AMERICAN FUNDS INCOME SERIES
497, 1995-10-31
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<PAGE>
 
 
Prospectus 
 
U.S. GOVERNMENT SECURITIES FUND(SM) 
 
AN OPPORTUNITY FOR CURRENT
INCOME CONSISTENT WITH PRUDENT
INVESTMENT RISK AND PRESERVATION
OF CAPITAL PRIMARILY THROUGH SECURITIES
THAT ARE GUARANTEED BY THE
"FULL FAITH AND CREDIT" PLEDGE OF THE
U.S. GOVERNMENT
 
[LOGO OF THE AMERICAN FUNDS GROUP(R)]
 
October 25, 1995
 
 
                        THE AMERICAN FUNDS INCOME SERIES
                        U.S. GOVERNMENT SECURITIES FUND
 
                             333 South Hope Street
                         Los Angeles, California 90071
 
 
The fund's investment objective is to provide investors with a high level of
current income consistent with prudent investment risk and preservation of
capital. It seeks to achieve this objective by investing primarily in
securities that are guaranteed by the "full faith and credit" pledge of the
United States Government. Although the fund invests primarily in securities on
which the U.S. Government guarantees the payment of interest and principal,
the value of the fund's shares and its current yield will fluctuate and are
not guaranteed by the U.S. Government.
 
This prospectus presents information you should know before investing in the
fund. It should be retained for future reference.
 
You may obtain the statement of additional information dated October 25, 1995,
which contains the fund's financial statements, without charge, by writing to
the Secretary of the fund at the above address or telephoning 800/421-0180.
These requests will be honored within three business days of receipt.
 
SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR INSURED OR
GUARANTEED BY, THE U.S. GOVERNMENT, ANY FINANCIAL INSTITUTION, THE FEDERAL
DEPOSIT INSURANCE CORPORATION, OR ANY OTHER AGENCY, ENTITY OR PERSON. THE
PURCHASE OF FUND SHARES INVOLVES INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS
OF PRINCIPAL.
 
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.
 
22-010-1095
 
<PAGE>
 
================================================================================
 
SUMMARY OF EXPENSES
 
Average annual expenses 
paid over a 10-year 
period would be 
approximately $14 per 
year, assuming a $1,000 
investment and a 5% 
annual return. 
 
TABLE OF CONTENTS
<TABLE>
<S>                                                   <C>
Summary of Expenses............................           2
Financial Highlights...........................           3
Investment Objective and Policies..............           3
Risks..........................................           4
Certain Securities and Investment Techniques...           4
Investment Results.............................           7
Dividends, Distributions and Taxes.............           7
Fund Organization and Management...............           8
The American Funds Shareholder Guide...........       12-20
 Purchasing Shares.............................          12
 Reducing Your Sales Charge....................          15
 Shareholder Services..........................          16
 Redeeming Shares..............................          18
 Retirement Plans..............................          20
</TABLE>
 
              IMPORTANT PHONE NUMBERS
   Shareholder Services:    800/421-0180 ext. 1
   Dealer Services:         800/421-9900 ext. 11
   American  FundsLine(R):  800/325-3590
                            (24-hour information)
 
 
This table is designed to help you understand the costs of investing in the
fund. These are historical expenses; your actual expenses may vary.
 
SHAREHOLDER TRANSACTION EXPENSES
<TABLE>
<S>                                                                     <C>
Maximum sales charge on purchases
 (as a percentage of offering price)................................... 4.75%/1/
</TABLE>
The fund has no sales charge on reinvested dividends, deferred sales
 charge,/2/ redemption fees or exchange fees.
 
ANNUAL FUND OPERATING EXPENSES
 (as a percentage of average net assets)
<TABLE>
<S>                                                                     <C>
Management fees.......................................................  0.42%
12b-1 expenses........................................................  0.26%/3/
Other expenses (including audit, legal, shareholder services, transfer
 agent and custodian expenses)........................................  0.11%
Total fund operating expenses.........................................  0.79%
</TABLE>
 
<TABLE>
<CAPTION>
EXAMPLE                                       1 YEAR 3 YEARS 5 YEARS 10 YEARS
- -------                                       ------ ------- ------- --------
<S>                                           <C>    <C>     <C>     <C>
You would pay the following cumulative ex-
penses on a $1,000 investment, assuming a 5%
annual return./4/                              $55     $72     $89     $141
</TABLE>
 
/1/ Sales charges are reduced for certain large purchases. (See "The American
    Funds Shareholder Guide: Purchasing Shares--Sales Charges.")
/2/ Any defined contribution plan qualified under Section 401(a) of the Internal
    Revenue Code including a "401(k)" plan with 200 or more eligible employees
    or any other purchaser investing at least $1 million in shares of the fund
    (or in combination with shares of other funds in The American Funds Group
    other than the money market funds) may purchase shares at net asset value;
    however, a contingent deferred sales charge of 1% applies on certain
    redemptions within 12 months following such purchases. (See "The American
    Funds Shareholder Guide: Redeeming Shares--Contingent Deferred Sales
    Charge.")
/3/ These expenses may not exceed 0.30% of the fund's average net assets
    annually. (See "Fund Organization and Management--Plan of Distribution.")
    Due to these distribution expenses, long-term shareholders may pay more than
    the economic equivalent of the maximum front-end sales charge permitted by
    the National Association of Securities Dealers.
/4/ Use of this assumed 5% return is required by the Securities and Exchange
    Commission; it is not an illustration of past or future investment results.
    THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
    EXPENSES; ACTUAL EXPENSES MAY BE GREATER OR LESSER THAN THOSE SHOWN.
  
2
 
<PAGE>
 
================================================================================
 
          FINANCIAL    The following information has been audited by Deloitte
         HIGHLIGHTS    & Touche LLP, independent accountants, whose
       (For a share    unqualified report covering each of the most recent
        outstanding    five years is included in the statement of additional
     throughout the    information. This information should be read in
       fiscal year)    conjunction with the financial statements and
                       accompanying notes which are included in the statement
                       of additional information.
 
<TABLE>
<CAPTION>
                                                     YEAR ENDED AUGUST 31
                            --------------------------------------------------------------------------------
                             1995    1994     1993    1992    1991    1990    1989    1988    1987   1986/1/
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  -------
  <S>                       <C>     <C>      <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
  Net Asset Value, Begin-
   ning of Year...........  $13.18  $14.73   $14.13  $13.57  $13.25  $13.48  $13.54  $13.75  $14.88  $14.29
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  ------
  INCOME FROM INVESTMENT
   OPERATIONS:
  Net investment income...    1.01    1.03     1.07    1.18    1.22    1.31    1.30    1.35    1.35    1.26
  Net realized and
   unrealized gain (loss)
   on investments.........     .06   (1.56)     .61     .53     .37    (.26)   (.04)   (.24)  (1.16)    .57
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  ------
    Total from investment
     operations...........    1.07    (.53)    1.68    1.71    1.59    1.05    1.26    1.11     .19    1.83
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  ------
  LESS DISTRIBUTIONS:
  Dividends from net in-
   vestment income........   (1.01)  (1.02)   (1.08)  (1.15)  (1.27)  (1.28)  (1.32)  (1.32)  (1.32)  (1.24)
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  ------
  Net Asset Value, end of
   year...................  $13.24  $13.18   $14.73  $14.13  $13.57  $13.25  $13.48  $13.54  $13.75  $14.88
                            ======  ======   ======  ======  ======  ======  ======  ======  ======  ======
  Total Return/2/.........    8.60%  (3.72)%  12.44%  13.05%  12.34%   8.11%   9.82%   8.40%   1.62%  13.14%
  RATIOS/SUPPLEMENTAL 
   DATA:
  Net assets, end of year
   (in millions)..........  $1,337  $1,373   $1,581  $1,328  $1,018  $  619  $  497  $  410  $  349  $  171
  Ratio of expenses to
   average net assets.....     .79%    .78%     .83%    .88%    .95%    .87%    .97%   1.00%   1.00%    .81%/3/
  Ratio of net income to
   average net assets.....    7.79%   7.35%    7.54%   8.63%   9.07%   9.73%   9.68%   9.80%   9.33%   8.15%/3/
  Portfolio turnover
   rate...................   46.77%  71.58%   35.24%  44.81%  53.40%  50.00% 101.30%  89.30%  67.80%  99.80%/3/
</TABLE>
 --------
 /1/ Period from 10/17/85-8/31/86.
 /2/ This was calculated without deducting a sales charge. The maximum sales
     charge is 4.75% of the fund's offering price.
 /3/ These ratios are based on operations for the period shown and,
     accordingly, are not representative of a full year's operations.
 
         INVESTMENT    The fund's investment objective is to provide a high
          OBJECTIVE    level of current income consistent with prudent
       AND POLICIES    investment risk and preservation of capital. It seeks
                       to achieve this objective by investing primarily in
 The fund's goal is    securities that are guaranteed by the "full faith and
     to provide you    credit" pledge of the United States Government.
  with high current 
       income while    The fund also may invest in securities that are issued  
    preserving your    by U.S. Government agencies or instrumentalities but    
           capital.    are not backed by the full faith and credit of the U.S. 
                       Government and in short-term debt securities of private 
                       issuers (including certificates of deposit, bankers'    
                       acceptances and commercial paper rated Prime-1 by       
                       Moody's Investors Service, Inc. or A-1 by Standard and  
                       Poor's Corporation). See "Certain Securities and        
                       Investment Techniques" below and the statement of        
                       additional information.
 
                       Except when the fund is in a temporary defensive
                       investment position, at least 65% of its total assets
                       will be invested in securities that are guaranteed by
                       the U.S. Government, including such securities held
                       subject to repurchase agreements.
 
                       The fund is not required to maintain any particular
                       effective average portfolio maturity, and its average
                       maturity will vary with current and anticipated market
                       conditions.
 
                                                                              3
 
<PAGE>
 
================================================================================
 
                       The fund's investment restrictions (which are described
                       in the statement of additional information) and
                       objective cannot be changed without shareholder
                       approval. All other investment practices may be changed
                       by the fund's board.
 
                       ACHIEVEMENT OF THE FUND'S INVESTMENT OBJECTIVE CANNOT,
                       OF COURSE, BE ASSURED DUE TO THE RISK OF CAPITAL LOSS
                       FROM FLUCTUATING PRICES INHERENT IN ANY INVESTMENT IN
                       SECURITIES.
 
              RISKS    Although the fund invests primarily in securities on
                       which the U.S. Government guarantees the payment of
        The fund is    interest and principal, the value of the fund's shares
     subject to the    and its current yield will fluctuate and are not
            risk of    guaranteed by the U.S. Government. The market value of
        fluctuating    fixed-income securities is generally affected by
 interest rates and    changes in the level of interest rates. An increase in
  share values, and    interest rates will tend to reduce their market value,
        there is no    and a decline in interest rates will tend to increase
 assurance that its    their value. The magnitude of these changes generally
  objective will be    will be greater the longer the remaining maturity of
          realized.    the security. The fund is not intended to constitute a
                       balanced investment program and is not designed for
                       investors primarily seeking capital appreciation. There
                       can be, of course, no assurance that the fund's
                       investment objective will be realized or that the net
                       return on an investment in the fund will equal or
                       exceed that which could have been obtained through
                       other investment vehicles or through savings vehicles.
 
            CERTAIN    U.S. GOVERNMENT SECURITIES Securities guaranteed by the
     SECURITIES AND    U.S. Government include: (1) direct obligations of the
         INVESTMENT    U.S. Treasury (such as Treasury bills, notes and bonds)
         TECHNIQUES    and (2) federal agency obligations guaranteed as to
                       principal and interest by the U.S. Treasury (such as
                       securities issued by the Government National Mortgage
                       Association, commonly known as "GNMA certificates"
                       (described below), and Federal Housing Administration
                       debentures).
 
                       Certain securities issued by U.S. Government
                       instrumentalities and certain federal agencies are
                       neither direct obligations of, nor guaranteed by, the
                       Treasury. However, they generally involve federal
                       sponsorship in one way or another: some are backed by
                       specific types of collateral; some are supported by the
                       issuer's right to borrow from the Treasury; some are
                       supported by the discretionary authority of the
                       Treasury to purchase certain obligations of the issuer;
                       and others are supported only by the credit of the
                       issuing government agency or instrumentality.
 
                       MORTGAGE-RELATED SECURITIES The fund expects to invest
                       substantially in GNMA certificates which are securities
                       representing part ownership of a pool of mortgage loans
                       on which timely payment of interest and principal is
                       guaranteed by the U.S. Government. GNMA certificates
                       differ from typical bonds because principal is repaid
                       monthly over the term of the loan rather than returned
                       in a lump sum at maturity.
 
4
 
<PAGE>
 
================================================================================
 
                       Although the mortgage loans in the pool will have
                       stated maturities of up to 30 years, the actual average
                       life or effective maturity of the GNMA certificates
                       typically will be substantially less because the
                       mortgages will
                       be subject to normal principal amortization and may be
                       prepaid prior to maturity.
 
                       The fund also may invest in securities representing in-
                       terests in pools of conventional mortgage loans issued
                       by the Federal National Mortgage Association (FNMA) or
                       by the Federal Home Loan Mortgage Corporation (FHLMC).
 
                       The fund also may invest in collateralized mortgage
                       obligations (CMOs) and mortgage-backed bonds which may
                       be issued by various governmental entities or private
                       institutions. A CMO is made up of a series of bonds of
                       varying maturities that together are fully
                       collateralized directly or indirectly by a pool of
                       mortgages on which the payments of principal and
                       interest are dedicated to payment of principal and
                       interest on the bonds. Mortgage-backed bonds are
                       general obligations fully collateralized directly or
                       indirectly by a pool of mortgages, but on which
                       payments are not passed through directly. The fund will
                       only purchase CMOs or mortgage-backed bonds which are
                       fully collateralized by securities issued by GNMA, FNMA
                       or FHLMC and/or mortgages insured by GNMA.
 
