<PAGE>
ALLIANCE MUNICIPAL TRUST
This is filed pursuant to Rule 497(e).
File Nos: 002-79807 and 811-03586
<PAGE>
YIELDS
For current recorded yield information on
the Funds, call toll-free (800) 221-9513.
MILLER & SCHROEDER
The Funds are open-end management investment FINANCIAL, INC.
companies with investment objectives of safe-
ty, liquidity and maximum current income (in
the case of Alliance Municipal Trust-General,
exempt from Federal income taxes and, in the
case of the California Portfolio, exempt from
Federal and state income taxes to the extent
consistent with the first two objectives).
Alliance Capital Reserves, Alliance Govern-
ment Reserves, Alliance Treasury Reserves and
the General Portfolio of Alliance Municipal
Trust are diversified. The California Portfo-
lio of Alliance Municipal Trust is non-diver-
sified, and is offered only to residents of
California. This prospectus sets forth the Cash Management
information about each Fund that a prospec- Service
tive investor should know before investing.
Please retain it for future reference.
AN INVESTMENT IN A FUND IS (I) NEITHER IN-
SURED NOR GUARANTEED BY THE U.S. GOVERNMENT;
(ii) NOT A DEPOSIT OR OBLIGATION OF, OR GUAR- . Alliance Capital Reserves
ANTEED OR ENDORSED BY, ANY BANK; AND (iii)
NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT . Alliance Government Reserves
INSURANCE CORPORATION, THE FEDERAL RESERVE
BOARD OR ANY OTHER AGENCY. THERE CAN BE NO . Alliance Treasury Reserves
ASSURANCE THAT A FUND WILL BE ABLE TO MAIN-
TAIN A STABLE NET ASSET VALUE OF $1.00 PER . Alliance Muncipal Trust
SHARE. THE CALIFORNIA PORTFOLIO OF ALLIANCE -General Portfolio
MUNICIPAL TRUST MAY INVEST A SIGNIFICANT POR-
TION OF ITS ASSETS IN THE SECURITIES OF A . Alliance Muncipal Trust
SINGLE ISSUER. ACCORDINGLY, AN INVESTMENT IN -California Portfolio
SUCH PORTFOLIO MAY BE RISKIER THAN AN INVEST-
MENT IN OTHER TYPES OF MONEY MARKET FUNDS.
A "Statement of Additional Information" for Prospectus
each Fund dated November 1, 1996, which pro- November 1, 1996
vides a further discussion of certain areas
in this prospectus and other matters which
may be of interest to some investors, has
been filed with the Securities and Exchange
Commission and is incorporated herein by ref-
erence. A free copy may be obtained by con-
tacting your Investment Executive.
THESE SECURITIES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE SECURITIES AND EXCHANGE
COMMISSION OR ANY STATE SECURITIES COMMISSION
NOR HAS THE SECURITIES AND EXCHANGE COMMIS-
SION OR ANY STATE SECURITIES COMMISSION [LOGO OF MILLER &
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS SCHROEDER FINANCIAL, INC.
PROSPECTUS. ANY REPRESENTATION TO THE CON- APPEARS HERE]
TRARY IS A CRIMINAL OFFENSE.
CONTENTS
-------
<TABLE>
<S> <C>
Expense Information................ 2 Miller & Schroeder Financial,
Financial Highlights............... 3 Inc.
Investment Objectives and Policies. 6 220 South Sixth Street
Purchase and Redemption of Shares.. 9 Minneapolis, Minnesota 55402
Additional Information............. 10 (612) 376-1500 . (800) 328-6122
</TABLE>
ALCMS1996
<PAGE>
EXPENSE INFORMATION
SHAREHOLDER TRANSACTION EXPENSES
The Funds have no sales load on purchases or reinvested dividends, deferred
sales load, redemption fee or exchange fee.
<TABLE>
<CAPTION>
ANNUAL FUND OPERATING EXPENSES (as a percentage
of average net assets, after expense ACR AGR ATR AMT-GEN AMT-CA
reimbursement) --- ---- ---- ------- ------
<S> <C> <C> <C> <C> <C>
Management Fees............................. .46% .48% .50% .50% .50%
12b-1 Fees.................................. .25 .25 .25 .25 .25
Other Expenses.............................. .29 .27 .25 .25 .25
---- ---- ---- ---- ----
Total Fund Operating Expenses............... 1.00% 1.00% 1.00% 1.00% 1.00%
</TABLE>
EXAMPLE
You would pay the following expenses on a $1,000 investment, assuming a 5%
annual return (cumulatively through the end of each time period):
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
<S> <C> <C> <C> <C>
ACR.......................................... $10 $32 $55 $122
AGR.......................................... $10 $32 $55 $122
ATR.......................................... $10 $32 $55 $122
AMT--General................................. $10 $32 $55 $122
AMT--California.............................. $10 $32 $55 $122
</TABLE>
The purpose of the foregoing table is to assist the investor in understand-
ing the various costs and expenses that an investor in the Fund will bear di-
rectly and indirectly. The expenses listed in the table for ACR are net of the
contractual reimbursement by the Adviser described in this prospectus. The ex-
penses of such Portfolio, before expense reimbursements, would be: ACR: Man-
agement Fee--.47%, 12b-1 Fees--.25%, Other Expenses--.29% and Total Operating
Expenses--1.01%. The example should not be considered a representation of past
or future expenses; actual expenses may be greater or less than those shown.
