AMERICAN CENTURY CALIFORNIA TAX FREE & MUNICIPAL FUNDS
485BPOS, 1997-12-15
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                X
                                                                     -----

         File No. 2-82734:

         Pre-Effective Amendment No.____

         Post-Effective Amendment No._25_                              X
                                                                     -----
                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940        X
                                                                     -----

         File No. 811-3706:

         Amendment No._29_


         AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
         (Exact Name of Registrant as Specified in Charter)

         4500 Main Street, Kansas City, MO  64141-6200
         (Address of Principal Executive Offices)

         Registrant's Telephone Number, including Area Code:  (816)531-5575

         Douglas A. Paul
         Secretary, Vice President
         and General Counsel
         1665 Charleston Road, Mountain View, CA  94043
         (Name and Address of Agent for Service)

Approximate Date of Proposed Public Offering: Immediately, upon effectiveness 
(first offered 8/1/84)

It is proposed that this filing become effective:

     _____ immediately upon filing pursuant to paragraph (b) of Rule 485 
     __X__ on December 15, 1997 pursuant to paragraph (b) of Rule 485 
     _____ 60 days after filing pursuant to paragraph (a) of Rule 485 
     _____ on (date) pursuant to paragraph (a)(1) of Rule 485 
     _____ 75 days after filing pursuant to paragraph (a) (2) of Rule 485 
     _____ on (date) pursuant to paragraph (a)(2) of Rule 485

- --------------------------------------------------------------------------------
Registrant has elected to register an indefinite  number of shares of beneficial
interest  under the  Securities  Act of 1933  pursuant  to Rule 24f-2  under the
Investment Company Act of 1940. On October 22, 1997, the Registrant filed a Rule
24f-2  Notice on Form 24f-2 with  respect  to its fiscal  year ended  August 31,
1997.
<PAGE>
            AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
                    1933 Act Post-Effective Amendment No. 25
                            1940 Act Amendment No. 29

                                    FORM N-1A
                              CROSS-REFERENCE SHEET


PART A:  PROSPECTUS

ITEM      PROSPECTUS CAPTION

1         Cover Page; Investment Objectives of the Funds

2         Transaction and Operating Expense Table

3         Financial Highlights, Performance Advertising

4         Management;  Further  Information About American  Century,  Investment
          Policies  of the  Funds,  Investment  Objectives  of the  Funds,  Risk
          Factors and Investment Techniques,  Other Investment Practices,  Their
          Characteristics and Risks

5         Management, Transfer and Administrative Services, Financial Highlights

5A        Not Applicable

6         Further  Information  About  American  Century,  How to Redeem Shares,
          Cover Page, Distributions, Taxes

7         Cover Page, How to Open an Account, Distribution of Fund Shares, Share
          Price, Transfer and Administrative  Services, How to Exchange from One
          Account to Another

8         How to Redeem Shares, Transfer and Administrative Services

9         Not Applicable



PART B:  STATEMENT OF ADDITIONAL INFORMATION

ITEM      STATEMENT OF ADDITIONAL INFORMATION CAPTION

10        Cover Page

11        Table of Contents

12        About the Trust

13        Investment Policies and Techniques, Investment Restrictions, Portfolio
          Transactions

14        Trustee and Officers

15        Additional Purchase and Redemption Information, Trustees and Officers

16        Management, Transfer and Administrative Services, About the Trust

17        Portfolio Transactions

18        About the Trust

19        Additional Purchase and Redemption Information, Valuation of Portfolio
          Securities

20        Taxes

21        Distribution  of  Fund  Shares,  Additional  Purchase  and  Redemption
          Information

22        Performance

23        Cover Page
<PAGE>
                                  PROSPECTUS

                            [american century logo]
                                    American
                                Century(reg.sm)

                               DECEMBER 15, 1997


                                    BENHAM
                                 GROUP(reg.tm)

                       California Tax-Free Money Market

                       California Municipal Money Market

                       California Limited-Term Tax-Free

                     California Intermediate-Term Tax-Free

                         California Long-Term Tax-Free

                        California High-Yield Municipal

                          California Insured Tax-Free

INVESTOR CLASS


                         AMERICAN CENTURY INVESTMENTS
                                FAMILY OF FUNDS

    American  Century  Investments  offers you nearly 70 fund  choices  covering
stocks, bonds, money markets,  specialty investments and blended portfolios.  To
help you find the funds that may meet your investment  needs,  American  Century
funds  have  been  divided  into  three  groups  based on  investment  style and
objectives. These groups, which appear below, are designed to help simplify your
fund decisions.

                         AMERICAN CENTURY INVESTMENTS
- -------------------------------------------------------------------------------
           Benham                 American Century           Twentieth Century
            Group                       Group                      Group
- -------------------------------------------------------------------------------
     MONEY MARKET FUNDS          ASSET ALLOCATION &           GROWTH FUNDS
   GOVERNMENT BOND FUNDS           BALANCED FUNDS          INTERNATIONAL FUNDS
   DIVERSIFIED BOND FUNDS    CONSERVATIVE EQUITY FUNDS
    MUNICIPAL BOND FUNDS          SPECIALTY FUNDS
- -------------------------------------------------------------------------------

    California Tax-Free
     Money Market Fund*

    California Municipal
     Money Market Fund*

  California Limited-Term
      Tax-Free Fund*

California Intermediate-Term
      Tax-Free Fund*

    California Long-Term
      Tax-Free Fund*

   California High-Yield
      Municipal Fund*

    California Insured
       Tax-Free Fund



                                   PROSPECTUS
                               DECEMBER 15, 1997

     California Tax-Free Money Market * California Municipal Money Market *
   California Limited-Term Tax-Free * California Intermediate-Term Tax-Free *
        California Long-Term Tax-Free * California High-Yield Municipal *
                           California Insured Tax-Free

                                INVESTOR CLASS

           AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS

    American  Century  California  Tax-Free  and  Municipal  Funds are a part of
American Century Investments,  a family of funds that includes nearly 70 no-load
mutual funds covering a variety of investment opportunities.  Seven of the funds
from our Benham Group,  which seek to obtain interest income that is exempt from
federal and California  income taxes,  are described in this  Prospectus.  Their
investment  objectives are listed on page 2 of this Prospectus.  The other funds
are described in separate prospectuses.

    Through its Investor Class of shares,  American  Century offers  investors a
full  line  of  no-load  funds,  investments  that  have  no  sales  charges  or
commissions.

    This Prospectus  gives you information  about the Funds that you should know
before investing. Please read this Prospectus carefully and retain it for future
reference.  Additional  information  is included in the  Statement of Additional
Information  dated December 15, 1997, and filed with the Securities and Exchange
Commission  (SEC).  It is  incorporated  into this  Prospectus by reference.  To
obtain a copy without charge, call or write:


                          AMERICAN CENTURY INVESTMENTS
                       4500 Main Street * P.O. Box 419200
                Kansas City, Missouri 64141-6200 * 1-800-345-2021
                        International calls: 816-531-5575
                     Telecommunications Device for the Deaf:
                   1-800-634-4113 * In Missouri: 816-444-3485
                        Internet: www.americancentury.com


    Additional  information,  including  this  Prospectus  and the  Statement of
Additional Information,  may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

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.


PROSPECTUS                                                                1


                      INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY - BENHAM CALIFORNIA TAX-FREE MONEY MARKET FUND

AMERICAN CENTURY - BENHAM CALIFORNIA MUNICIPAL MONEY MARKET FUND

California Tax-Free Money Market and California Municipal Money Market are money
market funds which seek to obtain as high a level of interest income exempt from
federal and  California  income taxes as is consistent  with prudent  investment
management and conservation of shareholders'  capital. THERE CAN BE NO ASSURANCE
THAT THE FUNDS WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE PER SHARE.

AMERICAN CENTURY - BENHAM CALIFORNIA LIMITED-TERM TAX-FREE FUND

AMERICAN CENTURY - BENHAM CALIFORNIA INTERMEDIATE-TERM TAX-FREE FUND

AMERICAN CENTURY - BENHAM CALIFORNIA LONG-TERM TAX-FREE FUND

California  Limited-Term  Tax-Free,  California  Intermediate-Term  Tax-Free and
California Long- Term Tax-Free seek to obtain as high a level of interest income
exempt from federal and  California  income taxes as is consistent  with prudent
investment management and conservation of shareholders' capital.

AMERICAN CENTURY - BENHAM CALIFORNIA HIGH-YIELD MUNICIPAL FUND

California  High-Yield  Municipal  seeks to  provide  as high a level of current
income exempt from federal and California income taxes as is consistent with its
investment  policies,   which  permit  investment  in  lower-rated  and  unrated
municipal securities.

AMERICAN CENTURY - BENHAM CALIFORNIA INSURED TAX-FREE FUND

California  Insured  Tax-Free seeks to provide as high a level of current income
exempt from federal and California  income taxes as is consistent with safety of
principal through investment in insured California municipal securities.


       AN INVESTMENT IN THE FUNDS IS NEITHER INSURED NOR GUARANTEED
                         BY THE U.S. GOVERNMENT.

  For  ease of  reference,  the  Funds  sometimes  will be  referred  to in this
Prospectus by their investment category or fund type.  California Tax-Free Money
Market and  California  Municipal  Money  Market are  referred  to as the "Money
Market  Funds."  The  other  five  funds  are  sometimes   referred  to  as  the
"Variable-Price Funds."

  EACH OF THE FUNDS CONCENTRATES ITS INVESTMENTS  GEOGRAPHICALLY BY INVESTING IN
SECURITIES ISSUED BY AGENCIES, INSTRUMENTALITIES AND MUNICIPALITIES OF THE STATE
OF  CALIFORNIA.  BECAUSE OF THIS  CONCENTRATION,  THE FUNDS MAY BE RISKIER  THAN
SIMILAR MUTUAL FUNDS WITH NO GEOGRAPHIC CONCENTRATION.

             There is no assurance that the Funds will achieve their
                        respective investment objectives.

NO  PERSON  IS  AUTHORIZED  BY THE  FUNDS  TO GIVE ANY  INFORMATION  OR MAKE ANY
REPRESENTATION OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS OR IN OTHER PRINTED
OR WRITTEN MATERIAL ISSUED BY OR ON BEHALF OF THE FUNDS, AND YOU SHOULD NOT RELY
ON ANY OTHER INFORMATION OR REPRESENTATION.


2      INVESTMENT OBJECTIVES                  AMERICAN CENTURY INVESTMENTS


                               TABLE OF CONTENTS

Investment Objective of the Funds .........................................    2
Transaction and Operating Expense Table ...................................    4
Financial Highlights ......................................................    5

INFORMATION REGARDING THE FUNDS
Investment Policies of the Funds ..........................................   12
  California Tax-Free Money Market, California
      Municipal Money Market, California Limited-Term
      Tax-Free, California Intermediate-Term Tax-Free,
      California Long-Term Tax-Free .......................................   12
  California High-Yield Municipal .........................................   12
  California Insured Tax-Free .............................................   12
Portfolio Investment Quality and Maturity
  Guidelines ..............................................................   13
  Money Market Funds ......................................................   13
  Variable-Price Funds ....................................................   13
Risk Factors and Investment Techniques ....................................   14
  Basic Fixed Income Investment Risks .....................................   14
      Interest Rate Risk ..................................................   15
      Credit Risk .........................................................   15
      Liquidity Risk ......................................................   15
      Concentration Risk ..................................................   15
      Call Risk ...........................................................   15
  California Obligations ..................................................   15
  Special Considerations Regarding
      California High-Yield Municipal .....................................   16
  California Insured Tax-Free: Insurance Feature ..........................   16
  Municipal Securities ....................................................   16
Tax-Exempt Securities .....................................................   18
Other Investment Practices, Their Characteristics
  and Risks ...............................................................   18
  Portfolio Turnover ......................................................   18
  When-Issued and Forward Commitment
      Agreements ..........................................................   18
  Interest Rate Futures Contracts and
      Options Thereon .....................................................   18
  Rule 144A Securities ....................................................   19
  Cash Management .........................................................   19
 Other Techniques .........................................................   19
Performance Advertising ...................................................   20

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS
American Century Investments ..............................................   21
Investing in American Century .............................................   21
How to Open an Account ....................................................   21
      By Mail .............................................................   21
      By Wire .............................................................   21
      By Exchange .........................................................   22
      In Person ...........................................................   22
  Subsequent Investments ..................................................   22
      By Mail .............................................................   22
      By Telephone ........................................................   22
      By Online Access ....................................................   22
      By Wire .............................................................   22
      In Person ...........................................................   22
  Automatic Investment Plan ...............................................   22
How to Exchange from One Account to Another ...............................   22
      By Mail .............................................................   23
      By Telephone ........................................................   23
      By Online Access ....................................................   23
How to Redeem Shares ......................................................   23
      By Mail .............................................................   23
      By Telephone ........................................................   23
      By Check-A-Month ....................................................   23
      Other Automatic Redemptions .........................................   23
Redemption Proceeds .......................................................   23
      By Check ............................................................   23
      By Wire and ACH .....................................................   23
Redemption of Shares in Low-Balance Accounts ..............................   24
Signature Guarantee .......................................................   24
Special Shareholder Services ..............................................   24
      Automated Information Line ..........................................   24
      Online Account Access ...............................................   24
      CheckWriting ........................................................   24
      Open Order Service ..................................................   25
      Tax-Qualified Retirement Plans ......................................   25
Important Policies Regarding Your Investments .............................   25
Reports to Shareholders ...................................................   26
Employer-Sponsored Retirement Plans and
  Institutional Accounts ..................................................   26

ADDITIONAL INFORMATION YOU SHOULD KNOW
Share Price ...............................................................   27
  When Share Price Is Determined ..........................................   27
  How Share Price Is Determined ...........................................   27
  Where to Find Information About Share Price .............................   28
Distributions .............................................................   28
Taxes .....................................................................   28
  Tax-Deferred Accounts ...................................................   28
  Taxable Accounts ........................................................   28
  Special Tax Information .................................................   29
  Municipal Securities ....................................................   29
  AMT Liability ...........................................................   30
  Exempt-Interest Dividends ...............................................   30
Management ................................................................   30
  Investment Management ...................................................   30
  Code of Ethics ..........................................................   32
  Transfer and Administrative Services ....................................   32
Distribution of Fund Shares ...............................................   32
Further Information About American Century ................................   32


PROSPECTUS                                        TABLE OF CONTENTS       3


<TABLE>
<CAPTION>
                     TRANSACTION AND OPERATING EXPENSE TABLE

                                                                      California
                                                                 Limited-Term Tax-Free,
                                                                California Intermediate-
                                          California Tax-Free         Term Tax-Free,
                                              Money Market,             California
                                          California Municipal      Long-Term Tax-Free,           California
                                              Money Market     California Insured Tax-Free   High-Yield Municipal

SHAREHOLDER TRANSACTION EXPENSES:
Maximum Sales Load Imposed
<S>                                          <C>                       <C>                         <C>  
on Purchases ..............................       none                    none                        none

Maximum Sales Load Imposed on
Reinvested Dividends ......................       none                    none                        none

Deferred Sales Load .......................       none                    none                        none

Redemption Fee(1) .........................       none                    none                        none

Exchange Fee ..............................       none                    none                        none

ANNUAL FUND OPERATING EXPENSES:
(as a percentage of net assets)

Management Fees(2) ........................       0.50%                  0.51%                       0.54%

12b-1 Fees ................................        none                   none                        none

Other Expenses(3) .........................       0.00%                  0.00%                       0.00%

Total Fund Operating Expenses .............       0.50%                  0.51%                       0.54%

EXAMPLE:

You would pay the following expenses    1 year      $ 5                    $ 5                         $ 6
on a $1,000 investment, assuming a     3 years       16                     16                          17
5% annual return and redemption at     5 years       28                     29                          30
the end of each time                  10 years       63                     64                          68

- ----------
(1)  Redemption proceeds sent by wire are subject to a $10 processing fee.

(2)  A portion of the management fee may be paid by American Century  Investment
     Management,  Inc. (the "Manager") to unaffiliated third parties who provide
     recordkeeping and administrative services that would otherwise be performed
     by  an  affiliate  of  the  Manager.   See   "Management   -  Transfer  and
     Administrative Services," page 32.

(3)  Other  Expenses,  which  includes  the fees and expenses  (including  legal
     counsel fees) of those Trustees who are not "interested persons" as defined
     in the Investment Company Act of 1940, are expected to be less than 0.01 of
     1% of average net assets for the current fiscal year.
</TABLE>

  The purpose of the above table is to help you understand the various costs and
expenses  that you,  as a  shareholder,  will bear  directly  or  indirectly  in
connection  with an  investment  in the class of shares of the American  Century
Funds  offered  by  this  Prospectus.   The  example  set  forth  above  assumes
reinvestment  of all  dividends and  distributions  and uses a 5% annual rate of
return as required by SEC regulations.

  NEITHER  THE 5%  RATE OF  RETURN  NOR  THE  EXPENSES  SHOWN  ABOVE  SHOULD  BE
CONSIDERED  INDICATIONS OF PAST OR FUTURE  RETURNS AND EXPENSES.  ACTUAL RETURNS
AND EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

  The shares  offered by this  Prospectus  are Investor Class shares and have no
up-front or deferred  sales  charges,  commissions,  or 12b-1 fees. The Investor
Class is currently the only class of shares offered by the Funds.


4   TRANSACTION AND OPERATING EXPENSE TABLE      AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                       CALIFORNIA TAX-FREE MONEY MARKET

  The Financial  Highlights for each of the periods  presented have been audited
by KPMG Peat Marwick LLP, independent auditors,  whose report thereon appears in
the Fund's annual report,  which is incorporated by reference into the Statement
of Additional  Information.  The annual report contains  additional  performance
information  and will be made  available  upon request and without  charge.  The
information  presented  is for a share  outstanding  throughout  the years ended
August 31.

                             1997     1996     1995      1994      1993      1992      1991      1990      1989      1988
- --------------------------------------------------------------------------------------------------------------------------------

PER-SHARE DATA

Net Asset Value,
<S>                          <C>      <C>      <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>  
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 ....  0.03     0.03     0.03      0.02      0.02      0.03      0.04      0.05      0.06      0.05
                           -------  -------  -------   -------   -------   -------   -------   -------   -------   -------

  Net Realized and
  Unrealized Losses on
  Investment Transactions ..    --       --       --        --        --        --        --        --        --    (0.01)
                           -------  -------  -------   -------   -------   -------   -------   -------   -------   -------

  Total From
  Investment Operations ....  0.03     0.03     0.03      0.02      0.02      0.03      0.04      0.05      0.06      0.04
                           -------  -------  -------   -------   -------   -------   -------   -------   -------   -------

Distributions

  From Net Investment
  Income ...................(0.03)   (0.03)   (0.03)    (0.02)    (0.02)    (0.03)    (0.04)    (0.05)    (0.06)    (0.04)
                           -------  -------  -------   -------   -------   -------   -------   -------   -------   -------

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 Return(1) ............ 3.17%    3.12%    3.31%     2.09%     2.13%     3.00%     4.23%     5.23%     5.70%     4.24%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to Average
Net Assets ................. 0.49%    0.49%    0.52%     0.50%     0.51%     0.54%     0.56%     0.56%     0.59%     0.63%

Ratio of Net Investment
Income to Average
Net Assets ................. 3.10%    3.12%    3.28%     2.07%     2.09%     2.98%     4.20%     5.10%     5.59%     4.10%

Net Assets, End
of Year (in thousands) ...$417,784 $425,846 $414,099  $371,074  $338,731  $321,307  $361,007  $463,130  $490,700  $328,532

- ----------
(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.
</TABLE>


PROSPECTUS                                     FINANCIAL HIGHLIGHTS       5

<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                       CALIFORNIA MUNICIPAL MONEY MARKET

  The Financial  Highlights for each of the periods  presented have been audited
by KPMG Peat Marwick LLP, independent auditors,  whose report thereon appears in
the Fund's annual report,  which is incorporated by reference into the Statement
of Additional  Information.  The annual report contains  additional  performance
information  and will be made  available  upon request and without  charge.  The
information  presented  is for a share  outstanding  throughout  the years ended
August 31.

                               1997       1996       1995       1994       1993       1992      1991(1)
- -----------------------------------------------------------------------------------------------------------

PER-SHARE DATA

Net Asset
Value,
<S>                            <C>        <C>        <C>        <C>        <C>        <C>        <C>  
Beginning of Period .......... $1.00      $1.00      $1.00      $1.00      $1.00      $1.00      $1.00
                             -------    -------    -------    -------    -------    -------    -------

Income
From
Investment Operations

  Net Investment Income ......  0.03       0.03       0.03       0.02       0.02       0.03       0.03
                             -------    -------    -------    -------    -------    -------    -------
Distributions
From Net
Investment Income ............(0.03)     (0.03)     (0.03)     (0.02)     (0.02)     (0.03)     (0.03)
                             -------    -------    -------    -------    -------    -------    -------

Net Asset
Value,
End of Period ................ $1.00      $1.00      $1.00      $1.00      $1.00      $1.00      $1.00
                             =======    =======    =======    =======    =======    =======    =======

Total Return(2) .............. 3.15%      3.23%      3.35%      2.15%      2.25%      3.63%      3.04%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to Average
Net Assets ................... 0.52%      0.53%      0.53%      0.51%      0.46%      0.07%         --

Ratio of Net Investment
Income to Average
Net Assets ................... 3.10%      3.20%      3.31%      2.13%      2.21%      3.44%   4.39%(3)

Net Assets,
End
of Period (in thousands) ...$170,477   $196,520   $191,722   $243,701   $247,621   $254,823   $136,860

- ----------
(1)  December 31, 1990 (inception) through August 31, 1991.

(2)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any. Total returns for periods less than one year are not
     annualized.

(3)  Annualized.
</TABLE>


6   FINANCIAL HIGHLIGHTS                   AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                       CALIFORNIA LIMITED-TERM TAX-FREE

  The Financial  Highlights for each of the periods  presented have been audited
by KPMG Peat Marwick LLP, independent auditors,  whose report thereon appears in
the Fund's annual report,  which is incorporated by reference into the Statement
of Additional  Information.  The annual report contains  additional  performance
information  and will be made  available  upon request and without  charge.  The
information  presented  is for a share  outstanding  throughout  the years ended
August 31.

                                       1997         1996         1995         1994         1993      1992(1)
- ------------------------------------------------------------------------------------------------------------------

PER-SHARE DATA

Net Asset Value,
<S>                                   <C>          <C>          <C>          <C>          <C>          <C>   
Beginning of Period ................  $10.19       $10.23       $10.12       $10.34       $10.12       $10.00
                                     -------      -------      -------      -------      -------      -------

Income From Investment
Operations

   Net Investment Income ...........    0.43         0.43         0.41        0.38          0.38         0.10

   Net Realized and
   Unrealized Gain
   (Loss) on Investment
   Transactions ....................    0.11       (0.04)         0.11       (0.18)         0.22         0.12
                                     -------      -------      -------      -------      -------      -------
   Total Income From
   Investment Operations ...........    0.54         0.39         0.52         0.20         0.60          0.2
                                     -------      -------      -------      -------      -------      -------
Distributions

    From Net Investment Income .....  (0.43)       (0.43)       (0.41)       (0.38)       (0.38)       (0.10)

In Excess of Net Realized Gains ....      --           --           --       (0.04)           --           --
                                     -------      -------      -------      -------      -------      -------

           Total Distributions .....  (0.43)       (0.43)       (0.41)       (0.42)       (0.38)       (0.10)
                                     -------      -------      -------      -------      -------      -------

Net Asset Value, End of Period .....  $10.30       $10.19       $10.23       $10.12       $10.34       $10.12
                                     =======      =======      =======      =======      =======      =======

Total Return(2) ....................   5.42%        3.87%        5.33%        1.90%        6.15%        1.47%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses
to Average Net Assets ..............   0.49%        0.49%        0.51%        0.51%        0.36%           --

Ratio of Net Investment
Income
to Average Net Assets ..............   4.20%        4.20%        4.10%        3.68%        3.76%     4.08%(3)

Portfolio Turnover Rate ............     47%          44%          50%          66%          54%          19%

Net Assets, End of Period
(in thousands) .....................$126,631     $103,707     $104,723     $120,627     $114,019      $52,171

- ----------
(1)  June 1, 1992 (inception) through August 31, 1992.

(2)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any. Total returns for periods less than one year are not
     annualized.

(3)  Annualized.
</TABLE>


PROSPECTUS                                     FINANCIAL HIGHLIGHTS       7


<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                     CALIFORNIA INTERMEDIATE-TERM TAX-FREE

  The Financial  Highlights for each of the periods  presented have been audited
by KPMG Peat Marwick LLP, independent auditors,  whose report thereon appears in
the Fund's annual report,  which is incorporated by reference into the Statement
of Additional  Information.  The annual report contains  additional  performance
information  and will be made  available  upon request and without  charge.  The
information  presented  is for a share  outstanding  throughout  the years ended
August 31.

                            1997       1996      1995     1994       1993     1992       1991      1990     1989      1988
- --------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA

Net Asset
Value,
<S>                        <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>   
Beginning of Year ........ $11.05    $11.06    $10.86    $11.36    $10.85    $10.49    $10.13    $10.14    $10.06    $10.30
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Income From Investment
Operations

  Net Investment Income ..   0.54      0.54      0.54      0.54      0.56      0.59      0.60      0.62      0.63      0.63

  Net Realized and
  Unrealized Gain
  (Loss) on Investment
  Transactions ...........   0.25    (0.01)      0.20    (0.41)      0.53      0.36      0.36    (0.01)      0.08    (0.24)
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

  Total From
  Investment Operations ..   0.79      0.53      0.74      0.13      1.09      0.95      0.96      0.61      0.71      0.39
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Distributions

  From Net Investment
  Income ................. (0.54)    (0.54)    (0.54)    (0.54)     (0.56)    (0.59)    (0.60)    (0.62)   (0.63)    (0.63)

  From Net Realized
  Gains on Investment
  Transactions ........... (0.03)        --        --    (0.08)     (0.02)       --        --        --        --        --

  In Excess of Net
  Realized Gains .........     --        --        --    (0.01)        --        --        --        --        --        --

  Total Distributions .... (0.57)    (0.54)    (0.54)    (0.63)    (0.58)    (0.59)    (0.60)    (0.62)    (0.63)    (0.63)
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Net Asset Value,
End of Year .............. $11.27    $11.05    $11.06    $10.86    $11.36    $10.85    $10.49    $10.13    $10.14    $10.06
                          =======   =======   =======   =======   =======   =======   =======   =======   =======   =======

Total Return(1) ..........  7.39%     4.79%     7.09%     1.11%    10.42%     9.18%     9.74%     6.16%     7.28%     3.90%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to Average
Net Assets ...............  0.48%     0.48%     0.48%     0.48%     0.50%     0.52%     0.55%     0.58%     0.60%     0.64%

Ratio of Net Investment
Income to Average
Net Assets ...............  4.81%     4.87%     5.02%     4.82%     5.05%     5.50%     5.84%     6.08%     6.25%     6.19%

Portfolio Turnover Rate ..    42%       36%       25%       44%       27%       49%       29%       20%       40%       47%

Net Assets,
End of Year
(in thousands) ..........$435,440  $430,950  $417,550  $448,293  $444,460  $304,988  $241,496  $191,217  $167,444  $157,300

- ----------
(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.
</TABLE>


8      FINANCIAL HIGHLIGHTS                   AMERICAN CENTURY INVESTMENTS


<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                         CALIFORNIA LONG-TERM TAX-FREE

  The Financial  Highlights for each of the periods  presented have been audited
by KPMG Peat Marwick LLP, independent auditors,  whose report thereon appears in
the Fund's annual report,  which is incorporated by reference into the Statement
of Additional  Information.  The annual report contains  additional  performance
information  and will be made  available  upon request and without  charge.  The
information  presented  is for a share  outstanding  throughout  the years ended
August 31.

                            1997      1996      1995      1994      1993      1992      1991      1990      1989
1988
- ---------------------------------------------------------------------------------------------------------------------------------

PER-SHARE DATA

Net Asset
Value,
<S>                        <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>   
Beginning of Year ........ $11.06    $10.94    $10.88    $12.02    $11.44    $11.00    $10.45    $10.67    $10.36    $10.54
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Income From
Investment Operations

  Net Investment Income ..   0.61      0.61      0.62      0.63      0.66      0.69      0.70      0.71      0.74      0.74

  Net Realized and
  Unrealized Gain
  (Loss) on Investment
  Transactions ...........   0.44      0.12      0.12    (0.71)      0.85      0.44      0.55    (0.22)      0.31    (0.18)
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

  Total From
  Investment Operations ..   1.05      0.73      0.74    (0.08)      1.51      1.13      1.25      0.49      1.05      0.56
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Distributions

  From Net
  Investment Income ...... (0.61)    (0.61)    (0.62)    (0.63)    (0.66)    (0.69)    (0.70)    (0.71)    (0.74)    (0.74)

  From Net Realized
  Gains on Investment
  Transactions ........... (0.02)        --    (0.06)    (0.43)    (0.27)        --        --        --        --        --
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

  Total Distributions .... (0.63)    (0.61)    (0.68)    (1.06)    (0.93)    (0.69)    (0.70)    (0.71)    (0.74)    (0.74)
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Net Asset Value,
End of Year .............. $11.48    $11.06    $10.94    $10.88    $12.02    $11.44    $11.00    $10.45    $10.67    $10.36
                          =======   =======   =======   =======   =======   =======   =======   =======   =======   =======

Total Return(1) ..........  9.70%     6.77%     7.21%   (0.78)%    14.02%    10.58%    12.26%     4.66%    10.39%     5.61%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to Average
Net Assets ...............  0.48%     0.48%     0.49%     0.48%     0.49%     0.52%     0.55%     0.57%     0.58%     0.63%

Ratio of Net
Investment Income
to Average Net Assets ....  5.40%     5.48%     5.84%     5.51%     5.76%     6.14%     6.48%     6.64%     6.98%     7.19%

Portfolio Turnover Rate ..    50%       42%       60%       62%       55%       72%       38%       74%       78%       35%

Net Assets,
End of Year
(in thousands) ..........$304,671  $288,022  $276,085  $277,477  $338,075  $275,880  $247,244  $197,394  $179,737   $143,191

- ----------
(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.
</TABLE>


PROSPECTUS                                     FINANCIAL HIGHLIGHTS       9

<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                        CALIFORNIA HIGH-YIELD MUNICIPAL

  The Financial  Highlights for each of the periods  presented have been audited
by KPMG Peat Marwick LLP, independent auditors,  whose report thereon appears in
the Fund's annual report,  which is incorporated by reference into the Statement
of Additional  Information.  The annual report contains  additional  performance
information  and will be made  available  upon request and without  charge.  The
information  presented  is for a share  outstanding  throughout  the years ended
August 31.

                             1997      1996      1995      1994      1993      1992      1991     1990      1989      1988
- --------------------------------------------------------------------------------------------------------------------------------

PER-SHARE DATA

Net Asset
Value,
<S>                         <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>  
Beginning of Year ......... $9.27     $9.11     $9.06     $9.66     $9.12     $8.84     $8.54     $8.68     $8.45     $8.69
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Income From
Investment Operations

  Net Investment Income ...  0.55      0.56      0.56      0.56      0.57      0.58      0.59      0.63      0.66      0.65

  Net Realized and
  Unrealized Gain
  (Loss) on Investment
  Transactions ............  0.41      0.16      0.05    (0.48)      0.54      0.28      0.30    (0.14)      0.23    (0.24)
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

  Total From
  Investment Operations ...  0.96      0.72      0.61      0.08      1.11      0.86      0.89      0.49      0.89      0.41
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Distributions

  From Net
  Investment Income .......(0.55)    (0.56)    (0.56)    (0.56)    (0.57)    (0.58)    (0.59)    (0.63)    (0.66)    (0.65)

  From Net Realized
  Capital Gains
  on Investment
  Transactions ............    --        --        --    (0.12)        --        --        --        --        --        --
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

  Total Distributions .....(0.55)    (0.56)    (0.56)    (0.68)    (0.57)    (0.58)    (0.59)    (0.63)    (0.66)    (0.65)
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Net Asset Value,
End of Year ............... $9.68     $9.27     $9.11     $9.06     $9.66     $9.12     $8.84     $8.54     $8.68     $8.45
                          =======   =======   =======   =======   =======   =======   =======   =======   =======   =======

Total Return(1) ...........10.61%     8.02%     7.09%     0.87%    12.61%    10.11%    10.75%     5.77%    10.86%     5.17%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to Average
Net Assets ................ 0.50%     0.51%     0.51%     0.51%     0.55%     0.56%     0.50%     0.24%        --        --

Ratio of Net
Investment Income
to Average Net Assets ..... 5.77%     5.99%     6.30%     6.02%     6.14%     6.54%     6.79%     7.23%     7.67%     7.85%

Portfolio Turnover Rate ...   46%       36%       40%       43%       27%       33%       47%      104%       50%      143%

Net Assets,
End of Year
(in thousands) ..........$192,831  $144,675  $116,166  $116,000  $114,564   $79,949   $65,741   $44,602   $32,631   $13,169

- ----------
(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.
</TABLE>


10      FINANCIAL HIGHLIGHTS                   AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                          CALIFORNIA INSURED TAX-FREE

  The Financial  Highlights for each of the periods  presented have been audited
by KPMG Peat Marwick LLP, independent auditors,  whose report thereon appears in
the Fund's annual report,  which is incorporated by reference into the Statement
of Additional  Information.  The annual report contains  additional  performance
information  and will be made  available  upon request and without  charge.  The
information  presented  is for a share  outstanding  throughout  the years ended
August 31.

                            1997      1996      1995      1994      1993      1992      1991      1990      1989      1988
- --------------------------------------------------------------------------------------------------------------------------------

PER-SHARE DATA

Net Asset
Value,
<S>                        <C>        <C>       <C>      <C>        <C>       <C>       <C>       <C>       <C>       <C>  
Beginning of Year ........ $10.00     $9.89     $9.67    $10.64     $9.97     $9.47     $9.00     $9.23     $8.80     $9.07
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------
Income From
Investment Operations

  Net Investment Income ..   0.53      0.53      0.53      0.53      0.55      0.57      0.57      0.59      0.60      0.62

  Net Realized and
  Unrealized Gain
  (Loss) on Investment
  Transactions ...........   0.37      0.11      0.22    (0.69)      0.76      0.50      0.47    (0.23)      0.43    (0.27)
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

  Total From
  Investment Operations ..   0.90      0.64      0.75    (0.16)      1.31      1.07      1.04      0.36      1.03      0.35
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Distributions

  From Net
  Investment Income ...... (0.53)    (0.53)    (0.53)    (0.53)    (0.55)    (0.57)    (0.57)    (0.59)    (0.60)    (0.62)

  From Net Realized
  Capital Gains
  on Investment
  Transactions ...........     --        --        --    (0.21)    (0.09)        --        --        --        --        --

  In Excess of Net
  Realized Gains .........     --        --        --    (0.07)        --        --        --        --        --        --
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

  Total Distributions .... (0.53)    (0.53)    (0.53)    (0.81)    (0.64)    (0.57)    (0.57)    (0.59)    (0.60)    (0.62)
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Net Asset Value,
End of Year .............. $10.37    $10.00     $9.89     $9.67    $10.64     $9.97     $9.47     $9.00     $9.23     $8.80
                          -------   -------   -------   -------   -------   -------   -------   -------   -------   -------

Total Return(1) ..........  9.25%     6.60%     8.09%    (1.68)%   13.74%    11.67%    11.87%     3.96%    12.04%     4.58%


RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to Average
Net Assets ...............  0.48%     0.49%     0.50%     0.49%     0.52%     0.55%     0.59%     0.61%     0.66%        --

Ratio of Net
Investment Income
to Average Net Assets ....  5.23%     5.30%     5.54%     5.20%     5.37%     5.90%     6.18%     6.43%     6.62%     7.39%

Portfolio Turnover Rate ..    46%       43%       40%       47%       61%       54%       38%      117%       73%      145%

Net Assets,
End of Year
(in thousands) ..........$189,145  $191,811  $178,913  $189,439  $223,440  $145,965   $94,951   $59,870   $42,569   $29,531

- ----------
(1)  Total  return   assumes   reinvestment   of  dividends  and  capital  gains
     distributions, if any.
</TABLE>


PROSPECTUS                                     FINANCIAL HIGHLIGHTS       11


                       INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

    The Funds have adopted certain investment restrictions that are set forth in
the  Statement of Additional  Information.  Those  restrictions,  as well as the
investment objectives of the Funds identified on page 2 of this Prospectus,  and
any other investment  policies designated as "fundamental" in this Prospectus or
in  the  Statement  of  Additional   Information,   cannot  be  changed  without
shareholder approval.  The Funds have implemented additional investment policies
and  practices  to guide their  activities  in the  pursuit of their  respective
investment  objectives.  These  policies  and  practices,  which  are  described
throughout this Prospectus,  are not designated as fundamental  policies and may
be changed without shareholder approval.

    Each Fund is a "diversified  company" as defined in the  Investment  Company
Act of 1940 (the "Investment Company Act"), with the exception of the California
Municipal Money Market which is a "non-diversified company." "Diversified" means
that,  with respect to 75% of its total  assets,  each Fund will not invest more
than 5% of its total assets in the securities of a single issuer. As a result of
new rules  applicable  to all money market  funds,  California  Municipal  Money
Market will also seek to meet this test.

    To meet federal tax requirements for qualification as a regulated investment
company,  each Fund  must  limit  its  investments  so that at the close of each
quarter  of its  taxable  year (1) no more  than  25% of its  total  assets  are
invested in the  securities of a single issuer (other than the U.S government or
a regulated  investment  company),  and (2) with  respect to at least 50% of its
total assets, no more than 5% of its total assets are invested in the securities
of a single issuer.

    Each Fund intends to remain fully  invested in municipal  obligations.  As a
fundamental  policy,  each  Fund will  invest at least 80% of its net  assets in
California  municipal  obligations.  The  remaining  20%  of net  assets  may be
invested in (1)  municipal  obligations  issued in other  states,  (2) municipal
obligations  issued by territories  or  possessions of the U.S.,  such as Puerto
Rico, and (3) U.S.  government  obligations.  For temporary  defensive purposes,
each Fund may invest more than 20% of its net assets in these  obligations.  For
liquidity  purposes,  each  Variable-Price Fund may invest up to 5% of its total
assets in shares of money market mutual funds, including the Money Market Funds

    The Funds  will  invest at least 80% of its net assets in  obligations  with
interest  exempt from regular  federal income tax.  California  Municipal  Money
Market and California High-Yield  Municipal,  unlike the other Funds, may invest
substantially  all of their  assets  in  securities  which  are  subject  to the
alternative minimum tax.

    For an explanation of the  securities  ratings  referred to in the following
discussion, see "Other Information" in the Statement of Additional Information.

CALIFORNIA TAX-FREE MONEY MARKET,  CALIFORNIA MUNICIPAL MONEY MARKET, CALIFORNIA
LIMITED-TERM  TAX-FREE,  CALIFORNIA  INTERMEDIATE-TERM  TAX-FREE, AND CALIFORNIA
LONG-TERM TAX-FREE

    These  Funds seek to obtain as high a level of interest  income  exempt from
federal and  California  income taxes as is consistent  with prudent  investment
management and conservation of shareholders' capital.

CALIFORNIA HIGH-YIELD MUNICIPAL

    California  High-Yield Municipal seeks to provide as high a level of current
income exempt from federal and California income taxes as is consistent with its
investment  policies,   which  permit  investment  in  lower-rated  and  unrated
municipal securities.

CALIFORNIA INSURED TAX-FREE

    California  Insured  Tax-Free  seeks to  provide  as high a level of current
income exempt from federal and  California  income taxes as is  consistent  with
safety  of  principal  through  investment  in  insured   California   municipal
securities.


12      INFORMATION REGARDING THE FUNDS        AMERICAN CENTURY INVESTMENTS


PORTFOLIO INVESTMENT QUALITY AND MATURITY GUIDELINES

    The Money Market Funds may be appropriate for investors  seeking share price
stability who can accept the lower yields that short-term  obligations typically
provide.  To offer investors the potential for higher yields, the Variable-Price
Funds invest in obligations with longer maturities.

MONEY MARKET FUNDS

    In selecting  investments for the Money Market Funds, the Manager adheres to
regulatory  guidelines  concerning the quality and maturity of money market fund
investments as well as to internal guidelines designed to minimize credit risk.
In particular, each Fund:

  (1)    Buys only U.S. dollar-denominated obligations with remaining maturities
         of 13 months or less (and variable- and floating-rate  obligations with
         demand features that effectively  shorten their maturities to 13 months
         or less);

  (2)    Maintains a dollar-weighted average maturity of 90 days or less; and

  (3)    Restricts its investments to high-quality obligations determined by the
         Manager,  pursuant to procedures  established by the Board of Trustees,
         to present minimal credit risks.

    To be considered high-quality, an obligation must be:

  (1)    A U.S. government obligation; or

  (2)    Rated  (or  issued  by an  issuer  rated  with  respect  to a class  of
         comparable  short-term  obligations)  in one of the two highest  rating
         categories  for  short-term  obligations  by at  least  two  nationally
         recognized  statistical rating agencies ("rating  agencies") (or one if
         only one has rated the obligation); or

  (3)    An obligation judged by the Manager, pursuant to guidelines established
         by the Board of Trustees, to be of quality comparable to the securities
         listed above.

    While it adheres to the same  quality and  maturity  criteria as  California
Tax-Free Money Market,  California  Municipal Money Market may purchase  private
activity municipal securities.  The interest from these securities is treated as
a  tax-preference  item in  calculating  federal  alternative  minimum tax (AMT)
liability.  In the past,  private  activity  securities  have provided  somewhat
higher  yields than  comparable  municipal  securities  whose  interest is not a
tax-preference item. Under normal  circumstances,  the Manager expects to invest
between 50% and 80% of  California  Municipal  Money  Market's  total  assets in
private activity securities.  Therefore,  the Fund is designed for investors who
do not expect to pay alternative minimum taxes. See "Taxes," page 28.

VARIABLE-PRICE FUNDS

    The quality and maturity criteria of the Variable-Price Funds is as follows:

California Limited-Term Tax-Free
California Intermediate-Term Tax-Free
California Long-Term Tax-Free

    California Limited-Term Tax-Free,  California Intermediate-Term Tax-Free and
California  Long-Term  Tax-Free have identical policies governing the quality of
securities in which they may invest. The Funds differ in their maturity criteria
as depicted in the table below.