                       The fund may invest to a limited extent in inverse
                       floating rate notes (a type of derivative instrument).
                       These notes have rates that move in the opposite
                       direction of prevailing interest rates; thus, a change
                       in prevailing interest rates will often result in a
                       greater change in the instruments' interest rates. As a
                       result, the maturities of these instruments may have a
                       greater degree of volatility than other types of
                       interest-bearing securities.
 
                       REPURCHASE AGREEMENTS The fund may enter into
                       repurchase agreements, under which it buys a security
                       and obtains a simultaneous commitment from the seller
                       to repurchase the security at a specified time and
                       price. The seller must maintain with the fund's
                       custodian collateral equal to at least 100% of the
                       repurchase price including accrued interest, as
                       monitored daily by Capital Research and Management
                       Company. If the seller under the repurchase agreement
                       defaults, the fund may incur a loss if the value of the
                       collateral securing the repurchase agreement has
                       declined and may incur disposition costs in connection
                       with liquidating the collateral. If bankruptcy
                       proceedings are commenced with respect to the seller,
                       liquidation of the collateral by the fund may be
                       delayed or limited.
 
                       WHEN-ISSUED SECURITIES, FIRM COMMITMENT AGREEMENTS, RE-
                       VERSE REPURCHASE AGREEMENTS AND "ROLL" TRANSACTIONS The
                       fund may purchase securities on a delayed delivery or
                       "when-issued" basis and enter into firm commitment
                       agreements (transactions whereby
 
                                                                              5
 
<PAGE>
 
================================================================================
 
                       the payment obligation and interest rate are fixed at
                       the time of the transaction but the settlement is de-
                       layed). The fund as purchaser assumes the risk of any
                       decline in value of the security beginning on the date
                       of the agreement or purchase. As the fund's aggregate
                       commitments under these transactions increase the op-
                       portunity for leverage similarly may increase. The fund
                       also may enter into reverse repurchase agreements,
                       which are the sale of a security by the fund and its
                       agreement to repurchase the security at a specified
                       time and price at a later date, and "roll" transac-
                       tions, which are the sale of GNMA certificates or other
                       securities together with a commitment (for which the
                       fund typically receives a fee) to purchase similar, but
                       not identical, securities at a later date.
 
                       MULTIPLE PORTFOLIO COUNSELOR SYSTEM The basic
                       investment philosophy of Capital Research and
                       Management Company is to seek fundamental values at
                       reasonable prices, using a system of multiple portfolio
                       counselors in managing mutual fund assets. Under this
                       system the portfolio of the fund is divided into
                       segments, which are managed by individual counselors.
                       Each counselor decides how their segment will be
                       invested (within the limits provided by the fund's
                       objective and policies and by Capital Research and
                       Management Company's investment committee). In
                       addition, Capital Research and Management Company's
                       research professionals make investment decisions with
                       respect to a portion of the fund's portfolio. The
                       primary individual portfolio counselors for the fund
                       are listed below.
 
 
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
                                              YEARS OF EXPERIENCE AS   YEARS OF EXPERIENCE AS
                                               PORTFOLIO COUNSELOR     INVESTMENT PROFESSIONAL
PORTFOLIO COUNSELORS                           FOR U.S. GOVERNMENT         (APPROXIMATE)
        FOR                                      SECURITIES FUND
  U.S. GOVERNMENT     PRIMARY TITLE(S)           (APPROXIMATE)         WITH CAPITAL
  SECURITIES FUND                                                      RESEARCH AND
                                                                        MANAGEMENT
                                                                        COMPANY OR       TOTAL
                                                                      ITS AFFILIATES     YEARS
- -----------------------------------------------------------------------------------------------
<S>                  <C>                       <C>                       <C>           <C>
 Abner D. Goldstine  President and Trustee of  Since the fund began      28 years      43 years
                     the fund. Senior Vice     operations
                     President and Director,
                     Capital Research and
                     Management Company
- -----------------------------------------------------------------------------------------------
 John H. Smet        Vice President of the     9 years                   12 years      13 years
                     fund. Vice
                     President, Capital Re-
                     search and
                     Management Company
- -----------------------------------------------------------------------------------------------
 Mark H. Dalzell     Vice President--Invest-   2 years                    7 years      18 years
                     ment
                     Management Group, Capital
                     Research and Management
                     Company
- -----------------------------------------------------------------------------------------------
 John W. Ressner     Portfolio Counselor--     5 years                    7 years       7 years
                     Fixed Income,
                     Capital Research and Man-
                     agement Company
- -----------------------------------------------------------------------------------------------
 Richard T. Schotte  Senior Vice President,    2 years                   18 years      28 years
                     Capital
                     Research and Management
                     Company
- -----------------------------------------------------------------------------------------------
  The fund began operations on October 17, 1985.
- -----------------------------------------------------------------------------------------------
</TABLE> 
 
6
 
<PAGE>
 
================================================================================
 
         INVESTMENT    The fund may from time to time compare its investment
            RESULTS    results to various indices or other mutual funds in re-
                       ports to shareholders, sales literature and advertise-
       The fund has    ments. The results may be calculated on a total return,
   averaged a total    yield and/or distribution rate basis for various peri-
  return of 7.87% a    ods, with or without sales charges. Results calculated
 year (assuming the    without a sales charge will be higher. Total returns
      maximum sales    assume the reinvestment of all dividends and capital
   charge was paid)    gain distributions.
  over its lifetime  
  (October 17, 1985    The fund's yield for the average annual total returns
  through September    are calculated in accordance with Securities and
         30, 1995).    Exchange Commission requirements which provide that the
                       maximum sales charge be reflected. The fund's
                       distribution rate is calculated by annualizing the
                       current month's dividend and dividing by the average
                       price for the month. For the 30-day period ended
                       September 30, 1995, the fund's SEC yield was 5.36% and
                       the distribution rate was 6.89% at maximum offering
                       price. The SEC yield reflects income earned by the
                       fund, while the distribution rate reflects dividends
                       paid by the fund. Among the elements used to calculate
                       the SEC yield are the dividend and interest income
                       earned and expenses paid by the fund, whereas the
                       income paid to shareholders is used to calculate the
                       distribution rate. The fund's total return over the
                       past 12 months and average annual total returns over
                       the past five-year and lifetime periods, as of
                       September 30, 1995, were 5.67%, 7.34% and 7.87%,
                       respectively. Of course, past results are not a
                       guarantee of future results. Further information
                       regarding the fund's investment results is contained in
                       the fund's annual report which may be obtained without
                       charge by writing to the Secretary of the fund at the
                       address indicated on the cover of this prospectus.
 
         DIVIDENDS,    DIVIDENDS AND DISTRIBUTIONS The fund declares dividends
      DISTRIBUTIONS    from its net investment income daily and distributes
          AND TAXES    the accrued dividends to shareholders each month.
                       Dividends begin accruing one day after payment for
             Income    shares is received by the fund or American Funds
  distributions are    Service Company. All capital gains, if any, are
   made each month.    distributed annually, usually in December. When a
                       capital gain is declared, the net asset value per share
                       is reduced by the amount of the payment.
 
                       FEDERAL TAXES The fund intends to operate as a
                       "regulated investment company" under the Internal
                       Revenue Code. For any fiscal year in which the fund so
                       qualifies and distributes to shareholders all of its
                       net investment income and net capital gains, the fund
                       itself is relieved of federal income tax.
 
                       All dividends and capital gains are taxable whether
                       they are reinvested or received in cash -- unless you
                       are exempt from taxation or entitled to tax deferral.
                       Early each year, you will be notified as to the amount
                       and federal tax status of all dividends and capital
                       gains paid during the prior year. Such dividends and
                       capital gains may also be subject to state or local
                       taxes.
 
                                                                              7
 
<PAGE>
 
================================================================================
 
                       IF YOU HAVE NOT FURNISHED A CERTIFIED CORRECT TAXPAYER
                       IDENTIFICATION NUMBER (GENERALLY YOUR SOCIAL SECURITY
                       NUMBER) AND HAVE NOT CERTIFIED THAT WITHHOLDING DOES
                       NOT APPLY, OR IF THE INTERNAL REVENUE SERVICE HAS
                       NOTIFIED THE FUND THAT THE TAXPAYER IDENTIFICATION
                       NUMBER LISTED ON YOUR ACCOUNT IS INCORRECT ACCORDING TO
                       THEIR RECORDS OR THAT YOU ARE SUBJECT TO BACKUP
                       WITHHOLDING, FEDERAL LAW GENERALLY REQUIRES THE FUND TO
                       WITHHOLD 31% FROM ANY DIVIDENDS AND/OR REDEMPTIONS
                       (INCLUDING EXCHANGE REDEMPTIONS). Amounts withheld are
                       applied to your federal tax liability; a refund may be
                       obtained from the Service if withholding results in
                       overpayment of taxes. Federal law also requires the
                       fund to withhold 30% or the applicable tax treaty rate
                       from dividends paid to certain nonresident alien, non-
                       U.S. partnership and non-U.S. corporation shareholder
                       accounts.
 
                       This is a brief summary of some of the tax laws that
                       affect your investment in the fund. Please see the
                       statement of additional information and your tax
                       adviser for further information.
 
               FUND    FUND ORGANIZATION AND VOTING RIGHTS The fund, an open-
       ORGANIZATION    end, diversified management investment company, was
                AND    organized as a Massachusetts business trust in 1985.
         MANAGEMENT    The fund's board supervises fund operations and
                       performs duties required by applicable state and
      The fund is a    federal law. Members of the board who are not employed
      member of The    by Capital Research and Management Company or its
     American Funds    affiliates are paid certain fees for services rendered
    Group, which is    to the fund as described in the statement of additional
  managed by one of    information. They may elect to defer all or a portion
    the largest and    of these fees through a deferred compensation plan in
   most experienced    effect for the fund. Shareholders have one vote per
         investment    share owned and, at the request of the holders of at
          advisers.    least 10% of the shares, the fund will hold a meeting
                       at which any member of the board could be removed by
                       majority vote. There will not usually be a shareholder
                       meeting in any year except, for example, when the
                       election of the board is required to be acted upon by
                       shareholders under the Investment Company Act of 1940.
 
                       THE INVESTMENT ADVISER Capital Research and Management
                       Company, a large and experienced investment management
                       organization founded in 1931, is the investment adviser
                       to the fund and other funds, including those in The
                       American Funds Group. Capital Research and Management
                       Company is located at 333 South Hope Street, Los
                       Angeles, CA 90071, and at 135 South State College
                       Boulevard, Brea, CA 92621. (See "The American Funds
                       Shareholder Guide: Purchasing Shares--Investment
                       Minimums and Fund Numbers" for a listing of funds in
                       The American Funds Group.) Capital Research and
                       Management Company manages the investment portfolio and
                       business affairs of the fund and receives a fee at the
                       annual rate of 0.30% of the first $60 million of the
                       fund's net assets, plus 0.21% on net assets in excess
                       of $60 million but not exceeding $1 billion, plus 0.18%
                       on net assets in excess of $1 billion
 
8
 
<PAGE>
 
================================================================================
 
                       but not exceeding $3 billion, plus 0.16% on net assets
                       in excess of $3 billion, plus 3% of the first $40
                       million of annual gross income, plus 2.25% of annual
                       gross investment income in excess of $40 million but
                       not exceeding $100 million, plus 2% of annual gross
                       investment income in excess of $100 million. Assuming
                       net assets of $1.3 billion and gross investment income
                       levels of 6%, 7%, 8%, 9% and 10%, management fees would
                       be .37%, .39%, .41%, .43% and .45%, respectively.
 
                       Capital Research and Management Company is a wholly
                       owned subsidiary of The Capital Group Companies, Inc.
                       (formerly "the Capital Group, Inc."), which is located
                       at 333 South Hope Street, Los Angeles, CA 90071. The
                       research activities of Capital Research and Management
                       Company are conducted by affiliated companies which
                       have offices in Los Angeles, San Francisco, New York,
                       Washington, D.C., London, Geneva, Singapore, Hong Kong
                       and Tokyo.
 
                       Capital Research and Management Company and its
                       affiliated companies have adopted a personal investing
                       policy that is consistent with the recommendations
                       contained in the report dated May 9, 1994 issued by the
                       Investment Company Institute's Advisory Group on
                       Personal Investing. (See the statement of additional
                       information.)
 
                       PORTFOLIO TRANSACTIONS Orders for the fund's portfolio
                       securities transactions are placed by Capital Research
                       and Management Company, which strives to obtain the
                       best available prices, taking into account the costs
                       and quality of executions. Fixed-income securities are
                       generally traded on a "net" basis with a dealer acting
                       as principal for its own account without a stated
                       commission, although the price of the security usually
                       includes a profit to the dealer. In underwritten
                       offerings, securities are usually purchased at a fixed
                       price which includes an amount of compensation to the
                       underwriter, generally referred to as the underwriter's
                       concession or discount. On occasion, securities may be
                       purchased directly from an issuer, in which case no
                       commissions or discounts are paid.
 
                       Subject to the above policy, when two or more brokers
                       are in a position to offer comparable prices and
                       executions, preference may be given to brokers that
                       have sold shares of the fund or have provided
                       investment research, statistical, and other related
                       services for the benefit of the fund and/or of other
                       funds served by Capital Research and Management
                       Company.
 