2
<PAGE>
FINANCIAL HIGHLIGHTS . FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
The following tables have been audited by McGladrey & Pullen LLP, each of
the Fund's independent auditors, whose unqualified report thereon appears in
each Statement of Additional Information. This information should be read in
conjunction with the financial statements and notes thereto included in each
Fund's Statement of Additional Information.
<TABLE>
<CAPTION>
YEAR ENDED JUNE 30,
ALLIANCE CAPITAL RESERVES --------------------------------------------------------------------------------
1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period..... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income.... .0471 .0447 .0255 .0266 .0438 .0662 .0782 .0788 0.0625 0.0549
Net realized gain on
investments............. -0- -0- -0- .0003 .0013 -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
Net increase in net
assets from operations.. .0471 .0447 .0255 .0269 .0451 .0662 .0782 .0788 0.0625 0.0549
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
LESS: DISTRIBUTIONS
Dividends from net
investment income....... (.0471) (.0447) (.0255) (.0266) (.0438) (.0662) (.0782) (.0788) (0.0625) (0.0549)
Distributions from net
realized gains.......... -0- -0- -0- (.0003) (.0013) -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
Total dividends and
distributions........... (.0471) (.0447) (.0255) (.0269) (.0451) (.0662) (.0782) (.0788) (0.0625) (0.0549)
------ ------ ------ ------ ------ ------ ------ ------ ------- -------
Net asset value, end of
period.................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
====== ====== ====== ====== ====== ====== ====== ====== ======= =======
TOTAL RETURNS
Total investment return
based on:
Net asset value(a)...... 4.82% 4.57% 2.58% 2.73% 4.61% 6.84% 8.14% 8.20% 6.45% 5.64%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
(in millions)........... $4,804 $3,024 $2,417 $2,112 $1,947 $1,937 $1,891 $1,536 $1,392 $1,458
Ratio to average net
assets of:
Expenses, net of waivers
and reimbursements..... 1.00% 1.00% 1.00% 1.00% 1.00% .97% .88% .95% .95% .99%
Expenses, before waivers
and reimbursements..... 1.00% 1.03% 1.03% 1.00% 1.00% .97% .98% 1.05% 1.05% 1.09%
Net investment
income(b).............. 4.69% 4.51% 2.57% 2.65% 4.37% 6.62% 7.82% 7.87% 6.26% 5.50%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
ALLIANCE GOVERNMENT YEAR ENDED JUNE 30,
RESERVES ---------------------------------------------------------------------------------------
1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value, begin-
ning of period......... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income... .0461 .0439 .0244 .0256 .0421 .0640 .0765 .0774 0.0612 0.0541
Net realized gain on in-
vestments.............. -0- -0- -0- .0001 -0- -0- .0001 -0- -0- -0-
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
Net increase in net
assets from operations. .0461 .0439 .0244 .0257 .0421 .0640 .0766 .0774 0.0612 0.0541
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
LESS: DISTRIBUTIONS
Dividends from net in-
vestment income........ (.0461) (.0439) (.0244) (.0256) (.0421) (.0640) (.0765) (.0774) (0.0612) (0.0541)
Distributions from net
realized gains......... -0- -0- -0- (.0001) -0- -0- (.0001) -0- -0- -0-
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
Total dividends and dis-
tributions............. (.0461) (.0439) (.0244) (.0257) (.0421) (.0640) (.0766) (.0774) (0.0612) (0.0541)
------ ------- ------- ------- ------- ------- ------- ------- ------- -------
Net asset value, end of
period................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
====== ======= ======= ======= ======= ======= ======= ======= ======= =======
TOTAL RETURNS
Total investment return
based on:
Net asset value(a)..... 4.72% 4.48% 2.48% 2.60% 4.30% 6.61% 7.96% 8.04% 6.31% 5.56%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
(in millions).......... $3,205 $2,514 $2,061 $1,783 $1,572 $1,070 $584 $522 $315 $260
Ratio to average net as-
sets of:
Expenses, net of
waivers and
reimbursements........ 1.00% 1.00% 1.00% 1.00% .95% .89% .88% .88% .80% .95%
Expenses, before
waivers and
reimbursements........ 1.01% 1.05% 1.04% 1.02% .97% .93% .98% .98% .90% 1.05%
Net investment
income(b)............. 4.60% 4.42% 2.46% 2.55% 4.17% 6.28% 7.65% 7.86% 6.13% 5.41%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Net of expenses reimbursed or waived by the Adviser.
