AMERICAN CENTURY MUNICIPAL TRUST
485APOS, 1998-06-03
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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._24_                              X
                                                                     -----
                                     and/or

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

         File No. 811-4025:

         Amendment No._25_


         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
   _____ on (date) 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 
   __X__ on August 31, 1998 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>
The  Prospectus  of the  Investor  Class for:  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,  American  Century-Benham  Long-Term  Tax-Free
Fund, and American Century-Benham  High-Yield Municipal Fund; and the Prospectus
of the Investor Class for the American Century-Benham Tax-Free Money Market Fund
are incorporated  herein by reference to Post-Effective  Amendment No. 23 to the
Registration    Statement,    filed   on   March   26,   1998   (Accession   No.
746458-98-000007).
<PAGE>
                        AMERICAN CENTURY MUNICIPAL TRUST
                    1933 Act Post-Effective Amendment No. 24
                            1940 Act Amendment No. 25

                                    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 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 (reg.sm)]
                                    American
                                Century (reg.tm)

   
                                AUGUST 31, 1998
    

                             BENHAM GROUP (reg.tm)

   
                      Arizona Intermediate-Term Municipal
                         Florida Municipal Money Market
                      Florida Intermediate-Term Municipal
                        New York Municipal Money Market
    

INVESTOR CLASS


                              AMERICAN CENTURY INVESTMENTS
                                    FAMILY OF FUNDS

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


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

  Florida Municipal
   Money Market

Florida Intermediate-
   Term Municipal

   
 New York Municipal 
   Money Market


                                   PROSPECTUS
                                 August 31,1998

                  Arizona Intermediate-Term Municipal * Florida
               Municipal Money Market * Florida Intermediate-Term
                   Municipal * New York Municipal Money Market
    

                                 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.  Four 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 August 31, 1998,  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
                             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.



                       INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- BENHAM ARIZONA INTERMEDIATE-TERM MUNICIPAL FUND

    Arizona  Intermediate-Term 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 NEW YORK MUNICIPAL MONEY MARKET FUND

    New York  Municipal  Money  Market is a money  market  fund that  seeks high
current tax-free income for New York residents while  maintaining a stable $1.00
share price.  THERE CAN BE NO ASSURANCE THAT THE FUND WILL BE ABLE TO MAINTAIN A
STABLE NET ASSET VALUE PER SHARE.
    

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.  Florida  Municipal Money
Market and Florida  Intermediate-Term  are referred to as the  "Florida  Funds."
Florida  Municipal  Money Market and New York Municipal  Money Market are called
the "Money  Market  Funds."  Arizona  Intermediate-Term  Municipal  and  Florida
Intermediate-Term Municipal are referred to as the "Variable Price Funds."

    ARIZONA  INTERMEDIATE-TERM  MUNICIPAL,  THE FLORIDA FUNDS AND NEW YORK MONEY
MARKET  CONCENTRATE THEIR INVESTMENTS  GEOGRAPHICALLY BY INVESTING IN SECURITIES
ISSUED  BY  AGENCIES,  INSTRUMENTALITIES  AND  MUNICIPALITIES  OF THE  STATES OF
ARIZONA, FLORIDA AND NEW YORK 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.


                                 TABLE OF CONTENTS

Investment Objectives of the Funds ........................................    2
Transaction and Operating Expense Table ...................................    5
Financial Highlights ......................................................    6

INFORMATION REGARDING THE FUNDS

   
Investment Policies of the Funds ..........................................   13
   Arizona Intermediate-Term Municipal ....................................   13
   Florida Municipal Money Market,
      Florida Intermediate-Term Municipal .................................   14
   New York Municipal Money Market ........................................   15
Portfolio Investment Quality and Maturity
   Guidelines .............................................................   16
   Money Market Funds .....................................................   16
   Variable Price Funds ...................................................   16
Risk Factors and Investment Techniques ....................................   17
   Basic Fixed Income Investment Risks ....................................   17
           Interest Rate Risk .............................................   17
           Credit Risk ....................................................   17
           Concentration Risk .............................................   18
           Call Risk ......................................................   18
      Municipal Securities ................................................   18
 Tax-Exempt Securities ....................................................   19
 Other Investment Practices, Their Characteristics
         and Risks ........................................................   20
      Portfolio Turnover ..................................................   20
      When-Issued and Forward Commitment
         Agreements .......................................................   20
      Interest Rate Futures Contracts and Options Thereon .................   20
      Restricted Securities ...............................................   21
      Cash Management .....................................................   21
      Other Techniques ....................................................   21
 Performance Advertising ..................................................   22
    


HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

American Century Investments ..............................................   23
Investing in American Century .............................................   23
How to Open an Account ....................................................   23
           By Mail ........................................................   23
           By Wire ........................................................   23
           By Exchange ....................................................   24
           In Person ......................................................   24
      Subsequent Investments ..............................................   24
           By Mail ........................................................   24
           By Telephone ...................................................   24
           By Online Access ...............................................   24
           By Wire ........................................................   24
           In Person ......................................................   24
      Automatic Investment Plan ...........................................   24
 How to Exchange from One Account to Another ..............................   24
           By Mail ........................................................   25
           By Telephone ...................................................   25
           By Online Access ...............................................   25
 How to Redeem Shares .....................................................   25
           By Mail ........................................................   25
           By Telephone ...................................................   25
           By Check-A-Month ...............................................   25
           Other Automatic Redemptions ....................................   25
      Redemption Proceeds .................................................   25
           By Check .......................................................   25
           By Wire and ACH ................................................   25
      Redemption of Shares in Low-Balance Accounts ........................   26
 Signature Guarantee ......................................................   26
 Special Shareholder Services .............................................   26
           Automated Information Line .....................................   26
           Online Account Access ..........................................   26
           CheckWriting ...................................................   26
           Open Order Service .............................................   27
           Tax-Qualified Retirement Plans .................................   27
 Important Policies Regarding Your Investments ............................   27
 Reports to Shareholders ..................................................   28
Employer-Sponsored Retirement Plans and
   Institutional Accounts .................................................   29

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price ...............................................................   30
   When Share Price Is Determined .........................................   30
   How Share Price Is Determined ..........................................   30
   Where to Find Information About Share Price ............................   31
Distributions .............................................................   31
Taxes .....................................................................   31
   Tax-Deferred Accounts ..................................................   31
   Taxable Accounts .......................................................   32
Special Tax Information ...................................................   33
   Municipal Securities ...................................................   33
   AMT Liability ..........................................................   33
   Arizona Intermediate-Term Municipal ....................................   33
   Florida Funds ..........................................................   33
Management ................................................................   34
   Investment Management ..................................................   34
   Code of Ethics .........................................................   35
   Transfer and Administrative Services ...................................   36
Distribution of fund Shares ...............................................   36
Further Information About American Century ................................   36



<TABLE>
<CAPTION>
                   TRANSACTION AND OPERATING EXPENSE TABLE

   
                                                                                         Arizona Intermediate-
                                                                                            Term Municipal,
                                                                   Florida Money Market  Florida Intermediate-
                                                                   New York Money Market     Term Municipal
SHAREHOLDER TRANSACTION EXPENSES:
<S>                                                                 <C>                 <C>
Maximum Sales Load Imposed
on Purchases ..................................................               none                none
    

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

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

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

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

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

Management Fees(2) ............................................               0.50%               0.51%
12b-1 Fees ....................................................               none                none
Other Expenses(3) .............................................               0.00%               0.00%
Total fund Operating Expenses .................................               0.50%               0.51%

EXAMPLE:(5)

You would pay the following                                   1 year            $5                $5
expenses on a $1,000                                          3 years           16                16
investment, assuming a                                        5 years           28                29
5% annual return and redemption                              10 years           63                64
at the end of each time period:
</TABLE>

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

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

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

    The purpose of this 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 offered by this Prospectus.
The  example  set  forth  above  assumes   reinvestment  of  all  dividends  and
distributions  and  uses  a  5%  annual  rate  of  return  as  required  by  SEC
regulations.

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

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



<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                       ARIZONA INTERMEDIATE-TERM MUNICIPAL

  The Financial  Highlights for each of the periods  presented have been audited
(except as noted) 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(1)              1997              1996             1995           1994(2)

PER-SHARE DATA

Net Asset Value,
<S>                                <C>                 <C>              <C>              <C>              <C>       
Beginning of Period ..........     $    10.44          $    10.31       $    10.35       $    10.13       $    10.00
                                   ----------          ----------       ----------       ----------       ----------
Income From
Investment Operations

   Net Investment Income .....           0.23                0.45             0.51             0.51             0.07

   Net Realized and
   Unrealized Gain (Loss)
   on Investment Transactions            0.19                0.13            (0.03)            0.22             0.13
                                   ----------          ----------       ----------       ----------       ----------
   Total From Investment
   Operations ................           0.42                0.58             0.48             0.73             0.20
                                   ----------          ----------       ----------       ----------       ----------
Distributions

   From Net Investment Income           (0.23)              (0.45)           (0.51)           (0.51)           (0.07)

   From Net Realized Gains on
   Investment Transactions ...           --                  --              (0.01)            --               --
                                   ----------          ----------       ----------       ----------       ----------
   Total Distributions .......          (0.23)              (0.45)           (0.52)           (0.51)           (0.07)
                                   ----------          ----------       ----------       ----------       ----------
Net Asset Value, End of Period     $    10.63          $    10.44       $    10.31       $    10.35       $    10.13
                                   ==========          ==========       ==========       ==========       ==========
   Total Return(3) ...........           4.04%               5.77%            4.65%            7.52%            1.99%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets ........           0.57%(4)            0.66%            0.14%            --               --

Ratio of Operating Expenses
to Average Net Assets
(Before Expense Waiver) ......           0.69%(4)            0.79%            0.82%            1.01%            2.33%(4)

Ratio of Net Investment Income
to Average Net Assets ........           4.33%(4)            4.35%            4.85%            5.16%            5.08%(4)

Ratio of Net Investment Income
to Average Net Assets
(Before Expense Waiver) ......           4.20%(4)            4.22%            4.17%            4.15%            2.75%(4)

Portfolio Turnover Rate ......             24%                 81%              36%              33%              18%

Net Assets, End of
Period (in thousands) ........     $   36,019          $   30,555       $   25,789       $   19,778       $    7,187
- ----------
</TABLE>
(1) Six months ended November 30, 1997 (unaudited).

(2) April 11, 1994 (inception) through May 31, 1994.

(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.



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

  The Financial  Highlights for each of the periods  presented have been audited
(except as noted) 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(1)                1997              1996            1995           1994(2)

PER-SHARE DATA

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

   Net Investment Income .....            0.02                0.03              0.04             0.04             --
                                   -----------         -----------       -----------      -----------      -----------
Distributions

   From Net
   Investment Income .........           (0.02)              (0.03)            (0.04)           (0.04)            --
                                   -----------         -----------       -----------      -----------      -----------
Net Asset Value,
End of Period ................     $      1.00         $      1.00       $      1.00      $      1.00      $      1.00
                                   ===========         ===========       ===========      ===========      ===========
   Total Return(3) ...........            1.66%               3.55%             3.86%            3.71%            0.40%

RATIOS/SUPPLEMENTAL DATA


Ratio of Operating Expenses
to Average Net Assets ........            0.53%(4)            0.12%             0.01%            --               --

Ratio of Operating Expenses
to Average Net Assets
(Before Expense Waiver) ......            0.57%(4)            0.66%             0.71%            0.88%            1.58%(4)


Ratio of Net Investment
Income to Average Net Assets .            3.29%(4)            3.48%             3.75%            3.93%            2.99%(4)

Ratio of Net Investment Income
to Average Net Assets
(Before Expense Waiver) ......            3.25%(4)            2.94%             3.05%            3.05%            1.41%(4)

Net Assets, End of
Period (in thousands) ........     $    80,365         $   112,129       $    99,993      $    45,147      $     5,565

</TABLE>
- ----------
(1) Six months ended November 30, 1997 (unaudited).