                                    Typical                Weighted
                                  Maturity of         Average Portfolio
Fund                              Investments              Maturity
- --------------------------------------------------------------------------------
California Limited-              one to                   one to
Term Tax-Free                    five years               five years
- --------------------------------------------------------------------------------
California Intermediate-         four or                  five to ten
Term Tax-Free                    more years               years
- --------------------------------------------------------------------------------
California Long-                 seven or                 ten or
Term Tax-Free                    more years               more years
- --------------------------------------------------------------------------------

    In terms of credit  quality,  each of these funds  restricts its investments
to:

  (1)    Municipal  bonds  rated,   when  acquired,   within  the  four  highest
         categories designated by a rating agency;

  (2)    Municipal  notes  (including   variable-rate  demand  obligations)  and
         tax-exempt  commercial  paper  rated,  when  acquired,  within  the two
         highest categories designated by a rating agency; and

  (3)    Unrated  obligations judged by the Manager,  under the direction of the
         Board of Trustees, to be of quality comparable to the securities listed
         above.


PROSPECTUS                          INFORMATION REGARDING THE FUNDS       13


California High-Yield Municipal

    Like California Long-Term Tax-Free,  California High-Yield Municipal invests
primarily in long- and  intermediate-term  California municipal  obligations and
maintains a weighted average portfolio  maturity of ten or more years.  Although
California  High-Yield  Municipal typically invests a significant portion of its
assets in investment-grade bonds, the Manager does not adhere to specific rating
criteria in selecting  investments for this Fund. The Fund invests in securities
rated or judged by the Manager to be of below  investment-grade  quality  (e.g.,
bonds rated BB/Ba or lower,  which are sometimes referred to as "junk bonds") or
unrated  bonds.  California  High-Yield  Municipal  currently  expects to invest
between 15% and 50% of its total assets in below investment grade securities.

    Many  issuers of medium- and  lower-quality  bonds  choose not to have their
obligations  rated,  and a large  portion of California  High-Yield  Municipal's
portfolio may consist of obligations that, when acquired,  were not rated. While
there is no limit on the  percentage  of assets  the Fund may  invest in unrated
securities,  the Manager will not select  investments  for the Fund that, at the
time of purchase, (1) are not paying interest, (2) are rated C (lowest grade) by
Moody's  Investors  Service,  Inc.  (Moody's)  or C or D by  Standard  &  Poor's
Corporation (S&P), or (3) are considered by the Manager,  under direction of the
Board of  Trustees,  to be of a quality  as low as  obligations  rated C or D by
Moody's  or  S&P.  See  "Other  Information"  in  the  Statement  of  Additional
Information for a summary of bond ratings.

    California  High-Yield  Municipal may invest in  investment-grade  municipal
obligations if the Manager  considers it  appropriate  to do so.  Investments of
this nature may be made due to market  considerations (e.g., a limited supply of
medium- and lower-grade  municipal  obligations) or to increase liquidity of the
Fund. Investing in high-grade obligations may lower the Fund's return.

    California  High-Yield  Municipal may purchase  private  activity  municipal
securities.  The interest from these  securities is treated as a  tax-preference
item in  calculating  federal AMT  liability.  Under normal  circumstances,  the
advisor  expects to invest  between  10% and 30% of the Fund's  total  assets in
private activity securities.  Therefore, the Fund is better suited for investors
who do not expect alternative minimum tax liability. See "Taxes," page 28.

California Insured Tax-Free

    California  Insured  Tax-Free  invests  primarily  in  long-term   municipal
obligations  covered by insurance that guarantees the timely payment of interest
and  repayment of principal.  The Fund  maintains a weighted  average  portfolio
maturity of ten or more years.

    Under  normal  conditions,  at least  65% of the  Fund's  total  assets  are
invested in insured  municipal  obligations.  Securities held by the Fund may be
(1) insured  under a new-issue  insurance  policy  obtained by the issuer of the
security, (2) insured under a secondary market insurance policy purchased by the
Fund or a previous bondholder, (3) secured by an escrow or trust account holding
U.S. government  securities,  or (4) rated AAA by a rating agency based upon the
issuer's credit quality.

    California  Insured  Tax-Free  may  also  invest  in  short-term  securities
carrying one of the two highest ratings  designated by a rating agency. For more
information about the Fund's insurance feature, see page 16.

RISK FACTORS AND INVESTMENT TECHNIQUES

    The Funds are designed for individuals in upper tax brackets  seeking income
free from federal and California personal income taxes. By themselves, the Funds
do not constitute  balanced  investment  plans. When choosing between the Funds,
you should consider relative yield potential  together with potential changes in
share price,  because  these two factors  determine  each Fund's total return to
investors.

BASIC FIXED INCOME INVESTMENT RISKS

    The Money Market Funds may be  appropriate  for  investors who would like to
(1) earn  income  at  tax-exempt  money  market  rates  while  preserving  their
investment  or (2) use a money  market  fund  as part of a  long-term,  balanced
investment portfolio consisting of money market instruments, bonds and stocks.

    The  Variable-Price  Funds are quite distinct from one another;  these Funds
offer a range of potential for income and total return based on their respective
quality and maturity criteria.


14      INFORMATION REGARDING THE FUNDS        AMERICAN CENTURY INVESTMENTS


    The basic risk factors you should  consider  before  making an investment in
one or more of the Funds are described in the following paragraphs.

INTEREST RATE RISK

    One  feature  the Funds have in common is their  susceptibility  to changing
interest  rates.  For both Money Market Funds,  interest rate changes affect the
level of income the Funds  generate  for  shareholders.  For the  Variable-Price
Funds,  changing  interest  rates  affect not only the level of income the Funds
generate  for  shareholders,  but their share prices as well.  In general,  when
interest  rates rise,  the  Variable-Price  Funds'  share prices  decline;  when
interest rates decline, their share prices rise.

    This pattern is due to the time value of money. A bond's worth is determined
by the present value of its future cash flows.  Consequently,  changing interest
rates have a greater  effect on the  present  value of a  long-term  bond than a
short-term bond.

CREDIT RISK

    In selecting  investments for each Fund, the Manager carefully considers the
creditworthiness of parties to be relied upon for the timely payment of interest
and repayment of principal.

    In many cases,  these parties include not only the issuer of the obligation,
but a bank or other  financial  intermediary  who  offers a letter  of credit or
another form of guarantee on the obligation.

LIQUIDITY RISK

    A security's  rating reflects the opinions of the rating agencies that issue
them and are not absolute standards of quality. Because of the cost of obtaining
credit  ratings,  some issuers forego them.  Under the direction of the Board of
Trustees,  the Manager may buy unrated  bonds for the Funds if these  securities
are judged to be of a quality  consistent with the Funds'  investment  policies.
Similarly,  on behalf of the  Variable-Price  Funds,  the Manager  may  purchase
securities  whose ratings are not consistent with the Funds' rating criteria but
which the Manager judges under the direction of the Board of Trustees to present
credit risks consistent with the Funds' quality standards. With the exception of
California  High-Yield Municipal (which may invest without limitation in unrated
securities),  each  Fund  may  invest  up to 10% of its net  assets  in  unrated
securities. Unrated securities may be less liquid than rated securities.

    California Limited-Term Tax-Free,  California Intermediate-Term Tax-Free and
California  Long-Term  Tax-Free  may invest up to 25% of their  total  assets in
securities  rated  Baa or BBB  (the  lowest  investment  grade  category).  Such
securities are  medium-grade  investment  obligations  that may have speculative
characteristics.  Changes in economic conditions or other circumstances are more
likely to lead to a weakened capacity for such obligations to make principal and
interest payments.

CONCENTRATION RISK

    Each of the Funds described in this Prospectus may invest 25% or more of its
total assets in obligations  that generate income from similar types of projects
(in particular, projects in health care, electric,  water/sewer,  education, and
transportation). Political or economic developments affecting a single issuer or
industry or similar  types of  projects  may have a  significant  effect on Fund
performance.

CALL RISK

    Many  municipal  obligations  are issued with a call feature (call  features
include  a date on which  the  issuer  has  reserved  the  right to  redeem  the
obligation prior to maturity). An obligation may be called for redemption before
the Manager would  otherwise  choose to eliminate it from a Fund's  holdings.  A
call may also reduce an obligation's yield to maturity.

CALIFORNIA OBLIGATIONS

    Because the Funds invest primarily in California municipal securities,  each
Fund's yield and share price are affected by political and economic developments
within the State of California.

    California   municipal   budgets  have  been   strained  in  recent   years.
"Proposition  13"  and  similar  California   constitutional,   statutory,   and
legislative  initiatives  have  restricted  the  ability  of  California  taxing
entities to increase real property taxes and other tax revenues.

    State  and  local  revenues  are  also  adversely  affected  by  the  recent
recession, the worst in the state since the 1930's. California has experienced a
net loss of approximately  750,000 jobs since 1990. However,  net job growth has
occurred  since  early 1994 and all the jobs lost since the  recession  have now
been replaced.


PROSPECTUS                         INFORMATION REGARDING THE FUNDS       15


The state government's  response to these events in the early 1990's resulted in
reductions  in the amount of and rate of growth in the aid to  counties,  cities
and school  districts.  The impact of these  reductions has been lessened by the
state's recent economic recovery.

    However, any events which affect the revenue received by the state and local
bodies in  California  can have an  impact on the  Funds.  For  example,  recent
developments at the federal level, particularly federal welfare reform, may have
the effect of offsetting the revenue gains  achieved in the last two years.  The
ability of state and local entities to make  scheduled  payments of interest and
principal on their outstanding debt obligations could be negatively  affected by
such events.

    For  further  information  about  the risks  associated  with  investing  in
California obligations, please see the Statement of Additional Information.

SPECIAL CONSIDERATIONS REGARDING CALIFORNIA HIGH-YIELD MUNICIPAL

    California  High-Yield  Municipal is designated for long-term  investors who
can accept the risks associated with seeking a high level of current income from
long- or intermediate-term, medium- or lower-quality California municipal bonds.

    Medium- to lower-rated and unrated  municipal bonds frequently are traded in
markets with a limited number of  participants.  These  conditions may limit the
availability of bonds eligible for purchase by the Fund and the  availability of
ready buyers for bonds the Manager wants to sell on behalf of the Fund.  Adverse
publicity and changing  investor  perceptions,  whether or not they are based on
fundamental analysis, may affect the value and liquidity of lower-quality bonds,
especially in markets with a low volume of trading.

    Lower-quality  and unrated bonds may be more  sensitive to adverse  economic
changes in specific localities or among specific types of projects and generally
are regarded as  speculative.  There is no guarantee  that interest  payments or
principal  repayments  will be made when due. A delay in debt service payment or
other  deterioration  in credit  quality  could  negatively  affect  the  Fund's
performance.

    However,  under the direction of the Board of Trustees, the Manager attempts
to reduce  the risks of  investing  in  medium-  and  lower-  rated and  unrated
municipal  obligations  through active  portfolio  management,  diversification,
thorough  credit  analysis,  and  attention  to  developments  and trends in the
economy and the financial  markets.  More than the other Funds described in this
Prospectus,  California  High-Yield  Municipal  relies on the  Manager's  credit
analysis to achieve its investment objective.

CALIFORNIA INSURED TAX-FREE: INSURANCE FEATURE

    Insurance  attached to  securities  held in  California  Insured  Tax-Free's
portfolio provides for the timely payment of interest and repayment of principal
on those securities; however, this insurance does not guarantee the market value
of the securities or the value of the Fund's shares.

    A bond issuer may purchase new-issue insurance to enhance the credit quality
of a  security.  By paying a premium  and  meeting  the  insurer's  underwriting
standards,  the bond issuer obtains a credit rating for its bonds  comparable to
the rating assigned to the insurer's claims-paying ability.

    A  bondholder  may  purchase  a  secondary  market  insurance  policy  for a
particular  bond after it is issued.  The Fund expects to limit its purchases of
securities  insured under new-issue or secondary  market  insurance  policies to
those insured by companies whose claims-paying  ability is rated AAA by a rating
agency at the time of the purchase.  New-issue and  secondary  market  insurance
policies  cannot be  canceled;  they  continue in force as long as the bonds are
outstanding.

MUNICIPAL SECURITIES

    Municipal  securities  are  issued to raise  money  for a variety  of public
purposes, including general financing for state and local governments as well as
financing for specific projects and public facilities.  Municipal securities may
be  backed by the full  taxing  power of a  municipality,  the  revenues  from a
specific  project,  or the  credit  of a  private  organization.  The  following
discussion  provides a brief  description of some  securities the Funds may buy.
The Funds are not  limited by this  discussion,  and they may buy other types of
securities and enter into other types of transactions that meet their respective
quality, maturity, and liquidity requirements.

    MUNICIPAL  NOTES typically have maturities of 13 months or less and are used
to provide short-term


16     INFORMATION REGARDING THE FUNDS            AMERICAN CENTURY INVESTMENTS


capital or to meet cash flow demands.

    GENERAL OBLIGATION BONDS are backed by the taxing power of the issuer.

    REVENUE  BONDS are backed by the revenues  derived from a specific  project,
system,  or facility.  Industrial  development  bonds are a type of revenue bond
backed by the credit of a private issuer.

    VARIABLE- AND FLOATING-RATE DEMAND OBLIGATIONS have interest rate adjustment
formulas designed to stabilize their market values.  These obligations  normally
have maturities in excess of one year but carry demand  features  permitting the
holders to demand repayment of principal at any time or at specified  intervals.
With respect to the Money Market Funds, such intervals may not exceed 13 months.

    TENDER OPTION BONDS are created by combining an  intermediate-  or long-term
fixed-rate  tax-exempt  bond with a tender  agreement  that gives the holder the
option to tender the bond at face value.  Tender  option bonds  purchased by the
Funds are structured with rates that are reset weekly or at regular intervals.

    A sponsor may  terminate a tender  option  agreement  if, for  example,  the
issuer of the underlying bond defaults on interest  payments,  or the underlying
bond is downgraded or becomes taxable.  Under such  circumstances,  a Fund might
then own a bond that does not meet its quality or maturity criteria.

    The  Manager  monitors  the credit  quality of bonds  underlying  the Funds'
tender  option bond  holdings and will sell or put back a tender  option bond if
the  rating  on the  underlying  bond  falls  below  the  second-highest  rating
designated by a rating agency.

    In addition,  each Fund limits its investments in tender option bonds to 15%
of net assets.

    MUNICIPAL  LEASE  OBLIGATIONS  are issued by state and local  governments to
acquire land and a wide variety of equipment and facilities.  These  obligations
typically are not fully backed by the issuing  municipality's  ability to assess
taxes to meet its debt  obligations.  If the state or local  government does not
make  appropriations  for the  following  year's lease  payments,  the lease may
terminate,  with the possibility of default on the lease  obligation and loss to
investors.

    Prior  to  purchasing  a  municipal  lease  obligation  (or a  participation
interest in such  obligations)  and on a regular basis  thereafter,  the Manager
evaluates  the credit  quality and liquidity of the  obligation.  In making this
evaluation,  the Manager considers various credit factors, such as the necessity
of the project; the issuer's credit quality, future borrowing plans, and sources
of revenue  pledged for lease  repayment;  general  economic  conditions  in the
region  where  the  security  is  issued;  liquidity  indictors  such as  dealer
activity;  and with regard to unrated obligations the likelihood such lease will
not be canceled.

    ZERO-COUPON  MUNICIPAL  SECURITIES  do not make regular  interest  payments.
Instead,  they are sold at a deep discount to their face value.  In  calculating
daily  dividends,  the Funds  take into  account,  as  income,  a portion of the
difference  between these securities'  purchase prices and face values.  Because
zero-coupon  securities  do not pay  current  income,  their  prices can be very
volatile when interest rates change.

    The  Variable-Price  Funds may invest in INVERSE FLOATERS to generate higher
tax-exempt yields than are offered by other  instruments.  Inverse floaters bear
interest  rates that move inversely to market  interest  rates.  Generally,  the
interest rate on the inverse  floater is computed as the  difference  between an
above- market fixed rate of interest and a floating rate determined by reference
to a market-based or bond- specific interest rate.

    Since inverse  floaters are long-term  bonds,  the value of these securities
may be volatile  when market  interest  rates change.  In addition,  there is no
guarantee  that the Manager  will find a ready buyer for inverse  floaters.  The
Money Market Funds may not invest in inverse floaters.

    AMT BONDS  (CALIFORNIA  MUNICIPAL  MONEY  MARKET AND  CALIFORNIA  HIGH-YIELD
MUNICIPAL ONLY) typically are tax-exempt  "private  activity" bonds issued after
August 7,  1986,  whose  proceeds  are  directed  at least in part to a private,
for-profit  organization.  Although the interest income from AMT bonds is exempt
from  regular  federal  income  tax,  that income is a tax  preference  item for
purposes of the AMT.

    In addition, corporate investors should note that all income from a Fund may
be part of an adjustment  to AMT under  Section 55 of the Internal  Revenue Code
and the  environmental tax under Internal Revenue Code Section 59A. The AMT is a
special  separate  tax that  applies  to  certain  taxpayers  who  have  certain
adjustments to income or tax preference items.


PROSPECTUS                          INFORMATION REGARDING THE FUNDS       17


TAX-EXEMPT SECURITIES

    Historically,   interest  paid  on  securities  issued  by  states,  cities,
counties, school districts and other political subdivisions of the United States
has been exempt from federal  income  taxes.  Legislation  since 1985,  however,
affects the tax  treatment  of certain  types of  municipal  bonds  issued after
certain  dates and, in some cases,  subjects  the income from  certain  bonds to
differing tax treatment depending on the tax status of its recipient.

    The California  Municipal Money Market and California  High-Yield  Municipal
should be expected to invest some portion of their assets in bonds which, in the
hands of some  holders,  would be  subject  to the  AMT,  as long as  management
determines  it is in the best  interest of  shareholders  generally to invest in
such securities. See "Taxes," page 28.

    The tax-equivalent yield is based on the current double tax-exempt yield and
your  combined  federal and state  marginal  tax rate.  Assuming  all the Funds'
dividends are  tax-exempt  in California  (which may not always be the case) and
that your California taxes are fully deductible for federal income tax purposes,
you can calculate  your tax  equivalent  yield for the Funds using the following
equation:

           Fund's Double Tax-Free Yield                   Your Tax-
  ----------------------------------------------    =    Equivalent
  (100% - Federal Rate) (100% - California Rate)            Yield


OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS AND RISKS

    For additional  information regarding the investment practices of any of the
Funds, see the Statement of Additional Information.

PORTFOLIO TURNOVER

    The portfolio  turnover rates of the  Variable-Price  Funds are shown in the
Financial Highlights tables on pages 5 through 11 of this Prospectus.

    Investment  decisions  to  purchase  and sell  securities  are  based on the
anticipated  contribution  of the security in question to the particular  Fund's
objectives.  The  Manager  believes  that  the  rate of  portfolio  turnover  is
irrelevant  when it determines a change is in order to achieve those  objectives
and  accordingly,  the  annual  portfolio  turnover  rate  cannot be  accurately
predicted.

    The  portfolio  turnover of each Fund may be higher than other  mutual funds
with   similar   investment   objectives.   Higher   turnover   would   generate
correspondingly  greater brokerage  commissions,  which is a cost that the Funds
pay directly. Portfolio turnover may also affect the character of capital gains,
if any,  realized and distributed by a Fund since  short-term  capital gains are
taxable as ordinary income.

WHEN-ISSUED AND FORWARD COMMITMENT AGREEMENTS

    Each of the Funds may  sometimes  purchase  new  issues of  securities  on a
when-issued  or forward  commitment  basis when,  in the opinion of the Manager,
such purchases  will further the investment  objective of the Fund. The price of
when-issued  securities is established at the time the commitment to purchase is
made.  Delivery of and payment for these  securities  typically  occurs 15 to 45
days  after  the  commitment  to  purchase.  Market  rates of  interest  on debt
securities at the time of delivery may be higher or lower than those  contracted
for on the security.  Accordingly,  the value of each security may decline prior
to delivery, which could result in a loss to the Fund.

INTEREST RATE FUTURES CONTRACTS AND OPTIONS THEREON

    The  Variable-Price  Funds may buy and sell interest rate futures  contracts
relating to debt securities  ("debt futures," i.e.,  futures relating to indexes
on types or groups of bonds) and write and buy put and call options  relating to
interest rate futures contracts.

    For options sold, a Fund will segregate  cash or  appropriate  liquid assets
equal to the value of  securities  underlying  the  option  unless the option is
otherwise covered.

    A Fund  will  deposit  in a  segregated  account  with  its  custodian  bank
appropriate  liquid assets or cash, in an amount equal to the fluctuating market
value of long futures  contracts it has purchased,  less any margin deposited on
its long  position.  It may hold cash or acquire such debt  obligations  for the
purpose of making these deposits.


18      INFORMATION REGARDING THE FUNDS        AMERICAN CENTURY INVESTMENTS


    The  Variable-Price  Funds  may use  futures  and  options  transactions  to
maintain cash reserves while remaining fully invested, to facilitate trading, to
reduce  transaction costs, or to pursue higher investment returns when a futures
contract is priced more attractively than its underlying security or index.

    Since futures  contracts and options thereon can replicate  movements in the
cash markets for the  securities in which a fund invests  without the large cash
investments  required  for dealing in such  markets,  they may subject a fund to
greater and more volatile risks than might  otherwise be the case. The principal
risks related to the use of such instruments are (1) the offsetting  correlation
between  movements in the market  price of the  portfolio  investments  (held or
intended) being hedged and in the price of the futures contract or option may be
imperfect;  (2)  possible  lack of a liquid  secondary  market for  closing  out
futures or option  positions;  (3) the need of additional  portfolio  management
skills  and  techniques;  and  (4)  losses  due to  unanticipated  market  price
movements.  For a hedge to be  completely  effective,  the  price  change of the
hedging instrument should equal the price change of the securities being hedged.
Such  equal  price  changes  are not  always  possible  because  the  investment
underlying the hedging  instrument may not be the same  investment that is being
hedged.

    The ordinary spreads between prices in the cash and futures markets,  due to
the differences in the natures of those markets, are subject to distortion.  Due
to the possibility of distortion,  a correct  forecast of general  interest rate
trends by the  Manager  may still not result in a  successful  transaction.  The
Manager  may be  incorrect  in its  expectations  as to the  extent  of  various
interest rate movements or the time span within which the movements take place.

    See the Statement of Additional  Information for further  information  about
these instruments and their risks.

RULE 144A SECURITIES

    The Funds may, from time to time,  purchase Rule 144A  securities  when they
present  attractive  investment  opportunities  that  otherwise  meet the Funds'
criteria for selection.  Rule 144A  securities are securities that are privately
placed with and traded among qualified  institutional  investors rather than the
general  public.  Although  Rule  144A  securities  are  considered  "restricted
securities," they are not necessarily illiquid.

    With respect to securities eligible for resale under Rule 144A, the staff of
the SEC has taken the  position  that the  liquidity of such  securities  in the
portfolio of a fund offering redeemable securities is a question of fact for the
Board  of  Trustees  to  determine,  such  determination  to  be  based  upon  a
consideration  of the readily  available  trading  markets and the review of any
contractual restrictions.  Accordingly, the Board of Trustees is responsible for
developing and  establishing  the guidelines and procedures for  determining the
liquidity  of Rule  144A  securities.  As  allowed  by Rule  144A,  the Board of
Trustees of the Funds has delegated the day-to-day  function of determining  the
liquidity of Rule 144A securities to the Manager.  The Board of Trustees retains
the   responsibility  to  monitor  the  implementation  of  the  guidelines  and
procedures it has adopted.

    Since the  secondary  market  for such  securities  is  limited  to  certain
qualified  institutional  investors,  the  liquidity of such  securities  may be
limited accordingly and a Fund may, from time to time, hold a Rule 144A security
that is  illiquid.  In such an event,  the  Manager  will  consider  appropriate
remedies to minimize the effect on such Fund's liquidity.

    No Fund may invest more than 15% (10% for the Money Market Funds) of its net
assets in illiquid securities (securities that may not be sold within seven days
at  approximately  the price  used in  determining  the net asset  value of Fund
shares).

CASH MANAGEMENT

    Each of the Variable-Price  Funds may invest up to 5% of its total assets in
any money market fund, including those advised by the Manager, provided that the
investment is consistent with the Fund's investment policies and restrictions.

OTHER TECHNIQUES

    The Manager  may buy other types of  securities  or employ  other  portfolio
management  techniques on behalf of the Funds. When SEC guidelines require it to
do so, a Fund will set aside cash or  appropriate  liquid assets in a segregated
account  to cover  its  obligations.  See the  Funds'  Statement  of  Additional
Information for a more detailed  discussion of these investments and some of the
risks associated with them.


PROSPECTUS                          INFORMATION REGARDING THE FUNDS       19


PERFORMANCE ADVERTISING

    From  time  to  time,  the  Funds  may  advertise   performance  data.  Fund
performance  may be shown by presenting  one or more  performance  measurements,
including  cumulative  total  return or  average  annual  total  return,  yield,
effective yield and tax-equivalent yield (for tax-exempt funds).

    Cumulative  total  return data is computed by  considering  all  elements of
return,  including  reinvestment  of dividends and capital gains  distributions,
over a stated  period of time.  Average  annual  total return is  determined  by
computing  the annual  compound  return over a stated  period of time that would
have  produced  the Fund's  cumulative  total return over the same period if the
Fund's performance had remained constant throughout.

    A quotation of yield reflects a Fund's income over a stated period expressed
as a  percentage  of the fund's  share  price.  In the case of the Money  Market
Funds, yield is calculated by measuring the income generated by an investment in
the  Fund  over a  seven-day  period  (net of  expenses).  This  income  is then
annualized,  that is, the amount of income  generated by the investment over the
seven day period is assumed to be generated  over each similar  period each week
throughout  a full  year and is shown as a  percentage  of the  investment.  The
effective  yield is calculated in a similar  manner but,  when  annualized,  the
income earned by the investment is assumed to be reinvested. The effective yield
will be slightly higher than the yield because of the compounding  effect on the
assumed reinvestment.

    With respect to the Variable-Price Funds, yield is calculated by adding over
a 30-day (or  one-month)  period all interest  and dividend  income (net of fund
expenses)  calculated  on each day's  market  values,  dividing  this sum by the
average number of Fund shares  outstanding during the period, and expressing the
result as a  percentage  of the Fund's share price on the last day of the 30-day
(or  one-month)  period.  The percentage is then  annualized.  Capital gains and
losses are not included in the calculation.

    Yields are calculated  according to accounting methods that are standardized
in accordance with SEC rules.  Because yield accounting  methods differ from the
methods  used for other  accounting  purposes,  a Fund's yield may not equal the
income  paid on its  shares  or the  income  reported  in the  Fund's  financial
statements.

    A tax-equivalent  yield  demonstrates the taxable yield necessary to produce
after-tax  yield  equivalent  to that of a mutual  fund which  invests in exempt
obligations.  See  "Tax-Exempt  Securities,"  page 18, for a description  of the
formula used in comparing yields to tax-equivalent yields.

    The Funds may also include in advertisements data comparing performance with
the performance of non-related  investment media,  published  editorial comments
and performance  rankings compiled by independent  organizations (such as Lipper
Analytical  Services or IBC's Money Fund Report) and  publications  that monitor
the  performance  of  mutual  funds.   Performance  information  may  be  quoted
numerically  or may be presented  in a table,  graph or other  illustration.  In
addition,  Fund  performance  may be  compared to  well-known  indices of market
performance.  Fund performance may also be compared, on a relative basis, to the
other funds in our fund family.  This  relative  comparison,  which may be based
upon  historical  or  expected  fund  performance,   volatility  or  other  fund
characteristics,  may be presented  numerically,  graphically  or in text.  Fund
performance may also be combined or blended with other funds in our fund family,
and that combined or blended  performance may be compared to the same indices to
which individual funds may be compared.

    All performance  information advertised by the Funds is historical in nature
and is not intended to represent or guarantee future results.  The value of Fund
shares when redeemed may be more or less than their original cost.


20      INFORMATION REGARDING THE FUNDS        AMERICAN CENTURY INVESTMENTS


                HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

    The Funds  offered by this  Prospectus  are a part of the  American  Century
Investments  family  of  mutual  funds.  Our  family  provides  a full  range of
investment  opportunities,  from  the  aggressive  equity  growth  funds  in our
Twentieth  Century Group,  to the fixed income funds in our Benham Group, to the
moderate risk and specialty  funds in our American  Century  Group.  Please call
1-800-345-2021  for a  brochure  or  prospectuses  for the  other  funds  in the
American Century Investments family.

    To reduce  expenses and  demonstrate  respect for our  environment,  we have
initiated a project  through which we will  eliminate  duplicate  copies of most
financial  reports and  prospectuses  to most  households  and  deliver  account
statements to most households in a single envelope,  even if they have more than
one account.  If  additional  copies of financial  reports and  prospectuses  or
separate  mailing  of  account  statements  is  desired,  please  call us at the
above-referenced number.

INVESTING IN AMERICAN CENTURY

    The  following  section  explains how to invest in American  Century  funds,
including purchases, redemptions,  exchanges and special services. You will find
more detail about doing  business with us by referring to the Investor  Services
Guide that you will receive when you open an account.

    If  you  own  or  are   considering   purchasing   Fund  shares  through  an
employer-sponsored  retirement  plan or through a bank,  broker-dealer  or other
financial  intermediary,  the  following  sections,  as well as the  information
contained  in our Investor  Services  Guide,  may not apply to you.  Please read
"Employer-Sponsored Retirement Plans and Institutional Accounts," page 26.

HOW TO OPEN AN ACCOUNT

    To open an account,  you must complete and sign an  application,  furnishing
your  taxpayer  identification  number.  (You must also certify  whether you are
subject to  withholding  for failing to report  income to the IRS.)  Investments
received without a certified taxpayer identification number will be returned.

    The minimum  investment  is $2,500 for the Money Market Funds and $5,000 for
the Variable-Price Funds.

    The  minimum  investment  requirements  may be  different  for some types of
retirement  accounts.  Call one of our  Investor  Services  Representatives  for
information  on  our  retirement  plans,  which  are  available  for  individual
investors or for those investing through their employers.

    Please note:  If you register  your account as belonging to multiple  owners
(e.g., as joint  tenants),  you must provide us with specific  authorization  on
your  application  in order for us to accept  written or telephone  instructions
from  a  single  owner.  Otherwise,  all  owners  will  have  to  agree  to  any
transactions  that involve the account  (whether the  transaction  request is in
writing or over the telephone).

    You may invest in the following ways:

BY MAIL

    Send a completed application and check or money order payable in U.S.
dollars to American Century Investments.

BY WIRE

    You may make your initial  investment by wiring funds.  To do so, call us or
mail  a  completed   application  and  provide  your  bank  with  the  following
information:

*  RECEIVING BANK AND ROUTING NUMBER:
   Commerce Bank, N.A. (101000019)

*  BENEFICIARY (BNF):
   American Century Services Corporation
   4500 Main St., Kansas City, Missouri 64111

*  BENEFICIARY ACCOUNT NUMBER (BNF ACCT):
   2804918

*  REFERENCE FOR BENEFICIARY (RFB):
   American  Century  account number into which you are investing.  If more than
   one, leave blank and see Bank to Bank Information below.

*  ORIGINATOR TO BENEFICIARY (OBI):
   Name and address of owner of account into which you are investing.


PROSPECTUS          HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS       21


*  BANK TO BANK INFORMATION
   (BBI OR FREE FORM TEXT):

    *    Taxpayer identification or Social Security number

    *    If more than one account,  account numbers and amount to be invested in
         each account.

    *    Current tax year, previous tax year or rollover  designation if an IRA.
         Specify  whether IRA,  SEP-IRA,  SARSEP-IRA,  SIMPLE Employer or SIMPLE
         Employee.

BY EXCHANGE

    Call  1-800-345-2021  weekdays,  7  a.m.  to 7  p.m.  Central  time  to  get
information on opening an account by exchanging  from another  American  Century
account. See this page for more information on exchanges.

IN PERSON

    If you prefer to work with a representative  in person,  please visit one of
our Investor Centers, located at:

    4500 Main Street
    Kansas City, Missouri 64111

    4917 Town Center Drive
    Leawood, Kansas 66211

    1665 Charleston Road
    Mountain View, California 94043

    2000 S. Colorado Blvd.
    Denver, Colorado 80222

SUBSEQUENT INVESTMENTS

    Subsequent  investments  may  be  made  by an  automatic  bank,  payroll  or
government direct deposit (see "Automatic Investment Plan," this page) or by any
of  the  methods  below.  The  minimum  investment  requirement  for  subsequent
investments:  $250 for checks submitted without the investment slip portion of a
previous  statement  or  confirmation,  $50 for all  other  types of  subsequent
investments.

BY MAIL

    When making subsequent  investments,  enclose your check with the investment
slip portion of the  confirmation  of a previous  investment.  If the investment
slip is not  available,  indicate your name,  address and account number on your
check or a separate piece of paper. (Please be aware that the investment minimum
for subsequent investments is higher without an investment slip.)

BY TELEPHONE

    Once your account is open, you may make investments by telephone if you have
authorized us (by choosing "Full Services" on your  application) to draw on your
bank  account.  You may  call an  Investor  Services  Representative  or use our
Automated Information Line.

BY ONLINE ACCESS

    Once  your  account  is open,  you may make  investments  online if you have
authorized us (by choosing "Full Services" on your  application) to draw on your
bank account.

BY WIRE

    You may make  subsequent  investments  by  wire.  Follow  the wire  transfer
instructions on page 21 and indicate your account number.

IN PERSON

    You  may  make  subsequent  investments  in  person  at one of our  Investor
Centers. The locations of our four Investor Centers are listed on this page.

AUTOMATIC INVESTMENT PLAN

    You may  elect on your  application  to make  investments  automatically  by
authorizing us to draw on your bank account regularly.  Such investments must be
at least the  equivalent  of $50 per  month.  You also may  choose an  automatic
payroll or government  direct  deposit.  If you are  establishing a new account,
check the appropriate box under  "Automatic  Investments" on your application to
receive  more  information.  If you  would  like to add a direct  deposit  to an
existing account, please call one of our Investor Services Representatives.

HOW TO EXCHANGE FROM ONE ACCOUNT TO ANOTHER

    As long as you meet any minimum  investment  requirements,  you may exchange
your  Variable-Price Fund shares to our other funds up to six times per year per
account. An exchange request will be processed the same day it is received if it
is received before the fund's net asset values are calculated, which is one hour
prior to the  close of the New York  Stock  Exchange  for the  funds  issued  by
American Century Target  Maturities  Trust, and at the close of the Exchange for
all of our other funds. See "When Share Price is Determined," page 27.


22 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS  AMERICAN CENTURY INVESTMENTS

    For any single exchange,  the shares of each fund being acquired must have a
value  of at  least  $100.  How-  ever,  we will  allow  investors  to set up an
Automatic  Exchange Plan between any two funds in the amount of at least $50 per
month. See our Investor Services Guide for further information about exchanges.

BY MAIL

    You may direct us in writing  to  exchange  your  shares  from one  American
Century account to another. For additional information,  please see our Investor
Services Guide.

BY TELEPHONE

    You can make exchanges over the telephone  (either with an Investor Services
Representative or using our Automated Information Line--see page 24) if you have
authorized  us to  accept  telephone  instructions.  You can  authorize  this by
selecting "Full Services" on your application or by calling us at 1-800-345-2021
to get the appropriate form.

BY ONLINE ACCESS

    You  can  make  exchanges  online  if  you  have  authorized  us  to  accept
instructions  over the  Internet.  You can  authorize  this by  selecting  "Full
Services"  on your  application  or by calling us at  1-800-345-2021  to get the
appropriate form.

HOW TO REDEEM SHARES

    We will  redeem or "buy back" your shares at any time.  Redemptions  will be
made at the next net asset value determined after a complete  redemption request
is received.

    Please note that a request to redeem shares in an IRA or 403(b) plan must be
accompanied  by an  executed  IRS  Form  W-4P  and a reason  for  withdrawal  as
specified by the IRS.

BY MAIL

    Your  written  instructions  to  redeem  shares  may  be  made  either  by a
redemption form,  which we will send to you upon request,  or by a letter to us.
Certain  redemptions  may require a signature  guarantee.  Please see "Signature
Guarantee," page 24.

BY TELEPHONE

    If you have authorized us to accept telephone  instructions,  you may redeem
your shares by calling an Investor Services Representative.

BY CHECK-A-MONTH

    If you have at least a $10,000 balance in your  Variable-Price Fund account,
or if  you  have  a  Money  Market  Fund  account,  you  may  redeem  shares  by
Check-A-Month.  A Check-A-Month  plan  automatically  redeems enough shares each
month to provide you with  redemption  proceeds in an amount you choose (minimum
$50). To set up a Check-A-Month  plan,  please call to request our Check-A-Month
brochure.

OTHER AUTOMATIC REDEMPTIONS

    If you have at least a $10,000 balance in your  Variable-Price Fund account,
or if you have a Money Market Fund  account,  you may elect to make  redemptions
automatically by authorizing us to send funds directly to you or to your account
at a bank or other financial institution. To set up automatic redemptions,  call
one of our Investor Services Representatives.

REDEMPTION PROCEEDS

    Please  note that  shortly  after a  purchase  of shares is made by check or
electronic  draft (also known as an ACH draft) from your bank, we may wait up to
15 days or longer to send  redemption  proceeds (to allow your purchase funds to
clear).  No interest is paid on the redemption  proceeds after the redemption is
processed but before your redemption proceeds are sent.

    Redemption proceeds may be sent to you in one of the following ways:

BY CHECK

    Ordinarily,  all  redemption  checks will be made payable to the  registered
owner of the shares and will be mailed only to the  address of record.  For more
information, please refer to our Investor Services Guide.

BY WIRE AND ACH

    You may authorize us to transmit  redemption  proceeds by wire or ACH. These
services will be effective 15 days after we receive the authorization.

    Your bank will usually receive wired funds within 48 hours of  transmission.
Funds  transferred  by ACH may be received up to seven days after  transmission.
Wired  funds  are  subject  to a $10 fee to cover  bank wire  charges,  which is
deducted from redemption proceeds.  Once the funds are transmitted,  the time of
receipt and the funds' availability are not under our control.


PROSPECTUS          HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS       23


REDEMPTION OF SHARES IN LOW-BALANCE ACCOUNTS

    Whenever  the  shares  held in an  account  have a value  of less  than  the
required  minimum,  a letter will be sent advising you to bring the value of the
shares held in the account up to the  minimum.  If action is not taken within 90
days of the letter's  date,  the shares held in the account will be redeemed and
proceeds from the redemption will be sent by check to your address of record. We
reserve the right to increase the investment minimums.

SIGNATURE GUARANTEE

    To protect  your  accounts  from fraud,  some  transactions  will  require a
signature guarantee.  Which transactions will require a signature guarantee will
depend on which  service  options  you elect  when you open  your  account.  For
example, if you choose "In Writing Only," a signature guarantee will be required
when:

    *    redeeming more than $25,000; or

    *    establishing or increasing a Check-A-Month or automatic transfer on an
         existing account.

    You may obtain a signature  guarantee from a bank or trust  company,  credit
union,  broker-dealer,  securities  exchange or association,  clearing agency or
savings association, as defined by federal law.

    For a more in-depth explanation of our signature guarantee policy, or if you
live outside the United  States and would like to know how to obtain a signature
guarantee, please consult our Investor Services Guide.

    We reserve the right to require a signature guarantee on any transaction, or
to change this policy at any time.

SPECIAL SHAREHOLDER SERVICES

    We offer  several  service  options to make your  account  easier to manage.
These are listed on the account  application.  Please make note of these options
and  elect  the ones  that are  appropriate  for you.  Be aware  that the  "Full
Services" option offers you the most flexibility. You will find more information
about each of these service options in our Investor Services Guide.

    Our special shareholder services include:

AUTOMATED INFORMATION LINE

    We offer an Automated  Information  Line, 24 hours a day, seven days a week,
at 1-800-345-8765.  By calling the Automated Information Line, you may listen to
fund prices,  yields and total return  figures.  You may also use the  Automated
Information  Line to make  investments  into your accounts (if we have your bank
information  on file) and  obtain  your  share  balance,  value and most  recent
transactions.  If you have authorized us to accept telephone  instructions,  you
also may exchange shares from one fund to another via the Automated  Information
Line.  Redemption  instructions  cannot be given via the  Automated  Information
Line.

ONLINE ACCOUNT ACCESS

    You  may   contact   us  24   hours   a  day,   seven   days  a   week,   at
www.americancentury.com  to access  your  funds'  daily  share  prices,  receive
updates on major market indexes and view  historical  performance of your funds.
If you select "Full  Services" on your  application,  you can use your  personal
access code and Social Security number to view your account balances and account
activity,  make subsequent investments from your bank account or exchange shares
from one fund to another.

CHECKWRITING

    We offer  CheckWriting as a service option for your account in either of the
Money Market Funds.  CheckWriting allows you to redeem shares in your account by
writing  a  draft  ("check")  against  your  account  balance.  (Shares  held in
certificate  form may not be redeemed by check.) There is no limit on the number
of checks you can write, but each one must be for at least $100.

    When you write a check, you will continue to receive dividends on all shares
until your check is presented  for payment to our clearing  bank.  If you redeem
all shares in your account by check,  any accrued  distributions on the redeemed
shares will be paid to you in cash on the next monthly distribution date.

    If  you  want  to  add  CheckWriting  to an  existing  account  that  offers
CheckWriting,  contact us by phone or mail for an  appropriate  form.  For a new
account, you may elect CheckWriting on your purchase application by choosing the
"Full Services" option. CheckWriting is not available for any account held in an
IRA or 403(b) plan.

    CheckWriting  redemptions  may  only  be  made  on  checks  provided  by us.
Currently, there is no charge for checks or for the CheckWriting service.

    We  will  return  checks  drawn  on  insufficient  funds  or on  funds  from
investments made by means other


24 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS  AMERICAN CENTURY INVESTMENTS


than by wire within the  previous 15 days.  Neither the company nor our clearing
bank will be liable for any loss or expenses  associated  with returned  checks.
Your  account  may  be  assessed  a $15  service  charge  for  checks  drawn  on
insufficient funds.

    A stop payment may be ordered on a check written  against your  account.  We
will use reasonable  efforts to stop a payment,  but we cannot guarantee that we
will be able to do so. If we are successful in fulfilling a stop-payment  order,
your account may be assessed a $15 fee.

OPEN ORDER SERVICE

    Through our open order  service,  you may  designate a price at which to buy
shares of a variable  price fund by exchange from one of our money market funds,
or a price at which to sell  shares of a variable  price fund by exchange to one
of our money market funds.  The  designated  purchase  price must be equal to or
lower, or the designated sale price equal to or higher,  than the variable price
fund's net asset value at the time the order is placed,  If the designated price
is  met  within  90  calendar   days,  we  will  execute  your  exchange   order
automatically at that price (or better). Open orders not executed within 90 days
will be canceled.

    If the fund you have selected  deducts a distribution  from its share price,
your order  price will be  adjusted  accordingly  so the  distribution  does not
inadvertently  trigger an open order transaction on your behalf. If you close or
re-register  the  account  from which the shares are to be  redeemed,  your open
order will be canceled.