3
<PAGE>
<TABLE>
<CAPTION>
SEPTEMBER 1, 1993(A)
ALLIANCE TREASURY RESERVES YEAR ENDED YEAR ENDED THROUGH
JUNE 30, 1996 JUNE 30, 1995 JUNE 30, 1994
------------- ------------- --------------------
<S> <C> <C> <C>
Net asset value, beginning of
period....................... $ 1.00 $ 1.00 $ 1.00
-------- -------- -------
INCOME FROM INVESTMENT OPERA-
TIONS
Net investment income......... .0466 .0460 0.260
-------- -------- -------
LESS: DISTRIBUTIONS
Dividends from net investment
income....................... (.0466) (.0460) (.0260)
-------- -------- -------
Net asset value, end of peri-
od........................... $ 1.00 $ 1.00 $ 1.00
======== ======== =======
TOTAL RETURNS
Total investment return based
on: net asset value(b)....... 4.77% 4.71% 3.18%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year (in
thousands)................... $700,558 $493,702 $80,720
Ratio to average net assets
of:
Expenses, net of waivers and
reimbursements.............. .81% .69% .28%(c)
Expenses, before waivers and
reimbursements.............. 1.05% 1.05% 1.28%(c)
Net investment income(d)..... 4.64% 4.86% 3.24%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
<TABLE>
<CAPTION>
GENERAL PORTFOLIO
ALLIANCE MUNICIPAL TRUST ------------------------------------------------------------------------------------------------
YEAR ENDED
YEAR ENDED JUNE 30, SIX MONTHS DECEMBER 31,
--------------------------------------------------------- ENDED ----------------------
1996 1995 1994 1993 1992 1991 1990 JUNE 30, 1989 1988 1987 1986
------ ------ ------ ------ ------ ------ ------ ------------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period.... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income... .029 .028 .018 .020 .034 .046 .055 .030 .047 .041 .044
Net realized and
unrealized loss on
investments............ -0- (.003) -0- -0- -0- -0- -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
Net increase in net
asset value from
operations............. .029 .025 .018 .020 .034 .046 .055 .030 .047 .041 .044
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
ADD: CAPITAL
CONTRIBUTIONS
Capital Contributed by
the Adviser............ -0- .003 -0- -0- -0- -0- -0- -0- -0- -0- -0-
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
LESS: DISTRIBUTIONS
Dividends from net
investment income...... (.029) (.028) (.018) (.020) (.034) (.046) (.055) (.030) (.047) (.041) (.044)
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
Net asset value, end of
period................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
====== ====== ====== ====== ====== ====== ====== ====== ====== ====== ======
TOTAL RETURNS
Total investment return
based on net asset
value(a)............... 2.93% 2.83%(c) 1.81% 2.05% 3.48% 4.71% 5.65% 6.13%(b) 4.81% 4.18% 4.50%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
period (in millions)... $1,148 $1,189 $1,134 $1,016 $914 $883 $798 $695 $633 $690 $794
Ratio to average net
assets of:
Expense, net of waivers
and reimbursements.... .95% .94% .92% .92% .92% .89% .83% .84%(b) .83% .80% .80%
Expense, before waivers
and reimbursements.... .95% .95% .94% .94% .95% .95% .93% .94%(b) .93% .90% .90%
Net investment
income(d)............. 2.90% 2.78% 1.80% 2.02% 3.40% 4.57% 5.50% 5.96%(b) 4.69% 4.08% 4.31%
</TABLE>
- -------
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Annualized.
(c) The capital contribution by the Adviser has no effect on total return.
(d) Net of expenses reimbursed or waived by the Adviser.
4
<PAGE>
<TABLE>
<CAPTION>
CALIFORNIA PORTFOLIO
-------------------------------------------------------------------------------------------------------
YEAR ENDED JUNE 30, SIX MONTHS JUNE 2, 1988(A)
-------------------------------------------------------------------- ENDED THROUGH
1996 1995 1994 1993 1992 1991 1990 JUNE 30, 1989 DECEMBER 31, 1988
-------- -------- -------- -------- -------- -------- -------- ------------- -----------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period.... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- -------- -------- -------- -------- --------
INCOME FROM INVESTMENT
OPERATIONS
Net investment income... .029 .027 .018 .020 .032 .043 .050 .029 .030
-------- -------- -------- -------- -------- -------- -------- -------- --------
LESS: DISTRIBUTIONS
Dividends from net
investment income...... (.029) (.027) (.018) (.020) (.032) (.043) (.050) (.029) (.030)
-------- -------- -------- -------- -------- -------- -------- -------- --------
Net asset value, end of
period................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ======== ======== ======== ======== ========
TOTAL RETURNS
Total investment return
based on
net asset value(b)..... 2.91% 2.78% 1.83% 2.05% 3.26% 4.43% 5.17% 6.02%(c) 5.20%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of
period
(000's omitted)........ $297,862 $236,479 $219,673 $156,200 $121,317 $111,957 $104,097 $242,124 $103,390
Ratio to average net
assets of:
Expenses, net of
waivers and
reimbursements........ .93% .93% .93% .93% .95% 1.00% .99% .92%(c) .89%(c)
Expenses, before
waivers and
reimbursements........ .94% 1.01% 1.02% 1.02% 1.05% 1.10% 1.09% 1.02%(c) 1.10%(c)
Net investment
income(d)............. 2.86% 2.75% 1.82% 2.01% 3.18% 4.32% 5.03% 5.90%(c) 5.21%(c)
</TABLE>
- -------
(a) Commencement of operations.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(c) Annualized.
(d) Net of expenses reimbursed or waived by the Adviser.
---------------
From time to time each Fund advertises its "yield" and "effective yield."