(2) April 11, 1994 (inception) through May 31, 1994.

(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.


<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                       FLORIDA INTERMEDIATE-TERM MUNICIPAL

  The Financial  Highlights for each of the periods  presented have been audited
(except as noted) 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(1)             1997           1996          1995        1994(2)

PER-SHARE DATA

Net Asset Value,
<S>                              <C>                      <C>              <C>              <C>             <C>       
Beginning of Period .............$          10.34         $    10.18       $    10.30       $    10.11      $    10.00
                                       ----------         ----------       ----------       ----------      ----------
Income From
Investment Operations

   Net Investment Income .........           0.23               0.46             0.52             0.52            0.07

   Net Realized and
   Unrealized Gain (Loss)
   on Investment Transactions ....           0.26               0.20            (0.08)            0.19            0.11
                                       ----------         ----------       ----------       ----------      ----------
   Total From
   Investment Operations .........           0.49               0.66             0.44             0.71            0.18
                                       ----------         ----------       ----------       ----------      ----------
Distributions

   From Net
   nvestment Income ..............          (0.23)             (0.46)           (0.52)           (0.52)          (0.07)

   From Net Realized
   Capital Gains .................           --                (0.04)           (0.04)            --              --
                                       ----------         ----------       ----------       ----------      ----------
   Total Distributions ...........          (0.23)             (0.50)           (0.56)           (0.52)          (0.07)
                                       ----------         ----------       ----------       ----------      ----------
Net Asset Value,
End of Period ...................$          10.60         $    10.34       $    10.18       $    10.30      $    10.11
                                       ==========         ==========       ==========       ==========      ==========
   Total Return(3) ...............           4.73%              6.63%            4.34%            7.31%           1.79%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets ............           0.57%(4)           0.65%            0.13%            --              --

Ratio of Operating Expenses
to Average Net Assets
(Before Expense Waiver) ..........           0.66%(4)           0.86%            0.88%            1.09%           1.92%(4)

Ratio of Net Investment
Income to Average Net Assets .....           4.29%(4)           4.42%            5.05%            5.23%           5.02%(4)

Ratio of Net Investment
Income to Average Net Assets
(Before Expense Waiver) ..........           4.20%(4)           4.21%            4.30%            4.14%           3.10%(4)

Portfolio Turnover Rate ..........             98%                82%              66%              37%              6%

Net Assets, End of
Period (in thousands) ...........$         20,584         $   16,513       $   10,319       $    9,532      $    5,892

</TABLE>

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

(2) April 11, 1994 (inception) through May 31, 1994.

(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.

       



                        INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

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

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

   
    Each  fund is a  "non-diversified  company"  as  defined  in the  Investment
Company Act of 1940 (the  "Investment  Company  Act"),  which  means  that,  the
Investment Company Act does not limit the proportion of a fund's assets that may
be invested in the securities of a single issuer.  However,  the funds intend to
meet  federal tax  requirements  for  qualification  as a  regulated  investment
company, as described 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  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.
Arizona Intermediate-Term  Municipal is not limited, however, in its investments
in  securities  that are  subject to 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 Arizona, its political subdivisions,  agencies, and instrumentalities,
or U.S.  possessions or territories  such as Puerto Rico).  The remaining 35% of
its net assets may be invested  in (1)  obligations  issued by other  states and
their political subdivisions and (2) U.S. government 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,  political and economic conditions and developments within
Arizona affect the Arizona Fund's yield and share price.  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 the manager and does not purport to be a complete description of the
conditions and developments in Arizona that may affect Arizona Intermediate-Term
Municipal.

    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.  The Arizona economy  continues to diversify away from
its  historical  reliance  on the mining and  agricultural  employment  sectors.
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  instituted a combination  of spending  reductions  and tax
increases  to avoid  potential  budgetary  shortfalls  and may require  doing 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 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 net assets in obligations  with interest  exempt
from the regular federal income tax. The Florida Funds are not limited, however,
in their investments in securities that are subject to 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 each Florida Fund's
net assets may be invested in (1)  obligations  issued by other states and their
political subdivisions and (2) U.S. government 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  ___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,
political and economic  conditions and developments  within the state of Florida
affect the funds' yields and share prices. The following summary is derived from
independent municipal credit reports but has not been independently  verified by
the manager 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.

    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 Statement of Additional Information.


NEW YORK MUNICIPAL MONEY MARKET

    New York  Municipal  Money  Market is a money  market  fund that  seeks high
current tax-free income for New York residents while  maintaining a stable $1.00
share price.

    New York Money  Market is designed  for  individuals  in upper tax  brackets
seeking  income  free from New York  State and  regular  federal  income  taxes,
although New York Money Market may generate some taxable income. Because of this
emphasis on  tax-exempt  income,  New York Money  Market does not  constitute  a
balanced investment.

    New York  Money  Market  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, New York
Money  Market  will  invest at least 80% of its net assets in  obligations  with
interest  exempt from the regular  federal  income tax. New York Money Market is
not limited,  however,  in its investments in securities that are subject to the
federal AMT.

    In  addition,  New York  Money  Market  will  invest at least 65% of its net
assets in New York municipal obligations  (obligations issued by or on behalf of
the   state   of  New   York,   its   political   subdivisions,   agencies   and
instrumentalities  or U.S.  possessions or territories such as Puerto Rico). The
remaining  35% of its net assets may be  invested in (1)  obligations  issued by
other  states  and  their  political   subdivisions  and  (2)  U.S.   government
securities.

    New York Money Market 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  New York  Money  Market  invests  primarily  in New York  municipal
securities,  political  and economic  developments  within the state of New York
affect the fund's  yield.  The  following  summary is derived  from  independent
municipal credit reports but has not been independently  verified by the manager
and  does  not  purport  to be a  complete  description  of the  conditions  and
developments in New York that may affect New York Money Market.

    Like many issuers, New York State and its municipal issuers have experienced
financial  difficulties.  In 1975, financial difficulties ultimately resulted in
low credit ratings and loss of access to the public debt markets. Fiscal reforms
and  better  economic  conditions  allowed  New York and its  municipalities  to
reestablish  financial  stability  in the early 1980s.  Similarly,  in the early
1990s the state and New York City  experienced a moderate  economic  decline and
another period of financial  difficulties.  While conditions have been improving
since 1993,  below-average  economic  performance and tight budgetary conditions
persisted for a number of years.  Both the state and the city  benefited in 1997
from a strong national economy and financial services sector.

    Any events that affect the revenue received by the state and local bodies in
New York may have an impact on the fund. For example, recent developments at the
federal  level,  particularly  federal  welfare  reform,  may have the effect of
offsetting  any revenue gains that may be achieved by the state of New York. The
ability of state and local entities to make  scheduled  payments of interest and
principal on their outstanding debt obligations could be negatively  impacted by
such events.

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


PORTFOLIO INVESTMENT QUALITY AND MATURITY GUIDELINES

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

MONEY MARKET FUNDS

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

In particular, each fund:

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

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

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

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

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

    (2) Rated  (or  issued  by an  issuer  rated  with  respect  to a  class  of
        comparable  short-term  obligations)  in one of the two  highest  rating
        categories  for  short-term  obligations  by  at  least  two  nationally
        recognized  statistical  rating agencies  ("rating  agencies")(or one if
        only one has rated the obligation);  or (3) An obligation  judged by the
        manager, pursuant to guidelines established by the Board of Trustees, to
        be of quality comparable to the securities listed above.

VARIABLE PRICE FUNDS

   
    The Variable Price Funds' maturity criteria are as follows:
    

    Arizona  Intermediate-Term  Municipal invests primarily in intermediate-term
Arizona municipal obligations with maturities of four or more years. The manager
expects the fund to maintain a weighted average  portfolio  maturity that ranges
from five to 10 years.

   
    Florida  Intermediate-Term  Municipal invests primarily in intermediate-term
Florida municipal obligations with maturities of four or more years. The manager
expects the fund to maintain a weighted average  portfolio  maturity that ranges
from five to 10 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) An obligation 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

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

   
    The  Variable  Price Funds offer a range of  potential  for income and total
return based on their respective quality and maturity criteria.
    

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.

    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.

   
    Each of the Variable Price funds  described in this Prospectus may invest up
to 15% of its total assets in unrated securities. Each of the Money Market Funds
may  invest  up to  10% of its  total  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.

    The  revenues  derived from a specific  project,  system,  or facility  back
REVENUE BONDS. 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.

   
    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.
    

    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  years  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 SECURITIES  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  Securities 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
might be part of an adjustment  to AMT under Section 55 of the Internal  Revenue
Code. The AMT is a special  separate tax that applies to certain  taxpayers that
have  certain   adjustments   to  income  or  tax  preference   items.   Arizona
Intermediate-Term  Municipal,  the Florida  Funds and New York Money  Market are
authorized to invest as much as 100% of their assets in AMT Securities.
    

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 funds should be expected to invest at least some portion of their assets
in securities 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___.
    

    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-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 the New York Money Market
using the following equation:


              Fund's Double Tax-Free Yield
- ---------------------------------------------------------            Your Tax-
(100% - Federal Tax Rate) (100% - New York State 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 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.  The  manager  will
segregate  cash or  appropriate  assets  in an  amount  at  least  equal  to the
when-issued commitments. 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  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 investment returns when a futures
contract is priced more attractively than its underlying security or index.

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

    The 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.

RESTRICTED SECURITIES

    The funds may, from time to time,  purchase  securities  that are subject to
restrictions  on resale  ("restricted  securities").  The funds  purchase  these
securities when they present attractive investment  opportunities that otherwise
meet the funds'  criteria for  selection.  Restricted  securities  are typically
privately placed with and traded among qualified  institutional investors rather
than the general public.

    Restricted securities are not necessarily illiquid.  With respect to certain
restricted securities  (particularly those 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.  This  determination is
based upon 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 these restricted  securities and has
delegated  the  day-to-day  function  of  determining  the  liquidity  of  these
restricted  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  restricted  securities is often limited to
certain qualified  institutional  buyers, the liquidity of restricted securities
may be limited  accordingly  and a fund may, from time to time,  hold restricted
securities that are illiquid.

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

CASH MANAGEMENT

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

    Up to 10% of the 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  obligations.  See the 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.

    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.

    The effective yield is calculated in a similar manner but, when  annualized,
the income earned by the investment is assumed to be  reinvested.  The effective
yield will be slightly higher than the yield because of the  compounding  effect
on the assumed reinvestment.

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

    A tax-equivalent  yield  demonstrates the taxable yield necessary to produce
after-tax  yield  equivalent  to that of a mutual  fund which  invests in exempt
obligations.  See  "Tax-Exempt  Securities,"  page ___, 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.



                 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

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

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

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 ____.