                       PRINCIPAL UNDERWRITER American Funds Distributors,
                       Inc., a wholly owned subsidiary of Capital Research and
                       Management Company, is the principal underwriter of the
                       fund's shares. American Funds Distributors is located
                       at 333 South Hope Street, Los Angeles, CA 90071, 135
                       South State College Boulevard, Brea, CA 92621, 8000 
                       IH-10
 
                                                                              9
 
<PAGE>
 
================================================================================
 
                       West, San Antonio, TX 78230, 8332 Woodfield Crossing
                       Boulevard, Indianapolis, IN 46240, and 5300 Robin Hood
                       Road, Norfolk, VA 23513. Telephone conversations with
                       American Funds Distributors may be recorded or
                       monitored for verification, recordkeeping and quality
                       assurance purposes.
 
                       PLAN OF DISTRIBUTION The fund has a plan of
                       distribution or "12b-1 Plan" under which it may finance
                       activities primary intended to sell shares, provided
                       the categories of expenses are approved in advance by
                       the board and the expenses paid under the plan were
                       incurred within the last 12 months and accrued while
                       the plan is in effect. Expenditures by the fund under
                       the plan may not exceed 0.30% of its average net assets
                       annually (0.25% of which may be for service fees). See
                       "Purchasing Shares--Sales Charges" below.
 
                       TRANSFER AGENT American Funds Service Company, a wholly
                       owned subsidiary of Capital Research and Management
                       Company, is the transfer agent and performs shareholder
                       service functions. It was paid a fee of $992,000 for
                       the fiscal year ended August 31, 1995. Telephone
                       conversations with American Funds Service Company may
                       be recorded or monitored for verification,
                       recordkeeping and quality assurance purposes.
 
10
 
<PAGE>
 
================================================================================
 
 
                          AMERICAN FUNDS SERVICE COMPANY SERVICE AREAS
 
                     SERVICE      ADDRESS                AREAS SERVED
                      AREA
                    ------------------------------------------------------------
                    WEST      P.O. Box 2205                 AK, AZ, CA, HI, ID,
                              Brea, CA 92622-2205           MT, NV, OR, UT, WA
                              Fax: 714/671-7080             and outside the U.S.
                    ------------------------------------------------------------
                    CENTRAL-  P.O. Box 659522               AR, CO, IA, KS, LA,
                    WEST      San Antonio, TX 78265-9522    MN, MO, ND, NE, NM,
                              Fax: 210/530-4050             OK, SD, TX, and WY  
                    ------------------------------------------------------------
                    CENTRAL-  P.O. Box 6007                 AL, IL, IN, KY, MI,
                    EAST      Indianapolis, IN 46206-6007   MS, OH, TNand WI    
                              Fax: 317/735-6620           
                    ------------------------------------------------------------
                    EAST      P.O. Box 2280                 CT, DE, FL, GA, MA,
                              Norfolk, VA 23501-2280        MD, ME, NC, NH, NJ,
                              Fax: 804/670-4773             NY, PA, RI, SC, VA,
                                                            VT, WV and 
                                                            Washington, D.C.
                    ------------------------------------------------------------
                     ALL SHAREHOLDERS MAY CALL AMERICAN FUNDS SERVICE
                     COMPANY AT 800/421-0180 FOR SERVICE.
                    ------------------------------------------------------------
 
                               [MAP OF THE UNITED STATES OF AMERICA]
 
                    ------------------------------------------------------------
                    West (light grey); Central-West (white); Central-East
                    (dark grey), East (green)
 
                                                                              11
 
<PAGE>
 
                           THE AMERICAN FUNDS SHAREHOLDER GUIDE
 
 
  PURCHASING SHARES    METHOD     INITIAL INVESTMENT   ADDITIONAL INVESTMENTS
                      ---------------------------------------------------------
    Your investment               See "Investment      $50 minimum (except
    dealer can help               Minimums and Fund    where a lower
 you establish your               Numbers" for         minimum is noted
  account--and help               initial              under "Investment
      you add to it               investment           Minimums and Fund
 whenever you like.               minimums.            Numbers").
                      ---------------------------------------------------------
                       By         Visit any            Mail directly to
                       contacting investment dealer    your investment
                       your       who is registered    dealer's address
                       investment in the state         printed on your
                       dealer     where the            account statement.
                                  purchase is made
                                  and who has a
                                  sales agreement
                                  with American
                                  Funds
                                  Distributors.
                      ---------------------------------------------------------
                       By mail    Make your check      Fill out the account
                                  payable to the       additions form at the
                                  fund and mail to     bottom of a recent
                                  the address          account statement,
                                  indicated on the     make your check
                                  account              payable to the fund,
                                  application.         write your account
                                  Please indicate      number on your check,
                                  an investment        and mail the check
                                  dealer on the        and form in the
                                  account              envelope provided
                                  application.         with your account
                                                       statement.
                      ---------------------------------------------------------
                       By wire    Call 800/421-0180    Your bank should wire
                                  to obtain your       your additional
                                  account              investments in the
                                  number(s), if        same manner as
                                  necessary. Please    described under
                                  indicate an          "Initial Investment."
                                  investment dealer
                                  on the account.
                                  Instruct your
                                  bank to wire
                                  funds to:
                                  Wells Fargo Bank
                                  155 Fifth Street
                                  Sixth Floor
                                  San Francisco,
                                  CA 94106
                                  (ABA #121000248)
 
                                  For credit to the
                                  account of:
                                  American Funds
                                  Service Company
                                  a/c #4600-076178
                                  (fund name)
                                  (your fund acct.
                                  no.)
                      ---------------------------------------------------------
                       THE FUNDS AND AMERICAN FUNDS DISTRIBUTORS RESERVE
                       THE RIGHT TO REJECT ANY PURCHASE ORDER.
 
 
                      SHARE PRICE Shares are purchased at the next offering
                      price after the order is received by the fund or
                      American Funds Service Company. In the case of orders
                      sent directly to the fund or American Funds Service
                      Company, an investment dealer MUST be indicated. This
                      price is the net asset value plus a sales charge, if
                      applicable. Dealers are responsible for promptly
                      transmitting orders. (See the statement of additional
                      information under "Purchase of Shares--Price of
                      Shares.")
 
                      The net asset value per share is determined as of the
                      close of trading (currently 4:00 p.m., New York time) on
                      each day the New York Stock Exchange is open. The
                      current value of the fund's total assets, less all
                      liabilities, is divided by the total number of shares
                      outstanding and the result, rounded to the nearer cent,
                      is the net asset value per share. The net asset value
                      per share of the money market funds normally will remain
                      constant at $1.00 based on the funds' current practice
                      of valuing their shares using the penny-rounding method
                      in accordance with rules of the Securities and Exchange
                      Commission.
 
                      SHARE CERTIFICATES Shares are credited to your account
                      and certificates are not issued unless specifically
                      requested. This eliminates the costly problem of lost or
                      destroyed certificates.
 
12
 
<PAGE>
 
================================================================================
 
                       If you would like certificates issued, please request
                       them by writing to American Funds Service Company.
                       There is usually no charge for issuing certificates in
                       reasonable denominations. CERTIFICATES ARE NOT AVAIL-
                       ABLE FOR THE MONEY MARKET FUNDS.
 
                       INVESTMENT MINIMUMS AND FUND NUMBERS Here are the
                       minimum initial investments required by the funds in
                       The American Funds Group along with fund numbers for
                       use with our automated phone line, American
                       FundsLine(R) (see description below):
 
 
<TABLE>
<CAPTION>
                                                       MINIMUM
                                                       INITIAL    FUND
FUND                                                  INVESTMENT NUMBER
- ----                                                  ---------- ------
<S>                                                   <C>        <C>
STOCK AND STOCK/BOND FUNDS 
AMCAP Fund(R)...................................        $1,000     02
American Balanced Fund(R).......................           500     11
American Mutual Fund(R).........................           250     03
Capital Income Builder(R).......................         1,000     12
Capital World Growth and Income Fund(SM)........         1,000     33
EuroPacific Growth Fund(R)......................           250     16
Fundamental Investors(SM).......................           250     10
The Growth Fund of America(R)...................         1,000     05
The Income Fund of America(R)...................         1,000     06
The Investment Company of America(R)............           250     04
The New Economy Fund(R).........................         1,000     14
New Perspective Fund(R).........................           250     07
SMALLCAP World Fund(SM).........................         1,000     35
Washington Mutual Investors Fund(SM)............           250     01
 
<CAPTION>
                                                       MINIMUM
                                                       INITIAL    FUND
FUND                                                  INVESTMENT NUMBER
- ----                                                  ---------- ------
<S>                                                   <C>        <C>
BOND FUNDS
American High-Income Municipal Bond Fund(SM)....        $1,000     40
American High-Income Trust(R)...................         1,000     21
The Bond Fund of America(SM)....................         1,000     08
Capital World Bond Fund(R)......................         1,000     31
Intermediate Bond Fund of America(R)............         1,000     23
Limited Term Tax-Exempt Bond Fund of America(SM)         1,000     43
The Tax-Exempt Bond Fund of America(SM).........         1,000     19
The Tax-Exempt Fund of California(R)*...........         1,000     20
The Tax-Exempt Fund of Maryland(R)*.............         1,000     24
The Tax-Exempt Fund of Virginia(R)*.............         1,000     25
U.S. Government Securities Fund(SM).............         1,000     22
 
MONEY MARKET FUNDS
The Cash Management Trust of America(R).........         2,500     09
The Tax-Exempt Money Fund of America(SM)........         2,500     39
The U.S. Treasury Money Fund of America(SM).....         2,500     49
</TABLE>
- --------
* Available only in certain states.
 
 
                       For retirement plan investments, the minimum is $250,
                       except that the money market funds have a minimum of
                       $1,000 for individual retirement accounts (IRAs). Mini-
                       mums are reduced to $50 for purchases through "Auto-
                       matic Investment Plans" (except for the money market
                       funds) or to $25 for purchases by retirement plans
                       through payroll deductions and may be reduced or waived
                       for shareholders of other funds in The American Funds
                       Group. TAX-EXEMPT FUNDS SHOULD NOT SERVE AS RETIREMENT
                       PLAN INVESTMENTS. The minimum is $50 for additional in-
                       vestments (except as noted above).
 
                       SALES CHARGES The sales charges you pay when purchasing
                       the stock, stock/bond, and bond funds of The American
                       Funds Group are set forth below. The money market funds
                       of The American Funds Group are offered at net asset
                       value. (See "Investment Minimums and Fund Numbers" for
                       a listing of the funds.)
 
                                                                             13
 
<PAGE>
 
================================================================================
 
<TABLE>
<CAPTION>
                                                                          DEALER
                                                     SALES CHARGE AS    CONCESSION
                                                   PERCENTAGE OF THE:  AS PERCENTAGE
                                                   ------------------     OF THE
               AMOUNT OF PURCHASE                  NET AMOUNT OFFERING   OFFERING
               AT THE OFFERING PRICE                INVESTED   PRICE       PRICE
               ---------------------               ---------- -------- -------------
               <S>                                 <C>        <C>      <C>
               STOCK AND STOCK/BOND FUNDS
               Less than $50,000.................    6.10%     5.75%       5.00%
               $50,000 but less than $100,000....    4.71      4.50        3.75
               BOND FUNDS
               Less than $25,000.................    4.99      4.75        4.00
               $25,000 but less than $50,000.....    4.71      4.50        3.75
               $50,000 but less than $100,000....    4.17      4.00        3.25
               STOCK, STOCK/BOND, AND BOND FUNDS
               $100,000 but less than $250,000...    3.63      3.50        2.75
               $250,000 but less than $500,000...    2.56      2.50        2.00
               $500,000 but less than $1,000,000.    2.04      2.00        1.60
               $1,000,000 or more................    none      none     (see below)
</TABLE>
 
 
                       Commissions of up to 1% will be paid to dealers who
                       initiate and are responsible for purchases of $1 mil-
                       lion or more, for purchases by any employer-sponsored
                       403(b) plan or defined contribution plan qualified un-
                       der Section 401(a) of the Internal Revenue Code includ-
                       ing a "401(k)" plan with 200 or more eligible employees
                       (paid pursuant to the fund's plan of distribution), and
                       for purchases made at net asset value by certain re-
                       tirement plans of organizations with collective retire-
                       ment plan assets of $100 million or more as set forth
                       in the statement of additional information (paid by
                       American Funds Distributors).
 
                       American Funds Distributors, at its expense (from a
                       designated percentage of its income), will, during cal-
                       endar year 1996, provide additional promotional incen-
                       tives to dealers. Currently these incentives are lim-
                       ited to the top one hundred dealers who have sold
                       shares of the fund or other funds in The American Funds
                       Group. These incentive payments will be based on a pro
                       rata share of a qualifying dealer's sales. American
                       Funds Distributors will, on an annual basis, determine
                       the advisability of continuing these promotional incen-
                       tives.
 
                       Any employer-sponsored 403(b) plan or defined contribu-
                       tion plan qualified under Section 401(a) of the Inter-
                       nal Revenue Code including a "401(k)" plan with 200 or
                       more eligible employees or any other purchaser invest-
                       ing at least $1 million in shares of the fund (or in
                       combination with shares of other funds in The American
                       Funds Group other than the money market funds) may pur-
                       chase shares at net asset value; however, a contingent
                       deferred sales charge of 1% is imposed on certain re-
                       demptions within one year of the purchase. (See "Re-
                       deeming Shares--Contingent Deferred Sales Charge.")
 
                       Qualified dealers currently are paid a continuing serv-
                       ice fee not to exceed 0.25% of average net assets
                       (0.15% in the case of the money market funds) annually
                       in order to promote selling efforts and to
 
14
 
<PAGE>
 
================================================================================
 
                       compensate them for providing certain services. (See
                       "Fund Organization and Management--Plan of Distribu-
                       tion.") These services include processing purchase and
                       redemption transactions, establishing shareholder ac-
                       counts and providing certain information and assistance
                       with respect to the fund.
 