Both yield figures are based on historical earnings and are not intended to
indicate future performance. To calculate the "yield," the amount of dividends
paid on a share during a specified seven-day period is assumed to be paid each
week over a 52-week period and is shown as a percentage of the investment. To
calculate "effective yield," which will be higher than the "yield" because of
compounding, the dividends paid are assumed to be reinvested. For ACR divi-
dends for the seven days ended June 30, 1996 amounted to an annualized yield
of 4.44%, equivalent to an effective yield of 4.54%. For AGR dividends for the
seven days ended June 30, 1996, after expense reimbursement, amounted to an
annualized yield of 4.38%, equivalent to an effective yield of 4.48%. Absent
such reimbursement, the annualized yield for such period would have been
4.29%, equivalent to an effective yield of 4.38%. For ATR dividends for the
seven days ended June 30, 1996, after expense reimbursement, amounted to an
annualized yield of 4.37%, equivalent to an effective yield of 4.47%. Absent
such reimbursement, the annualized yield for such period would have been
4.19%, equivalent to an effective yield of 4.28%. For AMT-General dividends
for the seven days ended June 30, 1996, after expense reimbursement, amounted
to an annualized yield of 2.74%, equivalent to an effective yield of 2.78%.
Absent such reimbursement, the annualized yield for such period would have
been 2.69%, equivalent to an effective yield of 2.73%. For AMT-California div-
idends for the seven days ended June 30, 1996, after expense reimbursement,
amounted to an annualized yield of 2.64%, equivalent to an effective yield of
2.68%. Absent such reimbursement, the annualized yield for such period would
have been 2.56%, equivalent to an effective yield of 2.59%.
5
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES
The investment objectives of each of the Funds are--in the following order
of priority--safety of principal, excellent liquidity and, to the extent con-
sistent with the first two objectives, maximum current income that is, in the
case of each portfolio of Alliance Municipal Trust, exempt from income taxa-
tion to the extent described below. As a matter of fundamental policy, each
Fund pursues its objectives by maintaining a portfolio of high-quality money
market securities all of which at the time of investment have remaining matu-
rities of one year or less, which maturities may extend to 397 days. While the
fundamental policies described above and the "other fundamental investment
policies" described below may not be changed without shareholder approval,
each Fund may, upon notice to shareholders, but without such approval, change
nonfundamental investment policies or create additional classes of shares in
order to establish portfolios which may have different investment objectives.
There can be no assurance that any Fund's objectives will be achieved.
The Funds will comply with Rule 2a-7 of the Investment Company Act of 1940
(the "1940 Act"), as amended from time to time, including the diversification,
quality and maturity limitations imposed by the Rule. The average maturity of
each Fund's portfolio cannot exceed 90 days. A more detailed description of
Rule 2a-7 is set forth in each Fund's Statement of Additional Information.
ALLIANCE CAPITAL RESERVES
The money market securities in which Alliance Capital Reserves ("ACR") in-
vests include: (1) marketable obligations of, or guaranteed by, the United
States Government, its agencies or instrumentalities (collectively, the "U.S.
Government"); (2) certificates of deposit, bankers' acceptances and interest-
bearing savings deposits issued or guaranteed by banks or savings and loan as-
sociations having total assets of more than $1 billion and which are members
of the Federal Deposit Insurance Corporation and certificates of deposit and
bankers' acceptances denominated in U.S. dollars and issued by U.S. branches
of foreign banks having total assets of at least $1 billion that are believed
by the Adviser to be of quality equivalent to that of other such instruments
in which the Fund may invest; (3) commercial paper of prime quality [i.e.,
rated A-1+ or A-1 by Standard & Poor's Corporation ("Standard & Poor's") or
Prime-1 by Moody's Investors Service, Inc. ("Moody's") or, if not rated, is-
sued by companies having outstanding debt securities rated AAA or AA by Stan-
dard & Poor's, or Aaa or Aa by Moody's] and participation interests in loans
extended by banks to such companies; and (4) repurchase agreements that are
collateralized in full each day by liquid securities of the types listed
above. These agreements are entered into with "primary dealers" (as designated
by the Federal Reserve Bank of New York) in U.S. Government securities or
State Street Bank and Trust Company, ACR's Custodian, and would create a loss
to the Fund if, in the event of a dealer default, the proceeds from the sale
of the collateral were less than the repurchase price. ACR may also invest in
certificates of deposit issued by, and time deposits maintained at, foreign
branches of domestic banks described in (2) above and prime quality dollar-
denominated commercial paper issued by foreign companies meeting the criteria
specified in (3) above.
ACR may purchase restricted securities that are determined by the Adviser to
be liquid in accordance with procedures adopted by the Trustees of ACR, in-
cluding securities eligible for resale under Rule 144A under the Securities
Act of 1933 (the "Securities Act") and commercial paper issued in reliance
upon the exemption from registration in Section 4(2) of the Securities Act.
Restricted securities are securities subject to contractual or legal restric-
tions on resale, such as those arising from an issuer's reliance upon certain
exemptions from registration under the Securities Act.
ACR may invest in asset-backed securities that meet its existing diversifi-
cation, quality and maturity criteria. Asset-backed securities are securities
issued by special purpose entities whose primary assets consist of a pool of
loans or accounts receivable. The securities may be in the form of a benefi-
cial interest in a special purpose trust, limited partnership interest, or
commercial paper or other debt securities issued by a special purpose corpora-
tion. Although the securities may have some form of credit or liquidity en-
hancement, payments on the securities depend
6
<PAGE>
predominately upon collection of the loans and receivables held by the issuer.
It is ACR's current intention to limit its investment in such securities to
not more than 5% of its net assets.