HOW TO OPEN AN ACCOUNT

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

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

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

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

    You may invest in the following ways:

BY MAIL

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

BY WIRE

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

    (*) RECEIVING BANK AND ROUTING NUMBER:

        Commerce Bank, NA. (101000019)

    (*) BENEFICIARY (BNF):

        American Century Services Corporation
        4500 Main St., Kansas City, Missouri 64111

    (*) BENEFICIARY ACCOUNT NUMBER (BNF ACCT):

        2804918

    (*) REFERENCE FOR BENEFICIARY (RFB):

        American  Century  account number into which you are investing.  If more
        than one, leave blank and see Bank to Bank Information below.

    (*) ORIGINATOR TO BENEFICIARY (OBI):

        Name and address of owner of account into which you are investing.

    (*) BANK TO BANK INFORMATION

        (BBI OR FREE FORM TEXT):

        *   Taxpayer identification or Social Security number

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

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

BY EXCHANGE

    Call  1-800-345-2021  from 7a.m. to 7p.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 ___ and indicate your account number.

IN PERSON

    You  may  make  subsequent  investments  in  person  at one of our  Investor
Centers. The locations of our 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 ___.

    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 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 __) 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 ___.

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 a $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 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 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  hecks  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 15days. 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 2p.m. Central time are effective the same day, and
orders or  cancellations  received  after 2 p.m.  Central time are effective the
next business day.

TAX-QUALIFIED RETIREMENT PLANS

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

    *   Individual Retirement Accounts ("IRAs");

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

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

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

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

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

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

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

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

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

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

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

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

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  an   Institutional   Service   representative   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.



                     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
the net  asset  value of the fund is  determined,  are  effective  on,  and will
receive the price  determined,  that day.  Investment,  redemption  and exchange
requests received  thereafter are effective on, and receive the price determined
as of the close of the Exchange on the next day the Exchange is open.

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

    We have contractual  relationships with certain financial  intermediaries in
which such intermediaries  represent that they have systems to track the time at
which  investment  orders  are  received  at  different  times.  Based  on these
representations, the fund has authorized such intermediaries and their designees
to  accept  purchase  and  redemption  orders  on the  funds'  behalf  up to the
applicable  cut-off  time.  The fund will be deemed to have received such orders
upon  acceptance by the duly  authorized  intermediary,  and such orders will be
priced at the fund's net asset value next  determined  after  acceptance  on the
funds' behalf by such intermediary.

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 premium, 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 ___.) 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 New York 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 certain  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  does not  increase  the value of your  shares or 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.

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 gains on assets held
greater than 12 months, but no more than 18 months (28% Rate Gain) and/or assets
held  greater  than 18 months (20% Rate Gain) 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,  except as described  below, 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 (28%
and/or 20% Rate Gain).

    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.  Please note however that tax-exempt dividends are not included on
Form 1099-DIV.  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  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 considered long-term subject to tax
at a maximum rate of 28% (28% Rate  Gain/Loss)  if  shareholders  have held such
shares  for a period of more  than 12  months,  but no more  than 18 months  and
long-term  subject  to tax at a maximum  rate of 20%,  minimum  of 10% (20% Rate
Gain/Loss)  if  shareholders  have held such shares for a period of more than 18
months. 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  at least  50% of its  assets  in state  and
municipal obligations so that it will qualify to pay "exempt-interest dividends"
to shareholders.  Such exempt-interest dividends are generally excludable from a
shareholder's gross income for federal tax purposes.  If a fund earned federally
taxable income from any of its  investments,  the income would be distributed to
shareholders as a taxable dividend as described above.

MUNICIPAL SECURITIES

    Opinions relating to the validity of municipal securities and the exemptions
of interest  thereon from federal income tax are rendered by bond counsel to the
issuers.  The funds and the manager  rely on the opinion of bond  counsel and do
not undertake  any  independent  investigation  of  proceedings  relating to the
issuance  of state or  municipal  securities.  The funds may  invest in  various
instruments  that are not traditional  state and local  obligations and that are
believed to generate interest  excludable from taxable income under 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  imposed  under
Internal Revenue Code Section 55.

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. 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 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 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  and Senior  Portfolio  Manager,  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  Intermediate-Term  Municipal  since its  inception.  Mr. MacEwen joined
American  Century in 1991 as a Municipal  Portfolio  Manager.  Mr.  MacEwen is a
member of the  Association of Investment  Management and Research (AIMR) and the
Securities Analysts of San Francisco. Mr. MacEwen has an MBA in Finance from the
University of Delaware and a BA in Economics from Boston University.

   
    COLLEEN M. DENZLER,  Senior Portfolio Manager, is a member of the teams that
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),  the
San  Francisco  Society  of  Investment  Analysts,  and  the  Financial  Women's
Association.  Ms.  Denzler is a Registered  Representative  and has a bachelor's
degree in Finance from Radford University.
    

    JOEL SILVA, Senior Portfolio Manager has been responsible for the day-to-day
operations  of  Intermediate-Term   Tax-Free  since  June  1994  and  High-Yield
Municipal  since  its  inception.  Mr.  Silva is also a member  of the team that
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 BS  degree  from  California  Polytechnic
University and an MBA from California State University in Hayward.

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

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

    TODD PARDULA,  Portfolio  Manager,  has been  responsible for the day-to-day
operations of New York Municipal  Money Market since its inception.  Mr. Pardula
has been a member of the teams that manage the Money Market Funds since February
1990,  when he joined  American  Century.  Mr. Pardula is a Chartered  Financial
Analyst.

   
    KENNETH  SALINGER,   Associate   Portfolio   Manager,   has  been  primarily
responsible  for the  day-to-day  operations of Arizona  Municipal  Intermediate
since July 1998 and has co-managed Florida Intermediate-Term Municipal since May
1997. Mr. Salinger joined American Century in 1992. Before being promoted to his
current  position,  Mr. Salinger was a municipal  portfolio  trader.  He holds a
bachelor's degree in Quantitative Economics from the University of California in
San Diego and is a candidate for the Chartered Financial Analyst designation.
    

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

   
    For the services  provided to the funds,  the manager receives a monthly fee
based on a percentage of the average net assets of each fund. The annual rate at
which this fee is assessed is determined monthly in a two-step process: First, a
fee rate  schedule  is  applied  to the  assets  of all of the funds in a fund's
investment  category which are managed by the manager (the "Investment  Category
Fee"). There are three investment categories: Money Market Funds, Bond Funds and
Equity Funds.  Second,  a separate fee rate schedule is applied to the assets of
all of the funds  managed by the manager (the  "Complex  Fee").  The  Investment
Category  Fee and the  Complex  Fee are then  added  to  determine  the  unified
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 New York  Money
Market,   0.20%;   and   Arizona   Intermediate-Term   Municipal   and   Florida
Intermediate-Term  Municipal, 0.21%. 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.

    Pursuant  to  a  Sub-Administration   Agreement  with  the  manager,   Funds
Distributor,  Inc. (FDI) serves as the  Co-Administrator  for the funds.  FDI is
responsible for (i) providing  certain  officers of the funds and (ii) reviewing
and filing  marketing and sales  literature on behalf of the funds.  The manager
pays the fees and expenses of FDI.

    Although  there is no sales  charge  levied by the  funds,  transactions  in
shares of the funds may be executed by brokers or investment advisors who charge
a transaction-based  fee or other fee for their services.  Such charges may vary
among  broker-dealers and financial advisors,  but in all cases will be retained
by the  broker-dealer or financial  advisor and not remitted to the funds or the
manager.  You  should be aware of the fact that these  transactions  may be made
directly with American Century without incurring such fees.

    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 FDI, a registered  broker-dealer  (the
"Distributor").   FDI  is  a   wholly-owned   indirect   subsidiary   of  Boston
Institutional  Group, Inc. FDI's principal  business address is 60 State Street,
Suite 1300, Boston, Massachusetts 02109.

    Investors  may  open  accounts  with  American   Century  only  through  the
Distributor.  All purchase  transactions in the funds offered by this Prospectus
are  processed  by the  transfer  agent,  which  is  authorized  to  accept  any
instructions relating to fund accounts.  All purchase orders must be accepted by
the Distributor.

    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 Trust is an 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.

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

WWW.AMERICANCENTURY.COM
<PAGE>
                       STATEMENT OF ADDITIONAL INFORMATION

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

   
                                 AUGUST 31, 1998
    

                                     BENHAM
                                  GROUP(reg.tm)

   
                       Arizona Intermediate-Term Municipal
                         Florida Municipal Money Market
                       Florida Intermediate-Term Municipal
                         New York Municipal Money Market
                              Tax-Free Money Market
                              Limited-Term Tax-Free
                           Intermediate-Term Tax-Free
                               Long-Term Tax-Free
                              High-Yield Municipal
    


                       STATEMENT OF ADDITIONAL INFORMATION

   
                                 AUGUST 31, 1998
    

                        AMERICAN CENTURY MUNICIPAL TRUST

   
This Statement is not a prospectus  but should be read in  conjunction  with the
funds'  current  Prospectus  dated  August  31,  1998.  The  funds'  annual  and
semiannual  reports,  which are dated May 31,  1998 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 ...................................................    9
Portfolio Transactions ....................................................   11
Valuation of Portfolio Securities .........................................   11
Performance ...............................................................   13
Multiple Class Performance Advertising ....................................   14
Taxes .....................................................................   14
About the Trust ...........................................................   15
Trustees and Officers .....................................................   16
Management ................................................................   18
Transfer and Administrative Services ......................................   21
Distribution of Fund Shares ...............................................   22
Additional Purchase and Redemption Information ............................   22
Other Information .........................................................   23

     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,  Benham Florida  Municipal  Money Market and
Benham New York  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."
    


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.

     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.

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 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, by selling the
when-issued securities themselves (which may have a market value greater or less
than the fund's payment  obligation).  Selling securities to meet when-issued or
forward commitment obligations may generate taxable capital gains or losses.

ROLL TRANSACTIONS

     A fund may  sell a  security  and at the same  time  make a  commitment  to
purchase the same or a comparable security at a future date and specified price.
Conversely,  a  fund  may  purchase  a  security  and at the  same  time  make a
commitment  to sell  the same or a  comparable  security  at a  future  date and
specified price. These types of transactions are executed simultaneously in what
are known as  "dollar-roll,"  "cash and carry" or  financing  transactions.  For
example, a broker-dealer may seek to purchase a particular  security that a fund
owns. The fund 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 fund 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).

     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.

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

     From time to time, a significant portion of a fund's assets may be invested
in  municipal  obligations  related to the extent that  economic,  business,  or
political developments affecting one of these obligations could affect the other
obligations in a similar manner.  For example,  if a fund invested a significant
portion of its assets in utility bonds and a state or federal  government agency
or  legislative  body  promulgated  or  enacted  new  environmental   protection
requirements for utility  providers,  projects  financed by utility bonds 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 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
sec-  ondary  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.

OTHER INVESTMENT COMPANIES

     Each of the  funds may  invest  up to 5% of its  total  assets in any money
market  fund,  including  those  advised  by  the  manager,  provided  that  the
investment is consistent with the fund's  investment  policies and restrictions.
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  than  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.

     The  Arizona  economy  continues  to  diversify  away  from its  historical
reliance on the mining and  agricultural  employment  sectors.  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, as it is among the fastest growing states in the nation.

     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 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 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.

