INVESTMENT CO OF AMERICA
485APOS, 1998-12-28
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SEC File Nos. 2-10811
              811-116
 
 
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                                         
                                    FORM N-1A
                            Registration Statement
                                    Under
                           the Securities Act of 1933
                         Post-Effective Amendment No.  103
                                     and
                             Registration Statement
                                    Under
                        The Investment Company Act of 1940
                             Amendment No.  27    
                                  
                        THE INVESTMENT COMPANY OF AMERICA 
                (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
                                  
                               Vincent P. Corti
                     Capital Research and Management Company
                              333 South Hope Street
                          Los Angeles, California 90071
                      (name and address of agent for service)
                                  
 
                                  Copies to:
                          ERIC A.S. RICHARDS, ESQ. 
                           O'Melveny & Myers LLP
                           400 South Hope Street
                      Los Angeles, California  90071
                       (Counsel for the Registrant)
                                  
                   Approximate date of proposed public offering:
It is proposed that this filing become effective on March 1, 1999,  pursuant to
paragraph (a)(1) of rule 485.    
 
 
                       The Investment Company of America
 
 
                                   PROSPECTUS
 
                                 MARCH 1, 1999
 
 
THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED 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 INVESTMENT COMPANY OF AMERICA
333 South Hope Street
Los Angeles, CA  90071
 
TICKER SYMBOL: AIVSX          NEWSPAPER ABBREV.: ICA           FUND NO.: 04
 
 
TABLE OF CONTENTS
Risk/Return Summary .
Fees and Expenses of the Fund .
Investment Objectives, Strategies and Risks .
Year 2000
Management and Organization 
Shareholder Information 
Purchase and Exchange of Shares 
Distribution Arrangements 
Financial Highlights 
  
 
 
RISK/RETURN SUMMARY
 
The fund seeks to make your investment grow and provide you with income over
time by investing primarily in common stocks that offer solid growth and
dividend potential.
 
The fund is designed for investors seeking both capital appreciation and
income.  In pursuing its objectives, the fund tends to invest in stocks that
are more resilient to market declines.  In addition, the prices of equity
securities held by the fund may be affected by events specifically involving
the issuers of these securities.  An investment in the fund is subject to
risks, including the possibility that the fund may decline in value in response
to certain events, such as changes in markets or economies. 
 
You may lose money by investing in the fund.  The likelihood of loss is greater
if you invest for a shorter period of time.  Your investment in the fund is not
a bank deposit and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency, entity or person.
 
 
INVESTMENT RESULTS
 
The following information illustrates how the fund's results may vary:
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.)
 
[begin bar chart]
1989  29.41
1990  0.68
1991  26.54
1992  6.99
1993  11.62
1994  0.16
1995  30.63
1996  19.35
1997   29.81
1998
[end bar chart]
 
The fund's highest/lowest quarterly results during this time period were:
 
- - HIGHEST  xx.xx%  (quarter ended xx, 19xx)
- - LOWEST   xx.xx%  (quarter ended xx, 19xx)
 
For periods ended December 31, 1998:
 
<TABLE>
<CAPTION>
<S>                          <C>                              <C>                 
AVERAGE ANNUAL               THE FUND WITH MAXIMUM            S&P 500 /2/         
TOTAL RETURN                 SALES CHARGE DEDUCTED /1/                            
 
 One Year                    xx.xx%                           xx.xx%              
Five Years                   xx.xx%                           xx.xx%              
Ten Years                    xx.xx%                           xx.xx%              
Lifetime /3/                 xx.xx%                           xx.xx %             
</TABLE>
 
 
Yield/1/: x.xx%
(For current yield information call American FundsLine(r) at 1-800-325-3590)
  
1 THESE FUND RESULTS WERE CALCULATED ACCORDING TO A FORMULA THAT WHICH REQUIRES
THAT THE MAXIMUM SALES CHARGE OF 5.75%  BE DEDUCTED.  RESULTS WOULD BE HIGHER
IF  THEY WERE CALCULATED AT NET ASSET VALUE.
 
2 THE STANDARD & POOR'S 500 INDEX REPRESENTS STOCKS.  THIS INDEX IS UNMANAGED
AND DOES NOT REFLECT SALES CHARGES, COMMISSIONS OR EXPENSES.
 
3  THE FUND BEGAN INVESTMENT OPERATIONS ON AUGUST 28, 1933.
 
 
These results illustrate the potential fluctuations on the fund's results over
shorter periods of time.  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)
 
<TABLE>
<CAPTION>
<S>                                                        <C>                 
MAXIMUM SALES CHARGE IMPOSED ON PURCHASES                  5.75%/1/            
(AS A PERCENTAGE OF OFFERING PRICE)                                            
 
 MAXIMUM SALES CHARGE IMPOSED ON REINVESTED DIVIDENDS      0%                  
 
 MAXIMUM DEFERRED SALES CHARGE                             0%/2/               
 
 REDEMPTION OR EXCHANGE FEES                               0%                  
 
</TABLE>
 
 
/1/  SALES CHARGES ARE REDUCED OR ELIMINATED FOR LARGER PURCHASES.
/2/ A CONTINGENT DEFERRED SALES CHARGE OF 1% APPLIES ON CERTAIN REDEMPTIONS
MADE WITHIN 12 MONTHS FOLLOWING ANY PURCHASES YOU MADE WITHOUT A SALES CHARGE.
 
 
ANNUAL FUND OPERATING EXPENSES
(EXPENSES THAT ARE DEDUCTED FROM THE FUND ASSETS)
 
<TABLE>
<CAPTION>
<S>                                                        <C>                 
MANAGEMENT FEES                                            0.00%               
 
 SERVICE (12B-1) FEES                                      0.00%*              
 
 OTHER EXPENSES                                            0.00%               
 
</TABLE>
 
 
TOTAL ANNUAL FUND OPERATING EXPENSES    0.00%
 
*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 OBJECTIVES, STRATEGIES AND RISKS
 
The fund's investment objectives are to achieve long-term growth of capital and
income.  The fund strives to accomplish these objectives through constant
supervision, careful selection, and broad diversification.  In the selection of
securities for investment, the possibilities of appreciation and potential
dividends are given more weight than current yield.  The fund invests primarily
in common stocks.  The fund's investments are limited to securities included on
its eligible list, which consists of securities deemed suitable in light of the
fund's investment objectives and policies.  Securities are added to, or deleted
from, the eligible list by the board of directors, reviewing and acting upon
the recommendations of the investment adviser.
 
The prices of equity securities held by the fund may decline in response to
certain events including those directly involving issuers of these securities,
adverse conditions affecting the general economy, or overall market declines.  
 
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 undervalued securities that represent good long-term
investment opportunities.
 
 
OTHER IMPORTANT INVESTMENT PRACTICES
 
In addition to the principal investment strategies described above, the fund
has other investment practices that are described here and in the Statement of
Additional Information.
 
The fund may invest up to 10% of its assets in securities of issuers domiciled
outside the U.S. and not included in the Standard & Poor's 500 Composite Index. 
Investments outside the U.S. may be subject to certain risks, such as currency
fluctuations or political, social and economic instability.
 
The following chart illustrates the asset mix of the fund's investment
portfolio as of the end of the fund's fiscal year, December 31, 1998.
 
Asset Mix [pie chart]
Largest Industry Holdings [table]
Largest Individual Equity Holdings [table]
 
BECAUSE THE FUND IS ACTIVELY MANAGED, ITS HOLDINGS WILL CHANGE FROM TIME TO
TIME.
 
 
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 discussed
earlier under "Fees and Expenses." 
 
Capital Research and Management Company and its affiliated companies have
adopted a personal investing policy that is consistent with the recommendations
contained in the May 9, 1994 report issued by the Investment Company
Institute's Advisory Group on Personal Investing. This policy has also been
incorporated into the fund's code of ethics.
 
MULTIPLE PORTFOLIO COUNSELOR SYSTEM 
 
Capital Research and Management Company uses a system of multiple portfolio
counselors in managing mutual fund assets. Under this 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 Investment Company of America are listed on the
following page.  
 
<TABLE>
<CAPTION>
                                                                      APPROXIMATE YEARS OF EXPERIENCE                  
                                                                      AS AN INVESTMENT PROFESSIONAL                  
                                                                      (INCLUDING THE LAST FIVE YEARS)                  
 
PORTFOLIO         PRIMARY              YEARS OF EXPERIENCE AS         WITH CAPITAL RESEARCH         TOTAL          
COUNSELORS        TITLE(S)             PORTFOLIO COUNSELOR            AND MANAGEMENT COMPANY        YEARS          
FOR THE                                (AND RESEARCH                  OR AFFILIATES                                
INVESTMENT                             PROFESSIONAL, IF                                                            
COMPANY OF                             APPLICABLE) FOR THE                                                         
AMERICA                                INVESTMENT COMPANY OF                                                       
                                       AMERICA (APPROXIMATE)                                                       
 
<S>               <C>                  <C>                            <C>                           <C>            
Jon B.            Chairman of          41 years (plus 3 years         47 years                      47 years       
Lovelace,         the Board of         as a research                                                               
Jr.               the Fund.            professional prior to                                                       
                  Vice Chairman        becoming a portfolio                                                        
                  of the Board,        counselor for the fund)                                                     
                  Capital                                                                                          
                  Research and                                                                                     
                  Management                                                                                       
                  Company                                                                                          
 
R. Michael        Director and         8 years (plus 13 years         34 years                      34 years       
Shanahan          President of         as a research                                                               
                  the Fund.            professional prior to                                                       
                  Chairman of          becoming a portfolio                                                        
                  the Board and        counselor for the fund)                                                     
                  Principal                                                                                        
                  Executive                                                                                        
                  Officer,                                                                                         
                  Capital                                                                                          
                  Research and                                                                                     
                  Management                                                                                       
                  Company                                                                                          
 
William R.        Director and         27 years                       27 years                      36 years       
Grimsley          Senior Vice                                                                                      
                  President of                                                                                     
                  the Fund.                                                                                        
                  Senior Vice                                                                                      
                  President and                                                                                    
                  Director,                                                                                        
                  Capital                                                                                          
                  Research and                                                                                     
                  Management                                                                                       
                  Company                                                                                          
 
William C.        Director of          37 years                       40 years                      46 years       
Newton            the Fund.                                                                                        
                  Senior                                                                                           
                  Partner, The                                                                                     
                  Capital Group                                                                                    
                  Partners L.P.*                                                                                   
 
Gregg E.          Senior Vice          7 years (plus 10 years         26 years                      26 years       
Ireland           President of         as a research                                                               
                  the Fund.            professional prior to                                                       
                  Senior Vice          becoming a portfolio                                                        
                  President,           counselor for the fund)                                                     
                  Capital                                                                                          
                  Research and                                                                                     
                  Management                                                                                       
                  Company                                                                                          
 
James B.          Senior Vice          7 years (plus 4 years          17 years                      17 years       
Lovelace          President of         as a research                                                               
                  the Fund.            professional prior to                                                       
                  Senior Vice          becoming a portfolio                                                        
                  President,           counselor for the fund)                                                     
                  Capital                                                                                          
                  Research and                                                                                     
                  Management                                                                                       
                  Company                                                                                          
 
Donald D.         Senior Vice          7 years (plus 4 years          14 years                      14 years       
O'Neal            President of         as a research                                                               
                  the Fund.            professional prior to                                                       
                  Vice                 becoming a portfolio                                                        
                  President,           counselor for the fund)                                                     
                  Capital                                                                                          
                  Research and                                                                                     
                  Management                                                                                       
                  Company                                                                                          
 
Dina N.           Senior Vice          2 years (plus 2 years          7 years                       32 years       
Perry             President,           as a research                                                               
                  Capital              professional prior to                                                       
                  Research and         becoming a portfolio                                                        
                  Management           counselor for the fund)                                                     
                  Company                                                                                          
 
James F.          President and        5 years (plus 9 years          29 years                      29 years       
Rothenberg        Director,            as a research                                                               
                  Capital              professional prior to                                                       
                  Research and         becoming a portfolio                                                        
                  Management           counselor for the fund)                                                     
                  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
 
 (Insert Service Center Map)
 
<TABLE>
<CAPTION>
<S>                                  <C>                                      
WESTERN SERVICE CENTER               EASTERN CENTRAL SERVICE CENTER           
American Funds Service               American Funds Service Company           
Company                              P.O. Box 6007                            
P.O. Box 2205                        Indianapolis, Indiana                    
Brea, California                     46206-6007                               
92822-2205                           Fax:  317/735-6620                       
Fax:  714/671-7080                                                            
 
WESTERN CENTRAL SERVICE              EASTERN SERVICE CENTER                   
CENTER                               American Funds Service Company           
American Funds Service               P.O. Box 2280                            
Company                              Norfolk, Virginia                        
P.O. Box 659522                      23501-2280                               
San Antonio, Texas                   Fax:  757/670-4773                       
78265-9522                                                                    
Fax:  210/474-4050                                                            
 
</TABLE>
 
 
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. 
 
You may invest in the fund through various retirement plans.  However, some
retirement plans or accounts held by investment dealers may not offer certain
services. If you have any questions, please contact your plan
administrator/trustee or 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.  Exchange 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
 
<TABLE>
<CAPTION>
<S>                                                             <C>          
To establish an account                                         $ 250        
 
For a retirement plan account                                   $  250       
 
For a retirement plan account through payroll                   $  25        
deduction                                                                    
 
To add to an account                                            $  50        
 
For a retirement plan account through payroll deduction         $  25        
 
</TABLE>
 
SHARE PRICE
 
The fund calculates 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>
                                      SALES CHARGE AS A PERCENTAGE OF                                 
 
INVESTMENT                            OFFERING         NET           DEALER          
                                      PRICE            AMOUNT        CONCESSION      
                                                       INVESTED      AS % OF         
                                                                     OFFERING        
                                                                     PRICE           
 
<S>                                   <C>              <C>           <C>             
Less than $50,000                     5.75%            6.10%         5.00%           
 
$50,000 but less than                 4.50%            4.71%         3.75%           
$100,000                                                                             
 
$100,000 but less than                3.50%            3.63%         2.75%           
$250,000                                                                             
 
$250,000 but less than                2.50%            2.56%         2.00%           
$500,000                                                                             
 
$500,000 but less $1 million          2.00%            2.04%         1.60%           
 
$1 million or more and                see below        see           see below       
certain other investments                              below                         
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 ACCOUNTS THAT INVEST WITH NO INITIAL SALES
CHARGE (OTHER THAN EMPLOYER-SPONSORED PLANS),  IF REDEMPTIONS ARE 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
and "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 directors.  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, fund 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) those shares in any
of the following ways:
 
Through Your Dealer (certain charges may apply)
- -  Shares held for you in your dealer's name must be sold through the dealer.
 
