, Jr.           Vice President            None                         
 
                                                                                          
 
S      Richard P. Prior            Assistant Vice President   None                         
 
                                                                                          
 
       Steven J. Reitman           Senior Vice President     None                         
 
       212 The Lane                                                                       
 
       Hinsdale, IL  60521                                                                
 
                                                                                          
 
       Brian A. Roberts            Vice President            None                         
 
       P.O. Box 472245                                                                    
 
       Charlotte, NC  28247                                                               
 
                                                                                          
 
       George S. Ross              Senior Vice President     None                         
 
       55 Madison Avenue                                                                  
 
       Morristown, NJ  07962                                                              
 
                                                                                          
 
L      Julie D. Roth               Vice President            None                         
 
                                                                                          
 
L      James F. Rothenberg         Director                  None                         
 
                                                                                          
 
       Douglas F. Rowe             Regional Vice President   None                         
 
       30008 Oakland Hills Drive                                                          
 
       Georgetown, TX 78628                                                               
 
                                                                                          
 
       Christopher S. Rowey        Regional Vice President    None                         
 
       9417 Beverlywood Street                                                            
 
       Los Angeles, CA 90034                                                              
 
                                                                                          
 
       Dean B. Rydquist            Vice President            None                         
 
       1080 Bay Pointe Crossing                                                           
 
       Alpharetta, GA 30005                                                               
 
                                                                                          
 
       Richard R. Samson           Vice President            None                         
 
       4604 Glencoe Avenue, #4                                                            
 
       Marina del Rey, CA  90292                                                          
 
                                                                                          
 
       Joseph D. Scarpitti         Regional Vice President   None                         
 
       31465 St. Andrews                                                                  
 
       Westlake, OH 44145                                                                 
 
                                                                                          
 
L      R. Michael Shanahan         Director                  None                         
 
                                                                                          
 
       David W. Short              Director, Chairman of the   None                         
 
       1000 RIDC Plaza, Suite 212    Board and Co-Chief Executive                                
 
       Pittsburgh, PA 15238        Officer                                                
 
                                                                                          
 
       William P. Simon, Jr.       Senior Vice President     None                         
 
       554 Canterbury Lane                                                                
 
       Berwyn, PA  19312                                                                  
 
                                                                                          
 
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                                                              
 
                                                                                          
 
       Nicholas D. Spadaccini      Regional Vice President   None                         
 
       855 Markley Woods Way                                                              
 
       Cincinnati, OH 45230                                                               
 
                                                                                          
 
L      Kris J. Spazafumo           Assistant Vice President   None                         
 
                                                                                          
 
       Daniel S. Spradling         Senior Vice President     None                         
 
       181 Second Avenue, Suite 228                                                          
 
       San Mateo, CA  94401                                                               
 
                                                                                          
 
B      Max D. Stites               Vice President            None                         
 
                                                                                          
 
       Thomas A. Stout             Regional Vice President   None                         
 
       3919 Whooping Crane Circle                                                          
 
       Virginia Beach, VA 23455                                                           
 
                                                                                          
 
       Craig R. Strauser           Regional Vice President   None                         
 
       3 Dover Way                                                                        
 
       Lake Oswego, OR 97034                                                              
 
                                                                                          
 
       Francis N. Strazzeri        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        Regional Vice President   None                         
 
       60 Reedland Woods Way                                                              
 
       Tiburon, CA 94920                                                                  
 
                                                                                          
 
L      David M. Ward               Vice President - Institutional   None                         
 
                                   Investment Services                                    
 
                                                                                          
 
       Thomas E. Warren            Regional Vice President   None                         
 
       119 Faubel Street                                                                  
 
       Sarasota, FL  34242                                                                
 
                                                                                          
 
L      J. Kelly Webb               Senior Vice President, Treasurer                      None                                
 
                                                                                          
 
       Gregory J. Weimer            Vice President           None                         
 
       206 Hardwood Drive                                                                 
 
       Venetia, PA 15367                                                                  
 
                                                                                          
 