Other Fundamental Investment Policies. To maintain portfolio diversification
and reduce investment risk, ACR may not: (1) invest more than 25% of its as-
sets in the securities of issuers conducting their principal business activi-
ties in any one industry although there is no such limitation with respect to
U.S. Government securities or certificates of deposit, bankers' acceptances
and interest-bearing savings deposits; (2) invest more than 5% of its assets
in securities of any one issuer (except the U.S. Government) although with re-
spect to one-quarter of its total assets it may invest without regard to such
limitation; (3) invest more than 5% of its assets in the securities of any is-
suer (except the U.S. Government) having less than three years of continuous
operation or purchase more than 10% of any class of the outstanding securities
of any issuer (except the U.S. Government); (4) borrow money except from banks
on a temporary basis or via entering into reverse repurchase agreements in ag-
gregate amounts not exceeding 15% of its assets and to facilitate the orderly
maturation and sale of portfolio securities during any periods of abnormally
heavy redemption requests; or (5) mortgage, pledge or hypothecate its assets
except to secure such borrowings.
As a matter of operating policy, fundamental policy number (2) would give
ACR the ability to invest, with respect to 25% of its assets, more than 5% of
its assets in any one issuer only in the event Rule 2a-7 is amended in the fu-
ture.
ALLIANCE GOVERNMENT RESERVES
The securities in which Alliance Government Reserves ("AGR") invests are:
(1) marketable obligations of, or guaranteed by, the United States Government,
its agencies or instrumentalities (collectively, the "U.S. Government"), in-
cluding issues of the United States Treasury, such as bills, certificates of
indebtedness, notes and bonds, and issues of agencies and instrumentalities
established under the authority of an act of Congress; and (2) repurchase
agreements that are collateralized in full each day by the types of securities
listed above. These agreements are entered into with "primary dealers" (as
designated by the Federal Reserve Bank of New York) in U.S. Government securi-
ties or State Street Bank and Trust Company, AGR's Custodian, and would create
a loss to the Fund if, in the event of a dealer default, the proceeds from the
sale of the collateral were less than the repurchase price. AGR may commit up
to 15% of its net assets to the purchase of when-issued U.S. Government secu-
rities, whose value may fluctuate prior to their settlement, thereby creating
an unrealized gain or loss to the Fund.
Other Fundamental Investment Policies. To maintain portfolio diversification
and reduce investment risk, AGR may not: (1) borrow money except from banks on
a temporary basis or via entering into reverse repurchase agreements in aggre-
gate amounts not exceeding 10% of its assets and to be used exclusively to fa-
cilitate the orderly maturation and sale of portfolio securities during any
periods of abnormally heavy redemption requests, if they should occur; such
borrowings may not be used to purchase investments and it will not purchase
any investment while any such borrowings exist; or (2) pledge, hypothecate or
in any manner transfer, as security for indebtedness, its assets except to se-
cure such borrowings.
ALLIANCE TREASURY RESERVES
The securities in which Alliance Treasury Reserves ("ATR") invests are: (1)
issues of the U.S. Treasury, such as bills, certificates of indebtedness,
notes and bonds; and (2) repurchase agreements that are collateralized in full
each day by the types of securities listed above. These agreements are entered
into with "primary dealers" (as designated by the Federal Reserve Bank of New
York) in U.S. Government securities or State Street Bank and Trust Company,
ATR's Custodian. For each repurchase agreement, ATR requires continual mainte-
nance of the market value of the underlying collateral in amounts equal to, or
in excess of, the agreement amount. In the event of a dealer default, ATR
might suffer a loss to the extent that the proceeds from the sale of the col-
lateral were less than the repurchase price. ATR may commit up to 15% of its
net assets to the purchase of when-issued U.S. Treasury securities. Delivery
and payment for when-issued securities takes place after the transaction date.
The payment amount and the interest rate that will be received on the securi-
ties are fixed on the transaction date. The value of such securities may fluc-
tuate prior to
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their settlement, thereby creating an unrealized gain or loss to ATR.
Other Fundamental Investment Policies. To maintain portfolio diversification
and reduce investment risk, ATR may not: (1) borrow money except from banks on
a temporary basis or via entering into reverse repurchase agreements in aggre-
gate amounts not exceeding 10% of its assets and to be used exclusively to fa-
cilitate the orderly maturation and sale of portfolio securities during any
periods of abnormally heavy redemption requests, if they should occur; such
borrowings may not be used to purchase investments and it will not purchase
any investment while any such borrowings exist; or (2) pledge, hypothecate or
in any manner transfer, as security for indebtedness, its assets except to se-
cure such borrowings.
ALLIANCE MUNICIPAL TRUST
The investment objectives of each Portfolio are safety of principal, liquid-
ity and, to the extent consistent with these objectives, maximum current in-
come that is exempt from income taxation to the extent described below. Except
when a Portfolio assumes a temporary defensive position, as a matter of funda-
mental policy, at least 80% of each Portfolio's total assets will be invested
in municipal securities (as opposed to the taxable investments described be-
low). Normally, substantially all of each Portfolio's income will be tax-ex-
empt as described below (e.g., for 1995, 100% of the income of each Portfolio
was exempt from Federal income taxes).
AMT-General seeks maximum current income that is exempt from Federal income
taxes by investing principally in a diversified portfolio of high quality mu-
nicipal securities. Such income may be subject to state or local income taxes.
