AMERICAN CENTURY MUNICIPAL TRUST
485BPOS, 1997-08-29
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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. 2-91229:

         Pre-Effective Amendment No.____

         Post-Effective Amendment No._20_                              X
                                                                     -----
                                     and/or

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

         File No. 811-4025:

         Amendment No._21_


         AMERICAN CENTURY MUNICIPAL TRUST
         (Exact Name of Registrant as Specified in Charter)

         4500 Main Street, P.O. Box 419200, 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 September 2, 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 July 28, 1997, the  Registrant  filed a Rule
24f-2 Notice on Form 24f-2 with respect to its fiscal year ended May 31, 1997.
<PAGE>
                        AMERICAN CENTURY MUNICIPAL TRUST
                    1933 Act Post-Effective Amendment No. 20
                            1940 Act Amendment No. 21

                                    FORM N-1A
                              CROSS-REFERENCE SHEET

PART A:  PROSPECTUS

ITEM      PROSPECTUS CAPTION

1         Cover Page

2         Transaction and Operating Expense Table

3         Financial   Highlights,   Performance   Information  of  Other  Class,
          Performance Advertising

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

5         Management

5A        Not Applicable

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

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

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(sm)

                               SEPTEMBER 2, 1997

                                    BENHAM
                                 GROUP(reg.tm)

                      Arizona Intermediate-Term Municipal
                        Florida Municipal Money Market
                      Florida Intermediate-Term Municipal
                             Tax-Free Money Market
                             Limited-Term Tax-Free
                          Intermediate-Term Tax-Free
                              Long-Term Tax-Free

INVESTOR CLASS

[front cover]

                         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(reg. tm)
        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

                     Arizona Intermediate-Term Municipal *
                       Florida Municipal Money Market *
                     Florida Intermediate-Term Municipal *
                            Tax-Free Money Market *
                            Limited-Term Tax-Free *
                         Intermediate-Term Tax-Free *
                              Long-Term Tax-Free


                                  PROSPECTUS

                               SEPTEMBER 2, 1997

            Arizona Intermediate-Term Municipal * Florida Municipal
              Money Market * Florida Intermediate-Term Municipal *
                 Tax-Free Money Market * Limited-Term Tax-Free
                 Intermediate-Term Tax-Free * Long-Term Tax-Free

                                INVESTOR CLASS

                       AMERICAN CENTURY MUNICIPAL TRUST

    American Century Municipal Trust is 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
that  invest  in  various  types of  municipal  securities  (the  "Funds"),  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 September 2, 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 ARIZONA INTERMEDIATE-TERM MUNICIPAL FUND

Arizona Intermediate-Term Fund seeks to obtain as high a level of current income
exempt from Arizona and regular federal income tax as is consistent with prudent
investment management and conservation of shareholders' capital.

AMERICAN CENTURY - BENHAM FLORIDA MUNICIPAL MONEY-MARKET FUND

Florida  Municipal  Money Market is a money market fund which seeks to obtain as
high a level of current  income  exempt from  regular  federal  income tax as is
consistent with prudent investment  management and conservation of shareholders'
capital. The Fund intends to invest so as to qualify its shares for an exemption
from the Florida  intangible  personal  property tax (the  "Florida  Intangibles
Tax"). THERE CAN BE NO ASSURANCE THAT THE FUND WILL BE ABLE TO MAINTAIN A STABLE
NET ASSET VALUE PER SHARE.

AMERICAN CENTURY - BENHAM FLORIDA INTERMEDIATE-TERM MUNICIPAL FUND

Florida  Intermediate-Term  seeks to  obtain as high a level of  current  income
exempt from regular federal income tax as is consistent with prudent  investment
management and conservation of shareholders' capital. The Fund intends to invest
so as to qualify its shares for an exemption from the Florida Intangibles Tax.

AMERICAN CENTURY - BENHAM TAX-FREE MONEY-MARKET FUND

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

AMERICAN CENTURY - BENHAM LIMITED-TERM TAX-FREE FUND
AMERICAN CENTURY - BENHAM INTERMEDIATE-TERM TAX-FREE FUND
AMERICAN CENTURY - BENHAM LONG-TERM TAX-FREE FUND

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

   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.  Tax-Free  Money Market,
Limited-Term  Tax-Free,  Intermediate-Term  Tax-Free and Long-Term  Tax-Free are
referred to as the "Tax-Free  Funds." Florida Municipal Money Market and Florida
Intermediate-Term  are referred to as the  "Florida  Funds."  Finally,  Tax-Free
Money Market and the Florida Municipal Money Market are called the "Money Market
Funds." The  remaining  non-money  market Funds are referred to as the "Variable
Price Funds."

  ARIZONA  INTERMEDIATE-TERM  MUNICIPAL AND THE FLORIDA FUNDS  CONCENTRATE THEIR
INVESTMENTS  GEOGRAPHICALLY  BY  INVESTING  IN  SECURITIES  ISSUED BY  AGENCIES,
INSTRUMENTALITIES  AND  MUNICIPALITIES  OF THE  STATES OF ARIZONA  AND  FLORIDA,
RESPECTIVELY.  BECAUSE OF THIS  CONCENTRATION,  THEY 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 Objectives of the Funds ........................................ 2
 Transaction and Operating Expense Table ................................... 4
 Financial Highlights ...................................................... 5
 INFORMATION REGARDING THE FUNDS
 Investment Policies of the Funds ..........................................12
    Arizona Intermediate-Term Municipal ....................................12
    Florida Municipal Money Market,
       Florida Intermediate-Term Municipal .................................13
    Tax-Free Money Market, Intermediate-Term
       Tax-Free, Long-Term Tax-Free ........................................14
 Portfolio Investment Quality and Maturity
    Guidelines .............................................................14
    Money Market Funds .....................................................14
    Variable Price Funds ...................................................15
 Risk Factors and Investment Techniques ....................................15
    Basic Fixed Income Investment Risks ....................................15
            Interest Rate Risk .............................................15
            Credit Risk ....................................................15
            Concentration Risk .............................................16
            Call Risk ......................................................16
       Municipal Securities ................................................16
       Tax-Exempt Securities ...............................................17
  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 .................................................27

 ADDITIONAL INFORMATION YOU SHOULD KNOW

 Share Price ...............................................................28
    When Share Price Is Determined .........................................28
    How Share Price Is Determined ..........................................28
    Where to Find Information About Share Price ............................29
 Distributions .............................................................29
 Taxes .....................................................................29
    Tax-Deferred Accounts ..................................................29
    Taxable Accounts .......................................................30
    Special Tax Information ................................................30
    Municipal Securities ...................................................31
    AMT Liability ..........................................................31
    Arizona Intermediate-Term Municipal ....................................31
    Florida Funds ..........................................................31
 Management ................................................................32
    Investment Management ..................................................32
    Code of Ethics .........................................................33
    Transfer and Administrative Services ...................................33
 Distribution of Fund Shares ...............................................33
 Further Information About American Century ................................33


PROSPECTUS                                        TABLE OF CONTENTS       3


<TABLE>
<CAPTION>
                    TRANSACTION AND OPERATING EXPENSE TABLE
                                                                                             Arizona
                                                                                         Intermediate-Term
                                                                                             Municipal,
                                                                                              Florida
                                                                                         Intermediate-Term
                                                                                             Municipal,
                                                                                           Limited-Term
                                                                                             Tax-Free,
                                                                                         Intermediate-Term
                                                                              Florida        Tax-Free,
                                                              Tax-Free       Municipal       Long-Term
                                                            Money Market    Money Market      Tax-Free
SHAREHOLDER TRANSACTION EXPENSES:

<S>                                                           <C>           <C>              <C>
Maximum Sales Load Imposed 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(2) (as a percentage of net assets):

Management Fees(3) ........................................... 0.00%           0.50%           0.52%

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

Other Expenses(4) ............................................ 0.00%           0.00%           0.00%

Total Fund Operating Expenses ................................ 0.00%           0.50%           0.52%

EXAMPLE:

You would pay the following expenses on                 1 year    $0              $5              $5
a $1,000 investment, assuming a 5% annual              3 years    11              16              17
return and redemption at the end of each time period:  5 years    22              28              29
                                                      10 years    57              63              65

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

(2)  American  Century  Investment  Management,  Inc.  has  agreed  to waive the
     expenses of Tax-Free Money Market, until July 31, 1998, to 0.00% of its net
     assets.  If this waiver was not in effect,  the  Management  Fees and Total
     Fund Operating Expenses would be 0.50% and 0.50%, respectively.

(3)  A portion of the management fee may be paid by American Century  Investment
     Management,  Inc. 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 33.

(4)  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 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
Securities and Exchange Commission 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
                      ARIZONA INTERMEDIATE-TERM 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 May
31, except as noted.

                                                                    1997          1996         1995      1994(1)

PER-SHARE DATA

<S>                                                                <C>           <C>          <C>        <C>   
Net Asset Value, Beginning of Period ..........................    $10.31        $10.35       $10.13     $10.00
                                                                ----------   -----------   ----------  ----------
Income From Investment Operations

   Net Investment Income ......................................      0.45          0.51         0.51       0.07

   Net Realized and Unrealized Gain (Loss)
   on Investment Transactions .................................      0.13        (0.03)         0.22       0.13
                                                                ----------   -----------   ----------  ----------
   Total From Investment Operations ...........................      0.58          0.48         0.73       0.20
                                                                ----------   -----------   ----------  ----------
Distributions

   From Net Investment Income .................................    (0.45)        (0.51)       (0.51)     (0.07)

   From Net Realized Gains on Investment Transactions .........      --          (0.01)         --         --
                                                                ----------   -----------   ----------  ----------
   Total Distributions ........................................    (0.45)        (0.52)       (0.51)     (0.07)
                                                                ----------   -----------   ----------  ----------
Net Asset Value, End of Period ................................    $10.44        $10.31       $10.35     $10.13
                                                                =========    ===========   ==========  ==========
Total Return(2) ...............................................     5.77%         4.65%       7.52%       1.99%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets .............     0.66%         0.14%        --          --

Ratio of Operating Expenses to Average Net Assets
  (Before Expense Waiver) .....................................     0.79%         0.82%       1.01%     2.33%(3)

Ratio of Net Investment Income to Average Net Assets ..........     4.35%         4.85%       5.16%     5.08%(3)

Ratio of Net Investment Income to Average Net Assets
  (Before Expense Waiver) .....................................     4.22%         4.17%       4.15%     2.75%(3)

Portfolio Turnover Rate .......................................       81%           36%         33%          18%

Net Assets, End of Period (in thousands) ......................   $30,555       $25,789     $19,778      $7,187

(1)  From April 11, 1994 (inception) through May 31, 1994.

(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        5

<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                        FLORIDA 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 May
31, except as noted.

                                                                     1997         1996         1995         1994(1)

PER-SHARE DATA

<S>                                                                 <C>          <C>          <C>            <C>  
Net Asset Value, Beginning of Period ...........................    $1.00        $1.00        $1.00          $1.00
                                                                ----------   -----------   ----------    ----------
Income From Investment Operations

   Net Investment Income .......................................     0.03         0.04         0.04           --
                                                                ----------   -----------   ----------    ----------
Distributions

   From Net Investment Income ..................................   (0.03)       (0.04)       (0.04)           --
                                                                ----------   -----------   ----------    ----------

Net Asset Value, End of Period .................................    $1.00        $1.00        $1.00          $1.00
                                                                ==========   ===========   ==========    ==========
Total Return(2) ................................................    3.55%        3.86%        3.71%          0.40%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets(3) ...........    0.12%        0.01%           --            --

Ratio of Operating Expenses to Average Net Assets
  (Before Expense Waiver)(3) ...................................    0.66%        0.71%        0.88%      1.58%(4)

Ratio of Net Investment Income to Average Net Assets ...........    3.48%        3.75%        3.93%      2.99%(4)

Ratio of Net Investment Income to Average Net Assets
  (Before Expense Waiver) ......................................    2.94%        3.05%        3.05%      1.41%(4)

Net Assets, End of Period (in thousands) ....................... $112,129      $99,993      $45,147       $5,565

(1)  From April 11, 1994 (inception) through May 31, 1994.

(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)  The ratios for the periods  subsequent  to May 31, 1995,  include  expenses
     paid through expense offset arrangements.

(4)  Annualized.
</TABLE>


6     FINANCIAL HIGHLIGHTS                       AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
                             FINANCIAL HIGHLIGHTS
                      FLORIDA INTERMEDIATE-TERM 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 May
31, except as noted.

                                                                  1997         1996        1995      1994(1)
PER-SHARE DATA

<S>                                                              <C>          <C>         <C>         <C>   
Net Asset Value, Beginning of Period ........................    $10.18       $10.30      $10.11      $10.00
                                                              ----------   ----------   ---------   ---------
Income From Investment Operations

   Net Investment Income ....................................      0.46         0.52        0.52        0.07

   Net Realized and Unrealized Gain (Loss)
   on Investment Transactions ...............................      0.20       (0.08)        0.19        0.11
                                                              ----------   ----------   ---------   ---------
   Total From Investment Operations .........................      0.66         0.44        0.71        0.18
                                                              ----------   ----------   ---------   ---------
Distributions

   From Net Investment Income ...............................    (0.46)       (0.52)      (0.52)      (0.07)

   From Net Realized Capital Gains ..........................    (0.04)       (0.04)        --          --
                                                              ----------   ----------   ---------   ---------
   Total Distributions ......................................    (0.50)       (0.56)      (0.52)      (0.07)
                                                              ----------   ----------   ---------   ---------
Net Asset Value, End of Period ..............................    $10.34       $10.18      $10.30      $10.11
                                                              ==========   ==========   =========   =========
Total Return(2) .............................................     6.63%        4.34%       7.31%       1.79%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ...........     0.65%        0.13%        --            --

Ratio of Operating Expenses to Average Net Assets
  (Before Expense Waiver) ...................................     0.86%        0.88%       1.09%     1.92%(3)

Ratio of Net Investment Income to Average Net Assets ........     4.42%        5.05%       5.23%     5.02%(3)

Ratio of Net Investment Income to Average Net Assets
  (Before Expense Waiver) ...................................     4.21%        4.30%       4.14%     3.10%(3)

Portfolio Turnover Rate .....................................       82%          66%         37%           6%

Net Assets, End of Period (in thousands) ....................   $16,513      $10,319      $9,532       $5,892

(1)  From April 11, 1994 (inception) through May 31, 1994.

(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
                             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 May
31, except as noted.

