ALLIANCE MUNICIPAL TRUST
497, 1998-01-15
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<PAGE>
 
This is filed pursuant to Rule 497(e).
File Nos.: 2-79807 and 811-03586.
<PAGE>
 
- --------------------------------------------------------------------------------
                                     YIELDS
  For current recorded yield information on the Funds, call toll-free (800) 221-
 9513.
- --------------------------------------------------------------------------------
 
  The Funds are open-end management investment companies with investment
 objectives of safety, 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 of
 such state to the extent consistent with the first two objectives.) Alliance
 Capital Reserves, Alliance Government Reserves, Alliance Treasury Reserves and
 the General Portfolio of Alliance Municipal Trust are diversified. The
 California Portfolio of Alliance Municipal Trust is non-diversified, and is
 offered only to residents of California. This prospectus sets forth the
 information about each Fund that a prospective investor should know before
 investing. Please retain it for future reference.
 
  AN INVESTMENT IN A FUND IS (I) NEITHER INSURED NOR GUARANTEED BY THE U.S.
 GOVERNMENT; (II) NOT A DEPOSIT OR OBLIGATION OF, OR GUARANTEED OR ENDORSED
 BY, ANY BANK; AND (III) NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE
 CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY. THERE CAN BE NO
 ASSURANCE THAT A FUND WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF
 $1.00 PER SHARE. THE CALIFORNIA PORTFOLIO OF ALLIANCE MUNICIPAL TRUST MAY
 INVEST A SIGNIFICANT PORTION OF ITS ASSETS IN THE SECURITIES OF A SINGLE
 ISSUER. ACCORDINGLY, AN INVESTMENT IN SUCH PORTFOLIO MAY BE RISKIER THAN AN
 INVESTMENT IN OTHER TYPES OF MONEY MARKET FUNDS.
 
  A "Statement of Additional Information" for each Fund dated October 31, 1997,
 which provides 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 contacting 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 COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
 ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
 IS A CRIMINAL OFFENSE.
 
 CONTENTS
 -------
<TABLE>
  <S>                                                                        <C>
  Expense Information.......................................................   2
  Financial Highlights......................................................   3
  Investment Objectives and Policies........................................   6
  Purchase and Redemption of Shares.........................................  10
  Additional Information....................................................  11
</TABLE>
ALCMS 1997

               Miller & Schroeder
                Financial, Inc.


              Cash Management, Inc.
                    Service


        . Alliance Capital Reserves

        . Alliance Government Reserves
  
        . Alliance Treasury Reserves

        . Alliance Municipal Trust 
          - General Portfolio

        . Alliance Municipal Trust
          - California Portfolio


                Prospectus
             October 31, 1997


          [LOGO OF MILLER & SCHROEDER FINANCIAL, INC. APPEARS HERE]