    Because of their time-sensitive nature, open order transactions are accepted
only by  telephone  or in person.  These  transactions  are  subject to exchange
limitations  described  in  each  fund's  prospectus,  except  that  orders  and
cancellations  received  before 2 p.m.  Central time are effective the same day,
and orders or cancellations received after 2 p.m. Central time are effective the
next business day.

TAX-QUALIFIED RETIREMENT PLANS

    Each fund is available for your tax-deferred  retirement plan. Call or write
us and request the appropriate forms for:

    *    Individual Retirement Accounts ("IRAs");

    *    403(b) plans for employees of public school
         systems and non-profit organizations; or

    *    Profit sharing plans and pension plans for corporations and other
         employers.

    If your IRA and  403(b)  accounts  do not total  $10,000,  each  account  is
subject to an annual $10 fee, up to a total of $30 per year.

    You can also transfer your  tax-deferred  plan to us from another company or
custodian. Call or write us for a Request to Transfer form.

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

    Every  account is subject to policies  that could  affect  your  investment.
Please refer to the Investor  Services Guide for further  information  about the
policies discussed below, as well as further detail about the services we offer.

  (1)    We reserve the right for any reason to suspend  the  offering of shares
         for a  period  of  time,  or to  reject  any  specific  purchase  order
         (including  purchases  by  exchange).  Additionally,  purchases  may be
         refused  if, in the  opinion  of the  Manager,  they are of a size that
         would disrupt the management of the Fund.

  (2)    We  reserve  the  right  to  make  changes  to  any  stated  investment
         requirements,  including those that relate to purchases,  transfers and
         redemptions.  In addition,  we may also alter,  add to or terminate any
         investor   services  and   privileges.   Any  changes  may  affect  all
         shareholders or only certain series or classes of shareholders.

  (3)    Shares  being  acquired  must be  qualified  for sale in your  state of
         residence.

  (4)    Transactions  requesting  a  specific  price and date,  other than open
         orders, will be refused.  Once you have mailed or otherwise transmitted
         your  transaction  instructions  to us,  they  may not be  modified  or
         canceled.

  (5)    If a transaction request is made by a corporation,  partnership, trust,
         fiduciary,  agent  or  unincorporated   association,  we  will  require
         evidence  satisfactory to us of the authority of the individual  making
         the request.

  (6)    We have established  procedures  designed to assure the authenticity of
         instructions received by telephone. These procedures include requesting
         personal  identification  from callers,  recording telephone calls, and
         providing written confirmations of telephone transactions. These



PROSPECTUS               HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS    25


         procedures are designed to protect  shareholders  from  unauthorized or
         fraudulent  instructions.  If we do not employ reasonable procedures to
         confirm  the  genuineness  of  instructions,  then we may be liable for
         losses due to unauthorized or fraudulent instructions. The company, its
         transfer agent and investment  advisor will not be responsible  for any
         loss due to instructions they reasonably believe are genuine.

  (7)    All   signatures   should  be  exactly  as  the  name  appears  in  the
         registration.  If the owner's name appears in the  registration as Mary
         Elizabeth Jones, she should sign that way and not as Mary E. Jones.

  (8)    Unusual  stock  market  conditions  have  in the  past  resulted  in an
         increase  in  the  number  of  shareholder   telephone  calls.  If  you
         experience  difficulty in reaching us during such periods, you may send
         your transaction instructions by mail, express mail or courier service,
         or you may  visit  one of our  Investor  Centers.  You may also use our
         Automated Information Line if you have requested and received an access
         code and are not attempting to redeem shares.

  (9)    If  you  fail  to  provide  us  with  the  correct  certified  taxpayer
         identification  number, we may reduce any redemption proceeds by $50 to
         cover the  penalty the IRS will impose on us for failure to report your
         correct taxpayer identification number on information reports.

  (10)   We will perform special inquiries on shareholder  accounts.  A research
         fee of $15 per hour may be applied.

REPORTS TO SHAREHOLDERS

    At the  end of  each  calendar  quarter,  we will  send  you a  consolidated
statement that summarizes all of your American Century  holdings,  as well as an
individual  statement  for  each  fund you own that  reflects  all  year-to-date
activity in your account.  You may request a statement of your account  activity
at any time.

    With the  exception of most  automatic  transactions,  each time you invest,
redeem,  transfer or exchange  shares,  we will send you a  confirmation  of the
transactions. See the Investor Services Guide for more detail.

    Carefully  review  all the  information  relating  to  transactions  on your
statements  and  confirmations  to ensure that your  instructions  were acted on
properly.  Please notify us immediately in writing if there is an error.  If you
fail to provide  notification  of an error  with  reasonable  promptness,  i.e.,
within 30 days of  non-automatic  transactions  or within 30 days of the date of
your consolidated quarterly statement, in the case of automatic transactions, we
will deem you to have ratified the transaction.

    No later than January  31st of each year,  we will send you reports that you
may use in completing  your U.S.  income tax return.  See the Investor  Services
Guide for more information.

    Each year,  we will send you an annual and a semiannual  report  relating to
your fund, each of which is incorporated herein by reference.  The annual report
includes audited financial  statements and a list of portfolio  securities as of
the  fiscal  year  end.  The  semiannual  report  includes  unaudited  financial
statements  for the first six  months of the fiscal  year,  as well as a list of
portfolio  securities at the end of the period. You also will receive an updated
prospectus at least once each year.  Please read these materials  carefully,  as
they will help you understand your fund.

EMPLOYER-SPONSORED RETIREMENT PLANS AND INSTITUTIONAL ACCOUNTS

    Information   contained  in  our  Investor   Services   Guide   pertains  to
shareholders  who invest  directly with American  Century rather than through an
employer-sponsored retirement plan or through a financial intermediary.

    If  you  own  or  are   considering   purchasing   Fund  shares  through  an
employer-sponsored  retirement  plan,  your  ability to  purchase  shares of the
Funds,  exchange them for shares of other American Century funds, or redeem them
will depend on the terms of your plan.

    If you  own or are  considering  purchasing  Fund  shares  through  a  bank,
broker-dealer,  insurance company or other financial intermediary,  your ability
to purchase,  exchange and redeem shares will depend on your agreement with, and
the policies of, such financial intermediary.

    You may reach one of our Institutional  Service  Representatives  by calling
1-800-345-3533 to request information about our funds and services,  to obtain a
current  prospectus or to get answers to any questions  about our Funds that you
are unable to obtain through your plan administrator or financial intermediary.


26 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS  AMERICAN CENTURY INVESTMENTS


                    ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

    The price of your shares is also  referred to as their net asset value.  Net
asset value is determined  by  calculating  the total value of a fund's  assets,
deducting  total  liabilities  and  dividing  the result by the number of shares
outstanding.  For all American  Century  funds,  except funds issued by American
Century Target  Maturities  Trust, net asset value is determined at the close of
regular trading on each day that the New York Stock Exchange is open,  usually 3
p.m.  Central time. Net asset values for Target  Maturities funds are determined
one hour prior to the close of the Exchange.

    Investments and requests to redeem or exchange shares will receive the share
price next  determined  after  receipt by us of the  investment,  redemption  or
exchange  request.  For example,  investments and requests to redeem or exchange
shares of a fund received by us or one of our agents before the time as of which
the net  asset  value of the fund is  determined,  are  effective  on,  and will
receive the price  determined,  that day.  Investment,  redemption  and exchange
requests received  thereafter are effective on, and receive the price determined
as of the close of the Exchange on, the next day the Exchange is open.

    Investments  are  considered  received  only when payment is received by us.
Wired funds are  considered  received on the day they are  deposited in our bank
account if they are deposited before the time as of which the net asset value is
determined.

    Investments by telephone pursuant to your prior  authorization to us to draw
on your bank account are considered received at the time of your telephone call.

    Investment and transaction  instructions  received by us on any business day
by mail  prior to the time as of which the net asset  value is  determined  will
receive that day's price.  Investments and instructions received after that time
will receive the price determined on the next business day.

    If you invest in Fund shares through an  employer-sponsored  retirement plan
or  other  financial  intermediary,  it  is  the  responsibility  of  your  plan
recordkeeper or financial  intermediary to transmit your purchase,  exchange and
redemption requests to the Funds' transfer agent prior to the applicable cut-off
time for receiving  orders and to make payment for any purchase  transactions in
accordance with the Funds'  procedures or any contractual  arrangement  with the
Funds or the Funds' distributor in order for you to receive that day's price.

HOW SHARE PRICE IS DETERMINED

    The valuation of assets for determining net asset value may be summarized as
follows:

    Portfolio  securities  of each Fund,  except as otherwise  noted,  listed or
traded on a domestic  securities  exchange  are valued at the last sale price on
that  exchange.  Portfolio  securities  primarily  traded on foreign  securities
exchanges  are  generally  valued  at  the  preceding  closing  values  of  such
securities on the exchange where primarily traded. If no sale is reported, or if
local convention or regulation so provides, the mean of the latest bid and asked
prices is used.  Depending on local convention or regulation,  securities traded
over-the-counter  are priced at the mean of the latest bid and asked prices,  or
at the last sale  price.  When  market  quotations  are not  readily  available,
securities and other assets are valued at fair value as determined in accordance
with procedures adopted by the Board of Trustees.

    Debt  securities  not traded on a principal  securities  exchange are valued
through  valuations  obtained from a commercial  pricing  service or at the most
recent  mean of the bid and asked  prices  provided  by  investment  dealers  in
accordance with procedures established by the Board of Trustees.

    Pursuant to a determination by the Money Market Funds' Board of Trustees and
Rule 2a-7 under the Investment  Company Act,  portfolio  securities of the Funds
are valued at amortized cost. When a security is valued at amortized cost, it is
valued at its cost  when  purchased,  and  thereafter  by  assuming  a  constant
amortization to maturity of any discount or premium, regardless of the impact of
fluctuating interest rates on the market value of the instrument.


PROSPECTUS                   ADDITIONAL INFORMATION YOU SHOULD KNOW       27


WHERE TO FIND INFORMATION ABOUT SHARE PRICE

    The net asset  values of the Investor  Class Funds are  published in leading
newspapers  daily.  The yields of the Money Market Funds are published weekly in
leading financial publications and daily in many local newspapers. The net asset
values of, as well as yield  information on the Funds and all the other funds in
the American Century family of funds, may be obtained by calling us or accessing
our Web site at www.americancentury.com.

DISTRIBUTIONS

    At the close of each day  including  Saturdays,  Sundays and  holidays,  net
income of the Variable-Price Funds is determined and declared as a distribution.
For the Money  Market  Funds,  net income plus net  realized  gains on portfolio
securities  is  determined  and  declared  as a  distribution  daily,  including
Saturdays, Sundays and holidays. These distributions will be paid monthly on the
last Friday of each month, except for year-end  distributions which will be made
on the last business day of the year.

    You will  begin to  participate  in the  distributions  the day  after  your
purchase is  effective.  See "When Share Price is  Determined,"  page 27. If you
redeem  shares,  you will receive the  distribution  declared for the day of the
redemption.  If all  shares  are  redeemed  (other  than by  CheckWriting),  the
distribution  on the  redeemed  shares  will be  included  with your  redemption
proceeds.

    Distributions  from net  realized  securities  gains  of the  Variable-Price
Funds,  if any,  generally are declared and paid once a year,  but the Funds may
make  distributions  on a more  frequent  basis to comply with the  distribution
requirements of the Internal Revenue Code, in all events in a manner  consistent
with the provisions of the Investment Company Act. The Money Market Funds do not
expect to realize any long-term capital gains and, accordingly, do not expect to
make any capital gains distributions.

    Participants in employer-sponsored retirement or savings plans must reinvest
all  distributions.   For  shareholders   investing  through  taxable  accounts,
distributions  will be  reinvested  unless  you elect to  receive  them in cash.
Distributions of less than $10 generally will be reinvested.  Distributions made
shortly  after a  purchase  by check  or ACH may be held up to 15 days.  You may
elect to have distributions on shares held in Individual Retirement Accounts and
403(b)  plans  paid  in  cash  only  if you are at  least  59-1/2  years  old or
permanently and totally disabled. Distribution checks normally are mailed within
seven days after the record date. Please consult our Investor Services Guide for
further information regarding your distribution options.

TAXES

    Each  Fund has  elected  to be taxed  under  Sub-chapter  M of the  Internal
Revenue  Code,  which  means that to the extent  its  income is  distributed  to
shareholders, it pays no income taxes.

TAX-DEFERRED ACCOUNTS

    If Fund shares are  purchased  through  tax-  deferred  accounts,  such as a
qualified  employer-  sponsored  retirement or savings plan,  income and capital
gains  distributions  paid by the Funds will generally not be subject to current
taxation,  but will  accumulate in your account under the plan on a tax-deferred
basis.

    Employer-sponsored  retirement and savings plans are governed by complex tax
rules.  If you elect to participate in your employer's  plan,  consult your plan
administrator,  your plan's  summary plan  description,  or a  professional  tax
advisor   regarding  the  tax   consequences  of   participation  in  the  plan,
contributions to, and withdrawals or distributions from the plan.

TAXABLE ACCOUNTS

    If Fund shares are purchased through taxable accounts,  distributions of net
investment  income  and net  short-term  capital  gains  are  taxable  to you as
ordinary income, except as described below. The dividends from net income of the
Variable-Price Funds do not qualify for the 70% dividends-received deduction for
corporations since they are derived from interest income. Dividends representing
income derived from  tax-exempt  bonds  generally  retain the bonds'  tax-exempt
character in a shareholder's  hands.  Distributions  from net long-term  capital
gains are taxable as long-term  capital  gains  regardless of the length of time
you have held the  shares on which such  distributions  are paid.  However,  you
should note that any loss  realized  upon the sale or  redemption of shares held
for six months or less will be treated as a long-term


28   ADDITIONAL INFORMATION YOU SHOULD KNOW        AMERICAN CENTURY INVESTMENTS


capital loss to the extent of any distribution of long-term  capital gain to you
with respect to such shares.

    Distributions  are taxable to you  regardless  of whether  they are taken in
cash or reinvested,  even if the value of your shares is below your cost. If you
purchase shares shortly before a distribution,  you must pay income taxes on the
distribution,  even though the value of your investment (plus cash received,  if
any) will not have  increased.  In  addition,  the  share  price at the time you
purchase  shares may  include  unrealized  gains in the  securities  held in the
investment portfolio of the Fund. If these portfolio securities are subsequently
sold and the gains are realized,  they will, to the extent not offset by capital
losses, be paid to you as a distribution of capital gains and will be taxable to
you as short-term or long-term capital gains.

    In January of the year  following the  distribution,  if you own shares in a
taxable account, you will receive a Form 1099-DIV notifying you of the status of
your  distributions  for federal income tax purposes.  The Funds anticipate that
substantially  all of the  dividends to be paid by the Funds will be exempt from
federal  income  taxes to an  individual  unless,  due to that  person's own tax
situation,  he or she is subject to the AMT.  In that case,  it is likely that a
portion of the dividends  will be taxable to that  shareholder  while  remaining
tax-exempt  in the  hands of most  other  shareholders.  The Funds  will  advise
shareholders of the percentage, if any, of the dividends not exempt from federal
income tax, and the percentage,  if any,  subject to the individual AMT should a
shareholder be subject to it.

    If you have not complied  with certain  provisions  of the Internal  Revenue
Code and  Regulations,  we are  required by federal law to withhold and remit to
the IRS 31% of reportable  payments (which may include dividends,  capital gains
distributions  and redemptions).  Those regulations  require you to certify that
the Social Security number or tax  identification  number you provide is correct
and that you are not subject to 31% withholding for previous  under-reporting to
the  IRS.  You  will be asked  to make  the  appropriate  certification  on your
application.  Payments  reported by us that omit your Social  Security number or
tax  identification  number will  subject us to a penalty of $50,  which will be
charged  against  your account if you fail to provide the  certification  by the
time the report is filed, and is not refundable.

    Redemption of shares of a fund  (including  redemptions  made in an exchange
transaction)  will be a taxable  transaction for federal income tax purposes and
shareholders  will generally  recognize a gain or loss in an amount equal to the
difference  between  the basis of the shares and the amount  received.  Assuming
that  shareholders hold such shares as a capital asset, the gain or loss will be
a capital gain or loss and will generally be long term if shareholders have held
such  shares for a period of more than one year.  If a loss is  realized  on the
redemption of Fund shares,  the reinvestment in additional Fund shares within 30
days before or after the  redemption  may be subject to the "wash sale" rules of
the Internal  Revenue Code,  resulting in a postponement  of the  recognition of
such loss for federal income tax purposes.

SPECIAL TAX INFORMATION

    Each Fund intends to invest a sufficient  portion of its assets in state and
municipal obligations so that it will qualify to pay "exempt-interest dividends"
to shareholders.  Such exempt-interest dividends are generally excludable from a
shareholder's gross income for federal tax purposes.  If a Fund earned federally
taxable income from any of its  investments,  the income would be distributed to
shareholders as a taxable dividend as described above.

MUNICIPAL SECURITIES

     Opinions  relating  to  the  validity  of  municipal   securities  and  the
exemptions  of interest  thereon  from  federal  income tax are rendered by bond
counsel to the  issuers.  The Funds and the Manager  rely on the opinion of bond
counsel  and do not  undertake  any  independent  investigation  of  proceedings
relating to the issuance of state or municipal securities.  The Funds may invest
in various  instruments that are not traditional state and local obligations and
that are believed to generate  interest  excludable  from  taxable  income under
Internal  Revenue  Code Section 103,  including,  but not limited to,  municipal
lease obligations and inverse  floaters.  Although the Funds may invest in these
instruments,  they cannot  guarantee the tax-exempt  status of the income earned
thereon from any other investment.


PROSPECTUS                   ADDITIONAL INFORMATION YOU SHOULD KNOW       29


AMT LIABILITY

    To the extent that either  California  Municipal Money Market and High-Yield
Municipal  invest  in  municipal  obligations  (private  activity  bonds)  whose
interest  is treated as a tax  preference  item in  calculating  AMT  liability,
shareholders  who calculate AMT liability  will be required to include a portion
of the Fund's dividends as a tax preference item in making this calculation.  In
addition,  corporate  shareholders  may be required to include all dividends and
distributions by the Fund in an adjustment of alternative minimum taxable income
for purposes of the AMT and the environmental tax imposed under Internal Revenue
Code Sections 55 and 59A, respectively.

EXEMPT-INTEREST DIVIDENDS

    Exempt-interest  dividends of a Fund,  although  exempt from regular federal
income tax, are includable in the tax base for  determining  the extent to which
Social  Security  or  railroad  retirement  benefits  will be subject to federal
income tax.

     Distributions  from net  short-term  capital  gains and all or a portion of
gains  realized  upon the  disposition  of market  discount  bonds are federally
taxable as ordinary income.  Long-term capital gains distributions designated as
capital  gain  dividends  are  federally  taxable as  long-term  capital  gains,
regardless  of how long you have held your shares.  Distributions  generally are
subject  to the same tax  treatment,  whether  they are  received  in cash or in
additional shares.  Distributions declared to shareholders of record in October,
November or December and paid in January of the following year are treated as if
paid on December 31st.

    If a Fund qualifies to pay exempt-interest  dividends,  its income dividends
will be exempt from California personal income tax to the extent that the Fund's
dividends are derived from interest on California  state  tax-free  obligations.
Distributions  derived from  obligations  other than  California  state tax-free
obligations, as well as distributions from short- or long-term capital gains and
any other taxable  income or gains,  are subject to California  personal  income
tax. The Funds'  dividends  are not exempt from  California  state  franchise or
corporate income taxes. Shareholders who are domiciled outside of California may
be subject to income,  personal  property,  intangibles  or other taxes in their
respective states.

    You may  realize a taxable  gain or loss when you redeem  (sell) or exchange
shares of a Variable-Price Fund. For most types of accounts,  proceeds from your
redemption transactions will be reported to the IRS annually.  However,  because
the  tax  treatment  depends  on your  purchase  price  and  your  personal  tax
situation, you should keep regular account statements to use in determining your
tax liability.

    If you hold Fund shares for six months or less,  the  deduction  of any loss
realized  upon  redemption  is  disallowed  to  the  extent  that  you  received
"exempt-interest  dividends" on those shares.  All  shareholders are required to
report the receipt of dividends  and  distributions,  including  exempt-interest
dividends, on their federal income tax returns.

    Shareholders  should  be  aware  that  redeeming  shares  of  a  Fund  after
tax-exempt interest income has been accrued by a Fund but before that income has
been  distributed  as a  dividend  may be  disadvantageous.  Any  gain  on  such
redemption will be taxable,  even though the gain may be attributable in part to
the accrued tax-exempt  interest that might have qualified as an exempt-interest
dividend if distributed as a dividend rather than as redemption proceeds.

MANAGEMENT

INVESTMENT MANAGEMENT

    The Funds  are  series  of the  American  Century  California  Tax-Free  and
Municipal  Funds,  formerly  known as Benham  California  Tax-Free and Municipal
Funds, (the "Trust").  Under the laws of the Commonwealth of Massachusetts,  the
Board of Trustees is  responsible  for  managing the business and affairs of the
Trust. Acting pursuant to an investment  management  agreement entered into with
the Funds, American Century Investment Management, Inc. serves as the investment
manager of the Funds. Its principal place of business is American Century Tower,
4500 Main Street, Kansas City, Missouri 64111.

    The Manager has been providing  investment  advisory  services to investment
companies and institutional clients since it was founded in 1958.

    The Manager supervises and manages the investment portfolio of each Fund and
directs the purchase


30   ADDITIONAL INFORMATION YOU SHOULD KNOW        AMERICAN CENTURY INVESTMENTS


and sale of its investment securities.  It utilizes teams of portfolio managers,
assistant  portfolio  managers and analysts acting together to manage the assets
of the Funds.  The teams meet  regularly  to review  portfolio  holdings  and to
discuss  purchase and sale  activity.  The teams  adjust  holdings in the Funds'
portfolios  and the Funds' asset mix as they deem  appropriate in pursuit of the
Funds' investment  objectives.  Individual portfolio manager members of the team
may also  adjust  portfolio  holdings of the Funds or of sectors of the Funds as
necessary between team meetings.

    The portfolio  manager  members of the teams managing the Funds described in
this  Prospectus and their work experience for the last five years are listed as
follows:

    G. DAVID  MACEWEN,  Vice  President  and Senior  Portfolio  Manager,  is the
manager of the  portfolio  management  team which  manages the Funds and has had
primary  responsibility  for the day-to-day  operations of California  Long-Term
Tax-Free and  California  Insured  Tax-Free  since May, 1991. Mr. MacEwen joined
American  Century in 1991 as a Municipal  Portfolio  Manager.  Mr.  MacEwen is a
member of the  Association of Investment  Management and Research (AIMR) and the
Securities Analysts of San Francisco. Mr. MacEwen has an MBA in finance from the
University of Delaware and a BA in Economics from Boston University.

    TODD PARDULA, Municipal Portfolio Manager, has been directly responsible for
the management of the Money Market Funds since May, 1994. Before he was promoted
to Portfolio Manager,  Mr. Pardula,  who joined American Century in 1990, was an
Associate  Municipal  Credit  Analyst  for two  years.  Prior to that,  he was a
Customer Service Representative in the Investor Services Department. Mr. Pardula
is a  Chartered  Financial  Analyst  and  is a  member  of the  Association  for
Investment  Management & Research (AIMR) and a member of the Securities Analysts
of San Francisco and the California Society of Municipal  Analysts.  He has a BS
degree in Finance from Santa Clara University.

    JOEL SILVA,  Municipal Portfolio Manager,  has been directly responsible for
the  management of California  Limited-Term  Tax-Free since June,  1993.  Before
being promoted to Portfolio Manager,  Mr. Silva was a municipal bond trader. Mr.
Silva  is a  Registered  Representative  and  has a BS  degree  from  California
Polytechnic University and an MBA from California State University in Hayward.

    STEVEN M.  PERMUT,  Senior  Portfolio  Manager  and  Director  of  Municipal
Research,  is primarily  responsible for the management of California High-Yield
Municipal.  Mr.  Permut is currently the Chairman of the  California  Society of
Municipal  Analysts  and a member  of the  Board of  Directors  of the  National
Federation  of Municipal  Analysts.  He has a bachelor's  degree in Business and
Geography  from State  University  of New York and an MBA in Finance from Golden
Gate University in San Francisco.

    COLLEEN M. DENZLER,  Senior Municipal Portfolio Manager,  has been primarily
responsible  for  the  day-to-day  operations  of  California  Intermediate-Term
Tax-Free  since January 1996.  Prior to joining the Manager in January 1996, Ms.
Denzler was a Portfolio Manager with Calvert Group for 10 years, specializing in
state tax-exempt portfolios. Ms. Denzler is a Chartered Financial Analyst and is
a member of the  Association  for Investment  Management and Research (AIMR) and
the  Washington  Society of Investment  Analysts.  Ms.  Denzler has a bachelor's
degree in Finance from Radford University.

    The  activities  of the Manager are subject only to directions of the Funds'
Board of  Trustees.  The  Manager  pays all the  expenses  of the  Funds  except
brokerage,  taxes,  portfolio  insurance,  interest,  fees and  expenses  of the
non-interested  person  Trustees  (including  counsel  fees)  and  extraordinary
expenses.

    For the services  provided to the Funds,  the Manager receives a monthly fee
based on a percentage of the average net assets of each Fund. The annual rate at
which this fee is assessed is determined monthly in a two-step process: First, a
fee rate  schedule  is  applied  to the  assets  of all of the funds in a Fund's
investment  category which are managed by the Manager (the "Investment  Category
Fee"). There are three investment categories: Money Market Funds, Bond Funds and
Equity Funds.  Second,  a separate fee rate schedule is applied to the assets of
all of the funds  managed by the Manager (the  "Complex  Fee").  The  Investment
Category Fee and the Complex Fee are then added to determine the unified manage-


PROSPECTUS                   ADDITIONAL INFORMATION YOU SHOULD KNOW      31


ment fee payable by the Fund to the Manager.  Currently, the Investment Category
Fee for each of the Funds is an annual  rate of the  average  net  assets of the
Fund as follows: California Tax-Free Money Market and California Municipal Money
Market, 0.20%;  California Limited-Term Tax-Free,  California  Intermediate-Term
Tax-Free,  California Long-Term Tax-Free and California Insured Tax-Free, 0.21%;
and California High-Yield, 0.24%. The Complex Fee is currently an annual rate of
0.30% of the  average  net  assets  of a Fund.  Further  information  about  the
calculation  of the annual  management  fee is  contained  in the  Statement  of
Additional Information.

    On the first  business day of each month,  the Funds pay a management fee to
the  Manager  for the  previous  month at the  specified  rate.  The fee for the
previous month is calculated by multiplying the applicable fee for a Fund by the
aggregate average daily closing value of a Fund's net assets during the previous
month  by a  fraction,  the  numerator  of which  is the  number  of days in the
previous month and the denominator of which is 365 (366 in leap years).

CODE OF ETHICS

    The Funds and the Manager  have  adopted a Code of Ethics,  which  restricts
personal  investing  practices by  employees of the Manager and its  affiliates.
Among other  provisions,  the Code of Ethics requires that employees with access
to information about the purchase or sale of securities in the Funds' portfolios
obtain  preclearance before executing personal trades. With respect to Portfolio
Managers  and  other  investment   personnel,   the  Code  of  Ethics  prohibits
acquisition  of securities  in an initial  public  offering,  as well as profits
derived from the purchase and sale of the same security within 60 calendar days.
These  provisions  are  designed  to  ensure  that  the  interests  of the  fund
shareholders come before the interests of the people who manage those funds.

TRANSFER AND ADMINISTRATIVE SERVICES

    American  Century  Services  Corporation,  4500 Main  Street,  Kansas  City,
Missouri 64111, acts as transfer agent and dividend-paying  agent for the Funds.
It provides  facilities,  equipment  and  personnel to the Funds and is paid for
such services by the Manager.

    The Funds  charge no sales  commissions,  or "loads," of any kind.  However,
investors  who do not choose to purchase or sell Fund shares  directly  from the
transfer   agent  may   purchase   or  sell  Fund  shares   through   registered
broker-dealers  and other qualified  service  providers who may charge investors
fees for their services.  These  broker-dealers and service providers  generally
provide  shareholder,  administrative  and/or  accounting  services  which would
otherwise be provided by the transfer agent. To accommodate these investors, the
Manager and its affiliates have entered into agreements with some broker-dealers
and service  providers to provide  these  services.  Fees for such  services are
borne  normally by the Funds at the rates  normally paid to the transfer  agent,
which would otherwise provide the services. Any distribution expenses associated
with these arrangements are borne by the Manager.

    From time to time,  special  services  may be  offered to  shareholders  who
maintain  higher  share  balances  in our family of funds.  These  services  may
include the waiver of minimum investment requirements, expedited confirmation of
shareholder  transactions,  newsletters and a team of personal  representatives.
Any expenses  associated with these special services will be paid by the Manager
or its affiliates.

    The Manager and  transfer  agent are both wholly  owned by American  Century
Companies, Inc. James E. Stowers Jr., Chairman of the Board of Directors of ACC,
controls ACC by virtue of his ownership of a majority of its common stock.

DISTRIBUTION OF FUND SHARES

    The Funds' shares are distributed by American Century  Investment  Services,
Inc. (the  "Distributor"),  a registered  broker-dealer  and an affiliate of the
Manager.  The Manager pays all expenses for promoting and  distributing the Fund
shares offered by this Prospectus. The Funds do not pay any commissions or other
fees  to  the   Distributor  or  to  any  other   broker-dealers   or  financial
intermediaries in connection with the distribution of Fund shares.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

    The Trust was organized as a  Massachusetts  business  trust on February 18,
1983. The Trust is a registered  open-end  management  investment  company.  Its
business and affairs are managed by its officers under


32   ADDITIONAL INFORMATION YOU SHOULD KNOW      AMERICAN CENTURY INVESTMENTS


the direction of its Board of Trustees.

    The  principal  office of the Trust is  American  Century  Tower,  4500 Main
Street, P.O. Box 419200, Kansas City, Missouri 64141-6200.  All inquiries may be
made by mail to that address,  or by telephone to 1-800-345-2021  (international
calls: 816-531-5575).

    The Funds are individual series of the Trust which issues shares with no par
value.  The assets belonging to each series of shares are held separately by the
custodian and in effect each series is a separate fund.

    Each share,  irrespective of series, is entitled to one vote for each dollar
of net asset  value  applicable  to such share on all  questions,  except  those
matters  which must be voted on  separately  by the  series of shares  affected.
Matters affecting only one Fund are voted upon only by that Fund.

    Shares have  non-cumulative  voting rights,  which means that the holders of
more than 50% of the votes cast in an election of trustees  can elect all of the
Trustees if they choose to do so, and in such event the holders of the remaining
votes will not be able to elect any person or persons to the Board of Trustees.

    Unless required by the Investment  Company Act, it will not be necessary for
the Trust to hold annual meetings of shareholders. As a result, shareholders may
not vote each year on the election of Trustees or the  appointment  of auditors.
However,  pursuant to the Trust's by-laws, the holders of shares representing at
least 10% of the votes  entitled  to be cast may  request  that the Trust hold a
special meeting of shareholders. The Trust will assist in the communication with
other shareholders.

    WE RESERVE THE RIGHT TO CHANGE ANY OF OUR POLICIES, PRACTICES AND PROCEDURES
DESCRIBED IN THIS PROSPECTUS, INCLUDING THE STATEMENT OF ADDITIONAL INFORMATION,
WITHOUT  SHAREHOLDER  APPROVAL  EXCEPT  IN  THOSE  INSTANCES  WHERE  SHAREHOLDER
APPROVAL IS EXPRESSLY REQUIRED.

    THIS  PROSPECTUS  CONSTITUTES AN OFFER TO SELL  SECURITIES OF A FUND ONLY IN
THOSE STATES WHERE THE FUND'S SHARES HAVE BEEN REGISTERED OR OTHERWISE QUALIFIED
FOR SALE. A FUND WILL NOT ACCEPT  APPLICATIONS  FROM PERSONS  RESIDING IN STATES
WHERE THE FUND'S SHARES ARE NOT REGISTERED.


PROSPECTUS                   ADDITIONAL INFORMATION YOU SHOULD KNOW       33


P.O. BOX 419200
KANSAS CITY, MISSOURI 64141-6200

INVESTOR SERVICES:  1-800-345-2021 OR 816-531-5575

AUTOMATED INFORMATION LINE:  1-800-345-8765

TELECOMMUNICATIONS DEVICE FOR THE DEAF: 1-800-634-4113 OR 816-444-3485

FAX: 816-340-7962

INTERNET: www.americancentury.com

                            [american century logo]
                                    American
                                Century(reg.sm)

9712           [recycled logo]
SH-BKT-10345      Recycled
<PAGE>
                                  PROSPECTUS

                            [american century logo]
                                    American
                                Century(reg.sm)

                                   Brokerage

                               DECEMBER 15, 1997

                                    BENHAM
                                 GROUP(reg.tm)

                       California Tax-Free Money Market

INVESTOR CLASS


                         AMERICAN CENTURY INVESTMENTS

                                FAMILY OF FUNDS

    American  Century  Investments  offers you nearly 70 fund  choices  covering
stocks, bonds, money markets,  specialty investments and blended portfolios.  To
help you find the funds that may meet your investment  needs,  American  Century
funds  have  been  divided  into  three  groups  based on  investment  style and
objectives. These groups, which appear below, are designed to help simplify your
fund decisions.

                      AMERICAN CENTURY INVESTMENTS
- --------------------------------------------------------------------------------
     BENHAM GROUP        AMERICAN CENTURY GROUP  TWENTIETH CENTURY GROUP(reg.tm)
- --------------------------------------------------------------------------------
  MONEY MARKET FUNDS        ASSET ALLOCATION &              GROWTH FUNDS
 GOVERNMENT BOND FUNDS        BALANCED FUNDS            INTERNATIONAL FUNDS
DIVERSIFIED BOND FUNDS  CONSERVATIVE EQUITY FUNDS
 MUNICIPAL BOND FUNDS        SPECIALTY FUNDS
- --------------------------------------------------------------------------------
  California Tax-Free
   Money Market Fund


                                  PROSPECTUS

                               DECEMBER 15, 1997

                       California Tax-Free Money Market

                                INVESTOR CLASS

           AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS

    American  Century  California  Tax-Free  and  Municipal  Funds are a part of
American Century Investments,  a family of funds that includes nearly 70 no-load
mutual funds  covering a variety of investment  opportunities.  One of the money
market funds from our Benham Group,  which seeks to obtain  interest income that
is exempt  from  federal and  California  income  taxes,  is  described  in this
Prospectus. Its investment objective is listed on page 2 of this Prospectus. The
other funds are described in separate prospectuses.

    Through its Investor Class of shares,  American  Century offers  investors a
full  line  of  no-load  funds,  investments  that  have  no  sales  charges  or
commissions.

    This Prospectus  gives you information  about the Funds that you should know
before investing. Please read this Prospectus carefully and retain it for future
reference.  Additional  information  is included in the  Statement of Additional
Information  dated December 15, 1997, and filed with the Securities and Exchange
Commission  (SEC).  It is  incorporated  into this  Prospectus by reference.  To
obtain a copy without charge, call or write:

                         AMERICAN CENTURY INVESTMENTS
                      4500 Main Street * P.O. Box 419200
               Kansas City, Missouri 64141-6200 * 1-800-345-2021
                      International calls: 816-531-5575
                   Telecommunications Device for the Deaf:
                  1-800-634-4113 * In Missouri: 816-444-3485
                       Internet: www.americancentury.com

    Additional  information,  including  this  Prospectus  and the  Statement of
Additional Information,  may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

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.


PROSPECTUS                                                                     1


                       INVESTMENT OBJECTIVE OF THE FUND

AMERICAN CENTURY - BENHAM CALIFORNIA TAX-FREE
MONEY MARKET FUND

California Tax-Free Money Market is a money market fund which seeks to obtain as
high a level of interest income exempt from federal and California  income taxes
as  is  consistent  with  prudent  investment  management  and  conservation  of
shareholders'  capital.  THERE CAN BE NO ASSURANCE THAT THE FUND WILL BE ABLE TO
MAINTAIN A STABLE NET ASSET VALUE PER SHARE.


    AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
                                  GOVERNMENT.

THE FUND CONCENTRATES ITS INVESTMENTS  GEOGRAPHICALLY BY INVESTING IN SECURITIES
ISSUED  BY  AGENCIES,  INSTRUMENTALITIES  AND  MUNICIPALITIES  OF THE  STATE  OF
CALIFORNIA. BECAUSE OF THIS CONCENTRATION,  THE FUND MAY BE RISKIER THAN SIMILAR
MUTUAL FUNDS WITH NO GEOGRAPHIC CONCENTRATION.

              There is no assurance that the Fund will achieve its
                        respective investment objectives.

NO  PERSON  IS  AUTHORIZED  BY THE  FUND TO GIVE  ANY  INFORMATION  OR MAKE  ANY
REPRESENTATION OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS OR IN OTHER PRINTED
OR WRITTEN  MATERIAL ISSUED BY OR ON BEHALF OF THE FUND, AND YOU SHOULD NOT RELY
ON ANY OTHER INFORMATION OR REPRESENTATION.


2      INVESTMENT OBJECTIVE                   AMERICAN CENTURY INVESTMENTS


                               TABLE OF CONTENTS

Investment Objective of the Fund ...........................................   2
Transaction and Operating Expense Table ....................................   4
Financial Highlights .......................................................   5

INFORMATION REGARDING THE FUND

Investment Policies of the Fund ............................................   6
Portfolio Investment Quality and Maturity
   Guidelines ..............................................................   6
Risk Factors and Investment Techniques .....................................   7
   Basic Fixed Income Investment Risks .....................................   7
           Interest Rate Risk ..............................................   7
           Credit Risk .....................................................   7
           Liquidity Risk ..................................................   7
           Concentration Risk ..............................................   7
           Call Risk .......................................................   7
    California Obligations .................................................   7
    Municipal Securities ...................................................   8
Tax-Exempt Securities ......................................................   8
Other Investment Practices, Their Characteristics
   and Risks ...............................................................   9
   When-Issued and Forward Commitment
        Agreements .........................................................   9
   Rule 144A Securities ....................................................   9
   Other Techniques ........................................................   9
Performance Advertising ....................................................   9

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

How to Purchase and Sell American
   Century Funds ...........................................................  11
How to Exchange from One American Century
   Fund to Another .........................................................  11
How to Redeem Shares .......................................................  11
Telephone Services .........................................................  11

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price ................................................................  12
   When Share Price Is Determined ..........................................  12
   How Share Price Is Determined ...........................................  12
   Where to Find Information About Share Price .............................  13
Distributions ..............................................................  13
Taxes ......................................................................  13
   Tax-Deferred Accounts ...................................................  13
   Taxable Accounts ........................................................  13
   Special Tax Information .................................................  14
   Municipal Securities ....................................................  14
   Exempt-Interest Dividends ...............................................  15
Management .................................................................  15
   Investment Management ...................................................  15
   Code of Ethics ..........................................................  16
   Transfer and Administrative Services ....................................  16
Distribution of Fund Shares ................................................  17
Further Information About American Century .................................  17


PROSPECTUS                                        TABLE OF CONTENTS       3


                    TRANSACTION AND OPERATING EXPENSE TABLE

                                                             California Tax-Free
                                                                  Money Market

SHAREHOLDER TRANSACTION EXPENSES:

Maximum Sales Load Imposed on Purchases ..............................  none
Maximum Sales Load Imposed on Reinvested Dividends ...................  none
Deferred Sales Load ..................................................  none
Redemption Fee(1) ....................................................  none
Exchange Fee .........................................................  none

ANNUAL FUND OPERATING EXPENSES:
(as a percentage of net assets)

Management Fees(2) ................................................... 0.50%
12b-1 Fees ...........................................................  none
Other Expenses(3) .................................................... 0.00%
Total Fund Operating Expenses ........................................ 0.50%

EXAMPLE:

You would pay the following expenses                        1 year      $ 5
on a $1,000 investment, assuming a                         3 years       16
5% annual return and redemption at                         5 years       28
the end of each time period:                              10 years       63
- ----------

(1)  REDEMPTION PROCEEDS SENT BY WIRE ARE SUBJECT TO A $10 PROCESSING FEE.

(2)  A PORTION OF THE MANAGEMENT FEE MAY BE PAID BY AMERICAN CENTURY  INVESTMENT
     MANAGEMENT,  INC. (THE "MANAGER") TO UNAFFILIATED THIRD PARTIES WHO PROVIDE
     RECORDKEEPING AND ADMINISTRATIVE SERVICES THAT WOULD OTHERWISE BE PERFORMED
     BY  AN  AFFILIATE  OF  THE  MANAGER.   SEE   "MANAGEMENT   -  TRANSFER  AND
     ADMINISTRATIVE SERVICES," PAGE 16.

(3)  OTHER  EXPENSES,  WHICH  INCLUDES  THE FEES AND EXPENSES  (INCLUDING  LEGAL
     COUNSEL FEES) OF THOSE TRUSTEES WHO ARE NOT "INTERESTED PERSONS" AS DEFINED
     IN THE INVESTMENT COMPANY ACT OF 1940, ARE EXPECTED TO BE LESS THAN 0.01 OF
     1% OF AVERAGE NET ASSETS FOR THE CURRENT FISCAL YEAR.

  The purpose of the above table is to help you understand the various costs and
expenses  that you,  as a  shareholder,  will bear  directly  or  indirectly  in
connection  with an  investment  in the class of shares of the American  Century
Fund  offered  by  this   Prospectus.   The  example  set  forth  above  assumes
reinvestment  of all  dividends and  distributions  and uses a 5% annual rate of
return as required by SEC regulations.

  NEITHER  THE 5%  RATE OF  RETURN  NOR  THE  EXPENSES  SHOWN  ABOVE  SHOULD  BE
CONSIDERED  INDICATIONS OF PAST OR FUTURE  RETURNS AND EXPENSES.  ACTUAL RETURNS
AND EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

  The shares  offered by this  Prospectus  are Investor Class shares and have no
up-front or deferred  sales  charges,  commissions,  or 12b-1 fees. The Investor
Class is currently the only class of shares offered by the Fund.


4    TRANSACTION AND OPERATING EXPENSE TABLE    AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS

                       CALIFORNIA TAX-FREE MONEY MARKET

  The Financial  Highlights for each of the periods  presented have been audited
by KPMG Peat Marwick LLP, independent auditors,  whose report thereon appears in
the Fund's annual report,  which is incorporated by reference into the Statement
of Additional  Information.  The annual report contains  additional  performance
information  and will be made  available  upon request and without  charge.  The
information  presented  is for a share  outstanding  throughout  the years ended
August 31.