Writing to American Funds Service Company
- -  Requests must be signed by the registered shareholder(s)
- -  A signature guarantee is required if the redemption is:
- --- Over $50,000;
- --- Made payable to someone other than the registered shareholder(s); or
- --- Sent to an address other than the address of record, or an address of
record which has been changed within the last 10 days.
- -  Additional documentation may be required for sales of shares held in
corporate, partnership or fiduciary accounts.
 
 
Telephoning or Faxing American Funds Service Company, or by using American
FundsLine(r) or American FundsLine OnLine(r):
- -  Redemptions by telephone or fax (including American FundsLine(r) and
American FundsLine OnLine(r)) are limited to $50,000 per shareholder each day
- -  Checks must be made payable to the registered shareholder
- -  Checks must be mailed to an address of record that has been used with the
account for at least 10 days
 
TRANSACTIONS BY TELEPHONE, FAX, AMERICAN FUNDSLINE(R), OR AMERICAN FUNDSLINE
ONLINE(R)
 
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 intends to pay dividends to you, usually in March, June, September and
December.  Capital gains, if any, are usually distributed in 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
 
Dividends and capital gains are 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.
 
The tax treatment of redemptions from a retirement plan account may differ from
redemptions from an ordinary shareholder account. 
 
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% or the applicable tax treaty rate
from dividends paid to certain nonresident alien, non-U.S. 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
results 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 PricewaterhouseCoopers LLP, whose report, along with the
fund's financial statements, are included in the statement of additional
information, which is available upon request.
 
                                                     YEAR ENDED DECEMBER 31
 
<TABLE>
<CAPTION>
                               1998       1997        1996        1995        1994       
 
<S>                            <C>        <C>         <C>         <C>         <C>        
Net asset value,                                                                         
 
beginning of period                       $24.23      $21.61      $17.67      $18.72     
 
INCOME FROM                                                                              
 
INVESTMENT                                                                               
 
OPERATIONS:                                                                              
 
Net investment                                                                           
 
income                                    .51         .49         .52         .51        
 
Net gains or losses                                                                      
 
on securities (both                                                                      
 
realized and                                                                             
 
unrealized)                               6.61        3.66        4.83        (.48)      
 
Total from                                                                               
 
investment                                                                               
 
operations                                7.12        4.15        5.35        .03        
 
LESS DISTRIBUTIONS:                                                                      
 
Dividends (from net                                                                      
 
investment income)                        (.50)       (.50)       (.50)       (.48)      
 
Distributions (from                                                                      
 
capital gains)                            (2.60)      (1.03)      (.91)       (.60)      
 
Total distributions                       (3.10)      (1.53)      (1.41)      (1.08)     
 
Net asset value,                                                                         
 
end of period                             $28.25      $24.23      $21.61      $17.67     
 
Total return(1)                           29.81%      19.35%      30.63%      .16%       
 
RATIOS/SUPPLEMENTAL                                                                      
 
DATA:                                                                                    
 
Net assets, end of                                                                       
 
period                                    $39,718     $30,875     $25,678     $19,280    
 
Ratio of expenses                                                                        
 
to average net                                                                           
 
assets                                    .56%        .59%        .60%        .60%       
 
Ratio of net income                                                                      
 
to average net                                                                           
 
assets                                    1.90%       2.17%       2.70%       2.83%      
 
Portfolio turnover rate                                                                  
 
- -- common stocks                          24.08%      17.46%      20.91%      17.94%     
 
- -- investment securities                  26.02%      19.56%      20.37%      31.08%     
 
</TABLE>
 
(1) Excludes maximum sales charge of 5.75%
 
<TABLE>
<CAPTION>
FOR SHAREHOLDER             FOR RETIREMENT PLAN         FOR DEALER              
SERVICES                    SERVICES                    SERVICES                
<S>                         <C>                         <C>                     
American Funds              Call your employer or       American Funds          
Service Company             plan administrator          Distributors            
800/421-0180                                            800/421-9900            
                                                        ext.11                  
 
</TABLE>
 
    FOR 24-HOUR INFORMATION
<TABLE>
<CAPTION>
<S>                             <C>                                          
American                        American Funds                               
FundsLine(r)                    Internet Web site                            
800/325-3590                    http://www.americanfunds.com                 
</TABLE>
 
Telephone conversations may be recorded or monitored for verification,
recordkeeping and quality assurance purposes.
 
 
MULTIPLE TRANSLATIONS
 
This prospectus may be translated into other languages.  In the event of any
inconsistencies or ambiguity as to the meaning of any word or phrase in a
translation, the English text will prevail.
 
OTHER FUND INFORMATION
 
ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS 
 
Contains additional information about the fund including financial statements,
investments 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:
 
<TABLE>
<CAPTION>
<S>                          <C>      <C>                                        
Call American Funds          or       Write to the Secretary of the fund         
Service Company                       333 South Hope Street                      
800/421-0180   ext.1                  Los Angeles, CA  90071                     
</TABLE>
 
Investment Company File No. 2-10811
 
 
                       THE INVESTMENT COMPANY OF AMERICA
                                    Part B
                    Statement of Additional Information
                                 MARCH 1, 1999    
 
   This document is not a prospectus but should be read in conjunction with the
current prospectus of The Investment Company of America (the "fund" or "ICA")
dated March 1, 1999.  The prospectus may be obtained from your investment
dealer or financial planner or by writing to the fund at the following
address:</r.
 
                      The Investment Company of America
                           Attention:  Secretary
                           333 South Hope Street
                           Los Angeles, CA  90071
                              (213) 486-9200
 
Shareholders who purchase shares at net asset value through eligible retirement
plans should note that not all of the services or features described below may
be available to them, and they should contact their employer for details.
 
 
                               TABLE OF CONTENTS

    
   
ITEM  PAGE NO.
 
<TABLE>
<CAPTION>
<S>                                                              <C>          
Certain Investment Limitations and Guidelines                    2            
 
Description of Certain Securities                                2            
 
Investment Restrictions                                          5            
 
Fund Organization                                                7            
 
Fund Directors and Officers                                                   
 
Advisory Board                                                   10           
 
Management                                                       12           
 
Dividends, Distributions and Federal Taxes                       14           
 
Purchase of Shares                                               17           
 
Selling Shares                                                   23           
 
Shareholder Account Services and Privileges                      24           
 
Execution of Portfolio Transactions                              26           
 
General Information                                              27           
 
Investment Results and Related Statistics                        28           
 
Financial Statements                                             Attached     
 
</TABLE>
 
    
 
                   CERTAIN INVESTMENT LIMITATIONS AND GUIDELINES
 
The following limitations and guidelines are considered at the time of
purchase, under normal market conditions, and are based on a percentage of the
fund's net assets unless otherwise noted.  This summary is not intended to
reflect all of the fund's investment limitations.
 
GENERAL GUIDELINE
 
- -The fund may only invest in securities included on its eligible list (does not
apply to securities issued or guaranteed by the U.S. Government).
 
DEBT SECURITIES
 
- -The fund's investments in straight debt securities must be rated A or above by
Moody's Investors Service, Inc. or Standard & Poor's, Inc. or unrated but
determined to be of equivalent quality.
 
NON-U.S. SECURITIES
 
- -The fund may invest up to 10% of its securities in issuers domiciled outside
the U.S. and not included in the Standard & Poor's 500 Composite Index.    
 
 
                       DESCRIPTION OF CERTAIN SECURITIES
 
   The fund may experience difficulty liquidating certain portfolio securities
during significant market declines or periods of heavy redemptions.    
 
The descriptions below are intended to supplement the material in the
prospectus under "Investment Objectives, Strategies and Risks."
 
   EQUITY SECURITIES - Equity securities represent an ownership position in a
company. The prices of equity securities fluctuate based on changes in the
financial condition of their issuers and on market and economic conditions. The
fund's results will be related to the overall market for these securities.    
 
   DEBT SECURITIES - Bonds and other debt securities are used by issuers to
borrow money. Issuers pay investors interest and generally must repay the
amount borrowed at maturity. Some debt securities, such as zero coupon bonds,
do not pay current interest, but are purchased at a discount from their face
values. The prices of debt securities fluctuate depending on such factors as
interest rates, credit quality and maturity. In general their prices decline
when interest rates rise and vice versa.    
 
The fund may invest without limitation in securities with equity conversion
rights and that are rated in any investment quality category; however, the fund
has no current intention (at least during the next 12 months) to invest in
securities rated below the top three quality categories by Standard & Poor's
Corporation ("Standard & Poor's") or Moody's Investors Service, Inc.
("Moody's") or unrated but determined to be of equivalent quality by Capital
Research and Management Company ("Investment Adviser").       
 
BOND RATINGS - The fund may invest in debt securities which are rated in the
top three quality categories by Standard & Poor's or Moody's or unrated but
determined to be of equivalent quality by the Investment Adviser.  Standard &
Poor's rates the long-term debt securities 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.  Moody's rates the
long-term debt securities of 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.  The top three rating categories are described below:
 
 STANDARD & POOR'S CORPORATION:
 
 "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 they are somewhat more susceptible to the adverse effects of change in
circumstances and economic conditions, than debt in higher categories."
 
 MOODY'S INVESTORS SERVICE, INC.:
 
 "Bonds 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 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 rated A are judged to be of 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."
 
OTHER SECURITIES - The fund may also invest in securities that have equity and
debt characteristics such as non-convertible preferred stocks and convertible
securities.  These securities may at times resemble equity more than debt and
vice versa.  Non-convertible preferred stocks are similar to debt in that they
have a stated dividend rate akin to the coupon of a bond or note even though
they are often classified as equity securities.  The prices and yields of
non-convertible preferred stocks generally move with changes in interest rates
and the issuer's credit quality, similar to the factors affecting debt
securities.
 
Bonds, preferred stocks, and other securities may sometimes be converted into
common stock or other securities at a stated exchange ratio.  These securities
prior to conversion pay a fixed rate of interest or a dividend.  Because
convertible securities have both debt and equity characteristics, their value
varies in response to may factors, including the value of the underlying
equity, general market and economic conditions, convertible market valuations,
as well as changes in interest rates, credit spreads, and the issuer's credit
quality.
 
   U.S. GOVERNMENT SECURITIES - Securities guaranteed by the U.S. Government
include: (1) direct obligations of the U.S. Treasury (such as Treasury bills,
notes and bonds) and (2) federal agency obligations guaranteed as to principal
and interest by the U.S. Treasury.    
 
   Certain securities issued by U.S. Government instrumentalities and certain
federal agencies are neither direct obligations of, nor guaranteed by, the
Treasury. However, they generally involve federal sponsorship in one way or
another; some are backed by specific types of collateral; some are supported by
the issuer's right to borrow from the Treasury; some are supported by the
discretionary authority of the Treasury to purchase certain obligations of the
Issuer; and others are supported only by the credit of the issuing government
agency or instrumentality.    
 
   INVESTING IN VARIOUS COUNTRIES - The fund may invest up to 10% of its assets
in securities of issuers that are domiciled outside the U.S. and not included
in the Standard & Poor's 500 Composite Index (a broad measure of the U.S. stock
market). Investing outside the U.S. can involve special risks, particularly in
certain developing countries, caused by, among other things, fluctuating
currency values; different accounting, auditing, and financial reporting
regulations and practices in some countries; changing local and regional
economic, political and social conditions; expropriation or confiscatory
taxation; greater market volatility; differing securities market structures;
and various administrative difficulties such as delays in clearing and settling
portfolio transactions or in receiving payment of dividends. However, in the
opinion of Capital Research and Management Company, investing outside the U.S.
also can reduce certain portfolio risks due to greater diversification
opportunities.     
 
   Additional costs could be incurred in connection with the fund's investment
activities outside the U.S. The fund can purchase and sell currencies to
facilitate transactions in securities denominated in currencies other than the
U.S. dollar. Brokerage commissions may be higher outside the U.S., and the fund
will bear certain expenses in connection with its currency transactions.
Furthermore, increased custodian costs may be associated with the maintenance
of assets in certain jurisdictions.    
 
   RESTRICTED SECURITIES AND LIQUIDITY - The fund may purchase securities
subject to restrictions on resale. All such securities whose principal trading
market is in the U.S. will be considered illiquid unless they have been
specifically determined to be liquid under procedures which may be adopted by
the fund's board of directors, taking into account factors such as the
frequency and volume of trading, the commitment of dealers to make markets and
the availability of qualified investors, all of which can change from time to
time. The fund may incur certain additional costs in disposing of illiquid
securities.    
 
CASH EQUIVALENTS - These securities include (1) commercial paper (short-term
notes up to 9 months in maturity issued by corporations or governmental
bodies), (2) commercial bank obligations (E.G., certificates of deposit
(interest-bearing time deposits), and bankers' acceptances (time drafts on a
commercial bank where the bank accepts an irrevocable obligation to pay at
maturity)), (3) savings association and savings bank obligations (e.g.,
certificates of deposit issued by savings banks or savings and loan
associations), (4) securities of the U.S. Government, its agencies or
instrumentalities that mature, at the time of purchase, or may be redeemed, in
one year or less, and (5) corporate bonds and notes that mature, at the time of
purchase, or that may be redeemed, in one year or less.
 