                                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 Period ........   $1.00   $1.00    $1.00     $1.00     $1.00    $1.00      $1.00    $1.00    $1.00    $1.00
                            --------  ------  -------  --------  --------  -------  ---------  -------  -------  -------
Income From Investment
Operations

  Net Investment Income ....    0.03    0.03     0.03      0.02      0.02     0.03       0.05     0.06     0.06     0.05

  Net Realized and
  Unrealized
  Losses on Investment
  Transactions .............      --      --       --        --        --       --         --       --       --   (0.01)
                            --------  ------  -------  --------  --------  -------  ---------  -------  -------  -------
  Total Income From
  Investment
  Operations ...............    0.03    0.03     0.03      0.02      0.02     0.03       0.05     0.06     0.06     0.04
                            --------  ------  -------  --------  --------  -------  ---------  -------  -------  -------
Distributions

  From Net Investment
  Income ...................  (0.03)  (0.03)   (0.03)    (0.02)    (0.02)   (0.03)     (0.05)   (0.06)   (0.06)   (0.04)
                            --------  ------  -------  --------  --------  -------  ---------  -------  -------  -------
  Total Distributions ......  (0.03)  (0.03)   (0.03)    (0.02)    (0.02)   (0.03)     (0.05)   (0.06)   (0.06)   (0.04)
                            --------  ------  -------  --------  --------  -------  ---------  -------  -------  -------
Net Asset Value,
End of Period ..............  $1.00    $1.00    $1.00     $1.00     $1.00    $1.00      $1.00    $1.00    $1.00    $1.00
                            ========  ======  =======  ========  ========  =======  =========  =======  =======  =======
Total Return(1) ............  2.98%    3.19%    2.95%     1.92%     2.12%    3.48%      5.13%    5.68%    5.80%    4.19%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to Average Net
Assets .....................  0.67%    0.65%    0.66%     0.67%     0.68%     0.57%     0.50%    0.50%    0.50%    0.31%

Ratio of Net Investment
Income to Average
Net Assets .................  2.93%    3.12%    2.88%     1.89%     2.10%     3.40%     4.99%    5.56%    5.68%    4.10%

Net Assets, End
of Period (in thousands) ...$85,730  $91,118  $92,034  $109,818  $109,875  $111,112  $111,224  $92,975  $93,897  $70,976


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


8      FINANCIAL HIGHLIGHTS                   AMERICAN CENTURY INVESTMENTS

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

  The Financial  Highlights for each of the periods  presented have been audited
by Baird, Kurtz & Dobson, independent certified public accountants, 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  reflects the  reorganization of the
Fund   through   acquisition   of  the  assets  and   liabilities   of  American
Century-Benham Limited-Term Tax-Exempt Fund, a series of American Century Mutual
Funds,  Inc., and is for a share outstanding  throughout the years ended October
31, except as noted.

                                          1997(1)        1996         1995          1994        1993(2)

PER-SHARE DATA

<S>                                       <C>           <C>           <C>          <C>          <C>   
Net Asset Value, Beginning of Period ..   $10.08        $10.09        $9.95        $10.04       $10.00
                                       ----------     ----------   ----------     ---------    ---------
Income From Investment Operations

  Net Investment Income ...............     0.20          0.43         0.44          0.36         0.21

  Net Realized and Unrealized Gain
  Loss on Investment Transactions .....   (0.06)        (0.01)         0.14        (0.09)         0.04
                                       ----------     ----------   ----------     ---------    ---------
  Total From Investment Operations ....     0.14          0.42         0.58          0.27         0.25
                                       ----------     ----------   ----------     ---------    ---------
Distributions

  From Net Investment Income ..........   (0.20)        (0.43)       (0.44)        (0.36)       (0.21)
                                       ----------     ----------   ----------     ---------    ---------
Net Asset Value, End of Period ........   $10.02        $10.08       $10.09         $9.95       $10.04
                                       ==========     ==========   ==========     =========    =========
  Total Return(3) .....................    1.45%         4.26%        5.95%         2.75%        2.55%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to
Average Net Assets .................... 0.60%(4)      0.38%(5)        --(5)        --(5)          --(5)

Ratio of Net Investment Income
to Average Net Assets .................  4.05(4)         4.28%        4.38%        3.62%       3.09%(4)

Portfolio Turnover Rate ...............      42%           68%          78%          42%             3%

Net Assets, End of Period
(in thousands) ........................  $45,595       $49,866      $58,837      $60,857        $52,265


(1)  Six months ended April 30, 1997 (unaudited).

(2)  March 1, 1993 (inception) through October 31, 1993.

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

(4)  Annualized.

(5)  The Manager  voluntarily  waived its  management  fee through  February 29,
     1996.  In the absence of the  waiver,  the ratio of  operating  expenses to
     average net assets would have been 0.60%.
</TABLE>


PROSPECTUS                                     FINANCIAL HIGHLIGHTS       9

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

The Financial  Highlights for each of the periods presented have been audited by
Baird, Kurtz & Dobson,  independent  certified public accountants,  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  reflects the  reorganization of the
Fund   through   acquisition   of  the  assets  and   liabilities   of  American
Century-Benham  Intermediate-Term  Tax-Exempt Fund, a series of American Century
Mutual Funds,  Inc., and is for a share  outstanding  throughout the years ended
October 31, except as noted.

                     1997(1)   1996     1995    1994     1993(2)  1992(2)  1991(2) 1990(2) 1989(2)  1988(2) 1987(2)(3)

PER-SHARE DATA

Net Asset Value,
Beginning of
<S>                 <C>       <C>      <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>      <C>   
Period ............ $10.35    $10.45   $10.01   $10.75   $10.27   $10.06    $9.66    $9.67    $9.73    $9.42    $10.00
                   --------   -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
Income From
Investment
Operations

  Net Investment
  Income ..........   0.24      0.48     0.49     0.48     0.48     0.48     0.54     0.56     0.56     0.54      0.30

  Net Realized
  and Unrealized
  Gain (Loss) on
  Investment
  Transactions .... (0.09)    (0.03)     0.52   (0.61)     0.55     0.21     0.40   (0.01)   (0.06)     0.31    (0.58)
                   --------   -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
  Total From
  Investment
  Operations ......   0.15      0.45     1.01   (0.13)     1.03     0.69     0.94     0.55     0.50     0.85    (0.28)
                   --------   -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
Distributions

  From Net
  Investment
  Income .......... (0.24)    (0.48)   (0.49)   (0.48)   (0.48)   (0.48)   (0.54)   (0.56)   (0.56)   (0.54)    (0.30)

  From Net
  Realized
  Gains on
  Investment
  Transactions .... (0.02)    (0.07)   (0.08)   (0.13)   (0.07)      --       --       --       --       --        --
                   --------   -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
  Total
  Distributions ... (0.26)    (0.55)   (0.57)   (0.61)   (0.55)   (0.48)   (0.54)   (0.56)   (0.56)   (0.54)    (0.30)
                   --------   -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
Net Asset Value,
End of Period ..... $10.24    $10.35    $10.45   $10.01   $10.75   $10.27   $10.06    $9.66    $9.67    $9.73     $9.42
                   ========   =======   ======  =======  =======  =======   ======   ======   ======  =======   =======
  Total Return(4) .  1.50%     4.47%    10.41%  (1.25)%   10.25%    7.00%    9.91%    5.89%    5.30%    9.18%   (4.34)%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to
Average Net
Assets ............0.60(5)     0.60%    0.60%    0.60%    0.72% 0.98%(6) 0.96%(6)    1.00%    1.00%    1.00%  1.00%(5)

Ratio of Net
Investment
Income
to Average
Net Assets ........4.70(5)     4.66%    4.77%    4.59%    4.51%    4.68%    5.40%    5.80%    5.79%    5.57%  4.80%(5)

Portfolio
Turnover Rate .....    10%       39%      32%      74%      38%      36%      62%     102%      74%      86%    92%(5)

Net Assets,
End of Period
(in thousands) ....$72,162   $80,568  $80,248  $81,400  $98,740  $76,745  $45,359  $25,587  $20,616  $14,286   $8,262


(1)  Six months ended April 30, 1997 (unaudited).

(2)  The data  presented  has been  restated  to give effect to a 10 for 1 stock
     split in the form of a stock dividend that occurred on November 13, 1993.

(3)  March 2, 1987 (inception) through October 31, 1987.

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

(5)  Annualized.

(6)  Expenses  are shown  net of  management  fees  waived  by the  manager  for
     low-balance account fees collected during the period.
</TABLE>

10      FINANCIAL HIGHLIGHTS                   AMERICAN CENTURY INVESTMENTS

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

The Financial  Highlights for each of the periods presented have been audited by
Baird, Kurtz & Dobson,  independent  certified public accountants,  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  reflects the  reorganization of the
Fund   through   acquisition   of  the  assets  and   liabilities   of  American
Century-Benham  Long-Term  Tax-Exempt  Fund, a series of American Century Mutual
Funds,  Inc., and is for a share outstanding  throughout the years ended October
31, except as noted.

                    1997(1)    1996     1995    1994    1993(2)  1992(2)   1991(2)  1990(2)  1989(2) 1988(2) 1987(2)(3)

PER-SHARE DATA

Net Asset
Value, Beginning
<S>                <C>        <C>       <C>     <C>      <C>      <C>       <C>      <C>      <C>      <C>      <C>   
of Period ........ $10.58     $10.54    $9.75   $11.10   $10.36   $10.23    $9.62    $9.84    $9.73    $9.09    $10.00
                  -------    -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
Income From
Investment
Operations

  Net Investment
  Income .........   0.27       0.53     0.53     0.52     0.53     0.53     0.57     0.60     0.62     0.61      0.37

  Net Realized
  and Unrealized
  Gain (Loss) on
  Investment
  Transactions ... (0.10)     (0.04)     0.83   (1.01)     0.90     0.22     0.61   (0.12)     0.11     0.64    (0.91)
                  -------    -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
  Total From
  Investment
  Operations .....   0.17       0.57     1.36   (0.49)     1.43     0.75     1.18     0.48     0.73     1.25    (0.54)
                  -------    -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
Distributions

  From Net
  Investment
  Income ......... (0.27)     (0.53)   (0.53)   (0.52)   (0.53)   (0.53)   (0.57)   (0.61)   (0.62)   (0.61)    (0.37)

  From Net
  Realized Gains
  on Investment
  Transactions ...     --         --   (0.04)   (0.34)   (0.16)   (0.09)       --   (0.09)       --       --        --
                  -------    -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
  Total
  Distributions .. (0.27)     (0.53)   (0.57)   (0.86)   (0.69)   (0.62)   (0.57)   (0.70)   (0.62)   (0.61)    (0.37)
                  -------    -------   ------  -------  -------  -------   ------   ------   ------  -------   -------
Net Asset Value,
End of Period .... $10.48     $10.58   $10.54    $9.75   $11.10   $10.36   $10.23    $9.62    $9.84    $9.73     $9.09
                  =======    =======   ======  =======  =======  =======   ======   ======   ======  =======   =======
  Total Return(4)   1.63%      5.60%   14.45%  (4.70)%   14.32%    7.43%   12.54%    5.04%    7.75%   14.15%   (8.21)%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating
Expenses to
Average Net
Assets ..........0.60%(5)      0.59%    0.59%    0.60%    0.73% 0.98%(6) 0.96%(6)    1.00%    1.00%    1.00%  1.00%(5)

Ratio of Net
Investment
Income to Average
Net Assets ......5.17%(5)      5.06%    5.24%    5.00%    4.90%    5.07%    5.73%    6.22%    6.36%    6.43%  6.20%(5)

Portfolio
Turnover Rate ...     16%        60%      61%      66%      81%      88%     110%     144%     120%     215%    94%(5)

Net Assets,
End of Period
(in thousands) .. $56,266    $60,772  $57,997  $50,964  $70,757  $61,825  $39,229  $27,862  $20,217  $12,407   $6,426


(1)  Six months ended April 30, 1997 (unaudited).

(2)  The data  presented  has been  restated  to give effect to a 10 for 1 stock
     split in the form of a stock dividend that occurred on November 13, 1993.

(3)  March 2, 1987 (inception) through October 31, 1987.

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

(5)  Annualized.

(6)  Expenses  are shown  net of  management  fees  waived  by the  manager  for
     low-balance account fees collected during the period.
</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  which are 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.

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

ARIZONA INTERMEDIATE-TERM MUNICIPAL

    Arizona  Intermediate-Term  Municipal  seeks  to  obtain  as high a level of
current  income  exempt  from  Arizona  and  regular  federal  income  tax as is
consistent with prudent investment  management and conservation of shareholders'
capital.

    Arizona Intermediate-Term Municipal is designed for individuals in upper tax
brackets  seeking  income free from  Arizona  state and regular  federal  income
taxes,  although Arizona  Intermediate-Term  Municipal may generate some taxable
income. Because of this emphasis on tax-exempt income, Arizona Intermediate-Term
Municipal does not constitute a balanced investment.

    Arizona  Intermediate-Term  Municipal  is  a  "non-diversified  company"  as
defined in the Investment  Company Act of 1940 (the  "Investment  Company Act").
However,  the Arizona  Intermediate-Term  Municipal  intends to meet federal tax
requirements for qualification as a regulated  investment  company, as described
in the Fund's Statement of Additional Information.

    Arizona  Intermediate-Term  Municipal  intends to remain  fully  invested in
municipal  obligations  (obligations  issued  by or on  behalf  of a state,  its
political  subdivisions,  agencies,  and  instrumentalities).  As a  fundamental
policy, Arizona Intermediate-Term  Municipal will invest at least 80% of its net
assets in obligations  with interest exempt from the regular federal income tax,
excluding the federal alternative minimum tax (the "AMT").

    In addition, Arizona Intermediate-Term Municipal will invest at least 65% of
its net assets in Arizona  municipal  obligations  (obligations  issued by or on
behalf  of the state of  Arizona,  its  political  subdivisions,  agencies,  and
instrumentalities).

    The remaining 35% of net assets may be invested in (1) obligations issued by
other states and their political  subdivisions,  (2) obligations  issued by U.S.
territories  or  possessions  such  as  Puerto  Rico,  and (3)  U.S.  government
securities. Under exceptional market or economic conditions, the Fund may invest
more than 35% of its net assets in these securities.

    Arizona Intermediate-Term  Municipal is authorized,  under normal conditions
to invest as much as 100% of its net assets in municipal  obligations  for which
the  interest is a tax  preference  item for  purposes of the AMT. If you are or
become  subject  to the AMT,  a portion of your  income  distributions  that are
exempt  from the  regular  federal  income  tax may not be exempt  from the AMT.
Interest from AMT bonds is  considered to be exempt from federal  income tax for
purposes of the 80% policy noted above.

    Because Arizona  Intermediate-Term  Municipal  invests  primarily in Arizona
municipal  securities,  its yield and share price are affected by political  and
economic  conditions and developments  within Arizona.  The following summary is
derived from  official  statements of the state of Arizona as well as from other
publicly-available  documents.  This summary has not been independently verified
by Arizona  Intermediate-Term  Municipal  and does not  purport to be a complete
description  of the  conditions  and  developments  in  Arizona  that may affect
Arizona Intermediate-Term Municipal. For further information about the risks


12     INFORMATION REGARDING THE FUNDS      AMERICAN CENTURY INVESTMENTS


associated   with   investing  in  Arizona   obligations,   please  see  Arizona
Intermediate-Term Municipal's Statement of Additional Information.

    Arizona  has  been,  and  is  projected  to  continue  to  be,  one  of  the
faster-growing areas in the United States.  During the last several decades, the
state has outpaced most other regions of the country in population  and personal
income growth, gross state product, and job creation, although growth has slowed
somewhat in recent years.  During the last 25 years, the state's emphasis on the
mining and agricultural  employment sectors has diminished,  and significant job
growth  has  occurred  in  the  areas  of  aerospace,   information  technology,
construction, finance, insurance, and real estate.

    Under its  constitution,  the state of  Arizona  is not  permitted  to issue
general  obligation  bonds  secured  by the full  faith and credit of the state.
However,  certain agencies and  instrumentalities of the state are authorized to
issue bonds secured by revenues from specific projects and activities, and state
and local  government  units may enter into lease  transactions.  The particular
source of payments and security for an Arizona municipal  obligation is detailed
in the instruments themselves and in related offering materials.

    Limitations  imposed under Arizona law on taxation and bond indebtedness may
affect the  ability of the issuers to  generate  revenues to satisfy  their debt
obligations.  Arizona is required by law to maintain a balanced  budget.  In the
past,  the  state  has  issued a  combination  of  spending  reductions  and tax
increases  to avoid  potential  budgetary  shortfalls  and may  require to do so
again.