AMT-California seeks maximum current income that is exempt from Federal and
California state personal income taxes by investing, as a matter of fundamen-
tal policy, not less than 65% of its total assets in a portfolio of high qual-
ity municipal securities issued by the State of California or its political
subdivisions.
Each Portfolio of the Fund may invest without limitation in tax-exempt mu-
nicipal securities subject to the alternative minimum tax (the "AMT").
Under current Federal income tax law, (1) interest on tax-exempt municipal
securities issued after August 7, 1986 which are "specified private activity
bonds," and the proportionate share of any exempt-interest dividends paid by a
regulated investment company which receives interest from such specified pri-
vate activity bonds, will be treated as an item of tax preference for purposes
of the AMT imposed on individuals and corporations, though for regular Federal
income tax purposes such interest will remain fully tax-exempt, and (2) inter-
est on all tax-exempt obligations will be included in "adjusted current earn-
ings" of corporations for AMT purposes. Such bonds have provided, and may con-
tinue to provide, somewhat higher yields than other comparable municipal secu-
rities. See below, "Daily Dividends, Other Distributions, Taxes."
There can be no assurance that AMT-California will achieve its investment
objectives. Potential investors in AMT-California should consider the greater
risk of the concentration of such Portfolio versus the safety that comes with
less concentrated investments and should compare yields available on portfo-
lios of the relevant state's issues with those of more diversified portfolios,
including other states' issues, before making an investment decision. The Ad-
viser believes that by maintaining such Portfolio's investments in liquid,
short-term, high quality investments, such Portfolio is largely insulated from
the credit risks that exist on long-term municipal securities of the relevant
state. See the Statement of Additional Information for a more detailed discus-
sion of the financial condition of California.
Municipal Securities. The municipal securities in which each Portfolio in-
vests include municipal notes and short-term municipal bonds. Municipal notes
are generally used to provide for short-term capital needs and generally have
maturities of one year or less. Examples include tax anticipation and revenue
anticipation notes, which are generally issued in anticipation of various sea-
sonal revenues, bond anticipation notes, and tax-exempt commercial paper.
Short-term municipal bonds may include general obligation bonds, which are se-
cured by the issuer's pledge of its faith, credit and taxing power for payment
of principal and interest, and revenue bonds, which are generally paid from
the revenues of a particular facility or a specific excise or other source.
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PURCHASE AND REDEMPTION OF SHARES
A Portfolio may invest in variable rate obligations whose interest rates are
adjusted either at predesignated periodic intervals or whenever there is a
change in the market rate to which the security's interest rate is tied. Such
adjustments minimize changes in the market value of the obligation and, ac-
cordingly, enhance the ability of the Portfolio to maintain a stable net asset
value. Variable rate securities purchased may include participation interests
in industrial development bonds backed by letters of credit of Federal Deposit
Insurance Corporation member banks having total assets of more than $1 bil-
lion. The letters of credit of any single bank in respect of all variable rate
obligations will not cover more than 10% of a Portfolio's total assets.
Each Portfolios' municipal securities at the time of purchase are rated
within the two highest quality ratings of Moody's Investors Service, Inc. (Aaa
and Aa, MIG 1 and MIG 2, or VMIG 1 and VMIG 2) or Standard & Poor's Corpora-
tion (AAA and AA or SP-1 and SP-2), or judged by the Adviser to be of compara-
ble quality. Securities must also meet credit standards applied by the
Adviser.
To further enhance the quality and liquidity of the securities in which the
Portfolios invest, such securities frequently are supported by credit and li-
quidity enhancements, such as letters of credit, from third party financial
institutions. The Adviser continuously monitors the credit quality of such
third parties; however, changes in the credit quality of such a financial in-
stitution could cause a Portfolio's investments backed by that institution to
lose value and affect a Portfolio's share price.
A Portfolio also may invest in stand-by commitments, which may involve cer-
tain expenses and risks, but such commitments are not expected to comprise
more than 5% of any Portfolio's net assets. A Portfolio may commit up to 15%
of its net assets to the purchase of when-issued securities. The Fund's custo-
dian will maintain, in a separate account of the respective Portfolio, liquid
high-grade debt securities having value equal to, or greater than, such when-
issued securities. The price of when-issued securities, which is generally ex-
pressed in yield terms, is fixed at the time the commitment to purchase is
made, but delivery and payment for such securities takes place at a later
time. Normally the settlement date occurs from within ten days to one month
after the purchase of the issue. The value of when-issued securities may fluc-
tuate prior to their settlement, thereby creating an unrealized gain or loss
to a Portfolio.
Taxable Investments. The taxable investments in which each Portfolio may in-
vest include obligations of the U.S. Government and its agencies, high quality
certificates of deposit and bankers' acceptances, prime commercial paper, and
repurchase agreements.
Other Fundamental Investment Policies. To reduce investment risk, AMT-Gen-
eral may not invest more than 25% of its total assets in municipal securities
whose issuers are located in the same state, and no Portfolio may invest more
than 25% of its total assets in municipal securities the interest upon which
is paid from revenues of similar-type projects; a Portfolio may not invest
more than 5% of its total assets in the securities of any one issuer except
the U.S. Government, although (i) with respect to 25% of its total assets AMT-
General may invest up to 10% per issuer, and (ii) AMT-California may invest
50% of its respective total assets in as few as four issuers (but no more than
25% of total assets in any one issuer); and a Portfolio may not purchase more
than 10% of any class of the voting securities of any one issuer except those
of the U.S. Government.