   
SPECIAL CONSIDERATIONS REGARDING NEW YORK MUNICIPAL SECURITIES

     As  briefly  discussed  in  the  Prospectus,   New  York  Money  Market  is
susceptible to political,  economic and regulatory events that affect issuers of
New York municipal obligations.  The following information about risk factors is
provided in view of the fund's policies of concentrating  its investments in New
York municipal  securities.  This information is based on independent  municipal
credit  reports  relating to securities  offerings of New York 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.

     The fund's  concentration  in the debt  obligations  of one state carries a
higher risk than a portfolio that is geographically  diversified. In addition to
state general obligation bonds and notes and the debt of various state agencies,
the fund will invest in local bond issues,  lease obligations and revenue bonds,
the credit quality and risk of which will vary according to each  security's own
structure and underlying economics.

     The fund's  ability to maintain a high level of "triple-  exempt" income is
primarily  dependent  upon the  ability of New York  issuers to continue to meet
debt service  obligations in a timely fashion. In 1975 the State, New York City,
and other  related  issuers  experienced  serious  financial  difficulties  that
ultimately  resulted  in much  lower  credit  ratings  and loss of access to the
public debt markets. A series of fiscal reforms and an improved economic climate
allowed  these  entities to return to  financial  stability  by the early 1980s.
Credit ratings were reinstated or raised and access to the public credit markets
was  restored.  During the early 1990s,  the State and City  confronted  renewed
fiscal pressure,  as the region suffered moderate  economic decline.  Conditions
began to improve in 1993,  though below average  economic  performance and tight
budgetary  conditions  persist.  Both entities  experienced  financial relief in
fiscal 1997 because of the strong national economy,  a robust financial services
sector,  and  vigilant  spending  control.  The State and City  continue to face
challenging budgets while they attempt to adjust spending levels and priorities.

     NEW YORK STATE

     The State,  its  agencies,  and local  governments  issued $21.7 billion in
long-term  municipal  bonds in 1996.  Approximately  38% was general  obligation
debt,  backed by the taxing power of the issuer and 62% were  revenue  bonds and
lease  backed  obligations,  issued for a wide  variety of  purposes,  including
transportation, housing, education and healthcare.

     As of March 31, 1996, total State-related bonded debt was $37.9 billion, of
which $5.0  billion was general  obligation  debt,  $6.4 billion was State moral
obligation  debt, and $26.4 billion was financed under  lease-purchase  or other
contractual  obligations.  In  addition,  the  State  had $293  million  in bond
anticipation  notes  outstanding.  Since 1993,  the State has not issued Tax and
Revenue  Anticipation Notes (TRANs)  terminating the practice of annual seasonal
borrowing which had occurred since 1952. As of June 1, 1997, the State's general
obligation  bonds were  rated A by  Moody's,  A- by  Standard & Poor's and A+ by
Fitch.  All general  obligation  bonds must be  approved by the voters  prior to
issuance.

     The  fiscal   stability  of  the  State  is  also  important  for  numerous
authorities  which  have  responsibilities  for  financing,   constructing,  and
operating  revenue-producing public benefit facilities. As of September 30, 1995
there  were 17  authorities  that  had  aggregate  debt  outstanding,  including
refunding bonds, of $73 billion.

     The  authorities  most reliant upon annual direct State support include the
Metropolitan Transit Authority (MTA), the Urban Development Authority (UDC), and
the New York Housing  Finance Agency (HFA).  In February 1975, the UDC defaulted
on  approximately  $1.0 billion of short-term  notes. The default was ultimately
cured by the creation of the Project Finance Authority (PFA),  through which the
State provided assistance to the UDC, including support for debt service.  Since
then,  there have been no  additional  defaults  by State  authorities  although
substantial annual assistance is required by the MTA and the HFA in particular.

     Subsequent to the fiscal crisis of the mid-70's,  New York State maintained
balanced  operations  on a cash  basis,  although  by  1992 it had  built  up an
accumulated  general fund  deficit of over $6 billion on a  "Generally  Accepted
Accounting  Principles"  (GAAP) basis.  This deficit consisted mainly of overdue
tax refunds and payments due localities.

     To resolve its accumulated  general fund deficit the State  established the
Local Government Assistance  Corporation (LGAC) in 1990. A total of $5.2 billion
in LGAC bonds have been issued. The proceeds of these bonds were used to provide
the State's assistance to localities and school districts, enabling the State to
reduce  its  accumulated  general  fund  deficit.   State  short-term  borrowing
requirements,  which peaked at a record $5.9  billion in fiscal 1991,  have been
reduced to zero.  Nonetheless,  the State ended  fiscal 1996 with a General Fund
unreserved  deficit balance of $3.6 billion.  The adopted budget for fiscal 1996
included a  multi-year  tax  reduction  plan which  lowers the maximum  personal
income tax rate from 7.875 to 6.85%. The original budget proposal for the fiscal
year ended March 31,1997 included a multi-year  personal income tax rate cut and
emphasized  cost  control  to balance  against  the  effects of a weak  economy.
Because of strong growth in personal income and business taxes, fiscal year 1997
ended  with an  estimated  operating  surplus of $1.4  billion,  which will help
smooth budget  balancing  efforts for next year.  The budget for the fiscal year
which began on April 1, 1997 had not been adopted as of June 1, 1997.

     New York State has a large, diversified economy which has witnessed a basic
shift away from  manufacturing  toward service sector  employment.  In 1996, per
capita  income in New York State was $28,782,  18% above the  national  average.
Like most  northeastern  states,  New York suffered a population loss during the
1970s.  However,  during the 1980s that trend reversed and population  increased
slightly,   standing  at  18,185,000  in  1996.  During  1990-1992,   the  State
experienced a slowing of economic growth  evidenced by the loss of 425,000 jobs.
Conditions have improved with non-farm  employment growing by an average of 0.6%
between 1992 and 1996, or by roughly  one-fourth of the national  average.  Such
economic  trends are important as they  influence the growth or  contraction  of
State revenues available for operations and debt service.

     NEW YORK CITY

     The  financial  problems of New York City were acute between 1975 and 1979,
highlighted by a payment moratorium on the City's short-term obligations. In the
subsequent  decade,  the City made a significant  recovery.  The most  important
contribution  to the City's  fiscal  recovery was the creation of the  Municipal
Assistance  Corporation  for the City of New York (MAC).  Backed by sales,  use,
stock  transfer,  and other  taxes,  MAC issued  bonds and used the  proceeds to
purchase  City bonds and notes.  Although the MAC bonds met with  reluctance  by
investors at first, the program has proven to be very successful.

     Much progress has been made since the fiscal  crisis of 1975. By 1981,  the
City achieved a budget balanced in accordance with Generally Accepted Accounting
Principles  (GAAP) and has continued to generate small surpluses on an operating
basis. By 1983, the City eliminated its accumulated  General Fund deficit and as
of the fiscal year ending June 30,  1996,  had a total  General  Fund balance of
$368  million.  Although the City  continues  to finance its seasonal  cash flow
needs through public  borrowings,  the total amount of these  borrowings has not
exceeded  10% of any year's  revenues and all have been repaid by the end of the
fiscal year.

     As of June 1, 1997 the City's  general  obligation  bonds are rated Baa1 by
Moody's,  BBB+ by Standard & Poor's and A- by Fitch with a Stable  credit trend.
While  New York City  sustained  a decade  long  record  of  relative  financial
stability,  during the 1990's budgetary  pressures have been evident.  Its major
revenue sources,  income and sales taxes, were slowed and a downturn in the real
estate market reduced property tax revenues. Nonetheless, the City concluded the
1996  fiscal  year with an  operating  surplus  of $229  million.  Revenues  and
expenditures  for the 1996 fiscal year were balanced in accordance with GAAP for
the sixteenth  consecutive  year. New York City will require some combination of
cuts in  expenditures  and state  approval  of new  revenue  sources  to achieve
permanent fiscal balance in future fiscal years.

     LONG ISLAND AND LILCO

     The Long Island  Lighting  Company  (LILCO) is the single largest  property
taxpayer in both Nassau and Suffolk Counties.  LILCO has experienced substantial
financial  difficulty  primarily  arising from problems related to its completed
but unlicensed 809 megawatt  Shoreham  Nuclear Power Facility located in Suffolk
County. In 1987, the State  Legislature  created the Long Island Power Authority
(LIPA).  In February,  1989, an agreement was reached with the state of New York
to transfer  ownership of the Shoreham  Plant to LIPA for one dollar in exchange
for certain rate benefits to LILCO.

     LILCO has challenged  various  property tax  assessments  levied in Suffolk
County on its facilities and seeks  substantial  refunds.  An $81 million refund
was made to LILCO  in  January  1996  for  Phase I of this  tax  litigation.  In
November,  1996,  the New York State  Supreme Court ruled in the company s favor
for Phase II, equating to a $1.16 billion refund, including interest, to LILCO.

     As  requested  by the  Governor,  LIPA has  proposed a plan to  restructure
LILCO,  reduce  rates on Long  Island  and  provide a  framework  for  long-term
competition in power  production.  Included in the plan would be a settlement of
the Suffolk County tax  liability.  Certain of LILCO s assets would be purchased
by LIPA with the  issuance of  approximately  $7.3  billion of tax- exempt debt.
Numerous approvals are required, including an IRS ruling exempting the deal from
capital gains taxes. In addition,  a merger agreement between LILCO and Brooklyn
Union Gas Company was  announced at year end 1996,  providing  another  positive
development for the company.  The merger is subject to various federal and state
approvals.

     SECTORS

     Certain areas of potential investment  concentration  present unique risks.
In 1996,  $1.8 billion of  tax-exempt  debt issued in New York was for public or
non-profit hospitals. A significant portion of the fund's assets may be invested
in health care issues.  For over a decade,  the hospital industry has been under
significant pressure to reduce expenses and shorten length of stay, a phenomenon
which has negatively affected the financial health of many hospitals. While each
hospital bond issue is separately secured by the individual hospital's revenues,
third  party  reimbursement  sources  such as the  federal  Medicare  and  state
Medicaid programs or private insurers are common to all hospitals. To the extent
these third party payors reduce  reimbursement  levels, the individual hospitals
may be  affected.  The  proposed  fiscal  1997 State  budget  calls for  sizable
reductions in the state's support of Medicaid and health  services.  In the face
of  these  pressures,  the  trend  of  hospital  mergers  and  acquisitions  has
accelerated in recent years. These organizational changes present both risks and
opportunities for the institutions.

     The fund may from time to time invest in electric revenue issues which have
exposure to or  participate  in nuclear  power  plants  which  could  affect the
issuers'  financial  performance.  Such risks include unexpected outages or plan
shutdowns,  increased Nuclear Regulatory  Commission  surveillance or inadequate
rate relief. In addition, the financial performance of electric utilities may be
impacted by increased competition and deregulation in the industry.

     The fund may invest in private  activity  bond  issues  for  corporate  and
non-profit borrowers.  These issues sold through various governmental  conduits,
are  backed  solely  by  the  revenues  pledged  by  the  respective   borrowing
corporations.  No governmental  support is implied.  This category accounted for
6.6% of the tax-exempt debt issued in New York during 1996.