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

FLORIDA MUNICIPAL MONEY MARKET
FLORIDA INTERMEDIATE-TERM MUNICIPAL

    The Florida  Funds seek to obtain as high a level of current  income  exempt
from  regular  federal  income  tax as is  consistent  with  prudent  investment
management and conservation of shareholders'  capital. In addition,  Fund shares
are intended to be exempt from the Florida Intangibles Tax.

    The Florida Funds are designed for individuals in upper tax brackets seeking
income free from regular  federal  income tax,  although  the Florida  Funds may
generate some taxable income.  The Florida Funds also provide an investment that
is  intended  to be exempt from the  Florida  Intangibles  Tax.  Because of this
emphasis on tax-exempt income, the Florida Funds by themselves do not constitute
a balanced investment plan.

    Each  Florida  Fund  is  a  "non-diversified  company"  as  defined  in  the
Investment  Company  Act.  However,  each  Fund  intends  to  meet  federal  tax
requirements for qualification as a regulated investment company.

    Each Florida Fund intends to remain fully invested in municipal  obligations
(obligations  issued  by or on behalf of a state,  its  political  subdivisions,
agencies,  and  instrumentalities).  As a fundamental  policy, each Florida Fund
will invest at least 80% of its total assets in obligations with interest exempt
from regular federal income tax, not including the AMT.

    In addition, each Florida Fund will invest at least 65% of its net assets in
Florida municipal  obligations  (obligations  issued by or on behalf of Florida,
its political subdivisions, agencies, and instrumentalities, or U.S. possessions
or  territories  such as Puerto  Rico).  The  remaining 35% of net assets may be
invested  in  (1)  obligations  issued  by  other  states  and  their  political
subdivisions and (2) U.S.  government  securities.  Under exceptional  market or
economic  conditions,  each  Florida  Fund may  invest  more than 35% of its net
assets in these securities.

    Each Florida Fund is authorized under normal conditions to invest as much as
100% of its net assets in municipal  obligations for which the interest is a tax
preference  item for  purposes of the AMT.  If you are or become  subject to the
AMT, a portion of your  income  distributions  that are exempt  from the regular
federal  income tax may not be exempt from the AMT.  Interest  from AMT bonds is
considered to be exempt from federal income tax purposes of the 80% policy noted
above.

    As  discussed  more fully on page 30 under  "Special Tax  Information,"  the
Florida Funds may need to sell certain investments near the end of each calendar
year  so  that on  January  1 of  each  year,  its  portfolio  consists  only of
investments  that are exempt from the Florida  Intangibles  Tax. As a result,  a
Fund could incur additional costs or taxable income or gains.

    Because the Florida Funds invest primarily in Florida municipal securities,
Fund yields and share


PROSPECTUS                    INFORMATION REGARDING THE FUNDS          13


prices are affected by political and economic conditions and developments within
the  state of  Florida.  The  following  summary  is  derived  from  independent
municipal credit reports but has not been independently  verified by the Florida
Funds and does not purport to be a complete  description  of the  conditions and
developments in Florida that may affect the Florida Funds.

    Historically,  the Florida  economy has been dependent upon  agriculture and
seasonal  tourism.  These industries are vulnerable to widespread crop failures,
severe weather conditions and other agriculture-related problems, and trends and
difficulties in the tourism industry. In recent years, the economy has broadened
into a service and trade economy with substantial insurance, banking, and export
participation as well as a tourism industry that operates less seasonally.

    Population  growth was  significant in the 1980s and is expected to continue
but at reduced  rates.  The retiree  component of the  population is expected to
continue to be a major factor.  The population growth and expanding economy have
brought pressures for more  infrastructure,  educational  facilities,  and other
needs.  Therefore,  construction is very important to the Florida economy but is
vulnerable  to declines in economic and  population  growth and has been weak in
recent years.

    In August 1992,  Hurricane Andrew struck southern  Florida,  with consequent
hurricane  damage  estimated to be $20-30 billion,  about $10.2 billion of which
was insured.  Although the state and federal  governments  have pledged funds to
help rebuild the area,  the impact of this event on the fiscal  resources of the
state and on local government is difficult to assess.

    Florida is heavily  dependent  upon sales tax  revenues,  making the state's
general fund  vulnerable to recession and presenting  difficulties  in expanding
the tax base in an economy  increasingly geared to services.  This dependence on
sales tax has resulted in budgetary  shortfalls in the past; Florida has reacted
to  preserve  an  adequate  financial  position  primarily  through  expenditure
reductions and by doubling the intangibles tax.

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

TAX-FREE MONEY MARKET, LIMITED-TERM TAX-FREE, INTERMEDIATE-TERM TAX-FREE,
LONG-TERM TAX-FREE

    The  Tax-Free  Funds  seek as high a level of  current  income  exempt  from
regular federal income taxes as is consistent with prudent investment management
and conservation of shareholders' capital.

    Each Tax-Free Fund is a  "diversified  company" as defined in the Investment
Company  Act.  This means that,  with respect to 75% of its total  assets,  each
Tax-Free Fund will not invest more that 5% of its total assets in the securities
of a single issuer. This policy is fundamental.

    Each   Tax-Free   Fund  intends  to  remain  fully   invested  in  municipal
obligations,  although  for  temporary  defensive  purposes,  each may  invest a
portion if its assets in U.S.  government  securities,  the  interest  income on
which is subject to federal  income tax. Each Tax-Free Fund may invest up to 20%
of its total assets in securities  issued by U.S.  territories  or  possessions,
such as Puerto Rico,  provided  that the interest on these  securities is exempt
from the regular federal income tax.

    The  Tax-Free  Funds may invest up to 20% of their total assets in municipal
obligations  for which the interest is a tax preference item for purposes of the
AMT.

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


14      INFORMATION REGARDING THE FUNDS        AMERICAN CENTURY INVESTMENTS


         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 unrated  obligation  judged by the Manager,  pursuant to  guidelines
         established  by the board of trustees,  to be of quality  comparable to
         the securities listed above.

VARIABLE PRICE FUNDS

    The Variable Price Funds differ in their maturity criteria as follows:

    Arizona  Intermediate-Term  Municipal invests primarily in intermediate-term
Arizona  municipal  obligations  with  maturities  of four or  more  years.  The
weighted average portfolio maturity is five to ten years.

    Florida  Intermediate-Term  Municipal invests primarily in intermediate-term
Florida  municipal  obligations  with  maturities  of four or  more  years.  The
weighted average portfolio maturity is five to ten years.

    Limited-Term Tax-Free invests primarily in short-term municipal obligations.
Its weighted average maturity will be five years or less.

    Intermediate-Term  Tax-Free invests primarily in municipal  obligations with
maturities of four or more years. Its weighted average maturity ranges from five
to ten years.

    Long-Term Tax-Free invests primarily in long-term municipal obligations.  It
maintains a weighted average maturity of ten or more years.

    In  terms  of  credit  quality,  each  Variable  Price  Fund  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 comparable quality.

RISK FACTORS AND INVESTMENT TECHNIQUES

    Each Fund  described  in this  Prospectus  offers a range of  potential  for
income and total return based on its maturity criteria.  The market value of the
investments  of each  Fund will  change  over  time in  response  to a number of
factors, which are summarized in the following paragraphs.

BASIC FIXED INCOME INVESTMENT RISKS

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  and their  reliability  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
other form of guarantee on the obligation.


PROSPECTUS                          INFORMATION REGARDING THE FUNDS       15


    A security's  ratings reflect 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.

    Arizona Intermediate-Term  Municipal and Florida Intermediate-Term Municipal
may invest up to 15% of its net assets in unrated securities.  Each of the other
Funds described in this Prospectus may invest up to 10% of its assets in unrated
securities. Unrated securities may be less liquid than rated securities.

    The  Variable  Price  Funds may invest in  securities  rated Baa or BBB (the
lowest  investment  grade  category).  The Variable Price Funds will limit their
investment in securities rated Baa or BBB to 25% of a Fund's total assets.  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 (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.

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 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 other  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.


16     INFORMATION REGARDING THE FUNDS        AMERICAN CENTURY INVESTMENTS


    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.

    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 be able to find a ready  buyer  for  inverse
floaters. The Money Market Funds may not invest in inverse floaters.

    AMT BONDS  (VARIABLE  PRICE FUNDS 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.  Arizona  Intermediate-Term
Municipal  and the  Florida  Funds are  authorized  to invest as much as 100% of
their assets in AMT bonds.

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 Variable  Price Funds 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 29.

    Each Fund may quote tax-equivalent  yields, which show the taxable yields an
investor would have to earn before taxes to equal the Fund's tax-free yields. As
a  prospective  investor  in  the  Funds,  you  should  determine  whether  your
tax-equivalent  yield is likely to be higher with a taxable or with a tax-exempt
Fund. To determine this, you may use the formulas depicted below.

    For the  Florida  Funds,  the  tax-equivalent  yield is based on each Fund's
current  tax-free  yield,  your  federal  income tax  bracket,  and the  Florida
Intangibles Tax applicable to a taxable investment. The formula is:

     Fund's Tax-Free Yield
- -------------------------------           Florida               Your Tax-
        100% - Federal            +   Intangibles Tax     =    Equivalent
           Tax Rate                        Rate                   Yield

    For Arizona  Intermediate-Term  Municipal, the tax-equivalent yield is based
on the  current  double  tax-exempt  yield and your  combined  federal and state
marginal tax rate.  Assuming that all of Arizona  Intermediate-Term  Municipal's
dividends are tax-


PROSPECTUS                          INFORMATION REGARDING THE FUNDS       17


exempt in Arizona (which may not always be the case) and that your Arizona taxes
are fully  deductible  for federal  income tax purposes,  you can calculate your
tax-equivalent yield for Arizona Intermediate-Term Municipal using the following
equation:

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

    You can calculate your tax-equivalent yield for a Tax-Free Fund (taking into
account only federal income taxes and not any applicable  state taxes) using the
following equation:

    Fund's Tax-Free Yield
- ------------------------------          Your Tax-
   100% - Federal Tax Rate       =     Equivalent
                                          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 5-11 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. High turnover would generate correspondingly
higher  transaction costs that are borne directly by a Fund.  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 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  objectives 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
when-issued security.  Accordingly, the value of such security may decline prior
to  delivery,  which  could  result in a loss to the Fund.  A  separate  account
consisting of cash or  appropriate  liquid assets in an amount at least equal to
the  when-issued  commitments  will  be  established  and  maintained  with  the
custodian. No income will accrue to the Fund prior to delivery.

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 debt
securities, and "bond index 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 cash or
appropriate  liquid assets 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.

    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 invest-


18      INFORMATION REGARDING THE FUNDS         AMERICAN CENTURY INVESTMENTS


ment  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 Manager  will attempt to create a closely  correlated  hedge but hedging
activities  may  not  be  completely  successful  in  eliminating  market  value
fluctuation.  The  ordinary  spreads  between  prices  in the cash  and  futures
markets,  due to the differences in the nature 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.  The staff  also  acknowledges  that  while the Board
retains ultimate  responsibility,  it may delegate this function to the Manager.
Accordingly, the Board of Trustees has established guidelines and procedures for
determining  the  liquidity  of  Rule  144A  securities  and has  delegated  the
day-to-day  function of determining the liquidity of Rule 144A securities to the
Manager.  The Board 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 buyers, 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

    For cash management purposes, each of the Variable Price Funds may invest in
any money market fund advised by the Manager,  provided  that the  investment is
consistent with the Fund's investment policies and restrictions.

    Up to 5% of the  Variable  Price Funds' total assets may be invested in this
manner.

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


PROSPECTUS                    INFORMATION REGARDING THE FUNDS             19


obligations.  See the Funds'  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  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 17, for a description  of the
formulas 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
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.

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 27.

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:

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

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

(a)  BENEFICIARY ACCOUNT NUMBER (BNF ACCT):
   2804918

(a)  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.

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

(a)  BANK TO BANK INFORMATION
   (BBI OR FREE FORM TEXT):
    *    Taxpayer identification or Social Security
         number


PROSPECTUS          HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS       21


    *    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 from 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" on 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 a previous statement or confirmation.  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 Fund  shares to our other  funds up to six times per year per  account.  An
exchange  request  will be  processed as of the same day it is received if it is
received  before the funds' 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 28.

    For any single exchange,  the shares of each fund being acquired must have a
value of at least $100. However, we will allow investors to set up an


22 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS  AMERICAN CENTURY INVESTMENTS


    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  W4-P  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,
you  may  redeem  shares  by   Check-A-Month.   There  are  no  minimum  balance
requirements for Check-A-Month  for Money Market Fund accounts.  A Check-A-Month
plan automatically redeems enough shares each month to provide you a check in an
amount you choose (minimum $50). To set up a Check-A-Month plan, please call and
request our Check-A-Month brochure.

OTHER AUTOMATIC REDEMPTIONS

    If you have at least $10,000 balance in your account,  you may elect to make
redemptions  automatically  by  authorizing  us to send  funds 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


PROSPECTUS       HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS            23


of receipt and the funds' availability are not under our control.

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 of the necessity 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 can 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  Fund's  daily  share  prices,  receive
updates on major market indices 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


24 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS  AMERICAN CENTURY INVESTMENTS


telephone 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  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-priced fund by exchange from one of our money market funds,
or a price at which to sell shares of a variable-priced  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-priced
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.


PROSPECTUS         HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS         25


         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
         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  and  transactions  by
CheckWriting, each time you invest, redeem, transfer or exchange shares, we will
send  you  a  confirmation  of  the  transactions.   Transactions  initiated  by
CheckWriting  will be confirmed on a monthly  basis.  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.


26 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS  AMERICAN CENTURY INVESTMENTS


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, and 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 and
services  that you are  unable to obtain  through  your  plan  administrator  or
financial intermediary.


PROSPECTUS          HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS       27


                    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 the 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.  The net asset values for the 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
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 of
the fund 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 before the time as of which 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  arrangements 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:

    The 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 pre-


28     ADDITIONAL INFORMATION YOU SHOULD KNOW   AMERICAN CENTURY INVESTMENTS


mium, regardless of the impact of fluctuating interest rates on the market
value of the instrument.

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

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

DISTRIBUTIONS

    At the close of each day,  including  Saturdays,  Sundays and holidays,  net
investment  income of the Variable  Price Funds is determined  and declared as a
distribution.  The distribution  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. For the Money Market Funds, dividends are declared and credited
(i.e.,  available  for  redemption)  daily and  distributed  monthly on the last
Friday of each month.

    You will  begin to  participate  in the  distributions  the day  after  your
purchase is effective.  See "When Share Price is  Determined,"  page 28.) 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  capital  gains,  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.

    Florida  Municipal  Money Market and Tax-Free  Money Market do not expect to
realize any long-term  capital gains,  and  accordingly do not expect to pay 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.

    A  distribution  of  shares of a Fund  does not  increase  the value of your
shares of your total return. At any given time the value of your shares includes
the  undistributed  net  gains,  if any,  realized  by the  Fund on the  sale of
portfolio securities,  and undistributed  dividends and interest received,  less
fund expenses.

    Because such gains and  dividends  are included in the value of your shares,
when they are  distributed  the value of your shares is reduced by the amount of
the  distribution.  If you buy your shares through a taxable account just before
the distribution,  you will pay the full price for your shares, and then receive
a portion of the purchase price back as a taxable distribution.

TAXES

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

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.


PROSPECTUS               ADDITIONAL INFORMATION YOU SHOULD KNOW               29


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 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,  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.