                       NET ASSET VALUE PURCHASES The stock, stock/bond and
                       bond funds may sell shares at net asset value to: (1)
                       current or retired directors, trustees, officers and
                       advisory board members of the funds managed by Capital
                       Research and Management Company, employees of Washing-
                       ton Management Corporation, employees and partners of
                       The Capital Group Companies, Inc. and its affiliated
                       companies, certain family members of the above persons,
                       and trusts or plans primarily for such persons;
                       (2) current registered representatives, retired regis-
                       tered representatives with respect to accounts estab-
                       lished while active, or full-time employees (and their
                       spouses, parents, and children) of dealers who have
                       sales agreements with American Funds Distributors (or
                       who clear transactions through such dealers) and plans
                       for such persons or the dealer; (3) companies exchang-
                       ing securities with the fund through a merger, acquisi-
                       tion or exchange offer; (4) trustees or other fiducia-
                       ries purchasing shares for certain retirement plans of
                       organizations with retirement plan assets of $100 mil-
                       lion or more; (5) insurance company separate accounts;
                       (6) accounts managed by subsidiaries of The Capital
                       Group Companies, Inc.; and (7) The Capital Group Compa-
                       nies, Inc., its affiliated companies and Washington
                       Management Corporation. Shares are offered at net asset
                       value to these persons and organizations due to
                       anticipated economies in sales effort and expense.
 
           REDUCING    AGGREGATION Sales charge discounts are available for
         YOUR SALES    certain aggregated investments. Qualifying investments
             CHARGE    include those by you, your spouse and your children
                       under the age of 21, if all parties are purchasing
       You and your    shares for their own account(s), which may include
   immediate family    purchases through employee benefit plan(s) such as an
        may combine    IRA, individual-type 403(b) plan or single-participant
     investments to    Keogh-type plan or by a business solely controlled by
 reduce your costs.    these individuals (for example, the individuals own the
                       entire business) or by a trust (or other fiduciary
                       arrangement) solely for the benefit of these
                       individuals. Individual purchases by a trustee(s) or
                       other fiduciary(ies) may also be aggregated if the
                       investments are (1) for a single trust estate or
                       fiduciary account, including an employee benefit plan
                       other than those described above or (2) made for two or
                       more employee benefit plans of a single employer or of
                       affiliated employers as defined in the Investment
                       Company Act of 1940, again excluding employee benefit
                       plans described above, or (3) for a diversified common
                       trust fund or other diversified pooled account not
                       specifically formed for the purpose of accumulating
                       fund shares. Purchases made for nominee or street name
                       accounts (securities held in the name of an investment
                       dealer or another nominee such as a bank trust
                       department instead of the customer) may not be
                       aggregated with those made for other accounts and may
                       not be aggregated with other nominee or street name
                       accounts unless otherwise qualified as described above.
 
 
                                                                             15
 
<PAGE>
 
================================================================================
 
                       CONCURRENT PURCHASES To qualify for a reduced sales
                       charge, you may combine concurrent purchases of two or
                       more funds in The American Funds Group, except direct
                       purchases of the money market funds. (Shares of the
                       money market funds purchased through an exchange,
                       reinvestment or cross-reinvestment from a fund having a
                       sales charge do qualify.) For example, if you
                       concurrently invest $25,000 in one fund and $25,000 in
                       another, the sales charge would be reduced to reflect a
                       $50,000 purchase.
 
                       RIGHT OF ACCUMULATION The sales charge for your invest-
                       ment may also be reduced by taking into account the
                       current value of your existing holdings in The American
                       Funds Group. Direct purchases of the money market funds
                       are excluded. (See account application.)
 
                       STATEMENT OF INTENTION You may reduce sales charges on
                       all investments by meeting the terms of a statement of
                       intention, a non-binding commitment to invest a certain
                       amount in fund shares subject to a commission within a
                       13-month period. Five percent of the statement amount
                       will be held in escrow to cover additional sales
                       charges which may be due if your total investments over
                       the statement period are insufficient to qualify for a
                       sales charge reduction. (See account application and
                       the statement of additional information under "Purchase
                       of Shares--Statement of Intention.")
 
                       YOU MUST LET YOUR INVESTMENT DEALER OR AMERICAN FUNDS
                       SERVICE COMPANY KNOW IF YOU QUALIFY FOR A REDUCTION IN
                       YOUR SALES CHARGE USING ONE OR ANY COMBINATION OF THE
                       METHODS DESCRIBED ABOVE.
 
        SHAREHOLDER    AUTOMATIC INVESTMENT PLAN You may make regular monthly
           SERVICES    or quarterly investments through automatic charges to
                       your bank account. Once a plan is established, your ac-
    The fund offers    count will normally be charged by the 10th day of the
     you a valuable    month during which an investment is made (or by the
  array of services    15th day of the month in the case of any retirement
        designed to    plan for which Capital Guardian Trust Company--another
       increase the    affiliate of The Capital Group Companies, Inc.--acts as
    convenience and    trustee or custodian).
     flexibility of 
  your investment--    AUTOMATIC REINVESTMENT Dividends and capital gain dis- 
   services you can    tributions are reinvested in additional shares at no   
  use to alter your    sales charge unless you indicate otherwise on the      
 investment program    account application. You also may elect to have divi-  
  as your needs and    dends and/or capital gain distributions paid in cash by
      circumstances    informing the fund, American Funds Service Company or  
            change.    your investment dealer.                                
                                                                              
                       CROSS-REINVESTMENT You may cross-reinvest dividends or 
                       dividends and capital gain distributions paid by one   
                       fund into another fund in The American Funds Group,    
                       subject to conditions outlined in the statement of ad- 
                       ditional information. Generally, to use this service    
                       the value of your account in the paying fund must equal
                       at least $5,000.
 
                       EXCHANGE PRIVILEGE You may exchange shares into other
                       funds in The American Funds Group. Exchange purchases
                       are subject to the minimum investment requirements of
                       the fund purchased and no sales
 
16
 
<PAGE>
 
================================================================================
 
                       charge generally applies. However, exchanges of shares
                       from the money market funds are subject to applicable
                       sales charges on the fund being purchased, unless the
                       money market fund shares were acquired by an exchange
                       from a fund having a sales charge, or by reinvestment
                       or cross-reinvestment of dividends or capital gain dis-
                       tributions.
 
                       You may exchange shares by writing to American Funds
                       Service Company (see "Redeeming Shares"), by contacting
                       your investment dealer, by using American FundsLine(R)
                       (see "Shareholder Services--American FundsLine(R)" be-
                       low), or by telephoning 800/421-0180 toll-free, faxing
                       (see "Transfer Agent" above for the appropriate fax
                       numbers) or telegraphing American Funds Service Compa-
                       ny. (See "Telephone Redemptions and Exchanges" below.)
                       Shares held in corporate-type retirement plans for
                       which Capital Guardian Trust Company serves as trustee
                       may not be exchanged by telephone, fax or telegraph.
                       Exchange redemptions and purchases are processed simul-
                       taneously at the share prices next determined after the
                       exchange order is received. (See "Purchasing Shares--
                       Share Price.") THESE TRANSACTIONS HAVE THE SAME TAX
                       CONSEQUENCES AS ORDINARY SALES AND PURCHASES.
 
                       AUTOMATIC EXCHANGES You may automatically exchange
                       shares (in amounts of $50 or more) among any of the
                       funds in The American Funds Group on any day (or pre-
                       ceding business day if the day falls on a non-business
                       day) of each month you designate. You must either meet
                       the minimum initial investment requirement for the re-
                       ceiving fund OR the originating fund's balance must be
                       at least $5,000 and the receiving fund's minimum must
                       be met within one year.
 
                       AUTOMATIC WITHDRAWALS You may make automatic
                       withdrawals of $50 or more as follows: five or more
                       times per year if you have an account of $10,000 or
                       more, or four or fewer times per year if you have an
                       account of $5,000 or more. Withdrawals are made on or
                       about the 15th day of each month you designate, and
                       checks will be sent within seven days. (See "Other
                       Important Things to Remember.") Additional investments
                       in a withdrawal account must not be less than one
                       year's scheduled withdrawals or $1,200, whichever is
                       greater. However, additional investments in a
                       withdrawal account may be inadvisable due to sales
                       charges and tax liabilities.
 
                       THESE SERVICES ARE AVAILABLE ONLY IN STATES WHERE THE
                       FUND TO BE PURCHASED MAY BE LEGALLY OFFERED AND MAY BE
                       TERMINATED OR MODIFIED AT ANY TIME UPON 60 DAYS'
                       WRITTEN NOTICE.
 
                       ACCOUNT STATEMENTS Your account is opened in accordance
                       with your registration instructions. Transactions in
                       the account, such as additional investments and
                       dividend reinvestments, will be reflected on regular
                       confirmation statements from American Funds Service
                       Company.
 
                                                                             17
 
<PAGE>
 
================================================================================
 
                       AMERICAN FUNDSLINE(R) You may check your share balance,
                       the price of your shares, or your most recent account
                       transaction, redeem shares (up to $10,000 per fund, per
                       account each day), or exchange shares around the clock
                       with American FundsLine(R). To use this service, call
                       800/325-3590 from a TouchTone(TM) telephone.
                       Redemptions and exchanges through American FundsLine(R)
                       are subject to the conditions noted above and in
                       "Redeeming Shares--Telephone Redemptions and Exchanges"
                       below. You will need your fund number (see the list of
                       funds in The American Funds Group under "Purchasing
                       Shares--Investment Minimums and Fund Numbers"),
                       personal identification number (the last four digits of
                       your Social Security number or other tax identification
                       number associated with your account) and account
                       number.
 
                       ---------------------------------------------------------
          REDEEMING     By writing to  Send a letter of instruction
             SHARES     American       specifying the name of the fund, the
                        Funds Service  number of shares or dollar amount to
 You may take money     Company (at    be sold, your name and account
        out of your     the            number. You should also enclose any
   account whenever     appropriate    share certificates you wish to
        you please.     address        redeem. For redemptions over $50,000
                        indicated      and for certain redemptions of
                        under "Fund    $50,000 or less (see below), your
                        Organization   signature must be guaranteed by a
                        and            bank, savings association, credit
                        Management--   union, or member firm of a domestic
                        Transfer       stock exchange or the National
                        Agent")        Association of Securities Dealers,
                                       Inc., that is an eligible guarantor
                                       institution. You should verify with
                                       the institution that it is an
                                       eligible guarantor prior to signing.
                                       Additional documentation may be
                                       required for redemption of shares
                                       held in corporate, partnership or
                                       fiduciary accounts. Notarization by a
                                       Notary Public is not an acceptable
                                       signature guarantee.
                       ---------------------------------------------------------
                        By contacting  If you redeem shares through your
                        your           investment dealer, you may be charged
                        investment     for this service. SHARES HELD FOR YOU
                        dealer         IN YOUR INVESTMENT DEALER'S STREET
                                       NAME MUST BE REDEEMED THROUGH THE
                                       DEALER.
                       ---------------------------------------------------------
                                       You may use this option, provided the
                        You may have   account is registered in the name of
                        a redemption   an individual(s), a UGMA/UTMA
                        check sent to  custodian, or a non-retirement plan
                        you by using   trust. These redemptions may not
                        American       exceed $10,000 per day, per fund
                        FundsLine(R)   account and the check must be made
                        or by          payable to the shareholder(s) of
                        telephoning,   record and be sent to the address of
                        faxing, or     record provided the address has been
                        telegraphing   used with the account for at least 10
                        American       days. See "Transfer Agent" and
                        Funds Service  "Exchange Privilege" above for the
                        Company        appropriate telephone or fax number.
                        (subject to
                        the
                        conditions
                        noted in this
                        section and
                        in "Telephone
                        Redemptions
                        and
                        Exchanges"
                        below)
                       ---------------------------------------------------------
                        In the case    Upon request (use the account
                        of the money   application for the money market
                        market funds,  funds) you may establish telephone
                        you may have   redemption privileges (which will
                        redemptions    enable you to have a redemption sent
                        wired to your  to your bank account) and/or check
                        bank by        writing privileges. If you request
                        telephoning    check writing privileges, you will be
                        American       provided with checks that you may use
                        Funds Service  to draw against your account. These
                        Company        checks may be made payable to anyone
                        ($1,000 or     you designate and must be signed by
                        more) or by    the authorized number of registered
                        writing a      shareholders exactly as indicated on
                        check ($250    your checking account signature card.
                        or more)
                       ---------------------------------------------------------
                       A SIGNATURE GUARANTEE IS NOT CURRENTLY REQUIRED FOR ANY
                       REDEMPTION OF $50,000 OR LESS PROVIDED THE REDEMPTION
                       CHECK IS MADE PAYABLE TO THE REGISTERED SHAREHOLDER(S)
                       AND IS MAILED TO THE ADDRESS OF RECORD, PROVIDED THE
                       ADDRESS HAS BEEN USED WITH THE ACCOUNT FOR AT LEAST 10
                       DAYS.
 
18
 
<PAGE>
 
================================================================================
 
                       THE PRICE YOU RECEIVE FOR THE SHARES YOU REDEEM IS THE
                       NET ASSET VALUE NEXT DETERMINED AFTER YOUR ORDER AND
                       ALL REQUIRED DOCUMENTATION ARE RECEIVED BY THE FUND OR
                       AMERICAN FUNDS SERVICE COMPANY. (SEE "PURCHASING
                       SHARES--SHARE PRICE.")
 