Miller & Schroeder Financial, Inc.
220 South Sixth Street
Minneapolis, Minnesota 55402
(612) 376-1500 . (800) 328-6122
<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%  .47%  .50%   .50%    .50%
   12b-1 Fees..................................   .25   .25   .25    .25     .25
   Other Expenses..............................   .29   .28   .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 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  ----------------------------------------------------------------------------------------
                             1997     1996     1995     1994     1993     1992     1991     1990     1989     1988
                            -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
 <S>                        <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
 Net asset value,
  beginning of year.......  $  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....    .0452    .0471    .0447    .0255    .0266    .0438    .0662    .0782    .0788    .0625
 Net realized gain on
  investments.............      -0-      -0-      -0-      -0-    .0003    .0013      -0-      -0-      -0-      -0-
                            -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
 Net increase in net
  assets from operations..    .0452    .0471    .0447    .0255    .0269    .0451    .0662    .0782    .0788    .0625
                            -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
 LESS: DIVIDENDS AND
  DISTRIBUTIONS
 Dividends from net
  investment income.......   (.0452)  (.0471)  (.0447)  (.0255)  (.0266)  (.0438)  (.0662)  (.0782)  (.0788)  (.0625)
 Distributions from net
  realized gains..........      -0-      -0-      -0-      -0-   (.0003)  (.0013)     -0-      -0-      -0-      -0-
                            -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
 Total dividends and
  distributions...........   (.0452)  (.0471)  (.0447)  (.0255)  (.0269)  (.0451)  (.0662)  (.0782)  (.0788)  (.0625)
                            -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
 Net asset value, end of
  year....................  $  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)......     4.63%    4.82%    4.57%    2.58%    2.73%    4.61%    6.84%    8.14%    8.20%    6.45%
 RATIOS/SUPPLEMENTAL DATA
 Net assets, end of year
  (in millions)...........  $ 5,733  $ 4,804  $ 3,024  $ 2,417  $ 2,112  $ 1,947  $ 1,937  $ 1,891  $ 1,536  $ 1,392
 Ratio to average net
  assets of:
  Expenses, net of waivers
   and reimbursements.....     1.00%    1.00%    1.00%    1.00%    1.00%    1.00%     .97%     .88%     .95%     .95%
  Expenses, before waivers
   and reimbursements.....     1.00%    1.00%    1.03%    1.03%    1.00%    1.00%     .97%     .98%    1.05%    1.05%
  Net investment
   income(b)..............     4.53%    4.69%    4.51%    2.57%    2.65%    4.37%    6.62%    7.82%    7.87%    6.26%
</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                  -------------------------------------------------------------------------------------
                           1997    1996    1995     1994     1993     1992     1991     1990     1989     1988
                          ------  ------  -------  -------  -------  -------  -------  -------  -------  ------
<S>                       <C>     <C>     <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>     
Net asset value, begin-
 ning of year...........  $ 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...   .0443   .0461    .0439    .0244    .0256    .0421    .0640    .0765    .0774   .0612
Net realized gain on in-
 vestments..............     -0-     -0-      -0-      -0-    .0001      -0-      -0-    .0001      -0-     -0-
                          ------  ------  -------  -------  -------  -------  -------  -------  -------  ------
Net increase in net
 assets from operations.   .0443   .0461    .0439    .0244    .0257    .0421    .0640    .0766    .0774   .0612
                          ------  ------  -------  -------  -------  -------  -------  -------  -------  ------
LESS: DIVIDENDS AND DIS-
 TRIBUTIONS
Dividends from net in-
 vestment income........  (.0443) (.0461)  (.0439)  (.0244)  (.0256)  (.0421)  (.0640)  (.0765)  (.0774) (.0612)
Distributions from net
 realized gains.........     -0-     -0-      -0-      -0-   (.0001)     -0-      -0-   (.0001)     -0-     -0-
                          ------  ------  -------  -------  -------  -------  -------  -------  -------  ------
Total dividends and dis-
 tributions.............  (.0443) (.0461)  (.0439)  (.0244)  (.0257)  (.0421)  (.0640)  (.0766)  (.0774) (.0612)
                          ------  ------  -------  -------  -------  -------  -------  -------  -------  ------
Net asset value, end of
 year...................   $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).....    4.53%   4.72%    4.48%    2.48%    2.60%    4.30%    6.61%    7.96%    8.04%   6.31%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
 (in millions)..........  $3,762  $3,205   $2,514   $2,061   $1,783   $1,572   $1,070     $584     $522    $315
Ratio to average net as-
 sets of:
Expenses, net of waivers
 and reimbursements.....    1.00%   1.00%    1.00%    1.00%    1.00%     .95%     .89%     .88%     .88%    .80%
Expenses, before waivers
 and reimbursements.....    1.00%   1.01%    1.05%    1.04%    1.02%     .97%     .93%     .98%     .98%    .90%
Net investment
 income(b)..............    4.44%   4.60%    4.42%    2.46%    2.55%    4.17%    6.28%    7.65%    7.86%   6.13%
</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)
                           YEAR ENDED    YEAR ENDED    YEAR ENDED         THROUGH
ALLIANCE TREASURY         JUNE 30, 1997 JUNE 30, 1996 JUNE 30, 1995    JUNE 30, 1994
RESERVES                  ------------- ------------- ------------- --------------------
<S>                       <C>           <C>           <C>           <C>
Net asset value, begin-
 ning of period.........    $   1.00      $   1.00      $   1.00          $  1.00
                            --------      --------      --------          -------
INCOME FROM INVESTMENT
 OPERATIONS