CURRENCY TRANSACTIONS - Although the fund has no current intention (at least
during the next 12 months) to do so, it has the ability to enter into forward
currency contracts to protect against changes in currency exchange rates.  A
forward currency contract is an obligation to purchase or sell a specific
currency at a future date and price, both of which are set at the time of the
contract.  The fund intends to enter into forward currency contracts solely to
hedge into the U.S. dollar its exposure to other currencies.  The fund will
segregate liquid assets which will be marked to market daily to meet its
forward contract commitments to the extent required by the Securities and
Exchange Commission.
 
Certain provisions of the Internal Revenue Code (the "Code") may affect the
extent to which the fund may enter into forward contracts.  Such transactions
may also affect, for U.S. federal income tax purposes, the character and timing
of income, gain or loss recognized by the fund.
 
                            INVESTMENT RESTRICTIONS
 
The fund has adopted certain investment restrictions, which are fundamental
policies and cannot be changed without a majority vote of its outstanding
shares.  A majority vote is defined in 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.  Investment limitations
expressed in the following restrictions are considered at the time securities
are purchased and are based on the fund's net assets unless otherwise
indicated.       
 
These restrictions (which do not apply to the purchase of securities issued or
guaranteed by the U.S. Government) provide that the fund shall make no
investment:
 
Which involves promotion or business management by the fund;
 
In any security about which reliable information is not available with respect
to the history, management, assets, earnings, and income of the issuer;
 
If the investment would cause more than 5% of the value of the total assets of
the fund, as they exist at the time of investment, to be invested in the
securities of any one issuer;
 
If the investment would cause more than 20% of the value of the total assets of
the fund to be invested in the securities in any one industry;
 
If the investment would cause the fund to own more than 10% of the outstanding
voting securities of any one issuer, provided that this restriction shall apply
as to 75% of the fund's total assets; or
 
In any security which has not been placed on the fund's Eligible List. (See the
prospectus).
 
The fund is not permitted to buy securities on margin, sell securities short,
borrow money, or to invest in real estate. (Although it has not been the
practice of the fund to make such investments (and it has no current intention
of doing so at least for the next 12 months), the fund may invest in the
securities of real estate investment trusts.)
 
The fund has also adopted other fundamental policies which cannot be changed
without shareholder approval.  These policies require the fund not to:
 
Concentrate its investment in any particular industry or group of industries. 
Some degree of concentration may occur from time to time (within the 20%
limitation of the Certificate of Incorporation) as certain industries appear to
present desirable fields for investment.
 
Engage generally in the making of loans.  Although the fund has reserved the
right to make loans to unaffiliated persons subject to certain restrictions,
including requirements concerning collateral and amount of any loan, no loans
have been made since adoption of this fundamental policy more than 50 years
ago.
 
Act as underwriter of securities issued by others, engage in distribution of
securities for others, engage in the purchase and sale of commodities or
commodity contracts, borrow money, invest in real estate, or make investments
in other companies for the purpose of exercising control or management.
 
Pledge, encumber or assign all or any part of its property and assets as
security for a debt.
 
Invest in the securities of other investment companies.  
 
Notwithstanding the restriction on investing in the securities of other
investment companies, the fund may invest in securities of other investment
companies if deemed advisable by its officers in connection with the
administration of a deferred compensation plan adopted by Directors pursuant to
an exemptive order granted by the Securities and Exchange Commission.
 
Additional investment restrictions adopted by the fund and which may be changed
without shareholder approval, provide that the fund may not:
 
Purchase and sell securities for short-term profits; however, securities will
be sold without regard to the time that they have been held whenever investment
judgement makes such action seem advisable.  
 
Purchase or retain the securities of any issuer if those officers and directors
of the fund or the Investment Adviser who own beneficially more than one half
of 1% of such issuer together own more than 5% of the securities of such
issuer.
 
Invest in securities of companies which, with their predecessors, have a record
of less than three years' continuous operations.  
 
Invest in puts, calls, straddles, spreads or any combination thereof.
 
Purchase partnership interests in oil, gas or mineral exploration, drilling or
mining ventures. 
 
Invest in excess of 10% of the market value of its total assets in securities
which may require registration under the Securities Act of 1933 prior to sale
by the fund (restricted securities), or other securities that are not readily
marketable.
 
 
                                 FUND ORGANIZATION
 
The fund, an open-end, diversified management investment company, was organized
as a Delaware corporation on August 28, 1933.
 
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 DIRECTORS AND OFFICERS
                      Directors and Director Compensation
   
 
<TABLE>
<CAPTION>
NAME,              POSITION         PRINCIPAL            AGGREGATE               TOTAL                   TOTAL          
ADDRESS AND        WITH             OCCUPATION(S)        COMPENSATION            COMPENSATION            NUMBER         
AGE                REGISTRANT       DURING               (INCLUDING              (INCLUDING              OF FUND        
                                    PAST 5 YEARS         VOLUNTARILY             VOLUNTARILY             BOARDS         
                                                         DEFERRED                DEFERRED                ON WHICH       
                                                         COMPENSATION/1/)        COMPENSATION/1/)        DIRECTOR       
                                                         FROM THE FUND           FROM ALL FUNDS          SERVES         
                                                         DURING FISCAL           MANAGED                 /2/            
                                                         YEAR ENDED              BY CAPITAL                             
                                                         12/31/98                RESEARCH AND                           
                                                                                 MANAGEMENT                             
                                                                                 COMPANY OR ITS                         
                                                                                 AFFILIATES/2/                          
                                                                                 FOR THE YEAR                           
                                                                                 ENDED 12/31/98                         
 
<S>                <C>              <C>                  <C>                     <C>                     <C>            
Charles H.         Director         Private              $                       $                       2              
Black                               investor and                                                                        
525 Alma                            consultant;                                                                         
Real Drive                          former                                                                              
Pacific                             Executive                                                                           
Palisades,                          Vice                                                                                
CA  90272                           President and                                                                       
Age:  72                            Director,                                                                           
                                    KaiserSteel                                                                         
                                    Corporation                                                                         
 
Ann S.             Director         Senior               $                       $                       1              
Bowers                              Trustee, The                                                                        
The Noyce                           Noyce                                                                               
Foundation                          Foundation;                                                                         
450 Sheridan                        Human                                                                               
Avenue                              resources                                                                           
Palo Alto,                          consultant,                                                                         
CA  94306                           Enterprise                                                                          
Age:  61                            2000                                                                                
 
Louise H.          Director         Chairman of          $0/5/                   $0/5/                   1              
Bryson                              the Board,                                                                          
KCET Public                         KCET - Los                                                                          
Television                          Angeles                                                                             
4401 Sunset                         Public                                                                              
Boulevard                           Television                                                                          
Los Angeles,                        Station;                                                                            
CA  90027                           former Senior                                                                       
Age:                                Vice                                                                                
                                    President,                                                                          
                                    fx Networks,                                                                        
                                    Inc: Fox Inc.                                                                       
 
Malcolm R.         Director         Chairman             $/3/                    $                       1              
Currie                              Emeritus,                                                                           
28780 Wagon                         Hughes                                                                              
Road                                Aircraft                                                                            
Agoura, CA                          Company                                                                             
91301                                                                                                                   
Age:  71                                                                                                                
 
+William R.        Senior           Senior Vice          None/4/                 None/5/                 4              
Grimsley           Vice             President and                                                                       
P.O. Box           President        Director,                                                                           
7650               and              Capital                                                                             
San                Director         Research and                                                                        
Francisco,                          Management                                                                          
CA  94120                           Company                                                                             
Age: 60                                                                                                                 
 
+Jon B.            Chairman         Chairman             None/4/                 None/5/                 4              
Lovelace,          of               Emeritus,                                                                           
Jr.                the Board        Capital                                                                             
333 South                           Research and                                                                        
Hope Street                         Management                                                                          
Los Angeles,                        Company                                                                             
CA  90071                                                                                                               
Age:  72                                                                                                                
 
John G.            Director         The IBJ              $/3/                    $                       8              
McDonald                            Professor of                                                                        
Graduate                            Finance,                                                                            
School of                           Graduate                                                                            
Business                            School of                                                                           
Stanford                            Business,                                                                           
University                          Stanford                                                                            
Stanford, CA                        University                                                                          
94305                                                                                                                   
Age:  61                                                                                                                
 
Bailey             Director         Vice                 $                       $                       1              
Morris-Eck                          President,                                                                          
Brookings                           Brookings                                                                           
Institution                         Institution;                                                                        
1775                                Senior                                                                              
Massachusetts Ave., NW                    Advisor,                                                                            
Washington,                         Inter-American                                                                      
D.C.  20036                         Affairs,                                                                            
Age:  54                            Clinton                                                                             
                                    Administration; Senior                                                                  
                                    Fellow,                                                                             
                                    Institute for                                                                       
                                    International                                                                       
                                    Economics;                                                                          
                                    Consultant,                                                                         
                                    THE                                                                                 
                                    INDEPENDENT                                                                         
                                    OF LONDON                                                                           
 
Richard G.         Director         Chairman,            $/3/                    $                       13             
Newman                              President and                                                                       
3250                                CEO, AECOM                                                                          
Wilshire                            Technology                                                                          
Blvd.                               Corporation                                                                         
Los Angeles,                        (architectural                                                                      
CA  90010                           engineering)                                                                        
Age:  64                                                                                                                
 
+William C.        Director         Senior               None/4/                 None/5/                 1              
Newton                              Partner, The                                                                        
333 South                           Capital Group                                                                       
Hope Street                         Partners,                                                                           
Los Angeles,                        L.P.                                                                                
CA  90071                                                                                                               
Age:  68                                                                                                                
 
+James W.          Vice             Senior               None/4/                 None/5/                 7              
Ratzlaff           Chairman         Partner, The                                                                        
P.O. Box           of the           Capital Group                                                                       
7650               Board and        Partners L.P.                                                                       
San                Director                                                                                             
Francisco,                                                                                                              
CA  94120                                                                                                               
Age:  62                                                                                                                
 
Olin C.            Director         President of         $/3/                    $                       4              
Robison                             the Salzburg                                                                        
The Marble                          Seminar;                                                                            
Works                               President                                                                           
2 Maple                             Emeritus,                                                                           
Street                              Middlebury                                                                          
Middlebury,                         College                                                                             
VT  05753                                                                                                               
Age:  62                                                                                                                
 
+R. Michael        President        Chairman of          None/4/                 None/5/                 2              
Shanahan           and              the Board and                                                                       
333 South          Director         Principal                                                                           
Hope Street                         Executive                                                                           
Los Angeles,                        Officer,                                                                            
CA  90071                           Capital                                                                             
Age:  60                            Research and                                                                        
                                    Management                                                                          
                                    Company                                                                             
 
William J.         Director         Chairman and         $/3/                    $                       1              
Spencer                             Chief                                                                               
2706                                Executive                                                                           
Montopolis                          Officer,                                                                            
Drive                               SEMATECH                                                                            
Austin, TX                          (research and                                                                       
78741                               development                                                                         
Age:  68                            consortium)                                                                         
 
</TABLE>
 
    
 + Directors who are considered "interested persons" of the fund as defined in
the 1940 Act on the basis of their affiliation with the fund's Investment
Adviser, Capital Research and Management Company.
 
 /1/ Amounts may be deferred by eligible directors under a non-qualified
deferred compensation plan adopted by the fund in 1993.  Deferred amounts
accumulate at an earnings rate determined by the total return of one or more
funds in The American Funds Group as designated by the 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 vehicles for certain
variable insurance contracts; and Endowments, Inc. whose shareholders are
limited to (i) any entity exempt from taxation under Section 501(c)(3) of the
Internal Revenue Code of 1986, as amended ("501(c)(3) organization"); (ii) any
trust, the present or future beneficiary of which is a 501(c)(3) organization,
and (iii) any other entity formed for the primary purpose of benefiting a
501(c)(3) organization.  An affiliate of Capital Research and Management
Company, Capital International, Inc., manages Emerging Markets Growth Fund,
Inc.    
 
   
 /3/ Since the deferred compensation plan's adoption, the total amount of
deferred compensation accrued by the fund (plus earnings thereon) as of the
fiscal year ended December 31, 1998 for participating Directors is as follows: 
Malcolm R. Currie ($               ), John G. McDonald ($                 ),
Richard G. Newman ($            ), Olin C. Robison ($               ) and
William J. Spencer ($              ).  Amounts deferred and accumulated
earnings thereon are not funded and are general unsecured liabilities of the
fund until paid to the Directors.    
 
 /4/ William R. Grimsley, Jon B. Lovelace, Jr., William C. Newton, James W.
Ratzlaff and R. Michael Shanahan are affiliated with the Investment Adviser
and, accordingly, receive no compensation from the fund.
 
   
 /5/ Louise H. Bryson was elected a Director effective Janauary 1, 1999 and,
therefore, received no compensation from the fund in fiscal 1998.    
 