                       TELEPHONE REDEMPTIONS AND EXCHANGES By using the
                       telephone (including American FundsLine(R)), fax or
                       telegraph redemption and/or exchange options, you agree
                       to hold the fund, American Funds Service Company, any
                       of its affiliates or mutual funds managed by such
                       affiliates, and each of their respective directors,
                       trustees, officers, employees and agents harmless from
                       any losses, expenses, costs or liability (including
                       attorney fees) which may be incurred in connection with
                       the exercise of these privileges. Generally, all
                       shareholders are automatically eligible to use these
                       options. However, you may elect to opt out of these
                       options by writing American Funds Service Company (you
                       may reinstate them at any time also by writing American
                       Funds Service Company). If American Funds Service
                       Company does not employ reasonable procedures to
                       confirm that the instructions received from any person
                       with appropriate account information are genuine, the
                       fund may be liable for losses due to unauthorized or
                       fraudulent instructions. In the event that shareholders
                       are unable to reach the fund by telephone because of
                       technical difficulties, market conditions, or a natural
                       disaster, redemption and exchange requests may be made
                       in writing only.
 
                       CONTINGENT DEFERRED SALES CHARGE A contingent deferred
                       sales charge of 1% applies to certain redemptions
                       within the first year on investments of $1 million or
                       more and on any investment made with no initial sales
                       charge by any employer-sponsored 403(b) plan or defined
                       contribution plan qualified under Section 401(a) of the
                       Internal Revenue Code including a "401(k)" plan with
                       200 or more eligible employees. The charge is 1% of the
                       lesser of the value of the shares redeemed (exclusive
                       of reinvested dividends and capital gain distributions)
                       or the total cost of such shares. Shares held for the
                       longest period are assumed to be redeemed first for
                       purposes of calculating this charge. The charge is
                       waived for exchanges (except if shares acquired by
                       exchange were then redeemed within 12 months of the
                       initial purchase); for distributions from qualified
                       retirement plans and other employee benefit plans; for
                       redemptions resulting from participant- directed
                       switches among investment options within a participant-
                       directed employer-sponsored retirement plan; for
                       distributions from 403(b) plans or IRAs due to death,
                       disability or attainment of age 59 1/2; for tax-free
                       returns of excess contributions to IRAs; for
                       redemptions through certain automatic withdrawals not
                       exceeding 10% of the amount that would otherwise be
                       subject to the charge; and for redemptions in
                       connection with loans made by qualified retirement
                       plans.
 
                       REINSTATEMENT PRIVILEGE You may reinvest proceeds from
                       a redemption or a dividend or capital gain distribution
                       without sales charge (any contingent deferred sales
                       charge paid will be credited to your
 
                                                                             19
 
<PAGE>
 
================================================================================
 
                       account) in any fund in The American Funds Group. Send
                       a written request and a check to American Funds Service
                       Company within 90 days after the date of the redemption
                       or distribution. Reinvestment will be at the next
                       calculated net asset value after receipt. The tax
                       status of a gain realized on a redemption will not be
                       affected by exercise of the reinstatement privilege,
                       but a loss may be nullified if you reinvest in the same
                       fund within 30 days. If you redeem your shares within
                       90 days after purchase and the sales charge on the
                       purchase of other shares is waived under the
                       reinstatement privilege, the sales charge you
                       previously paid for the shares may not be taken into
                       account when you calculate your gain or loss on that
                       redemption.
 
                       OTHER IMPORTANT THINGS TO REMEMBER The net asset value
                       for redemptions is determined as indicated under
                       "Purchasing Shares--Share Price." Because each stock,
                       stock/bond and bond fund's net asset value fluctuates,
                       reflecting the market value of the fund's portfolio,
                       the amount a shareholder receives for shares redeemed
                       may be more or less than the amount paid for them.
 
                       Redemption proceeds will not be mailed until sufficient
                       time has passed to provide reasonable assurance that
                       checks or drafts (including certified or cashier's
                       checks) for shares purchased have cleared (which may
                       take up to 15 calendar days from the purchase date).
                       Except for delays relating to clearance of checks for
                       share purchases or in extraordinary circumstances (and
                       as permissible under the Investment Company Act of
                       1940), redemption proceeds will be paid on or before
                       the seventh day following receipt of a proper
                       redemption request.
 
                       A fund may, with 60 days' written notice, close your
                       account if, due to a redemption, the account has a
                       value of less than the minimum required initial
                       investment. (For example, a fund may close an account
                       if a redemption is made shortly after a minimum initial
                       investment is made.)
 
         RETIREMENT    You may invest in the funds through various retirement
              PLANS    plans including the following plans for which Capital
                       Guardian Trust Company acts as trustee or custodian:
                       IRAs, Simplified Employee Pension plans, 403(b) plans
                       and Keogh- and corporate-type business retirement
                       plans. For further information about any of the plans,
                       agreements, applications and annual fees, contact
                       American Funds Distributors or your investment dealer.
                       To determine which retirement plan is appropriate for
                       you, please consult your tax adviser. TAX-EXEMPT FUNDS
                       SHOULD NOT SERVE AS INVESTMENTS FOR RETIREMENT PLANS.
 
                       FOR MORE INFORMATION, PLEASE REFER TO THE ACCOUNT
                       APPLICATION OR THE STATEMENT OF ADDITIONAL INFORMATION.
                       IF YOU HAVE ANY QUESTIONS ABOUT ANY OF THE SHAREHOLDER
                       SERVICES DESCRIBED HEREIN OR YOUR ACCOUNT, PLEASE
                       CONTACT YOUR INVESTMENT DEALER OR AMERICAN FUNDS
                       SERVICE COMPANY.
 
                       [RECYCLE LOGO]  This prospectus has been printed on
                                       recycled paper that meets the
                                       guidelines of the United States
                                       Environmental Protection Agency
 
20
 
 
<PAGE>
 
Prospectus 
for Eligible Retirement Plans
 
U.S. GOVERNMENT SECURITIES FUND(SM) 
 
AN OPPORTUNITY FOR CURRENT INCOME
CONSISTENT WITH PRUDENT INVESTMENT RISK
AND PRESERVATION OF CAPITAL PRIMARILY THROUGH
SECURITIES THAT ARE GUARANTEED BY THE "FULL FAITH
AND CREDIT" PLEDGE OF THE U.S. GOVERNMENT
 
[LOGO OF THE AMERICAN FUNDS GROUP(R)]
 
October 25, 1995
 
 
                        THE AMERICAN FUNDS INCOME SERIES
                        U.S. GOVERNMENT SECURITIES FUND
 
                             333 South Hope Street
                         Los Angeles, California 90071
 
 
The fund's investment objective is to provide investors with a high level of
current income consistent with prudent investment risk and preservation of
capital. It seeks to achieve this objective by investing primarily in
securities that are guaranteed by the "full faith and credit" pledge of the
United States Government. Although the fund invests primarily in securities on
which the U.S. Government guarantees the payment of interest and principal,
the value of the fund's shares and its current yield will fluctuate and are
not guaranteed by the U.S. Government.
 
This prospectus relates only to shares of the fund offered without a sales
charge to eligible retirement plans. For a prospectus regarding shares of the
fund to be acquired otherwise, contact the Secretary of the fund at the
address indicated above.
 
This prospectus presents information you should know before investing in the
fund. It should be retained for future reference.
 
You may obtain the statement of additional information dated October 25, 1995,
which contains the fund's financial statements, without charge, by writing to
the Secretary of the fund at the above address or telephoning 800/421-0180.
These requests will be honored within three business days of receipt.
 
SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR INSURED OR
GUARANTEED BY, THE U.S. GOVERNMENT, ANY FINANCIAL INSTITUTION, THE FEDERAL
DEPOSIT INSURANCE CORPORATION, OR ANY OTHER AGENCY, ENTITY OR PERSON. THE
PURCHASE OF FUND SHARES INVOLVES INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS
OF PRINCIPAL.
 
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.
 
RP 22-010-1095
 
<PAGE>
 
================================================================================
 
SUMMARY OF EXPENSES
 
Average annual 
expenses paid over a 
10-year period would 
be approximately $10
per year, assuming a 
$1,000 investment and 
a 5% annual return. 
 
 
TABLE OF CONTENTS
<TABLE>
<S>                                                  <C>
Summary of Expenses................................   2
Financial Highlights...............................   3
Investment Objective and Policies..................   3
Risks .............................................   4
Certain Securities and Investment Techniques.......   4
Investment Results.................................   7
Dividends, Distributions and Taxes.................   7
Fund Organiza tion and Management..................   8
Purchasing Shares..................................  10
Shareholder Services...............................  11
Redeeming Shares...................................  11
</TABLE>
 
 
 
This table is designed to help you understand the costs of investing in the
fund. These are historical expenses; your actual expenses may vary.
 
SHAREHOLDER TRANSACTION EXPENSES
Certain retirement plans may purchase shares of the fund with no sales
charge./1/ The fund has no sales charge on reinvested dividends, deferred
sales charges, redemption fees or exchange fees.
 
ANNUAL FUND OPERATING EXPENSES (as a percentage of average net assets)
<TABLE>
<S>                                                                     <C>
Management fees.......................................................  0.42%
12b-1 expenses........................................................  0.26%/2/
Other expenses (including audit, legal, shareholder services, transfer
 agent and custodian expenses)........................................  0.11%
Total fund operating expenses.........................................  0.79%
</TABLE>
 
<TABLE>
<CAPTION>
EXAMPLE                                       1 YEAR 3 YEARS 5 YEARS 10 YEARS
- -------                                       ------ ------- ------- --------
<S>                                           <C>    <C>     <C>     <C>
You would pay the following cumulative ex-
penses on a $1,000 investment, assuming a 5%
annual return./3/                              $8      $25     $44     $98
</TABLE>
 
/1/ Retirement plans of organizations with $100 million or more in collective
    retirement plan assets may purchase shares of the fund with no sales charge.
    In addition, any defined contribution plan qualified under Section 401(a) of
    the Internal Revenue Code including a "401(k)" plan with 200 or more
    eligible employees or any other plan that invests at least $1 million in
    shares of the fund (or in combination with shares of other funds in The
    American Funds Group other than the money market funds) may purchase shares
    at net asset value; however, a contingent deferred sales charge of 1%
    applies on certain redemptions within 12 months following such purchases.
    (See "Redeeming Shares--Contingent Deferred Sales Charge.")
/2/ These expenses may not exceed 0.30% of the fund's average net assets
    annually. (See "Fund Organization and Management--Plan of Distribution.")
    Due to these distribution expenses, long-term shareholders may pay more than
    the economic equivalent of the maximum front-end sales charge permitted by
    the National Association of Securities Dealers.
/3/ Use of this assumed 5% return is required by the Securities and Exchange
    Commission; it is not an illustration of past or future investment results.
    THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
    EXPENSES; ACTUAL EXPENSES MAY BE GREATER OR LESSER THAN THOSE SHOWN.
  
2
 
<PAGE>
 
================================================================================
 
          FINANCIAL    The following information has been audited by Deloitte
         HIGHLIGHTS    & Touche LLP, independent accountants, whose
       (For a share    unqualified report covering each of the most recent
        outstanding    five years is included in the statement of additional
     throughout the    information. This information should be read in
       fiscal year)    conjunction with the financial statements and
                       accompanying notes which are included in the statement
                       of additional information.
 
<TABLE>
<CAPTION>
                                                     YEAR ENDED AUGUST 31
                            --------------------------------------------------------------------------------
                             1995    1994     1993    1992    1991    1990    1989    1988    1987   1986/1/
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  -------
  <S>                       <C>     <C>      <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
  Net Asset Value, Begin-
   ning of Year...........  $13.18  $14.73   $14.13  $13.57  $13.25  $13.48  $13.54  $13.75  $14.88  $14.29
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  ------
  INCOME FROM INVESTMENT
   OPERATIONS:
  Net investment income...    1.01    1.03     1.07    1.18    1.22    1.31    1.30    1.35    1.35    1.26
  Net realized and
   unrealized gain (loss)
   on investments.........     .06   (1.56)     .61     .53     .37    (.26)   (.04)   (.24)  (1.16)    .57
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  ------
    Total from investment
     operations...........    1.07    (.53)    1.68    1.71    1.59    1.05    1.26    1.11     .19    1.83
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  ------
  LESS DISTRIBUTIONS:
  Dividends from net in-
   vestment income........   (1.01)  (1.02)   (1.08)  (1.15)  (1.27)  (1.28)  (1.32)  (1.32)  (1.32)  (1.24)
                            ------  ------   ------  ------  ------  ------  ------  ------  ------  ------
  Net Asset Value, end of
   year...................  $13.24  $13.18   $14.73  $14.13  $13.57  $13.25  $13.48  $13.54  $13.75  $14.88
                            ======  ======   ======  ======  ======  ======  ======  ======  ======  ======
  Total Return/2/.........    8.60%  (3.72)%  12.44%  13.05%  12.34%   8.11%   9.82%   8.40%   1.62%  13.14%
  RATIOS/SUPPLEMENTAL 
   DATA:
  Net Assets, end of year
   (in millions)..........  $1,337  $1,373   $1,581  $1,328  $1,018  $  619  $  497  $  410  $  349  $  171
  Ratio of expenses to
   average net assets.....     .79%    .78%     .83%    .88%    .95%    .87%    .97%   1.00%   1.00%    .81%/3/
  Ratio of net income to
   average net assets.....    7.79%   7.35%    7.54%   8.63%   9.07%   9.73%   9.68%   9.80%   9.33%   8.15%/3/
  Portfolio turnover
   rate...................   46.77%  71.58%   35.24%  44.81%  53.40%  50.00% 101.30%  89.30%  67.80%  99.80%/3/
</TABLE>
 --------
 /1/ Period from 10/17/85-8/31/86.
 /2/ Calculated with no sales charge.
 /3/ These ratios are based on operations for the period shown and,
     accordingly, are not representative of a full year's operations.
 