                          1997      1996      1995      1994      1993      1992      1991      1990      1989    1988

PER-SHARE DATA

Net Asset Value,
<S>                      <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>      <C>  
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 .............   0.03      0.03      0.03      0.02      0.02      0.03      0.04      0.05      0.06    0.05
                       --------  --------  --------  --------  --------  --------  --------  --------  -------- --------

  Net Realized and
  Unrealized Losses
  on Investment
  Transactions .........     -         -         -         -         -         -         -         -         -    (0.01)
                       --------  --------  --------  --------  --------  --------  --------  --------  -------- --------

  Total From Investment 
  Operations ...........   0.03      0.03      0.03      0.02      0.02      0.03      0.04      0.05      0.06    0.04
                       --------  --------  --------  --------  --------  --------  --------  --------  -------- --------

Distributions

  From Net Investment
  Income ...............(0.03)    (0.03)    (0.03)    (0.02)    (0.02)    (0.03)     (0.04)    (0.05)    (0.06)   (0.04)
                       --------  --------  --------  --------  --------  --------  --------  --------  -------- --------

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 Return(1) ........ 3.17%     3.12%     3.31%     2.09%     2.13%     3.00%     4.23%     5.23%     5.70%    4.24%

RATIOS/SUPPLEMENTAL DATA

Ratio of
Operating Expenses
to Average Net Assets .. 0.49%     0.49%     0.52%     0.50%     0.51%     0.54%      0.56%    0.56%     0.59%    0.63%

Ratio of Net
Investment Income
to Average Net Assets .. 3.10%     3.12%     3.28%     2.07%     2.09%     2.98%      4.20%     5.10%     5.59%   4.10%

Net Assets, End of Year 
(in thousands) .........$417,784  $425,846  $414,099 $371,074  $338,731v $321,307  $361,007  $463,130  $490,700 v$328,532
</TABLE>
- ----------

(1)  TOTAL  RETURN   ASSUMES   REINVESTMENT   OF  DIVIDENDS  AND  CAPITAL  GAINS
     DISTRIBUTIONS, IF ANY.


PROSPECTUS                                     FINANCIAL HIGHLIGHTS       5


                        INFORMATION REGARDING THE FUND

INVESTMENT POLICIES OF THE FUND

    The Fund has adopted certain  investment  restrictions that are set forth in
the  Statement of Additional  Information.  Those  restrictions,  as well as the
investment  objective of the Fund identified on page 2 of this  Prospectus,  and
any other investment  policies designated as "fundamental" in this Prospectus or
in  the  Statement  of  Additional   Information,   cannot  be  changed  without
shareholder  approval.  The Fund has implemented  additional investment policies
and  practices  to  guide  its  activities  in the  pursuit  of  its  investment
objective.  These policies and practices,  which are described  throughout  this
Prospectus,  are not  designated  as  fundamental  policies  and may be  changed
without shareholder approval.

    The Fund  seeks to obtain as high a level of  interest  income  exempt  from
federal and  California  income taxes as is consistent  with prudent  investment
management and conservation of shareholders' capital.

    The Fund is a "diversified company" as defined in the Investment Company Act
of 1940 (the "Investment  Company Act").  "Diversified" means that, with respect
to 75% of its total  assets,  the Fund will not invest more than 5% of its total
assets in the securities of a single issuer.

    To meet federal tax requirements for qualification as a regulated investment
company,  the Fund  must  limit  its  investments  so that at the  close of each
quarter  of its  taxable  year (1) no more  than  25% of its  total  assets  are
invested in the securities of a single issuer (other than the U.S. government or
a regulated  investment  company),  and (2) with  respect to at least 50% of its
total assets, no more than 5% of its total assets are invested in the securities
of a single issuer.

    THE FUND INTENDS TO REMAIN FULLY  INVESTED IN  MUNICIPAL  OBLIGATIONS.  AS A
FUNDAMENTAL  POLICY,  THE FUND WILL  INVEST  AT LEAST  80% OF ITS NET  ASSETS IN
CALIFORNIA  MUNICIPAL  OBLIGATIONS.  THE  REMAINING  20%  OF NET  ASSETS  MAY BE
INVESTED IN (1)  MUNICIPAL  OBLIGATIONS  ISSUED IN OTHER  STATES,  (2) MUNICIPAL
OBLIGATIONS  ISSUED BY TERRITORIES OR POSSESSIONS OF THE UNITED STATES,  SUCH AS
PUERTO  RICO,  AND (3) U.S.  GOVERNMENT  OBLIGATIONS.  FOR  TEMPORARY  DEFENSIVE
PURPOSES,  THE  FUND  MAY  INVEST  MORE  THAN  20% OF ITS NET  ASSETS  IN  THESE
OBLIGATIONS.

    THE FUND  WILL  INVEST AT LEAST 80% OF ITS NET  ASSETS IN  OBLIGATIONS  WITH
INTEREST EXEMPT FROM REGULAR FEDERAL INCOME TAX.

    For an explanation of the  securities  ratings  referred to in the following
discussion, see "OTHER INFORMATION" in the Statement of Additional Information.

PORTFOLIO INVESTMENT QUALITY AND
MATURITY GUIDELINES

    The Fund may be appropriate for investors  seeking share price stability who
can accept the lower yields that short-term obligations typically provide.

    In selecting  investments  for the Fund,  the Manager  adheres to regulatory
guidelines  concerning the quality and maturity of money market fund investments
as  well  as to  internal  guidelines  designed  to  minimize  credit  risk.  In
particular, the Fund:

  (1)    Buys only U.S. dollar-denominated obligations with remaining maturities
         of 13 months or less (and variable- and floating-rate  obligations with
         demand features that effectively  shorten their maturities to 13 months
         or less);

  (2)    Maintains a dollar-weighted average maturity of 90 days or less; and

  (3)    Restricts its investments to high-quality obligations determined by the
         Manager,  pursuant to procedures  established by the Board of Trustees,
         to present minimal credit risks.

    To be considered high-quality, an obligation must be:

  (1)    A U.S. government obligation; or

  (2)    Rated  (or  issued  by an  issuer  rated  with  respect  to a class  of
         comparable  short-term  obligations)  in one of the two highest  rating
         categories  for  short-term  obligations  by at  least  two  nationally
         recognized  statistical rating agencies ("rating  agencies") (or one if
         only one has rated the obligation); or


6      INFORMATION REGARDING THE FUND         AMERICAN CENTURY INVESTMENTS


  (3)    An obligation judged by the Manager, pursuant to guidelines established
         by the Board of Trustees, to be of quality comparable to the securities
         listed above.

RISK FACTORS AND INVESTMENT TECHNIQUES

    The Fund is designed for  individuals  in upper tax brackets  seeking income
free from federal and California personal income taxes. By itself, the Fund does
not constitute a balanced investment plan.

BASIC FIXED INCOME INVESTMENT RISKS

    The Fund may be appropriate  for investors who would like to (1) earn income
at tax-exempt  money market rates while preserving their investment or (2) use a
money  market  fund  as  part  of a  long-term,  balanced  investment  portfolio
consisting of money market instruments, bonds and stocks.

    The basic risk factors you should  consider  before  making an investment in
the Fund are described in the following paragraphs.

INTEREST RATE RISK

    Interest  rate  changes  affect the level of income the Fund  generates  for
shareholders.  This pattern is due to the time value of money. A bond's worth is
determined by the present value of its future cash flows. Consequently, changing
interest  rates have a greater  effect on the present value of a long-term  bond
than a short-term bond.

CREDIT RISK

    In selecting  investments for the Fund, the Manager carefully  considers the
creditworthiness of parties to be relied upon for the timely payment of interest
and repayment of principal.

    In many cases,  these parties include not only the issuer of the obligation,
but a bank or other  financial  intermediary  who  offers a letter  of credit or
another form of guarantee on the obligation.

LIQUIDITY RISK

    A security's  rating reflects the opinions of the rating agencies that issue
them and are not absolute standards of quality. Because of the cost of obtaining
credit  ratings,  some issuers forego them.  Under the direction of the Board of
Trustees, the Manager may buy unrated bonds for the Fund if these securities are
judged to be of a quality  consistent with the Fund's investment  policies.  The
Fund may  invest up to 10% of its net  assets  in  unrated  securities.  Unrated
securities may be less liquid than rated securities.

CONCENTRATION RISK

    The Fund may  invest  25% or more of its total  assets in  obligations  that
generate  income from  similar  types of projects  (in  particular,  projects in
health care, electric, water/sewer, education, and transportation). Political or
economic developments  affecting a single issuer or industry or similar types of
projects may have a significant effect on Fund performance.

CALL RISK

    Many  municipal  obligations  are issued with a call feature (call  features
include  a date on which  the  issuer  has  reserved  the  right to  redeem  the
obligation prior to maturity). An obligation may be called for redemption before
the Manager would  otherwise  choose to eliminate it from a Fund's  holdings.  A
call may also reduce an obligation's yield to maturity.

CALIFORNIA OBLIGATIONS

    Because the Fund invests primarily in California municipal  securities,  its
yield and share price are affected by political and economic developments within
the State of California.

    California   municipal   budgets  have  been   strained  in  recent   years.
"Proposition  13"  and  similar  California   constitutional,   statutory,   and
legislative  initiatives  have  restricted  the  ability  of  California  taxing
entities to increase real property taxes and other tax revenues.

    State  and  local  revenues  are  also  adversely  affected  by  the  recent
recession,  the worst in the state since the 1930s. California has experienced a
net loss of approximately  750,000 jobs since 1990. However,  net job growth has
occurred  since  early 1994 and all the jobs lost since the  recession  have now
been  replaced.  The state  government's  response to these  events in the early
1990s  resulted in  reductions in the amount of and rate of growth in the aid to
counties,  cities and school districts.  The impact of these reductions has been
lessened by the state's recent economic recovery.

    However, any events which affect the revenue received by the state and local
bodies  in  California  can have an  impact on the  Fund.  For  example,  recent
developments at the federal level, particularly federal welfare reform, may have
the effect of offsetting the


PROSPECTUS                          INFORMATION REGARDING THE FUND         7


revenue  gains  achieved  in the last two years.  The ability of state and local
entities  to  make  scheduled  payments  of  interest  and  principal  on  their
outstanding debt obligations could be negatively affected by such events.

    For  further  information  about  the risks  associated  with  investing  in
California obligations, please see the Statement of Additional Information.

MUNICIPAL SECURITIES

    Municipal  securities  are  issued to raise  money  for a variety  of public
purposes, including general financing for state and local governments as well as
financing for specific projects and public facilities.  Municipal securities may
be  backed by the full  taxing  power of a  municipality,  the  revenues  from a
specific  project,  or the  credit  of a  private  organization.  The  following
discussion provides a brief description of some securities the Fund may buy. The
Fund is not limited by this discussion, and it may buy other types of securities
and enter into other types of transactions that meet its quality,  maturity, and
liquidity requirements.

    MUNICIPAL  NOTES typically have maturities of 13 months or less and are used
to provide short-term capital or to meet cash flow demands.

    GENERAL OBLIGATION BONDS are backed by the taxing power of the issuer.

    REVENUE  BONDS are backed by the revenues  derived from a specific  project,
system,  or facility.  Industrial  development  bonds are a type of revenue bond
backed by the credit of a private issuer.

    VARIABLE- AND FLOATING-RATE DEMAND OBLIGATIONS have interest rate adjustment
formulas designed to stabilize their market values.  These obligations  normally
have maturities in excess of one year but carry demand  features  permitting the
holders to demand  repayment of principal at any time or at specified  intervals
which may not exceed 13 months.

    TENDER OPTION BONDS are created by combining an  intermediate-  or long-term
fixed-rate  tax-exempt  bond with a tender  agreement  that gives the holder the
option to tender the bond at face value.  Tender  option bonds  purchased by the
Fund are structured with rates that are reset weekly or at regular intervals.

    A sponsor may  terminate a tender  option  agreement  if, for  example,  the
issuer of the underlying bond defaults on interest  payments,  or the underlying
bond is downgraded or becomes taxable. Under such circumstances,  the Fund might
then own a bond that does not meet its quality or maturity criteria.

    The  Manager  monitors  the credit  quality of bonds  underlying  the Fund's
tender  option bond  holdings and will sell or put back a tender  option bond if
the  rating  on the  underlying  bond  falls  below  the  second-highest  rating
designated by a rating agency.

    IN ADDITION,  THE FUND LIMITS ITS  INVESTMENTS IN TENDER OPTION BONDS TO 15%
OF NET ASSETS.

    MUNICIPAL  LEASE  OBLIGATIONS  are issued by state and local  governments to
acquire land and a wide variety of equipment and facilities.  These  obligations
typically are not fully backed by the issuing  municipality's  ability to assess
taxes to meet its debt  obligations.  If the state or local  government does not
make  appropriations  for the  following  year's lease  payments,  the lease may
terminate,  with the possibility of default on the lease  obligation and loss to
investors.

    Prior  to  purchasing  a  municipal  lease  obligation  (or a  participation
interest in such  obligations)  and on a regular basis  thereafter,  the Manager
evaluates  the credit  quality and liquidity of the  obligation.  In making this
evaluation,  the Manager considers various credit factors, such as the necessity
of the project; the issuer's credit quality, future borrowing plans, and sources
of revenue  pledged for lease  repayment;  general  economic  conditions  in the
region  where  the  security  is  issued;  liquidity  indictors  such as  dealer
activity;  and with regard to unrated obligations the likelihood such lease will
not be canceled.

    ZERO-COUPON  MUNICIPAL  SECURITIES  do not make regular  interest  payments.
Instead,  they are sold at a deep discount to their face value.  In  calculating
daily  dividends,  the Fund takes  into  account,  as  income,  a portion of the
difference  between these securities'  purchase prices and face values.  Because
zero-coupon  securities  do not pay  current  income,  their  prices can be very
volatile when interest rates change.

TAX-EXEMPT SECURITIES

    Historically,   interest  paid  on  securities  issued  by  states,  cities,
counties, school districts and other political subdivisions of the United States
has been exempt from federal  income  taxes.  Legislation  since 1985,  however,
affects the tax treatment of certain types of


8       INFORMATION REGARDING THE FUND        AMERICAN CENTURY INVESTMENTS


municipal  bonds issued  after  certain  dates and, in some cases,  subjects the
income from certain bonds to differing tax treatment depending on the tax status
of its recipient.

    The tax-equivalent yield is based on the current double tax-exempt yield and
your  combined  federal and state  marginal  tax rate.  Assuming  all the Fund's
dividends are  tax-exempt  in California  (which may not always be the case) and
that your California taxes are fully deductible for federal income tax purposes,
you can  calculate  your tax  equivalent  yield for the Fund using the following
equation:

         Fund's Double Tax-Free Yield                           Your Tax-
- -----------------------------------------------        =       Equivalent
(100% - Federal Rate) (100% - California Rate)                    Yield

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS
AND RISKS

    For additional  information  regarding the investment practices of the Fund,
see the Statement of Additional Information.

WHEN-ISSUED AND FORWARD  COMMITMENT AGREEMENTS

    The Fund may sometimes purchase new issues of securities on a when-issued or
forward  commitment  basis when, in the opinion of the Manager,  such  purchases
will  further the  investment  objective of the Fund.  The price of  when-issued
securities  is  established  at the time the  commitment  to  purchase  is made.
Delivery  of and  payment for these  securities  typically  occurs 15 to 45 days
after the commitment to purchase. Market rates of interest on debt securities at
the time of  delivery  may be higher or lower than those  contracted  for on the
security. Accordingly, the value of each security may decline prior to delivery,
which could result in a loss to the Fund.

RULE 144A SECURITIES

    The Fund may,  from time to time,  purchase Rule 144A  securities  when they
present  attractive  investment  opportunities  that  otherwise  meet the Fund's
criteria for selection.  Rule 144A  securities are securities that are privately
placed with and traded among qualified  institutional  investors rather than the
general  public.  Although  Rule  144A  securities  are  considered  "restricted
securities," they are not necessarily illiquid.

    With respect to securities eligible for resale under Rule 144A, the staff of
the SEC has taken the  position  that the  liquidity of such  securities  in the
portfolio of a fund offering redeemable securities is a question of fact for the
Board  of  Trustees  to  determine,  such  determination  to  be  based  upon  a
consideration  of the readily  available  trading  markets and the review of any
contractual restrictions.  Accordingly, the Board of Trustees is responsible for
developing and  establishing  the guidelines and procedures for  determining the
liquidity  of Rule  144A  securities.  As  allowed  by Rule  144A,  the Board of
Trustees of the Fund has delegated the day-to-day  function of  determining  the
liquidity of Rule 144A securities to the Manager.  The Board of Trustees retains
the   responsibility  to  monitor  the  implementation  of  the  guidelines  and
procedures it has adopted.

    Since the  secondary  market  for such  securities  is  limited  to  certain
qualified  institutional  investors,  the  liquidity of such  securities  may be
limited accordingly and a Fund may, from time to time, hold a Rule 144A security
that is  illiquid.  In such an event,  the  Manager  will  consider  appropriate
remedies to minimize the effect on such Fund's liquidity.

    THE  FUND  MAY NOT  INVEST  MORE  THAN  10% OF ITS NET  ASSETS  IN  ILLIQUID
SECURITIES  (SECURITIES  THAT MAY NOT BE SOLD WITHIN SEVEN DAYS AT APPROXIMATELY
THE PRICE USED IN DETERMINING THE NET ASSET VALUE OF FUND SHARES).

OTHER TECHNIQUES

    The Manager  may buy other types of  securities  or employ  other  portfolio
management  techniques on behalf of the Fund. When SEC guidelines  require it to
do so, the Fund will set aside cash or appropriate liquid assets in a segregated
account  to cover  its  obligations.  See the  Fund's  Statement  of  Additional
Information for a more detailed  discussion of these investments and some of the
risks associated with them.

PERFORMANCE ADVERTISING

    From time to time, the Fund may advertise performance data. Fund performance
may be shown  by  presenting  one or more  performance  measurements,  including
cumulative total return or average annual total return,  yield,  effective yield
and tax-equivalent yield (for tax-exempt funds).


PROSPECTUS                           INFORMATION REGARDING THE FUND       9


    Cumulative  total  return data is computed by  considering  all  elements of
return,  including  reinvestment  of dividends and capital gains  distributions,
over a stated  period of time.  Average  annual  total return is  determined  by
computing  the annual  compound  return over a stated  period of time that would
have  produced  the Fund's  cumulative  total return over the same period if the
Fund's performance had remained constant throughout.

    A quotation of yield reflects a Fund's income over a stated period expressed
as a percentage of the fund's share price.  Yield is calculated by measuring the
income  generated by an investment  in the Fund over a seven-day  period (net of
expenses).  This  income  is then  annualized,  that is,  the  amount  of income
generated by the investment over the seven day period is assumed to be generated
over each  similar  period  each week  throughout  a full year and is shown as a
percentage of the  investment.  The  effective  yield is calculated in a similar
manner but, when  annualized,  the income earned by the investment is assumed to
be  reinvested.  The  effective  yield will be  slightly  higher  than the yield
because of the compounding effect on the assumed reinvestment.

    Yields are calculated  according to accounting methods that are standardized
in accordance with SEC rules.  Because yield accounting  methods differ from the
methods  used for other  accounting  purposes,  a Fund's yield may not equal the
income  paid on its  shares  or the  income  reported  in the  Fund's  financial
statements.

    A tax-equivalent  yield  demonstrates the taxable yield necessary to produce
after-tax  yield  equivalent  to that of a mutual  fund which  invests in exempt
obligations.  See  "TAX-EXEMPT  SECURITIES,"  page 8, for a  description  of the
formula used in comparing yields to tax-equivalent yields.

    The Fund may also include in advertisements data comparing  performance with
the performance of non-related  investment media,  published  editorial comments
and performance  rankings compiled by independent  organizations (such as Lipper
Analytical  Services or IBC's Money Fund Report) and  publications  that monitor
the  performance  of  mutual  funds.   Performance  information  may  be  quoted
numerically  or may be presented  in a table,  graph or other  illustration.  In
addition,  Fund  performance  may be  compared to  well-known  indices of market
performance.  Fund performance may also be compared, on a relative basis, to the
other funds in our fund family.  This  relative  comparison,  which may be based
upon  historical  or  expected  fund  performance,   volatility  or  other  fund
characteristics,  may be presented  numerically,  graphically  or in text.  Fund
performance may also be combined or blended with other funds in our fund family,
and that combined or blended  performance may be compared to the same indices to
which individual funds may be compared.

    All performance  information  advertised by the Fund is historical in nature
and is not intended to represent or guarantee future results.  The value of Fund
shares when redeemed may be more or less than their original cost.


10      INFORMATION REGARDING THE FUND         AMERICAN CENTURY INVESTMENTS


                HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

    The  following  section  explains how to  purchase,  exchange and redeem the
Investor Class shares of the Fund offered by this  Prospectus  through  American
Century Brokerage Access Account SM and Standard Account.

HOW TO PURCHASE AND SELL AMERICAN CENTURY
FUNDS

    The Fund offered by this Prospectus is available as an investment  option in
connection  with a  program,  product or service  offered  by  American  Century
Brokerage.  Since all records of your share ownership are maintained by American
Century  Brokerage,  all orders to purchase,  exchange and redeem shares must be
made through American Century Brokerage.

    You should contact a Brokerage  Associate at 1-888-345-2071  for information
about how to select American Century funds.

    If you have questions about the Fund, see "INVESTMENT POLICIES OF THE FUND,"
page 6, or call one of our Investor Services Representatives at 1-800-345-2021.

    Orders to purchase shares are effective on the day we receive payment. See
"WHEN SHARE PRICE IS DETERMINED," page 12.

    We may  discontinue  offering  shares  generally in the Fund  (including any
class of  shares  of the  Fund) or in any  particular  state  without  notice to
shareholders.

    To reduce  expenses and  demonstrate  respect for our  environment,  we have
initiated a project  through which we will  eliminate  duplicate  copies of most
financial  reports and  prospectuses  to most  households  and  deliver  account
statements to most households in a single envelope,  even if they have more than
one account.  If  additional  copies of financial  reports and  prospectuses  or
separate mailing of account statements is desired,  please call American Century
Brokerage at 1-888-345-2071.

HOW TO EXCHANGE FROM ONE AMERICAN CENTURY
FUND TO ANOTHER

    Your  American  Century  Brokerage  account  permits  you to  exchange  your
investment  in the shares of the Fund for shares of another  fund in our family.
Contact American Century  Brokerage at  1-888-345-2071  for details on the rules
governing exchanges.

HOW TO REDEEM SHARES

    Subject to any restrictions  imposed by American Century Brokerage,  you can
sell  ("redeem")  your shares through  American  Century  Brokerage at their net
asset  value.  American  Century  Brokerage  will  provide  us  with  redemption
instructions.  The shares will be redeemed at the net asset value next  computed
after  receipt of the  instructions  in good  order.  See "WHEN  SHARE  PRICE IS
DETERMINED," page 12. If you have any questions about how to redeem,  contact an
American Century Brokerage Associate.

TELEPHONE SERVICES

INVESTORS LINE

    To  request  information  about our funds and a current  Prospectus,  or get
answers to any  questions  that you may have about the funds and the services we
offer, call one of our Investor Services Representatives at 1-800-345-2021.


PROSPECTUS          HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS       11


                    ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

    The price of your shares is also  referred to as their net asset value.  Net
asset value is determined  by  calculating  the total value of a fund's  assets,
deducting  total  liabilities  and  dividing  the result by the number of shares
outstanding.  For all American  Century  funds,  except funds issued by American
Century Target  Maturities  Trust, net asset value is determined at the close of
regular trading on each day that the New York Stock Exchange is open,  usually 3
p.m.  Central time. Net asset values for Target  Maturities funds are determined
one hour prior to the close of the Exchange.

    Investments and requests to redeem or exchange shares will receive the share
price next  determined  after  receipt by us of the  investment,  redemption  or
exchange  request.  For example,  investments and requests to redeem or exchange
shares of a fund received by us or one of our agents before the time as of which
the net  asset  value of the fund is  determined,  are  effective  on,  and will
receive the price  determined,  that day.  Investment,  redemption  and exchange
requests received  thereafter are effective on, and receive the price determined
as of the close of the Exchange on, the next day the Exchange is open.

    Investments  are  considered  received  only when payment is received by us.
Wired funds are  considered  received on the day they are  deposited in our bank
account if they are deposited before the time as of which the net asset value is
determined.

    Investments by telephone pursuant to your prior  authorization to us to draw
on your bank account are considered received at the time of your telephone call.

    Investment and transaction  instructions  received by us on any business day
by mail  prior to the time as of which the net asset  value is  determined  will
receive that day's price.  Investments and instructions received after that time
will receive the price determined on the next business day.

    If you invest in Fund shares through an  employer-sponsored  retirement plan
or  other  financial  intermediary,  it  is  the  responsibility  of  your  plan
recordkeeper or financial  intermediary to transmit your purchase,  exchange and
redemption requests to the Fund's transfer agent prior to the applicable cut-off
time for receiving  orders and to make payment for any purchase  transactions in
accordance with the Fund's  procedures or any contractual  arrangement  with the
Fund or the Fund's distributor in order for you to receive that day's price.

HOW SHARE PRICE IS DETERMINED

    The valuation of assets for determining net asset value may be summarized as
follows:

    Portfolio  securities  of the Fund,  except as  otherwise  noted,  listed or
traded on a domestic  securities  exchange  are valued at the last sale price on
that  exchange.  Portfolio  securities  primarily  traded on foreign  securities
exchanges  are  generally  valued  at  the  preceding  closing  values  of  such
securities on the exchange where primarily traded. If no sale is reported, or if
local convention or regulation so provides, the mean of the latest bid and asked
prices is used.  Depending on local convention or regulation,  securities traded
over-the-counter  are priced at the mean of the latest bid and asked prices,  or
at the last sale  price.  When  market  quotations  are not  readily  available,
securities and other assets are valued at fair value as determined in accordance
with procedures adopted by the Board of Trustees.

    Debt  securities  not traded on a principal  securities  exchange are valued
through  valuations  obtained from a commercial  pricing  service or at the most
recent  mean of the bid and asked  prices  provided  by  investment  dealers  in
accordance with procedures established by the Board of Trustees.

    Pursuant to a  determination  by the Fund's  Board of Trustees and Rule 2a-7
under the Investment Company Act, portfolio securities of the Fund are valued at
amortized cost. When a security is valued at amortized cost, it is valued at its
cost when  purchased,  and  thereafter  by assuming a constant  amortization  to
maturity of any  discount or premium,  regardless  of the impact of  fluctuating
interest rates on the market value of the instrument.


12    ADDITIONAL INFORMATION YOU SHOULD KNOW    AMERICAN CENTURY INVESTMENTS


WHERE TO FIND YIELD INFORMATION

    The yield of the Investor  Class of the Fund is published  weekly in leading
financial publications and daily in many local newspapers. Yield information may
also  be   obtained   by   calling   us  or  by   accessing   our  Web  site  at
www.americancentury.com.

DISTRIBUTIONS

    Net income plus net realized gains on portfolio securities is determined and
declared as a distribution  daily,  including  Saturdays,  Sundays and holidays.
These  distributions  will be paid  monthly  on the last  Friday of each  month,
except for year-end distributions which will be made on the last business day of
the year.

    You will  begin to  participate  in the  distributions  the day  after  your
purchase is  effective.  See "WHEN SHARE PRICE IS  DETERMINED,"  page 12. If you
redeem  shares,  you will receive the  distribution  declared for the day of the
redemption.  If all  shares  are  redeemed  (other  than by  CheckWriting),  the
distribution  on the  redeemed  shares  will be  included  with your  redemption
proceeds.

    Distributions  from net  realized  securities  gains  of the  Variable-Price
Funds,  if any,  generally are declared and paid once a year,  but the Funds may
make  distributions  on a more  frequent  basis to comply with the  distribution
requirements of the Internal Revenue Code, in all events in a manner  consistent
with the provisions of the  Investment  Company Act. The Fund does not expect to
realize any long-term capital gains and, accordingly,  do not expect to make any
capital gains distributions.

    Participants in employer-sponsored retirement or savings plans must reinvest
all  distributions.   For  shareholders   investing  through  taxable  accounts,
distributions  will be  reinvested  unless  you elect to  receive  them in cash.
Distributions of less than $10 generally will be reinvested.  Distributions made
shortly  after a  purchase  by check  or ACH may be held up to 15 days.  You may
elect to have distributions on shares held in Individual Retirement Accounts and
403(b)  plans  paid  in  cash  only  if you are at  least  59-1/2  years  old or
permanently and totally disabled. Distribution checks normally are mailed within
seven days after the record date. Please consult our Investor Services Guide for
further information regarding your distribution options.

TAXES

    The Fund has elected to be taxed under Sub-chapter M of the Internal Revenue
Code,  which means that to the extent its income is distributed to shareholders,
it pays no income taxes.

TAX-DEFERRED ACCOUNTS

    If Fund shares are  purchased  through  tax-  deferred  accounts,  such as a
qualified  employer-  sponsored  retirement or savings plan,  income and capital
gains  distributions  paid by the Fund will  generally not be subject to current
taxation,  but will  accumulate in your account under the plan on a tax-deferred
basis.

    Employer-sponsored  retirement and savings plans are governed by complex tax
rules.  If you elect to participate in your employer's  plan,  consult your plan
administrator,  your plan's  summary plan  description,  or a  professional  tax
advisor   regarding  the  tax   consequences  of   participation  in  the  plan,
contributions to, and withdrawals or distributions from the plan.

TAXABLE ACCOUNTS

    If Fund shares are purchased through taxable accounts,  distributions of net
investment  income  and net  short-term  capital  gains  are  taxable  to you as
ordinary income, except as described below. The dividends from net income of the
Variable-Price Funds do not qualify for the 70% dividends-received deduction for
corporations since they are derived from interest income. Dividends representing
income derived from  tax-exempt  bonds  generally  retain the bonds'  tax-exempt
character in a shareholder's  hands.  Distributions  from net long-term  capital
gains are taxable as long-term  capital  gains  regardless of the length of time
you have held the  shares on which such  distributions  are paid.  However,  you
should note that any loss  realized  upon the sale or  redemption of shares held
for six months or less will be treated as a long-term capital loss to the extent
of any  distribution  of  long-term  capital  gain to you with  respect  to such
shares.

    Distributions  are taxable to you  regardless  of whether  they are taken in
cash or reinvested,  even if the value of your shares is below your cost. If you
purchase shares shortly before a distribution, you


PROSPECTUS                    ADDITIONAL INFORMATION YOU SHOULD KNOW      13


must pay  income  taxes  on the  distribution,  even  though  the  value of your
investment  (plus cash received,  if any) will not have increased.  In addition,
the share price at the time you purchase shares may include  unrealized gains in
the securities held in the investment  portfolio of the Fund. If these portfolio
securities are subsequently  sold and the gains are realized,  they will, to the
extent not offset by capital losses, be paid to you as a distribution of capital
gains and will be taxable to you as short-term or long-term capital gains.

    In January of the year  following the  distribution,  if you own shares in a
taxable account, you will receive a Form 1099-DIV notifying you of the status of
your  distributions  for federal income tax purposes.  The Fund anticipates that
substantially  all of the  dividends  to be paid by the Fund will be exempt from
federal  income  taxes to an  individual  unless,  due to that  person's own tax
situation,  he or she is subject to the AMT.  In that case,  it is likely that a
portion of the dividends  will be taxable to that  shareholder  while  remaining
tax-exempt  in the  hands  of most  other  shareholders.  The Fund  will  advise
shareholders of the percentage, if any, of the dividends not exempt from federal
income tax, and the percentage,  if any,  subject to the individual AMT should a
shareholder be subject to it.

    If you have not complied  with certain  provisions  of the Internal  Revenue
Code and  Regulations,  we are  required by federal law to withhold and remit to
the IRS 31% of reportable  payments (which may include dividends,  capital gains
distributions  and redemptions).  Those regulations  require you to certify that
the Social Security number or tax  identification  number you provide is correct
and that you are not subject to 31% withholding for previous  under-reporting to
the  IRS.  You  will be asked  to make  the  appropriate  certification  on your
application.  Payments  reported by us that omit your Social  Security number or
tax  identification  number will  subject us to a penalty of $50,  which will be
charged  against  your account if you fail to provide the  certification  by the
time the report is filed, and is not refundable.

    Redemption of shares of a fund  (including  redemptions  made in an exchange
transaction)  will be a taxable  transaction for federal income tax purposes and
shareholders  will generally  recognize a gain or loss in an amount equal to the
difference  between  the basis of the shares and the amount  received.  Assuming
that  shareholders hold such shares as a capital asset, the gain or loss will be
a capital gain or loss and will generally be long term if shareholders have held
such  shares for a period of more than one year.  If a loss is  realized  on the
redemption of Fund shares,  the reinvestment in additional Fund shares within 30
days before or after the  redemption  may be subject to the "wash sale" rules of
the Internal  Revenue Code,  resulting in a postponement  of the  recognition of
such loss for federal income tax purposes.

SPECIAL TAX INFORMATION

    The Fund intends to invest a  sufficient  portion of its assets in state and
municipal obligations so that it will qualify to pay "exempt-interest dividends"
to shareholders.  Such exempt-interest dividends are generally excludable from a
shareholder's gross income for federal tax purposes.  If a Fund earned federally
taxable income from any of its  investments,  the income would be distributed to
shareholders as a taxable dividend as described above.

MUNICIPAL SECURITIES

    Opinions relating to the validity of municipal securities and the exemptions
of interest  thereon from federal income tax are rendered by bond counsel to the
issuers. The Fund and the Manager rely on the opinion of bond counsel and do not
undertake any independent  investigation of proceedings relating to the issuance
of state or  municipal  securities.  The Fund may invest in various  instruments
that are not  traditional  state and local  obligations and that are believed to
generate  interest  excludable  from taxable income under Internal  Revenue Code
Section 103,  including,  but not limited to,  municipal  lease  obligations and
inverse floaters.  Although the Fund may invest in these instruments,  it cannot
guarantee  the  tax-exempt  status of the income  earned  thereon from any other
investment.

EXEMPT-INTEREST DIVIDENDS

    Exempt-interest  dividends of a Fund,  although  exempt from regular federal
income tax, are includable in the tax base for determining the extent to


14    ADDITIONAL INFORMATION YOU SHOULD KNOW    AMERICAN CENTURY INVESTMENTS


which Social Security or railroad retirement benefits will be subject to federal
income tax.

    Distributions  from net  short-term  capital  gains and all or a portion  of
gains  realized  upon the  disposition  of market  discount  bonds are federally
taxable as ordinary income.  Long-term capital gains distributions designated as
capital  gain  dividends  are  federally  taxable as  long-term  capital  gains,
regardless  of how long you have held your shares.  Distributions  generally are
subject  to the same tax  treatment,  whether  they are  received  in cash or in
additional shares.  Distributions declared to shareholders of record in October,
November or December and paid in January of the following year are treated as if
paid on December 31st.

    If a Fund qualifies to pay exempt-interest  dividends,  its income dividends
will be exempt from California personal income tax to the extent that the Fund's
dividends are derived from interest on California  state  tax-free  obligations.
Distributions  derived from  obligations  other than  California  state tax-free
obligations, as well as distributions from short- or long-term capital gains and
any other taxable  income or gains,  are subject to California  personal  income
tax. The Fund's  dividends  are not exempt from  California  state  franchise or
corporate income taxes. Shareholders who are domiciled outside of California may
be subject to income,  personal  property,  intangibles  or other taxes in their
respective states.

    You may  realize a taxable  gain or loss when you redeem  (sell) or exchange
shares of a Variable-Price Fund. For most types of accounts,  proceeds from your
redemption transactions will be reported to the IRS annually.  However,  because
the  tax  treatment  depends  on your  purchase  price  and  your  personal  tax
situation, you should keep regular account statements to use in determining your
tax liability.

    If you hold Fund shares for six months or less,  the  deduction  of any loss
realized  upon  redemption  is  disallowed  to  the  extent  that  you  received
"exempt-interest  dividends" on those shares.  All  shareholders are required to
report the receipt of dividends  and  distributions,  including  exempt-interest
dividends, on their federal income tax returns.

    Shareholders  should  be  aware  that  redeeming  shares  of  a  Fund  after
tax-exempt interest income has been accrued by a Fund but before that income has
been  distributed  as a  dividend  may be  disadvantageous.  Any  gain  on  such
redemption will be taxable,  even though the gain may be attributable in part to
the accrued tax-exempt  interest that might have qualified as an exempt-interest
dividend if distributed as a dividend rather than as redemption proceeds.

MANAGEMENT

INVESTMENT MANAGEMENT

    The Fund is an open-end series of the American Century  California  Tax-Free
and Municipal Funds,  formerly known as Benham California Tax-Free and Municipal
Funds, (the "Trust").  Under the laws of the Commonwealth of Massachusetts,  the
Board of Trustees is  responsible  for  managing the business and affairs of the
Trust. Acting pursuant to an investment  management  agreement entered into with
the Fund, American Century Investment Management,  Inc. serves as the investment
manager of the Fund. Its principal place of business is American  Century Tower,
4500 Main Street, Kansas City, Missouri 64111.

    The Manager has been providing  investment  advisory  services to investment
companies and institutional clients since it was founded in 1958.

    The Manager supervises and manages the investment  portfolio of the Fund and
directs the purchase and sale of its investment securities. It utilizes teams of
portfolio managers, assistant portfolio managers and analysts acting together to
manage the  assets of the Fund.  The teams meet  regularly  to review  portfolio
holdings and to discuss purchase and sale activity. The teams adjust holdings in
the  Fund's  portfolios  as they  deem  appropriate  in  pursuit  of the  Fund's
investment objective.  Individual portfolio manager members of the team may also
adjust portfolio holdings of the Fund as necessary between team meetings.

    The portfolio  manager  members of the teams  managing the Fund described in
this  Prospectus and their work experience for the last five years are listed as
follows:

    G. DAVID  MACEWEN,  Vice  President  and Senior  Portfolio  Manager,  is the
manager of the  portfolio  management  team which  manages  the Fund and has had
primary  responsibility  for the day-to-day  operations of California  Long-Term
Tax-Free and California Insured


PROSPECTUS                ADDITIONAL INFORMATION YOU SHOULD KNOW      15


Tax-Free  since May 1991.  Mr.  MacEwen  joined  American  Century  in 1991 as a
Municipal  Portfolio  Manager.  Mr.  MacEwen is a member of the  Association  of
Investment  Management and Research  (AIMR) and the  Securities  Analysts of San
Francisco. Mr. MacEwen has an MBA in finance from the University of Delaware and
a BA in Economics from Boston University.

    TODD PARDULA, Municipal Portfolio Manager, has been directly responsible for
the management of the Fund and the California  Municipal  Money Market since May
1994.  Before he was  promoted to Portfolio  Manager,  Mr.  Pardula,  who joined
American  Century in 1990,  was an Associate  Municipal  Credit  Analyst for two
years.  Prior to that, he was a Customer Service  Representative in the Investor
Services  Department.  Mr.  Pardula is a  Chartered  Financial  Analyst and is a
member of the  Association  for  Investment  Management & Research  (AIMR) and a
member of the Securities Analysts of San Francisco and the California Society of
Municipal Analysts. He has a BS degree in Finance from Santa Clara University.

    The  activities  of the Manager are subject only to directions of the Fund's
Board of  Trustees.  The  Manager  pays  all the  expenses  of the  Fund  except
brokerage,  taxes,  portfolio  insurance,  interest,  fees and  expenses  of the
non-interested  person  Trustees  (including  counsel  fees)  and  extraordinary
expenses.

    For the services  provided to the Fund,  the Manager  receives a monthly fee
based on a percentage of the average net assets of each Fund. The annual rate at
which this fee is assessed is determined monthly in a two-step process: First, a
fee rate  schedule  is  applied  to the  assets  of all of the funds in a Fund's
investment  category which are managed by the Manager (the "Investment  Category
Fee"). There are three investment categories: Money Market Funds, Bond Funds and
Equity Funds.  Second,  a separate fee rate schedule is applied to the assets of
all of the funds  managed by the Manager (the  "Complex  Fee").  The  Investment
Category  Fee and the  Complex  Fee are then  added  to  determine  the  unified
management  fee payable by the Fund to the Manager.  Currently,  the  Investment
Category  Fee for the Fund is an annual  rate of 0.20% of the average net assets
of the Fund. The Complex Fee is currently an annual rate of 0.30% of the average
net assets of the Fund. Further  information about the calculation of the annual
management fee is contained in the Statement of Additional Information.

    On the first  business day of each month,  the Fund pays a management fee to
the  Manager  for the  previous  month at the  specified  rate.  The fee for the
previous month is calculated by multiplying the applicable fee for a Fund by the
aggregate average daily closing value of a Fund's net assets during the previous
month  by a  fraction,  the  numerator  of which  is the  number  of days in the
previous month and the denominator of which is 365 (366 in leap years).

CODE OF ETHICS

    The Fund and the  Manager  have  adopted a Code of Ethics,  which  restricts
personal  investing  practices by  employees of the Manager and its  affiliates.
Among other  provisions,  the Code of Ethics requires that employees with access
to information about the purchase or sale of securities in the Fund's portfolios
obtain  preclearance before executing personal trades. With respect to Portfolio
Managers  and  other  investment   personnel,   the  Code  of  Ethics  prohibits
acquisition  of securities  in an initial  public  offering,  as well as profits
derived from the purchase and sale of the same security within 60 calendar days.
These  provisions  are  designed  to  ensure  that  the  interests  of the  fund
shareholders come before the interests of the people who manage those funds.

TRANSFER AND ADMINISTRATIVE SERVICES

    American  Century  Services  Corporation,  4500 Main  Street,  Kansas  City,
Missouri 64111, acts as transfer agent and  dividend-paying  agent for the Fund.
It provides facilities, equipment and personnel to the Fund and is paid for such
services by the Manager.

    The Fund  charges no sales  commissions,  or "loads," of any kind.  However,
investors  who do not choose to purchase or sell Fund shares  directly  from the
transfer   agent  may   purchase   or  sell  Fund  shares   through   registered
broker-dealers  and other qualified  service  providers who may charge investors
fees for their services.  These  broker-dealers and service providers  generally
provide  shareholder,  administrative  and/or  accounting  services  which would
otherwise be provided by the transfer agent. To


16    ADDITIONAL INFORMATION YOU SHOULD KNOW     AMERICAN CENTURY INVESTMENTS


accommodate  these  investors,  the Manager and its affiliates have entered into
agreements  with some  broker-dealers  and service  providers  to provide  these
services.  Fees for such  services  are borne  normally by the Fund at the rates
normally paid to the transfer agent, which would otherwise provide the services.
Any distribution  expenses  associated with these  arrangements are borne by the
Manager.

    From time to time,  special  services  may be  offered to  shareholders  who
maintain  higher  share  balances  in our family of funds.  These  services  may
include the waiver of minimum investment requirements, expedited confirmation of
shareholder  transactions,  newsletters and a team of personal  representatives.
Any expenses  associated with these special services will be paid by the Manager
or its affiliates.