Net investment income...       .0443         .0466         .0460            .0260
                            --------      --------      --------          -------
LESS: DIVIDENDS
Dividends from net in-
 vestment income........      (.0443)       (.0466)       (.0460)          (.0260)
                            --------      --------      --------          -------
Net asset value, end of
 period.................    $   1.00      $   1.00      $   1.00          $  1.00
                            ========      ========      ========          =======
TOTAL RETURNS
Total investment return
 based on: net asset
 value (b)..............        4.53%         4.77%         4.71%            3.18%(c)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year
 (in thousands).........    $704,084      $700,558      $493,702          $80,720
Ratio to average net as-
 sets of:
 Expenses, net of waiv-
  ers and reimburse-
  ments.................         .85%          .81%          .69%             .28%(c)
 Expenses, before waiv-
  ers and reimburse-
  ments.................        1.00%         1.05%         1.05%            1.28%(c)
 Net investment income
  (d)...................        4.43%         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      --------------
                           1997    1996    1995       1994    1993    1992    1991    1990   JUNE 30, 1989   1988    1987
                          ------  ------  ------     ------  ------  ------  ------  ------  -------------  ------  ------
<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..    .028    .029    .028       .018    .020    .034    .046    .055       .030        .047    .041
 Net realized and
  unrealized loss on
  investments...........     -0-     -0-   (.003)       -0-     -0-     -0-     -0-     -0-        -0-         -0-     -0-
                          ------  ------  ------     ------  ------  ------  ------  ------     ------      ------  ------
 Net increase in net
  asset value from
  operations............    .028    .029    .025       .018    .020    .034    .046    .055       .030        .047    .041
                          ------  ------  ------     ------  ------  ------  ------  ------     ------      ------  ------
ADD: CAPITAL
 CONTRIBUTIONS
 Capital Contributed by
  the Adviser...........     -0-     -0-    .003        -0-     -0-     -0-     -0-     -0-        -0-         -0-     -0-
                          ------  ------  ------     ------  ------  ------  ------  ------     ------      ------  ------
LESS: DIVIDENDS
 Dividends from net
  investment income.....   (.028)  (.029)  (.028)     (.018)  (.020)  (.034)  (.046)  (.055)     (.030)      (.047)  (.041)
                          ------  ------  ------     ------  ------  ------  ------  ------     ------      ------  ------
 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)..............    2.81%   2.93%   2.83%(c)   1.81%   2.05%   3.48%   4.71%   5.65%      6.13%(b)    4.81%   4.18%
RATIOS/SUPPLEMENTAL DATA
 Net assets, end of
  period (in millions)..    $980  $1,148  $1,189     $1,134  $1,016    $914    $883    $798       $695        $633    $690
 Ratio to average net
  assets of:
 Expenses, net of
  waivers and
  reimbursements........     .94%    .95%    .94%       .92%    .92%    .92%    .89%    .83%       .84%(b)     .83%    .80%
 Expenses, before
  waivers and
  reimbursements........     .94%    .95%    .95%       .94%    .94%    .95%    .95%    .93%       .94%(b)     .93%    .90%
 Net investment
  income(d).............    2.76%   2.90%   2.78%      1.80%   2.02%   3.40%   4.57%   5.50%      5.96%(b)    4.69%   4.08%
</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 had 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
                       1997      1996      1995      1994      1993      1992      1991      1990    JUNE 30, 1989 DECEMBER 31, 1988
                     --------  --------  --------  --------  --------  --------  --------  --------  ------------- -----------------
<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.........        .027      .029      .027      .018      .020      .032      .043      .050        .029             .030
                     --------  --------  --------  --------  --------  --------  --------  --------    --------         --------
LESS: DIVIDENDS
 Dividends from
  net investment
  income.........       (.027)    (.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           $ 1.00
                     ========  ========  ========  ========  ========  ========  ========  ========    ========         ========
TOTAL RETURNS
 Total investment
  return based on
  net asset
  value(b).......        2.76%     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).......    $357,148  $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%      .93%      .95%     1.00%      .99%        .92%(c)          .89%(c)
 Expenses, before
  waivers and
  reimbursements..        .96%      .94%     1.01%     1.02%     1.02%     1.05%     1.10%     1.09%       1.02%(c)         1.10%(c)
 Net investment
  income(d)......        2.73%     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, 1997 amounted to an annualized yield
of 4.72%, equivalent to an effective yield of 4.83%. For AGR dividends for the
seven days ended June 30, 1997 amounted to an annualized yield of 4.62%,
equivalent to an effective yield of 4.73%. For ATR dividends for the seven
days ended June 30, 1997, after expense reimbursement, amounted to an
annualized yield of 4.60%, equivalent to an effective yield of 4.69%. Absent
such reimbursement, the annualized yield for such period would have been
4.45%, equivalent to an effective yield of 4.54%. Dividends for the General
Portfolio for the seven days ended June 30, 1997, amounted to an annualized
yield of 3.20%, equivalent to an effective yield of 3.25%. Dividends for the
California Portfolio for the seven days ended June 30, 1997, after expense re-
imbursement, amounted to an annualized yield of 3.08%, equivalent to an effec-
tive yield of 3.13%. Absent expense reimbursement, the annualized yield for
this period would have been 3.05%, equivalent to an effective yield of 3.10%.
 