         INVESTMENT    The fund's investment objective is to provide a high
          OBJECTIVE    level of current income consistent with prudent
       AND POLICIES    investment risk and preservation of capital. It seeks
                       to achieve this objective by investing primarily in
 The fund's goal is    securities that are guaranteed by the "full faith and
     to provide you    credit" pledge of the United States Government.
  with high current 
       income while    The fund also may invest in securities that are issued  
    preserving your    by U.S. Government agencies or instrumentalities but    
           capital.    are not backed by the full faith and credit of the U.S. 
                       Government and in short-term debt securities of private 
                       issuers (including certificates of deposit, bankers'    
                       acceptances and commercial paper rated Prime-1 by       
                       Moody's Investors Service, Inc. or A-1 by Standard and  
                       Poor's Corporation). See "Certain Securities and         
                       Investment Techniques" below and the statement of
                       additional information.
 
                       Except when the fund is in a temporary defensive
                       investment position, at least 65% of its total assets
                       will be invested in securities that are guaranteed by
                       the U.S. Government, including such securities held
                       subject to repurchase agreements.
 
                       The fund is not required to maintain any particular
                       effective average portfolio maturity, and its average
                       maturity will vary with current and anticipated market
                       conditions.
 
                                                                              3
 
<PAGE>
 
================================================================================
 
                      The fund's investment restrictions (which are described
                      in the statement of additional information) and
                      objective cannot be changed without shareholder
                      approval. All other investment practices may be changed
                      by the fund's board
 
                      ACHIEVEMENT OF THE FUND'S INVESTMENT OBJECTIVE CANNOT,
                      OF COURSE, BE ASSURED DUE TO THE RISK OF CAPITAL LOSS
                      FROM FLUCTUATING PRICES INHERENT IN ANY INVESTMENT IN
                      SECURITIES.
 
              RISKS   Although the fund invests primarily in securities on
                      which the U.S. Government guarantees the payment of
        The fund is   interest and principal, the value of the fund's shares
     subject to the   and its current yield will fluctuate and are not
            risk of   guaranteed by the U.S. Government. The market value of
        fluctuating   fixed-income securities is generally affected by changes
 interest rates and   in the level of interest rates. An increase in interest
  share values, and   rates will tend to reduce their market value, and a
        there is no   decline in interest rates will tend to increase their
 assurance that its   value. The magnitude of these changes generally will be
  objective will be   greater the longer the remaining maturity of the
          realized.   security. The fund is not intended to constitute a
                      balanced investment program and is not designed for
                      investors primarily seeking capital appreciation. There
                      can be, of course, no assurance that the fund's
                      investment objective will be realized or that the net
                      return on an investment in the fund will equal or exceed
                      that which could have been obtained through other
                      investment vehicles or through savings vehicles.
 
            CERTAIN   U.S. GOVERNMENT SECURITIES Securities guaranteed by the
     SECURITIES AND   U.S. Government include: (1) direct obligations of the
         INVESTMENT   U.S. Treasury (such as Treasury bills, notes and bonds)
         TECHNIQUES   and (2) federal agency obligations guaranteed as to
                      principal and interest by the U.S. Treasury (such as
                      securities issued by the Government National Mortgage
                      Association, commonly known as "GNMA certificates"
                      (described below), and Federal Housing Administration
                      debentures).
 
                      Certain securities issued by U.S. Government
                      instrumentalities and certain federal agencies are
                      neither direct obligations of, nor guaranteed by, the
                      Treasury. However, they generally involve federal
                      sponsorship in one way or another: some are backed by
                      specific types of collateral; some are supported by the
                      issuer's right to borrow from the Treasury; some are
                      supported by the discretionary authority of the Treasury
                      to purchase certain obligations of the issuer; and
                      others are supported only by the credit of the issuing
                      government agency or instrumentality.
 
                      MORTGAGE-RELATED SECURITIES The fund expects to invest
                      substantially in GNMA certificates which are securities
                      representing part ownership of a pool of mortgage loans
                      on which timely payment of interest and principal is
                      guaranteed by the U.S. Government. GNMA certificates
                      differ from typical bonds because principal is repaid
                      monthly
                      over the term of the loan rather than returned in a lump
                      sum at maturity.
 
4
 
<PAGE>
 
================================================================================
 
                       Although the mortgage loans in the pool will have
                       stated maturities of up to 30 years, the actual average
                       life or effective maturity of the GNMA certificates
                       typically will be substantially less because the
                       mortgages will
                       be subject to normal principal amortization and may be
                       prepaid prior to maturity.
 
                       The fund also may invest in securities representing in-
                       terests in pools of conventional mortgage loans issued
                       by the Federal National Mortgage Association (FNMA) or
                       by the Federal Home Loan Mortgage Corporation (FHLMC).
 
                       The fund also may invest in collateralized mortgage
                       obligations (CMOs) and mortgage-backed bonds which may
                       be issued by various governmental entities or private
                       institutions. A CMO is made up of a series of bonds of
                       varying maturities that together are fully
                       collateralized directly or indirectly by a pool of
                       mortgages on which the payments of principal and
                       interest are dedicated to payment of principal and
                       interest on the bonds. Mortgage-backed bonds are
                       general obligations fully collateralized directly or
                       indirectly by a pool of mortgages, but on which
                       payments are not passed through directly. The fund will
                       only purchase CMOs or mortgage-backed bonds which are
                       fully collateralized by securities issued by GNMA, FNMA
                       or FHLMC and/or mortgages insured by GNMA.
 
                       The fund may invest to a limited extent in inverse
                       floating rate notes (a type of derivative instrument).
                       These notes have rates that move in the opposite
                       direction of prevailing interest rates; thus, a change
                       in prevailing interest rates will often result in a
                       greater change in the instruments' interest rates. As a
                       result, the maturities of these instruments may have a
                       greater degree of volatility than other types of
                       interest-bearing securities.
 
                       REPURCHASE AGREEMENTS The fund may enter into
                       repurchase agreements, under which it buys a security
                       and obtains a simultaneous commitment from the seller
                       to repurchase the security at a specified time and
                       price. The seller must maintain with the fund's
                       custodian collateral equal to at least 100% of the
                       repurchase price including accrued interest, as
                       monitored daily by Capital Research and Management
                       Company. If the seller under the repurchase agreement
                       defaults, the fund may incur a loss if the value of the
                       collateral securing the repurchase agreement has
                       declined and may incur disposition costs in connection
                       with liquidating the collateral. If bankruptcy
                       proceedings are commenced with respect to the seller,
                       liquidation of the collateral by the fund may be
                       delayed or limited.
 
                       WHEN-ISSUED SECURITIES, FIRM COMMITMENT AGREEMENTS, RE-
                       VERSE REPURCHASE AGREEMENTS AND "ROLL" TRANSACTIONS The
                       fund may purchase securities on a delayed delivery or
                       "when-issued" basis and enter into firm commitment
                       agreements (transactions whereby
 
                                                                              5
 
<PAGE>
 
================================================================================
 
                       the payment obligation and interest rate are fixed at
                       the time of the transaction but the settlement is de-
                       layed). The fund as purchaser assumes the risk of any
                       decline in value of the security beginning on the date
                       of the agreement or purchase. As the fund's aggregate
                       commitments under these transactions increase the op-
                       portunity for leverage similarly may increase. The fund
                       also may enter into reverse repurchase agreements,
                       which are the sale of a security by the fund and its
                       agreement to repurchase the security at a specified
                       time and price at a later date, and "roll" transac-
                       tions, which are the sale of GNMA certificates or other
                       securities together with a commitment (for which the
                       fund typically receives a fee) to purchase similar, but
                       not identical, securities at a later date.
 
                       MULTIPLE PORTFOLIO COUNSELOR SYSTEM The basic
                       investment philosophy of Capital Research and
                       Management Company is to seek fundamental values at
                       reasonable prices, using a system of multiple portfolio
                       counselors in managing mutual fund assets. Under this
                       system the portfolio of the fund is divided into
                       segments, which are managed by individual counselors.
                       Each counselor decides how their segment will be
                       invested (within the limits provided by the fund's
                       objective and policies and by Capital Research and
                       Management Company's investment committee). In
                       addition, Capital Research and Management Company's
                       research professionals make investment decisions with
                       respect to a portion of the fund's portfolio. The
                       primary individual portfolio counselors for the fund
                       are listed below.
 
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
                                               YEARS OF EXPERIENCE AS   YEARS OF EXPERIENCE AS
                                                PORTFOLIO COUNSELOR     INVESTMENT PROFESSIONAL
                                                FOR U.S. GOVERNMENT          (APPROXIMATE)
PORTFOLIO COUNSELORS                              SECURITIES FUND
        FOR           PRIMARY TITLE(S)             (APPROXIMATE)      WITH CAPITAL
  U.S. GOVERNMENT                                                     RESEARCH AND
  SECURITIES FUND                                                      MANAGEMENT
                                                                       COMPANY OR       TOTAL
                                                                     ITS AFFILIATES     YEARS
- ------------------------------------------------------------------------------------------------
<S>                  <C>                       <C>                       <C>           <C>
 Abner D. Goldstine  President and Trustee of  Since the fund began      28 years      43 years
                     the fund.                 operations
                     Senior Vice President and
                     Director, Capital Re-
                     search and Management
                     Company
- ------------------------------------------------------------------------------------------------
 John H. Smet        Vice President of the     9 years                   12 years      13 years
                     fund. Vice
                     President, Capital Re-
                     search and
                     Management Company
- ------------------------------------------------------------------------------------------------
 Mark H. Dalzell     Vice President--Invest-   2 years                    7 years      18 years
                     ment
                     Management Group, Capital
                     Research and Management
                     Company
- ------------------------------------------------------------------------------------------------
 John W. Ressner     Portfolio Counselor--     5 years                    7 years       7 years
                     Fixed Income, Capital Re-
                     search and Management
                     Company
- ------------------------------------------------------------------------------------------------
 Richard T. Schotte  Senior Vice President,    2 years                   18 years      28 years
                     Capital
                     Research and Management
                     Company
- ------------------------------------------------------------------------------------------------
  The fund began operations on October 17, 1985.
- ------------------------------------------------------------------------------------------------
</TABLE> 
 
 
6
 
<PAGE>
 
================================================================================
 
         INVESTMENT    The fund may from time to time compare its investment
            RESULTS    results to various indices or other mutual funds in re-
                       ports to shareholders, sales literature and advertise-
       The fund has    ments. The results may be calculated on a total return,
   averaged a total    yield and/or distribution rate basis for various peri-
      return (at no    ods, with or without sales charges. Results calculated
   sales charge) of    without a sales charge will be higher. Total returns
  8.40% a year over    assume the reinvestment of all dividends and capital
       its lifetime    gain distributions.
  (October 17, 1985    The fund's yield for the average annual total returns
  through September    are calculated with no sales charge. The fund's
         30, 1995).    distribution rate is calculated by annualizing the
                       current month's dividend and dividing by the average
                       price for the month. For the 30-day period ended
                       September 30, 1995, the fund's SEC yield was 5.62% and
                       the distribution rate was 7.23% with no sales charge.
                       The SEC yield reflects income earned by the fund, while
                       the distribution rate reflects dividends paid by the
                       fund. Among the elements used to calculate the SEC
                       yield are the dividend and interest income earned and
                       expenses paid by the fund, whereas the income paid to
                       shareholders is used to calculate the distribution
                       rate. The fund's total return over the past 12 months
                       and average annual total returns over the past five-
                       year and lifetime periods, as of September 30, 1995,
                       were 10.98%, 8.39% and 8.40%, respectively. Of course,
                       past results are not a guarantee of future results.
                       Further information regarding the fund's investment
                       results is contained in the fund's annual report which
                       may be obtained without charge by writing to the
                       Secretary of the fund at the address indicated on the
                       cover of this prospectus.
 
         DIVIDENDS,    DIVIDENDS AND DISTRIBUTIONS The fund declares dividends
      DISTRIBUTIONS    from its net investment income daily and distributes
          AND TAXES    the accrued dividends to shareholders each month.
                       Dividends begin accruing one day after payment for
             Income    shares is received by the fund or American Funds
  distributions are    Service Company. All capital gains, if any, are
   made each month.    distributed annually, usually in December. When a
                       capital gain is declared, the net asset value per share
                       is reduced by the amount of the payment.
 
                       The terms of your plan will govern how your plan may
                       receive distributions from the fund. Generally,
                       periodic distributions from the fund to your plan are
                       reinvested in additional fund shares, although your
                       plan may permit fund distributions from net investment
                       income to be received by you in cash while reinvesting
                       capital gain distributions in additional shares or all
                       fund distributions to be received in cash. Unless you
                       select another option, all distributions will be
                       reinvested in additional fund shares.
 
                       FEDERAL TAXES The fund intends to operate as a
                       "regulated investment company" under the Internal
                       Revenue Code. In any fiscal year in which the fund so
                       qualifies and distributes to shareholders all of its
                       net investment income and net capital gains, the fund
                       itself is relieved
                       of federal income tax. The tax treatment of redemptions
                       from a retirement plan may differ from redemptions from
                       an ordinary shareholder account.
 
                                                                              7
 
<PAGE>
 
================================================================================
 
                       Please see the statement of additional information and
                       your tax adviser for further information.
 