SPECIAL CONSIDERATIONS REGARDING PUERTO RICO MUNICIPAL SECURITIES

     From time to time the Fund invests in  obligations of the  Commonwealth  of
Puerto Rico and its public corporations which are exempt from federal, state and
city or local income taxes. The majority of the Commonwealth's debt is issued by
the major public  agencies that are  responsible for many of the islands' public
functions, such as water, wastewater, highways,  telecommunications,  education,
and public  construction.  As of December 31, 1996, public sector debt issued by
the Commonwealth and its public corporations totaled $18.4 billion.

     Since the 1980s,  Puerto  Rico's  economy  and  financial  operations  have
paralleled  the economic  cycles of the United  States.  The  island's  economy,
particularly the  manufacturing  sector,  has experienced  substantial  gains in
employment.  Much of these economic gains are  attributable in part to favorable
treatment  under  Section 936 of the Federal  Internal  Revenue  Code for United
States  corporations  doing  business  in Puerto  Rico.  The  number of  persons
employed  in Puerto  Rico during  fiscal  1994  averaged 1 million  persons -- a
record level. Unemployment, however, still remains high at 13.8 percent.

     Debt  ratios  for  the  Commonwealth  are  high as it  assumes  much of the
responsibility for local  infrastructure.  Sizable  infrastructure  programs are
ongoing  to  upgrade  the  island's  water,   sewer,   and  road  systems.   The
Commonwealth's  general  obligation  debt  is  secured  by a  first  lien on all
available revenues. The Commonwealth has maintained a fiscal policy, which seeks
to correlate the growth in public sector debt to the growth of the economic base
available  to  service  that debt.  Between  fiscal  years  1992 and 1996,  debt
increased 27.5% while gross product rose 27.7%. Short-term debt remains a modest
13% of total debt  outstanding  as of December 31, 1996. The maximum annual debt
service  requirement on  Commonwealth  general  obligation  debt totaled 8.7% of
governmental  revenues for fiscal 1997. This is well below the 15% limit imposed
by the Constitution of Puerto Rico.

     After  recording 3 years of positive  operating  results in the1989 to 1991
period,  the Commonwealth's  General Fund moved into a deficit position,  with a
$62 million cash  deficit for fiscal 1992 and a $116 million  deficit for fiscal
1993. The fiscal 1994 budget was balanced with an increase in the "tollgate" tax
on Section 936 companies  and improved  revenue  collections,  which enabled the
Commonwealth  to record a strong  turnaround in the General Fund balance to $309
million (6.8% of general fund expenses).  A General Fund  unreserved  balance of
$171 million was recorded for the end of fiscal year 1996.

     The  Commonwealth's  economy  remains  vulnerable to changes in oil prices,
American trade,  foreign policy,  and levels of federal  assistance.  Per capita
income  levels,  while  being the highest in the  Caribbean,  lag far behind the
United  States.  In  November1993,  the  voters of Puerto  Rico were  asked in a
non-binding   referendum  to  consider  the  options  of  statehood,   continued
Commonwealth  status, or independence.  48.4% of the voters favored continuation
of  Commonwealth   status,   46.2%  were  for  statehood,   and  4.4%  were  for
independence. In February 1997, legislation was introduced in Congress proposing
a mechanism to  permanently  settle the political  relationship  with the United
States.

     For many years U.S.  companies  operating  in Puerto Rico were  eligible to
receive a special  tax credit  available  under  Section  936 of the federal tax
code, which helped spur significant expansion in capital intensive manufacturing
activity.  Federal  tax  legislation  was passed in 1993 which  revised  the tax
benefits  received  by  U.S.  corporations  (Section  936  firms)  that  operate
manufacturing  facilities in Puerto Rico. The  legislation  provides these firms
with two  options:  a 5 year phased  reduction of the income based tax credit to
40%  of the  previously  allowable  credit  or the  conversion  to a wage  based
standard, allowing a tax credit for the first 60% of qualified compensation paid
to employees as defined in the IRS Code.  Studies  indicate that there have been
no reductions in the economic  growth rate or employment in industries that were
expected to be impacted by the 1993 amendments.  In 1996, amendments were signed
into  law to  phase  out the tax  credit  over a ten year  period  for  existing
claimants and to eliminate it for corporations  without  established  operations
after October  1995. At present,  it is difficult to forecast what the short and
long term  effects of a phase-out  of the  Section 936 credit  would have on the
economy of Puerto Rico.

     A final risk factor with the  Commonwealth  is the large amount of unfunded
pension   liabilities.   The  two  main  public  pension   systems  are  largely
underfunded.  The employees  retirement  system has a funded ratio of 19% and an
unfunded liability of $5.0 billion.  The teachers retirement system has a funded
ratio of 56% and an unfunded liability of $1.1 billion. A measure enacted by the
legislature  in 1990 is designed to address the  solvency of the plans over a 50
year period.
    


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,  Florida Funds,  New York and High-Yield  Municipal 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.

     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.

     Municipal securities issued to finance non-governmental business activities
are  generally  not deemed to be exempt from  taxation  under  federal law. As a
result,  these securities,  if purchased,  will be subject to the prohibition in
investment  restriction (5) against  concentrating  in an industry.  Conversely,
municipal  securities,  which  are  exempt  from  taxation  under  federal  law,
regardless  of issuer,  will not be  considered as part of any industry and will
not be subject to investment restriction (5).

     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.

   
     Except  as  described  above,   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 only the assets and revenues of the subdivision back
the security, the subdivision is deemed the sole issuer.  Similarly, in the case
of an IDB, if only the assets and  revenues of a  nongovernmental  user back the
bond, 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

   
     The manager  invests  each fund's  assets 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 1998: New Year's Day (observed),
Martin  Luther  King Jr.  Day,  Presidents'  Day,  Good  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.

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

    Each Money Market Fund's yield and effective yield for the seven-day  period
ended May 31, 1997, are listed in the following table:

Fund                                   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:

Fund                                                          30-Day Yield
- --------------------------------------------------------------------------------
Arizona Fund                                                         4.18%
Florida Intermediate-Term                                            4.17%
- --------------------------------------------------------------------------------

    The funds' yields for the 30-day  period ended October 31, 1997,  are listed
in the following table:

Fund                                                          30-Day Yield
- --------------------------------------------------------------------------------
Limited-Term Tax-Free                                                3.73%
Intermediate-Term Tax-Free                                           4.09%
Long-Term Tax-Free                                                   4.53%
- --------------------------------------------------------------------------------

     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.


                                         Period ended October 31, 1997
                               -------------------------------------------------
Fund                           One Year    Five Year   Ten Year     Life of Fund
- --------------------------------------------------------------------------------
Limited-Term Tax-Free(1)         5.22%        N/A         N/A            4.44%
Intermediate-Term Tax-Free(2)    6.88%       6.06%       6.75%           6.03%
Long-Term Tax-Free(2)            8.59%       7.41%       8.37%           7.26%
- --------------------------------------------------------------------------------
(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-
- -------------------------------
    100% - Federal Tax Rate     =     Equivalent
                                        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.  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.

MULTIPLE CLASS PERFORMANCE ADVERTISING

     Pursuant to the Multiple Class Plan, the funds may issue additional classes
of existing  funds or introduce  new funds with multiple  classes  available for
purchase.  To the extent a new class is added to an existing  fund,  the manager
may, in compliance with SEC and NASD rules,  regulations and guidelines,  market
the new class of shares  using the  historical  performance  information  of the
original class of shares. When quoting performance information for the new class
of shares for  periods  prior to the first full  quarter  after  inception,  the
original class'  performance will be restated to reflect the expenses of the new
class.  For  periods  after the  first  full  quarter  after  inception,  actual
performance of the new class will be used.

TAXES

INDUSTRIAL DEVELOPMENT BONDS

     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.

SECTION 1256 CONTRACTS

     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 (20% Rate  Gain/Loss) 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  year) are  marked to market  with the
result that unrealized  gains or losses are treated as though they were realized
for tax reporting purposes.

HEDGING

     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.  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

     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.

GENERAL

     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.

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 nine 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 known as
"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"),  American  Century-Benham  Long-Term  Tax-Free  Fund
(formerly  known  as  "Benham  National  Tax-Free  Long-Term  Fund"),   American
Century-Benham New York Municipal Money Market Fund and American  Century-Benham
High-Yield  Municipal Fund. The Board of Trustees may create  additional  series
from time to time.
    

     The  Declaration  of  Trust  permits  the  Board  of  Trustees  to issue an
unlimited  number of full and fractional  shares of beneficial  interest without
par value,  which may be issued in series (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 ACCOUNTANTS: Coopers & Lybrand L.L.P. serves as the independent
accountants of the funds. The address of Coopers & Lybrand L.L.P. 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), their parent corporation,  American
Century Companies, Inc. (ACC) or ACC's subsidiaries;  other funds advised by the
manager;  or the Trust's  distributor and  co-administrator,  Funds Distributor,
Inc.  (FDI).  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.  Mr. Paul
and the Trustees'  (with the exception of Mr. Lyons and Mr. Stowers III) address
is 1665 Charleston  Road,  Mountain View,  California  94043. The address of Mr.
Lyons, Mr. Stowers III, Ms. Roepke,  Mr. Zindel and Ms. Wade is American Century
Tower, 4500 Main Street, Kansas City, Missouri 64111. The address of Mr. Ingram,
Mr. Kelley and Ms. Nelson is 60 State Street, Suite 1300, Boston,  Massachusetts
02109.

TRUSTEES

     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);  Mr.  Gilson is Charles J.
Meyers  Professor of Law and Business at Stanford Law School (1979) and Mark and
Eva Stern  Professor  of Law and Business at Columbia  University  School of Law
(1992).  Previously he was counsel to Marron, Reid & Sheehy (a San Francisco law
firm, 1984).

     *WILLIAM M. LYONS, Trustee (1998). Mr. Lyons is President,  Chief Operating
Officer and General Counsel of ACC; Executive Vice President and General Counsel
of ACS and ACIS; Assistant Secretary of ACC; Secretary of ACS and ACIS.

     MYRON S. SCHOLES,  independent  Trustee (1985). Mr. Scholes was awarded the
1997 Nobel Memorial Prize in Economic  Sciences for his role in the  development
of the  Black-Scholes  option  pricing  model.  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, Chairman of the Board of Trustees (1998) and Trustee
(1995).  Mr. Stowers III is Chief Executive Officer and Director of ACC, 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

     *RICHARD  W.  INGRAM,  President  (1998).  Mr.  Ingram  is  Executive  Vice
President  and Director of Client  Services and Treasury  Administration,  Funds
Distributor,  Inc. (FDI).  Mr. Ingram joined FDI in 1995.  Prior to joining FDI,
Mr. Ingram served as Vice President and Division  Manager of First Data Investor
Services Group,  Inc. (from March 1994 to November 1995) and before that as Vice
President,  Assistant  Treasurer  and Tax  Director-Mutual  funds of The  Boston
Company, Inc. (from 1989 to 1994).

     *DOUGLAS A. PAUL,  Secretary  (1988),  Vice President  (1990),  and General
Counsel (1990). Mr. Paul is Vice President and Associate General Counsel of ACS

     *MARYANNE  ROEPKE,  CPA,  Treasurer (1995) and Vice President  (1998).  Ms.
Roepke is Vice President and Assistant Treasurer of ACS.