    Distributions may also be subject to state and local taxes, even if all or a
substantial  part  of such  distributions  are  derived  from  interest  on U.S.
government  obligations  which,  if you received them directly,  would be exempt
from state income tax. However, most but not all states allow this tax exemption
to pass  through  to Fund  shareholders  when a Fund pays  distributions  to its
shareholders.  You should  consult your tax advisor about the tax status of such
distributions in your own state.

    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


30  ADDITIONAL INFORMATION YOU SHOULD KNOW      AMERICAN CENTURY INVESTMENTS


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 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.

AMT LIABILITY

    To the  extent  that the Funds  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.

ARIZONA INTERMEDIATE-TERM MUNICIPAL

    Under a ruling by the Arizona  Department of Revenue,  shareholders  who are
otherwise  subject to Arizona income tax will not be subject to such tax on Fund
dividends  to the extent  that such  dividends  are  attributable  to either (1)
obligations  of the  state  of  Arizona  or its  political  subdivisions  or (2)
obligations  issued by the  governments  of Guam,  Puerto  Rico,  or the  Virgin
Islands.

    In  addition,   Arizona  Intermediate-Term   Municipal  dividends  that  are
attributable to interest payments on direct  obligations of the U.S.  government
will  not  be  subject  to  Arizona   income  tax  if,  as   intended,   Arizona
Intermediate-Term  Municipal  qualifies as a regulated  investment company under
Subchapter M of the Code. Other  distributions from the Fund,  however,  such as
distributions  of  short-term  or long-term  capital  gains or income  earned on
obligations  of other  states,  will  generally  be subject to income,  personal
property,   intangibles  or  similar  taxes  in  their  respective   states  and
localities.

FLORIDA FUNDS

    Florida currently does not have a personal income tax, so dividends from the
Florida Funds and distributions  earned by Florida residents will not be subject
to such a tax. However,  if you are domiciled outside of Florida,  dividends and
distributions  from the  Florida  Funds may be  subject to your  state's  taxes.
Dividends and distributions earned by corporate shareholders that are subject to
the Florida corporate income tax may be taxable by Florida;  these  shareholders
should  consult  their tax advisors  regarding  the  application  of the Florida
corporate income tax to dividends and distributions from the Florida Funds.

    The Florida  Funds may apply for  rulings  from the  Florida  Department  of
Revenue to the effect that  shares of a Florida  Fund be exempt from the Florida
intangibles  tax each year if the Florida  Fund's  portfolio of  investments  on
January 1 of that year consists of qualifying investments.

    Investments  exempt  from the  Florida  intangibles  tax include but are not
limited  to (1)  notes,  bonds and other  obligations  issued by  Florida or its
municipalities,  counties and other taxing  districts and (2) notes,  bonds, and
other obligations  issued by the U.S.  government and its agencies.  Obligations
issued by the  governments of Puerto Rico,  Guam and the Virgin Islands are also
exempt if permitted by ruling.

    If a Florida  Fund's  portfolio  of  investments  on  January 1 of each year
includes  investments that are not exempt from the Florida  intangibles tax, the
Florida  Fund's  shares  could be subject to the Florida  intangibles  tax.  The
Florida  Funds  intend  that on  January 1 of each  year,  each  Florida  Fund's
portfolio of  investments  will consist  solely of  investments  exempt from the
Florida intangibles tax. Shareholders who


PROSPECTUS                   ADDITIONAL INFORMATION YOU SHOULD KNOW       31


are domiciled  outside of Florida may be subject to income,  personal  property,
intangibles or similar taxes in their respective states.

MANAGEMENT

INVESTMENT MANAGEMENT

    The Funds are open-end series of the American  Century  Municipal Trust (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 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  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 as
follows:

     G. DAVID MACEWEN, Vice President,  is the manager of the team which manages
the  Funds in the  American  Century  Municipal  Trust  and has  been  primarily
responsible  for the  day-to-day  operations of Florida  Municipal  Intermediate
since May 1991. Mr. MacEwen joined American Century in 1991.

     COLLEEN M. DENZLER,  Senior Municipal Portfolio Manager, has been primarily
responsible  for the  day-to-day  operations of Arizona  Municipal  Intermediate
since  January  1996.  Ms.  Denzler is also a member of the teams  which  manage
Florida Intermediate-Term  Municipal,  Intermediate-Term  Tax-Free and Long-Term
Tax-Free.  Prior to joining  American Century 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 of Investment  Management and Research (AIMR) and the
Washington Society of Investment Analysts.

     JOEL SILVA,  Municipal  Portfolio  Manager,  has been  responsible  for the
day-to-day  operations of Intermediate-Term  Tax-Free since June 1994. Mr. Silva
is also a member of the team which manages Arizona Intermediate-Term  Municipal.
Before being  promoted to his current  position,  Mr. Silva was a municipal bond
trader.  Mr. Silva is a  Registered  Representative  and has a B.S.  degree from
California Polytechnic University and an MBA from California State University in
Hayward.

     BRYAN  E.  KARCHER,   Portfolio  Manager,  has  been  responsible  for  the
day-to-day  operations of the Money Market Funds since April 1995.  Mr.  Karcher
joined American Century in 1989 and is a Chartered Financial Analyst.

     TODD  PARDULA,  Portfolio  Manager,  has been a member of the  teams  which
manage the Money  Market  Funds since  February  1990,  when he joined  American
Century. Mr. Pardula is a Chartered Financial Analyst.

    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


32    ADDITIONAL INFORMATION YOU SHOULD KNOW     AMERICAN CENTURY INVESTMENTS


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 each of the Funds is an annual rate
of the average net assets of the Fund as follows: Florida Municipal Money Market
and Tax-Free  Money  Market,  0.20%;  and Arizona  Intermediate-Term  Municipal,
Florida Intermediate-Term  Municipal,  Limited-Term Tax-Free,  Intermediate-Term
Tax-Free and Long-Term  Tax-Free,  0.22%. 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  that  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 (the "transfer agent") 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 the transfer agent are both wholly owned by American Century
Companies,  Inc. (ACC). 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
Investor Class of Fund shares offered by this Prospectus.  The Investor Class of
shares 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

    American Century Municipal Trust was organized as a Massachusetts business
trust on May 1, 1984. The


PROSPECTUS                   ADDITIONAL INFORMATION YOU SHOULD KNOW       33


Trust is a diversified, 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 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.  We 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.


34     ADDITIONAL INFORMATION YOU SHOULD KNOW   AMERICAN CENTURY INVESTMENTS


                                     NOTES


                                                                   NOTES     35


                                     NOTES


36    NOTES


                                     NOTES


                                                                   NOTES     37


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(sm)

9708           [recycled logo]
SH-BKT-9191       Recycled
<PAGE>
                      STATEMENT OF ADDITIONAL INFORMATION

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

                               SEPTEMBER 2, 1997

                                    BENHAM
                                 GROUP(reg.tm)

                      Arizona Intermediate-Term Municipal
                        Florida Municipal Money Market
                      Florida Intermediate-Term Municipal
                             Tax-Free Money Market
                             Limited-Term Tax-Free
                          Intermediate-Term Tax-Free
                              Long-Term Tax-Free


                      STATEMENT OF ADDITIONAL INFORMATION

                               SEPTEMBER 2, 1997

                       AMERICAN CENTURY MUNICIPAL TRUST

This Statement is not a prospectus  but should be read in  conjunction  with the
Funds' current  Prospectus  dated  September 2, 1997. The Arizona Fund,  Florida
Funds, and Tax-Free Money Market Fund's annual reports,  which are dated May 31,
1997, and the Limited-Term  Tax-Free,  Intermediate-Term  Tax-Free and Long-Term
Tax-Free Funds' annual report, which is dated October 31, 1996, are incorporated
herein 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
Investment Restrictions .................................................... 10
Portfolio Transactions ..................................................... 11
Valuation of Portfolio Securities .......................................... 11
Performance ................................................................ 13
Taxes ...................................................................... 14
About the Trust ............................................................ 17
Trustees and Officers ...................................................... 18
Management ................................................................. 21
Transfer and Administrative Services ....................................... 23
Distribution of Fund Shares ................................................ 23
Additional Purchase and Redemption Information ............................. 23
Other Information .......................................................... 25

  NOTE:  Throughout this document,  Benham Arizona  Intermediate-Term  Municipal
Fund is referred to as the "Arizona Fund."

  Benham  Florida   Municipal   Money  Market  and  Benham   Florida   Municipal
Intermediate-Term Funds are referred to as the "Florida Funds."

  Benham  Tax-Free Money Market and Benham Florida  Municipal Money Market Funds
are referred to as the "Money Market Funds."  Finally,  the remaining  non-money
market Funds are referred to as the "Variable-Price Funds."


STATEMENT OF ADDITIONAL INFORMATION                                       1


INVESTMENT POLICIES AND TECHNIQUES

    The following  pages provide a more detailed  description  of 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.

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),  types of revenue bonds, 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  depends  solely on the  ability of the
facility's user to meet its 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  financial
intermediaries.  Floating-rate  instruments  have  interest  rates  that  change
whenever there is a change in a designated base rate; variable-rate  instruments
provide for a specified,  periodic  adjustment  in the interest  rate,  which is
typically  based on an index.  These formulas are designed to result in a market
value for the VRDO or FRDO that approximates par value.


2                                        STATEMENT OF ADDITIONAL INFORMATION


    The Board of Trustees  has  approved  investments  in VRDOs and FRDOs on the
following conditions:

  (1) The  Fund  must  have an  unconditional  right to  demand  the  return  of
      principal  plus  accrued  interest  from the issuer on 30 days'  notice or
      less;

  (2) Under the direction of the Board of Trustees,  American Century Investment
      Management,  Inc. (the  "Manager")  must determine that the issuer will be
      able to make payment upon such  demand,  either from its own  resources or
      through an  unqualified  commitment  (such as a letter of  credit)  from a
      third party; and

  (3) The rate of  interest  payable on the VRDO or FRDO must be  calculated  to
      ensure that its market value will  approximate  par value on interest rate
      adjustment dates.

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.

    The Manager  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.  Where 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) 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 a 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.

    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.


STATEMENT OF ADDITIONAL INFORMATION                                       3


WHEN-ISSUED AND FORWARD COMMITMENT AGREEMENTS

    The Funds may engage in 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,
each Fund  assumes  the rights and risks of  ownership,  including  the risks of
price and yield fluctuations.  Although a Fund will make commitments to purchase
or sell securities with the intention of actually  receiving or delivering them,
it may nevertheless  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, a
Fund will establish and maintain until the settlement date a segregated  account
consisting of cash or appropriate  liquid assets 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  sales of
securities, or, although it would not normally expect to do so, through the sale
of 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.

    The Funds may sell a  security  and at the same  time make a  commitment  to
purchase the same security at a future date and specified price. Conversely, the
Funds may purchase a security and at the same time make a commitment to sell the
same security at a future date and specified price.  These types of transactions
are   executed   simultaneously   in  what  are   known  as   "dollar-roll"   or
"cash-and-carry" transactions. For example, a broker-dealer may seek to purchase
a particular  security  that the Funds own. The Funds will sell that security to
the broker-dealer and simultaneously  enter into a forward commitment  agreement
to buy it back at a future date. This type of transaction  generates  income for
the Funds if the dealer is willing to execute  the  transaction  at a  favorable
price in order to acquire a specific security.

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 sales 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 providing 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.

INVERSE FLOATERS (VARIABLE-PRICE FUNDS)

    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 an inverse floater 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).


4                                        STATEMENT OF ADDITIONAL INFORMATION


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

  (a) Floater  holders  receive  interest based on rates set 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.

  (b) 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 such 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  because of the way  interest  payments  are  determined.  The
interest rates on inverse floaters may be significantly  reduced,  even to zero,
if interest rates rise.

RESTRICTED SECURITIES

    The Funds may buy  securities  that are subject to  restrictions  on resale.
These  securities  will be deemed  illiquid  unless  (a) the  Board of  Trustees
establishes  guidelines for determining  the liquidity of restricted  securities
and (b) the  securities (on a case by case basis) are determined to be liquid in
accordance with Board-approved guidelines.

SHORT-TERM INVESTMENTS (VARIABLE-PRICE FUNDS)

    Under  certain  circumstances,   the  Variable-Price  Funds  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 the  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. The Manager intends to minimize such investments, however, and may allow
the Funds to hold  cash to avoid  generating  taxable  dividends  when  suitable
short-term municipal securities are unavailable.

    Pursuant to an exemptive order that the Manager received from the Securities
and Exchange  Commission (SEC), for liquidity purposes each  Variable-Price Fund
may  invest up to 5% of its total  assets  in  shares of any money  market  fund
advised by the Manager,  provided that the  investment  is  consistent  with the
Fund's investment policies and restrictions.

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.


STATEMENT OF ADDITIONAL INFORMATION                                       5


    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 that a Fund holds 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 of or the means of financing municipal  projects,  material or manpower
shortages,  and declining demand for the 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  can 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
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.  A Fund may  engage in
futures and options  transactions based on securities indexes,  such as the Bond
Buyer Index of Municipal Bonds,  that are consistent with that Fund's investment
objectives.  A 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
Municipal Bond Index. 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 an open  position in a futures  contract,  a Fund
would be  required to make a  good-faith  margin  deposit in cash or  government
securities  with a 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 broker for as long as the contract  remains open and do not  constitute
margin transactions for purposes of a Fund's 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 also suffer losses if the prices of its futures and options positions
were poorly


6                                        STATEMENT OF ADDITIONAL INFORMATION


correlated  with its other  investments,  or 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 might  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 the futures contracts it holds. The Manager will seek to
minimize  these risks by limiting the  contracts it enters 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 the Fund had different maturities than
those of the portfolio  securities being hedged. Such imperfect  correlation may
give rise to  circumstances  in which the Fund loses money on a futures contract
at the same  time that it  experiences  a  decline  in the  value of its  hedged
portfolio securities.  The Fund could also lose margin payments it has deposited
with a margin broker if, for example, the broker becomes 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  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  them 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, a Fund would give up some
ability to participate in a price increase on the underlying security. If a Fund
engages in options transactions, it would own the futures contract at the time a
call was  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,  provided that such obligations represent no more than 20% of
the Fund's net assets.  Under the Commodity  Exchange Act, a fund may enter into
futures and options  transaction (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 net  assets.  To the extent
required by law, each Fund will set aside cash or 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


STATEMENT OF ADDITIONAL INFORMATION                                       7


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.

OTHER INVESTMENT COMPANIES

    Each Fund may invest in securities issued by open and closed-end  investment
companies  advised  by the  Manager  which are  consistent  with its  investment
objective  and  policies.  Under  the  Investment  Company  Act of  1940  (the "
Investment  Company Act"), the Fund's investment in such securities,  subject to
certain exceptions,  currently is limited to (a) 3% of the total voting stock of
any one  investment  company,  (b) 5% of the Fund's total assets with respect to
any one  investment  company  and  (c) 10% of the  Fund's  total  assets  in the
aggregate. Such purchases will be made in the open market where no commission or
profit to a sponsor or dealer results from the purchase other that the customary
brokers'  commissions.  As a shareholder of another  investment  company, a Fund
would bear,  along with other  shareholders,  its pro rata  portion of the other
investment company's expenses,  including advisory fees. These expenses would be
in addition to the  management  fee that each Fund bears  directly in connection
with its own operations.