               FUND    FUND ORGANIZATION AND VOTING RIGHTS The fund, an open-
       ORGANIZATION    end, diversified management investment company, was
                AND    organized as a Massachusetts business trust in 1985.
         MANAGEMENT    The fund's board supervises fund operations and
                       performs duties required by applicable state and
      The fund is a    federal law. Members of the board who are not employed
      member of The    by Capital Research and Management Company or its
     American Funds    affiliates are paid certain fees for services rendered
    Group, which is    to the fund as described in the statement of additional
  managed by one of    information. They may elect to defer all or a portion
    the largest and    of these fees through a deferred compensation plan in
   most experienced    effect for the fund. Shareholders have one vote per
         investment    share owned and, at the request of the holders of at
          advisers.    least 10% of the shares, the fund will hold a meeting
                       at which any member of the board could be removed by
                       majority vote. There will not usually be a shareholder
                       meeting in any year except, for example, when the
                       election of the board is required to be acted upon by
                       shareholders under the Investment Company Act of 1940.
 
                       THE INVESTMENT ADVISER Capital Research and Management
                       Company, a large and experienced investment management
                       organization founded in 1931, is the investment adviser
                       to the fund and other funds, including those in The
                       American Funds Group. Capital Research and Management
                       Company is located at 333 South Hope Street, Los
                       Angeles, CA 90071, and at 135 South State College
                       Boulevard, Brea, CA 92621. Capital Research and
                       Management Company manages the investment portfolio and
                       business affairs of the fund and receives a fee at the
                       annual rate of 0.30% of the first $60 million of the
                       fund's net assets, plus 0.21% on net assets in excess
                       of $60 million but not exceeding $1 billion, plus 0.18%
                       on net assets in excess of $1 billion but not exceeding
                       $3 billion, plus 0.16% on net assets in excess of $3
                       billion, plus 3% of the first $40 million of annual
                       gross income, plus 2.25% of annual gross investment
                       income in excess of $40 million but not exceeding $100
                       million, plus 2% of annual gross investment income in
                       excess of $100 million. Assuming net assets of $1.3
                       billion and gross investment income levels of 6%, 7%,
                       8%, 9% and 10%, management fees would be .37%, .39%,
                       .41%, .43% and .45%, respectively.
 
                       Capital Research and Management Company is a wholly
                       owned subsidiary of The Capital Group Companies, Inc.
                       (formerly "The Capital Group, Inc."), which is located
                       at 333 South Hope Street, Los Angeles, CA 90071. The
                       research activities of Capital Research and Management
                       Company are conducted by affiliated companies which
                       have offices in Los Angeles, San Francisco, New York,
                       Washington, D.C., London, Geneva, Singapore, Hong Kong
                       and Tokyo.
 
                       Capital Research and Management Company and its
                       affiliated companies have adopted a personal investing
                       policy that is consistent with the recommendations
                       contained in the report dated May 9, 1994 issued by the
                       Investment Company Institute's Advisory Group on
                       Personal Investing. (See the statement of additional
                       information.)
 
8
 
<PAGE>
 
================================================================================
 
                       PORTFOLIO TRANSACTIONS Orders for the fund's portfolio
                       securities transactions are placed by Capital Research
                       and Management Company, which strives to obtain the
                       best available prices, taking into account the costs
                       and quality of executions. Fixed-income securities are
                       generally traded on a "net" basis with a dealer acting
                       as principal for its own account without a stated
                       commission, although the price of the security usually
                       includes a profit to the dealer. In underwritten
                       offerings, securities are usually purchased at a fixed
                       price which includes an amount of compensation to the
                       underwriter, generally referred to as the underwriter's
                       concession or discount. On occasion, securities may be
                       purchased directly from an issuer, in which case no
                       commissions or discounts are paid.
 
                       Subject to the above policy, when two or more brokers
                       are in a position to offer comparable prices and
                       executions, preference may be given to brokers that
                       have sold shares of the fund or have provided
                       investment research, statistical, and other related
                       services for the benefit of the fund and/or of other
                       funds served by Capital Research and Management
                       Company.
 
                       PRINCIPAL UNDERWRITER American Funds Distributors,
                       Inc., a wholly owned subsidiary of Capital Research and
                       Management Company, is the principal underwriter of the
                       fund's shares. American Funds Distributors is located
                       at 333 South Hope Street, Los Angeles, CA 90071, 135
                       South State College Boulevard, Brea, CA 92621, 8000 IH-
                       10 West, San Antonio, TX 78230, 8332 Woodfield Crossing
                       Boulevard, Indianapolis, IN 46240, and 5300 Robin Hood
                       Road, Norfolk, VA 23513. Telephone conversations with
                       American Funds Distributors may be recorded or
                       monitored for verification, recordkeeping and quality
                       assurance purposes.
 
                       PLAN OF DISTRIBUTION The fund has a plan of
                       distribution or "12b-1 Plan" under which it may finance
                       activities primary intended to sell shares, provided
                       the categories of expenses are approved in advance by
                       the board and the expenses paid under the plan were
                       incurred within the last 12 months and accrued while
                       the plan is in effect. Expenditures by the fund under
                       the plan may not exceed 0.30% of its average net assets
                       annually (0.25% of which may be for service fees).
 
                       TRANSFER AGENT American Funds Service Company, 800/421-
                       0180, a wholly owned subsidiary of Capital Research and
                       Management Company, is the transfer agent and performs
                       shareholder service functions. American Funds Service
                       Company is located at333 South Hope Street, Los
                       Angeles, CA 90071, 135 South State College Boulevard,
                       Brea, CA 92621, 8000 1H-10 West, San Antonio, TX 78230,
                       8332 Woodfield Crossing Boulevard, Indianapolis, IN
                       46240, and 5300 Robin Hood Road, Norfolk, VA 23513. It
                       was paid a fee of $992,000 for the fiscal year ended
                       August 31, 1995. Telephone conversations with American
                       Funds Service Company may be recorded or monitored for
                       verification, recordkeeping and quality assurance
                       purposes.
 
                                                                              9
 
<PAGE>
 
================================================================================
 
  PURCHASING SHARES    ALL ORDERS TO PURCHASE SHARES MUST BE MADE THROUGH YOUR
                       RETIREMENT PLAN. FOR MORE INFORMATION ABOUT HOW TO
                       PURCHASE SHARES OF THE FUND THROUGH YOUR PLAN OR
                       LIMITATIONS ON THE AMOUNT THAT MAY BE PURCHASED, PLEASE
                       CONSULT WITH YOUR EMPLOYER. Shares are sold to eligible
                       retirement plans at the net asset value per share next
                       determined after receipt of an order by the fund or
                       American Funds Service Company. Orders must be received
                       before the close of regular trading on the New York
                       Stock Exchange in order to receive that day's net asset
                       value. Plans of organizations with collective
                       retirement plan assets of $100 million or more may
                       purchase shares at net asset value. In addition, any
                       employer-sponsored 403(b) plan or defined contribution
                       plan qualified under Section 401(a) of the Internal
                       Revenue Code including a "401(k)" plan with 200 or more
                       eligible employees or any other plan that invests at
                       least $1 million in shares of the fund (or in
                       combination with shares of other funds in The American
                       Funds Group other than the money market funds) may
                       purchase shares at net asset value; however, a
                       contingent deferred sales charge of 1% is imposed on
                       certain redemptions within one year of such purchase.
                       (See "Redeeming Shares--Contingent Deferred Sales
                       Charge.") Plans may also qualify to purchase shares at
                       net asset value by completing a statement of intention
                       to purchase $1 million in fund shares subject to a
                       commission over a maximum of 13 consecutive months.
                       Certain redemptions of such shares may also be subject
                       to a contingent deferred sales charge as described
                       above. (See the statement of additional information.)
 
                       The minimum initial investment is $250, except that the
                       money market funds have a minimum of $1,000 for
                       individual retirement accounts (IRAs). Minimums are
                       reduced to $50 for purchases through "Automatic
                       Investment Plans" (except for the money market funds)
                       or to $25 for purchases by retirement plans through
                       payroll deductions and may be reduced or waived for
                       shareholders of other funds in The American Funds
                       Group.
 
                       American Funds Distributors, at its expense (from a
                       designated percentage of its income), will, during
                       calendar year 1996, provide additional promotional
                       incentives to dealers. Currently, these incentives are
                       limited to the top hundred dealers who have sold shares
                       of the fund or other funds in The American Funds Group.
                       Such incentive payments will be based on a pro rata
                       share of a qualifying dealer's sales. American Funds
                       Distributors will, on an annual basis, determine the
                       advisability of continuing these promotional
                       incentives.
 
                       Qualified dealers currently are paid a continuing
                       service fee not to exceed 0.25% of average net assets
                       annually in order to promote selling efforts and to
                       compensate them for providing certain services. (See
                       "Fund Organization and Management--Plan of
                       Distribution.") These services include processing
                       purchase and redemption transactions, establishing
                       shareholder accounts and providing certain information
                       and assistance with respect to the fund.
 
10
 
<PAGE>
 
================================================================================
 
                       Shares of the fund are offered to other shareholders
                       pursuant to another prospectus at public offering
                       prices that may include an initial sales charge.
 
                       SHARE PRICE Shares are offered to eligible retirement
                       plans at the net asset value after the order is
                       received by the fund or American Funds Service Company.
                       In the case of orders sent directly to the fund or
                       American Funds Service Company, an investment dealer
                       must be indicated. Dealers are responsible for promptly
                       transmitting orders. (See the statement of additional
                       information under "Purchase of Shares--Price of
                       Shares.")
 
                       The fund's net asset value per share is determined as
                       of the close of trading (currently 4:00 p.m., New York
                       time) on each day the New York Stock Exchange is open.
                       The current value of the fund's total assets, less all
                       liabilities, is divided by the total number of shares
                       outstanding and the result, rounded to the nearer cent,
                       is the net asset value per share.
 
        SHAREHOLDER    Subject to any restrictions contained in your plan, you
           SERVICES    can exchange your shares for shares of other funds in
                       The American Funds Group which are offered through the
                       plan at net asset value. In addition, again depending
                       on your plan, you may be able to exchange shares
                       automatically or cross-reinvest dividends in shares of
                       other funds. Contact your plan administrator/trustee
                       regarding how to use these services. Also, see the
                       fund's statement of additional information for a
                       description of these and other services that may be
                       available through your plan. These services are
                       available only in states where the fund to be purchased
                       may be legally offered and may be terminated or
                       modified at any time upon 60 days' written notice.
 
   REDEEMING SHARES    Subject to any restrictions imposed by your plan, you
                       can sell your shares through the plan any day the New
                       York Stock Exchange is open. For more information about
                       how to sell shares of the fund through your retirement
                       plan, including any charges that may be imposed by the
                       plan, please consult with your employer.
                       ---------------------------------------------------------
                        By             Your plan administrator/trustee must
                        contacting     send a letter of instruction
                        your plan      specifying the name of the fund, the
                        administrator/ number of shares or dollar amount to
                        trustee        be sold, and, if applicable, your
                                       name and account number. For your
                                       protection, if you redeem more than
                                       $50,000, the signatures of the
                                       registered owners (i.e., trustees or
                                       their legal representatives) must be
                                       guaranteed by a bank, savings
                                       association, credit union, or member
                                       firm of a domestic stock exchange or
                                       the National Association of
                                       Securities Dealers, Inc., that is an
                                       eligible guarantor institution. Your
                                       plan administrator/trustee should
                                       verify with the institution that it
                                       is an eligible guarantor prior to
                                       signing. Additional documentation may
                                       be required to redeem shares from
                                       certain accounts. Notarization by a
                                       Notary Public is not an acceptable
                                       signature guarantee.
                       ---------------------------------------------------------
                        By             Shares may also be redeemed through
                        contacting     an investment dealer; however, you or
                        an             your plan may be charged for this
                        investment     service. SHARES HELD FOR YOU IN AN
                        dealer         INVESTMENT DEALER'S STREET NAME MUST
                                       BE REDEEMED THROUGH THE DEALER.
                       ---------------------------------------------------------
 
                                                                             11
 
<PAGE>
 
================================================================================
 
                      THE PRICE YOU RECEIVE FOR THE SHARES YOU REDEEM IS THE
                      NET ASSET VALUE NEXT DETERMINED AFTER YOUR ORDER AND ALL
                      REQUIRED DOCUMENTATION ARE RECEIVED BY THE FUND OR
                      AMERICAN FUNDS SERVICE COMPANY. (SEE "PURCHASING
                      SHARES--SHARE PRICE.")
 
                       CONTINGENT DEFERRED SALES CHARGE A contingent deferred
                       sales charge of 1% applies to certain redemptions
                       within the first year on investments of $1 million or
                       more and on any investment made with no initial sales
                       charge by any employer-sponsored 403(b) plan or defined
                       contribution plan qualified under Section 401(a) of the
                       Internal Revenue Code including a "401(k)" plan with
                       200 or more eligible employees. The charge is 1% of the
                       lesser of the value of the shares redeemed (exclusive
                       of reinvested dividends and capital gain distributions)
                       or the total cost of such shares. Shares held for the
                       longest period are assumed to be redeemed first for
                       purposes of calculating this charge. The charge is
                       waived for exchanges (except if shares acquired by
                       exchange were then redeemed within 12 months of the
                       initial purchase); for distributions from qualified
                       retirement plans and other employee benefit plans; for
                       redemptions resulting from participant-directed
                       switches among investment options within a participant-
                       directed employer-sponsored retirement plan; and for
                       redemptions in connection with loans made by qualified
                       retirement plans.
 
                       OTHER IMPORTANT THINGS TO REMEMBER  The net asset value
                       for redemptions is determined as indicated under
                       "Purchasing Shares--Share Price." Because the fund's
                       net asset value fluctuates, reflecting the market value
                       of the portfolio, the amount you receive for shares
                       redeemed may be more or less than the amount paid for
                       them.
 