                                       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 pol-
icies described below may not be changed without shareholder approval, each
Fund may, upon notice to shareholders, but without such approval, change non-
fundamental investment policies or create additional classes of shares in or-
der 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 under the Investment Company Act of
1940 (the "1940 Act"), as amended from time to time, including the diversifi-
cation, quality and maturity limitations imposed by the Rule. The average ma-
turity of each Fund's portfolio cannot exceed 90 days. A more detailed de-
scription of Rule 2a-7 is set forth in each Fund's Statement of Additional In-
formation. To the extent that each Fund's limitations are more permissive than
Rule 2a-7, each Fund will comply with the more restrictive provisions of the
Rule.
 
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 ACR may invest; (3) commercial paper, including variable amount mas-
ter demand notes, 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 Serv-
ice, Inc. ("Moody's") or, if not rated, issued by companies having outstanding
debt securities rated AAA or AA by Standard & 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 Cus-
todian, and would create a loss to ACR 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 de-
posits 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. The money market secu-
rities in which ACR invests may have variable or floating rates of interest
("variable rate obligations") as permitted by Rule 2a-7 under the 1940 Act.
Variable rate obligations have interest rates which are adjusted either at
predesignated periodic intervals or whenever there is a change in the market
rate to which the interest rate of the variable rate obligation is tied. Some
variable rate obligations allow the holder to demand payment of principal at
anytime, or at specified intervals. ACR follows Rule 2a-7 with respect to the
diversification, quality, and maturity of variable rate obligations.
 
  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
 
                                       6
<PAGE>
 
securities subject to contractual or legal restrictions on resale, such as
those arising from an issuer's reliance upon certain exemptions from registra-
tion under the Securities Act.
 
  ACR may also invest up to 10% of the value of its net assets in securities
as to which a liquid trading market does not exist, provided such investments
are consistent with ACR's investment objectives. Such securities may include
securities that are not readily marketable, such as certain securities that
are subject to legal or contractual restrictions on resale (other than those
restricted securities determined to be liquid as described above) and repur-
chase agreements not terminable within seven days. As to these securities, ACR
is subject to a risk that should ACR desire to sell them when a ready buyer is
not available at a price ACR deems representative of their value, the value of
ACR's net assets could be adversely affected.
 
  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 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 assets in the securities of issuers con-
ducting their principal business activities in any one industry although there
is no such limitation with respect to U.S. Government securities or certifi-
cates 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 respect to 25% of its total assets it may
invest without regard to such limitation; (3) invest more than 5% of its as-
sets in the securities of any issuer (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. Govern-
ment); (4) borrow money except from banks on a temporary basis or via entering
into reverse repurchase agreements in aggregate amounts not exceeding 15% of
its assets and to facilitate the orderly maturation and sale of portfolio se-
curities during any periods of abnormally heavy redemption requests; (5) mort-
gage, pledge or hypothecate its assets except to secure such borrowings; or
(6) enter into repurchase agreements, if as a result thereof, more than 10% of
ACR's assets would be subject to repurchase agreements not terminable within
seven days.
 