SPECIAL CONSIDERATIONS REGARDING ARIZONA MUNICIPAL SECURITIES

    As briefly  discussed in the Prospectus,  the Arizona Fund is susceptible to
political,  economic,  and  regulatory  events  that  affect  issuers of Arizona
municipal obligations.  The following information about risk factors is provided
in view of the  Arizona  Fund's  policy of  concentrating  its assets in Arizona
municipal  securities.  This information is based on certain official statements
of the state of Arizona  published in  connection  with the issuance of specific
Arizona municipal  securities as well as from other publicly  available sources.
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.

    Located in the  country's  sunbelt,  Arizona has been,  and is  projected to
continue to be, one of the faster growing areas in the United  States.  Over the
last several  decades,  the state has outpaced most other regions of the country
in population and personal income growth, gross state product, and job creation

    Geographically,  Arizona is the  nation's  sixth  largest  state in terms of
area. It is divided into three distinct  topographic regions: the northern third
which is high plateau  country  traversed by deep canyons,  such as Grand Canyon
National  Park;  central  Arizona  which is  rugged,  mountainous,  and  heavily
forested;  and the  southern  third  which  encompasses  desert  areas and flat,
fertile  agricultural  lands  in  valleys  between  mountains  rich  in  mineral
deposits.  These  topographic  areas all have  different  climates,  which  have
distinctively  influenced  development in each region.  Land ownership is vested
largely  in the  federal  and  state  governments:  32% is owned by the  federal
government,  28% is held as  Federal  Trust  Land  (Indian),  17% is in  private
ownership, and 13% is held by the state, leaving approximately 10% held in other
categories.

    Over the last  twenty-five  years,  the  state's  emphasis on the mining and
agricultural  employment sectors has diminished,  and significant job growth has
occurred in the areas of aerospace and high technology,  construction,  finance,
insurance,  and real estate.  Arizona's  economy has continued to grow in recent
years,  although  at a slower  rate of growth  than was  experienced  in earlier
periods.

    Under its  constitution,  the state of  Arizona  is not  permitted  to issue
general  obligation  bonds  secured  by the full  faith and credit of the state.
However,  certain agencies and  instrumentalities of the state are authorized to
issue bonds secured by revenues from specific  projects and activities,  and the
state  and local  governmental  units may enter  into  lease  transactions.  The
particular source of payments and security for an Arizona  municipal  obligation
is detailed in the instruments themselves and in related offering materials.

    The state and local governmental units are subject to limitations imposed by
Arizona law with respect to ad valorem taxation, bonded indebtedness, the amount
of annual  increases in taxes, and other matters.  These  limitations may affect
the  ability  of  the  issuers  to  generate  revenues  to  satisfy  their  debt
obligations.  There are periodic  attempts in the form of voter  initiatives and
legislative  proposals to further limit the amount of annual  increases in taxes
that may


8                                        STATEMENT OF ADDITIONAL INFORMATION


be levied without voter approval.  If such a proposal were enacted,  there might
be an adverse impact on state or local government financing.

    Arizona is required by law to maintain a balanced  budget.  In the past, the
state has used a combination  of spending  reductions and tax increases to avoid
potential budgetary shortfalls and may be required to do so again in the future.

SPECIAL CONSIDERATIONS REGARDING  FLORIDA MUNICIPAL SECURITIES

    As briefly discussed in the Prospectus, the Florida Funds are susceptible to
political,  economic,  and  regulatory  events  that  affect  issuers of Florida
municipal obligations.  The following information about risk factors is provided
in view of the Florida Funds' policies of concentrating  their assets in Florida
municipal securities.  This information is based on independent municipal credit
reports  relating to securities  offerings of Florida issuers and other publicly
available  sources.  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 this  information,  it has no reason to believe the
information is inaccurate.

    Because the Florida Funds invest primarily in Florida municipal  securities,
they will be affected by political  and  economic  conditions  and  developments
within the state of Florida.  In general,  the credit quality and credit risk of
any  issuer's  debt  depend on the state and local  economy,  the  health of the
issuer's  finances,  the amount of the issuer's debt, the quality of management,
and the  strength  of legal  provisions  in debt  documents  that  protect  debt
holders.  Credit risk is usually lower  whenever the economy is strong,  growing
and  diversified,  financial  operations  are  sound,  and the  debt  burden  is
reasonable.

    The state of Florida's economy is characterized by a large service sector, a
dependence on the tourism and  construction  industries,  and a large retirement
population.  The management of rapid growth has been the major challenge  facing
state and local governments.  Florida's  population has grown rapidly and is now
the fourth  largest state;  this growth is expected to continue,  but at reduced
rates.  The retiree  component is expected to continue to be a major factor.  As
this growth continues, particularly within the retirement population, the demand
for both public and private services will increase, which may strain the service
sector's capacity and impede the state's budget balancing efforts.

    In recent years,  the Florida  economy has been  transforming  from a narrow
base of agriculture and seasonal tourism into a service and trade economy,  with
substantial  insurance,  banking,  and export  participation  as well as greater
year-round  attraction.  The  outlook  for  the  Florida  economy  is  continued
expansion  fueled by  population  growth  but at a slower  rate than that of the
1980s.

    Debt levels in the state of Florida are  moderate  to high,  reflecting  the
tremendous capital demands  associated with rapid population growth.  Florida is
unusual among states in that all general  obligation  full faith and credit debt
issues  of  municipalities  must be  approved  by  public  referendum  and  are,
therefore, relatively rare. Most debt instruments issued by local municipalities
and authorities have a narrower pledge of security,  such as a sales tax stream,
special  assessment  revenue,  user fees,  utility taxes, or fuel taxes.  Credit
quality of such debt instruments tends to be somewhat lower than that of general
obligation  debt.  The state of Florida  issues  general  obligation  debt for a
variety of purposes; however, the state constitution requires a specific revenue
stream to be pledged to state general obligation bonds as well.

    The state of Florida is heavily  dependent  upon sales tax,  which makes the
state's  general fund  vulnerable  to recession  and  presents  difficulties  in
expanding  the tax base in an  economy  increasingly  geared to  services.  This
dependence  upon sales tax,  combined with economic  recession,  has resulted in
budgetary  shortfalls  in the past;  Florida has reacted to preserve an adequate
financial position primarily through  expenditure  reductions.  State officials,
however, still face tremendous capital and operating pressures due to the growth
that will continue to strain the state's narrow revenue base. Future budgets may
require a wider revenue base to meet such demands; the most likely candidate for
such  revenue  enhancement  is a tax on  consumer  services.  The  creation of a
Florida personal income tax is a remote possibility  because it would require an
amendment to the state's constitution. However, there can be no assurance that a
personal income tax will not be implemented in the


STATEMENT OF ADDITIONAL INFORMATION                                       9


future if such a tax were to be imposed,  there is no  assurance  that  interest
earned on Florida municipal obligations would be exempt from this tax.

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.

    AS A FUNDAMENTAL POLICY, EACH FUND SHALL NOT:

  1)     issue  senior  securities,  except as  permitted  under the  Investment
         Company Act of 1940.

  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 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.

    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)     [Arizona and Florida Funds 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.  Each 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.


10                                       STATEMENT OF ADDITIONAL INFORMATION


  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  transaction 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
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 limitation
on borrowing,  percentage  limitations included in 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 is backed
only by the assets and revenues of a nongovernmental  user, the  nongovernmental
user  would be  deemed  the sole  issuer.  If,  in  either  case,  the  creating
government or some other entity guarantees the security,  the guarantee would be
considered  a  separate  security  and  would  be  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.

    The portfolio turnover rates for each of the Variable-Price  Funds appear in
the Financial  Highlights  section of the Prospectus.  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.

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


STATEMENT OF ADDITIONAL INFORMATION                                      11


Friday,  Memorial Day, Independence Day, Labor Day, Thanksgiving,  and Christmas
(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.

    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 Fund's yield.  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 amortized  cost  valuation  method is permitted in accordance  with Rule
2a-7 under the Investment Company Act. Under the Rule, a fund holding itself out
as a money  market fund must adhere to certain  quality  and  maturity  criteria
which are described in the Prospectus.

    Each Money  Market Fund  operates  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, each Fund's price per
share as computed for the purpose of sales and  redemptions at $1.00.  While the
day-to-day operation of each Fund 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 rating  agency  or,  in the  case of an  unrated  security,  of
comparable  quality.  The  procedures  require  review of each Fund's  portfolio
holdings  at such  intervals  as are  reasonable  in  light  of  current  market
conditions to determine  whether the 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.

    VARIABLE-PRICE  FUNDS. Most securities held by the Variable-Price  Funds 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  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 asked 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 broker-dealers.

    Securities  maturing  within 60 days of the valuation  date may be valued at
amortized cost, which is plus or minus any amortized discount or premium, unless
the Trustees  determine  that this would not result in fair valuation of a given
security.  Other  assets and  securities  for which  quotations  are not readily
available  are valued in good faith at their fair  market  value  using  methods
approved by the Board of Trustees.


12                                       STATEMENT OF ADDITIONAL INFORMATION


PERFORMANCE

    The Funds may quote  performance  in various  ways.  Historical  performance
information  will  be  used  in  advertising  and  sales  literature  and is not
indicative of future results. A Fund's share price,  yield, and return will vary
with changing market conditions.

    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 it 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 May 31, 1997, are listed in the following table:


                                       7-Day Yield        7-Day Effective Yield
- --------------------------------------------------------------------------------

Tax-Free Money Market                     3.32%                   3.37%

Florida Municipal Money Market            3.42%                   3.48%
- --------------------------------------------------------------------------------


    For the  VARIABLE-PRICE  FUNDS, yield quotations are based on the investment
income per share earned  during a given 30-day  period,  less  expenses  accrued
during the period (net investment income), and are computed by dividing a 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 Funds'  yields for the 30-day  period ended May 31, 1997,  are listed in
the following table:

                                                                30-Day Yield
- --------------------------------------------------------------------------------

Arizona Fund                                                         4.18%

Florida Intermediate-Term                                            4.17%
- --------------------------------------------------------------------------------


    The Funds' yields for the 30-day  period ended October 31, 1996,  are listed
in the following table:

                                                                30-Day Yield
- --------------------------------------------------------------------------------

Limited-Term Tax-Free                                                3.69%

Intermediate-Term Tax-Free                                           4.34%

Long-Term Tax-Free                                                   4.80%
- --------------------------------------------------------------------------------


    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 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 over 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 total return of 7.18%,  which is
the steady annual rate that would result in 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 a fund's 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,
ten-year and life-of-fund periods are indicated in the following tables.

                                        Period ended May 31, 1997
                              -------------------------------------------------
Fund                            One Year   Five Year   Ten Year   Life of Fund
- -------------------------------------------------------------------------------

Arizona Intermediate-Term(1)      5.77%       N/A         N/A          6.37%

Florida Money Market(1)           3.55%       N/A         N/A          3.67%

Florida Intermediate-Term(1)      6.63%       N/A         N/A          6.41%

Tax-Free Money Market(2)          2.98%      2.63%       3.73%         4.01%
- -------------------------------------------------------------------------------
(1)Commencement of Operations April 11, 1994.
(2)Commencement of Operations July 31, 1984.


STATEMENT OF ADDITIONAL INFORMATION                                      13


                                        Period ended October 31, 1996
                              -----------------------------------------------
Fund                           One Year   Five Year   Ten Year  Life of Fund
- -----------------------------------------------------------------------------

Limited-Term Tax-Free(1)         4.26%       N/A         N/A         4.23%

Intermediate-Term Tax-Free(2)    4.47%      6.09%        N/A         5.94%

Long-Term Tax-Free(2)            5.60%      7.19%       6.82%        7.13%
- -----------------------------------------------------------------------------
(1)Commencement of Operations March 1, 1993.
(2)Commencement of Operations March 2, 1987.

    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 a  percentage  or as a dollar  amount 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.
Performance  information  may be quoted  numerically  or in a table,  graph,  or
similar illustration.

    Each Fund may also  quote  tax-equivalent  yields,  which  show the  taxable
yields an investor would have to earn before taxes to equal the Fund's  tax-free
yields.  As a prospective  investor in the Funds, you should  determine  whether
your  tax-equivalent  yield is  likely to be  higher  with a  taxable  or with a
tax-exempt Fund. To determine this, you may use the formula depicted below.

    You can calculate your tax-equivalent  yield for a Fund (taking into account
only  federal  income  taxes  and not any  applicable  state  taxes)  using  the
following equation:

    Fund's Tax-Free Yield                    Your Tax-
- ------------------------------      =        Equivalent
   100% - Federal Tax Rate                     Yield

    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  American
Century family of 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
performance.

    The Funds' shares are sold without a sales charge (or "load"). No-load funds
offer an  advantage  to investors  when  compared to load funds with  comparable
investment objectives and strategies.

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,  the Funds will not incur  federal or state  income
taxes on its net  investment  income and on net  realized  capital  gains to the
extent distributed as dividends to shareholders.

    It is intended  that each Fund's  assets  will be  sufficiently  invested in
municipal securities to qualify to pay  "exempt-interest  dividends" (as defined
in the Code) to shareholders. A Fund's dividends payable


14                                       STATEMENT OF ADDITIONAL INFORMATION


from net tax-exempt  interest  earned from municipal  securities will qualify as
exempt-interest  dividends if, at the close of each quarter of its taxable year,
at least 50% of the value of its total assets consists of municipal  securities.
Exempt-interest  dividends  distributed  to  shareholders  are not  included  in
shareholders'  gross income for purposes of the regular  federal income tax. 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.

    Each Fund will determine periodically which distributions will be designated
as exempt-interest dividends. If a Fund earns income which is not eligible to be
designated  as  exempt-interest  dividends,  the Fund,  nonetheless,  intends to
distribute such income.  Such distributions  will be subject to federal,  state,
and local taxes, as applicable, in the hands of shareholders.

    Distributions of net investment income received by a Fund from investment in
debt securities other than municipal  securities 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.

    The timing of your investment  could have undesirable tax  consequences.  If
you open an account or buy shares for your account  before the day a dividend or
distribution  is declared,  you may receive a portion of your investment back as
taxable  income  if that  dividend  or  distribution  is not an  exempt-interest
dividend.

    Under  the Code,  any  distribution  from a fund's  net  realized  long-term
capital gains is taxable to shareholders as a long-term capital gain, regardless
of the length of time shares have been held.

    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  investments in such
instruments.

    Upon the sale or exchange of a Fund's shares,  a shareholder  generally will
realize a taxable gain or loss depending upon his/her basis in the shares.  Such
gain or loss will be treated as a capital gain or loss if the shares are capital
assets in the  shareholder's  hands and will be long-term  if the  shareholder's
holding  period  for the  shares  is more  than one year  and,  generally,  will
otherwise be short-term.

    Any loss realized  from a disposition  of Fund shares held for six months or
less will be  disallowed  to the extent that  dividends  from the Fund have been
designated as exempt-interest dividends. Any loss realized on a sale or exchange
of Fund shares also will be disallowed to the extent that the shares disposed of
are replaced (including replacement through reinvesting of dividends and capital
gain  distributions  in the Fund)  within a period of 61 days  beginning 30 days
before and ending 30 days after the  disposition of the shares.  In such a case,
the basis of the shares  acquired  will be adjusted  to reflect  the  disallowed
loss.

    Interest  on certain  types of  industrial  development  bonds is subject to
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  "nonexempt  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/she or his/her immediate family (spouse, brothers,
sisters,  and lineal  descendants) owns directly or indirectly in aggregate more
than 50% of the equity value of the substantial user.