OPENING ACCOUNTS
Instruct your Investment Executive to use ACR, AGR, ATR, AMT-General or AMT-
California in conjunction with your brokerage account. There is a $1,000
minimum initial investment.
SUBSEQUENT INVESTMENTS
A. BY SWEEP
Miller & Schroeder has available an automatic "sweep" to the Fund(s) for its
customers' brokerage accounts. Proceeds from sale transactions, as well as
other
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<PAGE>
credit balances in your Miller & Schroeder brokerage account, will be swept
into your money market fund not less than weekly.
B. BY CHECK THROUGH MILLER & SCHROEDER FINANCIAL, INC.
Mail or deliver your check or negotiable draft payable to Miller & Schroeder
Financial, Inc. ("Miller & Schroeder"). Please indicate your Miller &
Schroeder brokerage account number on the check or draft. The automatic sweep
will transfer your balance into your money market fund account.
C. INVESTMENTS MADE BY CHECK
Money transmitted by a check drawn on a member of the Federal Reserve System
is converted to Federal funds in one business day following receipt and, thus,
is then invested in the Fund(s). Checks drawn on banks which are not members
of the Federal Reserve System may take longer to be converted and invested.
All payments must be in United States dollars.
Proceeds from any subsequent redemption by you of Fund shares that were
purchased by check will not be forwarded to you until the Fund is reasonably
assured that your check has cleared, up to fifteen days following the purchase
date. If the redemption request during such period is in the form of a Fund
check, the check will be
marked "insufficient funds" and be returned unpaid to the presenting bank.
REDEMPTIONS
A. BY CONTACTING YOUR INVESTMENT EXECUTIVE
Instruct your Investment Executive to order a withdrawal from your fund
account and forward payment to you or your designee with a Miller & Schroeder
check.
B. BY SWEEP
Miller & Schroeder's sweep arrangement moves money from your money market
account to cover purchases in your Miller & Schroeder brokerage account.
C. BY CHECKWRITING
With this service, you may write checks made payable to any payee in the
amount of $100 or more. Checks cannot be written for more than the principal
balance (not including any accrued dividends) in your account. First you must
fill out the Signature Card which you can obtain from your Investment
Executive. There is no separate charge for the checkwriting service. The
checkwriting service enables you to receive the daily dividends declared on
the shares to be redeemed until the day that your check is presented for
payment. All check ordering must be handled through Miller & Schroeder.
ADDITIONAL INFORMATION
SHARE PRICE. Shares are sold and redeemed on a continuous basis without
sales or redemption charges at their net asset value which is expected to be
constant at $1.00 per share, although this price is not guaranteed. The net
asset value of each Fund's shares is determined each business day at 12:00
Noon and 4:00 p.m. (New York time). The net asset value per share of a Fund is
calculated by taking the sum of the value of that Fund's investments (amor-
tized cost value is used for this purpose) and any cash or other assets, sub-
tracting liabilities, and dividing by the total number of shares outstanding.
All expenses, including the fees payable to the Adviser, are accrued daily.
TIMING OF INVESTMENTS AND REDEMPTIONS. The Funds have two transaction times
each business day, 12:00 Noon and 4:00 p.m. (New York time). New investments
represented by Federal funds or bank wire monies received by State Street Bank
at any time during a day prior to 4:00 p.m. are entitled to the full dividend
to be paid to shareholders for that day. Shares do not earn dividends on the
day a redemption is effected regardless of
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<PAGE>
whether the redemption order is received before or after 12:00 Noon.
During drastic economic or market developments, shareholders might have dif-
ficulty in reaching Alliance Fund Services, Inc. by telephone in which event
the shareholder should issue written instructions to Alliance Fund Services,
Inc. at the address shown in this prospectus. The Funds reserve the right to
suspend or terminate their telephone service at any time without notice. Nei-
ther the Funds nor the Adviser, or Alliance Fund Services, Inc. will be re-
sponsible for the authenticity of telephone requests to purchase or sell
shares. Alliance Fund Services, Inc. will employ reasonable procedures in or-
der to verify that telephone requests are genuine and could be liable for
losses arising from unauthorized transactions if it failed to do so. Selected
dealers or agents may charge a commission for handling telephone requests for
redemptions.
Redemption proceeds are normally wired or mailed either the same or the next
business day, but in no event later than seven days, unless redemptions have
been suspended or postponed due to the determination of an "emergency" by the
Securities and Exchange Commission or to certain other unusual conditions.
SMALL ACCOUNT CHARGE. The Funds impose service charges upon financial inter-
mediaries to reflect the relatively higher costs of small transactions; these
intermediaries may in turn pass on such charges to affected accounts.
DAILY DIVIDENDS, OTHER DISTRIBUTIONS, TAXES. All net income of each Fund is
determined each business day at 4:00 p.m. (New York time) and is paid immedi-
ately thereafter pro rata to shareholders of that Fund of record via automatic
investment in additional full and fractional shares of that Fund in each
shareholder's account. As such additional shares are entitled to dividends on
following days, a compounding growth of income occurs.