 
   
                                 OTHER OFFICERS
 
<TABLE>
<CAPTION>
NAME AND ADDRESS           AGE      POSITION(S)       PRINCIPAL                     
                                    WITH              OCCUPATION(S) DURING          
                                    REGISTRANT        PAST 5 YEARS                  
 
<S>                        <C>      <C>               <C>                           
Gregg E. Ireland           49       Senior Vice       Senior Vice President,        
3000 K Street, N.W.                 President         Capital Research and          
Washington, DC                                        Management Company            
20007                                                                               
 
James B. Lovelace          42       Senior Vice       Senior Vice President,        
333 South Hope                      President         Capital Research and          
Street                                                Management Company            
Los Angeles, CA                                                                     
90071                                                                               
 
Donald D. O'Neal           38       Senior Vice       Vice President,               
P.O. Box 7650                       President         Capital Research and          
San Francisco, CA                                     Management Company            
94120                                                                               
 
Joyce E. Gordon            42       Vice              Senior Vice President         
333 South Hope                      President         and Director,                 
Street                                                Capital Research              
Los Angeles, CA                                       Company                       
90071                                                                               
 
Anne M. Llewellyn          51       Vice              Associate, Capital            
333 South Hope                      President         Research and                  
Street                                                Management Company            
Los Angeles, CA                                                                     
90071                                                                               
 
Patricia L. Pinney         42       Vice              Vice President,               
333 South Hope                      President         Capital Research              
Street                                                Company                       
Los Angeles, CA                                                                     
90071                                                                               
 
Vincent P. Corti           42       Secretary         Vice President - Fund         
333 South Hope                                        Business Management           
Street                                                Group, Capital                
Los Angeles, CA                                       Research and                  
90071                                                 Management Company            
 
Thomas M. Rowland                   Treasurer         , Capital Research and        
135 South State                                       Management Company            
College Blvd.                                                                       
Brea, CA  92821                                                                     
 
R. Marcia Gould            44       Assistant         Vice President - Fund         
135 South State                     Treasurer         Business Management           
College Blvd.                                         Group, Capital                
Brea, CA  92821                                       Research and                  
                                                      Management Company            
 
Anthony W. Hynes,          35       Assistant         Vice President - Fund         
Jr.                                 Treasurer         Business Management           
135 South State                                       Group, Capital                
College Blvd.                                         Research and                  
Brea, CA  92821                                       Management Company            
 
</TABLE>
 

    
   All of the officers listed are officers or employees of the Investment
Adviser or affiliated companies.  No compensation is paid by the fund to any
Director or officer who is a director, officer or employee of the Investment
Adviser or affiliated companies.  Each unaffiliated Director is paid a fee of
$40,000 per annum, plus $2,000 for each Board of Directors meeting attended,
plus $1,000 for each meeting attended as a member of a committee of the Board
of Directors.  In addition, members of the Proxy Committee receive an annual
retainer fee of $12,500.  No pension or retirement benefits are accrued as part
of fund expenses.  The Directors and Advisory Board members may elect, on a
voluntary basis, to defer all or a portion of their fees through a deferred
compensation plan in effect for the fund.  As of January 31, 1999 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.    ADVISORY BOARD MEMBERS
 
                       Advisory Board Member Compensation
 
The Board of Directors has established an Advisory Board whose members are, in
the judgment of the Directors, highly knowledgeable about political and
economic matters.  In addition to holding meetings with the Board of Directors,
members of the Advisory Board, while not participating in specific investment
decisions, consult from time to time with the Investment Adviser, primarily
with respect to trade and business conditions.  Members of the Advisory Board,
however, possess no authority or responsibility with respect to the fund's
investments or management.  The members of the Advisory Board and their current
or former principal occupations are as follows:
 
   
 
<TABLE>
<CAPTION>
NAME,              POSITION         PRINCIPAL           AGGREGATE               TOTAL                   TOTAL          
ADDRESS AND        WITH             OCCUPATION(S)       COMPENSATION            COMPENSATION            NUMBER         
AGE                REGISTRANT       DURING PAST 5       (INCLUDING              (INCLUDING              OF FUND        
                                    YEARS               VOLUNTARILY             VOLUNTARILY             BOARDS         
                                                        DEFERRED                DEFERRED                ON WHICH       
                                                        COMPENSATION/1/)        COMPENSATION/1/)        ADVISORY       
                                                        FROM THE FUND           FROM ALL FUNDS          BOARD          
                                                        DURING FISCAL           MANAGED                 MEMBER         
                                                        YEAR ENDED              BY CAPITAL              SERVES         
                                                        12/31/98                RESEARCH AND            /2/            
                                                                                MANAGEMENT                             
                                                                                COMPANY OR ITS                         
                                                                                AFFILIATES/2/                          
                                                                                FOR THE YEAR                           
                                                                                ENDED 12/31/98                         
 
<S>                <C>              <C>                 <C>                     <C>                     <C>            
Thomas M.          Advisory         Partner,            $                       $                       1              
Crosby, Jr.        Board            Faegre &                                                                           
2200 Norwest       Member           Benson (law                                                                        
Center                              firm)                                                                              
90 South                                                                                                               
Seventh                                                                                                                
Street                                                                                                                 
Minneapolis,                                                                                                           
MN  55402                                                                                                              
Age:  60                                                                                                               
 
Ellen H.           Advisory         President,          $                       $                       1              
Goldberg           Board            Santa Fe                                                                           
1399 Hyde          Member           Institute;                                                                         
Park Road                           Research                                                                           
Santa Fe, NM                        Professor,                                                                         
87501                               University of                                                                      
Age:  53                            New Mexico                                                                         
 
Allan E.           Advisory         Former              $                       $                       1              
Gotlieb            Board            Canadian                                                                           
P.O. Box 85        Member           Ambassador to                                                                      
Toronto,                            the United                                                                         
Ontario M5L                         States                                                                             
1B9                                                                                                                    
Canada                                                                                                                 
Age:  71                                                                                                               
 
William H.         Advisory         President,          $/3/                    $                       5              
Kling              Board            Minnesota                                                                          
45 East            Member           Public Radio;                                                                      
Seventh                             President,                                                                         
Street                              Greenspring                                                                        
St. Paul, MN                        Co.; former                                                                        
55101                               President,                                                                         
Age:  56                            American                                                                           
                                    Public Radio                                                                       
                                    (now Public                                                                        
                                    Radio                                                                              
                                    International)                                                                     
 
Robert J.          Advisory         Chichele            $                       $                       3              
O'Neill            Board            Professor of                                                                       
Witney, OXON       Member           the History                                                                        
United                              of War and                                                                         
Kingdom                             Fellow of All                                                                      
Age:  62                            Souls College                                                                      
 
Norman R.          Advisory         Managing            $                       $                       3              
Weldon             Board            Director,                                                                          
15600 N.W.         Member           Partisan                                                                           
67th Avenue                         Management                                                                         
Miami Lakes,                        Group;                                                                             
FL  33014                           Chairman of                                                                        
Age:  64                            the Board,                                                                         
                                    Novoste                                                                            
                                    Corporation                                                                        
 
</TABLE>
 
 
    
/1/ Amounts may be deferred by eligible advisory board members under a
non-qualified deferred compensation plan adopted by the fund in 1993.  Deferred
amounts accumulate at an earnings rate determined by the total return of one or
more funds in The American Funds Group as designated by the Advisory Board
member.
 
   
/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 vehicles for certain
variable insurance contracts; and Endowments, Inc. whose shareholders are
limited to (i) any entity exempt from taxation under Section 501(c)(3) of the
Internal Revenue Code of 1986, as amended ("501(c)(3) organization"); (ii) any
trust, the present or future beneficiary of which is a 501(c)(3) organization,
and (iii) any other entity formed for the primary purpose of benefiting a
501(c)(3) organization.  An affiliate of Capital Research and Management
Company, Capital International, Inc., manages Emerging Markets Growth Fund,
Inc.    
 
   
/3/ Since the deferred compensation plan's adoption, the total amount of
deferred compensation accrued by the fund (plus earnings thereon) as of the
fiscal year ended December 31, 1998 for participating Advisory Board members is
as follows:  William H. Kling ($              ).  Amounts deferred and
accumulated earnings thereon are not funded and are general unsecured
liabilities of the fund until paid to the Advisory Board member.    
 
                                   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 a number of years of investment
experience.  The Investment Adviser is located at 333 South Hope Street, Los
Angeles, CA 90071, and at 135 South State College Boulevard, Brea, CA 92821. 
The Investment Adviser's 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 managing more than $175 billion of
stocks, bonds and money market instruments and serves over eight million
investors of all types.  These investors include privately owned business 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
is dated February 19, 1997.  The Agreement will continue in effect until April
30, 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 of the fund, or by the vote of a
majority (as defined in the 1940 Act) of the outstanding voting securities of
the fund, and (ii) 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 performance of its obligations to the
fund not involving willful misconduct, bad faith, gross negligence or reckless
disregard of its obligations under the Agreement.  The Agreement also provides
that either party has the right to terminate it, without penalty, upon 60 days'
written notice to the other party and that the Agreement automatically
terminates in the event of its assignment (as defined in the 1940 Act).    
 
The Investment Adviser, in addition to providing investment advisory services,
furnishes the services and pays the compensation and travel expenses of persons
to perform executive, administrative, clerical and bookkeeping functions of the
company; provides suitable office space and utilities; necessary small office
equipment and general purpose accounting forms, supplies, and postage used at
the offices of the fund.  The fund will pay all expenses not expressly assumed
by the Investment Adviser, including, but not limited to, custodian, transfer
and dividend disbursing agency fees and expenses; costs of the designing,
printing and mailing of reports, proxy statements, and notices to its
shareholders; taxes; expenses of the issuance and redemption of shares
(including registration and qualification expenses); expenses pursuant to the
fund's Plan of Distribution (described below); legal and auditing expenses;
compensation, fees and expenses paid to Directors and members of the Advisory
Board who are not affiliated with the Investment Adviser; association dues; and
costs of stationery and forms prepared exclusively for the fund.
 
As compensation for its services, the Investment Adviser receives a monthly fee
which is accrued daily, calculated at the annual rate of 0.39% on the first
$1.0 billion of net assets, plus 0.336% on net assets over $1.0 billion to $2.0
billion, plus 0.30% on net assets over $2.0 billion to $3.0 billion, plus
0.276% on net assets over $3.0 billion to $5.0 billion, plus 0.258% on net
assets over $5.0 billion to $8.0 billion, plus 0.246% on net assets over $8.0
billion to $13.0 billion, plus 0.24% on net assets over $13.0 billion to $21.0
billion, plus 0.235% on net assets over $21.0 billion to $34.0 billion, plus
0.231% on net assets in excess of $34.0 billion.  The Agreement provides that
the Investment Adviser shall pay the fund an amount by which normal operating
expenses, with the exception of interest, taxes, brokerage costs, distribution
expenses pursuant to the Plan of Distribution, and extraordinary  expenses, if
any, as may be incurred in connection with any merger, reorganization, or
recapitalization, exceed the lesser of (i) 1-1/2% of the average value of the
fund's net assets for the fiscal year up to $30 million, plus 1% of the average
value of the fund's net assets for the fiscal year in excess of $30 million, or
(ii) 25% of the gross investment income of the fund.  Other expenses which are
not subject to this limitation are interest, taxes, and extraordinary items
such as litigation.  Expenditures, including costs incurred in connection with
the purchase or sale of portfolio securities, which are capitalized in
accordance with generally accepted accounting principles applicable to
investment companies, are accounted for as capital items and not as expenses. 
For the fiscal years ended December 31, 1998, 1997, and 1996, Investment
Adviser's total fees amounted to $                    , $90,386,000 and
$72,350,000, respectively.
 
   PRINCIPAL UNDERWRITER - American Funds Distributors, Inc. (the "Principal
Underwriter") is the Principal Underwriter of the fund's shares.  The Principal
Underwriter is located at 333 South Hope Street, Los Angeles, CA 90071, 135
South State College Boulevard, Brea, CA 92821, 3500 Wiseman Boulevard, San
Antonio, TX 78251, 8332 Woodfield Crossing Boulevard, Indianapolis, IN 46240,
and 5300 Robin Hood Road, Norfolk, VA 23513.  The fund has adopted 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
December 31, 1998 amounted to $                   after allowance of $         
          to dealers.  During the fiscal years ended December 31, 1997 and 1996
the Principal Underwriter retained $16,839,000 and $16,461,000, after an
allowance of $88,584,000 and $88,318,000, respectively.    
 
As required by rule 12b-1 and the 1940 Act, the Plan (together with the
Principal Underwriting Agreement) has been approved by the full Board of
Directors, and separately by a majority of the Directors who are not interested
persons of the fund and who have no direct or indirect financial interest in
the operation of the 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 may be considered to have a direct or indirect financial interest
in the operation of the Plan due to present or past affiliations with the
Investment Adviser and related companies.  Potential benefits of the Plan to
the fund include 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 are committed to the
discretion of the Directors who are not "interested persons" during the
existence of the Plan.  The Plan is reviewed quarterly and must be approved
annually by the Board of Directors.
 
   Under the Plan the fund may expend up to 0.25% of its net assets annually to
finance any activity 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, 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).  During the year ended December 31, 1998, the fund paid or accrued
$                     under the Plan.    
 
The Glass-Steagall Act and other applicable laws, among other things, generally
prohibit commercial 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, DISTRIBUTIONS AND FEDERAL TAXES
 
   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, as amended, (the Code).  Under Subchapter M, if
the fund distributes within specified times at least 90% of the sum of its
investment company taxable income (net investment income and the excess of net
short-term capital gains over net long-term capital losses) and its tax-exempt
interest, if any, it will be taxed only on that portion of such investment
company taxable income that it retains.    
 
   To qualify, the fund must (a) derive at least 90% of its gross income from
dividends, interest, certain 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 value of the fund's total assets
is represented by cash, cash items, U.S. Government securities, securities of
other regulated investment companies, and other securities (but such other
securities must be limited, in respect of any one issuer, to an amount not
greater than 5% of the fund's total assets and to not more than 10% of the
outstanding voting securities of such issuer), and (ii) not more than 25% of
the value of its total 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.    
 
   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 gains (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
net capital gain income and (ii) any amount on which the fund pays income tax
for the year.  The fund intends to distribute net investment income and net
capital gains so as to minimize or avoid the excise tax liability.    
 
   The fund also intends to continue distributing to shareholders all of the
excess of net long-term capital gain over net short-term capital loss on sales
of securities.  If the net asset value of shares of the fund should, by reason
of a distribution of realized capital gains, be reduced below a shareholder's
cost, such distribution would to that extent be a return of capital to that
shareholder even though taxable to the shareholder, and a sale of shares by a
shareholder at net asset value at that time would establish a capital loss for
federal tax purposes.    
 