    Certain options, futures contracts, and forward contracts in which the Funds
may  invest  are  "section  1256  contracts."  Gains or losses on  section  1256
contracts  generally are  considered  60% long-term and 40%  short-term  capital
gains or losses (60-40).  Also, section 1256 contracts held by a Fund at the end
of each taxable year (and, in some cases,  for purposes of the 4% excise tax, on
October 31st of each


STATEMENT OF ADDITIONAL INFORMATION                                      15


year) are marked to market with the result that  unrealized  gains or losses are
treated as though they were realized.

    The hedging transactions undertaken by the Funds may result in straddles for
federal  income tax  purposes.  The straddle  rules may affect the  character of
gains (or losses) realized by a fund. In addition,  losses realized by a fund on
positions that are part of a straddle may be deferred under the straddle  rules,
rather than being taken into account in  calculating  the taxable income for the
taxable year in which such losses are realized.  Because only a few  regulations
implementing the straddle rules have been  promulgated,  the tax consequences to
the  Funds  of  hedging   transactions  are  not  entirely  clear.  The  hedging
transactions may increase the amount of short-term capital gains realized by the
Funds, which are taxed as ordinary income when distributed to shareholders.

    Each  Fund may make one or more of the  elections  available  under the Code
that are  applicable to  straddles.  If a Fund makes any of the  elections,  the
amount,  character,  and timing of the  recognition  of gains or losses from the
affected  straddle  positions will be determined under rules that vary according
to the elections made. The rules  applicable  under certain of the elections may
operate to  accelerate  the  recognition  of gains or losses  from the  affected
straddle positions.

    Because  application of the straddle rules may affect the character of gains
or losses,  defer losses,  and/or  accelerate the recognition of gains or losses
from the affected  straddle  positions,  the amount that must be  distributed to
shareholders  and that will be taxed to  shareholders as ordinary income or as a
long-term  capital gain may be increased or decreased  substantially as compared
to a fund that did not engage in such hedging transactions.

    Opinions  relating to the tax status of  interest  derived  from  individual
municipal  securities are rendered by bond counsel to the issuer. The Funds, the
investment  manager,  and the  Funds'  counsel  do not  review  the  proceedings
relating to the issuance of state or municipal  securities  on the basis of bond
counsel opinions.

    From  time to time,  proposals  have been  introduced  in  Congress  for the
purpose of  restricting  or  eliminating  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 Board of Trustees would re-evaluate the
Funds'  investment  objectives and policies and would consider either changes in
the structure of the Trust or its dissolution.

    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.  To  determine  whether  a  Fund  is  a  suitable
investment  based on his or her  situation,  a prospective  investor may wish to
consult a tax advisor.

ALTERNATIVE MINIMUM TAX

    While the  interest  on bonds  issued to finance  essential  state and local
government operations is generally tax-exempt,  interest on certain nonessential
or private activity securities issued after August 7, 1986, while tax-exempt for
regular  federal  income tax  purposes,  constitutes a  tax-preference  item for
taxpayers in determining  alternative  minimum tax liability  under the Code and
income tax  provisions  of several  states.  The  interest  on private  activity
securities  could subject a shareholder  to, or increase  liability  under,  the
federal alternative minimum tax, depending on the shareholder's tax situation.

    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.

    The Trust will  inform  shareholders  annually  as to the  dollar  amount of
distributions derived from interest payments on private activity securities.

STATE AND LOCAL TAXES (ARIZONA FUND)

    Under a ruling by the Arizona  Department of Revenue,  shareholders  who are
otherwise  subject  to  Arizona  income  tax will not be  subject to such tax on
dividends  paid by the  Arizona  Fund to the  extent  that  such  dividends  are
attributable  to either (a) obligations of the State of Arizona or its political
subdivisions  thereof  or (b)  obligations  issued by the  governments  of Guam,
Puerto Rico, or the Virgin Islands. In addi-


16                                       STATEMENT OF ADDITIONAL INFORMATION


tion,  dividends  paid by the  Arizona  Fund that are  attributable  to interest
payments  on direct  obligations  of the United  States  government  will not be
subject  to  Arizona  income  tax so long as the  Arizona  Fund  qualifies  as a
regulated investment company under Subchapter M of the Code. Other distributions
from the Arizona Fund, however, such as distributions of short-term or long-term
capital gains, will generally not be exempt from Arizona income tax.

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

    The  information  above is only a summary of some of the tax  considerations
affecting  the Arizona  Fund and its  shareholders.  No attempt has been made to
discuss individual tax consequences.  To determine whether the Arizona Fund is a
suitable investment based on his or her tax situation, a prospective shareholder
may wish to consult a tax advisor.

STATE AND LOCAL TAXES (FLORIDA FUNDS)

    Dividends and distributions paid by the Florida Funds to individuals who are
Florida  residents  will not be subject to personal  income  taxation by Florida
because Florida does not have a personal income tax. Corporate shareholders that
are subject to the Florida  corporate  income tax should  consult with their tax
advisor  regarding  the  application  of the  Florida  corporate  income  tax to
dividends and distributions paid by the Florida Funds.

    The Florida  Funds may apply for  rulings  from the  Florida  Department  of
Revenue  (FDR) to the effect that  shares of a Florida  Fund will be exempt from
the  Florida  intangibles  tax each  year if the  Florida  Fund's  portfolio  of
investments on January 1st of that year consists of investments  exempt from the
Florida  intangibles tax.  Investments  exempt from the Florida  intangibles tax
include,  but are not limited to, (a) notes,  bonds and other obligations issued
by the state of  Florida  or its  municipalities,  counties,  and  other  taxing
districts  and (b)  notes,  bonds,  and  other  obligations  issued  by the U.S.
government and its agencies. Obligations issued by the government of Puerto Rico
are also exempt if  permitted  by ruling.  If the Florida  Fund's  portfolio  of
investments on January 1st of each year includes investments that are not exempt
from the Florida  intangibles  tax, the Florida Fund's shares could be wholly or
partially subject to the Florida  intangibles tax. The Florida Funds intend that
on January 1st of each year, each Florida Fund's  portfolio of investments  will
consist solely of investments exempt from the Florida intangibles tax.

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

    The  information  above is only a summary of some of the tax  considerations
affecting the Florida Funds and their shareholders.  No attempt has been made to
discuss individual tax consequences.  To determine whether the Florida Funds are
a suitable investment based on his or her tax situation,  a prospective investor
may wish to consult a tax advisor.

ABOUT THE TRUST

    American  Century  Municipal  Trust (the "Trust") is a registered,  open-end
management  investment  company that was organized as a  Massachusetts  business
trust on May 1, 1984 (the Trust was formerly known as "Benham  Municipal  Trust"
and "Benham National Tax-Free Trust").  Currently, there are seven series of the
Trust which are: American  Century-Benham  Arizona  Intermediate-Term  Municipal
Fund (formerly  known as "Benham  Arizona  Municipal  Intermediate-Term  Fund"),
American  Century-Benham  Florida  Municipal Money Market Fund (formerly "Benham
Florida  Municipal  Money  Market  Fund"),   American   Century-Benham   Florida
Intermediate-Term  Municipal Fund (formerly known as "Benham  Florida  Municipal
Intermediate-Term  Fund"),  American  Century-Benham  Tax-Free Money Market Fund
(formerly  known as "Benham  National  Tax-Free  Money Market  Fund"),  American
Century-Benham    Limited-Term    Tax-Free   Fund,    American    Century-Benham
Intermediate-Term  Tax-Free Fund (formerly  known as "Benham  National  Tax-Free
Intermediate-Term  Fund") and American  Century-Benham  Long-Term  Tax-Free Fund
(formerly known as "Benham National Tax-Free Long-Term Fund"). The Board


STATEMENT OF ADDITIONAL INFORMATION                                      17


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  (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 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  shareholders of any one series voted in
favor of a particular  nominee or all nominees as a group.  Each shareholder has
equal rights to dividends and distributions  declared by the Fund and to the net
assets of such Fund upon its liquidation or dissolution  proportionate to his or
her share  ownership  interest  in the Fund.  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 itself 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 Trust's  assets.  Services  provided by the custodian
banks include (a) settling  portfolio  purchases and sales, (b) reporting failed
trades,  (c)  identifying  and collecting  portfolio  income,  and (d) providing
safekeeping of securities.  The custodian  takes no part in determining a Fund's
investment  policies or in determining which securities are sold or purchased by
the Fund.

    INDEPENDENT AUDITORS: KPMG Peat Marwick LLP, 1000 Walnut, Suite 1600, Kansas
City, Missouri 64106, serves as the Trust's independent auditors for the Arizona
Fund,  the Florida  Funds and  Tax-Free  Money Market Fund and audits the annual
financial statements.

    Baird, Kurtz & Dobson, 1100 Main Street, Kansas City, Missouri 64105, serves
as independent accountants for Limited-Term Tax-Free, Intermediate-Term Tax-Free
and Long-Term  Tax-Free,  providing  services  including (1) audit of the annual
financial  statements,  (2) assistance and  consultation  in connection with SEC
filings  and (3) review of the annual  federal  income tax return  filed for the
Funds.

    For the current fiscal year,  which started on June 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 six
independent Trustees.  The individuals listed below 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 Manager,  American Century Investment  Management,
Inc.  (ACIM);  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); their parent corpora-


18                                       STATEMENT OF ADDITIONAL INFORMATION


tion,  American Century Companies,  Inc. (ACC) or ACC's  subsidiaries;  or other
funds  advised by the Manager.  Each  Trustee  listed below serves as Trustee or
Director of other funds advised by the Manager.  Unless  otherwise noted, a date
in  parentheses  indicates  the date 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  (1985),  President and
Chief Executive Officer (1996). Mr. Benham is also President and Chairman of the
Board of the  Manager  (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 currently
the general partner of Discovery  Ventures (1996), a venture capital firm. He is
also an independent  Director of each of Commercial  Metals Co. (1982),  Sungard
Data Systems (1991) and Business  Objects S/A (1994).  Previously,  he served as
Executive 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 (1985). 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 (1985). 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;  Chief  Executive  Officer and Director of ACS and
ACIS.

    JEANNE D. WOHLERS,  independent  Trustee  (1985).  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 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.

    For the fiscal year ended, October 31, 1996, the table on the following page
indicates the amounts that Limited-Term Tax-Free, Intermediate-Term Tax-Free and
Long-Term  Tax-Free  paid its  Directors as  investment  portfolios  in American
Century Mutual Funds, Inc., (the "corporation") a registered investment company.


STATEMENT OF ADDITIONAL INFORMATION                                      19

<TABLE>
<CAPTION>
TRUSTEE COMPENSATION FOR THE FISCAL YEAR ENDED MAY 31, 1997

                       Aggregate             Pension or Retirement        Estimated         Total Compensation
   Name of           Compensation           Benefits Accrued As Part   Annual Benefits   From The American Century
  Trustee*          From The Fund               of Fund Expenses        Upon Retirement      Family of Funds**
- ------------------------------------------------------------------------------------------------------------------

<S>                <C>                     <C>                        <C>                      <C>    
Albert Eisenstat  $191 (Arizona)                Not Applicable          Not Applicable          $71,500
                   775 (Florida Money Market)
                    77 (Florida Intermediate)
                   662 (Money Market)
- ------------------------------------------------------------------------------------------------------------------

Ronald J. Gilson  $195 (Arizona)                Not Applicable          Not Applicable          $72,500
                   791 (Florida Money Market)
                    78 (Florida Intermediate)
                   667 (Money Market)
- ------------------------------------------------------------------------------------------------------------------

Myron S. Scholes  $178 (Arizona)                Not Applicable          Not Applicable          $65,000
                   712 (Florida Money Market)
                    71 (Florida Intermediate)
                   615 (Money Market)
- ------------------------------------------------------------------------------------------------------------------

Kenneth E. Scott  $212 (Arizona)                Not Applicable          Not Applicable          $80,750
                   888 (Florida Money Market)
                    85 (Florida Intermediate)
                   728 (Money Market)
- ------------------------------------------------------------------------------------------------------------------

Ezra Solomon***   $102 (Arizona)                Not Applicable          Not Applicable         $11,417
                   404 (Florida Money Market)
                    41 (Florida Intermediate)
                   356 (Money Market)
- ------------------------------------------------------------------------------------------------------------------

Isaac Stein       $193 (Arizona)                Not Applicable          Not Applicable        $72,000
                   787 (Florida Money Market)
                    78 (Florida Intermediate)
                   664 (Money Market)
- ------------------------------------------------------------------------------------------------------------------

Jeanne D. Wohlers $201 (Arizona)                Not Applicable          Not Applicable       $76,250
                   833 (Florida Money Market)
                    81 (Florida Intermediate)
                   696 (Money Market)
- ------------------------------------------------------------------------------------------------------------------
*  Interested Trustees receive no compensation for their services as such.
** Includes compensation paid by the fifteen investment company members of the American Century family of funds.
***  Retired December, 1996.
</TABLE>


20                                       STATEMENT OF ADDITIONAL INFORMATION


                                    Aggregate            Total Compensation from
                                  Compensation            the American Century
  Director                   from the corporation(1)       family of funds(2)
- --------------------------------------------------------------------------------

  Thomas A. Brown                   $40,880.74                    $45,000

  Robert W. Doering, M.D.            38,046.00                     41,500

  Linsley L. Lundgaard               41,179.13                     45,000

  Donald H. Pratt                    39,388.80                     43,333

  Lloyd T. Silver Jr.                39,388.80                     43,300

  M. Jeannine Strandjord             39,388.80                     42,500

  John M. Urie(3)                    41,179.13                     37,167

  Del Hock(3)                            0                          7,500
- --------------------------------------------------------------------------------

(1)Includes compensation actually paid by American Century Mutual Funds, Inc.
during the fiscal year ended October 31, 1996.

(2)Includes  compensation paid by the fifteen  investment company members of the
American Century family of funds for the calendar year ended December 31, 1996.

(3)Del Hock replaced Jack Urie as an independent  director effective October 31,
1996.

    The table on the previous page summarizes the compensation that the Trustees
of the Funds (with the  exception of  Intermediate-Term  Tax-Free,  Limited-Term
Tax-Free and Long-Term  Tax-Free)  received for the Funds' fiscal year ended May
31,  1997,  as well as the  compensation  received  for serving as a Director or
Trustee  of  all  other  funds  advised  by  Benham  Management  Corporation,  a
predecessor to the Manager.

    As of May 5, 1997,  the Trust's  Officer's and Trustees,  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%
- --------------------------------------------------------------------------------


                      ARIZONA, FLORIDA INTERMEDIATE-TERM,
                             LIMITED-TERM TAX-FREE,
                          INTERMEDIATE-TERM TAX-FREE,
                               LONG-TERM 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%
- --------------------------------------------------------------------------------


    The Complex Fee Schedule is as follows:


Complex 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


    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).

    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  Government Income Trust,
American Century  Investment  Trust,  American Century Target  Maturities Trust,
American  Century  California  Tax-Free and Municipal  Funds,  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 advisory fees paid by the Arizona Fund, the Florida Funds, and
the Tax-Free Money


22                                       STATEMENT OF ADDITIONAL INFORMATION


Market Fund to the Benham Management Corporation,  a predecessor to the Manager,
for the fiscal periods ended May 31, 1997,  1996, and 1995, are indicated in the
following table.

    Fee  amounts  are net of  amounts  reimbursed  or  recouped  under the prior
investment advisory agreement with Benham Management Corporation.