    The Manager and  transfer  agent are both wholly  owned by American  Century
Companies, Inc. James E. Stowers Jr., Chairman of the Board of Directors of ACC,
controls ACC by virtue of his ownership of a majority of its common stock.

DISTRIBUTION OF FUND SHARES

    The Fund's shares are distributed by American Century  Investment  Services,
Inc. (the  "Distributor"),  a registered  broker-dealer  and an affiliate of the
Manager.  The Manager pays all expenses for promoting and  distributing the Fund
shares  offered by this  Prospectus.  The Fund does not pay any  commissions  or
other  fees to the  Distributor  or to any  other  broker-dealers  or  financial
intermediaries in connection with the distribution of Fund shares.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

    The Trust was organized as a  Massachusetts  business  trust on February 18,
1983. The Trust is a registered  open-end  management  investment  company.  Its
business  and affairs are managed by its  officers  under the  direction  of its
Board of Trustees.

    The  principal  office of the Trust is  American  Century  Tower,  4500 Main
Street, P.O. Box 419200, Kansas City, Missouri 64141-6200.  All inquiries may be
made by mail to that address,  or by telephone to 1-800-345-2021  (international
calls: 816-531-5575).

    The Fund is an  individual  series of the Trust which issues  shares with no
par value.  The assets belonging to each series of shares are held separately by
the custodian and in effect each series is a separate fund.

    Each share,  irrespective of series, is entitled to one vote for each dollar
of net asset  value  applicable  to such share on all  questions,  except  those
matters  which must be voted on  separately  by the  series of shares  affected.
Matters affecting only one Fund are voted upon only by that Fund.

    Shares have  non-cumulative  voting rights,  which means that the holders of
more than 50% of the votes cast in an election of trustees  can elect all of the
Trustees if they choose to do so, and in such event the holders of the remaining
votes will not be able to elect any person or persons to the Board of Trustees.

    Unless required by the Investment  Company Act, it will not be necessary for
the Trust to hold annual meetings of shareholders. As a result, shareholders may
not vote each year on the election of Trustees or the  appointment  of auditors.
However,  pursuant to the Trust's by-laws, the holders of shares representing at
least 10% of the votes  entitled  to be cast may  request  that the Trust hold a
special meeting of shareholders. The Trust will assist in the communication with
other shareholders.

    WE RESERVE THE RIGHT TO CHANGE ANY OF OUR POLICIES, PRACTICES AND PROCEDURES
DESCRIBED IN THIS PROSPECTUS, INCLUDING THE STATEMENT OF ADDITIONAL INFORMATION,
WITHOUT  SHAREHOLDER  APPROVAL  EXCEPT  IN  THOSE  INSTANCES  WHERE  SHAREHOLDER
APPROVAL IS EXPRESSLY REQUIRED.

    THIS  PROSPECTUS  CONSTITUTES AN OFFER TO SELL  SECURITIES OF A FUND ONLY IN
THOSE STATES WHERE THE FUND'S SHARES HAVE BEEN REGISTERED OR OTHERWISE QUALIFIED
FOR SALE. A FUND WILL NOT ACCEPT  APPLICATIONS  FROM PERSONS  RESIDING IN STATES
WHERE THE FUND'S SHARES ARE NOT REGISTERED.


PROSPECTUS                   ADDITIONAL INFORMATION YOU SHOULD KNOW       17


TO CONTACT AMERICAN CENTURY BROKERAGE, INC.:

P.O. BOX 419146
KANSAS CITY, MISSOURI
64141-6146

BROKERAGE ASSOCIATE:
1-888-345-2071

TELESELECT AUTOMATED INFORMATION AND TRADING LINE:
1-888-345-2091

INTERNET: www.americancentury.com


TO CONTACT THE FUND:

P.O. BOX 419200
KANSAS CITY, MISSOURI
64141-6200

INVESTOR SERVICES:
1-800-345-2021 OR 816-531-5575

AUTOMATED INFORMATION LINE:
1-800-345-8765

TELECOMMUNICATIONS DEVICE FOR THE DEAF:
1-800-634-4113 OR 816-444-3485

INTERNET: WWW.AMERICANCENTURY.COM


                            [american century logo]
                                    American
                                Century(reg.sm)
                                   Brokerage


9712           [recycled logo]
BK-BKT-10451      Recycled
<PAGE>
                       STATEMENT OF ADDITIONAL INFORMATION

                            [american century logo]
                                    American
                                Century(reg.sm)

                              DECEMBER 15, 1997


                                    BENHAM
                                 GROUP(reg.tm)

                        California Tax-Free Money Market
                        California Municipal Money Market
                        California Limited-Term Tax-Free
                      California Intermediate-Term Tax-Free
                          California Long-Term Tax-Free
                         California High-Yield Municipal
                           California Insured Tax-Free


                      STATEMENT OF ADDITIONAL INFORMATION

                               DECEMBER 15, 1997

           AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS

This Statement is not a prospectus  but should be read in  conjunction  with the
current  Prospectus for the American Century  California  Tax-Free and Municipal
Funds dated  December 15, 1997.  The Funds'  annual  reports for the fiscal year
ended  August 31,  1997,  are  incorporated  by  reference.  Please  retain this
document for future reference.  To obtain the Prospectus,  call American Century
Investments toll free at 1-800-345-2021 (international calls: 816-531-5575),  or
write P.O. Box 419200, Kansas City, Missouri 64141-6200.

TABLE OF CONTENTS

Investment Policies and Techniques .........................................   2
Special Considerations Regarding California Municipal Securities ...........   8
Investment Restrictions ....................................................  11
Portfolio Transactions .....................................................  13
Valuation of Portfolio Securities ..........................................  13
Performance ................................................................  15
Taxes ......................................................................  16
About the Trust ............................................................  18
Trustees and Officers ......................................................  20
Management .................................................................  21
Transfer and Administrative Services .......................................  24
Distribution of Fund Shares ................................................  25
Additional Purchase and Redemption Information .............................  25
Other Information ..........................................................  26

  NOTE: Throughout this document,  American Century--Benham  California Tax-Free
Money Market and American Century--Benham  California Municipal Money Market are
referred  to  collectively  as  the  Money  Market  Funds.  Likewise,   American
Century--Benham  California  Limited-Term  Tax-Free,   American  Century--Benham
California   Intermediate-Term  Tax-Free,  American  Century--Benham  California
Long-Term Tax-Free,  American  Century--Benham  California High-Yield Municipal,
and American  Century--Benham  California  Insured Tax-Free Fund are referred to
collectively as the Variable-Price Funds.


STATEMENT OF ADDITIONAL INFORMATION                                       1


INVESTMENT POLICIES AND TECHNIQUES

    The following  pages provide a more detailed  description  of the securities
and investment practices  identified in the Prospectus.  Unless otherwise noted,
the policies  described  in this  Statement of  Additional  Information  are not
fundamental and may be changed by the Board of Trustees.

MUNICIPAL NOTES

    Municipal  notes are  issued by state and local  governments  or  government
entities to provide short-term capital or to meet cash flow needs.

    Tax  Anticipation  Notes (TANs) are issued in  anticipation  of seasonal tax
revenues,  such as ad valorem property,  income, sales, use, and business taxes,
and are payable from these future  taxes.  Tax  anticipation  notes  usually are
general  obligations  of the  issuer.  General  obligations  are  secured by the
issuer's  pledge of its full  faith and  credit  (i.e.,  taxing  power)  for the
payment of principal and interest.

    Revenue  Anticipation  Notes  (RANs) are issued  with the  expectation  that
receipt  of  future  revenues,  such as  federal  revenue  sharing  or state aid
payments,  will be  used  to  repay  the  notes.  Typically,  these  notes  also
constitute general obligations of the issuer.

    Bond Anticipation Notes (BANs) are issued to provide interim financing until
long-term financing can be arranged.  In most cases, the long-term bonds provide
the money for repayment of the notes.

    Tax-Exempt  Commercial  Paper is an obligation with a stated maturity of 365
days or less issued to finance seasonal cash flow needs or to provide short-term
financing in anticipation of longer-term financing.

    Revenue Anticipation Warrants, or reimbursement warrants, are issued to meet
the cash flow needs of the State of  California  at the end of a fiscal year and
in the early weeks of the following fiscal year. These warrants are payable from
unapplied money in the State's  General Fund,  including the proceeds of revenue
anticipation notes issued following  enactment of a State budget or the proceeds
of refunding warrants issued by the State.

MUNICIPAL BONDS

    Municipal bonds,  which generally have maturities of more than one year when
issued,  are designed to meet longer-term  capital needs.  These securities have
two principal classifications: general obligation bonds and revenue bonds.

    General Obligation (GO) Bonds are issued by states, counties, cities, towns,
and  regional  districts  to  fund  a  variety  of  public  projects,  including
construction  of and  improvements  to  schools,  highways,  and water and sewer
systems.  General  obligation  bonds are backed by the  issuer's  full faith and
credit based on its ability to levy taxes for the timely payment of interest and
repayment  of  principal,  although  such  levies  may  be  constitutionally  or
statutorily limited as to rate or amount.

    Revenue  Bonds  are not  backed by an  issuer's  taxing  authority;  rather,
interest  and  principal  are  secured  by the net  revenues  from a project  or
facility.  Revenue  bonds are issued to  finance a variety of capital  projects,
including  construction or refurbishment of utility and waste disposal  systems,
highways, bridges, tunnels, air and sea port facilities, schools, and hospitals.
Many  revenue  bond  issuers  provide  additional  security  in  the  form  of a
debt-service  reserve  fund that may be used to make  payments of  interest  and
repayments  of  principal  on  the  issuer's  obligations.   Some  revenue  bond
financings are further  protected by a state's  assurance  (without  obligation)
that it will make up deficiencies in the debt-service reserve fund.

    Industrial  Development  Bonds (IDBs), a type of revenue bond, are issued by
or on behalf of public  authorities to finance  privately  operated  facilities.
These bonds are used to finance business, manufacturing,  housing, athletic, and
pollution  control  projects,  as well as public facilities such as mass transit
systems, air and sea port facilities,  and parking garages.  Payment of interest
and  repayment  of  principal  on an IDB  depend  solely on the  ability  of the
facility's user to meet financial obligations, and on the pledge, if any, of the
real or personal property  financed.  The interest earned on IDBs may be subject
to the federal alternative minimum tax.

VARIABLE- AND FLOATING-RATE DEMAND OBLIGATIONS

    The Funds may buy variable- and floating-rate  demand obligations (VRDOs and
FRDOs).  These obligations carry rights that permit holders to demand payment of
the unpaid principal plus accrued  interest,  from the issuers or from financial
intermediaries. Floating-rate securities have interest rates that change


2                                                  AMERICAN CENTURY INVESTMENTS


whenever there is a change in a designated base rate; variable-rate  instruments
provide  for a  specified,  periodic  adjustment  in the  interest  rate,  which
typically is based on an index.  These rate formulas are designed to result in a
market value for the VRDO or FRDO that approximates par value.

OBLIGATIONS WITH TERM PUTS ATTACHED

    Each Fund may invest in fixed-rate  bonds subject to third party puts and in
participation  interests  in such  bonds  held by a bank in trust or  otherwise.
These bonds and  participation  interests have tender options or demand features
that  permit  the Funds to tender  (or put)  their  bonds to an  institution  at
periodic intervals and to receive the principal amount thereof.

    American Century  Investment  Management,  Inc. (the "Manager"),  the Funds'
investment  advisor,  expects that the Funds will pay more for  securities  with
puts attached than for securities without these liquidity features.  The Manager
may buy securities with puts attached to keep a Fund fully invested in municipal
securities while maintaining  sufficient  portfolio liquidity to meet redemption
requests or to facilitate  management of the Funds' investments.  To ensure that
the interest on municipal securities subject to puts is tax-exempt to the Funds,
the  Manager  limits  the  Funds'  use of puts  in  accordance  with  applicable
interpretations and rulings of the Internal Revenue Service (IRS).

    Because it is  difficult  to  evaluate  the  likelihood  of  exercise or the
potential  benefit of a put, puts normally will be determined to have a value of
zero,  regardless  of whether  any  direct or  indirect  consideration  is paid.
Accordingly,  puts as separate  securities are not expected to affect the Funds'
weighted  average  maturities.  When a Fund has paid for a put, the cost will be
reflected as unrealized  depreciation on the underlying  security for the period
the put is held. Any gain on the sale of the underlying security will be reduced
by the cost of the put.

    There is a risk that the seller of a put will not be able to repurchase  the
underlying  obligation  when (or if) a Fund  attempts  to  exercise  the put. To
minimize such risks, the Funds will purchase obligations with puts attached only
from sellers deemed creditworthy by the Manager under the direction of the Board
of Trustees.

TENDER OPTION BONDS

    Tender   option  bonds  (TOBs)  were  created  to  increase  the  supply  of
high-quality, short-term tax-exempt obligations, and thus they are of particular
interest to the Money Market Funds. However, any of the Funds may purchase these
instruments.

    TOBs are created by municipal bond dealers who purchase long-term tax-exempt
bonds in the  secondary  market,  place the  certificates  in  trusts,  and sell
interests in the trusts with puts or other liquidity  guarantees  attached.  The
credit quality of the resulting synthetic short-term  instrument is based on the
guarantor's short-term rating and the underlying bond's long-term rating.

    There is some risk that a  remarketing  agent will renege on a tender option
agreement if the underlying bond is downgraded or defaults. Because of this, the
Manager  monitors the credit quality of bonds underlying the Funds' TOB holdings
and  intends  to sell or put back any TOB if the rating on its  underlying  bond
falls  below the  second-highest  rating  category  designated  by a  nationally
recognized statistical rating agency (a "rating agency").

     The Manager also takes steps to minimize the risk that the Fund may realize
taxable   income  as  a  result  of  holding  TOBs.   These  steps  may  include
consideration  of (a) legal opinions  relating to the  tax-exempt  status of the
underlying  municipal bonds, (b) legal opinions relating to the tax ownership of
the underlying  bonds, and (c) other elements of the structure that could result
in taxable income or other adverse tax consequences.

    After  purchase,  the Manager  monitors  factors  related to the  tax-exempt
status of the Fund's TOB  holdings in order to minimize  the risk of  generating
taxable income.

WHEN-ISSUED AND FORWARD COMMITMENT AGREEMENTS

    The Funds may engage in municipal  securities  transactions on a when-issued
or forward  commitment  basis in which the transaction  price and yield are each
fixed at the time the  commitment is made,  but payment and delivery  occur at a
future date (typically 15 to 45 days later).

    When purchasing securities on a when-issued or forward commitment basis, the
Fund assumes the


STATEMENT OF ADDITIONAL INFORMATION                                        3


rights  and  risks  of  ownership,  including  the  risks  of  price  and  yield
fluctuations.  While  the  Fund  will  make  commitments  to  purchase  or  sell
securities with the intention of actually  receiving or delivering  them, it may
sell the securities  before the settlement date if doing so is deemed  advisable
as a matter of investment strategy.

    In purchasing  securities on a when-issued or forward  commitment basis, the
Fund will establish and maintain until the settlement date a segregated  account
consisting of cash, cash equivalents,  or other appropriate liquid securities in
an amount  sufficient to meet the purchase price. When the time comes to pay for
the when-issued  securities,  the Fund will meet its obligations  with available
cash, through the sale of securities,  or, although it would not normally expect
to do so, by selling the  when-issued  securities  themselves  (which may have a
market  value  greater  or less than the  Fund's  payment  obligation).  Selling
securities to meet  when-issued or forward  commitment  obligations may generate
taxable capital gains or losses.

    As an operating policy, each Fund will not commit more than 50% of its total
assets to when-issued or forward commitment  agreements.  If fluctuations in the
value of  securities  held  cause more than 50% of a Fund's  total  assets to be
committed under when-issued or forward commitment  agreements,  the Manager need
not sell such  agreements,  but it will be restricted from entering into further
agreements  on behalf of the Fund until the  percentage  of assets  committed to
such agreements is below 50% of total assets.

MUNICIPAL LEASE OBLIGATIONS

    Each Fund may invest in  municipal  lease  obligations.  These  obligations,
which may take the form of a lease,  an installment  purchase,  or a conditional
sale  contract,  are issued by state and local  governments  and  authorities to
acquire land and a wide  variety of equipment  and  facilities.  Generally,  the
Funds will not hold such  obligations  directly as a lessor of the  property but
will purchase a participation  interest in a municipal  lease  obligation from a
bank or other third party.

    Municipal leases  frequently carry risks distinct from those associated with
general obligation or revenue bonds. State  constitutions and statutes set forth
requirements that states and  municipalities  must meet to incur debt. These may
include  voter  referenda,  interest rate limits,  or public sale  requirements.
Leases,  installment  purchases,  or conditional  sale contracts (which normally
provide for title to the leased  asset to pass to the  government  issuer)  have
evolved  as a way for  government  issuers  to acquire  property  and  equipment
without meeting  constitutional  and statutory  requirements for the issuance of
debt.

    Many leases and contracts include  nonappropriation  clauses,  which provide
that the governmental issuer has no obligation to make future payments under the
lease  or  contract  unless  money is  appropriated  for  such  purposes  by the
appropriate  legislative  body on a yearly or other  periodic  basis.  Municipal
lease   obligations  also  may  be  subject  to  abatement  risk.  For  example,
construction  delays or  destruction of a facility as a result of an uninsurable
disaster  that  prevents  occupancy  could result in all or a portion of a lease
payment not being made.

    California and its municipalities are the largest issuers of municipal lease
obligations in the United States.

INVERSE FLOATERS (VARIABLE-PRICE FUNDS)

    The Variable-Price Funds may hold inverse floaters.  An inverse floater is a
type of derivative  that bears an interest  rate that moves  inversely to market
interest  rates.  As market  interest  rates rise,  the interest rate on inverse
floaters  goes  down,  and  vice  versa.  Generally,  this  is  accomplished  by
expressing  the interest rate on the inverse  floater as an  above-market  fixed
rate of interest, reduced by an amount determined by reference to a market-based
or bond-specific  floating interest rate (as well as by any fees associated with
administering the inverse floater program).

    Inverse  floaters may be issued in conjunction with an equal amount of Dutch
Auction  floating-rate bonds (floaters),  or a market-based index may be used to
set the interest rate on these securities.  Floaters and inverse floaters may be
brought to market by a broker-dealer  who purchases  fixed-rate bonds and places
them in a trust or by an issuer seeking to reduce  interest  expenses by using a
floater/inverse floater structure in lieu of fixed-rate bonds.

    In  the  case  of a  broker-dealer  structured  offering  (where  underlying
fixed-rate bonds have been placed in a trust), distributions from the underlying
bonds are


4                                                  AMERICAN CENTURY INVESTMENTS


allocated to floater and inverse floater holders in the following manner:

  (i)    Floater  holders  receive  interest  based on rates  set at a six month
         interval or at a Dutch Auction,  which is typically held every 28 to 35
         days. Current and prospective  floater holders bid the minimum interest
         rate that they are willing to accept on the floaters,  and the interest
         rate is set just high  enough to ensure  that all of the  floaters  are
         sold.

  (ii)   Inverse floater holders receive all of the interest that remains on the
         underlying bonds after floater interest and auction fees are paid.

    Procedures  for  determining  the  interest  payment on floaters and inverse
floaters  brought to market directly by the issuer are comparable,  although the
interest  paid on the inverse  floaters is based on a presumed  coupon rate that
would have been  required  to bring  fixed-rate  bonds to market at the time the
floaters and inverse floaters were issued.

    Where inverse  floaters are issued in  conjunction  with  floaters,  inverse
floater holders may be given the right to acquire the underlying security (or to
create a fixed-rate bond) by calling an equal amount of corresponding  floaters.
The underlying security may then be held or sold. However,  typically, there are
time  constraints  and other  limitations  associated  with any right to combine
interests and claim the underlying security.

    Floater holders subject to a Dutch Auction  procedure  generally do not have
the right to "put back" their  interests to the issuer or to a third party. If a
Dutch  Auction  fails,  the floater  holder may be required to hold its position
until the underlying bond matures,  during which time interest on the floater is
capped at a predetermined rate.

    The secondary market for floaters and inverse  floaters may be limited.  The
market value of inverse  floaters tends to be  significantly  more volatile than
fixed-rate  bonds.  The interest rates on inverse  floaters may be significantly
reduced, even to zero, if interest rates rise.

LOWER-QUALITY BONDS (CALIFORNIA HIGH-YIELD MUNICIPAL)

    As indicated in the  Prospectus,  an  investment  in  California  High-Yield
Municipal carries greater risk than an investment in the other Funds because the
Fund may invest without limitation in lower-rated bonds and unrated bonds judged
by  the  Manager  to  be of  comparable  quality  (collectively,  "lower-quality
bonds").

    While the market values of higher-quality bonds tend to correspond to market
interest rate changes,  the market values of lower-quality bonds tend to reflect
the financial condition of their issuers.

    Projects  financed  through the  issuance of  lower-quality  bonds are often
highly  leveraged.  The issuer's  ability to service its debt obligations may be
adversely affected by an economic  downturn,  a period of rising interest rates,
the issuer's inability to meet projected revenue forecasts,  or a lack of needed
additional financing.

    Lower-quality  bonds  generally are unsecured and often are  subordinated to
other  obligations of the issuer.  These bonds  frequently have call or buy-back
features that permit the issuer to call or repurchase  the bond from the holder.
Premature disposition of a lower-quality bond due to a call or buy-back feature,
deterioration  of the  issuer's  creditworthiness,  or a  default  may  make  it
difficult  for the  Manager to manage the flow of income to the Fund,  which may
have negative tax implications for shareholders.

    The market for lower-quality  bonds tends to be concentrated among a smaller
number of dealers  than the  market for  higher-quality  bonds.  This  market is
dominated by dealers and institutions  (including mutual funds),  rather than by
individuals.  To the extent that a secondary  trading  market for  lower-quality
bonds exists, it may not be as liquid as the secondary market for higher-quality
bonds.  Limited  liquidity in the secondary  market may adversely  affect market
prices and hinder the Manager's  ability to dispose of particular  bonds when it
determines  that  it is in the  best  interest  of the  Fund  to do so.  Reduced
liquidity may also hinder the Manager's  ability to obtain market quotations for
purposes of valuing the Fund's portfolio and determining its net asset value.

    The Manager  continually  monitors  securities to determine  their  relative
liquidity.

    The Fund may incur expenses in excess of its ordinary  operating expenses if
it becomes necessary to seek recovery on a defaulted lower-quality bond.


STATEMENT OF ADDITIONAL INFORMATION                                       5


SHORT-TERM SECURITIES (VARIABLE-PRICE FUNDS)

    Under  certain  circumstances,  California  Long-Term  Tax-Free,  California
High-Yield  Municipal,  and California Insured Tax-Free may invest in short-term
municipal or U.S.  government  securities,  including  money market  instruments
(short-term  securities).  Except as otherwise required for temporary  defensive
purposes,  the Manager does not expect these Funds'  investments  in  short-term
securities to exceed 35% of total assets.  If a Fund invests in U.S.  government
securities,  a portion of dividends paid to shareholders  will be taxable at the
federal  level,  and may be  taxable at the state  level,  as  ordinary  income.
However,  the Manager  intends to minimize such  investments  and, when suitable
short-term  municipal  securities are  unavailable,  may allow the Funds to hold
cash to avoid generating taxable dividends.

    Pursuant to an exemptive  order from the Securities and Exchange  Commission
(SEC),  each  Variable-Price  Fund may  invest up to 5% of its  total  assets in
shares of the Money Market Funds to facilitate cash management provided that the
investment is consistent with the Funds'  investment  policies and restrictions.
To avoid generating  dividend income subject to the federal  alternative minimum
tax (AMT), the Variable-Price Funds (excluding  California High-Yield Municipal)
will limit their Money Market Fund  investments  to  California  Tax-Free  Money
Market.  California  High-Yield  Municipal,  which  ordinarily  invests  in  AMT
securities,  may invest up to 5% of its total  assets in shares of either of the
Money Market Funds.

CONCENTRATION OF ASSETS IN OBLIGATIONS ISSUED TO FINANCE SIMILAR PROJECTS OR
FACILITIES

    From time to time, a significant  portion of a Fund's assets may be invested
in  municipal  obligations  related to the extent that  economic,  business,  or
political developments affecting one of these obligations could affect the other
obligations in a similar manner.  For example,  if a Fund invested a significant
portion of its assets in utility bonds and a state or federal  government agency
or  legislative  body  promulgated  or  enacted  new  environmental   protection
requirements  for utility  providers,  projects  financed by utility bonds could
suffer as a class. Additional financing might be required to comply with the new
environmental  requirements,  and  outstanding  debt might be  downgraded in the
interim.  Among other  factors  that could  negatively  affect  bonds  issued to
finance  similar types of projects are state and federal  legislation  regarding
financing  for  municipal  projects,  pending  court  decisions  relating to the
validity  or  means  of  financing  municipal  projects,  material  or  manpower
shortages,  and  declining  demand for  projects or  facilities  financed by the
municipal bonds.

FUTURES AND OPTIONS (VARIABLE-PRICE FUNDS)

    Each  Variable-Price  Fund may enter into  futures  contracts,  options,  or
options on futures  contracts.  Some  futures  and options  strategies,  such as
selling  futures,  buying puts,  and writing calls,  hedge a Fund's  investments
against price fluctuations.  Other strategies,  such as buying futures,  writing
puts, and buying calls,  tend to increase market exposure.  The Funds do not use
futures and options transactions for speculative purposes.

    Although other techniques may be used to control a Fund's exposure to market
fluctuations,  the use of futures  contracts  may be a more  effective  means of
hedging this  exposure.  While a Fund pays  brokerage  commissions in connection
with opening and closing out futures  positions,  these costs are lower than the
transaction   costs  incurred  in  the  purchase  and  sale  of  the  underlying
securities.

    Futures  contracts provide for the sale by one party and purchase by another
party of a specific  security  at a  specified  future  time and price.  Futures
contracts  are traded on  national  futures  exchanges.  Futures  exchanges  and
trading are regulated under the Commodity  Exchange Act by the Commodity Futures
Trading  Commission  (CFTC), a U.S.  government  agency. The Funds may engage in
futures and options  transactions  based on securities  indexes such as the Bond
Buyer Index of Municipal  Bonds that are consistent  with the Fund's  investment
objectives.  The Fund may also engage in futures and options  transactions based
on specific securities such as U.S. Treasury bonds or notes.

    Bond Buyer Municipal Bond Index futures  contracts  differ from  traditional
futures  contracts in that when  delivery  takes place,  no bonds change  hands.
Instead,  these  contracts  settle in cash at the spot market  value of the Bond
Buyer Municipal Bond Index.


6                                                  AMERICAN CENTURY INVESTMENTS


Although  other  types of  futures  contracts  by their  terms  call for  actual
delivery or acceptance of the underlying securities, in most cases the contracts
are closed out before the settlement  date. A futures  position may be closed by
taking an opposite  position in an identical  contract (i.e.,  buying a contract
that has  previously  been sold or selling a contract that has  previously  been
bought).

    To initiate and maintain open positions in a futures contract,  a Fund would
be required to make a good faith margin deposit in cash or government securities
with a futures  broker or  custodian.  A margin  deposit is  intended  to assure
completion of the contract  (delivery or acceptance of the underlying  security)
if it is not terminated  prior to the specified  delivery date.  Minimum initial
margin requirements are established by the futures exchanges and may be revised.
In addition,  brokers may establish margin deposit  requirements that are higher
than the exchange minimums.

    Once a futures  contract  position is opened,  the value of the  contract is
marked to market daily. If the futures contract price changes to the extent that
the margin on deposit does not satisfy margin requirements,  the contract holder
is required to pay additional  "variation"  margin.  Conversely,  changes in the
contract  value may reduce the  required  margin,  resulting  in a repayment  of
excess margin to the contract  holder.  Variation margin payments are made to or
from the  futures  broker for as long as the  contract  remains  open and do not
constitute   margin   transactions   for  purposes  of  the  Funds'   investment
restrictions.

    RISKS  RELATED TO FUTURES  AND  OPTIONS  TRANSACTIONS.  Futures  and options
prices can be volatile,  and trading in these markets involves certain risks. If
the Manager  applies a hedge at an  inappropriate  time or judges  interest rate
trends incorrectly, futures and options strategies may lower a Fund's return.

    A Fund  could  suffer  losses if it were  unable  to close out its  position
because of an illiquid  secondary  market.  Futures  contracts may be closed out
only on an exchange that provides a secondary  market for these  contracts,  and
there  is no  assurance  that a  liquid  secondary  market  will  exist  for any
particular futures contract at any particular time. Consequently,  it may not be
possible to close a futures  position when the Manager  considers it appropriate
or desirable to do so. In the event of adverse price movements,  a Fund would be
required to continue making daily cash payments to maintain its required margin.
If the Fund had insufficient cash, it might have to sell portfolio securities to
meet daily margin  requirements  at a time when the Manager  would not otherwise
elect to do so. In addition,  a Fund may be required to deliver or take delivery
of instruments  underlying  futures contracts it holds. The Manager will seek to
minimize  these risks by limiting  the  contracts  entered into on behalf of the
Funds to those traded on national futures  exchanges and for which there appears
to be a liquid secondary market.

    A Fund  could  suffer  losses  if the  prices  of its  futures  and  options
positions were poorly  correlated with its other  investments,  or if securities
underlying futures contracts  purchased by a Fund had different  maturities than
those of the portfolio  securities being hedged. Such imperfect  correlation may
give rise to  circumstances in which a Fund loses money on a futures contract at
the same  time  that it  experiences  a  decline  in the  value of its  "hedged"
portfolio  securities.  A Fund could also lose margin  payments it has deposited
with a margin broker, if, for example, the broker became bankrupt.

    Most futures exchanges limit the amount of fluctuation  permitted in futures
contract  prices during a single  trading day. The daily limit  establishes  the
maximum  amount that the price of a futures  contract may vary either up or down
from the previous day's settlement price at the end of the trading session. Once
the daily limit has been reached in a particular type of contract, no trades may
be made on that day at a price  beyond  the  limit.  However,  the  daily  limit
governs only price movement during a particular trading day and, therefore, does
not limit potential losses. In addition, the daily limit may prevent liquidation
of unfavorable positions. Futures contract prices have occasionally moved to the
daily  limit for  several  consecutive  trading  days with little or no trading,
thereby  preventing prompt  liquidation of futures positions and subjecting some
futures traders to substantial losses.

    OPTIONS ON FUTURES.  By purchasing an option on a futures  contract,  a Fund
obtains the right,  but not the obligation,  to sell the futures contract (a put
option) or to buy the contract (a call option) at a fixed strike  price.  A Fund
can  terminate  its  position  in a put  option by  allowing  it to expire or by
exercising the option.  If the option is exercised,  the Fund completes the sale
of the


STATEMENT OF ADDITIONAL INFORMATION                                          7


underlying  security  at the  strike  price.  Purchasing  an option on a futures
contract  does not require a Fund to make margin  payments  unless the option is
exercised.

    Although  they do not  currently  intend  to do so,  the Funds may write (or
sell) call options that obligate it to sell (or deliver) the option's underlying
instrument  upon  exercise of the option.  While the receipt of option  premiums
would  mitigate  the  effects of price  declines,  the Funds  would give up some
ability to participate in a price increase on the underlying security. If a Fund
were to engage in options transactions, it would own the futures contract at the
time a call were written and would keep the contract  open until the  obligation
to deliver it pursuant to the call expired.

    RESTRICTIONS   ON  THE  USE  OF  FUTURES   CONTRACTS   AND   OPTIONS.   Each
Variable-Price  Fund may enter into futures  contracts,  options,  or options on
futures  contracts.  Under the  Commodity  Exchange  Act,  a Fund may enter into
futures and options  transactions (a) for hedging purposes without regard to the
percentage of assets committed to initial margin and option premiums, or (b) for
other than hedging  purposes,  provided that assets  committed to initial margin
and option  premiums do not exceed 5% of the Fund's total assets.  To the extent
required by law, each Fund will set aside cash and appropriate  liquid assets in
a segregated  account to cover its obligations  related to futures contracts and
options.

    The Funds intend to comply with tax rules applicable to regulated investment
companies,  including  a  requirement  that  capital  gains  from  the  sale  of
securities  held less than  three  months  constitute  less than 30% of a Fund's
gross income for each fiscal year.  Gains on some futures  contracts and options
are included in this 30% calculation,  which may limit the Funds' investments in
such instruments.

MUNICIPAL BOND INSURERS  (CALIFORNIA INSURED TAX-FREE)

    Securities  held by California  Insured  Tax-Free may be (a) insured under a
new-issue insurance policy obtained by the issuer of the security or (b) insured
under a secondary  market  insurance  policy purchased by the Fund or a previous
bond  holder.  The  following  paragraphs  provide some  background  on the bond
insurance organizations most frequently relied upon for municipal bond insurance
in the United States.

    AMBAC Indemnity Corporation (AMBAC Indemnity) is a Wisconsin-domiciled stock
insurance  corporation  with  admitted  assets  of  approximately  $2.1  billion
(unaudited) and statutory capital of approximately  $1.2 billion  (unaudited) as
of  December  31,  1994.   Statutory   capital  consists  of  AMBAC  Indemnity's
policyholders'  surplus and statutory contingency reserve.  AMBAC Indemnity is a
wholly  owned  subsidiary  of  AMBAC  Inc.,  a  publicly-held  company.  Moody's
Investors  Service,  Inc. (Moody's) and Standard & Poor's Corporation (S&P) have
rated AMBAC Indemnity's claims-paying ability Aaa and AAA, respectively.

    Financial  Guaranty Insurance Company (FGIC) is a wholly owned subsidiary of
FGIC  Corporation,  a Delaware  corporation with admitted assets of $2.1 billion
and a statutory capital base of $1.1 billion as of December 31, 1994.  Statutory
capital  consists of total capital and surplus as well as  contingency  reserve.
FGIC's claims-paying  ability was rated Aaa/AAA/AAA by Moody's,  S&P, and Fitch,
respectively.

    Municipal  Bond  Investors  Assurance   Corporation  (MBIA)  is  a  monoline
insurance company organized as a New York corporation.  As of December 31, 1994,
MBIA  (consolidated)  had  admitted  assets of $3.4 billion  (unaudited),  total
liabilities of $1.6 billion  (unaudited),  and total capital and surplus of $1.7
billion (unaudited).  All bond issues insured by MBIA are rated "Aaa" by Moody's
and all  short-term  loans insured by MBIA  "MIG-1." All bond issues  insured by
MBIA are rated "AAA" by S&P.

SPECIAL CONSIDERATIONS REGARDING CALIFORNIA MUNICIPAL SECURITIES

    As  briefly  discussed  in the  Prospectus,  the  Funds are  susceptible  to
political,  economic,  and  regulatory  events that affect issuers of California
municipal  obligations.  These include  possible  adverse  affects of California
constitutional  amendments,  legislative measures, voter initiatives,  and other
matters described below.

    The  following  information  about risk  factors is  provided in view of the
Funds'  policies  of   concentrating   their  assets  in  California   municipal
securities.  This information is based on recent official statements relating to
securities offerings of California issuers,


8                                                  AMERICAN CENTURY INVESTMENTS


although it does not constitute a complete  description  of the risk  associated
with  investing  in  securities  of these  issuers.  While the  Manager  has not
independently verified the information contained in the official statements,  it
has no reason to believe the information is inaccurate.

ECONOMIC OVERVIEW

    California's  economy  is the  largest  among the 50  states  and one of the
largest in the world. The State's 1996 population of approximately 32.4 million,
representing  approximately 12% of the U.S.  population,  has grown by 36% since
1980.  Total personal income,  an estimated $810 billion in 1996,  accounted for
approximately 12% of personal income nationwide.

    From 1990-1993,  the State suffered  through a severe  recession,  the worst
since the 1930's,  heavily  influenced  by large  cutbacks in  defense/aerospace
industries  and  military  base  closures  and  a  major  drop  in  real  estate
construction.  California's  economy has been  recovering  and growing  steadily
since the start of 1994,  to the point  where  the  State's  economic  growth is
outpacing the rest of the nation.  More than 300,000 non-farm jobs were added in
the state in 1996, while personal income grew by more than $55 billion.  Another
380,000 jobs are expected to be created in 1997. The  unemployment  rate,  while
still  higher than the national  average,  fell to the low 6% range in mid-1997,
compared to over 10% at the worst of the recession.

    California's  economic  expansion  is  being  fueled  by  strong  growth  in
high-technology   industries;    including   computer   software,    electronics
manufacturing,  and motion picture/television  production. Growth is also strong
in business services,  export trade, and manufacturing,  with even the aerospace
sector  showing   increasing   employment.   Non-residential   and   residential
construction have been moderately growing since the depths of the recession, but
remain much lower (as measured by annual new unit permits) than the late 1980's.

CONSTITUTIONAL LIMITATIONS ON TAXES

    Many  California  issuers rely on ad valorem  property  taxes as a source of
revenue.  The taxing powers of California  local  governments  and districts are
limited by Article XIIIA of the  California  Constitution,  enacted by voters in
1978 and commonly known as "Proposition  13." Article XIIIA limits to 1% of full
cash value the rate of ad  valorem  taxes on real  property  and  restricts  the
reassessment  of  property  to 2% per year,  except  where new  construction  or
changes of ownership have occurred  (subject to a number of exemptions).  Taxing
entities  may,  however,  raise ad valorem  taxes above the 1% limit to pay debt
service on voter-approved bonded indebtedness. The U.S. Supreme Court has upheld
Proposition 13 against claims that it has unlawfully  resulted in widely varying
tax liability on similarly situated properties.

    Article  XIIIA  also  requires  voters  of any  governmental  unit  to  give
two-thirds  approval to levy any  "special  tax."  Subsequent  court  decisions,
however, have allowed non-voter approved "general taxes" so long as they are not
dedicated to a specific use. In response to these  decisions,  voters adopted an
initiative  in 1986 that  imposed new limits on the ability of local  government
entities to raise or levy general  taxes without  voter  approval.  Based upon a
1991  intermediate  appellate court decision,  it was believed that  significant
parts of this initiative,  known as "Proposition 62," were unconstitutional.  On
September 28, 1995, the California Supreme Court rendered a decision in the case
of Santa Clara County Local Transportation  Authority v. Guardino which rejected
the prior  decision and upheld  Proposition  62, while  striking down a 1/2-cent
sales tax for transportation purposes which was approved by a majority, but less
than  two-thirds,  vote.  Proposition 62 does not apply to charter  cities,  but
other local  governments  may be  constrained in raising any taxes without voter
approval.

    PROPOSITION 218 -  THE "RIGHT TO VOTE ON TAXES ACT"

    On November 5, 1996, the voters of the state approved  Proposition 218. This
proposition  adds  Articles  XIIIC and XIIID to the  State  Constitution,  which
affect the ability of local  governments,  including charter cities, to levy and
collect  both  existing  and  future  taxes,  assessments,  fees,  and  charges.
Proposition 218 became  effective on November 6, 1996,  although  application of
some of its provisions was deferred until July 1, 1997. This  proposition  could
negatively  impact  a local  government's  ability  to  make  its  debt  service
payments, and thus could result in a lowering of credit ratings.


STATEMENT OF ADDITIONAL INFORMATION                                          9


CONSTITUTIONAL LIMITATIONS ON APPROPRIATIONS

    The State and its local governments are subject to an annual  appropriations
limit imposed by Article XIIIB of the California Constitution.  This article was
enacted by voters in 1979 and was  significantly  amended by Propositions 98 and
111 in 1988 and  1990,  respectively.  Article  XIIIB  prohibits  the  State and
subject local governments from spending  "appropriations  subject to limitation"
in excess of an  appropriations  limit.  The  appropriations  limit is  adjusted
annually to reflect population changes and changes in the cost of living as well
as transfers of responsibility between government units. "Appropriations subject
to limitation" are authorizations to spend "proceeds of taxes" consisting of tax
revenues  and certain  other  charges and fees to the extent that such  proceeds
exceed the cost of providing the product or service.  However, proceeds of taxes
exclude most State subventions to local governments.

    "Excess  revenues"  under Article XIIIB are measured over a two-year  cycle.
Local  governments must return any excess revenues to taxpayers through tax rate
reductions.  The State  must  refund  50% of any excess and pay the other 50% to
schools and community  colleges.  With the  application  of more liberal  annual
adjustment  factors  since  1988 and  depressed  revenues  since 1990 due to the
recession,  few governments are currently  operating near their spending limits,
but this  condition  may  change  over time.  Local  governments  may,  by voter
approval, exceed their spending limits for a limited time.

    Because of the complex nature of Articles XIIIA and XIIIB,  the  ambiguities
and possible inconsistencies in their terms, and the impossibility of predicting
future appropriations, population changes, changes in the cost of living, or the
probability of continuing legal challenges,  it is difficult to measure the full
impact of these Articles on the California municipal market or on the ability of
California issuers to pay debt service on their obligations.

OBLIGATIONS OF THE STATE OF CALIFORNIA

    As of  September  1,  1997,  the State had  approximately  $17.9  billion of
general  obligation bonds  outstanding,  and approximately $4.6 billion remained
authorized but unissued. Of the State's outstanding general obligation debt, 21%
is  presently  self-liquidating  (i.e.,  program  revenues  are  expected  to be
sufficient to reimburse the General Fund for debt service  payments).  In fiscal
year 1996-97,  debt service on general obligation bonds and lease-purchase  debt
was approximately  5.00% of general fund revenues down from 5.25% in fiscal year
1994-95.

    The  State's  principal  sources of General  Fund  revenues  for fiscal year
1996-97 were the California  personal  income tax (45% of total  revenues),  the
sales tax (35%), bank and corporations taxes (13%), and the gross premium tax on
insurance (2%).  Historically,  the State has paid the principal of and interest
on its general obligation bonds, lease-purchase debt, and short-term obligations
when due.

    GENERAL. Pressures on the State's budget in the late 1980's and early 1990's
were caused by a combination of external  economic  conditions and growth of the
largest General Fund expenditure programs--K-14 education,  health, welfare, and
corrections--at   rates  faster  than  the  revenue  base.   The  largest  state
expenditure program is assistance to local public school districts.  In 1988, an
initiative  (Proposition  98) was enacted  which  essentially  guarantees  local
school districts and community  college districts a minimum share of the state's
general fund revenues (currently 35%).

    Expenditures  pressures could continue as the state's overall population and
school age population  continue to grow, and as the state's  corrections program
responds to a "Three Strikes" law enacted in 1994 (which requires mandatory life
prison  terms  for  certain  third-time  felony  offenders).  In  addition,  the
long-term impact of federal welfare reform on the state's budget is uncertain.

    RECENT BUDGETS. State finances have improved over the past two fiscal years,
due primarily to stronger than  anticipated  revenue and lower than  anticipated
social  spending.  The State finished fiscal year 1996-97 with a $408 million in
the State's budget  reserve.  The past two fiscal years'  budgets  contained the
following features:

    *    Expenditures  for K-14 schools grew  significantly  as the new revenues
         were directed to school spending under Proposition 98.