Dividends generally are taxable to shareholders at the time they are paid. 
However, dividends declared in October, November and December and made payable
to shareholders of record in such a month are treated as paid and are thereby
taxable as of December 31, provided that the fund pays the dividend no later
than the end of January of the following year.
 
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 shall not be taken into account (to the
extent such previous sales charges do not exceed the reduction in sales
charges) for the purpose 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 shares.  Also, any loss realized on a redemption or exchange of
shares of a 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.
 
   Under the Code, distributions of net investment income by the fund to a
shareholder who, as to the U.S., is a nonresident alien individual, foreign
trust or estate, non-U.S. corporation or non-U.S. partnership (a "non-U.S.
shareholder") will be subject to U.S. withholding tax (at a rate of 30% or
lower treaty rate).  Withholding will not apply if a dividend paid by the fund
to a non-U.S. shareholder 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.  However,
if the distribution is effectively connected with the conduct of the non-U.S.
shareholder's trade or business within the U.S., the distribution would be
included in the net income of the shareholder and subject to U.S. income tax at
the applicable marginal rate.  Distributions of net long-term capital gains are
not subject to tax withholding, but in the case of a non-U.S. shareholder who
is a nonresident alien individual, such distributions ordinarily will be
subject to U.S. income tax at a rate of 30% if the individual is physically
present in the U.S. for more than 182 days during the taxable year.     
 
   As of the date of this statement of additional information, the maximum
federal individual stated 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
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 gain 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 tax liability 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
tax of up to $100,000.  Naturally, the amount of tax payable by a shareholder
with respect to either distributions from the fund or disposition of fund
shares 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, an individual is entitled to establish IRA each year
(prior to the tax return filing deadline for that year) whereby earnings on
investments are tax-deferred.  The maximum amount that an individual may
contribute to all IRA's (deductible, nondeductible and Roth IRA's) per year is
the lesser of $2,000 or the individual's compensation for the year.  In some
cases, the IRA contribution itself may be deductible.    
 
   The foregoing is limited to a summary of federal taxation and should not be
viewed as a comprehensive discussion of all provisions of the Code relevant to
investors.  Dividends and capital gain distributions may also be subject to
state or local taxes.  Investors should consult their own tax advisers with
specific reference to their own tax situations.    
 
 
                               PURCHASE OF SHARES
 
<TABLE>
<CAPTION>
METHOD          INITIAL INVESTMENT           ADDITIONAL INVESTMENTS               
 
<S>             <C>                          <C>                                  
                See "Investment              $50 minimum (except where a          
                Minimums and Fund            lower minimum is noted under         
                Numbers" for initial         "Investment Minimums and             
                investment minimums.         Fund Numbers").                      
 
By              Visit any investment         Mail directly to your                
contacting      dealer who is                investment dealer's address          
your            registered in the            printed on your account              
investment      state where the              statement.                           
dealer          purchase is made and                                              
                who has a sales                                                   
                agreement with                                                    
                American Funds                                                    
                Distributors.                                                     
 
By mail         Make your check              Fill out the account                 
                payable to the fund          additions form at the bottom         
                and mail to the              of a recent account                  
                address indicated on         statement, make your check           
                the account                  payable to the fund, write           
                application.  Please         your account number on your          
                indicate an                  check, and mail the check            
                investment dealer on         and form in the envelope             
                the account                  provided with your account           
                application.                 statement.                           
 
By              Please contact your          Complete the "Investments by         
telephone       investment dealer to         Phone" section on the                
                open account, then           account application or               
                follow the procedures        American FundsLink                   
                for additional               Authorization Form.  Once            
                investments.                 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          Complete the American                
computer        investment dealer to         FundsLink Authorization              
                open account, then           Form.  Once you establish            
                follow the procedures        the privilege, you, your             
                for additional               financial advisor or any             
                investments.                 person with your account             
                                             information may access               
                                             American FundsLine OnLine(r)         
                                             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         Your bank should wire your           
                obtain your account          additional investments in            
                number(s), if                the same manner as described         
                necessary.  Please           under "Initial Investment."          
                indicate an                                                       
                investment dealer on                                              
                the account.                                                      
                Instruct your bank to                                             
                wire funds to:                                                    
                Wells Fargo Bank                                                  
                155 Fifth Street,                                                 
                Sixth Floor                                                       
                San Francisco, CA                                                 
                94106                                                             
                (ABA #121000248)                                                  
                For credit to the                                                 
                account of:                                                       
                American Funds                                                    
                Service Company                                                   
                a/c #4600-076178                                                  
                (fund name)                                                       
                (your fund acct. no.)                                             
 
THE FUNDS AND AMERICAN FUNDS DISTRIBUTORS RESERVE THE RIGHT TO                                                                     
REJECT ANY PURCHASE ORDER.                                                                     
 
</TABLE>
 
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)                                $1,000                  02          
 
American Balanced Fund(r)                    500                     11          
 
American Mutual Fund(r)                      250                     03          
 
Capital Income Builder(r)                    1,000                   12          
 
Capital World Growth and Income              1,000                   33          
Fund(sm)                                                                         
 
EuroPacific Growth Fund(r)                   250                     16          
 
Fundamental Investors(sm)                    250                     10          
 
The Growth Fund of America(r)                1,000                   05          
 
The Income Fund of America(r)                1,000                   06          
 
The Investment Company of America(r)         250                     04          
 
The New Economy Fund(r)                      1,000                   14          
 
New Perspective Fund(r)                      250                     07          
 
SMALLCAP World Fund(r)                       1,000                   35          
 
Washington Mutual Investors Fund(sm)         250                     01          
 
BOND FUNDS                                                                       
 
American High-Income Municipal Bond          1,000                   40          
Fund(r)                                                                          
 
American High-Income Trust(sm)               1,000                   21          
 
The Bond Fund of America(sm)                 1,000                   08          
 
Capital World Bond Fund(r)                   1,000                   31          
 
Intermediate Bond Fund of                    1,000                   23          
America(sm)                                                                      
 
Limited Term Tax-Exempt Bond Fund of         1,000                   43          
America(sm)                                                                      
 
The Tax-Exempt Bond Fund of                  1,000                   19          
America(r)                                                                       
 
The Tax-Exempt Fund of                       1,000                   20          
California(r)*                                                                   
 
The Tax-Exempt Fund of Maryland(r)*          1,000                   24          
 
The Tax-Exempt Fund of Virginia(r)*          1,000                   25          
 
U.S. Government Securities Fund(sm)          1,000                   22          
 
MONEY MARKET FUNDS                                                               
 
The Cash Management Trust of                 2,500                   09          
America(r)                                                                       
 
The Tax-Exempt Money Fund of                 2,500                   39          
America(sm)                                                                      
 
The U.S. Treasury Money Fund of              2,500                   49          
America(sm)                                                                      
 
___________                                                                      
*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            4.71             4.50            3.75             
$100,000                                                                           
 
BOND FUNDS                                                                         
 
Less than $25,000                4.99             4.75            4.00             
 
$25,000 but less than            4.71             4.50            3.75             
$50,000                                                                            
 
$50,000 but less than            4.17             4.00            3.25             
$100,000                                                                           
 
STOCK, STOCK/BOND, AND                                                             
BOND FUNDS                                                                         
 
$100,000 but less than           3.63             3.50            2.75             
$250,000                                                                           
 
$250,000 but less than           2.56             2.50            2.00             
$500,000                                                                           
 
$500,000 but less than           2.04             2.00            1.60             
$1,000,000                                                                         
 
$1,000,000 or more               none             none            (see below)      
 
</TABLE>
 
   PURCHASES NOT SUBJECT  TO SALES CHARGES -  Investment 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 purchases.  Investments by retirement plans,
foundations or endowments with $50 million or more in assets, and
employer-sponsored defined contribution-type plans with 100 or more eligible
employees 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) trustees or other fiduciaries purchasing shares for certain retirement
plans of organizations with retirement plan assets of $50 million or more; 
 
 (5) insurance company separate accounts; 
 
 (6) accounts managed by subsidiaries of The Capital Group Companies, Inc.; and 
 
 (7) The Capital Group Companies, Inc., its affiliated companies and Washington
Management Corporation. Shares are offered at net asset value to these persons
and organizations due to anticipated economies in sales effort and expense. 
 
   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 Revue 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 $50 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 100
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 (the Transfer Agent) 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 dommitment to
purchase shares of a fund(s) over a 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").  The Statement is not a binding obligation to
purchase the indicated amount.  When a shareholder elects to utilize a
Statement in order to qualify for a reduced sales charge, shares equal to 5% of
the dollar amount specified in the Statement will be held in escrow in the
shareholder's account out of the initial purchase (or subsequent purchases, if
necessary) by the Transfer Agent.  All dividends and any capital gain
distributions on shares held in escrow will be credited to the shareholder's
account in shares (or paid in cash, if requested).  If the intended investment
is not completed within the specified 13-month period, the purchaser will remit
to the Principal Underwriter the difference between the sales charge actually
paid and the sales charge which would have been paid if the total of such
purchases had been made at a single time.  If the difference is not paid 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 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 trustees of certain retirement plans purchase shares by payroll
deduction, the sales charge for the investments made during the 13-month period
will be handled as follows:  The regular monthly payroll deduction investment
will be multiplied by 13 and then multiplied by 1.5.  The current value of
existing American Funds investments (other than money market fund investments)
and any rollovers or transfers reasonably anticipated to be invested in
non-money market American Funds during the 13-month period are added to the
figure determined above.  The sum is the Statement amount and applicable
breakpoint level.  On the first investment and all other investments made
pursuant to the Statement, a sales charge will be assessed according to the
sales charge breakpoint thus determined.  There will be no retroactive
adjustments in sales charges on investments 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 trustee(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 Investment Company Act of 1940, 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 the Transfer
Agent; 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 the Transfer Agent, an
investment dealer MUST be indicated.  The dealer is responsible for promptly
transmitting purchase orders to the Principal Underwriter.  Orders received by
the investment dealer, the Transfer Agent, or the fund after the time of the
determination of the net asset value will be entered at the next calculated
offering price.  Prices which appear in the newspaper are not always indicative
of prices at which you will be purchasing and redeeming shares of the fund
since such prices generally reflect the previous day's closing price whereas
purchases and redemptions are made at the next calculated price.    
 
   The price you pay for shares, the offering price, is based on the net asset
value per share which is calculated once daily at the close of trading
(currently 4:00 p.m., New York time) each day the New York Stock Exchange is
open.  For example, if the Exchange closes at 1:00 p.m. on one day and at 4:00
p.m. on the next, the fund's share price would be determined as of 4:00 p.m.
New York time on both days.  The New York Stock Exchange is currently closed on
weekends and on the following holidays: New Year's Day, Martin Luther King, Jr.
Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving and Christmas Day.    
 
All portfolio securities of funds managed by Capital Research and Management
Company (other than money market funds) are valued, and the net asset value per
share is determined as follows:
 
1. Equity securities, including depositary receipts, are valued at the last
reported sale price on the exchange or market on which such securities are
traded, as of the close of business on the day the securities are being valued
or, lacking any sales, at the last available bid price.  In cases where equity
securities are traded on more than one exchange, the securities are valued on
the exchange or market determined by the Investment Adviser to be the broadest
and most representative market, which may be either a securities exchange or
the over-the-counter market.  Fixed-income securities are valued at prices
obtained from a pricing service, when such prices are available; however, in
circumstances where the Investment Adviser deems it appropriate to do so, such
securities will be valued at the mean quoted bid and asked prices or at prices
for securities of comparable maturity, quality and type. 
 
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 Principal Underwriter will not knowingly sell shares of the fund
directly or indirectly to any person or entity, where, after the sale, such
person or entity would own beneficially directly or indirectly more than 3% of
the outstanding shares of the fund without the consent of a majority of the
fund's Board of Directors.    
 
   SELLING SHARES
Shares are sold at the net asset value next determined after your request is
received in good order by 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 other than the address of record, or an address of
record which has been changed within the last 10 days.
 
Your signature may be guaranteed by a domestic stock exchange or the National
Association of Securities Dealers, Inc., bank, savings association or credit
union that is an eligible guarantor institution. 
- -Additional documentation may be required for sales of shares held in
corporate, partnership or fiduciary accounts.
- -You must include any shares you wish to sell that are in certificate form.
 
TELEPHONING OR FAXING AMERICAN FUNDS SERVICE COMPANY, OR BY USING AMERICAN
FUNDSLINE(R) OR AMERICAN FUNDSLINE ONLINE(R)
 
- -Redemptions by telephone or fax (including American FundsLine(r) and American
FundsLine OnLine(r)) are limited to $50,000 per shareholder each day.
- -Checks must be made payable to the registered shareholder(s).
- -Checks must be mailed to an address of record that has been used with the
account for at least 10 days.
 
 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 from funds other than the money market funds
made within twelve months of purchase on investments of $1 million or more
(other than redemptions by employer-sponsored retirement plans).  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 403(b) plans or IRAs due to
death, disability or attainment of age 591/2; 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.    
 
                  SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES
 
   AUTOMATIC INVESTMENT PLAN -  An automatic investment plan enables you to
make regular monthly or quarterly investments into the American Funds through
automatic debits to their bank account.  To set up a plan you must fill out an
account application and specify the amount you would like to invest ($50
minimum) and the date on which you would like your investments to occur.  The
plan will begin within 30 days after your account application is received. 
Your bank account will be debited on the day or a few days before your
investment is made, depending on the bank's capabilities.  American Funds
Service Company will then invest your money into the fund you specified on or
around the date you specified.  If your bank account cannot be debited due to
insufficient funds, a stop-payment 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, the
Transfer Agent or your investment dealer.
 
   CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS - You may cross-reinvest
dividends and capital gains ("distributions") into any other fund in The
American Funds Group at net asset value, subject to the following conditions:
 
 (a) The aggregate value of your account(s) in the fund(s) paying distributions
equals or exceeds $5,000 (this is waived if the value of the account in the
fund receiving the distributions equals or exceeds that fund's minimum initial
investment requirement),
 
 (b) If the value of the account of the fund receiving distributions is below
the minimum initial investment requirement, distributions must be automatically
reinvested,
 
 (c) If you discontinue the cross-reinvestment of distributions, the value of
the account of the fund receiving distribution must equal or exceed the minimum
initial investment requirement.  If you do not meet this requirement within 90
days of notification, the fund has the right to automatically redeem the
account.    
 
EXCHANGE PRIVILEGE - You may 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 the Transfer Agent (see "Redeeming
Shares"), by contacting your investment dealer, by using American FundsLine(r)
and American FundsLine OnLine(r) (See "American FundsLine(r) and American
FundsLine OnLine(r)" below), or by telephoning 800/421-0180 toll-free, faxing
(see "Principal Underwriter and Transfer Agent"  in the prospectus for the
appropriate fax numbers) or telegraphing Transfer Agent.  (See "Telephone and
Computer Purchases Redemptions and Exchanges" below.)  Shares held in
corporate-type retirement plans for which Capital Guardian Trust Company serves
as trustee may not be exchanged by telephone, computer, fax or telegraph. 
Exchange redemptions and purchases are processed simultaneously at the share
prices next determined after the exchange order is 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 (a) meet the minimum initial investment requirement
for the receiving fund OR (b) 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 the shareholder's account.  The
Transfer Agent arranges for the redemption by the company of sufficient shares,
deposited by the shareholder with the Transfer Agent, to provide the withdrawal
payment specified.
 
   ACCOUNT STATEMENTS - Your account is opened in accordance with your
registration instructions. Transactions in the account, such as additional
investments will be reflected on regular confirmation statements from the
Transfer Agent.  Dividend and capital gain reinvestments and purchases through
automatic investment plans and certain retirement plans will be confirmed at
least quarterly.    
 
AMERICAN FUNDSLINE(R) AND AMERICAN FUNDSLINE ONLINE(R)-  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(r). To use these services, call 800/325-3590 from a
TouchTone(tm) telephone or access the American Funds Web site on the Internet
at www.americanfunds.com.  Redemptions and exchanges through American
FundsLine(r) and American FundsLine OnLine(r) are subject to the conditions
noted above and in "Shareholder Account Services and Privileges - Telephone and
Computer Purchases, Redemptions and Exchanges" below. You will need your fund
number (see the list of funds in The American Funds Group under "Purchase of
Shares--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)) or computer (American FundsLine
OnLine(r)), fax or telegraph purchase, 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 also
reinstate them at any time 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 the Transfer Agent.    
 
REDEMPTIONS - The fund's Certificate of Incorporation permits the fund to
direct the Transfer Agent to redeem the Common shares owned by any holder of
capital stock of the fund if the value of such shares in the account of such
holder is less than the required minimum initial investment amount applicable
to that account as set forth in the fund's current registration statement under
the 1940 Act, and subject to such further terms and conditions as the Board of
Directors of the fund may from time to time adopt.  Prior notice of at least 60
days will be given to a shareholder before the involuntary redemption provision
is made effective with respect to the shareholder's account.  The shareholder
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
 
   Orders for the fund's portfolio securities transactions are placed by the
Investment Adviser.  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 their
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, excluding dealer
concessions on underwritings, for the years ended December 31, 1998, 1997, and
1996 amounted to $               ,  $16,553,000 and $11,978,000, respectively.
 
 
                              GENERAL INFORMATION
 
CUSTODIAN OF ASSETS - Securities and cash owned by the fund, including proceeds
from the sale of shares of the fund and of securities in the fund's portfolio,
are held by The Chase Manhattan Bank, One Chase Manhattan Plaza, New York, NY 
10081, as Custodian.  Non-U.S. securities may be held by the Custodian pursuant
to sub-custodial arrangements in non-U.S. banks or foreign branches of U.S.
banks.
 
   TRANSFER AGENT - American Funds Service Company, a wholly owned subsidiary
of the Investment Adviser, maintains the records of each shareholder's account,
processes purchases and redemptions of the fund's shares, acts as dividend and
capital gain distribution disbursing agent, and performs other related
shareholder service functions.  American Funds Service Company was paid a fee
of $                 for the fiscal year ended December 31, 1998.    
 
   INDEPENDENT ACCOUNTANTS - PricewaterhouseCoopers LLP, 400 South Hope Street,
Los Angeles, CA  90071, has served as the fund's independent accountants since
the fund's 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 from the Annual Report have been so included in reliance on the
report of PricewaterhouseCoopers LLP given on the authority of said firm as
experts in auditing and accounting.    
 
REPORTS TO SHAREHOLDERS - The fund's fiscal year ends on December 31. 
Shareholders are provided at least semi-annually with reports showing the
investment portfolio, financial statements and other information.  The fund's
annual financial statements are audited by the fund's independent accountants,
PricewaterhouseCoopers LLP, whose selection is determined annually by the Board
of Directors.  In an effort to reduce the volume of mail shareholders receive
from the fund when a household owns more than one account, the Transfer Agent
has taken steps to eliminate duplicate mailings of shareholder reports.  To
receive additional copies of a report shareholders should contact the Transfer
Agent.
 
   YEAR 2000 -- The fund and its shareholders depend on the proper functioning
of computer systems maintained by the Investment Adviser and its affiliates and
other key service providers.  Many computer systems in use today will require
reprogramming or replacement prior to the year 2000 because of the way they
store dates and make date-related calculations.  The fund understands that
these service providers are taking steps to address the "Year 2000 problem". 
However, there can be no assurance that these steps will be sufficient to avoid
any adverse impact on the fund.  In addition, the fund's investments could be
adversely affected by the Year 2000 problem.  For example, the markets for
securities in which the fund invests could experience settlement problems and
liquidity issues.  Corporate and governmental data processing errors may cause
losses for individual companies and overall economic uncertainties.  Earnings
of individual issuers are likely to be affected by the costs of addressing the
problem, which may be substantial and may be reported inconsistently.    
 
   PERSONAL INVESTING POLICY - Capital Research and Management Company 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.     
 
   SHAREHOLDER VOTING RIGHTS - Shareholders have one vote per share owned.  At
any meeting of shareholders, duly called 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 shall promptly call a meeting of shareholders for the purpose of voting
upon the question of removal of any director when requested in writing to do so
by the record holders of not less than 10% of the outstanding shares.    
 
   THE WARRANTS OF THE FUND - On December 31, 1998, there were outstanding     
          option warrants, unlimited in time, to purchase shares of the fund. 
As originally issued in 1933 in exchange for shares of a predecessor trust,
each warrant permitted the purchase of one share of the fund at $115 per share. 
By reason of adjustments for stock dividends and stock splits, each outstanding
warrant now represents an option to purchase approximately 21.940 shares at
approximately $5.242  per share, and, if all warrants were exercised,
approximately               shares would be issued.  Whenever the offering
price of the fund's shares exceeds the price at which shares may be purchased
by the exercise of warrants, the holders of such warrants may, by exercising
their options, purchase shares at a price lower than the offering price of
shares.  No warrants are currently owned by officers or Directors of the
fund.    
 
The financial statements, including the investment portfolio and the report of
Independent Auditors, contained in the Annual Report are included in this
Statement of Additional Information.  The following information is not included
in the Annual Report:
 
<TABLE>
<CAPTION>
<S>                                                        <C>          
DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND                  
 
MAXIMUM OFFERING PRICE PER SHARE -- DECEMBER 31, 1998                   
 
Net asset value and redemption price per share                          
 
(Net assets divided by shares outstanding)                 $            
 
Maximum offering price per share                                        
 
(100/94.25 of net asset value per share, which takes into                
 
account the fund's current maximum sales charge)           $            
 
</TABLE>
 
                   INVESTMENT RESULTS AND RELATED STATISTICS
 
   The fund's yield is          % based on a 30-day (or one month) period ended
December 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's one year total return and average annual total returns for the
five- and ten-year periods ending on December 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.    
 
To calculate total return, an initial investment is divided by the offering
price (which includes the sales charge) as of the first day of the period in
order to determine the initial number of shares purchased.  Subsequent
dividends and capital gain distributions are then reinvested at net asset value
on the reinvestment date determined by the Board of Directors. The sum of the
initial shares purchased and shares acquired through reinvestment is multiplied
by the net asset value per share as of the end of the period in order to
determine ending value.  The difference between the ending value and the
initial investment divided by the initial investment converted to a percentage
equals total return.  The resulting percentage indicates the positive or
negative investment results that an investor would have experienced from
reinvested dividends and capital gain distributions and changes in share price
during the periods.  Total return may be calculated for the one-, five-,
ten-year and for other periods.  The average annual total return over periods
greater than one year may also be computed by utilizing ending values as
determined above.
 
The fund may also, at times, calculate total return based on net asset value
per share (rather than the offering price), in which case the figure would not
reflect the effect of any sales charges which would have been paid if shares
were purchased during the period reflected in the computation.  Consequently,
total return calculated in this manner will be higher.  Total return for the
unmanaged indices will be calculated assuming reinvestment of dividends and
interest, but will not reflect any deductions for advisory fees, brokerage
costs or administrative expenses.
 
The following assumptions will be reflected in computations made in accordance
with the formula stated above:  (1) deduction of the maximum sales load of
5.75% from the $1,000 initial investment; (2) reinvestment of dividends and
distributions at net asset value on the reinvestment date determined by the
Board; and (3) a complete redemption at the end of any period illustrated.  In
addition, the company will provide lifetime average total return figures.
 
The fund may also calculate a distribution rate on a taxable and tax equivalent
basis.  The distribution rate is computed by dividing the dividends paid by the
fund over the last 12 months by the sum of the month-end net asset value or
maximum offering price and the capital gains paid over the last 12 months.  The
distribution rate may differ from the yield.
 
The fund may include information on its investment results and/or comparisons
of its investment results to various unmanaged indices (such as The Dow Jones
Average of 30 Industrial Stocks and The Standard & Poor's 500 Stock Composite
Index) 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, from time to time, combine its results with those of other
funds in The American Funds Group for purposes of illustrating investment
strategies involving multiple funds.
 
The fund may 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 company may, from time to
time, refer to results published in various newspapers or periodicals,
including BARRON'S, FORBES, FORTUNE, INSTITUTIONAL INVESTOR, KIPLINGER'S
PERSONAL FINANCE MAGAZINE, MONEY, U.S. NEWS AND WORLD REPORT and THE WALL
STREET JOURNAL.
 
The fund may from time to time compare its investment results with the
following:
 
 (1) Average of Savings Institution deposits, which is a measure of all kinds
of savings deposits, including longer-term certificates (based on figures
supplied by the U.S. League of Savings Institutions).  Savings deposits offer a
guaranteed rate of return on principal, but no opportunity for capital growth. 
The period shown may include periods during which the maximum rates paid on
some savings deposits were fixed by law.
 
 (2) The Consumer Price Index, which is a measure of the average change in
prices over time in a fixed market basket of goods and services (E.G. food,
clothing, shelter, and fuels, transportation fares, charges for doctors' and
dentists' services, prescription medicines, and other goods and services that
people buy for day-to-day living).
 
The fund may also from time to time illustrate the benefits of tax-deferral by
comparing taxable investments to investments made through tax-deferred
retirement plans.
 
The investment results set forth below were calculated as described in the
fund's prospectus.  The fund's results will vary from time to time depending
upon market conditions, the composition of the fund's portfolio and operating
expenses of the fund, so that any investment results reported by the fund
should not be considered representative of what an investment in the fund may
earn in any future period.  These factors and possible differences in
calculation methods should be considered when comparing the fund's investment
results with those published for other mutual funds, other investment vehicles
and unmanaged indices.  The fund's results also should be considered relative
to the risks associated with the fund's investment objectives and policies.
 
 The investment results set forth below were calculated as described in the
fund's prospectus.
 
 
                       ICA VS. VARIOUS UNMANAGED INDICES
 
<TABLE>
<CAPTION>
10-Year                     ICA          DJIA/1/     S&P 500/2/       Average          
Periods                                                               Savings          
1/1 -12/31                                                            Account/3/       
 
<S>                         <C>          <C>         <C>              <C>              
1989 - 1998                                                                            
 
1988 - 1997                 +326         +452        +424             +   55           
 
1987 - 1996                 +246         +366        +314             +   57           
 
1986 - 1995                 +253         +360        +299             +   62           
 
1985 - 1994                 + 261        + 349       + 282            +   69           
 
1984 - 1993                 + 284        + 333       + 301            +   81           
 
1983 - 1992                 + 314        + 367       + 346            +   92           
 
1982 - 1991                 + 417        + 452       + 404            + 105            
 
1981 - 1990                 + 312        + 328       + 267            + 116            
 
1980 - 1989                 + 396        + 426       + 402            + 121            
 
1979 - 1988                 + 357        + 340       + 352            + 122            
 
1978 - 1987                 + 362        + 289       + 313            + 124            
 
1977 - 1986                 + 327        + 221       + 264            + 125            
 
1976 - 1985                 + 355        + 211       + 281            + 123            
 
1975 - 1984                 + 362        + 237       + 297            + 119            
 
1974 - 1983                 + 255        + 154       + 175            + 113            
 
1973 - 1982                 + 146        +   75      +   91           + 106            
 
1972 - 1981                 + 113        +   63      +   87           +   95           
 
1971 - 1980                 + 147        +   86      + 125            +   85           
 
1970 - 1979                 + 109        +   66      +   77           +   79           
 
1969 - 1978                 +   57       +   32      +   36           +   75           
 
1968 - 1977                 +   60       +   39      +   42           +   72           
 
1967 - 1976                 + 111        +   90      +   90           +   69           
 
1966 - 1975                 +   65       +   30      +   38           +   67           
 
1965 - 1974                 +  55        +     3     +   13           +   63           
 
1964 - 1973                 + 119        +   60      +   79           +   60           
 
1963 - 1972                 + 223        + 123       + 158            +   57           
 
1962 - 1971                 + 142        +   74      +   98           +   55           
 
1961 - 1970                 + 155        +   94      + 119            +   52           
 
1960 - 1969                 + 160        +   67      + 112            +   50           
 
</TABLE>
 
/1/ The Dow Jones Average of 30 Industrial Stocks is comprised of 30 industrial
companies such as General Motors and General Electric.
 