               Investment Advisory Fees (net of reimbursements)
- --------------------------------------------------------------------------------
                             Fiscal               Fiscal             Fiscal
Fund                          1997                 1996               1995
- --------------------------------------------------------------------------------

Arizona                     $ 81,705           $       0         $        0

Florida Money Market               0                   0                  0

Florida Intermediate          23,601                   0                  0

Tax-Free Money Market        341,854             331,599            367,683
- --------------------------------------------------------------------------------

    The remaining Funds paid Investment  Management Fees (net of fees waived) to
American  Century  Investment  Management,  Inc.  for the fiscal  periods  ended
October 31, 1996, 1995, and 1994, as indicated in the following table.

               Investment Management Fees (net of fees waived)
- --------------------------------------------------------------------------------
                           Fiscal             Fiscal            Fiscal
Fund                        1996               1995              1994
- --------------------------------------------------------------------------------

Limited-Term
Tax-Free                  $205,918          $      0          $      0

Intermediate-Term
Tax-Free                   484,914           471,159           537,893

Long-Term Tax-Free         352,945           317,622           361,732
- --------------------------------------------------------------------------------


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 the Arizona Fund, the
Florida Funds, and the Tax-Free Money Market Fund for the fiscal years ended May
31, 1997, 1996, and 1995, are indicated in the following tables. Fee amounts are
net of reimbursements in effect in the periods presented.

                              Administrative Fees
- --------------------------------------------------------------------------------
                              Fiscal              Fiscal          Fiscal
Fund                           1997                1996            1995
- --------------------------------------------------------------------------------

Arizona                      $26,168           $       0         $       0

Florida Money Market               0                   0                 0

Florida Intermediate          10,678                   0                 0

Tax-Free Money Market         84,467              88,675           103,791
- --------------------------------------------------------------------------------

                              Transfer Agent Fees
- --------------------------------------------------------------------------------
                              Fiscal               Fiscal           Fiscal
Fund                           1997                 1996             1995
- --------------------------------------------------------------------------------

Arizona                      $19,990            $      0          $      0

Florida Money Market               0                   0                 0

Florida Intermediate          10,178                   0                 0

Tax-Free Money Market         61,414              66,117            65,409
- --------------------------------------------------------------------------------


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 Funds'
shares. 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

    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 is in the Trust's or a series' best interest.

    As of May 5, 1997, to the knowledge of the Trust, the shareholders listed in
the chart below were record


STATEMENT OF ADDITIONAL INFORMATION                                      23


holders of 5% or more of the outstanding shares of the individual Funds.


Fund                                     Arizona Fund
- --------------------------------------------------------------------------------

Shareholder Name and                     Charles Schwab & Co.
Address                                  101 Montgomery Street
                                         San Francisco, CA 94101
- --------------------------------------------------------------------------------

# of Shares Held                         693,477
- --------------------------------------------------------------------------------

% of Total Shares
Outstanding                              22.6%
- --------------------------------------------------------------------------------


Fund                                     Florida Intermediate-Term
- --------------------------------------------------------------------------------

Shareholder Name and                     Charles Schwab & Co.
Address                                  101 Montgomery Street
                                         San Francisco, CA 94104
- --------------------------------------------------------------------------------

# of Shares Held                         208,668
- --------------------------------------------------------------------------------

% of Total Shares
Outstanding                              8.3%
- --------------------------------------------------------------------------------

Shareholder Name and                     American Century Investment
Address                                  Management
                                         4500 Main Street
                                         Kansas City, MO 64111
- --------------------------------------------------------------------------------

# of Shares Held                         1,333,144
- --------------------------------------------------------------------------------

% of Total Shares
Outstanding                              54.0%
- --------------------------------------------------------------------------------


Fund                                     Tax-Free Money Market
- --------------------------------------------------------------------------------

                                         Ellen Haebler Skove
Shareholder Name and                     48 Card Sound Road
Address                                  Key Largo, FL 33037
- --------------------------------------------------------------------------------

# of Shares Held                         5,031,450
- --------------------------------------------------------------------------------

% of Total Shares
Outstanding                              5.5%
- --------------------------------------------------------------------------------


Fund                                     Intermediate-Term Tax-Free
- --------------------------------------------------------------------------------

                                         Charles Schwab & Co.
Shareholder Name and                     101 Montgomery Street
Address                                  San Francisco, CA 94104
- --------------------------------------------------------------------------------

# of Shares Held                         737,353
- --------------------------------------------------------------------------------

% of Total Shares
Outstanding                              5.8%
- --------------------------------------------------------------------------------


Fund                                     Long-Term Tax-Free
- --------------------------------------------------------------------------------

                                         Charles Schwab & Co.
Shareholder Name and                     101 Montgomery Street
Address                                  San Francisco, CA 94104
- --------------------------------------------------------------------------------

# of Shares Held                         711,743
- --------------------------------------------------------------------------------

% of Total Shares
Outstanding                              7.2%
- --------------------------------------------------------------------------------


    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.

    Pursuant to Rule 18f-1 under the  Investment  Company Act of 1940, the Trust
has elected to pay in cash all requests for  redemption  by any  shareholder  of
record,  limited in amount with  respect to each  shareholder  during any 90-day
period to the  lesser of  $250,000  or 1% of the net assets of the Fund in which
shares are held at the beginning of such period.  This  election is  irrevocable
without the prior  approval of the  Securities  and  Exchange  Commission.  With
respect to redemption requests in excess of the above limit, it is the intention
of the Trust to make payments in cash,  although the Trustees  reserve the right
to make payments in whole or in part in securities under emergency circumstances
or when payment in cash would impair the liquidity of a Fund to the detriment of
shareholders.  In this event,  the securities would be valued in the same manner
applied in valuing  the  Funds'  assets for  purposes  of  calculating  NAV.  An
investor may incur brokerage costs upon the sale of such securities.

OTHER INFORMATION

The  financial   statements  of  the  Funds   (except   Limited-Term   Tax-Free,
Intermediate-Term Tax-Free and Long-Term Tax-Free) for the fiscal year ended May
31,  1997  are  included  in  the  annual  report  to  shareholders,   which  is
incorporated  by herein by reference.  The financial  statements of Limited-Term
Tax-Free,  Intermediate-Term  Tax-Free and Long-Term  Tax- Free,  for the fiscal
year ended October 31, 1996 and the period ended April 30, 1997 are included in


24                                       STATEMENT OF ADDITIONAL INFORMATION


MUNICIPAL SECURITIES RATINGS

the annual and semiannual  reports to shareholders  of American  Century--Benham
Limited-Term Tax-Exempt,  American Century--Benham  Intermediate-Term Tax-Exempt
and American Century--Benham  Long-Term Tax-Exempt Funds, which are incorporated
by herein by reference.  You may receive  copies of the reports  without  charge
upon  request to us at the address and phone  number  shown on the cover of this
Statement of Additional Information.

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.

For further information,  refer to registration  statements 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.

    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


STATEMENT OF ADDITIONAL INFORMATION                                      25


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.

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.



26                                       STATEMENT OF ADDITIONAL INFORMATION


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 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."


STATEMENT OF ADDITIONAL INFORMATION                                      27


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)

9708           [recycled logo]
SH-BKT-9507       Recycled
<PAGE>
AMERICAN CENTURY MUNICIPAL TRUST


1933 Act Post-Effective Amendment No. 20
1940 Act Amendment No. 21
- --------------------------------------------------------------------------------

PART C            OTHER INFORMATION

Item 24.  Financial Statements and Exhibits

(a)     FINANCIAL  STATEMENTS.  Audited financial  statements for each series of
        the American  Century  Municipal  Trust,  with the exception of American
        Century - Benham  Limited-Term  Tax-Free Fund, American Century - Benham
        Intermediate-Term Tax-Free Fund, and American Century - Benham Long-Term
        Tax-Free  Fund, for the fiscal year ended May 31, 1997, are filed herein
        as  included in the  Trust's  Statement  of  Additional  Information  by
        reference to the Annual  Report  dated May 31,  1997,  filed on July 28,
        1997 (Accession  #746458-97-000009).  Financial  statements for American
        Century - Benham  Limited-Term  Tax-Free Fund, American Century - Benham
        Intermediate-Term Tax-Free Fund, and American Century - Benham Long-Term
        Tax-Free Fund are incorporated herein by reference to the Semiannual and
        Annual  Reports of  American  Century - Benham  Limited-Term  Tax-Exempt
        Fund, American Century - Benham  Intermediate-Term  Tax-Exempt Fund, and
        American  Century - Benham  Long-Term  Tax-Exempt  Fund (each formerly a
        series of American Century Mutual Funds,  Inc.),  filed on June 27, 1997
        (Accession   #100334-97-000010)   and  December  23,  1996,   (Accession
        #100334-96-000018), respectively.

(b)     EXHIBITS.

        (1) a) Amended  Declaration of Trust dated May 31, 1995, is incorporated
            herein by reference to Exhibit 1(a) of Post-Effective  Amendment No.
            16 filed on July 28, 1995.

            b) Amendment to the  Declaration  of Trust dated October 21, 1996 is
            incorporated  herein by reference to Exhibit 1(b) of  Post-Effective
            Amendment No. 19 to the Registration  Statement,  filed on March 12,
            1997 (Accession No. 746458-97-000004).

            c) Amendment  to the  Declaration  of Trust dated May 23,  1997,  is
            included herein.

        (2) Amended and  Restated  Bylaws  dated May 17,  1995 are  incorporated
            herein by reference to Exhibit 2 of Post-Effective  Amendment No. 17
            filed on June 28, 1996 (Accession # 0000746458-96-000009).

        (3) Not applicable.

        (4) a) Specimen copy of American  Century - Benham Tax-Free Money Market
            Fund, American Century - Benham Intermediate-Term  Tax-Free Fund and
            American Century - Benham Long-Term  Tax-Free Fund share certificate
            is incorporated  herein by reference to Exhibit 4 to  Post-Effective
            Amendment No. 10.

            b) Specimen  copy of  American  Century - Benham  Florida  Municipal
            Money Market  Fund's share  certificate  is  incorporated  herein by
            reference to Exhibit 4 to Post-Effective Amendment No. 15.

            c)   Specimen   copy  of   American   Century   -   Benham   Florida
            Intermediate-Term Municipal Fund's share certificate is incorporated
            herein by reference to Exhibit 4 to Post-Effective Amendment No. 15.

            d)   Specimen   copy  of   American   Century   -   Benham   Arizona
            Intermediate-Term Municipal Fund's share certificate is incorporated
            herein by reference to Exhibit 4 to Post-Effective Amendment No. 15.

            e) Specimen copy  American  Century - Benham  Limited-Term  Tax-Free
            Fund's share certificate is to be filed by amendment.

        (5) Investor Class  Investment  Management  Agreement  between  American
            Century Municipal Trust and American Century Investment  Management,
            Inc.,  dated August 1, 1997, is incorporated  herein by reference to
            Exhibit  5 of  Post-Effective  Amendment  #33  to  the  Registration
            Statement of American Century  Government  Income Trust,  filed July
            31, 1997 (Accession #773674-97-000014).

        (6) Distribution  Agreement between American Century Municipal Trust and
            American Century Investment Services, Inc., dated August 1, 1997, is
            incorporated  herein by  reference  to  Exhibit 6 of  Post-Effective
            Amendment  #33 to the  Registration  Statement  of American  Century
            Government   Income   Trust,   filed   July  31,   1997   (Accession
            #773674-97-000014).

        (7) Not applicable.

        (8) Custodian Agreement between American Century Investments  (including
            American  Century  Municipal  Trust),  and The Chase Manhattan Bank,
            dated August 9, 1996, is incorporated herein by reference to Exhibit
            8 of Post-Effective  Amendment #31 to the Registration Statement for
            American  Century  Government  Income Trust,  filed February 7, 1997
            (Accession #773674-97-000002).

        (9) Transfer Agency Agreement  between American Century  Municipal Trust
            and American Century Services Corporation,  dated August 1, 1997, is
            incorporated  herein by  reference  to  Exhibit 9 of  Post-Effective
            Amendment #33 to the  Registration  Statement  for 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 July 28,  1997 is  incorporated  herein by
            reference to Rule 24f-2  Notice filed on July 28, 1997  (Accession #
            0000746458-97-000009).

        (11)a)Consent  of  KPMG  Peat  Marwick  LLP,  independent  auditors,  is
            included herein.

            b)Consent  of  Baird,  Kurtz  &  Dobson,  independent  auditors,  is
            included herein.

        (12)Not applicable.

        (13)Not applicable.

        (14)Not applicable.

        (15)Not applicable.

        (16)a) Schedule for computation of each performance  quotation  provided
            in  response  to  Item  22  for  American   Century-Benham   Arizona
            Intermediate-Term  Municipal Fund, American  Century-Benham  Florida
            Municipal   Money   Market,    American    Century-Benham    Florida
            Intermediate-Term   Municipal  Fund,  and  American   Century-Benham
            Tax-Free Money Market Fund is included herein.

            b) Schedule for computation of each performance  quotation  provided
            in  response  to Item 22 for  American  Century-Benham  Limited-Term
            Tax-Free Fund, American  Century-Benham  Intermediate-Term  Tax-Free
            Fund,  and  American  Century-Benham  Long-Term  Tax-Free  Fund  are
            incorporated  herein  by  reference  Exhibit  16  of  Post-Effective
            Amendment No. 76 to the Registration  Statement for American Century
            Mutual  Funds,   Inc.,   filed  on  February  28,  1997   (Accession
            #0000100334-97-000005).

        (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 July 31, 1997,  each operating  series of the Registrant had the following
number of record shareholders:

American Century - Benham Tax-Free Money Market Fund                2,133
American Century - Benham Intermediate-Term Tax-Free Fund           1,493
American Century - Benham Long-Term Tax-Free Fund                   1,270
American Century - Benham Florida Municipal Money Market Fund       1,117
American Century - Benham Florida Intermediate-Term Municipal Fund    311
American Century - Benham Arizona Intermediate-Term Municipal Fund    618
American Century - Benham Limited-Term Tax Free                         0

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,  incorporated
herein by reference  to Exhibit 2 of  Post-Effective  Amendment  No. 17 filed on
June 28, 1996 (Accession # 0000746458-96-000009).


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  Capital  Preservation  Fund,  Inc.,
American Century Capital Preservation Fund II, Inc., 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 Manager Funds,  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.

a)   Registrant  undertakes  to  furnish  each  person to whom a  Prospectus  is
     delivered  with  a  copy  of  the  Registrant's  latest  annual  report  to
     shareholders, upon request and without charge.

b)   Registrant  hereby  undertakes to file, with respect to American  Century -
     Benham  Limited-Term  Tax-Free  Fund,  a  post-effective   amendment  using
     financial  statements which need not be certified within four to six months
     from the commencement of operations.

c)   Registrant hereby undertakes to call a meeting of shareholders of the Trust
     upon  written  request of  shareholders  owning at least  one-tenth  of the
     outstanding shares.

d)   The Registrant  undertakes to assist  shareholders in their  communications
     with other shareholders.
<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. 20/Amendment No. 21 to be signed on its behalf by the undersigned,
thereunto  duly  authorized,  in  the  City  of  Mountain  View,  and  State  of
California,  on the  27th  day of  August,  1997.  I hereby  certify  that  this
Amendment meets the  requirements for immediate  effectiveness  pursuant to Rule
485(b).