    *    The budgets restrained health and welfare spending levels.


10                                                 AMERICAN CENTURY INVESTMENTS


    *    General Fund support for the  University of California  and  California
         State Universities grew by an average of 5.2% and 3.3% per year.

    *    General Fund support for  corrections  grew as needed to meet increased
         prison population.

    *    There was 5% corporate income tax cut.

    CURRENT  BUDGET.  The Budget  Act  anticipates  General  Fund  revenues  and
transfers  of $52.5  billion  (6.8%  increase  from the prior  fiscal  year) and
expenditures of $52.8 billion (an 8.0% increase). On budgetary basis, the budget
reserve is projected  to decrease  from $408 million as of June 30, 1997 to $112
million as of June 30, 1998.  The  following  are major  features of the 1997-98
Budget Act:

    *    For the second year in a row, the budget  contains a large  increase in
         funding for K-14 education  under  Proposition  98,  reflecting  strong
         revenues have exceeded initial budgeted amounts.

    *    The budget  reflects a $1.235 billion pension  judgment  payment to the
         Public Employees Retirement System (PERS).

    *    General Fund support for the  University of California  and  California
         State University is increased by approximately 6%.

    *    Health and welfare costs are contained,  continuing generally the grant
         levels  from prior  years,  as part of the  initial  implementation  of
         welfare reform.

    *    Unlike  prior  years,  this budget does not include  uncertain  federal
         budget actions.

    *    The budget does not have any tax increases or tax cuts.

    Due to the improvement in the State's economy and financial  condition,  the
State of California  was upgraded by Standard and Poor's in August,  1996 from A
to A+ and by Fitch Investors Service in September, 1997 from A+ to AA-.

OBLIGATIONS OF OTHER ISSUERS

    Property tax revenues received by local  governments  declined more than 50%
following  passage  of  Proposition  13 in 1978.  Subsequently,  the  California
legislature  enacted measures to provide for the  redistribution  of the State's
General  Fund  surplus to local  agencies,  the  reallocation  of certain  State
revenues to local agencies,  and the assumption of certain government  functions
by the State to assist the State's  municipalities.  However, in response to the
fiscal  crisis at the State  level,  the  Legislature  in  1992-93  and  1993-94
effectively  reversed the post-Proposition 13 "bailout" aid and directed over $3
billion  of  city,  county,  and  special  district  property  taxes  to  school
districts,  which  enabled  the State to reduce  its aid to  schools by the same
amount. Part of this shortfall is to be covered by a 0.5% sales tax allocated to
local government public safety purposes. The 0.5% sales tax increase was imposed
by Proposition  172, which was approved by a majority of voters at the statewide
election on November 2, 1993.

    Even with these cuts and property tax shifts,  over 70% of the State General
Fund  expenditures are for local government  assistance.  To the extent that the
State is constrained by its Article XIIIB  appropriations  limit, its obligation
to conform to Proposition 98, or other fiscal considerations, the absolute level
or rate of growth of State assistance to local  governments may be reduced.  Any
such  reductions  in State aid could  compound  the serious  fiscal  constraints
already experienced by many local governments, particularly counties.

INVESTMENT RESTRICTIONS

    The Funds'  investment  restrictions  are set forth below.  These investment
restrictions  are  fundamental  and may not be changed  without  approval  of "a
majority of the outstanding  votes of  shareholders" of a Fund, as determined in
accordance  with the  Investment  Company Act of 1940 (the  "Investment  Company
Act").

    AS A FUNDAMENTAL POLICY, EACH FUND SHALL NOT:

  1)     issue senior securities, except as permitted under the Investment
         Company Act.

  2)     borrow  money,  except that the Fund may borrow money for  temporary or
         emergency  purposes (not for leveraging or investment) in an amount not
         exceeding  33-1/3% of the Fund's  total  assets  (including  the amount
         borrowed) less liabilities (other than borrowings).

  3)     lend any  security  or make any other  loan if, as a result,  more than
         33-1/3%  of the Fund's  total  assets  would be lent to other  parties,
         except,  (i) through the purchase of debt securities in accordance with
         its investment objective, policies and


STATEMENT OF ADDITIONAL INFORMATION                                       11


         limitations,  or (ii) by engaging in repurchase agreements with respect
         to portfolio securities.

  4)     purchase or sell real estate  unless  acquired as a result of ownership
         of securities or other  instruments.  This policy shall not prevent the
         Fund from investment in securities or other instruments  backed by real
         estate or  securities  of  companies  that  deal in real  estate or are
         engaged in the real estate business.

  5)     concentrate  its  investments  in securities of issuers in a particular
         industry  (other  than  securities  issued  or  guaranteed  by the U.S.
         government or any of its agencies or instrumentalities).

  6)     act as an  underwriter  of securities  issued by others,  except to the
         extent  that the Fund  may be  considered  an  underwriter  within  the
         meaning of the Securities Act of 1933 in the  disposition of restricted
         securities.

  7)     purchase or sell physical  commodities  unless  acquired as a result of
         ownership  of  securities  or other  instruments;  provided  that  this
         limitation  shall not  prohibit  the Fund from  purchasing  or  selling
         options and futures  contracts or from investing in securities or other
         instruments backed by physical commodities.

  8)     invest for purposes of exercising control over management.

    In addition,  the Funds are subject to the following  additional  investment
restrictions  which  are not  fundamental  and may be  changed  by the  Board of
Trustees.

  AS AN OPERATING POLICY, EACH FUND:

  a)     [California  Municipal  Money  Market  Fund only] to meet  federal  tax
         requirements  for  qualification as a "regulated  investment  company,"
         limits  its  investment  so that at the  close of each  quarter  of its
         taxable year: (i) with regard to at least 50% of total assets,  no more
         than 5% of total  assets are  invested  in the  securities  of a single
         issuer,  and (ii) no more than 25% of total  assets are invested in the
         securities of a single issuer. Limitations (i) and (ii) do not apply to
         "Government  securities" as defined for federal tax purposes.  The Fund
         does not, with respect to 75% of its total assets,  currently intend to
         purchase the securities of any issuer (other than securities  issued or
         guaranteed   by  the  U.S.   government  or  any  of  its  agencies  or
         instrumentalities)  if, as a result  thereof,  the Fund  would own more
         than 10% or the outstanding voting securities of such issuer.

  b)     shall not purchase additional  investment securities at any time during
         which outstanding borrowings exceed 5% of the total assets of the Fund.

  c)     [Money Market Funds only] shall not purchase or sell futures  contracts
         or call options. This limitation does not apply to options attached to,
         or acquired or traded together with, their underlying  securities,  and
         does not apply to  securities  that  incorporate  features  similar  to
         options or futures contracts.

  d)     shall not purchase  any  security or enter into a repurchase  agreement
         if, as a result,  more  than 15% of its net  assets  (10% for the Money
         Market Funds) would be invested in repurchase  agreements not entitling
         the holder to payment of principal  and interest  within seven days and
         in  securities  that are  illiquid  by virtue  of legal or  contractual
         restrictions on resale or the absence of a readily available market.

  e)     shall  not sell  securities  short,  unless it owns or has the right to
         obtain securities  equivalent in kind and amount to the securities sold
         short, and provided that  transactions in futures contracts and options
         are not deemed to constitute selling securities short.

  f)     shall not  purchase  securities  on  margin,  except  that the Fund may
         obtain such  short-term  credits as are  necessary for the clearance of
         transactions,  and provided  that margin  payments in  connection  with
         futures contracts and options on futures contracts shall not constitute
         purchasing securities on margin.

    For purposes of the investment restriction (5), relating to concentration, a
Fund shall not  purchase  any  securities  which  would cause 25% or more of the
value of the Fund's  total  assets at the time of purchase to be invested in the
securities of one or more issuers conducting their principal business activities
in the same industry,  provided that (a) there is no limitation  with respect to
obligations issued or guaranteed by the U.S. government, any state, territory or
possession of the United States, the District of Columbia or any of their


12                                                AMERICAN CENTURY INVESTMENTS


authorities,   agencies,   instrumentalities   or  political   subdivisions  and
repurchase  agreements  secured by such  instruments,  (b) wholly-owned  finance
companies  will be considered to be in the  industries of their parents if their
activities are primarily related to financing the activities of the parents, (c)
utilities will be divided  according to their  services,  for example,  gas, gas
transmission, electric and gas, electric and telephone will each be considered a
separate  industry,  and (d) personal credit and business credit businesses will
be considered separate industries.

    Unless otherwise indicated, with the exception of the percentage limitations
on borrowing,  the restrictions apply at the time transactions are entered into.
Accordingly,  any later  increase or decrease  beyond the  specified  limitation
resulting  from a change in the  Fund's  net assets  will not be  considered  in
determining whether it has complied with its investment restrictions.

    For purposes of the Funds' investment restrictions,  the party identified as
the "issuer" of a municipal  security  depends on the form and conditions of the
security.  When the assets and revenues of a political  subdivision are separate
from those of the government  that created the  subdivision  and the security is
backed only by the assets and revenues of the  subdivision,  the  subdivision is
deemed  the sole  issuer.  Similarly,  in the case of an IDB,  if the bond  were
backed  only  by  the  assets  and  revenues  of a  non-governmental  user,  the
non-governmental  user would be deemed the sole issuer.  If, in either case, the
creating  government or some other entity were to guarantee  the  security,  the
guarantee would be considered a separate security and treated as an issue of the
guaranteeing entity.

PORTFOLIO TRANSACTIONS

    Each Fund's assets are invested by the Manager in a manner  consistent  with
the Fund's  investment  objectives,  policies,  and  restrictions,  and with any
instructions  the Board of  Trustees  may issue from time to time.  Within  this
framework,  the Manager is responsible for making all  determinations  as to the
purchase and sale of portfolio  securities and for taking all steps necessary to
implement securities transactions on behalf of the Funds.

    In placing  orders for the purchase and sale of  portfolio  securities,  the
Manager  will  use its best  efforts  to  obtain  the best  possible  price  and
execution and will otherwise place orders with broker-dealers  subject to and in
accordance  with any  instructions  the Board of Trustees may issue from time to
time. The Manager will select  broker-dealers to execute portfolio  transactions
on behalf of the Funds solely on the basis of best price and execution.

    Under normal conditions, the Variable-Price Funds' annual portfolio turnover
rates are not expected to exceed 100%.  Because a higher turnover rate increases
transaction  costs and may increase taxable capital gains, the Manager carefully
weighs  the   potential   benefits  of   short-term   investing   against  these
considerations.

    The  Variable-Price  Funds'  portfolio  turnover  rates  are  listed  in the
Financial Highlights table in the Prospectus.

    Investment  decisions are made for each Fund  independently  from those made
for other funds advised by the Manager.  From time to time, however, two or more
funds advised by the Manager may hold the same security.  When two or more funds
are simultaneously  engaged in purchasing or selling a security,  the prices and
amounts are  allocated  in a manner  believed by the Manager to be  equitable to
each of the funds involved. In some instances,  simultaneous  transactions could
have a  detrimental  effect  on the price or value of a  security  as far as the
participating funds are concerned.  In other instances,  however, the ability to
participate in volume transactions will produce better prices and executions for
the funds.

VALUATION OF PORTFOLIO SECURITIES

    Each Fund's net asset value per share  ("NAV") is calculated as of the close
of business of the New York Stock  Exchange (the  "Exchange")  usually at 3 p.m.
Central  time each day the  Exchange  is open for  business.  The  Exchange  has
designated the following  holiday  closings for 1997: New Year's Day (observed),
Martin  Luther  King Jr.  Day,  Presidents'  Day,  Good  Friday,  Memorial  Day,
Independence  Day, Labor Day,  Thanksgiving  Day, and Christmas Day  (observed).
Although  the Funds  expect the same  holiday  schedule  to be  observed  in the
future, the Exchange may modify its holiday schedule at any time.


STATEMENT OF ADDITIONAL INFORMATION                                          13


The Manager  typically  completes  its trading on behalf of each Fund in various
markets  before the  Exchange  closes for the day.  Each  Fund's  share price is
calculated  by adding the value of all  portfolio  securities  and other assets,
deducting  liabilities,  and  dividing  the  result  by  the  number  of  shares
outstanding.  Expenses and interest  earned on portfolio  securities are accrued
daily.

    MONEY MARKET FUNDS.  Securities held by the Money Market Funds are valued at
amortized  cost.  This method  involves  valuing an  instrument  at its cost and
thereafter  assuming a constant  amortization  to  maturity  of any  discount or
premium paid at the time of purchase. Although this method provides certainty in
valuation,  it generally  disregards the effect of fluctuating interest rates on
an instrument's  market value.  Consequently,  the  instrument's  amortized cost
value may be higher or lower than its market value,  and this discrepancy may be
reflected in the Funds' yields.  During periods of declining interest rates, for
example,  the daily yield on Fund  shares  computed  as  described  above may be
higher than that of a fund with  identical  investments  priced at market value.
The converse would apply in a period of rising interest rates.

    The Money Market Funds operate pursuant to Investment Company Act Rule 2a-7,
which permits valuation of portfolio  securities on the basis of amortized cost.
As required by the Rule, the Board of Trustees has adopted  procedures  designed
to stabilize, to the extent reasonably possible, a Money Market Fund's price per
share as computed for the purposes of sales and redemptions at $1.00.  While the
day-to-day  operation  of the  Money  Market  Funds  has been  delegated  to the
Manager,   the  quality   requirements   established  by  the  procedures  limit
investments  to certain  instruments  that the Board of Trustees has  determined
present  minimal credit risks and that have been rated in one of the two highest
rating categories as determined by a nationally  recognized  statistical  rating
organization or, in the case of unrated securities,  of comparable quality.  The
procedures  require review of the Money Market Fund's portfolio holdings at such
intervals as are reasonable in light of current  market  conditions to determine
whether the Money Market Fund's net asset value  calculated  by using  available
market quotations deviates from the per-share value based on amortized cost. The
procedures also prescribe the action to be taken if such deviation should occur.

    The Board of Trustees monitors the levels of illiquid securities, however if
the levels are exceeded, they will take action to rectify these levels.

    Actions the Board of Trustees may consider under these circumstances include
(i) selling portfolio securities prior to maturity,  (ii) withholding  dividends
or distributions from capital, (iii) authorizing a one-time dividend adjustment,
(iv)  discounting  share  purchases and  initiating  redemptions in kind, or (v)
valuing portfolio securities at market price for purposes of calculating NAV.

    VARIABLE-PRICE  FUNDS.  Securities held by the Variable-Price Funds normally
are priced by an  independent  pricing  service,  provided  that such prices are
believed  by  the  Manager  to  reflect  the  fair  market  value  of  portfolio
securities.

    Because there are hundreds of thousands of municipal issues outstanding, and
the majority of them do not trade daily, the prices provided by pricing services
are generally  determined  without regard to bid or last sale prices. In valuing
securities,  the pricing  services  generally  take into  account  institutional
trading activity,  trading in similar groups of securities, and any developments
related to specific securities.  The methods used by the pricing service and the
valuations  so  established  are  reviewed  by the  Manager  under  the  general
supervision  of the Board of  Trustees.  There are a number of pricing  services
available,  and the  Manager,  on the  basis  of  ongoing  evaluation  of  these
services,  may use other pricing  services or discontinue the use of any pricing
service in whole or in part.

    Securities  not priced by a pricing  service are valued at the mean  between
the most  recently  quoted bid and ask prices  provided by  broker-dealers.  The
municipal bond market is typically a "dealer  market";  that is, dealers buy and
sell bonds for their own accounts  rather than for customers.  As a result,  the
spread, or difference  between bid and asked prices, for certain municipal bonds
may differ substantially among dealers.

    Securities  maturing  within 60 days of the valuation  date may be valued at
cost,  plus or minus any  amortized  discount  or premium,  unless the  Trustees
determine that this would not result in fair valuation of a


14                                                AMERICAN CENTURY INVESTMENTS


given security. Other assets and securities for which quotations are not readily
available are valued in good faith at their fair value using methods approved by
the Board of Trustees.

PERFORMANCE

    The Funds may quote  performance  in various  ways.  Historical  performance
information will be used in advertising and sales literature.

    For the Money Market Funds,  yield quotations are based on the change in the
value of a hypothetical investment (excluding realized gains and losses from the
sale of securities and unrealized  appreciation  and depreciation of securities)
over a  seven-day  period  (base  period)  and  stated  as a  percentage  of the
investment at the start of the base period (base-period return). The base-period
return is then  annualized  by  multiplying  by 365/7 with the  resulting  yield
figure carried to at least the nearest hundredth of one percent.

    Calculations of effective yield begin with the same base-period  return used
to  calculate  yield,  but the  return  is then  annualized  to  reflect  weekly
compounding according to the following formula:


             Effective Yield = [(Base-Period Return + 1)365/7] - 1


    The Money Market Funds' yields and effective yields for the seven-day period
ended August 31, 1997, were as follows:


Money Market Fund                           7-Day Yield     Effective Yield
- --------------------------------------------------------------------------------
California Tax-Free Money Market               2.91%             2.95%

California Municipal Money Market              2.97%             3.01%
- --------------------------------------------------------------------------------


    For the  Variable-Price  Funds, yield quotations are based on the investment
income per share earned during a particular 30-day period, less expenses accrued
during the period (net  investment  income),  and are  computed by dividing  the
Fund's net  investment  income by its share  price on the last day of the period
according to the following formula:


    YIELD = 2 [(a - b + 1)(6) - 1]
               -------
                 cd

where a = dividends and interest earned during the period,  b = expenses accrued
for the period (net of  reimbursements),  c = the average daily number of shares
outstanding during the period that were entitled to receive  dividends,  and d =
the maximum offering price per share on the last day of the period.

    The  Variable-Price  Funds'  yields for the 30-day  period  ended August 31,
1997, were as follows:

Variable-Price Fund                                   30-Day Yield
- --------------------------------------------------------------------------------
California Limited-Term Tax-Free                          3.67%

California Intermediate-Term Tax-Free                     3.97%

California Long-Term Tax-Free                             4.64%

California High-Yield Municipal                           5.04%

California Insured Tax-Free                               4.55%
- --------------------------------------------------------------------------------

    Total returns quoted in advertising and sales literature reflect all aspects
of a Fund's return,  including the effect of  reinvesting  dividends and capital
gain distributions (if any) and any change in the Fund's NAV during the period.

    Average  annual total returns are  calculated by  determining  the growth or
decline in value of a  hypothetical  historical  investment  in a Fund  during a
stated period and then calculating the annually compounded  percentage rate that
would have  produced  the same  result if the rate of growth or decline in value
had been constant  throughout the period. For example, a cumulative total return
of 100% over 10 years would produce an average annual return of 7.18%,  which is
the steady annual rate that would equal 100% growth on a compounded  basis in 10
years.  While average  annual total returns are a convenient  means of comparing
investment alternatives, investors should realize that the Funds' performance is
not constant over time, but changes from  year-to-year,  and that average annual
total  returns  represent  averaged  figures as  opposed to actual  year-to-year
performance.

    The Funds'  average  annual total returns for the one-year,  five-year,  and
ten-year or  life-of-fund  periods  ended August 31, 1997,  are indicated in the
following table.


STATEMENT OF ADDITIONAL INFORMATION                                      15


                      Average Annual Total Returns
- ----------------------------------------------------------------------------
                                                            Life-of-
Fund                 One-Year   Five-Years     Ten-Years     Fund
- ----------------------------------------------------------------------------
Tax-Free Money
Market(1)              3.17%       2.76%         3.64%       3.86%

Municipal Money
Market(2)              3.15%       2.82%          --         3.12%

Limited-Term
Tax-Free(3)            5.42%       4.52%          --         4.74%

Intermediate-
Term Tax-Free(1)       7.39%       6.12%         6.67%       6.95%

Long-Term
Tax-Free(1)            9.70%       7.27%         7.97%       8.48%

High-Yield
Municipal Fund(4)     10.61%       7.76%         8.13%       6.70%

Insured Tax-Free(4)    9.25%       7.08%         7.91%       6.87%
- ----------------------------------------------------------------------------

(1) Commenced operations on November 9, 1983.
(2) Commenced operations on December 31, 1990.
(3) Commenced operations on June 1, 1992.
(4) Commenced operations on December 30, 1986.

    In addition to average annual total returns,  each Fund may quote unaveraged
or  cumulative  total  returns  reflecting  the  simple  change  in  value of an
investment over a stated period. Average annual and cumulative total returns may
be quoted as percentages or as dollar amounts and may be calculated for a single
investment,  a series of investments,  or a series of redemptions  over any time
period.  Total  returns may be broken down into their  components  of income and
capital  (including  capital gains and changes in share price) to illustrate the
relationship of these factors and their contributions to total return.

    The Funds'  performance may be compared with the performance of other mutual
funds  tracked by mutual  fund rating  services or with other  indexes of market
performance.  This may include  comparisons with funds that, unlike the American
Century funds, are sold with a sales charge or deferred sales charge. Sources of
economic  data that may be used for such  comparisons  may include,  but are not
limited to, U.S. Treasury bill, note, and bond yields, money market fund yields,
U.S.  government debt and percentage held by foreigners,  the U.S. money supply,
net  free  reserves,  and  yields  on  current-coupon  GNMAs  (source:  Board of
Governors of the Federal Reserve  System);  the federal funds and discount rates
(source:  Federal  Reserve  Bank of New York);  yield  curves for U.S.  Treasury
securities and AA/AAA-rated  corporate  securities (source:  Bloomberg Financial
Markets);  yield curves for AAA-rated  tax-free  municipal  securities  (source:
Telerate);  yield curves for foreign government  securities (sources:  Bloomberg
Financial  Markets and Data  Resources,  Inc.);  total  returns on foreign bonds
(source:  J.P.  Morgan  Securities  Inc.);  various U.S. and foreign  government
reports;  the junk bond market (source:  Data Resources,  Inc.); the CRB Futures
Index  (source:  Commodity  Index Report);  the price of gold  (sources:  London
a.m./p.m.  fixing and New York Comex Spot Price); rankings of any mutual fund or
mutual fund category tracked by Lipper Analytical Services, Inc. or Morningstar,
Inc.;  mutual  fund  rankings   published  in  major,   nationally   distributed
periodicals;  data  provided  by  the  Investment  Company  Institute;  Ibbotson
Associates,  Stocks, Bonds, Bills, and Inflation;  major indexes of stock market
performance;  and  indexes and  historical  data  supplied  by major  securities
brokerage or investment advisory firms. The Funds may also utilize reprints from
newspapers  and magazines  furnished by third  parties to illustrate  historical
performances.

TAXES

FEDERAL INCOME TAX

    Each Fund intends to qualify  annually as a "regulated  investment  company"
under  Subchapter  M of the  Internal  Revenue  Code of 1986,  as  amended  (the
"Code").  By so  qualifying,  a Fund will be exempt from federal and  California
income  taxes to the extent  that it  distributes  substantially  all of its net
investment income and net realized capital gains (if any) to shareholders.

    Certain  of the bonds  purchased  by the Funds may be  treated as bonds that
were  originally  issued  at a  discount.  Original  issue  discount  represents
interest for federal  income tax  purposes  and can  generally be defined as the
difference  between  the price at which a  security  was  issued  and its stated
redemption  price at  maturity.  Original  issue  discount,  although no cash is
actually  received  by a Fund until the  maturity  of the bond,  is treated  for
federal  income  tax  purposes  as income  earned by a Fund over the term of the
bond, and therefore is subject to the distribution requirements of the Code. The
annual amount of income


16                                             AMERICAN CENTURY INVESTMENTS


earned  on such a bond by a Fund  generally  is  determined  on the  basis  of a
constant yield to maturity that takes into account the semiannual compounding of
accrued interest.  Original issue discount on an obligation with interest exempt
from federal income tax will constitute tax-exempt interest income to the Fund.

    In addition, some of the bonds may be purchased by a Fund at a discount that
exceeds the  original  issue  discount on such bonds,  if any.  This  additional
discount  represents  market discount for federal income tax purposes.  The gain
realized on the disposition of any bond having market discount generally will be
treated as taxable  ordinary income to the extent it does not exceed the accrued
market discount on such bond (unless a Fund elects to include market discount in
income in tax years to which it is  attributable).  Generally,  market  discount
accrues  on a daily  basis for each day the bond is held by a Fund on a straight
line basis over the time  remaining to the bond's  maturity.  In the case of any
debt security  having a fixed  maturity date of not more than one year from date
of  issue,  the gain  realized  on  disposition  generally  will be  treated  as
short-term capital gain. In general,  gain realized on disposition of a security
held less than one year is treated as short-term capital gain.

    It is intended  that each Fund's  assets  will be  sufficiently  invested in
municipal  securities so that each Fund will be eligible to pay "exempt-interest
dividends" (as defined in the Code) to shareholders.  A Fund's dividends payable
from net tax-exempt interest earned from municipal securities will qualify to be
designated as exempt-interest  dividends if, at the close of each quarter of the
Fund's  taxable  year,  at least 50% of the  value of the  Fund's  total  assets
consists of  municipal  securities.  Exempt-interest  dividends  distributed  to
shareholders are not included in shareholders'  gross income for regular federal
income tax  purposes.  The  percentage  of income that is  tax-exempt is applied
uniformly to all  distributions  made during each calendar year. This percentage
may differ from the actual  percentage of tax-exempt  income received during any
particular month.

    Distributions of net investment income received by a Fund from investment in
debt  securities  other than municipal  securities,  of ordinary income realized
upon the disposition of tax-exempt  market discount bonds,  and any net realized
short-term capital gains distributed by the Fund will be taxable to shareholders
as  ordinary  income.  Because  the Funds'  investment  income is  derived  from
interest rather than dividends, no portion of such distributions is eligible for
the dividends-received deduction available to corporations.

    Under the Code, any distribution of a Fund's net realized  long-term capital
gains  designated  by  the  Fund  as a  capital  gain  dividend  is  taxable  to
shareholders as long-term capital gains, regardless of the length of time shares
are held.  If a capital  gain  dividend is paid with  respect to any shares of a
Fund sold at a loss after  being  held for six months or less,  the loss will be
treated as a long-term  capital loss for tax  purposes.  The Code also  provides
that if a  shareholder  holds  shares  of a Fund for six  months  or  less,  the
deduction of any loss on the sale or exchange of those shares is  disallowed  to
the extent that the shareholder received exempt-interest  dividends with respect
to those shares.

    As of August 31, 1997, the Funds had the following  capital loss  carryovers
of $298,915  (expiring 1999 through 2004) for California  Tax-Free Money Market,
$158,606 (expiring 2003 through 2004) for California Municipal Money Market, and
$833,657 (expiring 2003 and 2004) for California  Limited-Term Tax-Free.  When a
Fund has a capital loss carryover,  it does not make capital gain  distributions
until the loss has been offset or expired.

    Interest on certain types of industrial  development bonds (small issues and
obligations issued to finance certain exempt facilities that may be leased to or
used by persons  other than the  issuer) is not exempt from  federal  income tax
when received by "substantial  users" or persons related to substantial users as
defined  in the Code.  The term  "substantial  user"  includes  any  "non-exempt
person" who regularly uses in trade or business part of a facility financed from
the proceeds of industrial  development bonds. The Funds may invest periodically
in  industrial  development  bonds  and,  therefore,   may  not  be  appropriate
investments  for entities that are substantial  users of facilities  financed by
industrial   development  bonds  or  "related  persons"  of  substantial  users.
Generally,  an individual  will not be a related  person of a  substantial  user
under the Code unless he or his immediate  family  (spouse,  brothers,  sisters,
ancestors and lineal  descendants) owns directly or indirectly in aggregate more
than 50% in the equity value of the substantial user.

    From time to time, proposals have been introduced in Congress for the
purpose of restricting or eliminat-


STATEMENT OF ADDITIONAL INFORMATION                                      17


ing the federal income tax exemption for interest on municipal  securities,  and
similar  proposals  may be  introduced  in the future.  If such a proposal  were
enacted,  the  availability of municipal  securities for investment by the Funds
and the Funds' NAVs would be adversely affected. Under these circumstances,  the
Trustees would  re-evaluate  the Funds'  investment  objectives and policies and
would consider either changes in the structure of the Trust or its dissolution.

ALTERNATIVE MINIMUM TAX

    While the  interest  on bonds  issued to finance  essential  state and local
government  operations  is  generally  exempt from regular  federal  income tax,
interest on certain "private  activity" bonds issued after August 7, 1986, while
exempt from regular federal income tax,  constitutes a  tax-preference  item for
taxpayers in determining  alternative  minimum tax liability  under the Code and
income tax provisions of several states.

    California  Municipal Money Market and California  High-Yield  Municipal may
each invest in private  activity bonds.  The interest on private  activity bonds
could  subject a  shareholder  to, or  increase  liability  under,  the  federal
alternative  minimum tax,  depending on the  shareholder's  tax  situation.  The
interest  on  California  private  activity  securities  is not  subject  to the
California alternative minimum tax when it is earned (either directly or through
investment in a mutual fund) by a California  taxpayer.  However, if either Fund
were to invest in private activity securities of non-California  issuers (due to
a limited supply of appropriate California municipal obligations,  for example),
the interest on those  securities  would be included in  California  alternative
minimum taxable income.

    All  distributions  derived from interest exempt from regular federal income
tax may subject  corporate  shareholders  to, or increase their liability under,
the  alternative  minimum tax because  these  distributions  are included in the
corporation's "adjusted current earnings."

    In  addition,  a  deductible  "environmental  tax" of 0.12% is  imposed on a
corporation's  modified  alternative  minimum  taxable  income  in  excess of $2
million.  The  environmental  tax will be imposed even if the corporation is not
required to pay an alternative  minimum tax. To the extent that  exempt-interest
dividends paid by a Fund are included in  alternative  minimum  taxable  income,
corporate shareholders may be subject to the environmental tax.

    The Trust will  inform  California  Municipal  Money  Market and  California
High-Yield  Municipal  shareholders  annually  of the  amount  of  distributions
derived from interest payments on private activity bonds.

STATE AND LOCAL TAXES

    California  law  concerning  the  payment of  exempt-interest  dividends  is
similar to federal law.  Assuming  each Fund  qualifies  to pay  exempt-interest
dividends under federal and California law, and to the extent that dividends are
derived  from  interest  on  tax-exempt  bonds  of  California  state  or  local
governments,  such dividends will also be exempt from California personal income
tax.  The  Trust  will  inform  shareholders   annually  as  to  the  amount  of
distributions  from each  Fund that  constitute  exempt-interest  dividends  and
dividends  exempt from California  personal income tax. The Funds' dividends are
not exempt from California state franchise or corporate income taxes.

    The Funds' dividends may not qualify for exemption under income or other tax
laws of state or  local  taxing  authorities  outside  California.  Shareholders
should  consult their tax advisors or state or local tax  authorities  about the
status of distributions from the Funds in this regard.

    The  information  above is only a summary of some of the tax  considerations
affecting the Funds and their shareholders.  No attempt has been made to discuss
individual tax consequences.  A prospective  investor should consult with his or
her tax  advisors or state or local tax  authorities  to  determine  whether the
Funds are suitable investments.

ABOUT THE TRUST

    American Century California  Tax-Free and Municipal Funds (the "Trust") is a
registered  open-end  management  investment  company  that was  organized  as a
Massachusetts  business trust on February 18, 1983.  American Century California
Tax-Free  and  Municipal  Funds was known as  "Benham  California  Tax-Free  and
Municipal Funds" until January 1997.

    Currently,  there are seven  series (or Funds) of the Trust.  The  following
table lists each Fund's current and prior name.


18                                               AMERICAN CENTURY INVESTMENTS


  FUND NAME AS OF JANUARY, 1997                       FORMER FUND NAME
- --------------------------------------  ----------------------------------------

American Century--Benham California          Benham California Tax-Free
Tax-Free Money Market Fund                   Money Market Fund

American Century--Benham California          Benham California Municipal
Municipal Money Market Fund                  Money Market Fund

American Century--Benham California          Benham California Tax-Free
Limited-Term Tax-Free Fund                   Limited-Term Fund

American Century--Benham California          Benham California
Intermediate-Term Tax-Free Fund              Tax-Free Intermediate-Term Fund

American Century--Benham California          Benham California
Long-Term Tax-Free Fund                      Tax-Free Long-Term Fund

American Century--Benham California          Benham California Municipal
High-Yield Municipal Fund                    High-Yield Fund

American Century--Benham California          Benham California
Insured Tax-Free Fund                        Tax-Free Insured Fund


    Prior to  September  1996,  California  Limited-Term  Tax-Free  was known as
"Benham California  Tax-Free  Short-Term Fund." The Board of Trustees may create
additional series from time to time.

    The Declaration of Trust permits the Board of Trustees to issue an unlimited
number of full and fractional  shares of beneficial  interest without par value,
which may be issued in series  (or  funds).  Shares  issued  are fully  paid and
nonassessable and have no preemptive, conversion, or similar rights.

    Each series votes separately on matters  affecting that series  exclusively.
Voting rights are not cumulative, so that investors holding more than 50% of the
Trust's (i.e., all series')  outstanding  shares may be able to elect a Board of
Trustees.  The Trust instituted  dollar-based voting, meaning that the number of
votes you are  entitled to is based upon the dollar  amount of your  investment.
The  election of Trustees is  determined  by the votes  received  from all Trust
shareholders  without  regard to whether a majority  of shares of any one series
voted in favor of a particular nominee or all nominees as a group.

    Each shareholder has rights to dividends and distributions declared by their
series and to the net assets of such series upon its  liquidation or dissolution
proportionate  to his or her share ownership  interest in the series.  Shares of
each series have equal voting rights,  although each series votes  separately on
matters affecting that series exclusively.

    Shareholders  of  a  Massachusetts   business  trust  could,  under  certain
circumstances,  be held  personally  liable for its  obligations.  However,  the
Declaration of Trust contains an express disclaimer of shareholder liability for
acts or  obligations  of the Trust.  The  Declaration of Trust also provides for
indemnification and reimbursement of expenses of any shareholder held personally
liable for obligations of the Trust.  The Declaration of Trust provides that the
Trust  will,  upon  request,  assume the  defense of any claim made  against any
shareholder  for any act or  obligation  of the Trust and satisfy  any  judgment
thereon.  The Declaration of Trust further  provides that the Trust may maintain
appropriate insurance (for example, fidelity,  bonding, and errors and omissions
insurance)  for  the  protection  of  the  Trust,  its  shareholders,  Trustees,
officers,  employees,  and agents to cover possible tort and other  liabilities.
Thus,  the  risk  of a  shareholder  incurring  financial  loss as a  result  of
shareholder  liability  is limited  to  circumstances  in which both  inadequate
insurance exists and the Trust is unable to meet its obligations.

    CUSTODIAN BANKS:  Chase Manhattan Bank, 4 Chase Metrotech Center,  Brooklyn,
New York 11245 and  Commerce  Bank,  N. A., 1000 Walnut,  Kansas City,  Missouri
64106,  serve as  custodians  of the Funds'  assets.  Services  provided  by the
custodian  banks  include  (i)  settling  portfolio  purchases  and sales,  (ii)
reporting failed trades, (iii) identifying and collecting


STATEMENT OF ADDITIONAL INFORMATION                                         19


portfolio income, and (iv) providing  safekeeping of securities.  The custodians
take no part in  determining  the Funds'  investment  policies or in determining
which securities are sold or purchased by the Funds.

    INDEPENDENT AUDITORS: KPMG Peat Marwick LLP, 1000 Walnut, Suite 1600, Kansas
City, Missouri 64106,  serves as the Trust's  independent  auditors and provides
services including the audit of the annual financial statements.

    For the fiscal year, which started on September 1, 1997, the Trustees of the
Fund have selected Coopers & Lybrand LLP to serve as independent auditors of the
Funds.  The address of Coopers & Lybrand LLP is City  Center  Square,  1100 Main
Street, Suite 900, Kansas City, Missouri 64105-2140.

TRUSTEES AND OFFICERS

    The Trust's activities are overseen by a Board of Trustees,  including seven
independent  Trustees.  The individuals  listed on the next page whose names are
marked by an asterisk (*) are  "interested  persons" of the Trust (as defined in
the  Investment  Company  Act) by virtue of, among other  considerations,  their
affiliation  with either the Trust;  the Trust's  investment  advisor,  American
Century  Investment  Management,  Inc.;  the  Trust's  agent  for  transfer  and
administrative services, American Century Services Corporation (ACS); the Trust'
s distribution  agent,  American Century Investment  Services,  Inc. (ACIS); the
parent   corporation,   American   Century   Companies,   Inc.  (ACC)  or  ACC's
subsidiaries;  or other funds advised by the Manager.  Each Trustee listed below
serves as a Trustee or Director of other funds  advised by the  Manager.  Unless
otherwise noted, dates in parentheses  indicate the dates the Trustee or officer
began his or her service in a particular  capacity.  The Trustees' and officers'
address with the exception of Mr. Stowers III and Ms. Roepke is 1665  Charleston
Road,  Mountain View,  California  94043. The address of Mr. Stowers III and Ms.
Roepke is American Century Tower, 4500 Main Street, Kansas City, Missouri 64111.

TRUSTEES

    *JAMES M. BENHAM,  Chairman of the Board of Trustees  (1983),  President and
Chief Executive Officer (1996). Mr. Benham is also President and Chairman of the
Board of Benham Management  Corporation (BMC) (1971);  and a member of the Board
of Governors of the Investment  Company Institute (1988). Mr. Benham has been in
the securities business since 1963, and he frequently comments through the media
on economic conditions, investment strategies, and the securities markets

    ALBERT  A.  EISENSTAT,  independent  Trustee  (1995).  Mr.  Eisenstat  is an
independent  Director of each of  Commercial  Metals Co.  (1982),  Sungard  Data
Systems (1991) and Business  Objects S/A (1994).  Previously,  he served as Vice
President of Corporate Development and Corporate Secretary of Apple Computer and
served on its Board of Directors (1985 to 1993).

    RONALD J. GILSON, independent Trustee (1995); Charles J. Meyers Professor of
Law and  Business  at  Stanford  Law  School  (1979)  and the Mark and Eva Stern
Professor  of Law and  Business  at  Columbia  University  School of Law (1992);
Counsel to Marron, Reid & Sheehy (a San Francisco law firm, 1984).

    MYRON S. SCHOLES,  independent Trustee (1983). Mr. Scholes is a principal of
Long-Term  Capital  Management  (1993).  He is also Frank E. Buck  Professor  of
Finance at the  Stanford  Graduate  School of Business  (1983) and a Director of
Dimensional  Fund Advisors  (1982) and the Smith Breeden Family of Funds (1992).
From August 1991 to June 1993,  Mr.  Scholes was a Managing  Director of Salomon
Brothers Inc. (securities brokerage).

    KENNETH E. SCOTT,  independent Trustee (1983). Mr. Scott is Ralph M. Parsons
Professor of Law and  Business at Stanford  Law School  (1972) and a Director of
RCM Capital Funds, Inc. (1994).

    ISAAC STEIN, independent Trustee (1992). Mr. Stein is former Chairman of the
Board  (1990 to 1992) and Chief  Executive  Officer  (1991 to 1992) of Esprit de
Corp.  (clothing  manufacturer).  He  is  a  member  of  the  Board  of  Raychem
Corporation (electrical equipment, 1993), President of Waverley Associates, Inc.
(private   investment   firm,   1983),   and  a  Director  of  ALZA  Corporation
(pharmaceuticals,  1987). He is also a Trustee of Stanford University (1994) and
Chairman of Stanford Health Services (hospital, 1994).

    *JAMES E. STOWERS III,  Trustee  (1995).  Mr. Stowers III is Chief Executive
Officer and Director of ACC; President,  Chief Executive Officer and Director of
ACS and ACIS.

    JEANNE D. WOHLERS,  independent  Trustee  (1984).  Ms.  Wohlers is a private
investor and an independent Director and partner of Windy Hill Productions,  LP.
Previously, she served as Vice President and Chief


20                                               AMERICAN CENTURY INVESTMENTS


Financial Officer of Sybase, Inc. (software company,  1988 to 1992).

OFFICERS

    *JAMES M. BENHAM, President and Chief Executive Officer (1996).

    *WILLIAM  M.  LYONS,  Executive  Vice  President  (1996);  President,  Chief
Operating  Officer and General Counsel of ACC;  Executive Vice President,  Chief
Operating  Officer and General Counsel of ACS and ACIS;  Assistant  Secretary of
ACC; Secretary of ACS and ACIS.

    *DOUGLAS A. PAUL,  Secretary  (1988),  Vice  President  (1990),  and General
Counsel  (1990);  Secretary  and Vice  President  of the  funds  advised  by the
Manager.

    *C. JEAN WADE, Controller (1996).

    *MARYANNE ROEPKE,  CPA, Chief Financial  Officer and Treasurer (1995);  Vice
President and Assistant Treasurer of ACS.

    The table on the next page  summarizes  the  compensation  that the Trustees
received  for the Funds'  fiscal  year ended  August  31,  1997,  as well as the
compensation  received  for  serving as a Director or Trustee of all other funds
advised by the Manager.

    As of November 28, 1997, the Funds' Trustees and officers, as a group, owned
less than 1% of each Fund's total shares outstanding.

MANAGEMENT

    Each Fund has an  investment  management  agreement  with the Manager  dated
August 1, 1997.  This agreement was approved by the  shareholders of each of the
Funds on July 30, 1997.

    For the services  provided to the Funds,  the Manager receives a monthly fee
based on a percentage of the average net assets of the Fund.  The annual rate at
which this fee is assessed is determined monthly in a two-step process: First, a
fee rate schedule is applied to the assets of all of the funds of its investment
category  managed by the Manager (the  "Investment  Category Fee"). For example,
when calculating the fee for a Money Market Fund, all of the assets of the money
market  funds  managed  by the  Manager  are  aggregated.  The three  investment
categories  are Money  Market  Funds,  Bond Funds and Equity  Funds.  Second,  a
separate fee rate  schedule is applied to the assets of all of the funds managed
by the Manager (the "Complex Fee"). The Investment  Category Fee and the Complex
Fee are then added to determine the unified  management  fee payable by the Fund
to the Manager.