       N. Dexter Williams          Senior Vice President     None                         
 
       P.O. Box 2200
 
       Danville, CA 94526                                                                 
 
                                                                                          
 
       Timothy J. Wilson           Regional Vice President   None                         
 
       113 Farmview Place                                                                 
 
       Venetia, PA 15367                                                                  
 
                                                                                          
 
B      Laura L. Wimberly           Vice President            None                         
 
                                                                                          
 
H      Marshall D. Wingo           Director, Senior Vice President   None                         
 
                                                                                          
 
L      Robert L. Winston           Director, Senior Vice President   None                         
 
                                                                                          
 
       Laurie B. Wood              Regional Vice President   None                         
 
       3500 W. Camino de Urania                                                           
 
       Tucson, AZ 85741                                                                   
 
                                                                                          
 
       William R. Yost             Regional 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                         
 
       320 Robinson Drive                                                                 
 
       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, 8000 IH-10 West, Suite 1400, San Antonio, TX  78230
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 kept in the
offices of the Fund and its investment adviser, Capital Research and Management
Company, 333 South Hope Street, Los Angeles, CA 90071.  Certain accounting
records are maintained and kept in the offices of the Fund's accounting
department, 135 South State College Blvd., Brea, CA  92821.
 
  Records covering shareholder accounts are maintained and kept by the transfer
agent, American Funds Service Company, 135 South State College Blvd., Brea, CA
92621, 8000 IH-10 West, Suite 1400, San Antonio, TX 78230, 5300 Robin Hood
Road, Norfolk, VA 23514 and 8332 Woodfield Crossing Blvd., Indianapolis, IN
46240.
 
  Records covering portfolio transactions are also maintained and kept by the
custodian, The Chase Manhattan Bank, One Chase Manhattan Plaza, New York, NY
10081.
   
ITEM 29. MANAGEMENT SERVICES.    
 
  None.
   
ITEM 30. UNDERTAKINGS.    
 
  n/a
 
<PAGE>
                            SIGNATURE OF REGISTRANT
 
 Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized, in
the City of Los Angeles, and State of California, on the 28th day of August,
1998. 
 
  THE TAX-EXEMPT BOND FUND OF AMERICA, INC.
   By /s/  Paul G. Haaga, Jr.
   (Paul G. Haaga, Jr., Chairman of the Board)
 
 Pursuant to the requirements of the Securities Act of 1933, this amendment to
registration statement has been signed below on August 28, 1998, by the
following persons in the capacities indicated. 
 
<TABLE>
<CAPTION>
         SIGNATURE                                      TITLE                    
 
<S>      <C>                                            <C>                      
                                                                                 
 
(1)      Principal Executive Officer:                                            
 
                                                                                 
 
         /s/ Abner D. Goldstine                         President and Director   
 
            (Abner D. Goldstine)                                                 
 
                                                                                 
 
                                                                                 
 
(2)      Principal Financial Officer and Principal Accounting Officer:                            
 
                                                                                 
 
         /s/ Anthony W. Hynes, Jr.                      Treasurer                
 
            (Anthony W. Hynes, Jr.)                                              
 
                                                                                 
 
                                                                                 
 
(3)      Directors:                                                              
 
                                                                                 
 
         H. Frederick Christie*                         Director                 
 
         Don R. Conlan*                                 Director                 
 
         Diane C. Creel*                                Director                 
 
         Martin Fenton, Jr.*                            Director                 
 
         Leonard R. Fuller*                             Director                 
 
                                                                                 
 
         /s/ Abner D. Goldstine                         President and Director   
 
            (Abner D. Goldstine)                                                 
 
                                                                                 
 
         /s/ Paul G. Haaga, Jr.                         Chairman and Director    
 
            (Paul G. Haaga, Jr.                                                  
 
                                                                                 
 
         Herbert Hoover III*                            Director                 
 
         Richard G. Newman*                             Director                 
 
</TABLE>
 
*By  /s/ Julie F. Williams
 Julie F. Williams, Attorney-in-Fact


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