                           AMERICAN CENTURY MUNICIPAL TRUST


                           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. 20/Amendment No. 21 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,   August 27, 1997
- ---------------------------------    President, and
James M. Benham                      Chief Executive Officer

*                                    Trustee                              August 27, 1997
- ---------------------------------
Albert A. Eisenstat

*                                    Trustee                              August 27, 1997
- ---------------------------------
Ronald J. Gilson

*                                    Trustee                              August 27, 1997
- ---------------------------------
Myron S. Scholes

*                                    Trustee                              August 27, 1997
- ---------------------------------
Kenneth E. Scott

*                                    Trustee                              August 27, 1997
- ---------------------------------
Isaac Stein

*                                    Trustee                              August 27, 1997
- ---------------------------------
James E. Stowers III

*                                    Trustee                              August 27, 1997
- ---------------------------------
Jeanne D. Wohlers

*                                    Chief Financial Officer, Treasurer   August 27, 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.B1    a)Amended  Declaration of Trust dated May 31, 1995, is  incorporated
            herein by reference to Exhibit 1(a) of Post-Effective  Amendment No.
            16 filed on July 28, 1995.

            b) Amendment to the  Declaration  of Trust dated October 21, 1996 is
            incorporated  herein by reference to Exhibit 1(b) of  Post-Effective
            Amendment No. 19 to the Registration  Statement,  filed on March 12,
            1997 (Accession No. 746458-97-000004).

            (c)  Amendment to the  Declaration  of Trust dated May 23, 1997,  is
            included herein.

EX-99.B2    Amended and  Restated  Bylaws  dated May 17,  1995 are  incorporated
            herein by reference to Exhibit 2 of Post-Effective  Amendment No. 17
            filed on June 28, 1996 (Accession # 0000746458-96-000009).

EX-99.B4    a) Specimen copy of American  Century - Benham Tax-Free Money Market
            Fund, American Century - Benham Intermediate-Term  Tax-Free Fund and
            American Century - Benham Long-Term  Tax-Free Fund share certificate
            is incorporated  herein by reference to Exhibit 4 to  Post-Effective
            Amendment No. 10.

            b) Specimen  copy of  American  Century - Benham  Florida  Municipal
            Money Market  Fund's share  certificate  is  incorporated  herein by
            reference to Exhibit 4 to Post-Effective Amendment No. 15.

            c)   Specimen   copy  of   American   Century   -   Benham   Florida
            Intermediate-Term Municipal Fund's share certificate is incorporated
            herein by reference to Exhibit 4 to Post-Effective Amendment No. 15.

            d)   Specimen   copy  of   American   Century   -   Benham   Arizona
            Intermediate-Term Municipal Fund's share certificate is incorporated
            herein by reference to Exhibit 4 to Post-Effective Amendment No. 15.

            e) Specimen copy  American  Century - Benham  Limited-Term  Tax-Free
            Fund's share certificate is to be filed by amendment.
  
EX-99.B5    Investor Class  Investment  Management  Agreement  between  American
            Century Municipal Trust and American Century Investment  Management,
            Inc.,  dated August 1, 1997, is incorporated  herein by reference to
            Exhibit  5 of  Post-Effective  Amendment  #33  to  the  Registration
            Statement of American Century  Government  Income Trust,  filed July
            31, 1997 (Accession #773674-97-000014).

EX-99.B6    Distribution  Agreement between American Century Municipal Trust and
            American Century Investment Services, Inc., dated August 1, 1997, is
            incorporated  herein by  reference  to  Exhibit 6 of  Post-Effective
            Amendment  #33 to the  Registration  Statement  of American  Century
            Government   Income   Trust,   filed   July  31,   1997   (Accession
            #773674-97-000014).

EX-99.B8    Custodian Agreement between American Century Investments  (including
            American  Century  Municipal  Trust),  and The Chase Manhattan Bank,
            dated August 9, 1996, is incorporated herein by reference to Exhibit
            8 of Post-Effective  Amendment #31 to the Registration Statement for
            American  Century  Government  Income Trust,  filed February 7, 1997
            (Accession #773674-97-000002).

EX-99.B9    Transfer Agency Agreement  between American Century  Municipal Trust
            and American Century Services Corporation,  dated August 1, 1997, is
            incorporated  herein by  reference  to  Exhibit 9 of  Post-Effective
            Amendment #33 to the  Registration  Statement  for 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 July 28,  1997 is  incorporated  herein by
            reference to Rule 24f-2  Notice filed on July 28, 1997  (Accession #
            0000746458-97-000009).

EX-99.B11   a)Consent  of  KPMG  Peat  Marwick  LLP,  independent  auditors,  is
            included herein.

            b)Consent  of  Baird,  Kurtz  &  Dobson,  independent  auditors,  is
            included herein.

EX-99.B16   a) Schedule for computation of each performance  quotation  provided
            in  response  to  Item  22  for  American   Century-Benham   Arizona
            Intermediate-Term  Municipal Fund, American  Century-Benham  Florida
            Municipal   Money   Market,    American    Century-Benham    Florida
            Intermediate-Term   Municipal  Fund,  and  American   Century-Benham
            Tax-Free Money Market Fund is included herein.

            b) Schedule for computation of each performance  quotation  provided
            in  response  to Item 22 for  American  Century-Benham  Limited-Term
            Tax-Free Fund, American  Century-Benham  Intermediate-Term  Tax-Free
            Fund,  and  American  Century-Benham  Long-Term  Tax-Free  Fund  are
            incorporated  herein  by  reference  Exhibit  16  of  Post-Effective
            Amendment No. 76 to the Registration  Statement for American Century
            Mutual  Funds,   Inc.,   filed  on  February  28,  1997   (Accession
            #0000100334-97-000005).

EX-99.B17   Power of Attorney dated February 28, 1997 is included herein.

EX-27.4.1   FDS - American Century - Benham Tax-Free Money Market Fund.

EX-27.4.2   FDS - American Century - Benham Florida Municipal Money Market Fund.

EX-27.5.3   FDS - American Century - Benham Intermediate-Term Tax-Free Fund.

EX-27.5.4   FDS - American Century - Benham Florida Intermediate-Term  Municipal
            Fund.

EX-27.5.5   FDS - American Century - Benham Arizona Intermediate-Term  Municipal
            Fund.

EX-27.5.6   FDS - American Century - Benham Long-Term Tax-Free Fund.

EX-27.5.7   FDS - American Century - Benham Limited-Term Tax-Free Fund.

                                 AMENDMENT NO. 2
                                     TO THE
                              DECLARATION OF TRUST
                                       OF

                        AMERICAN CENTURY MUNICIPAL TRUST

                             Effective May 23, 1997

         WHEREAS,  Section  5(a) of  Article  III of the  Declaration  of  Trust
provides that the Trustees may establish and designate a new Series of Shares 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 establish a new Series of Shares to be  designated  as
"American Century - Benham Limited-Term Tax-Free Fund";

         RESOLVED,  that Article III,  Section 8 of the Declaration of Trust for
the American Century Government Income Trust is hereby amended as follows:

                  Section 8. Trustees'  Establishment and Designation of Series.
         The  Board of  Trustees  hereby  establishes  and  designates  American
         Century--Benham  Arizona  Intermediate-Term  Municipal  Fund,  American
         Century--Benham   Florida   Municipal   Money  Market  Fund,   American
         Century--Benham  Florida  Intermediate-Term  Municipal  Fund,  American
         Century--Benham  Tax-Free Money Market Fund,  American  Century--Benham
         Limited-Term Tax-Free Fund, American Century--Benham  Intermediate-Term
         Tax-Free Fund and American  Century--Benham  Long-Term Tax-Free Fund as
         Series  of the  Trust  with the  relative  rights  and  preferences  as
         described in Section 6 of Article III.

         RESOLVED FURTHER, that the assets and liabilities of the Trust shall be
allocated  among the series of the Trust as set forth in Article III,  Section 6
of the Declaration of Trust.
<TABLE>
Trustees of the Benham Government Income Trust

<S>                                       <C>               <C>                                      <C>
/s/ James M. Benham                       5/23/97           /s/ Ezra Solomon                          5/23/97
- ----------------------------------------  -------------     ----------------------------------------  -------
James M. Benham*                          Date              Ezra Solomon*                             Date
/s/ Albert A. Eisenstat                   5/23/97           /s/ Isaac Stein                           5/23/97
- ----------------------------------------  -------------     ----------------------------------------  -------
Albert A. Eisenstat*                      Date              Isaac Stein*                              Date
/s/ Ronald J. Gilson                      5/23/97           /s/ James E. Stowers III                  5/23/97
- ----------------------------------------  -------------     ----------------------------------------  -------
Ronald J. Gilson*                         Date              James E. Stowers III*                     Date
/s/ Myron S. Scholes                      5/23/97           /s/ Jeanne D. Wohlers                     5/23/97
- ----------------------------------------  -------------     ----------------------------------------  -------
Myron S. Scholes*                         Date              Jeanne D. Wohlers*                        Date
/s/ Kenneth E. Scott                      5/23/97
- ----------------------------------------  -------------
Kenneth E. Scott*                         Date


*By:   /s/Douglas A. Paul                                                       Date:  May 23, 1997
       Douglas A. Paul, Esq.
       Pursuant to Power of Attorney dated March 4, 1996
</TABLE>

                         Consent of Independent Auditors




The Board of Trustees and Shareholders
American Century Municipal Trust:

We consent to the inclusion in American Century Municipal Trust's Post-Effective
Amendment No. 20 to the  Registration  Statement No.  2-91229 on Form N-1A under
the  Securities Act of 1933 and Amendment No. 21 to the  Registration  Statement
No. 811-4025 filed on Form N-1A under the Investment  Company Act of 1940 of our
reports dated July 7, 1997 on the financial  statements and financial highlights
of  the  American  Century-Benham  Arizona  Intermediate-Term   Municipal  Fund,
American   Century-Benham   Florida   Municipal  Money  Market  Fund,   American
Century-Benham Florida Intermediate-Term Municipal Fund, American Century-Benham
Tax-Free Money Market Fund, American  Century-Benham  Limited-Term Tax-Free Fund
American   Century-Benham   Intermediate-Term   Tax-Free   Fund   and   American
Century-Benham  Long-Term Tax-Free Fund (the seven funds comprising the American
Century Municipal Trust) for the periods indicated  therein,  which reports have
been  incorporated by reference into the Statement of Additional  Information of
American  Century  Municipal Trust. 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  are
incorporated by reference in the Prospectus.


/s/KPMG Peat Marwick LLP
KPMG Peat Marwick LLP

Kansas City, Missouri
August 30, 1997

                                   Consent of
                              Independent Auditors




American Century Municipal Trust
American Century Investments
1665 Charleston Road
Mountain View, California 94043

We hereby  consent  to the use in this  Post-Effective  Amendment  No. 20 to the
Registration  Statement  under the Securities Act of 1933 and this Amendment No.
21 to the Registration  Statement under the Investment Company Act of 1940, both
on form N-1A, of our report dated November 20, 1996, accompanying and pertaining
to the financial statements of Limited-Term Tax Free, Intermediate-Term Tax Free
and Long-Term Tax Free, all series of American  Century  Municipal  Trust, as of
October 31, 1996, which are included in such Post-Effective Amendments.

/s/Baird, Kurtz & Dobson
Baird, Kurtz & Dobson

Kansas City, Missouri
August 27, 1997


                      BENHAM ARIZONA INTERMEDIATE MUNI FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     5/31/97

                                     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       $1,057.70       1.000000      5.77%

Five Year

Ten Year

Inception *                $1,000.00       $1,213.80       3.137577      6.37%

TR = Total return for period        TR=(ERV/P)-1              21.38%

 *Date of Inception:              4/11/94
<PAGE>

                      BENHAM ARIZONA INTERMEDIATE MUNI FUND
                                YIELD CALCULATION
                                    5/31/97

                                 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    =              $122,174.19
             B    =               $16,735.82
             C    =             2,924,975.376
             D    =                   $10.44

        Yield     =                     4.18%
<PAGE>

                      BENHAM FLORIDA INTERMEDIATE MUNI FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     5/31/97

                                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       $1,066.30           1.000000    6.63%

Five Year

Ten Year

Inception *               $1,000.00       $1,215.10           3.137577    6.41%

TR = Total return for period             TR=(ERV/P)-1                21.51%

 *Date of Inception:                   4/11/94
<PAGE>

                      BENHAM FLORIDA INTERMEDIATE MUNI FUND
                                YIELD CALCULATION
                                    5/31/97

                                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    =              $59,261.31
             B    =               $8,004.09
             C    =            1,437,993.408
             D    =                  $10.34

        Yield     =                    4.17%
<PAGE>

                      BENHAM FLORIDA MUNI MONEY MARKET FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     5/31/97

                                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       $1,035.50          1.000000    3.55%

Five Year

Ten Year

Inception *             $1,000.00       $1,119.80          3.137577    3.67%

TR = Total return for period             TR=(ERV/P)-1                  11.98%

 *Date of Inception:                   4/11/94
<PAGE>

                             BENHAM FLORIDA MUNI MM
                                YIELD CALCULATION
                                     5/31/97

           Effective Yield:         [(Base Period Return)+1)^365/7]-1           
                                                                                
           Base Period Return        =                0.00065666                
                                                                                
           7 Day Effective Yield     =                3.48%                     

                                                                                
                   Yield:  = I/B X 365/7                                        
                                                                                
                        Y  = Yield                                              
                        I  = total income of hypothetical account over the seven
                             day period                                         
                        B  = beginning account value
                                                                                
                        I  =                0.00065666                          
                        B  =               $1.00                                

              7 Day Yield  =                3.42%
<PAGE>

                        BENHAM TAX FREE MONEY MARKET FUND
                           AVERAGE ANNUAL TOTAL RETURN
                                     5/31/97

                                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       $1,029.80        1.000000    2.98%

Five Year               $1,000.00       $1,138.60        5.000000    2.63%

Ten Year                $1,000.00       $1,442.60       10.000000    3.73%

Inception *             $1,000.00       $1,656.50       12.832307    4.01%

TR = Total return for period             TR=(ERV/P)-1                  65.65%

 *Date of Inception:                   7/31/84
<PAGE>

                          BENHAM TAX FREE MONEY MARKET
                                YIELD CALCULATION
                                     5/31/97

           Effective Yield:         [(Base Period Return)+1)^365/7]-1           
                                                                                
           Base Period Return        =                0.00063656                
                                                                                
           7 Day Effective Yield     =                3.37%                     


                  Yield:  = I/B X 365/7                                         
                                                                                
                       Y  = Yield                                               
                       I  = total income of hypothetical account over the seven 
                            day period                                          
                       B  = beginning account value
                                                                                
                       I  =                0.00063656                           
                       B  =               $1.00                                 

             7 Day Yield  =                3.32%

                               POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that the undersigned,  AMERICAN CENTURY
MUNICIPAL  TRUST,  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 MUNICIPAL TRUST
                                (A Massachusetts Business Trust)

                                 By:/*/James M. Benham
                                    James M. Benham, President

SIGNATURE AND TITLE

/*/James M. Benham                                /*/Isaac Stein
James M. Benham                                   Isaac Stein
Chairman                                          Director

/*/Albert A. Eisenstat                            /*/Jeanne D. Wohlers
Albert A. Eisenstat                               Jeanne D. Wohlers
Director                                          Director

/*/Ronald J. Gilson                               /*/James E. Stowers, III
Ronald J. Gilson                                  James E. Stowers, III
Director                                          Director

/*/Myron S. Scholes                               /*/Maryanne Roepke
Myron S. Scholes                                  Maryanne Roepke
Director                                          Treasurer      

/*/Kenneth E. Scott
Kenneth E. Scott
Director                                        Attest:

                                                By:/*/Douglas A. Paul, Secretary
                                                Douglas A. Paul, Secretary

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</TABLE>

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