     *CHRISTOPHER J. KELLEY, Vice President (1998). Mr. Kelley is Vice President
and Associate  General  Counsel of FDI. Mr. Kelley joined FDI in 1996.  Prior to
joining FDI, Mr. Kelley  served as Assistant  Counsel at Forum  Financial  Group
(from  April 1994 to July  1996) and before  that as a  compliance  officer  for
Putnam Investments (from 1992 to 1994).

     *MARY A. NELSON,  Vice President  (1998).  Ms. Nelson is Vice President and
Manager of Treasury Services and Administration of FDI. Ms. Nelson joined FDI in
1995.  Prior to joining FDI, Ms. Nelson served as Assistant  Vice  President and
Client Manager for The Boston Company, Inc. (from 1989 to 1994).

     *PATRICK A. LOOBY, Vice President and Assistant Secretary (1998). Mr. Looby
is Vice President and Associate General Counsel of ACS.

     *JON ZINDEL,  Tax Officer (1997).  Mr. Zindel has been Director of Taxation
of ACS since 1996.  Prior to joining ACS, he was Tax Manager,  Price  Waterhouse
LLP (1989).

     *C. JEAN WADE, Controller (1996). Ms. Wade joined ACS in 1991.

     The  table on the  following  page  summarizes  the  compensation  that the
Trustees of the funds (except Limited-Term Tax-Free,  Intermediate-Term Tax-Free
and Long-Term  Tax-Free) received for the funds' fiscal year ended May 31, 1997.
It also summarizes the compensation that the Trustees of Limited-Term  Tax-Free,
Intermediate-Term  Tax-Free and Long-Term  Tax-Free received for the fiscal year
ended October 31, 1997.

     As of February 28, 1998,  the Trust's  Officer's and Trustees,  as a group,
owned less than 1% of each fund's total shares outstanding.

MANAGEMENT

   
     Each fund (except New York Money Market and  High-Yield  Municipal)  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. The investment  management agreements between High Yield Municipal and New
York Money Market with the manager are dated as of March 31, 1998 and August 31,
1998, respectively.
    

     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%
- --------------------------------------------------------------------------------

<TABLE>
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)
                        10  (Limited-Term Tax-Free)
                       443  (Intermediate-Term Tax-Free)
                       427  (Long-Term Tax-Free)

- ------------------------------------------------------------------------------------------------------------------------------
Ronald J. Gilson      $195  (Arizona)              Not Applicable             Not Applicable                 $72,500
                       791  (Florida Money Market)
                        78  (Florida Intermediate)
                       667  (Money Market)
                        10  (Limited-Term Tax-Free)
                       455  (Intermediate-Term Tax-Free)
                       437  (Long-Term Tax-Free)

- ------------------------------------------------------------------------------------------------------------------------------
Myron S. Scholes      $178  (Arizona)              Not Applicable             Not Applicable                $65,000
                       712  (Florida Money Market)
                        71  (Florida Intermediate)
                       615  (Money Market)
                         7  (Limited-Term Tax-Free)
                       420  (Intermediate-Term Tax-Free)
                       407  (Long-Term Tax-Free)

- ------------------------------------------------------------------------------------------------------------------------------
Kenneth E. Scott      $212  (Arizona)              Not Applicable             Not Applicable               $80,750
                       888  (Florida Money Market)
                        85  (Florida Intermediate)
                       728  (Money Market)
                         7  (Limited-Term Tax-Free)
                       476  (Intermediate-Term Tax-Free)
                       455  (Long-Term Tax-Free)

- ------------------------------------------------------------------------------------------------------------------------------
Ezra Solomon****      $102  (Arizona)              Not Applicable             Not Applicable               $11,417
                       404  (Florida Money Market)
                        41  (Florida Intermediate)
                       356  (Money Market)
                         0  (Limited-Term Tax-Free)
                       361  (Intermediate-Term Tax-Free)
                       357  (Long-Term Tax-Free)

- ------------------------------------------------------------------------------------------------------------------------------
Isaac Stein           $193  (Arizona)              Not Applicable             Not Applicable               $72,000
                       787  (Florida Money Market)
                        78  (Florida Intermediate)
                       664  (Money Market)
                         0  (Limited-Term Tax-Free)
                       404  (Intermediate-Term Tax-Free)
                       415  (Long-Term Tax-Free)

- ------------------------------------------------------------------------------------------------------------------------------
Jeanne D. Wohlers     $201  (Arizona)              Not Applicable             Not Applicable                $76,250
                       833  (Florida Money Market)
                        81  (Florida Intermediate)
                       696  (Money Market)
                         7  (Limited-Term Tax-Free)
                       453  (Intermediate-Term Tax-Free)
                       435  (Long-Term Tax-Free)

- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

*    For  Limited-Term  Tax-Free,  Intermediate-Term  Tax-  Free  and  Long-Term
     Tax-Free, the fiscal year ended on October 31, 1997.
**   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.

                              HIGH-YIELD MUNICIPAL

Category Assets                                          Fee Rate
- --------------------------------------------------------------------------------
First $1 billion                                         0.4100%
Next $1 billion                                          0.3580%
Next $3 billion                                          0.3280%
Next $5 billion                                          0.3080%
Next $15 billion                                         0.2950%
Next $25 billion                                         0.2930%
Thereafter                                               0.2925%
- --------------------------------------------------------------------------------

    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%
- --------------------------------------------------------------------------------

     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  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, 1997, 1996 and 1995 as indicated in the following table.

                           Investment Management Fees (net of fees waived)
                        ----------------------------------------------------
                           Fiscal              Fiscal               Fiscal
Fund                        1997                1996                 1995
- ----------------------------------------------------------------------------
Limited-Term
Tax-Free                  $259,501           $205,918             $      0
Intermediate-Term
Tax-Free                   489,817            484,914              471,159
Long-Term Tax-Free         378,372            352,945              317,622
- ----------------------------------------------------------------------------

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.

   
     Pursuant  to  a  Sub-Administration   Agreement  with  the  manager,  Funds
Distributor,  Inc. (FDI) serves as the  Co-Administrator  for the funds.  FDI is
responsible for (i) providing  certain  officers of the funds and (ii) reviewing
and filing  marketing and sales  literature on behalf of the funds.  The manager
pays the fees and expenses of FDI.
    

     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 FDI (the "Distributor"),  a registered
broker-dealer.  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 February 28, 1998,  to the knowledge of the Trust,  the  shareholders
listed in the chart below were record  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                         922,416
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                              25.8%
- --------------------------------------------------------------------------------


Fund                                     Florida Municipal Money
                                         Market
- --------------------------------------------------------------------------------
Shareholder Name and                     Morgan Guaranty
Address                                  522 5th Avenue
                                         New York, NY 10036
- --------------------------------------------------------------------------------
# of Shares Held                         58,384,702
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                              36.5%
- --------------------------------------------------------------------------------
Shareholder Name and                     Margaret A. Benham
Address                                  14837 Derby Oaks Rd.
                                         Astatula, FL 34705
- --------------------------------------------------------------------------------
# of Shares Held                         12,029,354
- --------------------------------------------------------------------------------

% of Total Shares
Outstanding                              7.5%
- --------------------------------------------------------------------------------
Shareholder Name and                     Benjamin Benham
Address                                  2077 Curryville Rd.
                                         Chuluota, FL 32766
- --------------------------------------------------------------------------------
# of Shares Held                         8,745,550
- --------------------------------------------------------------------------------

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


Fund                                     Florida Intermediate-Term
- --------------------------------------------------------------------------------
Shareholder Name and                     Charles Schwab & Co.
Address                                  101 Montgomery Street
                                         San Francisco, CA 94104
- --------------------------------------------------------------------------------
# of Shares Held                         356,482
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                              14.6%
- --------------------------------------------------------------------------------

Shareholder Name and                     American Century Investment
Address                                     Management
                                         4500 Main Street
                                         Kansas City, MO 64111
- --------------------------------------------------------------------------------
# of Shares Held                         283,791
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                              11.6%
- --------------------------------------------------------------------------------

Shareholder Name and                     Morgan Guaranty
Address                                  522 5th Avenue
                                         New York, NY 10036
- --------------------------------------------------------------------------------
# of Shares Held                         608,564
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                              24.9%
- --------------------------------------------------------------------------------

Fund                                     Tax-Free Money Market
- --------------------------------------------------------------------------------
Shareholder Name and                     James M. Benham
Address                                  321 Country Club Dr.
                                         Incline Village, NV 89451
- --------------------------------------------------------------------------------
# of Shares Held                         36,894,486
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                              9.2%
- --------------------------------------------------------------------------------


Fund                                     Intermediate-Term Tax-Free
- --------------------------------------------------------------------------------
Shareholder Name and                     Charles Schwab & Co.
Address                                  101 Montgomery Street
                                         San Francisco, CA 94104
- --------------------------------------------------------------------------------
# of Shares Held                         1,064,101
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                              8.2%
- --------------------------------------------------------------------------------


Fund                                     Long-Term Tax-Free
- --------------------------------------------------------------------------------
Shareholder Name and                     Charles Schwab & Co.
Address                                  101 Montgomery Street
                                         San Francisco, CA 94104
- --------------------------------------------------------------------------------
# of Shares Held                         629,065
- --------------------------------------------------------------------------------
% of Total Shares
Outstanding                              6.1%
- --------------------------------------------------------------------------------

     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 and the six months  ended  November 30, 1997 are included in the annual
and semiannual  reports to  shareholders,  respectively,  which are incorporated
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, 1997 and the 1 month ended  November  30, 1997 are  included in the
funds' annual and semiannual  reports to shareholders,  respectively,  which are
incorporated 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.

MUNICIPAL SECURITIES RATINGS

     Securities  rating  descriptions  provided under this heading are excerpted
from  publications  of Moody's  Investors  Service,  Inc.  and Standard & Poor's
Corporation.

DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S MUNICIPAL BOND RATINGS:

     AAA: Bonds that are rated "Aaa" are judged to be of the best quality.  They
carry the smallest  degree of investment  risk and are generally  referred to as
"gilt edge." Interest payments are protected by a large or exceptionally  stable
margin,  and  principal  is secure.  While the various  protective  elements are
likely to change,  such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.

     AA:  Bonds  that are rated  "Aa" are  judged to be of high  quality  by all
standards. Together with the Aaa group, they constitute what are generally known
as high-grade bonds. They are rated lower than the best bonds because margins of
protection  may  not  be as  large  as in  Aaa  securities,  or  fluctuation  of
protective elements may be of greater amplitude,  or there may be other elements
present that make long-term risks appear somewhat larger than in Aaa securities.

     A: Bonds that are rated "A" possess many  favorable  investment  attributes
and are to be  considered  as upper  medium-grade  obligations.  Factors  giving
security to principal and interest are considered adequate,  but elements may be
present that suggest a susceptibility to impairment sometime in the future.

     BAA:  Bonds that are rated "Baa" are considered  medium-grade  obligations,
i.e., they are neither highly  protected nor poorly secured.  Interest  payments
and principal  security appear adequate for the present,  but certain protective
elements may be lacking or may be  characteristically  unreliable over any great
length of time. Such bonds lack outstanding  investment  characteristics and, in
fact, have speculative characteristics as well.

     BA:  Bonds  that are rated "Ba" are  judged to have  speculative  elements;
their future  cannot be  considered  as well  assured.  Often the  protection of
interest  and  principal  payments  may be very  moderate  and  thereby not well
safeguarded  during  both  good and bad  times  in the  future.  Uncertainty  of
position characterizes bonds in this class.