  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 AGR 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 securi-
ties, whose value may fluctuate prior to their settlement, thereby creating an
unrealized gain or loss to AGR. The money market securities in which AGR may
invest may have variable or floating rates of interest ("variable rate obliga-
tions") as permitted by Rule 2a-7 under the 1940 Act. Variable rate obliga-
tions have interest rates which are adjusted either at predesignated periodic
intervals or whenever there is a change in the market rate to which the
 
                                       7
<PAGE>
 
interest rate of the variable rate obligation is tied. Some variable rate ob-
ligations allow the holder to demand payment of principal at any time, or at
specified intervals. AGR follows Rule 2a-7 with respect to the
diversification, quality and maturity of variable rate obligations.
 
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 aggregate amounts not exceeding 10% of
its assets and to be used exclusively to facilitate 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 AGR will not purchase any investment while any such borrowings
exist; (2) pledge, hypothecate or in any manner transfer, as security for in-
debtedness, its assets except to secure such borrowings; or (3) enter into re-
purchase agreements if, as a result thereof, more than 10% of its assets would
be subject to repurchase agreements not terminable within seven days.
 
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 their settlement, thereby creating an unrealized gain or loss
to ATR. The money market securities in which ATR may invest may have variable
or floating rates of interest ("variable rate obligations") as permitted by
Rule 2a-7 under 1940 Act. Variable rate obligations have interest rates which
are adjusted either at predesignated periodic intervals or whenever there is a
change in the market rate to which the interest rate of the variable rate ob-
ligation is tied. Some variable rate obligations allow the holder to demand
payment of principal at any time, or at specified intervals. ATR follows Rule
2a-7 with respect to the diversification, quality and maturity of variable
rate obligations.
 
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 aggregate amounts not exceeding 10% of
its assets and to be used exclusively to facilitate 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 ATR will not purchase any investment while any such borrowings
exist; (2) pledge, hypothecate or in any manner transfer, as security for in-
debtedness, its assets except to secure such borrowings; or (3) enter into re-
purchase agreements, if as a result thereof, more than 10% of its assets would
be subject to repurchase agreements not terminable within seven days.
 
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 1996, 100% of the income of each Portfolio
was exempt from Federal income taxes).
 
                                       8
<PAGE>
 
  The General Portfolio seeks maximum current income that is exempt from Fed-
eral income taxes by investing principally in a diversified portfolio of high
quality municipal securities. Such income may be subject to state or local in-
come taxes.
 
  The California Portfolio seeks maximum current income that is exempt from
Federal and California state personal income taxes by investing, as a matter
of fundamental policy, not less than 65% of its total assets in a portfolio of
high quality municipal securities issued by the State of California or its po-
litical 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 the California Portfolio should consider
the greater risk of the concentration of such Portfolios versus the safety
that comes with less concentrated investments and should compare yields avail-
able on portfolios of the relevant state's issues with those of more diversi-
fied portfolios, including other states' issues, before making an investment
decision. The Adviser believes that by maintaining such Portfolio's invest-
ments in liquid, short-term, high quality investments, such Portfolio is
largely insulated from the credit risks that exist on long-term municipal se-
curities of the relevant state. See the Statement of Additional Information
for a more detailed discussion 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.
 
  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. Each Portfolio will comply with Rule 2a-7 with respect to its invest-
ments in variable rate obligations supported by letters of credit.
 
  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.
 
                                       9
<PAGE>
 
  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 Investment Policies. No Portfolio of the Fund will invest more than
10% of its net assets in illiquid securities. As to these securities, a Port-
folio is subject to a risk that should the Portfolio desire to sell them when
a ready buyer is not available at a price the Portfolio deems representative
of their value, the value of the Portfolio's net assets could be adversely af-
fected. Illiquid securities may include securities that are not readily mar-
ketable.
 
  The following investment policies are fundamental policies with respect to
each applicable Portfolio. To reduce investment risk, AMT-General may not in-
vest 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. Govern-
ment, although (i) with respect to 25% of its total assets the General Portfo-
lio may invest up to 10% per issuer, and (ii) the California Portfolio may in-
vest 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.