/2/ The Standard & Poor's 500 Stock Composite Index is comprised of industrial,
transportation, public utilities and financial stocks and represents a large
portion of the value of issues traded on the New York Stock Exchange.  Selected
issues traded on the American Stock Exchange are also included.
/3/ Based on figures supplied by the U.S. League of Savings Institutions and
the Federal Reserve Board which reflect all kinds of savings deposits,
including longer-term certificates.  Savings accounts offer a guaranteed return
of principal, but no opportunity for capital growth.  During a portion of the
period, the maximum rates paid on some savings deposits were fixed by law.
 
 
             THE BENEFITS OF SYSTEMATIC INVESTING IN ICA..........
 
<TABLE>
<CAPTION>
An initial investment of $1,000 in ICA on January 1 would                                                               
have grown to these amounts over the past 10, 20, 30, and 40                                                               
years:                                                                          
 
<S>                 <C>                 <C>                 <C>                 
10 years            20 years            30 years            40 years            
(1/1/89 -           (1/1/79 -           (1/1/69 -           (1/1/59 -           
12/31/98)           12/31/98)           12/31/98)           2/31/98)            
$                   $                   $                   $                   
 
</TABLE>
 
<TABLE>
<CAPTION>
$1,000 invested in ICA followed by annual $500 investments                                                               
(all investments made on January 1) would have grown to these                                                               
amounts over the past 10, 20, 30, 40 years:                                                               
 
<S>                 <C>                 <C>                 <C>                 
10 years            20 years            30 years            40 years            
(1/1/89 -           (1/1/79 -           (1/1/69 -           (1/1/59 -           
12/31/98)           12/31/98)           12/31/98)           12/31/98)           
$                   $                   $                   $                   
 
</TABLE>
 
<TABLE>
<CAPTION>
$2,000 invested in ICA on January 1 of each year would have                                                               
grown to these amounts over the past 5, 10, 20 and 30 years:                                                               
 
<S>                 <C>                 <C>                 <C>                 
5  years            10 years            20 years            30 years            
(1/1/94 -           (1/1/89 -           (1/1/79 -           (1/1/69 -           
12/31/98)           12/31/98)           12/31/98)           12/31/98)           
$                   $                   $                   $                   
 
</TABLE>
 
 SEE THE DIFFERENCE TIME CAN MAKE IN AN INVESTMENT PROGRAM...
 
<TABLE>
<CAPTION>
If you had invested             Periods                 ... and taken all        
$10,000 in ICA                  1/1-12/31               distributions in         
this many years ago...                                  shares, your             
Number                                                  investment would         
of Years                                                have been worth this     
                                                        much at December 31,     
                                                        1998                     
                                                        Value                    
 
<S>                             <C>                     <C>                      
                                                                                 
 
1                               1998                                             
 
2                               1997 - 1998                                      
 
3                               1996 - 1998                                      
 
4                               1995 -1998                                       
 
5                               1994 -1998                                       
 
6                               1993 -1998                                       
 
7                               1992 -1998                                       
 
8                               1991 -1998                                       
 
9                               1990 -1998                                       
 
10                              1989 -1998                                       
 
11                              1988 -1998                                       
 
12                              1987 -1998                                       
 
13                              1986 -1998                                       
 
14                              1985 -1998                                       
 
15                              1984 -1998                                       
 
16                              1983 -1998                                       
 
17                              1982 -1998                                       
 
18                              1981 -1998                                       
 
19                              1980 -1998                                       
 
20                              1979 -1998                                       
 
21                              1978 -1998                                       
 
22                              1977 -1998                                       
 
23                              1976 -1998                                       
 
24                              1975 -1998                                       
 
25                              1974 -1998                                       
 
26                              1973 -1998                                       
 
27                              1972 -1998                                       
 
28                              1971 -1998                                       
 
29                              1970 -1998                                       
 
30                              1969 -1998                                       
 
</TABLE>
 
Results of a $10,000 investment in ICA/a/
with capital gain distributions taken in shares
(For the lifetime of the company January 1, 1934 through December 31, 1998)
 
<TABLE>
<CAPTION>
                 TOTAL VALUE ASSUMING                    CAPITAL VALUE ASSUMING                    
                 DIVIDENDS REINVESTED                     DIVIDENDS IN CASH                    
 
Year             Dividends         Value of         Dividends        Value of         
Ended            Reinvested        Investment       Taken in         Investment       
12/31            During Year       at Year-End      Cash             at Year-End      
 
<S>              <C>               <C>              <C>              <C>              
1934             ---               $11,822          ---              $11,822          
 
1935             ---               21,643           ---              21,643           
 
1936             $398              31,560           $398             31,042           
 
1937             1,006             19,424           976              18,339           
 
1938             181               24,776           170              23,174           
 
1939             536               24,986           498              22,860           
 
1940             891               24,384           806              21,460           
 
1941             1,262             22,590           1,089            18,816           
 
1942             1,186             26,376           969              20,893           
 
1943             1,101             35,019           861              26,861           
 
1944             1,242             43,193           942              32,130           
 
1945             1,191             59,091           878              42,948           
 
1946             1,775             57,692           1,277            40,686           
 
1947             2,409             58,217           1,672            39,332           
 
1948             2,685             58,430           1,785            37,714           
 
1949             2,661             63,941           1,689            39,436           
 
1950             3,152             76,618           1,911            45,185           
 
1951             3,391             90,274           1,970            51,159           
 
1952             3,535             101,293          1,974            55,305           
 
1953             3,927             101,747          2,113            53,362           
 
1954             4,104             158,859          2,127            80,780           
 
1955             5,124             199,215          2,579            98,530           
 
1956             5,608             220,648          2,748            106,303          
 
1957             6,228             194,432          2,969            90,911           
 
1958             6,546             281,479          3,028            128,040          
 
1959             7,013             321,419          3,161            142,882          
 
1960             8,139             335,998          3,582            145,597          
 
1961             8,383             413,552          3,603            175,370          
 
1962             9,122             358,800          3,831            148,178          
 
1963             9,620             440,900          3,936            177,833          
 
1964             10,708            512,591          4,285            202,346          
 
1965             12,112             650,689         4,742            251,553          
 
1966             15,516            657,093          5,946            248,034          
 
1967             18,359            846,941          6,869            312,473          
 
1968             22,628            990,640          8,270            356,572          
 
1969             25,318            884,824          9,024            309,611          
 
1970             27,305            908,018          9,438            307,421          
 
1971             28,565            1,062,651        9,569            349,727          
 
1972             29,917            1,231,087        9,750            394,701          
 
1973             33,353            1,024,067        10,569           317,911          
 
</TABLE>
 
                 Results of a $10,000 investment in ICA (cont.)
 
<TABLE>
<CAPTION>
                   TOTAL VALUE ASSUMING                     CAPITAL VALUE ASSUMING                    
                   DIVIDENDS REINVESTED                      DIVIDENDS IN CASH                    
 
Year               Dividends        Value of          Dividends      Value of         
Ended              Reinvested       Investment        Taken in       Investment       
12/31              During Year      at Year-End       Cash           at Year-End      
 
<S>                <C>              <C>               <C>            <C>              
1974               52,187           840,310           15,908         245,526          
 
1975               49,800           1,137,660         14,318         317,655          
 
1976               46,441           1,474,369         12,804         398,099          
 
1977               49,838           1,436,402         13,279         374,307          
 
1978               55,969           1,647,483         14,386         414,421          
 
1979               69,960           1,963,310         17,347         475,669          
 
1980                91,302          2,380,187         21,746         552,242          
 
1981               115,901          2,401,091         26,420         530,864          
 
1982               146,105          3,211,997         31,589         670,590          
 
1983               147,156          3,859,712         30,264         774,518          
 
1984               160,449          4,117,187         31,680         791,971          
 
1985               174,890          5,491,890         33,152         1,017,904        
 
1986               203,830          6,685,657         37,328         1,200,518        
 
1987               267,489          7,049,178         47,452         1,220,928        
 
1988               318,747          7,989,285          54,382        1,327,375        
 
1989               370,835          10,338,589        60,741         1,652,751        
 
1990               406,318          10,409,027        64,056         1,598,821        
 
1991               320,422          13,171,892        48,721         1,969,876        
 
1992               357,779          14,092,236        52,965         2,052,162        
 
1993               374,395          15,729,365        54,005         2,234,153        
 
1994               407,211          15,753,834        57,286         2,180,610        
 
1995               450,124          20,578,696        61,704         2,779,658        
 
1996               480,065          24,560,540        64,313         3,247,852        
 
1997               510,312          31,881,108        67,021         4,142,648        
 
1998                                                                                  
 
</TABLE>
 
/a/ Results reflect payment of a sales charge of 5.75% on the $10,000
investment.  Thus, the net amount invested was $9,425.  There is no sales
charge on dividends reinvested or capital gain distributions taken in shares. 
Results do not take into account income and capital gain taxes.
 
/b/ The total "cost" of this investment ($10,000 plus $            in
reinvested dividends) was $       .  Total value includes reinvested dividends
and capital gain distributions totaling $               taken in shares in the
years 1936-1998.
 
/c/ Capital Value includes capital gain distributions taken in shares (total $ 
           ) but does not include the amount of dividends received in cash ($  
          ).
 
 
                                     PART C
                                OTHER INFORMATION
                         THE INVESTMENT COMPANY OF AMERICA
 
ITEM 23. EXHIBITS
 
(a) Previously filed (see Post-Effective Amendment No. 101 filed February 27,
1997).
(b) Previously filed (see Post-Effective Amendment No. 101 filed February 27,
1997).
(c) Previously filed (see Post-Effective Amendment No. 101 filed February 27,
1997).
(d) Previously filed (see Post-Effective Amendment No. 101 filed February 27,
1997).
(e) Previously filed (see Post-Effective Amendment No. 101 filed February 27,
1997).
(f) None.
(g) Previously filed (see Post-Effective Amendment No. 101 filed February 27,
1997).
(h) None.
(i) Not applicable to this filing.
(j) Consent of Independent Auditors -- to be filed by amendment.
(k) None.
(l) Previously filed (see Post-Effective Amendment No. 101 filed February 27,
1997).
(m) Previously filed (see Post-Effective Amendment No. 101 filed February 27,
1997).
(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 an 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 against certain liabilities. 
However, in no event will Registrant maintain insurance to indemnify any such
person for any act for which Registrant itself is not permitted to indemnify
the individual.
 
The following are certain provisions of the Delaware Corporation Law applicable
to the Registrant:
 
Subsection (a) of Section 145 of the Delaware Corporation Law empowers a
corporation to indemnify any person who was or is a party or is threatened to
be made a party to any threatened, pending or completed action, suit or
proceeding, whether civil, criminal administrative or investigative (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, partnership, joint venture, trust or other
enterprise, against expenses (including attorneys' fees), judgments, fines and
amounts paid in settlement actually and reasonably incurred by him in
connection with such action, suit or proceeding if he acted in good faith and
in a manner he reasonably believed to be in or not opposed to the best
interests of the corporation, and, with respect to any criminal action or
proceeding, had no reasonable cause to believe his conduct was unlawful.
 
Subsection (b) of Section 145 empowers a corporation to indemnify any person
who was or is a party or is threatened to be made a party to any threatened,
pending or completed action or suit by or in the right of the corporation to
procure a judgment in its favor by reason of the fact that such person acted in
any of the capacities set forth above, against expenses (including attorneys'
fees) actually and reasonably incurred by him in connection with the defense or
settlement of such action or suit if he acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
corporation and except that no indemnification shall be made in respect of any
claim, issue or matter as to which such person shall have been adjudged to be
liable to the corporation unless and only to the extent that a court of equity
or the court in which such action or suit was brought shall determine upon
application that despite the adjudication of liability but in view of all the
circumstances of the case, such person is fairly and reasonably entitled to
indemnity for such expenses which the court shall deem proper.
 
Section 145 further provides that to the extent a director or officer of a
corporation has been successful on the merits or otherwise in the defense of
any action, suit or proceeding referred to in subsections (a) and (b) or in the
defense of any claim, issue or matter therein, he shall be indemnified against
expenses (including attorneys' fees) actually and reasonably incurred by him in
connection therewith; that indemnification provided for by Section 145 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 or officer of the corporation against any
liability asserted against him or incurred by him in any such capacity or
arising out of his status as such whether or not the corporation would have the
power to indemnify him against such liabilities under Section 145.
 
The By-Laws of the Registrant state:
 
37A. (a) The corporation shall indemnify its directors and officers, and may
indemnify its employees and agents, against any liability or cost arising out
of their service to the corporation, to the fullest extent permitted by the law
of the State of Delaware, except as set forth in paragraph (b) and except as
conditioned by paragraph (c).
 
 (b) The corporation may not indemnify any of its directors or officers against
any liability to the corporation or to its stockholders to which he or she is
subject by reason of willful misfeasance, bad faith, gross negligence or
reckless disregard of the duties involved in the conduct of his or her office
as described in Section 17(h) of the Investment Company Act of 1940 ("disabling
conduct").
 