     B: Bonds that are rated "B" generally lack  characteristics  of a desirable
investment.  Assurance of interest and principal  payments or of  maintenance of
other terms of the contract over any long period of time may be limited.

     CAA: Bonds that are rated "Caa" are of poor standing. Such issues may be in
default, or there may be elements of danger present with respect to principal or
interest.

     CA: Bonds that are rated "Ca" represent obligations that are speculative to
a  high  degree.  Such  issues  are  often  in  default  or  have  other  marked
shortcomings.

     C: Bonds that are rated "C" are the lowest-rated class of bonds, and issues
so rated can be regarded as having  extremely  poor  prospects of ever attaining
any real investment standing.Note:  Moody's may apply the numerical modifier "1"
for   municipally   backed   bonds   and   modifiers   "1,"  "2,"  and  "3"  for
corporate-backed  municipal  bonds. The modifier "1" indicates that the security
ranks in the  higher  end of its  generic  rating  category;  the  modifier  "2"
indicates a mid-range  ranking,  and the modifier "3"  indicates  that the issue
ranks in the lower end of its generic rating category.

DESCRIPTION  OF  MOODY'S  INVESTORS   SERVICE,   INC.'S  RATINGS  OF  NOTES  AND
VARIABLE-RATE DEMAND OBLIGATIONS:

     Moody's  ratings  for  state  and  municipal  short-term   obligations  are
designated   Moody's  Investment  Grade  or  MIG.  Such  ratings  recognize  the
differences between short-term credit and long-term risk.  Short-term ratings on
issues   with   demand   features   (variable-rate   demand   obligations)   are
differentiated by the use of the VMIG symbol to reflect such  characteristics as
payment upon periodic  demand rather than on fixed  maturity  dates and payments
relying on external liquidity.

     MIG  1/VMIG 1:  This  designation  denotes  best  quality.  There is strong
protection present through  established cash flows,  superior liquidity support,
or demonstrated broad-based access to the market for refinancing.

     MIG 2/VMIG 2: This denotes high quality.  Margins of protection  are ample,
although not as large as in the preceding group.

DESCRIPTION OF MOODY'S INVESTORS  SERVICE,  INC.'S  TAX-EXEMPT  COMMERCIAL PAPER
RATINGS:

     Moody's  commercial paper ratings are opinions of the ability of issuers to
punctually repay those promissory obligations that have an original maturity not
exceeding nine months. Moody's makes no representation that such obligations are
exempt from registration under the Securities Act of 1933, nor does it represent
that any  specific  note is a valid  obligation  of a rated  issuer or issued in
conformity with any applicable law. The following designations, all judged to be
investment  grade,  indicate the relative  repayment ability of rated issuers of
securities in which the funds may invest.

     PRIME 1:  Issuers  rated  "Prime  1" (or  supporting  institutions)  have a
superior ability for repayment of senior short-term promissory obligations.

     PRIME 2: Issuers rated "Prime 2" (or supporting institutions) have a strong
ability for repayment of senior short-term promissory obligations.

DESCRIPTION OF STANDARD & POOR'S CORPORATION'S RATINGS FOR MUNICIPAL BONDS:

INVESTMENT GRADE

     AAA: Debt rated "AAA" has the highest rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

     AA: Debt rated "AA" has a very strong  capacity to pay  interest  and repay
principal and differs from the highest-rated issues only in a small degree.

     A:  Debt  rated  "A"  has a  strong  capacity  to pay  interest  and  repay
principal,  although it is somewhat more  susceptible to the adverse  effects of
changes in  circumstances  and  economic  conditions  than debt in  higher-rated
categories.

     BBB:  Debt rated "BBB" is  regarded  as having an adequate  capacity to pay
interest and repay principal.  Whereas it normally exhibits adequate  protection
parameters,  adverse  economic  conditions  or changing  circumstances  are more
likely to lead to a weakened  capacity to pay interest and repay  principal  for
debt in this category than in higher-rated categories.

SPECULATIVE

     BB, B, CCC,  CC:  Debt  rated in these  categories  is  regarded  as having
predominantly  speculative  characteristics  with  respect  to  capacity  to pay
interest and repay principal.  While such debt will likely have some quality and
protective characteristics, these are outweighed by large uncertainties or major
risk exposures to adverse conditions.

     BB: Debt rated "BB" has less near-term  vulnerability to default than other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse  business,   financial,  or  economic  conditions  that  could  lead  to
inadequate  capacity to meet timely  interest and principal  payments.  The "BB"
rating  category  is also  used for debt  subordinated  to  senior  debt that is
assigned an actual or implied "BBB-" rating.

     B: Debt rated "B" has a greater  vulnerability to default but currently has
the  capacity  to meet  interest  payments  and  principal  repayments.  Adverse
business,  financial,  or economic  conditions  will likely  impair  capacity or
willingness to pay interest and repay principal. The "B" rating category is also
used for debt  subordinated to senior debt that is assigned an actual or implied
"BB" or "BB-" rating.

     CCC: Debt rated "CCC" has a currently identifiable vulnerability to default
and is dependent upon favorable business,  financial, and economic conditions to
meet timely  payment of interest  and  repayment of  principal.  In the event of
adverse business,  financial,  or economic conditions,  it is not likely to have
the capacity to pay interest and repay  principal.  The "CCC" rating category 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."


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


WWW.AMERICANCENTURY.COM


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

9802           [recycled logo]
SH-BKT-11635      Recycled
<PAGE>
AMERICAN CENTURY MUNICIPAL TRUST


1933 Act Post-Effective Amendment No. 24
1940 Act Amendment No. 25
- --------------------------------------------------------------------------------

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 exceptions 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).  Audited  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, for the fiscal year ended October 31, 1997, and
        the one month period  ended  November  30, 1997  (unaudited),  are filed
        herein as included in the Trust's Statement of Additional Information by
        reference to the Annual Report dated October 31, 1997, filed on December
        31, 1997 (Accession #746458-97-000016).

(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
            incorporated  herein by  reference  to  Exhibit 1 of  Post-Effective
            Amendment No. 20 to the Registration Statement filed August 29, 1997
            (Accession No. 0000746458-97-000011).

        (2) Amended and  Restated  Bylaws  dated March 9, 1998 are  incorporated
            herein by reference to Exhibit 2 of Post-Effective  Amendment No. 23
            to the  Registration  Statement,  filed  March 26,  1998  (Accession
            #746458-98-000007).

        (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, filed on June 9, 1992.

            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 filed on
            August 4, 1994.

            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
            filed on August 4, 1994.

            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
            filed on August 4, 1994.

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

        (5) a) 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).

            b) Amendment  dated March 31, 1998 to the 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 No. 23 to the Registration Statement, filed March 26, 1998
            (Accession #746458-98-000007).

        (6) a) Distribution  Agreement  between American Century Municipal Trust
            and Funds Distributor, Inc., dated January 15, 1998, is incorporated
            herein by reference to Exhibit 6 of Post-Effective  Amendment No. 28
            to the Registration  Statement of American Century Target Maturities
            Trust, filed January 30, 1998 (Accession #757928-98-000002).

            b)  Amendment  dated  March 9,  1998 to the  Distribution  Agreement
            between  American  Century  Municipal  Trust and Funds  Distributor,
            Inc., dated January 15, 1998, is incorporated herein by reference to
            Exhibit 6 of  Post-Effective  Amendment  No. 23 to the  Registration
            Statement, filed March 26, 1998 (Accession #746458-98-000007).

        (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 No. 31 to the Registration  Statement
            for American Century Government Income Trust, filed February 7, 1997
            (Accession #773674-97-000002).

        (9) a) 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 No. 33 to the  Registration  Statement for
            American  Century  Government  Income Trust,  filed on July 31, 1997
            (Accession #773674-97-000014).

            b) Amendment  dated March 9, 1998 to the 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 No. 23 to the
            Registration   Statement,    filed   March   26,   1998   (Accession
            #746458-98-000007).

        (10)a)  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).

            b) Opinion and consent of counsel as to the legality of the American
            Century - Benham  High-Yield  Municipal Fund dated March 26, 1998 is
            incorporated  herein by  reference  to Exhibit 10 of  Post-Effective
            Amendment No. 23 to the Registration Statement, filed March 26, 1998
            (Accession #746458-98-000007).

            c) Opinion and consent of counsel as to the legality of the American
            Century  -  Benham  New  York  Municipal  Fund  is  to be  filed  by
            amendment.

        (11)a)Consent  of  KPMG  Peat  Marwick  LLP,  independent  auditors,  is
            incorporated  herein by  reference  to Exhibit 11 of  Post-Effective
            Amendment No. 20 to the Registration Statement filed August 29, 1997
            (Accession No. 0000746458-97-000011).

            b)Consent  of  Baird,  Kurtz  &  Dobson,  independent  auditors,  is
            incorporated  herein by  reference  to Exhibit 11 of  Post-Effective
            Amendment No. 20 to the Registration Statement filed August 29, 1997
            (Accession No. 0000746458-97-000011).

            c)Consent of Coopers & Lybrand L.L.P.,  independent accountants,  is
            incorporated  herein by  reference  to Exhibit 11 of  Post-Effective
            Amendment No. 23 to the Registration Statement, filed March 26, 1998
            (Accession #746458-98-000007).

        (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  incorporated  herein by reference to
            Exhibit 16 of  Post-Effective  Amendment No. 20 to the  Registration
            Statement     filed     August    29,    1997     (Accession     No.
            0000746458-97-000011).

            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 by reference to Exhibit 16 of Post-Effective  Amendment
            No.  22 to  the  Registration  Statement  filed  February  27,  1998
            (Accession No. 0000746458-98-000006).

        (17)Power  of  Attorney  dated  January  15,  1998  is  incorporated  by
            reference to Exhibit 17 of  Post-Effective  Amendment  No. 22 to the
            Registration  Statement  filed  February  27,  1998  (Accession  No.
            0000746458-98-000006).

Item 25. Persons Controlled by or Under Control with Registrant.

Not applicable.


Item 26. Number of Holders of Securities.

As of March 31, 1998, each operating  series of the Registrant had the following
number of record shareholders:

American Century - Benham Tax-Free Money Market Fund                3,526
American Century - Benham Intermediate-Term Tax-Free Fund           3,486
American Century - Benham Long-Term Tax-Free Fund                   3,019
American Century - Benham Florida Municipal Money Market Fund         980
American Century - Benham Florida Intermediate-Term Municipal Fund    349
American Century - Benham Arizona Intermediate-Term Municipal Fund    601
American Century - Benham Limited-Term Tax Free Fund                  943
American Century - Benham High-Yield Municipal Fund                     1
American Century - Benham New York Municipal Fund                       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 Underwriter.

    (a)  Funds  Distributor,   Inc.  (the   "Distributor")   acts  as  principal
underwriter for the following investment companies.