- --------------------------------------------------------------------------------
                       PURCHASE AND REDEMPTION OF SHARES
- --------------------------------------------------------------------------------

  For more information on the purchase and redemption of each Fund's shares,
see such Fund's Statement of Additional Information.
 
  The Funds offer a variety of shareholder services. For more information
about these services, please call your Investment Executive.
 
PURCHASE OF SHARES
 
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 credit balances in your Miller & Schroeder brokerage account, will be
swept into your money market fund daily.
 
 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
 
                                      10
<PAGE>
 
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. 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. 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 whether the redemption order is re-
ceived before or after 12:00 Noon. However, if you wish to have Federal funds
wired the same day as your telephone redemption request, make sure that your
request will be received by the Fund prior to 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. The Funds will employ reasonable procedures in order to verify that
telephone requests are genuine and could be liable for losses arising
 
                                      11
<PAGE>
 
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.
 
  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 share-
holder's account. As such additional shares are entitled to dividends on fol-
lowing 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 Portfo-
lio of Alliance Municipal Trust are not subject to Federal income tax (other
than the AMT), but, in the case of the General Portfolio, may be subject to
state or local income taxes. Any exempt-interest dividends derived from inter-
est on municipal securities subject to the AMT will be a specific preference
item for purposes of the Federal individual and corporate AMT. Distributions to
residents of California out of income earned by the California Portfolio from
California municipal securities are exempt from California personal income tax-
es. Distributions out of taxable interest income, other investment income, and
short-term capital gains are taxable to you as ordinary income and distribu-
tions of long-term capital gains, if any, are taxable as long-term capital
gains irrespective of the length of time you may have held your shares. Distri-
butions 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 in-
formation 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 Avenue
of the Americas, New York, NY 10105 under separate Advisory Agreements to pro-
vide investment advice and, in general, to supervise its management and invest-
ment program, subject to the general control of the Trustees of each Fund. For
the fiscal year ended June 30, 1997, ACR, AGR, ATR, AMT- General and AMT-CA
each paid the Adviser an advisory fee at an annual rate of .47, .48, .49, .50
and .50 of 1%, respectively, of the average daily value of the respective Port-
folio's net assets.
 
 The Adviser is a leading international investment manager, supervising client
accounts with assets as of September 30, 1997 totaling more than $217 billion
(of which more than $81 billion represented the assets of investment compa-
nies). The Adviser's clients are primarily major corporate employee benefit
plans, public employee retirement plans, insurance companies, banks, founda-
tions and endowment funds. The 54 registered investment companies managed by
the Adviser comprising 116 separate investment portfolios currently have over
two million shareholders. As of September 30, 1997, the Adviser was retained as
an investment manager of employee benefit fund assets for 28 of the Fortune 100
companies.
 
 Alliance Capital Management Corporation, the sole general partner of, and the
owner of a 1% general partnership interest in, the Adviser, is an indirect
wholly-owned subsidiary of The Equitable Life Assurance Society of the United
States, one of the largest life insurance companies in the United States, which
is a wholly-owned subsidiary of The Equitable Companies Incorporated, a holding
company controlled by AXA, a French insurance holding company. Certain informa-
tion concerning the ownership and control of Equitable by AXA is set forth in
each Fund's Statement of Additional Information under "Management of the Fund."
 
  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 average
daily net assets. For the period ended June 30, 1997, ACR, AGR, ATR, AMT-Gen-
eral and AMT-CA each paid the Adviser a distribution services fee at an annual
rate of .25, .25, .11, .25 and .22 of 1%, respectively, of the average daily
value of the net assets of each
 
                                       12
<PAGE>
 
Portfolio. Substantially all such monies (together with significant amounts
from the Adviser's own resources) are paid by the Adviser to broker-dealers
and other financial intermediaries 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-
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. The transfer agent
charges a fee for its services.
 
  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-CA is a non-diversified series of Alliance Municipal
Trust, which is also an open-end management investment company registered un-
der the 1940 Act consisting of such series and six other series not offered by
this prospectus. The Fund was reorganized as a Massachusetts business 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. Nor-
mally, 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 series in substantially
the same manner. Massachusetts law does not require annual meetings of share-
holders 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.
 
                                      13


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