    The schedules by which the  Investment  Category Fee are  determined  are as
follows:


    MONEY MARKET FUNDS

Category Assets                                                       Fee Rate
- -------------------------------------------------------------------------------
First $1 billion                                                       0.2700%
Next $1 billion                                                        0.2270%
Next $3 billion                                                        0.1860%
Next $5 billion                                                        0.1690%
Next $15 billion                                                       0.1580%
Next $25 billion                                                       0.1575%
Thereafter                                                             0.1570%
- -------------------------------------------------------------------------------


    CALIFORNIA  LIMITED-TERM TAX-FREE,  CALIFORNIA  INTERMEDIATE-TERM  TAX-FREE,
    CALIFORNIA LONG-TERM TAX-FREE, CALIFORNIA INSURED TAX-FREE

Category Assets                                                       Fee Rate
- -------------------------------------------------------------------------------
First $1 billion                                                       0.2800%
Next $1 billion                                                        0.2280%
Next $3 billion                                                        0.1980%
Next $5 billion                                                        0.1780%
Next $15 billion                                                       0.1650%
Next $25 billion                                                       0.1630%
Thereafter                                                             0.1625%
- -------------------------------------------------------------------------------


    CALIFORNIA HIGH YIELD MUNICIPAL

Category Assets                                                        Fee Rate
- -------------------------------------------------------------------------------
First $1 billion                                                       0.3100%
Next $1 billion                                                        0.2580%
Next $3 billion                                                        0.2280%
Next $5 billion                                                        0.2080%
Next $15 billion                                                       0.1950%
Next $25 billion                                                       0.1930%
Thereafter                                                             0.1925%
- -------------------------------------------------------------------------------


    THE COMPLEX FEE SCHEDULE IS AS FOLLOWS:

Category Assets                                                        Fee Rate
- -------------------------------------------------------------------------------
First $2.5 billion                                                      0.3100%
Next $7.5 billion                                                       0.3000%
Next $15.0 billion                                                      0.2985%
Next $25.0 billion                                                      0.2970%
Next $50.0 billion                                                      0.2960%
Next $100.0 billion                                                     0.2950%
Next $100.0 billion                                                     0.2940%
Next $200.0 billion                                                     0.2930%
Next $250.0 billion                                                     0.2920%
Next $500.0 billion                                                     0.2910%
Thereafter                                                              0.2900%
- -------------------------------------------------------------------------------


STATEMENT OF ADDITIONAL INFORMATION                                   21

<TABLE>
<CAPTION>
TRUSTEE COMPENSATION FOR THE FISCAL YEAR ENDED AUGUST 31, 1997

                            Aggregate             Pension or              Estimated       Total Compensation
   Name of                Compensation        Retirement Benefits      Annual Benefits     From The American
   Trustee*              From The Fund          Accrued As Part        Upon Retirement      Century Family
                                                of Fund Expenses                               of Funds**
- ------------------------------------------------------------------------------------------------------------------------
<S>                 <C>                        <C>                    <C>                    <C>    
Albert A. Eisenstat $1,362  (Money Market)      Not Applicable        Not Applicable           $47,750
                     1,080  (MuniMM)
                       982  (Limited-Term)   
                     1,363  (Intermediate-Term)   
                     1,200  (Long-Term) 
                     1,041  (High-Yield) 
                     1,078  (Insured)
- ------------------------------------------------------------------------------------------------------------------------
Ronald J. Gilson    $1,418  (Money Market)       Not Applicable        Not Applicable           $63,999
                     1,103  (MuniMM)
                       997  (Limited-Term)   
                     1,421  (Intermediate-Term)
                     1,241  (Long-Term) 
                     1,068  (High-Yield) 
                     1,102  (Insured)
- ------------------------------------------------------------------------------------------------------------------------
Myron S. Scholes    $1,215  (Money Market)       Not Applicable        Not Applicable           $64,500
                     1,012  (MuniMM)
                       947  (Limited-Term)
                     1,215  (Intermediate-Term)
                     1,101  (Long-Term)
                       992  (High-Yield)
                     1,012  (Insured)
- ------------------------------------------------------------------------------------------------------------------------
Kenneth E. Scott    $1,687  (Money Market)       Not Applicable        Not Applicable           $73,023
                     1,221  (MuniMM)
                     1,063  (Limited-Term)
                     1,688  (Intermediate-Term)
                     1,422  (Long-Term) 
                     1,161  (High-Yield) 
                     1,219  (Insured)
- ------------------------------------------------------------------------------------------------------------------------
Ezra Solomon***       $398  (Money Market)       Not Applicable        Not Applicable           $65,583
                       334  (MuniMM)
                       313  (Limited-Term)
                       397  (Intermediate-Term)
                       361  (Long-Term) 
                       326  (High-Yield) 
                       334  (Insured)
- ------------------------------------------------------------------------------------------------------------------------
Isaac Stein         $1,402  (Money Market)       Not Applicable        Not Applicable           $65,000
                     1,096  (MuniMM)
                       993  (Limited-Term)
                     1,404  (Intermediate-Term)
                     1,229  (Long-Term) 
                     1,060  (High-Yield) 
                     1,095  (Insured)
- ------------------------------------------------------------------------------------------------------------------------
Jeanne D. Wohlers   $1,526  (Money Market)       Not Applicable        Not Applicable           $68,000
                     1,151  (MuniMM)
                     1,022  (Limited-Term)  
                     1,526  (Intermediate-Term)
                     1,311  (Long-Term) 
                     1,100  (High-Yield) 
                     1,149  (Insured)
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
- ----------
*    Interested Trustees receive no compensation for their services as such.
**   Includes compensation paid by the 15 investment company members of the
     American Century Family of Funds.
***  Retired December, 1996.


22                                                  AMERICAN CENTURY INVESTMENTS


    On the first  business day of each month,  the Funds pay a management fee to
the  Manager  for the  previous  month at the  specified  rate.  The fee for the
previous month is calculated by  multiplying  the applicable fee for the Fund by
the  aggregate  average  daily  closing  value of a Fund's net assets during the
previous  month by a fraction,  the  numerator of which is the number of days in
the previous month and the denominator of which is 365 (366 in leap years).

    The management  agreement  shall continue in effect until the earlier of the
expiration  of two  years  from the date of its  execution  or until  the  first
meeting of  shareholders  following such execution and for as long thereafter as
its  continuance  is  specifically  approved at least annually by (1) the Funds'
Board of Trustees, or by the vote of a majority of outstanding votes (as defined
in the Investment Company Act) and (2) by the vote of a majority of the Trustees
of the Funds who are not parties to the agreement or  interested  persons of the
Manager,  cast in person at a meeting  called for the  purpose of voting on such
approval.

    The  management  agreement  provides  that it may be  terminated at any time
without payment of any penalty by the Funds' Board of Trustees,  or by a vote of
a  majority  of the  Funds'  shareholders,  on 60 days'  written  notice  to the
Manager, and that it shall be automatically terminated if it is assigned.

    The  management  agreement  provides that the Manager shall not be liable to
the Funds or its shareholders for anything other than willful  misfeasance,  bad
faith, gross negligence or reckless disregard of its obligations and duties.

    The  management  agreement  also provides that the Manager and its officers,
trustees and employees may engage in other  business,  devote time and attention
to any other  business  whether of a similar or  dissimilar  nature,  and render
services to others.

    Certain  investments  may be  appropriate  for the  Funds and also for other
clients  advised by the Manager.  Investment  decisions  for the Funds and other
clients are made with a view to achieving their respective investment objectives
after  consideration of such factors as their current holdings,  availability of
cash for investment,  and the size of their investment  generally.  A particular
security  may be bought or sold for only one client or series,  or in  different
amounts  and at  different  times for more than one but less than all clients or
series. In addition, purchases or sales of the same security may be made for two
or more clients or series on the same date. Such  transactions will be allocated
among  clients in a manner  believed by the Manager to be equitable to each.  In
some cases this procedure could have an adverse effect on the price or amount of
the securities purchased or sold by a Fund.

    The  Manager  may  aggregate  purchase  and sale  orders of the  Funds  with
purchase  and sale orders of its other  clients when the Manager  believes  that
such aggregation  provides the best execution for the Funds. The Funds' Board of
Trustees has approved the policy of the Manager with respect to the  aggregation
of portfolio  transactions.  Where portfolio  transactions have been aggregated,
the Funds  participate at the average share price for all  transactions  in that
security on a given day and share  transaction  costs on a pro rata  basis.  The
Manager  will not  aggregate  portfolio  transactions  of the  Funds  unless  it
believes such  aggregation is consistent with its duty to seek best execution on
behalf  of the  Funds and the terms of the  management  agreement.  The  Manager
receives  no  additional  compensation  or  remuneration  as a  result  of  such
aggregation.

    In addition to managing the Funds,  the Manager  also acts as an  investment
advisor to 12 institutional  accounts and to the following registered investment
companies:  American Century Mutual Funds,  Inc.,  American Century World Mutual
Funds, Inc., American Century Premium Reserves,  Inc., American Century Variable
Portfolios,  Inc., American Century Capital  Portfolios,  Inc., American Century
Strategic Asset Allocations,  Inc.,  American Century Municipal Trust,  American
Century  Government Income Trust,  American Century  Investment Trust,  American
Century Target Maturities Trust,  American Century Quantitative Equity Funds and
American Century International Bond Funds.

    Prior to  August  1,  1997,  Benham  Management  Corporation  served  as the
investment  advisor to the Funds.  Benham  Management  Corporation  is, like the
Manager, wholly-owned by ACC.

    Investment  management  fees paid by each Fund for the fiscal  periods ended
August 31, 1997,  1996,  and 1995,  are  indicated in the following  table.  Fee
amounts  are net of amounts  reimbursed  or recouped  under the Funds'  previous
investment advisory agreement with Benham Management Corporation.


STATEMENT OF ADDITIONAL INFORMATION                                       23


                          Investment Management Fees*
- --------------------------------------------------------------------------------
                                Fiscal           Fiscal              Fiscal
Fund                            1997              1996                1995
- --------------------------------------------------------------------------------

California Tax-Free
Money Market                $1,309,574        $1,240,288          $1,118,609

California Municipal
Money Market                   564,212           563,912             638,989

California Limited-
Term Tax-Free                  346,562           294,665             320,571

California
Intermediate-
Term Tax-Free                1,340,435         1,249,491           1,219,371

California Long-Term
Tax-Free                       920,960           833,863             788,383

California High-Yield
Municipal                      527,834           379,805             317,026

California Insured
Tax-Free                       584,652           544,813             505,500
- --------------------------------------------------------------------------------
*Net of reimbursements.


TRANSFER AND ADMINISTRATIVE SERVICES

    American  Century  Services  Corporation,  4500 Main  Street,  Kansas  City,
Missouri 64111,  acts as transfer agent and dividend paying agent for the Funds.
It provides physical  facilities,  including  computer hardware and software and
personnel,  for the day-to-day  administration  of the funds and of the Manager.
The Manager pays American Century Services Corporation for such services.

    Prior  to  August  1,  1997,  the  Funds  paid  American   Century  Services
Corporation  directly  for its  services  as transfer  agent and  administrative
services agent.

    Administrative  service  and  transfer  agent fees paid by each Fund for the
fiscal  years ended  August 31,  1997,  1996,  and 1995,  are  indicated  in the
following  tables.  Fee amounts are net of expense  limitations in effect at the
time.

                               Administrative Fees
- --------------------------------------------------------------------------------
                                Fiscal           Fiscal              Fiscal
Fund                            1997              1996                1995
- --------------------------------------------------------------------------------
California Tax-Free
Money Market                  $368,680          $409,257            $372,776

California Municipal
Money Market                   160,175           186,076             213,037

California Limited-
Term Tax-Free                   94,859            97,232             106,880

California
Intermediate-
Term Tax-Free                  373,977           412,298             406,453

California Long-Term
Tax-Free                       256,250           275,154             262,741

California High-Yield
Municipal                      142,879           125,323             105,659

California Insured
Tax-Free                       163,254           179,812             168,491
- --------------------------------------------------------------------------------


                              Transfer Agent Fees
- --------------------------------------------------------------------------------
                                Fiscal           Fiscal              Fiscal
Fund                            1997              1996                1995
- --------------------------------------------------------------------------------

California Tax-Free
Money Market                  $190,056          $229,922           $245,317

California Municipal
Money Market                   112,925          145,450             157,812

California Limited-
Term Tax-Free                   39,157           47,787              60,682

California
Intermediate-
Term Tax-Free                  164,081          188,108             195,808

California Long-Term
Tax-Free                       108,533          119,915             125,758

California High-Yield
Municipal                       70,935           70,036              66,032

California Insured
Tax-Free                        78,485           91,516              95,075
- --------------------------------------------------------------------------------


24                                                  AMERICAN CENTURY INVESTMENTS


DISTRIBUTION OF FUND SHARES

    The Funds' shares are distributed by American Century  Investment  Services,
Inc., a registered  broker-dealer  and an affiliate of the Manager.  The Manager
pays all expenses for promoting and distributing the Fund shares offered by this
Prospectus.  The  Funds  do  not  pay  any  commissions  or  other  fees  to the
distributor  or to any  other  broker-dealers  or  financial  intermediaries  in
connection with the distribution of Fund shares.

ADDITIONAL PURCHASE AND REDEMPTION INFORMATION

    While the Funds are designed for California investors, they are also offered
for sale to investors in certain other western states.

    The  Funds'  shares  are  continuously  offered  at net asset  value.  Share
certificates  are  issued  (without  charge)  only when  requested  in  writing.
Certificates  are not issued for fractional  shares.  Dividend and voting rights
are not affected by the issuance of certificates.

    American  Century may reject or limit the amount of an investment to prevent
any one shareholder or affiliated group from controlling the Trust or one of its
series; to avoid jeopardizing a series' tax status; or whenever, in the Manager'
s opinion,  such  rejection  or  limitation  is in the Trust's or a series' best
interest.

    As of November 28, 1997, to the Funds'  knowledge,  no  shareholder  was the
record  holder or beneficial  owner of 5% or more of a Fund's total  outstanding
shares except for those listed below.

                                       California Intermediate-Term
Fund                                   Tax-Free
- --------------------------------------------------------------------------------
Shareholder Name and                   Charles Schwab & Co.
Address                                101 Montgomery Street
                                       San Francisco, CA 94101
- --------------------------------------------------------------------------------
# of Shares Held                       5,739,593
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                            14.9%
- --------------------------------------------------------------------------------


Fund                                   California Long-Term Tax-Free
- --------------------------------------------------------------------------------
Shareholder Name and                   Charles Schwab & Co.
Address                                101 Montgomery Street
                                       San Francisco, CA 94101
- --------------------------------------------------------------------------------
# of Shares Held                       1,792,649
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                            6.7%
- --------------------------------------------------------------------------------


Fund                                   California High-Yield Municipal
- --------------------------------------------------------------------------------
Shareholder Name and                   Charles Schwab & Co.
Address                                101 Montgomery Street
                                       San Francisco, CA 94101
- --------------------------------------------------------------------------------
# of Shares Held                       2,995,086
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                            13.7%
- --------------------------------------------------------------------------------


Fund                                   California Insured Tax-Free
- --------------------------------------------------------------------------------
Shareholder Name and                   Charles Schwab & Co.
Address                                101 Montgomery Street
                                       San Francisco, CA 94101
- --------------------------------------------------------------------------------
# of Shares Held                       1,123,069
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                            6%
- --------------------------------------------------------------------------------


Fund                                   California Limited-Term
                                       Tax-Free
- --------------------------------------------------------------------------------
Shareholder Name and                   Charles Schwab & Co.
Address                                101 Montgomery Street
                                       San Francisco, CA 94101
- --------------------------------------------------------------------------------
# of Shares Held                       2,169,419
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                            17.2%
- --------------------------------------------------------------------------------
Shareholder Name and                   Bank of America
Address                                P.O. Box 513577
                                       Los Angeles, CA 90051
- --------------------------------------------------------------------------------
# of Shares Held                       1,328,888
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                            10.5%
- --------------------------------------------------------------------------------


STATEMENT OF ADDITIONAL INFORMATION                                  25


    ACS charges  neither fees nor  commissions  on the purchase and sale of fund
shares.  However,  ACS may  charge  fees for  special  services  requested  by a
shareholder or necessitated by acts or omissions of a shareholder.  For example,
ACS may charge a fee for processing dishonored investment checks or stop-payment
requests. See the Investor Services Guide for more information.

    Share purchases and redemptions are governed by California law.

OTHER INFORMATION

    For further  information,  please refer to the  registration  statement  and
exhibits on file with the SEC in Washington,  DC. These  documents are available
upon payment of a  reproduction  fee.  Statements in the  Prospectus and in this
Statement  of  Additional  Information  concerning  the contents of contracts or
other  documents,  copies  of which are filed as  exhibits  to the  registration
statement, are qualified by reference to such contracts or documents.

MUNICIPAL SECURITIES RATINGS

    Securities  rating  descriptions  provided  under this heading are excerpted
from  publications  of Moody's  Investors  Service,  Inc.  and Standard & Poor's
Corporation.

DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S  MUNICIPAL BOND RATINGS:

    AAA:  Bonds that are rated "Aaa" are judged to be of the best quality.  They
carry the smallest  degree of investment  risk and are generally  referred to as
"gilt edge." Interest payments are protected by a large or exceptionally  stable
margin,  and  principal  is secure.  While the various  protective  elements are
likely to change,  such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.

    AA:  Bonds  that are  rated  "Aa" are  judged to be of high  quality  by all
standards. Together with the Aaa group, they constitute what are generally known
as high-grade bonds. They are rated lower than the best bonds because margins of
protection  may  not  be as  large  as in  Aaa  securities,  or  fluctuation  of
protective elements may be of greater amplitude,  or there may be other elements
present that make long-term risks appear somewhat larger than in Aaa securities.

    A: Bonds that are rated "A" possess many favorable investment attributes and
are to be considered as upper medium-grade obligations.  Factors giving security
to principal and interest are considered  adequate,  but elements may be present
that suggest a susceptibility to impairment sometime in the future.

    BAA:  Bonds that are rated "Baa" are  considered  medium-grade  obligations,
i.e., they are neither highly  protected nor poorly secured.  Interest  payments
and principal  security appear adequate for the present,  but certain protective
elements may be lacking or may be  characteristically  unreliable over any great
length of time. Such bonds lack outstanding  investment  characteristics and, in
fact, have speculative characteristics as well.

    BA: Bonds that are rated "Ba" are judged to have speculative elements; their
future cannot be considered  as well assured.  Often the  protection of interest
and  principal  payments may be very  moderate and thereby not well  safeguarded
during  both  good  and  bad  times  in  the  future.  Uncertainty  of  position
characterizes bonds in this class.

    B: Bonds that are rated "B" generally  lack  characteristics  of a desirable
investment.  Assurance of interest and principal  payments or of  maintenance of
other terms of the contract over any long period of time may be limited.

    CAA: Bonds that are rated "Caa" are of poor standing.  Such issues may be in
default, or there may be elements of danger present with respect to principal or
interest.

    CA: Bonds that are rated "Ca" represent  obligations that are speculative to
a  high  degree.  Such  issues  are  often  in  default  or  have  other  marked
shortcomings.

    C: Bonds that are rated "C" are the lowest-rated  class of bonds, and issues
so rated can be regarded as having  extremely  poor  prospects of ever attaining
any real investment standing.

    Note:  Moody's may apply the numerical  modifier "1" for municipally  backed
bonds and modifiers "1," "2," and "3" for corporate-backed  municipal bonds. The
modifier "1" indicates  that the security ranks in the higher end of its generic
rating  category;  the  modifier  "2"  indicates  a mid-range  ranking,  and the
modifier  "3"  indicates  that the issue  ranks in the lower end of its  generic
rating category.


26                                               AMERICAN CENTURY INVESTMENTS


DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S RATINGS OF NOTES AND
VARIABLE-RATE DEMAND OBLIGATIONS:

    Moody's  ratings  for  state  and  municipal   short-term   obligations  are
designated   Moody's  Investment  Grade  or  MIG.  Such  ratings  recognize  the
differences between short-term credit and long-term risk.  Short-term ratings on
issues   with   demand   features   (variable-rate   demand   obligations)   are
differentiated by the use of the VMIG symbol to reflect such  characteristics as
payment upon periodic  demand rather than on fixed  maturity  dates and payments
relying on external liquidity.

    MIG  1/VMIG  1:  This  designation  denotes  best  quality.  There is strong
protection present through  established cash flows,  superior liquidity support,
or demonstrated broad-based access to the market for refinancing.

    MIG 2/VMIG 2: This denotes high quality.  Margins of  protection  are ample,
although not as large as in the preceding group.

DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S  TAX-EXEMPT COMMERCIAL PAPER
RATINGS:

    Moody's  commercial  paper ratings are opinions of the ability of issuers to
punctually repay those promissory obligations that have an original maturity not
exceeding nine months. Moody's makes no representation that such obligations are
exempt from registration under the Securities Act of 1933, nor does it represent
that any  specific  note is a valid  obligation  of a rated  issuer or issued in
conformity with any applicable law. The following designations, all judged to be
investment  grade,  indicate the relative  repayment ability of rated issuers of
securities in which the Funds may invest.

    PRIME  1:  Issuers  rated  "Prime  1" (or  supporting  institutions)  have a
superior ability for repayment of senior short-term promissory obligations.

    PRIME 2: Issuers rated "Prime 2" (or supporting  institutions) have a strong
ability for repayment of senior short-term promissory obligations.

DESCRIPTION OF STANDARD & POOR'S CORPORATION'S RATINGS FOR MUNICIPAL BONDS:

INVESTMENT GRADE

    AAA: Debt rated "AAA" has the highest rating  assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

    AA: Debt rated "AA" has a very strong  capacity  to pay  interest  and repay
principal and differs from the highest-rated issues only in a small degree.

    A: Debt rated "A" has a strong capacity to pay interest and repay principal,
although it is somewhat more  susceptible  to the adverse  effects of changes in
circumstances and economic conditions than debt in higher-rated categories.

    BBB:  Debt rated "BBB" is  regarded  as having an  adequate  capacity to pay
interest and repay principal.  Whereas it normally exhibits adequate  protection
parameters,  adverse  economic  conditions  or changing  circumstances  are more
likely to lead to a weakened  capacity to pay interest and repay  principal  for
debt in this category than in higher-rated categories.

SPECULATIVE

    BB, B,  CCC,  CC:  Debt  rated in these  categories  is  regarded  as having
predominantly  speculative  characteristics  with  respect  to  capacity  to pay
interest and repay principal.  While such debt will likely have some quality and
protective characteristics, these are outweighed by large uncertainties or major
risk exposures to adverse conditions.

    BB: Debt rated "BB" has less near-term  vulnerability  to default than other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse  business,   financial,  or  economic  conditions  that  could  lead  to
inadequate  capacity to meet timely  interest and principal  payments.  The "BB"
rating  category  is also  used for debt  subordinated  to  senior  debt that is
assigned an actual or implied "BBB-" rating.

    B: Debt rated "B" has a greater  vulnerability  to default but currently has
the  capacity  to meet  interest  payments  and  principal  repayments.  Adverse
business,  financial,  or economic  conditions  will likely  impair  capacity or
willingness to pay interest and repay principal. The "B" rating category is also
used for debt  subordinated to senior debt that is assigned an actual or implied
"BB" or "BB-" rating.

    CCC: Debt rated "CCC" has a currently identifiable  vulnerability to default
and is dependent upon favorable business,  financial, and economic conditions to
meet timely  payment of interest  and  repayment of  principal.  In the event of
adverse business,  financial,  or economic conditions,  it is not likely to have
the capacity to pay interest and repay principal. The "CCC" rating category


STATEMENT OF ADDITIONAL INFORMATION                                       27


is also used for debt  subordinated to senior debt that is assigned an actual or
implied "B" or "B-" rating.

    CC: The rating "CC" typically is applied to debt subordinated to senior debt
that is assigned an actual or implied "CCC" debt rating.

    C: The "C" rating is typically  applied to debt  subordinated to senior debt
that is assigned an actual or implied "CCC-" debt rating.  The "C" rating may be
used to cover a situation where a bankruptcy  petition has been filed,  but debt
service payments are continued.

    CI: The "CI"  rating is  reserved  for income  bonds on which no interest is
being paid.

    D: Debt rated "D" is in default, and payment of interest and/or repayment of
principal is in arrears.

    PLUS (+) OR MINUS (-): The ratings from "AA" to "CCC" may be modified by the
addition  of a plus or minus  sign to show  relative  standing  within the major
rating categories.

DESCRIPTION  OF STANDARD & POOR'S  CORPORATION'S  RATINGS FOR  INVESTMENT  GRADE
MUNICIPAL NOTES AND SHORT-TERM DEMAND OBLIGATIONS:

    SP-1: Issues carrying this designation have a very strong or strong capacity
to pay principal and interest.  Those issues determined to possess  overwhelming
safety characteristics will be given a plus (+) designation.

    SP-2:  Issues carrying this designation have a satisfactory  capacity to pay
principal and interest.

DESCRIPTION OF STANDARD & POOR'S  CORPORATION'S  RATINGS FOR DEMAND  OBLIGATIONS
AND TAX-EXEMPT COMMERCIAL PAPER:

    A Standard & Poor's  commercial paper rating is a current  assessment of the
likelihood of timely payment of debt having an original maturity of no more than
365 days. The two rating categories for securities in which the Funds may invest
are as follows:

    A-1: This highest  category  indicates  that the degree of safety  regarding
timely payment is strong.  Those issues  determined to possess  extremely strong
safety characteristics are denoted with a plus (+) designation.

    A-2:  Capacity  for  timely  payment  on  issues  with this  designation  is
satisfactory.  However,  the  relative  degree  of  safety is not as high as for
issues designated "A-1."

DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S RATINGS  FOR MUNICIPAL BONDS:

INVESTMENT GRADE

    AAA:  Bonds  considered  to be  investment  grade and of the highest  credit
quality.  The obligor has an  exceptionally  strong  ability to pay interest and
repay  principal  that is  unlikely to be  affected  by  reasonably  foreseeable
events.

    AA: Bonds considered to be investment grade and of very high credit quality.
The  obligor's  ability to pay  interest  and repay  principal  is very  strong,
although  not quite as strong as bonds rated "AAA."  Because  bonds rated in the
"AAA" and "AA" categories are not significantly vulnerable to foreseeable future
developments, short-term debt of these issuers is generally rated "F-1+."

    A: Bonds considered to be investment  grade and of high credit quality.  The
obligor's  ability to pay  interest  and repay  principal  is  considered  to be
strong, but may be more vulnerable to adverse changes in economic conditions and
circumstances than bonds with higher ratings.

    BBB:  Bonds  considered to be investment  grade and of  satisfactory  credit
quality. The obligor's ability to pay interest and repay principal is considered
to be  adequate.  Adverse  changes in  economic  conditions  and  circumstances,
however,  are more likely to have  adverse  impact on these bonds and  therefore
impair timely payment.  The likelihood that the ratings of these bonds will fall
below investment grade is higher than for bonds with higher ratings.

    PLUS (+) MINUS (-):  Plus and minus  signs are used with a rating  symbol to
indicate the relative position of a credit within the rating category.  Plus and
minus signs, however, are not used in the "AAA" category.

SPECULATIVE

    BB: Bonds are considered speculative.  The obligor's ability to pay interest
and repay  principal  may be  affected  over time by adverse  economic  changes.
However, business and financial alternatives can be identified that could assist
the obligor in satisfying its debt service requirements.

    B: Bonds are considered  highly  speculative.  While bonds in this class are
currently meeting debt service requirements, the probability of continued timely
payment of principal and interest reflects the obligor's lim-


28                                             AMERICAN CENTURY INVESTMENTS


ited margin or safety and the need for reasonable business and economic activity
throughout the life of the issue.

    CCC: Bonds have certain identifiable characteristics that, if not remedied,
may lead to default. The ability to meet obligations requires an advantageous
business and economic environment.

    CC: Bonds are minimally protected. Default in payment of interest and/or
principal seems probable over time.

    C: Bonds are in imminent default in payment of interest or principal.

    DDD/DD/D:  Bonds are in default on interest and/or principal payments.  Such
bonds  are  extremely  speculative  and  should  be valued on the basis of their
ultimate recovery value in liquidation or  reorganization of the obligor.  "DDD"
represents the highest potential for recovery on these bonds, and "D" represents
the lowest potential for recovery.

    PLUS (+) MINUS (-):  Plus and minus  signs are used with a rating  symbol to
indicate the relative position of a credit within the rating category.  Plus and
minus signs, however, are not used in the "DDD," "DD," or "D" categories.

DESCRIPTION OF FITCH  INVESTORS  SERVICE,  INC.'S  RATINGS FOR  INVESTMENT-GRADE
MUNICIPAL NOTES AND SHORT-TERM DEMAND OBLIGATIONS:

    F-1+:  Exceptionally Strong Credit Quality.  Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

    F-1:  Very Strong Credit  Quality.  Issues  assigned this rating  reflect an
assurance  of timely  payment  only  slightly  less in degree than issues  rated
"F-1+."

QUALITY OF PORTFOLIO SECURITIES HELD BY THE VARIABLE PRICE FUNDS

    The table below provides a summary of ratings  assigned to obligations  held
by each of the Variable Price Funds. These figures are dollar-weighted  averages
of month-end  holdings  during  fiscal 1996,  presented as a percentage of total
investments. For obligations with different ratings assigned by different rating
agencies,  the  highest  rating  assigned  is the one relied upon to create this
table.  The  percentages  are historical and are not  necessarily  indicative of
current or future portfolio holdings, which may vary in quality.


                            Aaa/      Aa/             Baa/
                            AAA       AA        A      BBB          NR
- ------------------------------------------------------------------------------
California Limited-
Term Tax-Free               65%       14%      21%      -           -
- ------------------------------------------------------------------------------
California Intermediate-
Term Tax-Free               69%       14%      17%      -           -
- ------------------------------------------------------------------------------
California Long-
Term Tax-Free               47%       15%      38%      -           -
- ------------------------------------------------------------------------------
California High-Yield
Municipal                   23%        2%      27%     16%         32%
- ------------------------------------------------------------------------------


STATEMENT OF ADDITIONAL INFORMATION                              29


P.O. BOX 419200 
KANSAS CITY, MISSOURI 
64141-6200

INVESTOR SERVICES: 
1-800-345-2021 OR 816-531-5575

AUTOMATED INFORMATION LINE: 
1-800-345-8765

TELECOMMUNICATIONS DEVICE FOR THE DEAF: 
1-800-634-4113 OR 816-444-3485

FAX: 816-340-7962

INTERNET: www.americancentury.com

                            [american century logo]
                                    American
                                Century(reg.sm)

9712           [recycled logo]
SH-BKT-10346      Recycled
<PAGE>
AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS


1933 Act Post-Effective Amendment No. 25
1940 Act Amendment No. 29
- --------------------------------------------------------------------------------

PART C            OTHER INFORMATION

Item 24. Financial Statements and Exhibits

(a)      FINANCIAL  STATEMENTS.  Audited financial statements for each series of
         the Trust for the fiscal year ended August 31,  1997,  are filed herein
         as included in the  Trust's  Statement  of  Additional  Information  by
         reference to the Annual Report dated August 31, 1997,  filed on October
         29, 1997 (Accession # 717316-99-000009).

(b)      EXHIBITS.

         (1)      (a)  Amended  Declaration  of Trust  dated  May 31,  1995,  is
                  incorporated   herein  by   reference   to  Exhibit   1(d)  of
                  Post-Effective  Amendment  No. 22 filed on  October  27,  1995
                  (Accession # 717316-95-000007).

                  (b) Amendment to the Declaration of Trust is included herein.

         (2)      Amended   and   Restated   Bylaws   dated  May  17,  1995  are
                  incorporated   herein  by   reference   to  Exhibit   2(d)  of
                  Post-Effective  Amendment  No. 22 filed on  October  27,  1995
                  (Accession # 717316-95-000007).

         (3)      Not applicable.

         (4)      Specimen   copy  of   Limited-Term   Tax-Free   Fund's   share
                  certificate is  incorporated  herein by reference to Exhibit 4
                  to Post-Effective Amendment No. 16.

         (5)      Investment Class Management Agreement between American Century
                  California  Tax-Free and Municipal Funds and American  Century
                  Investment   Management,   Inc.,  dated  August  1,  1997,  is
                  incorporated   herein   by   reference   to   Exhibit   5   of
                  Post-Effective  Amendment No. 33 to the Registration Statement
                  of American Century  Government Income Trust filed on July 31,
                  1997 (Accession # 773674-97-000014).

         (6)      Distribution  Agreement  between American  Century  California
                  Tax-Free and Municipal Funds and American  Century  Investment
                  Services,  Inc.  dated as of August 1, 1997,  is  incorporated
                  herein by reference to Exhibit 6 of  Post-Effective  Amendment
                  No. 33 to the  Registration  Statement of the American Century
                  Government  Income  Trust filed on July 31, 1997  (Accession #
                  773674-97-000014).

         (7)      Not applicable.

         (8)      Custodian   Agreement  between  American  Century   California
                  Tax-Free and  Municipal  Funds and The Chase  Manhattan  Bank,
                  dated August 9, 1996, is  incorporated  herein by reference to
                  Exhibit  8  of   Post-Effective   Amendment   No.  31  to  the
                  Registration  Statement of American Century  Government Income
                  Trust    filed   on   February    7,   1997    (Accession    #
                  0000773674-97-000002).

         (9)      Transfer Agency Agreement between American Century  California
                  Tax-Free and  Municipal  Funds and American  Century  Services
                  Corporation,  dated August 1, 1997, is incorporated  herein by
                  reference to Exhibit 9 of  Post-Effective  Amendment No. 33 to
                  the  Registration  Statement  of American  Century  Government
                  Income    Trust   filed   on   July   31,   1997    (Accession
                  #773674-97-000014).

         (10)     Opinion  and  consent  of counsel  as to the  legality  of the
                  securities  being  registered,   dated  October  22,  1997  is
                  incorporated herein by reference to Rule 24f-2 Notice filed on
                  October 22, 1997 (Accession # 717316-97-000008).

         (11)     Consent of KPMG Peat Marwick,  LLP, independent  auditors,  is
                  included herein.

         (12)     Not applicable.

         (13)     Not applicable.

         (14)     Not applicable.

         (15)     Not applicable.

         (16)     Schedule  for  computation  of  each   performance   quotation
                  provided in response to Item 22 is included herein.

         (17)     Power of Attorney dated February 28, 1997, is included herein.

Item 25. Persons Controlled by or Under Control with Registrant.

Not applicable

Item 26. Number of Holders of Securities.

As of October 31, 1997,  each Series of the Registrant had the following  number
of record shareholders.

          California Municipal Money Market Fund                        3367
          California Tax-Free Money Market Fund                         6275
          California Tax-Free Limited-Term Fund                         1402
          California Tax-Free Intermediate-Term Fund                    6203
          California Tax-Free Long-Term Fund                            4377
          California Municipal High-Yield Fund                          2841
          California Tax-Free Insured Fund                              3217

Item 27. Indemnification.

As stated in Article VII,  Section 3 of the  Declaration of Trust,  incorporated
herein by reference to Exhibit 1 to the  Registration  Statement,  "The Trustees
shall be entitled  and  empowered  to the  fullest  extent  permitted  by law to
purchase  insurance  for and to  provide  by  resolution  or in the  Bylaws  for
indemnification  out  of  Trust  assets  for  liability  and  for  all  expenses
reasonably  incurred  or paid or  expected to be paid by a Trustee or officer in
connection  with any  claim,  action,  suit,  or  proceeding  in which he or she
becomes  involved by virtue of his or her capacity or former  capacity  with the
Trust.  The  provisions,  including any  exceptions and  limitations  concerning
indemnification,  may be set forth in detail  in the  Bylaws or in a  resolution
adopted by the Board of Trustees."

Registrant hereby  incorporates by reference,  as though set forth fully herein,
Article VI of the  Registrant's  Bylaws,  amended on May 17, 1995,  appearing as
Exhibit 2 to Post-Effective Amendment No. 23.

Item 28. Business and Other Connections of Investment Advisor.

American Century Investment Management,  Inc., the investment manager to each of
the Registrant's  Funds, is engaged in the business of managing  investments for
deferred compensation plans and other institutional investors.

Item 29. Principal Underwriters.

The Registrant's distribution agent, American Century Investment Services, Inc.,
is  distribution  agent to American  Century  California  Tax-Free and Municipal
Funds,  American Century  Government  Income Trust,  American Century  Municipal
Trust,  American Century Target Maturities Trust,  American Century Quantitative
Equity  Funds,  American  Century  International  Bond Funds,  American  Century
Investment Trust,  American Century Variable Portfolios,  Inc., American Century
Capital Portfolios,  Inc., American Century Mutual Funds, Inc., American Century
Premium Reserves,  Inc., American Century Strategic Asset Allocations,  Inc. and
American Century World Mutual Funds, Inc. The information  required with respect
to each director,  officer or partner of American Century  Investment  Services,
Inc.  is  incorporated  herein  by  reference  to  American  Century  Investment
Services,  Inc. Form B-D filed on November 21, 1985 (SEC File No. 8-35220;  Firm
CRD No. 17437).

Item 30. Location of Accounts and Records.

American Century Investment  Management,  Inc., the Registrant and its agent for
transfer and  administrative  services,  American Century Services  Corporation,
maintain  their  principal  office  at 4500  Main St.,  Kansas  City,  MO 64111.
American  Century Services  Corporation  maintains  physical  possession of each
account,  book,  or other  document,  and  shareholder  records as  required  by
ss.31(a) of the 1940 Act and rules  thereunder.  The  computer and data base for
shareholder  records are located at Central Computer  Facility,  401 North Broad
Street, Sixth Floor, Philadelphia, PA 19108.

Item 31. Management Services.

Not applicable.

Item 32. Undertakings.

Registrant undertakes to furnish each person to whom a Prospectus is delivered
with a copy of the Registrant's latest report to shareholders, upon request and
without charge.
<PAGE>

                                   SIGNATURES

Pursuant to the  requirements  of the  Securities Act of 1933 and the Investment
Company  Act of  1940,  the  Registrant  has  duly  caused  this  Post-Effective
Amendment No. 25/Amendment No. 29 to be signed on its behalf by the undersigned,
thereunto  duly  authorized,  in  the  City  of  Mountain  View,  and  State  of
California,  on the 12th day of  December,  1997.  I hereby  certify  that  this
Amendment meets the  requirements for immediate  effectiveness  pursuant to Rule
485(b).

                     AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS


                     By:  /s/ Douglas A. Paul
                          Douglas A. Paul
                          Secretary, Vice President, and General Counsel

Pursuant to the requirements of the Securities Act of 1933, this  Post-Effective
Amendment No. 25/Amendment No. 29 has been signed below by the following persons
in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
                                                                                   Date
<S>                                  <C>                                           <C>
*                                    Chairman of the Board of Trustees,            December 12, 1997
- ---------------------------------    President and Chief Executive Officer
James M. Benham                                        

*                                    Trustee                                       December 12, 1997
- ---------------------------------
Albert A. Eisenstat

*                                    Trustee                                       December 12, 1997
- ---------------------------------
Ronald J. Gilson

*                                    Trustee                                       December 12, 1997
- ---------------------------------
Myron S. Scholes

*                                    Trustee                                       December 12, 1997
- ---------------------------------
Kenneth E. Scott

*                                    Trustee                                       December 12, 1997
- ---------------------------------
Isaac Stein

*                                    Trustee                                       December 12, 1997
- ---------------------------------    
James E. Stowers III

*                                    Trustee                                       December 12, 1997
- ---------------------------------
Jeanne D. Wohlers

*                                    Chief Financial Officer, Treasurer            December 12, 1997
- ---------------------------------
Maryanne Roepke

</TABLE>

/s/ Douglas A. Paul
*by Douglas A. Paul, Attorney in Fact (pursuant to a Power of Attorney dated 
February 28, 1997).

EXHIBIT     DESCRIPTION

EX-99.B1a   Amended  Declaration  of Trust dated May 31, 1995,  is  incorporated
            herein by reference to Exhibit 1(d) of Post-Effective  Amendment No.
            22 filed on October 27, 1995 (Accession # 717316-95-000007).

EX-99.B1b   Amendment to the Declaration of Trust is included herein.

EX-99.B2    Amended and  Restated  Bylaws  dated May 17,  1995 are  incorporated
            herein by reference to Exhibit 2(d) of Post-Effective  Amendment No.
            22 filed on October 27, 1995 (Accession # 717316-95-000007).

EX-99.B4    Specimen copy of Limited-Term  Tax-Free Fund's share  certificate is
            incorporated  herein by  reference  to  Exhibit 4 to  Post-Effective
            Amendment No. 16.

EX-99.B5    Investor  Class  Management   Agreement   between  American  Century
            California   Tax-Free  and  Municipal  Funds  and  American  Century
            Investment  Management,  Inc., dated August 1, 1997, is incorporated
            herein by reference to Exhibit 5 of Post-Effective  Amendment No. 33
            to the Registration  Statement of American Century Government Income
            Trust filed on July 31, 1997 (Accession # 773674-97-000014).

EX-99.B6    Distribution  Agreement between American Century California Tax-Free
            and Municipal Funds and American Century Investment  Services,  Inc.
            dated as of August 1, 1997, is  incorporated  herein by reference to
            Exhibit 6 of  Post-Effective  Amendment  No. 33 to the  Registration
            Statement of the American Century  Government  Income Trust filed on
            July 31, 1997 (Accession # 773674-97-000014).

EX-99.B8    Custodian Agreement between American Century California Tax-Free and
            Municipal Funds and The Chase Manhattan Bank,  dated August 9, 1996,
            is incorporated  herein by reference to Exhibit 8 of  Post-Effective
            Amendment No. 31 to the  Registration  Statement of American Century
            Government  Income  Trust  filed on February  7, 1997  (Accession  #
            0000773674-97-000002).

EX-99.B9    Transfer  Agency  Agreement  between  American  Century   California
            Tax-Free  and  Municipal   Funds  and  American   Century   Services
            Corporation,  dated  August  1,  1997,  is  incorporated  herein  by
            reference  to Exhibit 9 of  Post-Effective  Amendment  No. 33 to the
            Registration  Statement of American Century  Government Income Trust
            filed on July 31, 1997 (Accession #773674-97-000014).

EX-99.B10   Opinion and consent of counsel as to the legality of the  securities
            being registered,  dated October 22, 1997 is incorporated  herein by
            reference to Rule 24f-2 Notice filed on October 22, 1997  (Accession
            # 717316-97-000008).

EX-99.B11   Consent of KPMG Peat Marwick, LLP, independent auditors, is included
            herein.

EX-99.B16   Schedule for computation of each performance  quotation  provided in
            response to Item 22 is included herein.

EX-99.B17   Power of Attorney dated February 28, 1997, is included herein.