Net income consists of all accrued interest income on Fund assets less the
Fund's expenses applicable to that dividend period. Realized gains and losses
are reflected in its net asset value and are not included in net income.
Distributions to you out of tax-exempt interest income earned by each Port-
folio of Alliance Municipal Trust are not subject to Federal income tax (other
than the AMT), but, in the case of AMT-General may be subject to state or lo-
cal income taxes. Any exempt-interest dividends derived from interest on mu-
nicipal securities subject to the AMT will be a specific preference item for
purposes of the Federal individual and corporate AMT. Distributions to resi-
dents of California out of income earned by AMT-California from California mu-
nicipal securities are exempt from California personal income taxes. Distribu-
tions out of taxable interest income, other investment income, and short-term
capital gains are taxable to you as ordinary income and distributions of long-
term capital gains, if any, are taxable as long-term capital gains irrespec-
tive of the length of time you may have held your shares. Distributions of
short and long-term capital gains, if any, are normally made near year-end.
Each year shortly after December 31, the Funds will send you tax information
stating the amount and type of all its distributions for the year just ended.
THE ADVISER. Each Fund retains Alliance Capital Management L. P., 1345 Ave-
nue of the Americas, New York, NY 10105 under separate Advisory Agreements to
provide investment advice and, in general, to supervise its management and in-
vestment program, subject to the general control of the Trustees of each Fund.
For the fiscal year ended June 30, 1996, ACR, AGR, ATR, AMT-General and AMT-
California each paid the Adviser an advisory fee at an annual rate of .47,
.48, .50, .50 and .50 of 1%, respectively, of the average daily value of the
respective Portfolio's net assets.
Under a Distribution Services Agreement (the "Agreement"), each Fund pays
the Adviser at a maximum annual rate of .25 of 1% of the Fund's aggregate av-
erage daily net assets. For the fiscal year ended June 30, 1996, ACR, AGR,
ATR, AMT-General and AMT-California each paid the Adviser a distribution serv-
ices fee at an annual rate of .25, .24, .01, .25 and .24 of 1%, respectively,
of the average daily value of the net assets of each Portfolio. Substantially
all such monies (together with significant amounts from the Adviser's own re-
sources) are paid by the Adviser to broker-dealers and other financial inter-
mediaries for their distribution assistance and to banks and other depository
institutions for administrative and accounting services provided to the Funds,
with any remaining amounts being used to par-
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<PAGE>
tially defray other expenses incurred by the Adviser in distributing the
Funds' shares. The Funds believe that the administrative services provided by
depository institutions are permissible activities under present banking laws
and regulations and will take appropriate actions (which should not adversely
affect the Funds or their shareholders) in the future to maintain such legal
conformity should any changes in, or interpretations of, such laws or regula-
tions occur.
The Adviser will reimburse each Fund to the extent that aggregate operating
expenses of that Fund (including the Adviser's fee and expenses incurred under
the Agreement) exceed 1% of its average daily net assets for any fiscal year.
MINIMUMS. Each Fund has minimums of $1,000 for initial investments and $500
for average balances.
CUSTODIAN, TRANSFER AGENT AND DISTRIBUTOR. State Street Bank and Trust Com-
pany, P.O. Box 1912, Boston, MA 02105, is the Funds' Custodian. Alliance Fund
Services, Inc., P.O. Box 1520, Secaucus, NJ 07096-1520 and Alliance Fund Dis-
tributors, Inc., 1345 Avenue of the Americas, New York, NY 10105, are the
Funds' Transfer Agent and Distributor, respectively.
FUND ORGANIZATION. AGR and ATR are series of Alliance Government Reserves
which is a diversified open-end management investment company registered under
the 1940 Act. The Fund was reorganized as a Massachusetts business trust in
October 1984, having previously been a Maryland corporation since its forma-
tion in December 1978. ACR and Alliance Money Reserves (not offered by this
prospectus) are series of Alliance Capital Reserves, a diversified open-end
management investment company registered under the 1940 Act. The Fund was re-
organized as a Massachusetts business trust in October 1984, having previously
been a Maryland corporation since its formation in April 1978. AMT-General is
a diversified, and AMT-California is a non-diversified series of Alliance Mu-
nicipal Trust, which is also an open-end management investment company regis-
tered under the 1940 Act consisting of such series and five other series not
offered by this prospectus. The Fund was reorganized as a Massachusetts busi-
ness trust in April 1985, having previously been a Maryland corporation since
its formation in January 1983. Each Fund's activities are supervised by its
Trustees. Normally, shares of each series of Alliance Municipal Trust,
Alliance Government Reserves and Alliance Capital Reserves are entitled to one
vote per share, and vote as a single series, on matters that affect each se-
ries in substantially the same manner. Massachusetts law does not require an-
nual meetings of shareholders and it is anticipated that shareholder meetings
will be held only when required by Federal law. Shareholders have available
certain procedures for the removal of Trustees.
REPORTS. You receive semi-annual and annual reports for your Fund as well as
a monthly summary of your account.
Since this prospectus sets forth information about all the Funds, it is the-
oretically possible that a Fund might be liable for any materially inaccurate
or incomplete disclosure in this prospectus concerning another Fund. Based on
the advice of counsel, however, the Funds believe that the potential liability
of each Fund with respect to the disclosure in this prospectus extends only to
the disclosure relating to that Fund.
12