 (c) Indemnification by the corporation of any director or officer against any
liability to the corporation or to its stockholders is conditioned on either:
 
 (1) a final decision on the merits by a court or other body before which a
proceeding relating to the liability of that director or officer is brought
finding that he or she is not liable by reason of disabling conduct; or
 
 (2) in the absence of such a decision, a determination, based upon a review of
the facts, that the director or officer is not liable by reason of disabling
conduct, by either:
 
  a. the vote of a majority of a quorum of directors, who are neither
"interested persons" of the corporation as defined in Section 2(a)(19) of the
Investment Company Act of 1940 nor parties to the proceeding; or
 
    b.  independent legal counsel in a written opinion; or
 
 (3) the dismissal of either a court or an administrative proceeding against
the director or officer for insufficiency of evidence of any disabling conduct
with which he or she has been charged.
 
(d) Under the conditions set forth in paragraph (e), the corporation shall
advance funds to its officers and directors, and may advance funds to its
employees and agents, to cover expenses, including attorneys' fees, they incur
in defending any civil, criminal, administrative or investigative action, suit
or proceeding, arising out of their service as directors or officers, to the
fullest extent permitted by Delaware law.
 
 (e) The corporation shall advance funds to cover expenses, including
attorneys' fees, incurred by any director or officer in connection with the
defense of any proceeding described in paragraph (d) only if an undertaking is
provided by or on behalf of the director or officer to repay the advance unless
it is ultimately determined using the procedure described in clause (c) (1) or
(c) (2) or (c) (3) that he or she is entitled to indemnification.  It shall be
a condition to any such advance that either:
 
   (1) the director or officer shall provide security for his or her
undertaking; or
 
   (2) the corporation shall be insured against losses arising by reason of any
unlawful    advance; or
 
   (3) either (aa) a majority of a quorum of the directors, who are neither
"interested    persons" of the corporation as defined in Section 2(a) (19) of
the Investment Company Act of 1940 nor parties to the proceeding, or (bb)
independent legal counsel in a written opinion, shall determine, based on a
review of readily available facts, that there is reason to believe that the
director or officer will be found entitled to indemnification.
 
 (f) Provisions in this Section for indemnification of, and advancement of
expenses to, officers, directors, employees and agents shall continue as to a
person who has ceased to be a director, officer, employee or agent and shall
inure to the benefit of his or her heirs, executors and administrators.
 
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, EuroPacific
Growth Fund, Fundamental Investors, Inc., The Growth Fund of America, Inc., The
Income Fund of America, Inc., Intermediate Bond Fund 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, 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>                                         <C>                             <C>                         
                  David L. Abzug                              Regional Vice President         None                        
 
                  27304 Park Vista Road                                                                                   
             Agoura Hills, CA  91301                                                                                 
 
                                                                                                                          
 
                  John A. Agar                                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 Mount Meeker Road                                                                                  
 
                  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                           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                        Senior 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  80120                                                                                    
 
                                                                                                                          
 
                  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         None                        
                                                         Co-Chief Executive Officer                                  
 
                                                                                                                          
 
                  Ruth M. Collier                             Senior 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                       None                        
 
                                                                                                                          
 
                  Robert W. Durbin                            Vice President                  None                        
 
                  74 Sunny Lane                                                                                           
 
                  Tiffin, OH  44883                                                                                       
 
                                                                                                                          
 
I                Lloyd G. Edwards                            Senior Vice President           None                        
 
                                                                                                                          
 
L                Paul H. Fieberg                             Senior Vice President           None                        
 
                                                                                                                          
 
                  John Fodor                                   Vice President                 None                        
 
                  15 Latisquama Road                                                                                      
 
                  Southborough, MA  01772                                                                                 
 
                                                                                                                          
 
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                        None                        
 
                                                                                                                          
 
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                        
 
                                                                                                                          
 
                  Arthur J. Levine                            Senior Vice President           None                        
 
                  12558 Highlands Place                                                                                   
 
                  Fishers, IN  46038                                                                                      
 
                                                                                                                          
 
B                Karl A. Lewis                               Assistant Vice President        None                        
 
                                                                                                                          
 
                  T. Blake Liberty                            Regional Vice President         None                        
 
                  5506 East Mineral Lane                                                                                  
 
                  Littleton, CO  80122                                                                                    
 
                                                                                                                          
 
                  Mark Lien                                   Regional Vice President         None                        
             5570 Beechwood Terrace                                                                                  
             West Des Moines, IA  50266                                                                              
 
L                Lorin E. Liesy                              Assistant Vice President        None                        
 
                                                                                                                          
 
L                Susan G. Lindgren                           Vice President -                None                        
                                                         Institutional                                               
 
                                                              Investment Services                                         
 
                                                                                                                          
 
LW               Robert W. Lovelace                          Director                        None                        
 
                                                                                                                          
 
                  Stephen A. Malbasa                          Vice President                  None                        
 
                  13405 Lake Shore Blvd.                                                                                  
 
                  Cleveland, OH  44110                                                                                    
 
                                                                                                                          
 
                  Steven M. Markel                            Senior Vice President           None                        
 
                  5241 South Race Street                                                                                  
 
                  Littleton, CO  80121                                                                                    
 
                                                                                                                          
 
L                J. Clifton Massar                           Director, Senior Vice           None                        
                                                         President                                                   
 
                                                                                                                          
 
L                E. Lee McClennahan                          Senior Vice President           None                        
 
                                                                                                                          
 
L                Jamie 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 -                None                        
                                                         Institutional                                               
 
                                                              Investment Services                                         
 
                                                                                                                          
 
                  David R. Murray                             Vice President                  None                        
 
                  60 Briant Drive                                                                                         
 
                  Sudbury, MA  01776                                                                                      
 
                                                                                                                          
 
                  Stephen S. Nelson                           Vice President                  None                        
 
                  P.O. Box 470528                                                                                         
 
                  Charlotte, NC  28247-0528                                                                               
 
                                                                                                                          
 
                  William E. Noe                              Regional Vice President         None                        
 
                  304 River Oaks Road                                                                                     
 
                  Brentwood, TN  37027                                                                                    
 
                                                                                                                          
 
                  Peter A. Nyhus                              Vice President                  None                        
 
                  3084 Wilds Ridge Court                                                                                  
 
                  Prior Lake, MN  55372                                                                                   
 
                  Eric P. Olson                               Vice President                  None                        
 
                  62 Park Drive                                                                                           
 
                  Glenview, IL  60025                                                                                     
 
                                                                                                                          
 
                  Fredric Phillips                            Senior Vice President           None                        
 
                  175 Highland Avenue, 4th Floor                                                                          
 
                  Needham, MA  02494                                                                                      
 
                                                                                                                          
 
B                Candance D. Pilgrim                         Assistant Vice President        None                        
 
                                                                                                                          
 
                  Carl S. Platou                              Vice President                  None                        
 
                  4021 96th Avenue, S.E.                                                                                  
 
                  Mercer Island, WA  98040                                                                                
 
                                                                                                                          
 
L                John O. Post                                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                             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                            Senior Vice President           None                        
 
                  1080 Bay Pointe Crossing                                                                                
 
                  Alpharetta, GA  30005                                                                                   
 
                  Richard R. Samson                           Senior Vice President           None                        
 
                  4604 Glencoe Avenue, #4                                                                                 
 
                  Marina del Rey, CA  90292                                                                               
 
                                                                                                                          
 
                  Joseph D. Scarpitti                         Vice President                  None                        
 
                  31465 St. Andrews                                                                                       
 
                  Westlake, OH  44145                                                                                     
 
                                                                                                                          
 
L                R. Michael Shanahan                         Director                        President and Director      
 
                                                                                                                          
 
                  David W. Short                              Director, Chairman of the       None                        
             1000 RIDC Plaza, Suite 212                  Board and Co-Chief                                          
             Pittsburgh, PA  15238                       Executive Officer                                           
 
                                                                                                                          
 
                  William P. Simon, Jr.                       Senior Vice President           None                        
 
                  912 Castlehill Lane                                                                                     
 
                  Devon, PA  91333                                                                                        
 
                                                                                                                          
 
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                                                                                   
 
                                                                                                                          
 
                  Tony Soave                                  Regional Vice President         None                        
             8831 Morning Mist Drive                                                                                 
             Clarkston, MI  48348                                                                                    
 
                  Nicholas D. Spadaccini                      Regional Vice President         None                        
 
                  855 Markley Woods Way                                                                                   
 
                  Cincinnati, OH  45230                                                                                   
 
                                                                                                                          
 
L                Kristen J. Spazafumo                        Assistant Vice President        None                        
 
                                                                                                                          
 
                  Daniel S. Spradling                         Senior Vice President           None                        
 
                  181 Second Avenue                                                                                       
             Suite 228                                                                                               
 
                  San Mateo, CA  94401                                                                                    
 
                                                                                                                          
 
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                           Vice President                  None                        
 
                  3 Dover Way                                                                                             
 
                  Lake Oswego, OR  97034                                                                                  
 
                                                                                                                          
 
                  Francis N. Strazzeri                        Senior Vice President           None                        
 
                  31641 Saddletree Drive                                                                                  
 
                  Westlake Village, CA  91361                                                                             
 
                                                                                                                          
 
L                Drew W. Taylor                              Assistant Vice President        None                        
 
                                                                                                                          
 
S                James P. Toomey                              Vice President                 None                        
 
                                                                                                                          
 
I                Christopher E. Trede                         Vice President                 None                        
 
                                                                                                                          
 
                  George F. Truesdail                         Vice President                  None                        
 
                  400 Abbotsford Court                                                                                    
 
                 Charlotte, NC  28270                                                                                    
 
                                                                                                                          
 
                  Scott W. Ursin-Smith                        Vice President                  None                        
 
                  60 Reedland Woods Way                                                                                   
 
                  Tiburon, CA  94920                                                                                      
 
                                                                                                                          
 
                  Thomas E. Warren                            Regional Vice President         None                        
 
                  119 Faubel Street                                                                                       
 
                  Sarasota, FL  34242                                                                                     
 
                                                                                                                          
 
L                J. Kelly Webb                               Senior Vice President,          None                        
                                                         Treasurer                                                   
 
                                                                                                                          
 
                  Gregory J. Weimer                           Vice President                  None                        
 
                  206 Hardwood Drive                                                                                      
 
                  Venetia, PA  15367                                                                                      
 
                                                                                                                          
 
B                Timothy W. Weiss                            Director                        None                        
 
                                                                                                                          
 
                  George Wenzel                               Regional Vice President         None                        
             3406 Shakespeare Drive                                                                                  
             Troy, MI  48084                                                                                         
 
                  N. Dexter Williams                          Senior Vice President           None                        
             P.O. Box 2200                                                                                           
             Danville, CA  94526                                                                                     
 
                                                                                                                          
 
                  Timothy J. Wilson                           Vice President                  None                        
 
                  113 Farmview Place                                                                                      
 
                  Venetia, PA  15367                                                                                      
 
                                                                                                                          
 
B                Laura L. Wimberly                           Vice President                  None                        
 
                                                                                                                          
 
H                Marshall D. Wingo                           Director, Senior Vice           None                        
                                                         President                                                   
 
                                                                                                                          
 
L                Robert L. Winston                           Director, Senior Vice           None                        
                                                         President                                                   
 
                                                                                                                          
 
                  William R. Yost                             Vice President                  None                        
 
                  9320 Overlook Trail                                                                                     
 
                  Eden Prairie, MN  55347                                                                                 
 
                                                                                                                          
 
                  Janet M. Young                              Regional Vice President         None                        
 
                  1616 Vermont                                                                                            
 
                  Houston, TX  77006                                                                                      
 
                                                                                                                          
 
                  Scott D. Zambon                             Regional Vice President         None                        
 
                  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, 3500 Wiseman Boulevard, San Antonio, TX  78251
H Business Address, 5300 Robin Hood Road, Norfolk, VA 23513
I Business Address, 8332 Woodfield Crossing Blvd., Indianapolis, IN 46240 
 
 (c) None.
 
ITEM 28. LOCATION OF ACCOUNTS AND RECORDS.
 
Accounts, books and other records required by Rules 31a-1 and 31a-2 under the
Investment
Company Act of 1940, as amended, are maintained and 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 
92821, 3500 Wiseman Boulevard, San Antonio, TX  78251, 8332 Woodfield Crossing
Boulevard, Indianapolis, IN  42640 and 5300 Robin Hood Road, Norfolk, VA 
23514.
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
 
                            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 December,
1998.
 
    THE INVESTMENT COMPANY OF AMERICA
   By  /s/ JON B. LOVELACE, JR.                           
    (Jon B. Lovelace, Jr., Chairman of the Board)
 
Pursuant to the requirements of the Securities Act of 1933, this amendment to
its Registration Statement has been signed below on December 28, 1998, by the
following persons in the capacities indicated.
 
<TABLE>
<CAPTION>
         SIGNATURE                         TITLE                                
 
<S>      <C>                               <C>                                  
(1)      Principal Executive Officer:                                           
 
           /s/ JON B. LOVELACE, JR.        Chairman of the Board                
 
             (Jon B. Lovelace, Jr.)                                             
 
(2)      Principal Financial Officer and                                        
 
         Principal Accounting Officer:                                          
 
          /s/ THOMAS M. ROWLAND            Treasurer                            
 
             (Thomas M. Rowland)                                                
 
(3)      Directors:                                                             
 
         Charles H. Black*                 Director                             
 
         Ann S. Bowers*                    Director                             
 
         Louise H. Bryson                  Director (effective 1/1/99)          
 
         Malcolm R. Currie*                Director                             
 
         William R. Grimsley               Senior Vice President & Director     
 
         /s/ JON B. LOVELACE, JR.                                               
 
          (Jon B. Lovelace, Jr.)           Chairman of the Board                
 
         John G. McDonald*                 Director                             
 
         Bailey Morris-Eck*                Director                             
 
         Richard G. Newman                 Director                             
 
         William C. Newton*                Director                             
 
         James W. Ratzlaff*                Vice Chairman of the Board           
 
         Olin C. Robison                   *Director                            
 
         R. Michael Shanahan               President & Director                 
 
         William J. Spencer                Director                             
 
</TABLE>
 
 *By  /s/ VINCENT P. CORTI                    
        (Vincent P. Corti, Attorney-in-Fact)


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