EX-27.4.1   FDS - California Tax-Free Money Market Fund

EX-27.4.2   FDS - California Municipal Money Market Fund

EX-27.5.3   FDS - California Intermediate-Term Tax-Free Fund

EX-27.5.4   FDS - California Long-Term Tax-Free Fund

EX-27.5.5   FDS - California High-Yield Municipal Fund

EX-27.5.6   FDS - California Insured Tax-Free Fund

EX-27.5.7   FDS - California Limited-Term Tax-Free Fund

                                    AMENDMENT
                                     TO THE
                              DECLARATION OF TRUST
                                       OF

                 BENHAM CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS

                                October 21, 1996

         WHEREAS,  Section 1 of Article I of the  Declaration  of Trust provides
that the Trustees may designate a new name for the Trust,  or any Series,  to be
effective upon execution by a majority of the Trustees of an instrument  setting
forth the new names;

         WHEREAS, the Trustees have determined that it is appropriate and in the
interests  of the  Trust to change  the name of the Trust and its  Series as set
forth below;

         RESOLVED,  that the Trust shall  henceforth  be known as the  "American
Century California Tax-Free and Municipal Funds";

         RESOLVED  FURTHER,  that the existing Series be renamed as follows (new
language appears in boldface type, deleted language is struck through):
<TABLE>
  ---------------------------------------------------------- --------------------------------------------------------
  <S>                                                         <C>

  Former Name                                                New Name
  ---------------------------------------------------------- --------------------------------------------------------
  ---------------------------------------------------------- --------------------------------------------------------
  Benham California Municipal Money Market Fund              American  Century - Benham  California  Municipal Money
                                                                  Market Fund
  ---------------------------------------------------------- --------------------------------------------------------
  ---------------------------------------------------------- --------------------------------------------------------
  Benham California Municipal High-Yield Fund                American   Century  -  Benham   California   High-Yield
                                                                  Municipal Fund
  ---------------------------------------------------------- --------------------------------------------------------
  ---------------------------------------------------------- --------------------------------------------------------
  Benham California Tax-Free Money Market Fund               American  Century - Benham  California  Tax-Free  Money
                                                                  Market Fund
  ---------------------------------------------------------- --------------------------------------------------------
  ---------------------------------------------------------- --------------------------------------------------------
  Benham California Tax-Free Short-Term Fund                 American  Century  -  Benham  California   Limited-Term
                                                                  Tax-Free Fund
  ---------------------------------------------------------- --------------------------------------------------------
  ---------------------------------------------------------- --------------------------------------------------------
  Benham California Tax-Free Intermediate-Term Fund          American Century - Benham California  Intermediate-Term
                                                                  Tax-Free Fund
  ---------------------------------------------------------- --------------------------------------------------------
  ---------------------------------------------------------- --------------------------------------------------------
  Benham California Tax-Free Long-Term Fund                  American   Century   -  Benham   California   Long-Term
                                                                  Tax-Free Fund
  ---------------------------------------------------------- --------------------------------------------------------
  ---------------------------------------------------------- --------------------------------------------------------
  Benham California Tax-Free Insured Fund                    American Century - Benham  California  Insured Tax-Free
                                      Fund
  ---------------------------------------------------------- --------------------------------------------------------

Trustees of the Benham California  Tax-Free and Municipal Funds

/s/ James M. Benham                       10/21/96          /s/ Ezra Solomon                          10/21/96
- ----------------------------------------  -------------     ----------------------------------------  --------
James M. Benham*                          Date              Ezra Solomon*                             Date

/s/ Albert A. Eisenstat                   10/21/96          /s/ Isaac Stein                           10/21/96
- ----------------------------------------  -------------     ----------------------------------------  --------
Albert A. Eisenstat*                      Date              Isaac Stein*                              Date

/s/ Ronald J. Gilson                      10/21/96          /s/ James E. Stowers III                  10/21/96
- ----------------------------------------  -------------     ----------------------------------------  --------
Ronald J. Gilson*                         Date              James E. Stowers III*                     Date

/s/ Myron S. Scholes                      10/21/96          /s/ Jeanne D. Wohlers                     10/21/96
- ----------------------------------------  -------------     ----------------------------------------  --------
Myron S. Scholes*                         Date              Jeanne D. Wohlers*                        Date

/s/ Kenneth E. Scott                      10/21/96
- ----------------------------------------  --------
Kenneth E. Scott*                         Date
</TABLE>


*By:   /s/ Douglas A. Paul                               Date:  October 21, 1996
       Douglas A. Paul, Esq.
       Pursuant to Power of Attorney dated March 4, 1996

                        Consent of Independent Auditors


The Board of Trustees and Shareholders
American Century California Tax-Free and Municipal Funds:

We  consent  to the  inclusion  in  American  Century  California  Tax-Free  and
Municipal Funds' Post-Effective  Amendment No. 25 to the Registration  Statement
No.  2-82734 on Form N-1A under the  Securities Act of 1933 and Amendment No. 29
to the  Registration  Statement  No.  811-3706  filed  on Form  N-1A  under  the
Investment  Company  Act of 1940 of our  reports  dated  October  3, 1997 on the
financial  statements  and financial  highlights of the American  Century-Benham
California  Tax-Free  Money  Market  Fund,  American  Century-Benham  California
Municipal Money Market Fund,  American  Century-Benham  California  Limited-Term
Tax-Free Fund, American  Century-Benham  California  Intermediate-Term  Tax-Free
Fund,  American  Century-Benham  California  Long-Term  Tax-Free Fund,  American
Century-Benham  California High-Yield Municipal Fund and American Century-Benham
California  Insured  Tax-Free  Fund (the seven  funds  comprising  the  American
Century  California  Tax-Free  and  Municipal  Funds) for the periods  indicated
therein, which reports have been incorporated by reference into the Statement of
Additional  Information of American  Century  California  Tax-Free and Municipal
Funds. We also consent to the reference to our firm under the heading "Financial
Highlights"  in the  Prospectus  and under the heading  "About the Trust" in the
Statement of Additional  Information  which is  incorporated by reference in the
Prospectus.


/s/KPMG Peat Marwick LLP
KPMG Peat Marwick LLP

Kansas City, Missouri
December 11, 1997


             AMERICAN CENTURY-BENHAM CAL TAX-FREE MONEY MARKET FUND
                                YIELD CALCULATION
                                     8/31/97

           Effective Yield:         [(Base Period Return)+1)^365/7]-1

           Base Period Return        =                0.00055865

           7 Day Effective Yield     =                2.95%


                             Yield:  = I/B X 365/7

                                  Y  = Yield
                                  I  = total income of hypothetical account over
                                       the seven day period
                                  B  = beginning account value

                                  I  =                0.00055865
                                  B  =               $1.00

                        7 Day Yield  =               2.91%

<PAGE>
               AMERICAN CENTURY-BENHAM CAL MUNI MONEY MARKET FUND
                                YIELD CALCULATION
                                     8/31/97

           Effective Yield:         [(Base Period Return)+1)^365/7]-1

           Base Period Return        =                0.00056893

           7 Day Effective Yield     =                3.01%


                             Yield:  = I/B X 365/7

                                  Y  = Yield
                                  I  = total income of hypothetical account over
                                       the seven day period
                                  B  = beginning account value

                                  I  =                0.00056893
                                  B  =               $1.00

                        7 Day Yield  =               2.97%

<PAGE>
              AMERICAN CENTURY-BENHAM CAL INTMDT TERM TAX FREE FUND
                                YIELD CALCULATION
                                    8/31/97

                                 Formula: YIELD = 2[(A-B/C*D+1)^6-1]

             A    = Investment income earned during the period
             B    = Expenses accrued for the period (net of reimbursements)
             C    = The average daily number of shares outstanding during the 
                    period that were entitled to receive dividends
             D    = The per share price on the last day of the period



             A    =            $1,612,820.29
             B    =              $189,604.89
             C    =            38,493,467.794
             D    =                   $11.27

        Yield     =                     3.97%

<PAGE>
               AMERICAN CENTURY-BENHAM CAL LONG TERM TAX FREE FUND
                                YIELD CALCULATION
                                    8/31/97

                                 Formula: YIELD = 2[(A-B/C*D+1)^6-1]

             A    = Investment income earned during the period
             B    = Expenses accrued for the period (net of reimbursements)
             C    = The average daily number of shares outstanding during the 
                    period that were entitled to receive dividends
             D    = The per share price on the last day of the period



             A    =            $1,293,671.18
             B    =              $134,369.45
             C    =            26,363,833.234
             D    =                   $11.48

        Yield     =                     4.64%


<PAGE>
                AMERICAN CENTURY-BENHAM CAL HIGH YIELD MUNI FUND
                                YIELD CALCULATION
                                    8/31/97

                                 Formula: YIELD = 2[(A-B/C*D+1)^6-1]

             A    = Investment income earned during the period
             B    = Expenses accrued for the period (net of reimbursements)
             C    = The average daily number of shares outstanding during the 
                    period that were entitled to receive dividends
             D    = The per share price on the last day of the period



             A    =              $873,393.91
             B    =               $82,608.79
             C    =            19,647,829.624
             D    =                    $9.68

        Yield     =                     5.04%


<PAGE>
                AMERICAN CENTURY-BENHAM CAL INSURED TAX FREE FUND
                                YIELD CALCULATION
                                    8/31/97

                                 Formula: YIELD = 2[(A-B/C*D+1)^6-1]

             A    = Investment income earned during the period
             B    = Expenses accrued for the period (net of reimbursements)
             C    = The average daily number of shares outstanding during the 
                    period that were entitled to receive dividends
             D    = The per share price on the last day of the period



             A    =              $789,137.24
             B    =               $81,177.23
             C    =            18,178,769.307
             D    =                   $10.37

        Yield     =                     4.55%


<PAGE>
             AMERICAN CENTURY-BENHAM CAL TAX FREE LIMITED TERM FUND
                                YIELD CALCULATION
                                    8/31/97

                                 Formula: YIELD = 2[(A-B/C*D+1)^6-1]

             A    = Investment income earned during the period
             B    = Expenses accrued for the period (net of reimbursements)
             C    = The average daily number of shares outstanding during the 
                    period that were entitled to receive dividends
             D    = The per share price on the last day of the period



             A    =              $435,443.42
             B    =               $56,037.14
             C    =            12,146,358.041
             D    =                   $10.30

        Yield     =                     3.67%


<PAGE>
             AMERICAN CENTURY-BENHAM CAL TAX FREE MONEY MARKET FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     8/31/97

             Formula: T=(ERV/P)^1/N -1

P =   A hypothetical initial payment of $1,000
ERV = Ending redeemable value of a hypothetical $1,000 payment made at the
      beginning of the period
N =   Number of years
T =   Average annual total return

                        P               ERV                N           T
                ----------------------------------------------------------------

One Year          $1,000.00         $1,031.70           1.000000      3.17%

Five Year         $1,000.00         $1,145.80           5.000000      2.76%

Ten Year          $1,000.00         $1,429.20          10.000000      3.64%

Inception *       $1,000.00         $1,688.00          13.809719      3.86%

TR = Total return for period        TR=(ERV/P)-1         68.80%

*Date of Inception:                       11/9/83

<PAGE>

              AMERICAN CENTURY-BENHAM CAL INTMDT TERM TAX FREE FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     8/31/97

                                Formula: T=(ERV/P)^1/N -1

               P     =  A hypothetical initial payment of $1,000
               ERV   =  Ending redeemable value of a hypothetical $1,000 payment
                          made at the beginning of the period
               N     =  Number of years
               T     =  Average annual total return

                      P             ERV               N        T
               --------------------------------------------------------------

One Year        $1,000.00       $1,073.90         1.000000    7.39%

Five Year       $1,000.00       $1,345.60         5.000000    6.12%

Ten Year        $1,000.00       $1,907.70        10.000000    6.67%

Inception *     $1,000.00       $2,529.60        13.809719    6.95%

TR = Total return for period             TR=(ERV/P)-1                 152.96%

 *Date of Inception:                  11/9/83

<PAGE>
                AMERICAN CENTURY-BENHAM CAL HIGH YIELD MUNI FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     8/31/97

                                Formula: T=(ERV/P)^1/N -1

               P     =  A hypothetical initial payment of $1,000
               ERV   =  Ending redeemable value of a hypothetical $1,000 payment
                          made at the beginning of the period
               N     =  Number of years
               T     =  Average annual total return

                   P               ERV              N          T
               -------------------------------------------------------

One Year         $1,000.00       $1,106.10        1.000000   10.61%

Five Year        $1,000.00       $1,453.20        5.000000    7.76%

Ten Year         $1,000.00       $2,185.60       10.000000    8.13%

Inception *      $1,000.00       $1,995.90       10.669405    6.69%

TR = Total return for period             TR=(ERV/P)-1                  99.59%

 *Date of Inception:                  12/30/86

<PAGE>

                AMERICAN CENTURY-BENHAM CAL INSURED TAX FREE FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     8/31/97

                                Formula: T=(ERV/P)^1/N -1

               P     =  A hypothetical initial payment of $1,000
               ERV   =  Ending redeemable value of a hypothetical $1,000 payment
                          made at the beginning of the period
               N     =  Number of years
               T     =  Average annual total return

                     P               ERV              N          T
                --------------------------------------------------------

One Year          $1,000.00       $1,092.50         1.000000    9.25%

Five Year         $1,000.00       $1,407.70         5.000000    7.08%

Ten Year          $1,000.00       $2,140.30        10.000000    7.91%

Inception *       $1,000.00       $2,031.20        10.669405    6.87%

TR = Total return for period             TR=(ERV/P)-1                 103.12%

 *Date of Inception:                  12/30/86

<PAGE>
               AMERICAN CENTURY-BENHAM CAL MUNI MONEY MARKET FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     8/31/97

                                Formula: T=(ERV/P)^1/N -1

               P     =  A hypothetical initial payment of $1,000
               ERV   =  Ending redeemable value of a hypothetical $1,000 payment
                          made at the beginning of the period
               N     =  Number of years
               T     =  Average annual total return

                     P               ERV              N         T
               --------------------------------------------------------

One Year         $1,000.00       $1,031.50         1.000000    3.15%

Five Year        $1,000.00       $1,149.40         5.000000    2.82%

Ten Year

Inception *      $1,000.00       $1,227.30         6.666667    3.12%

TR = Total return for period             TR=(ERV/P)-1                  22.73%

 *Date of Inception:                  12/31/90


<PAGE>
              AMERICAN CENTURY-BENHAM CAL TAX FREE LIMITED TERMFUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     8/31/97

                                Formula: T=(ERV/P)^1/N -1

               P     =  A hypothetical initial payment of $1,000
               ERV   =  Ending redeemable value of a hypothetical $1,000 payment
                          made at the beginning of the period
               N     =  Number of years
               T     =  Average annual total return

                        P               ERV            N         T
               ---------------------------------------------------------

One Year            $1,000.00       $1,054.20      1.000000    5.42%

Five Year           $1,000.00       $1,247.50      5.000000    4.52%

Ten Year

Inception *         $1,000.00       $1,275.20      5.248460    4.74%

TR = Total return for period             TR=(ERV/P)-1                  27.52%

 *Date of Inception:                   6/1/92


<PAGE>
               AMERICAN CENTURY-BENHAM CAL LONG TERM TAX FREE FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     8/31/97

                                Formula: T=(ERV/P)^1/N -1

               P     =  A hypothetical initial payment of $1,000
               ERV   =  Ending redeemable value of a hypothetical $1,000 payment
                          made at the beginning of the period
               N     =  Number of years
               T     =  Average annual total return

                         P               ERV           N          T
               ----------------------------------------------------------

One Year             $1,000.00       $1,097.00      1.000000    9.70%

Five Year            $1,000.00       $1,420.50      5.000000    7.27%

Ten Year             $1,000.00       $2,152.10     10.000000    7.97%

Inception *          $1,000.00       $3,075.40     13.809719    8.48%

TR = Total return for period             TR=(ERV/P)-1                 207.54%

 *Date of Inception:                  11/9/83

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that the undersigned,  AMERICAN CENTURY
CALIFORNIA  TAX-FREE AND  MUNICIPAL  FUNDS,  hereinafter  called the "Trust" and
certain  trustees and officers of the Trust,  do hereby  constitute  and appoint
James M. Benham,  James E. Stowers,  III, William M. Lyons, Douglas A. Paul, and
Patrick A. Looby, and each of them individually, their true and lawful attorneys
and agents to take any and all action and execute any and all instruments  which
said attorneys and agents may deem necessary or advisable to enable the Trust to
comply  with the  Securities  Act of 1933 and/or the  Investment  Company Act of
1940, as amended,  and any rules  regulations,  orders, or other requirements of
the United States Securities and Exchange Commission  thereunder,  in connection
with the  registration  under the  Securities  Act of 1933 and/or the Investment
Company Act of 1940, as amended, including specifically,  but without limitation
of the  foregoing,  power  and  authority  to sign the name of the  Trust in its
behalf and to affix its seal, and to sign the names of each of such trustees and
officers in their capacities as indicated, to any amendment or supplement to the
Registration  Statement filed with the Securities and Exchange  Commission under
the  Securities  Act of 1933  and/or  the  Investment  Company  Act of 1940,  as
amended,  and to any  instruments or documents filed or to be filed as a part of
or in connection with such Registration Statement; the Registration Statement on
Form  N-14 and any  amendments  or  supplements  thereto  to be  filed  with the
Securities and Exchange  Commission  under the Securities Act of 1933 and/or the
Investment Company Act of 1940, as amended,  and to any instruments or documents
filed  or to be  filed  as  part  of or in  connection  with  such  Registration
Statement;  and each of the  undersigned  hereby  ratifies and confirms all that
said attorneys and agents shall do or cause to be done by virtue hereof.

         IN WITNESS  WHEREOF,  the Trust has caused this Power to be executed by
its duly authorized officers on this the 28th day of February, 1997.

                        AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
                        (A Massachusetts Business Trust)

                        By:/s/James M. Benham
                           James M. Benham, President

                               SIGNATURE AND TITLE


/s/James M. Benham                                    /s/Isaac Stein
James M. Benham                                       Isaac Stein
Chairman                                              Director

/s/Albert A. Eisenstat                                /s/Jeanne D. Wohlers
Albert A. Eisenstat                                   Jeanne D. Wohlers
Director                                              Director

/s/Ronald J. Gilson                                   /s/James E. Stowers, III
Ronald J. Gilson                                      James E. Stowers, III
Director                                              Director

/s/Myron S. Scholes                                   /s/Maryanne Roepke
Myron S. Scholes                                      Maryanne Roepke
Director                                              Treasurer

/s/Kenneth E. Scott                                   Attest:
Kenneth E. Scott
Director                                              By:
                                                      /s/Douglas A. Paul
                                                      Douglas A. Paul, Secretary

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000717316
<NAME> AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
<SERIES>
   <NUMBER> 1
   <NAME> BENHAM CA TAX-FREE MONEY MARKET FUND
       
<S>                      <C>
<PERIOD-TYPE>                                    12-MOS
<FISCAL-YEAR-END>                                AUG-31-1997
<PERIOD-END>                                     AUG-31-1997
<INVESTMENTS-AT-COST>                                          416,124,602
<INVESTMENTS-AT-VALUE>                                         416,124,602
<RECEIVABLES>                                                    2,064,219
<ASSETS-OTHER>                                                   1,825,527
<OTHER-ITEMS-ASSETS>                                                     0
<TOTAL-ASSETS>                                                 420,014,348
<PAYABLE-FOR-SECURITIES>                                         1,187,202
<SENIOR-LONG-TERM-DEBT>                                                  0
<OTHER-ITEMS-LIABILITIES>                                        1,043,088
<TOTAL-LIABILITIES>                                              2,230,290
<SENIOR-EQUITY>                                                417,784,475
<PAID-IN-CAPITAL-COMMON>                                                 0
<SHARES-COMMON-STOCK>                                          417,784,475
<SHARES-COMMON-PRIOR>                                          425,773,728
<ACCUMULATED-NII-CURRENT>                                          397,834
<OVERDISTRIBUTION-NII>                                                   0
<ACCUMULATED-NET-GAINS>                                           (398,251)
<OVERDISTRIBUTION-GAINS>                                                 0
<ACCUM-APPREC-OR-DEPREC>                                                 0
<NET-ASSETS>                                                   417,784,058
<DIVIDEND-INCOME>                                                        0
<INTEREST-INCOME>                                               15,326,753
<OTHER-INCOME>                                                           0
<EXPENSES-NET>                                                   2,085,817
<NET-INVESTMENT-INCOME>                                         13,240,936
<REALIZED-GAINS-CURRENT>                                                 0
<APPREC-INCREASE-CURRENT>                                                0
<NET-CHANGE-FROM-OPS>                                           13,240,936
<EQUALIZATION>                                                           0
<DISTRIBUTIONS-OF-INCOME>                                       13,314,031
<DISTRIBUTIONS-OF-GAINS>                                                 0
<DISTRIBUTIONS-OTHER>                                                    0
<NUMBER-OF-SHARES-SOLD>                                        419,433,691
<NUMBER-OF-SHARES-REDEEMED>                                    439,992,918
<SHARES-REINVESTED>                                             12,569,974
<NET-CHANGE-IN-ASSETS>                                          (8,062,348)
<ACCUMULATED-NII-PRIOR>                                            470,929
<ACCUMULATED-GAINS-PRIOR>                                         (398,251)
<OVERDISTRIB-NII-PRIOR>                                                  0
<OVERDIST-NET-GAINS-PRIOR>                                               0
<GROSS-ADVISORY-FEES>                                            1,309,574
<INTEREST-EXPENSE>                                                       0
<GROSS-EXPENSE>                                                  2,085,817
<AVERAGE-NET-ASSETS>                                           427,159,525
<PER-SHARE-NAV-BEGIN>                                                 1.00
<PER-SHARE-NII>                                                       0.03
<PER-SHARE-GAIN-APPREC>                                               0.00
<PER-SHARE-DIVIDEND>                                                  0.03
<PER-SHARE-DISTRIBUTIONS>                                             0.00
<RETURNS-OF-CAPITAL>                                                  0.00
<PER-SHARE-NAV-END>                                                   1.00
<EXPENSE-RATIO>                                                       0.49
<AVG-DEBT-OUTSTANDING>                                                   0
<AVG-DEBT-PER-SHARE>                                                  0.00
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000717316
<NAME> AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
<SERIES>
   <NUMBER> 2
   <NAME> BENHAM CALIFORNIA MUNICIPAL MONEY MARKET FUND
       
<S>                      <C>
<PERIOD-TYPE>                                      12-MOS
<FISCAL-YEAR-END>                                  AUG-31-1997
<PERIOD-END>                                       AUG-31-1997
<INVESTMENTS-AT-COST>                                            169,592,317
<INVESTMENTS-AT-VALUE>                                           169,591,317
<RECEIVABLES>                                                        897,506
<ASSETS-OTHER>                                                       381,397
<OTHER-ITEMS-ASSETS>                                                       0
<TOTAL-ASSETS>                                                   170,871,220
<PAYABLE-FOR-SECURITIES>                                                   0
<SENIOR-LONG-TERM-DEBT>                                                    0
<OTHER-ITEMS-LIABILITIES>                                            393,876
<TOTAL-LIABILITIES>                                                  393,876
<SENIOR-EQUITY>                                                  170,519,185
<PAID-IN-CAPITAL-COMMON>                                                   0
<SHARES-COMMON-STOCK>                                            170,519,185
<SHARES-COMMON-PRIOR>                                            196,563,510
<ACCUMULATED-NII-CURRENT>                                            116,765
<OVERDISTRIBUTION-NII>                                                     0
<ACCUMULATED-NET-GAINS>                                             (158,606)
<OVERDISTRIBUTION-GAINS>                                                   0
<ACCUM-APPREC-OR-DEPREC>                                                   0
<NET-ASSETS>                                                     170,477,344
<DIVIDEND-INCOME>                                                          0
<INTEREST-INCOME>                                                  6,675,265
<OTHER-INCOME>                                                             0
<EXPENSES-NET>                                                       957,100
<NET-INVESTMENT-INCOME>                                            5,718,165
<REALIZED-GAINS-CURRENT>                                                   0
<APPREC-INCREASE-CURRENT>                                                  0
<NET-CHANGE-FROM-OPS>                                              5,718,165
<EQUALIZATION>                                                             0
<DISTRIBUTIONS-OF-INCOME>                                          5,716,498
<DISTRIBUTIONS-OF-GAINS>                                                   0
<DISTRIBUTIONS-OTHER>                                                      0
<NUMBER-OF-SHARES-SOLD>                                          161,382,680
<NUMBER-OF-SHARES-REDEEMED>                                      192,858,059
<SHARES-REINVESTED>                                                5,431,054
<NET-CHANGE-IN-ASSETS>                                           (26,042,658)
<ACCUMULATED-NII-PRIOR>                                              115,098
<ACCUMULATED-GAINS-PRIOR>                                           (158,606)
<OVERDISTRIB-NII-PRIOR>                                                    0
<OVERDIST-NET-GAINS-PRIOR>                                                 0
<GROSS-ADVISORY-FEES>                                                564,212
<INTEREST-EXPENSE>                                                         0
<GROSS-EXPENSE>                                                      957,100
<AVERAGE-NET-ASSETS>                                             184,716,906
<PER-SHARE-NAV-BEGIN>                                                   1.00
<PER-SHARE-NII>                                                         0.03
<PER-SHARE-GAIN-APPREC>                                                 0.00
<PER-SHARE-DIVIDEND>                                                    0.03
<PER-SHARE-DISTRIBUTIONS>                                               0.00
<RETURNS-OF-CAPITAL>                                                    0.00
<PER-SHARE-NAV-END>                                                     1.00
<EXPENSE-RATIO>                                                         0.52
<AVG-DEBT-OUTSTANDING>                                                     0
<AVG-DEBT-PER-SHARE>                                                    0.00
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000717316
<NAME> AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
<SERIES>
   <NUMBER> 3
   <NAME> CALIFORNIA INTERMEDIATE TERM TAX-FREE
       
<S>                      <C>
<PERIOD-TYPE>                                         12-MOS
<FISCAL-YEAR-END>                                     AUG-31-1997
<PERIOD-END>                                          AUG-31-1997
<INVESTMENTS-AT-COST>                                                421,746,291
<INVESTMENTS-AT-VALUE>                                               439,797,592
<RECEIVABLES>                                                          6,135,388
<ASSETS-OTHER>                                                           120,733
<OTHER-ITEMS-ASSETS>                                                           0
<TOTAL-ASSETS>                                                       446,053,713
<PAYABLE-FOR-SECURITIES>                                               9,405,432
<SENIOR-LONG-TERM-DEBT>                                                        0
<OTHER-ITEMS-LIABILITIES>                                              1,208,442
<TOTAL-LIABILITIES>                                                   10,613,874
<SENIOR-EQUITY>                                                      386,212,490
<PAID-IN-CAPITAL-COMMON>                                              26,837,263
<SHARES-COMMON-STOCK>                                                 38,621,249
<SHARES-COMMON-PRIOR>                                                 39,017,228
<ACCUMULATED-NII-CURRENT>                                                      0
<OVERDISTRIBUTION-NII>                                                         0
<ACCUMULATED-NET-GAINS>                                                4,338,785
<OVERDISTRIBUTION-GAINS>                                                       0
<ACCUM-APPREC-OR-DEPREC>                                              18,051,301
<NET-ASSETS>                                                         435,439,839
<DIVIDEND-INCOME>                                                              0
<INTEREST-INCOME>                                                     22,980,749
<OTHER-INCOME>                                                                 0
<EXPENSES-NET>                                                         2,076,509
<NET-INVESTMENT-INCOME>                                               20,904,240
<REALIZED-GAINS-CURRENT>                                               4,489,257
<APPREC-INCREASE-CURRENT>                                              5,607,704
<NET-CHANGE-FROM-OPS>                                                 31,001,201
<EQUALIZATION>                                                                 0
<DISTRIBUTIONS-OF-INCOME>                                             20,910,599
<DISTRIBUTIONS-OF-GAINS>                                               1,183,599
<DISTRIBUTIONS-OTHER>                                                          0
<NUMBER-OF-SHARES-SOLD>                                               13,989,592
<NUMBER-OF-SHARES-REDEEMED>                                           15,865,262
<SHARES-REINVESTED>                                                    1,479,691
<NET-CHANGE-IN-ASSETS>                                                 4,490,159
<ACCUMULATED-NII-PRIOR>                                                    6,359
<ACCUMULATED-GAINS-PRIOR>                                              1,033,127
<OVERDISTRIB-NII-PRIOR>                                                        0
<OVERDIST-NET-GAINS-PRIOR>                                                     0
<GROSS-ADVISORY-FEES>                                                  1,340,435
<INTEREST-EXPENSE>                                                             0
<GROSS-EXPENSE>                                                        2,076,509
<AVERAGE-NET-ASSETS>                                                 434,438,215
<PER-SHARE-NAV-BEGIN>                                                      11.05
<PER-SHARE-NII>                                                             0.54
<PER-SHARE-GAIN-APPREC>                                                     0.25
<PER-SHARE-DIVIDEND>                                                        0.54
<PER-SHARE-DISTRIBUTIONS>                                                   0.03
<RETURNS-OF-CAPITAL>                                                        0.00
<PER-SHARE-NAV-END>                                                        11.27
<EXPENSE-RATIO>                                                             0.48
<AVG-DEBT-OUTSTANDING>                                                         0
<AVG-DEBT-PER-SHARE>                                                        0.00
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000717316
<NAME> AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
<SERIES>
   <NUMBER> 4
   <NAME> BENHAM CALIFORNIA LONG-TERM FUND TAX-FREE
       
<S>                      <C>
<PERIOD-TYPE>                                      12-MOS
<FISCAL-YEAR-END>                                  AUG-31-1997
<PERIOD-END>                                       AUG-31-1997
<INVESTMENTS-AT-COST>                                            284,841,908
<INVESTMENTS-AT-VALUE>                                           301,211,232
<RECEIVABLES>                                                      3,733,919
<ASSETS-OTHER>                                                     1,005,811
<OTHER-ITEMS-ASSETS>                                                       0
<TOTAL-ASSETS>                                                   305,950,962
<PAYABLE-FOR-SECURITIES>                                                   0
<SENIOR-LONG-TERM-DEBT>                                                    0
<OTHER-ITEMS-LIABILITIES>                                          1,280,394
<TOTAL-LIABILITIES>                                                1,280,394
<SENIOR-EQUITY>                                                  285,246,593
<PAID-IN-CAPITAL-COMMON>                                          18,821,073
<SHARES-COMMON-STOCK>                                             26,542,552
<SHARES-COMMON-PRIOR>                                             26,049,588
<ACCUMULATED-NII-CURRENT>                                                  0
<OVERDISTRIBUTION-NII>                                                     0
<ACCUMULATED-NET-GAINS>                                            4,054,651
<OVERDISTRIBUTION-GAINS>                                                   0
<ACCUM-APPREC-OR-DEPREC>                                          16,369,324
<NET-ASSETS>                                                     304,670,568
<DIVIDEND-INCOME>                                                          0
<INTEREST-INCOME>                                                 17,522,358
<OTHER-INCOME>                                                             0
<EXPENSES-NET>                                                     1,424,294
<NET-INVESTMENT-INCOME>                                           16,098,064
<REALIZED-GAINS-CURRENT>                                           4,196,683
<APPREC-INCREASE-CURRENT>                                          7,428,889
<NET-CHANGE-FROM-OPS>                                             27,723,636
<EQUALIZATION>                                                             0
<DISTRIBUTIONS-OF-INCOME>                                         16,104,213
<DISTRIBUTIONS-OF-GAINS>                                             424,536
<DISTRIBUTIONS-OTHER>                                                      0
<NUMBER-OF-SHARES-SOLD>                                           10,168,195
<NUMBER-OF-SHARES-REDEEMED>                                       10,670,666
<SHARES-REINVESTED>                                                  995,435
<NET-CHANGE-IN-ASSETS>                                            16,648,182
<ACCUMULATED-NII-PRIOR>                                                6,149
<ACCUMULATED-GAINS-PRIOR>                                            282,504
<OVERDISTRIB-NII-PRIOR>                                                    0
<OVERDIST-NET-GAINS-PRIOR>                                                 0
<GROSS-ADVISORY-FEES>                                                920,960
<INTEREST-EXPENSE>                                                         0
<GROSS-EXPENSE>                                                    1,424,294
<AVERAGE-NET-ASSETS>                                             298,220,008
<PER-SHARE-NAV-BEGIN>                                                  11.06
<PER-SHARE-NII>                                                         0.61
<PER-SHARE-GAIN-APPREC>                                                 0.44
<PER-SHARE-DIVIDEND>                                                    0.61
<PER-SHARE-DISTRIBUTIONS>                                               0.02
<RETURNS-OF-CAPITAL>                                                    0.00
<PER-SHARE-NAV-END>                                                    11.48
<EXPENSE-RATIO>                                                         0.48
<AVG-DEBT-OUTSTANDING>                                                     0
<AVG-DEBT-PER-SHARE>                                                    0.00
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000717316
<NAME> AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
<SERIES>
   <NUMBER> 5
   <NAME> BENHAM CALIFORNIA HIGH-YIELD FUND MUNICIPAL
       
<S>                      <C>
<PERIOD-TYPE>                                       12-MOS
<FISCAL-YEAR-END>                                   AUG-31-1997
<PERIOD-END>                                        AUG-31-1997
<INVESTMENTS-AT-COST>                                            181,097,319
<INVESTMENTS-AT-VALUE>                                           189,981,517
<RECEIVABLES>                                                      3,247,663
<ASSETS-OTHER>                                                        78,708
<OTHER-ITEMS-ASSETS>                                                       0
<TOTAL-ASSETS>                                                   193,307,888
<PAYABLE-FOR-SECURITIES>                                                   0
<SENIOR-LONG-TERM-DEBT>                                                    0
<OTHER-ITEMS-LIABILITIES>                                            476,597
<TOTAL-LIABILITIES>                                                  476,597
<SENIOR-EQUITY>                                                  199,190,660
<PAID-IN-CAPITAL-COMMON>                                         (17,228,089)
<SHARES-COMMON-STOCK>                                             19,919,066
<SHARES-COMMON-PRIOR>                                             15,604,622
<ACCUMULATED-NII-CURRENT>                                                  0
<OVERDISTRIBUTION-NII>                                                     0
<ACCUMULATED-NET-GAINS>                                            1,984,522
<OVERDISTRIBUTION-GAINS>                                                   0
<ACCUM-APPREC-OR-DEPREC>                                           8,884,198
<NET-ASSETS>                                                     192,831,291
<DIVIDEND-INCOME>                                                          0
<INTEREST-INCOME>                                                 10,535,071
<OTHER-INCOME>                                                             0
<EXPENSES-NET>                                                       841,938
<NET-INVESTMENT-INCOME>                                            9,693,133
<REALIZED-GAINS-CURRENT>                                           2,344,182
<APPREC-INCREASE-CURRENT>                                          5,003,597
<NET-CHANGE-FROM-OPS>                                             17,040,912
<EQUALIZATION>                                                             0
<DISTRIBUTIONS-OF-INCOME>                                          9,698,539
<DISTRIBUTIONS-OF-GAINS>                                                   0
<DISTRIBUTIONS-OTHER>                                                      0
<NUMBER-OF-SHARES-SOLD>                                           14,692,971
<NUMBER-OF-SHARES-REDEEMED>                                       11,108,238
<SHARES-REINVESTED>                                                  729,711
<NET-CHANGE-IN-ASSETS>                                            48,156,048
<ACCUMULATED-NII-PRIOR>                                                5,406
<ACCUMULATED-GAINS-PRIOR>                                           (359,660)
<OVERDISTRIB-NII-PRIOR>                                                    0
<OVERDIST-NET-GAINS-PRIOR>                                                 0
<GROSS-ADVISORY-FEES>                                                527,834
<INTEREST-EXPENSE>                                                         0
<GROSS-EXPENSE>                                                      841,938
<AVERAGE-NET-ASSETS>                                             168,074,656
<PER-SHARE-NAV-BEGIN>                                                   9.27
<PER-SHARE-NII>                                                         0.55
<PER-SHARE-GAIN-APPREC>                                                 0.41
<PER-SHARE-DIVIDEND>                                                    0.55
<PER-SHARE-DISTRIBUTIONS>                                               0.00
<RETURNS-OF-CAPITAL>                                                    0.00
<PER-SHARE-NAV-END>                                                     9.68
<EXPENSE-RATIO>                                                         0.50
<AVG-DEBT-OUTSTANDING>                                                     0
<AVG-DEBT-PER-SHARE>                                                    0.00
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000717316
<NAME> AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
<SERIES>
   <NUMBER> 6
   <NAME> BENHAM CALIFORNIA INSURED FUND TAX-FREE
       
<S>                      <C>
<PERIOD-TYPE>                                      12-MOS
<FISCAL-YEAR-END>                                  AUG-31-1997
<PERIOD-END>                                       AUG-31-1997
<INVESTMENTS-AT-COST>                                            175,392,902
<INVESTMENTS-AT-VALUE>                                           185,878,331
<RECEIVABLES>                                                      3,040,200
<ASSETS-OTHER>                                                       776,435
<OTHER-ITEMS-ASSETS>                                                       0
<TOTAL-ASSETS>                                                   189,694,966
<PAYABLE-FOR-SECURITIES>                                                   0
<SENIOR-LONG-TERM-DEBT>                                                    0
<OTHER-ITEMS-LIABILITIES>                                            550,258
<TOTAL-LIABILITIES>                                                  550,258
<SENIOR-EQUITY>                                                  182,410,020
<PAID-IN-CAPITAL-COMMON>                                          (5,769,885)
<SHARES-COMMON-STOCK>                                             18,241,002
<SHARES-COMMON-PRIOR>                                             19,177,330
<ACCUMULATED-NII-CURRENT>                                                  0
<OVERDISTRIBUTION-NII>                                                     0
<ACCUMULATED-NET-GAINS>                                            2,019,144
<OVERDISTRIBUTION-GAINS>                                                   0
<ACCUM-APPREC-OR-DEPREC>                                          10,485,429
<NET-ASSETS>                                                     189,144,708
<DIVIDEND-INCOME>                                                          0
<INTEREST-INCOME>                                                 10,842,942
<OTHER-INCOME>                                                             0
<EXPENSES-NET>                                                       920,110
<NET-INVESTMENT-INCOME>                                            9,922,832
<REALIZED-GAINS-CURRENT>                                           2,673,486
<APPREC-INCREASE-CURRENT>                                          4,232,221
<NET-CHANGE-FROM-OPS>                                             16,828,539
<EQUALIZATION>                                                             0
<DISTRIBUTIONS-OF-INCOME>                                          9,927,378
<DISTRIBUTIONS-OF-GAINS>                                                   0
<DISTRIBUTIONS-OTHER>                                                      0
<NUMBER-OF-SHARES-SOLD>                                            5,525,997
<NUMBER-OF-SHARES-REDEEMED>                                        7,128,973
<SHARES-REINVESTED>                                                  666,648
<NET-CHANGE-IN-ASSETS>                                            (2,666,258)
<ACCUMULATED-NII-PRIOR>                                                4,546
<ACCUMULATED-GAINS-PRIOR>                                           (654,342)
<OVERDISTRIB-NII-PRIOR>                                                    0
<OVERDIST-NET-GAINS-PRIOR>                                                 0
<GROSS-ADVISORY-FEES>                                                584,652
<INTEREST-EXPENSE>                                                         0
<GROSS-EXPENSE>                                                      920,110
<AVERAGE-NET-ASSETS>                                             189,818,870
<PER-SHARE-NAV-BEGIN>                                                  10.00
<PER-SHARE-NII>                                                         0.53
<PER-SHARE-GAIN-APPREC>                                                 0.37
<PER-SHARE-DIVIDEND>                                                    0.53
<PER-SHARE-DISTRIBUTIONS>                                               0.00
<RETURNS-OF-CAPITAL>                                                    0.00
<PER-SHARE-NAV-END>                                                    10.37
<EXPENSE-RATIO>                                                         0.48
<AVG-DEBT-OUTSTANDING>                                                     0
<AVG-DEBT-PER-SHARE>                                                    0.00
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000717316
<NAME> AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS
<SERIES>
   <NUMBER> 7
   <NAME> BENHAM CALIFORNIA LIMITED-TERM TAX-FREE
       
<S>                      <C>
<PERIOD-TYPE>                                     12-MOS
<FISCAL-YEAR-END>                                 AUG-31-1997
<PERIOD-END>                                      AUG-31-1997
<INVESTMENTS-AT-COST>                                           126,857,136
<INVESTMENTS-AT-VALUE>                                          128,392,765
<RECEIVABLES>                                                     1,676,122
<ASSETS-OTHER>                                                       97,855
<OTHER-ITEMS-ASSETS>                                                      0
<TOTAL-ASSETS>                                                  130,166,742
<PAYABLE-FOR-SECURITIES>                                          3,221,427
<SENIOR-LONG-TERM-DEBT>                                                   0
<OTHER-ITEMS-LIABILITIES>                                           314,134
<TOTAL-LIABILITIES>                                               3,535,561
<SENIOR-EQUITY>                                                 122,926,060
<PAID-IN-CAPITAL-COMMON>                                          3,003,149
<SHARES-COMMON-STOCK>                                            12,292,606
<SHARES-COMMON-PRIOR>                                            10,173,566
<ACCUMULATED-NII-CURRENT>                                                 0
<OVERDISTRIBUTION-NII>                                                    0
<ACCUMULATED-NET-GAINS>                                            (833,657)
<OVERDISTRIBUTION-GAINS>                                                  0
<ACCUM-APPREC-OR-DEPREC>                                          1,535,629
<NET-ASSETS>                                                    126,631,181
<DIVIDEND-INCOME>                                                         0
<INTEREST-INCOME>                                                 5,234,789
<OTHER-INCOME>                                                            0
<EXPENSES-NET>                                                      551,858
<NET-INVESTMENT-INCOME>                                           4,682,931
<REALIZED-GAINS-CURRENT>                                            317,683
<APPREC-INCREASE-CURRENT>                                           857,109
<NET-CHANGE-FROM-OPS>                                             5,857,723
<EQUALIZATION>                                                            0
<DISTRIBUTIONS-OF-INCOME>                                         4,696,464
<DISTRIBUTIONS-OF-GAINS>                                                  0
<DISTRIBUTIONS-OTHER>                                                     0
<NUMBER-OF-SHARES-SOLD>                                           6,370,918
<NUMBER-OF-SHARES-REDEEMED>                                       4,577,218
<SHARES-REINVESTED>                                                 325,340
<NET-CHANGE-IN-ASSETS>                                           22,924,357
<ACCUMULATED-NII-PRIOR>                                              13,533
<ACCUMULATED-GAINS-PRIOR>                                        (1,151,340)
<OVERDISTRIB-NII-PRIOR>                                                   0
<OVERDIST-NET-GAINS-PRIOR>                                                0
<GROSS-ADVISORY-FEES>                                               346,562
<INTEREST-EXPENSE>                                                        0
<GROSS-EXPENSE>                                                     551,858
<AVERAGE-NET-ASSETS>                                            111,574,019
<PER-SHARE-NAV-BEGIN>                                                 10.19
<PER-SHARE-NII>                                                        0.43
<PER-SHARE-GAIN-APPREC>                                                0.11
<PER-SHARE-DIVIDEND>                                                   0.43
<PER-SHARE-DISTRIBUTIONS>                                              0.00
<RETURNS-OF-CAPITAL>                                                   0.00
<PER-SHARE-NAV-END>                                                   10.30
<EXPENSE-RATIO>                                                        0.49
<AVG-DEBT-OUTSTANDING>                                                    0
<AVG-DEBT-PER-SHARE>                                                   0.00
        

</TABLE>


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