American Century California Tax-Free and Municipal Funds
American Century Capital Portfolios, Inc.
American Century Government Income Trust
American Century International Bond Funds
American Century Investment Trust
American Century Municipal Trust
American Century Mutual Funds, Inc.
American Century Premium Reserves, Inc.
American Century Quantitative Equity Funds
American Century Strategic Asset Allocations, Inc.
American Century Target Maturities Trust
American Century Variable Portfolios, Inc.
American Century World Mutual Funds, Inc.
BJB Investment Funds
The Brinson Funds
Dresdner RCM Capital Funds, Inc.
Dresdner RCM Equity Funds, Inc.
Harris Insight Funds Trust
HT Insight Funds, Inc. d/b/a Harris Insight Funds
J.P. Morgan Institutional Funds
J.P. Morgan Funds
The JPM Series Trust
The JPM Series Trust II
LaSalle Partners Funds, Inc.
Monetta Fund, Inc.
Monetta Trust
The Montgomery Funds
The Montgomery Funds II
The Munder Framlington Funds Trust
The Munder Funds Trust
The Munder Funds, Inc.
Orbitex Group of Funds
St. Clair Funds, Inc.
The Skyline Funds
Waterhouse Investors Family of Funds, Inc.
WEBS Index Fund, Inc.

    The Distributor is registered with the Securities and Exchange Commission as
a  broker-dealer  and is a member  of the  National  Association  of  Securities
Dealers.  The  Distributor  is located at 60 State Street,  Suite 1300,  Boston,
Massachusetts 02109. The Distributor is an indirect  wholly-owned  subsidiary of
Boston  Institutional  Group,  Inc., a holding company all of whose  outstanding
shares are owned by key employees.

    (b)  The  following  is a list  of the  executive  officers,  directors  and
partners of the Distributor:

<TABLE>
Name and Principal Business          Positions and Offices with          Positions and Offices with
Address*                             Underwriter                         Registrant

<S>                                  <C>                               <C>
Marie E. Connolly                    Director, President and Chief       none
                                     Executive Officer

Richard W. Ingram                    Executive Vice President            President, Principal Executive
                                                                         and Principal Financial Officer

Donald R. Roberson                   Executive Vice President            none

William S. Nichols                   Executive Vice President            none

Michael S. Petrucelli                Senior Vice President               none

Joseph F. Tower, III                 Director, Senior Vice President,    none
                                     Treasurer and Chief Financial
                                     Officer

Paula R. David                       Senior Vice President               none

Allen B. Closser                     Senior Vice President               none

Bernard A. Whalen                    Senior Vice President               none

William J. Nutt                      Director                            none
- --------------------
* All addresses are 60 State Street, Suite 1300, Boston, Massachusetts 02109
</TABLE>

    (c) Not applicable.


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.


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  High-Yield   Municipal  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.

e)   Registrant  hereby  undertakes to file, with respect to American  Century -
     Benham New York Municipal Fund, a post-effective  amendment using financial
     statements  which need not be certified  within four to six months from the
     commencement of operations.
<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. 24/Amendment No. 25 to be signed on its behalf by the undersigned,
thereunto  duly  authorized,  in  the  City  of  Mountain  View,  and  State  of
California, on the 3rd day of June, 1998.

                           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. 24/Amendment No. 25 has been signed below by the following persons
in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
                                                                          Date
<S>                                  <C>                                  <C>
*                                    President, and                       June 3, 1998
- ---------------------------------    Chief Executive Officer
William M. Lyons

*                                    Trustee                              June 3, 1998
- ---------------------------------
Albert A. Eisenstat

*                                    Trustee                              June 3, 1998
- ---------------------------------
Ronald J. Gilson

*                                    Trustee                              June 3, 1998
- ---------------------------------
Myron S. Scholes

*                                    Trustee                              June 3, 1998
- ---------------------------------
Kenneth E. Scott

*                                    Trustee                              June 3, 1998
- ---------------------------------
Isaac Stein

*                                    Trustee, Chairman of the Board       June 3, 1998
- ---------------------------------
James E. Stowers III

*                                    Trustee                              June 3, 1998
- ---------------------------------
Jeanne D. Wohlers

*                                    Treasurer                            June 3, 1998
- ---------------------------------
Maryanne Roepke
</TABLE>

/s/ Douglas A. Paul
*by Douglas A. Paul,  Attorney in Fact  (pursuant  to a Power of Attorney  dated
January 15, 1998).

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
            incorporated  herein by  reference  to  Exhibit 1 of  Post-Effective
            Amendment No. 20 to the Registration Statement filed August 29, 1997
            (Accession No. 0000746458-97-000011).

EX-99.B2    Amended and  Restated  Bylaws  dated March 9, 1998 are  incorporated
            herein by reference to Exhibit 2 of Post-Effective  Amendment No. 23
            to the  Registration  Statement,  filed  March 26,  1998  (Accession
            #746458-98-000007).

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 filed on June 9, 1992.

            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 filed on
            August 4, 1994.

            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
            filed on August 4, 1994.

            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.
            15filed on August 4, 1994.

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

EX-99.B5    a) 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).

            b) Amendment  dated March 31, 1998 to the 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 No. 23 to the Registration Statement, filed March 26, 1998
            (Accession #746458-98-000007).

EX-99.B6    a) Distribution  Agreement  between American Century Municipal Trust
            and Funds Distributor, Inc., dated January 15, 1998, is incorporated
            herein by reference to Exhibit 6 of Post-Effective  Amendment No. 28
            to the Registration  Statement of American Century Target Maturities
            Trust, filed January 30, 1998 (Accession #757928-98-000002).

            b)  Amendment  dated  March 9,  1998 to the  Distribution  Agreement
            between  American  Century  Municipal  Trust and Funds  Distributor,
            Inc., dated January 15, 1998, is incorporated herein by reference to
            Exhibit 6 of  Post-Effective  Amendment  No. 23 to the  Registration
            Statement, filed March 26, 1998 (Accession #746458-98-000007).

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    a) 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 No. 33 to the  Registration  Statement for
            American  Century  Government  Income Trust,  filed on July 31, 1997
            (Accession #773674-97-000014).

            b) Amendment  dated March 9, 1998 to the 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 No. 23 to the
            Registration   Statement,    filed   March   26,   1998   (Accession
            #746458-98-000007).

EX-99.B10   a)  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).

            b) Opinion and consent of counsel as to the legality of the American
            Century - Benham  High-Yield  Municipal Fund dated March 26, 1998 is
            incorporated  herein by  reference  to Exhibit 10 of  Post-Effective
            Amendment No. 23 to the Registration Statement, filed March 26, 1998
            (Accession #746458-98-000007).

            c) Opinion and consent of counsel as to the legality of the American
            Century  -  Benham  New  York  Municipal  Fund  is  to be  filed  by
            amendment.

EX-99.B11   a)Consent  of  KPMG  Peat  Marwick  LLP,  independent  auditors,  is
            incorporated  herein by  reference  to Exhibit 11 of  Post-Effective
            Amendment No. 20 to the Registration Statement filed August 29, 1997
            (Accession No. 0000746458-97-000011).

            b)Consent  of  Baird,  Kurtz  &  Dobson,  independent  auditors,  is
            incorporated  herein by  reference  to Exhibit 11 of  Post-Effective
            Amendment No. 20 to the Registration Statement filed August 29, 1997
            (Accession No. 0000746458-97-000011).

            c) Consent of Coopers & Lybrand L.L.P., independent accountants,  is
            incorporated  herein by  reference  to Exhibit 11 of  Post-Effective
            Amendment No. 23 to the Registration Statement, filed March 26, 1998
            (Accession #746458-98-000007).

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  incorporated  herein by reference to
            Exhibit 16 of  Post-Effective  Amendment No. 20 to the  Registration
            Statement     filed     August    29,    1997     (Accession     No.
            0000746458-97-000011).

            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 by reference to Exhibit 16 of Post-Effective  Amendment
            No.  22 to  the  Registration  Statement  filed  February  27,  1998
            (Accession No. 0000746458-98-000006).

EX-99.B17   Power  of  Attorney  dated  January  15,  1998  is  incorporated  by
            reference to Exhibit 17 of  Post-Effective  Amendment  No. 22 to the
            Registration  Statement  filed  February  27,  1998  (Accession  No.
            0000746458-98-000006).

EX-27.5     FDS - American Century - Benham New York Municipal Fund.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL  INFORMATION  EXTRACTED FROM THE ANNUAL
REPORT OF AMERICAN  CENTURY MUTUAL FUNDS,  INC. AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH REPORT.
</LEGEND>
<CIK> 0000746458
<NAME> AMERICAN CENTURY MUNICIPAL TRUST
<SERIES>
   <NUMBER> 6
   <NAME> AMERICAN CENTURY - BENHAM NEW YORK MUNICIPAL FUND
       
<S>                         <C>
<PERIOD-TYPE>                                       YEAR
<FISCAL-YEAR-END>                            DEC-31-1997
<PERIOD-END>                                 DEC-31-1997
<INVESTMENTS-AT-COST>                                  0
<INVESTMENTS-AT-VALUE>                                 0
<RECEIVABLES>                                          0
<ASSETS-OTHER>                                         0
<OTHER-ITEMS-ASSETS>                                   0
<TOTAL-ASSETS>                                         0
<PAYABLE-FOR-SECURITIES>                               0
<SENIOR-LONG-TERM-DEBT>                                0
<OTHER-ITEMS-LIABILITIES>                              0
<TOTAL-LIABILITIES>                                    0
<SENIOR-EQUITY>                                        0
<PAID-IN-CAPITAL-COMMON>                               0
<SHARES-COMMON-STOCK>                                  0
<SHARES-COMMON-PRIOR>                                  0
<ACCUMULATED-NII-CURRENT>                              0
<OVERDISTRIBUTION-NII>                                 0
<ACCUMULATED-NET-GAINS>                                0
<OVERDISTRIBUTION-GAINS>                               0
<ACCUM-APPREC-OR-DEPREC>                               0
<NET-ASSETS>                                           0
<DIVIDEND-INCOME>                                      0
<INTEREST-INCOME>                                      0
<OTHER-INCOME>                                         0
<EXPENSES-NET>                                         0
<NET-INVESTMENT-INCOME>                                0
<REALIZED-GAINS-CURRENT>                               0
<APPREC-INCREASE-CURRENT>                              0
<NET-CHANGE-FROM-OPS>                                  0
<EQUALIZATION>                                         0
<DISTRIBUTIONS-OF-INCOME>                              0
<DISTRIBUTIONS-OF-GAINS>                               0
<DISTRIBUTIONS-OTHER>                                  0
<NUMBER-OF-SHARES-SOLD>                                0
<NUMBER-OF-SHARES-REDEEMED>                            0
<SHARES-REINVESTED>                                    0
<NET-CHANGE-IN-ASSETS>                                 0
<ACCUMULATED-NII-PRIOR>                                0
<ACCUMULATED-GAINS-PRIOR>                              0
<OVERDISTRIB-NII-PRIOR>                                0
<OVERDIST-NET-GAINS-PRIOR>                             0
<GROSS-ADVISORY-FEES>                                  0
<INTEREST-EXPENSE>                                     0
<GROSS-EXPENSE>                                        0
<AVERAGE-NET-ASSETS>                                   0
<PER-SHARE-NAV-BEGIN>                               0.00
<PER-SHARE-NII>                                        0
<PER-SHARE-GAIN-APPREC>                             0.00
<PER-SHARE-DIVIDEND>                                0.00
<PER-SHARE-DISTRIBUTIONS>                           0.00
<RETURNS-OF-CAPITAL>                                0.00
<PER-SHARE-NAV-END>                                    0
<EXPENSE-RATIO>                                     0.00
<AVG-DEBT-OUTSTANDING>                                 0
<AVG-DEBT-PER-SHARE>                                   0
        

</TABLE>


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