                       Redemption proceeds will not be mailed until sufficient
                       time has passed to provide reasonable assurance that
                       checks or drafts (including certified or cashier's
                       checks) for shares purchased have cleared (which may
                       take up to 15 calendar days from the purchase date).
                       Except for delays relating to clearance of checks for
                       share purchases or in extraordinary circumstances (and
                       as permissible under the Investment Company Act of
                       1940), redemption proceeds will be paid on or before
                       the seventh day following receipt of a proper
                       redemption request.
 
                       [RECYCLE LOGO]  This prospectus has been printed on
                                       recycled paper that meets the
                                       guidelines of the United States
                                       Environmental Protection Agency
 
                       ---------------------------------------------------------
                       THIS PROSPECTUS RELATES ONLY TO SHARES OF THE FUND
                       OFFERED WITHOUT A SALES CHARGE TO ELIGIBLE RETIREMENT
                       PLANS. FOR A PROSPECTUS REGARDING SHARES OF THE FUND
                       TO BE ACQUIRED OTHERWISE, CONTACT THE SECRETARY OF
                       THE FUND AT THE ADDRESS INDICATED ON THE FRONT.
                       ---------------------------------------------------------
 
12
 
<PAGE>
                        The American Funds Income Series
                        U.S. GOVERNMENT SECURITIES FUND
 
                                    Part B
                       Statement of Additional Information
                                October 25, 1995
 
 This document is not a prospectus but should be read in conjunction with the
current Prospectus dated October 25, 1995 of The American Funds Income Series
(the "Trust").  The Trust currently consists of one series, U.S. Government
Securities Fund (the "fund").  The Prospectus may be obtained from your
investment dealer or financial planner or by writing to the Trust at the
following address:
 
                        U.S. Government Securities Fund
                            Attention:  Secretary
                            333 South Hope Street
                            Los Angeles, CA  90071
                                (800) 421-0180
 
 The fund has two forms of prospectuses.  Each reference to the prospectus in
this Statement of Additional Information includes both of the fund's
prospectuses.  Shareholders who purchase shares at net asset value through
eligible retirement plans should note that not all of the services or features
described below may be available to them, and they should contact their
employer for details. 
 
                               Table of Contents
 
<TABLE>
<CAPTION>
Item                                                                Page No.     
 
                                                                                 
 
<S>                                                                 <C>          
Description of Securities and Investment Techniques                 1            
 
Investment Restrictions                                             5            
 
Fund Officers and Trustees                                          7            
 
Management                                                          10           
 
Dividends, Distributions and Federal Taxes                          12           
 
Purchase of Shares                                                  14           
 
Shareholder Account Services and Privileges                         16           
 
Execution of Portfolio Transactions                                 16           
 
General Information                                                 17           
 
Investment Results                                                  18           
 
Appendix                                                            22           
 
Financial Statements                                                Attached     
 
                                                                                 
 
</TABLE>
 
              DESCRIPTION OF SECURITIES AND INVESTMENT TECHNIQUES
 
INVESTMENT POLICIES - Except when the fund is in a temporary defensive
investment position, at least 65% of its total assets will be invested in
securities that are guaranteed by the U.S. Government, including such
securities held subject to repurchase agreements.  Obligations not directly
backed by the full faith and credit of the U.S. Government such as privately
issued "zero-coupon bonds" representing interests in U.S. Treasury securities,
certificates of deposit, and privately issued mortgage-related securities will
not be considered securities guaranteed by the U.S. Government for purposes of
this 65% limitation.
 
 Although the fund has no current intention of doing so during the next 12
months, the fund may also purchase obligations of non-U.S. corporations or
governmental entities, provided they are dollar-denominated and liquid.
 
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION CERTIFICATES - Certificates issued by
the Government National Mortgage Association (GNMA) are mortgage-backed
securities representing part ownership of a pool of mortgage loans, which are
issued by lenders such as mortgage bankers, commercial banks and savings and
loan associations, and are either insured by the Federal Housing Administration
or guaranteed by the Veterans Administration.  A pool of these mortgages is
assembled and, after being approved by GNMA, is offered to investors through
securities dealers.  The timely payment of interest and principal on each
mortgage is guaranteed by GNMA and backed by the full faith and credit of the
U.S. Government.  
 
 Principal is paid back monthly by the borrower over the term of the loan. 
Reinvestment of prepayments may occur at higher or lower rates than the
original yield on the certificates.  Due to the prepayment feature and the need
to reinvest prepayments of principal at current market rates, GNMA certificates
can be less effective than typical bonds of similar maturities at "locking in"
yields during periods of declining interest rates.  GNMA certificates typically
appreciate or decline in market value during periods of declining or rising
interest rates, respectively.  Due to the regular repayment of principal and
the prepayment feature, the effective maturities of mortgage pass-through
securities are shorter than stated maturities, will vary based on market
conditions and cannot be predicted in advance.  The effective maturities of
newly-issued GNMA certificates backed by relatively new loans at or near the
prevailing interest rates are generally assumed to range between approximately
9 and 12 years.
 
FNMA AND FHLMC MORTGAGE-BACKED OBLIGATIONS - FNMA, a privately-owned corporate
instrumentality of the U.S. Government, issues pass-through securities
representing interests in a pool of conventional mortgage loans.  FNMA
guarantees the timely payment of principal and interest but this guarantee is
not backed by the full faith and credit of the U.S. Government.  
 
 FHLMC, a corporate instrumentality of the U.S. Government, issues
participation certificates which represent an interest in a pool of
conventional mortgage loans.  FHLMC guarantees the timely payment of interest
and the ultimate collection of principal, and maintains reserves to protect
holders against losses due to default, but the certificates are not backed by
the full faith and credit of the U.S. Government.
 
    FNMA and FHLMC securities are considered by the fund to be "U.S. Government
securities" for the purpose of the fund's fundamental investment restriction
stating that the fund may not purchase any security (other than securities
issued or guaranteed by the U.S. Government or its agencies or
instrumentalities ("U.S. Government securities")) if, immediately after and as
a result of such investment, more than 5% of the value of the fund's total
assets would be invested in securities of the issuer.    
 
 As is the case with GNMA certificates, the actual maturity of and realized
yield on particular FNMA and FHLMC pass-through securities will vary based on
the prepayment experience of the underlying pool of mortgages.
 
OTHER MORTGAGE-RELATED SECURITIES - The fund may invest in mortgage-related
securities issued by financial institutions such as commercial banks, savings
and loan associations, mortgage bankers and securities broker-dealers (or
separate trusts or affiliates of such institutions established to issue these
securities).  These securities include mortgage pass-through certificates,
collateralized mortgage obligations (including real estate mortgage investment
conduits as authorized under the Internal Revenue Code of 1986) (CMOs) or
mortgage-backed bonds.  Each class of bonds in a CMO series may have a
different effective maturity, bear a different coupon and have a different
priority in receiving payments.  All principal payments, both regular principal
payments as well as any prepayment of principal, are passed through to the
holders of the various CMO classes dependent on the characteristics of each
class.  In some cases, all payments are passed through first to the holders of
the class with the shortest stated maturity until it is completely retired. 
Thereafter, principal payments are passed through to the next class of bonds in
the series, until all the classes have been paid off.  In other cases, payments
are passed through to holders of whichever class first has the shortest
effective maturity at the time payments are made.  As a result, an acceleration
in the rate of prepayments that may be associated with declining interest rates
shortens the expected life of each class.  The impact of an acceleration in
prepayments affects the expected life of each class differently depending on
the unique characteristics of that class.  In the case of some CMO series, each
class may receive a differing proportion of the monthly interest and principal
repayments on the underlying collateral.  In these series the classes would be
more affected by an acceleration (or slowing) in the rate of prepayments than
CMOs which share principal and interest proportionally.
 
 Mortgage-backed bonds are general obligations of the issuer fully
collateralized directly or indirectly by a pool of mortgages.  The mortgages
serve as collateral for the issuer's payment obligations on the bonds, but
interest and principal payments on the mortgages are not passed through either
directly (as with GNMA certificates and FNMA and FHLMC pass-through securities)
or on a modified basis (as with CMOs).  Accordingly, a change in the rate of
prepayments on the pool of mortgages could change the effective maturity of a
CMO but not that of a mortgage-backed bond (although, like many bonds,
mortgage-backed bonds can provide that they are callable by the issuer prior to
maturity).
 
WHEN-ISSUED SECURITIES, FIRM COMMITMENT AGREEMENTS AND "ROLL" TRANSACTIONS -
The fund may purchase securities on a delayed delivery or "when-issued" basis
and enter into firm commitment agreements (transactions whereby the payment
obligation and interest rate are fixed at the time of the transaction but the
settlement is delayed).  The fund as purchaser assumes the risk of any decline
in the value of the security beginning on the date of the agreement or
purchase.  As the fund's aggregate commitments under these transactions
increase, the opportunity for leverage similarly may increase.  
 
 The fund will not use these transactions for the purpose of leveraging and
will maintain in a segregated account (with the value adjusted daily based on
market valuations) cash or high-grade debt securities in an amount sufficient
to meet its payment obligations in these transactions.  Although these
transactions will not be entered into for leveraging purposes, to the extent
the fund's aggregate commitments under these transactions exceed its holdings
of cash and securities that do not fluctuate in value (such as short-term money
market instruments), the fund temporarily will be in a leveraged position
(because it will have an amount greater than its net assets subject to market
risk).  Should market values of the fund's portfolio securities decline while
the fund is in a leveraged position, greater depreciation of its net assets
would likely occur than were it not in such a position.  The fund will not
borrow money to settle these transactions and, therefore, will liquidate other
portfolio securities in advance of settlement if necessary to generate
additional cash to meet its obligations thereunder.
 
 The fund also may enter into "roll" transactions, which consist of the sale of
securities together with a commitment (for which the fund typically receives a
fee) to purchase similar, but not identical, securities at a later date.  The
fund intends to treat roll transactions as two separate transactions: one
involving the purchase of a security and a separate transaction involving the
sale of a security.  Since the fund does not intend to enter into roll
transactions for financing purposes, it may treat these transactions as not
falling within the definition of "borrowing" set forth in Section 2(a)(23) of
the Investment Company Act of 1940.
 
REVERSE REPURCHASE AGREEMENTS - The fund may enter into reverse repurchase
agreements.  This type of agreement involves the sale of a security by the fund
and its commitment to repurchase the security at a specified time and price. 
The fund will maintain in a segregated account with its custodian liquid assets
such as cash, U.S. Government securities or other appropriate high-grade debt
obligations in an amount sufficient to cover its obligations under reverse
repurchase agreements with broker-dealers (but no collateral is required on
reverse repurchase agreements with banks).  Under the Investment Company Act of
1940 (the "1940 Act"), reverse repurchase agreements may be considered
borrowings by the fund; accordingly, the fund will limit its investments in
reverse repurchase agreements, together with any other borrowings, to no more
than one-third of its total assets.  The use of reverse repurchase agreements
by the fund creates leverage which increases the fund's investment risk.  As
the fund's aggregate commitments under these reverse repurchase agreements
increases, the opportunity for leverage similarly increases.  If the income and
gains on securities purchased with the proceeds of reverse repurchase
agreements exceed the costs of the agreements, the fund's earnings or net asset
value will increase faster than otherwise would be the case; conversely if the
income and gains fail to exceed the costs, earnings or net asset value would
decline faster than otherwise would be the case.
 
PORTFOLIO TRADING - The fund intends to engage in portfolio trading when it is
believed that the sale of a security owned by the fund and the purchase of
another security of better value can enhance principal and/or increase income. 
A security may be sold to avoid any prospective decline in market value in
light of what is evaluated as an expected rise in prevailing yields, or a
security may be purchased in anticipation of a market rise (a decline in
prevailing yields).  A security also may be sold and a comparable security
purchased coincidentally in order to take advantage of what is believed to be a
disparity in the normal yield and price relationship between the two
securities, or in connection with a "roll" transaction as described in the
Prospectus under "Description of Securities and Investment Techniques."
 
LOANS OF PORTFOLIO SECURITIES - Although the fund has no current intention of
doing so during the next 12 months, the fund is authorized to lend portfolio
securities to selected securities dealers or to other institutional investors
whose financial condition is monitored by Capital Research and Management
Company (the "Investment Adviser").  The borrower must maintain with the
Trust's custodian collateral consisting of cash, cash equivalents or U.S.
Government securities equal to at least 100% of the value of the borrowed
securities, plus any accrued interest.  The Investment Adviser will monitor the
adequacy of the collateral on a daily basis.  The fund may at any time call a
loan of its portfolio securities and obtain the return of the loaned
securities.  The fund will receive any interest paid on the loaned securities
and a fee or a portion of the interest earned on the collateral.  The fund will
limit its loans of portfolio securities to an aggregate of one-third of the
value of its total assets, measured at the time any such loan is made.
 
MATURITY - The maturity composition of the fund's portfolio will be adjusted in
response to market conditions and expectations.  As described above, the fund
may invest in various mortgage pass-through securities and normally will invest
substantially in GNMA certificates (see "Government National Mortgage
Association Certificates" above).  The fund may also invest in securities with
interest rates that are not fixed but fluctuate based upon changes in market
rates or designated indexes.  Variable rate obligations have interest rates
that are adjusted at designated intervals, and interest rates on floating rate
obligations are adjusted whenever there are exchanges in the indexes or market
rates on which their interest rates are based.  In some cases the fund has the
ability to demand payment from the dealer or issuer at par plus accrued
interest on short notice (seven days or less).  The effective maturity of a
floating or variable rate obligation is deemed to be the longer of (i) the
notice period required before the fund is entitled to receive payment of the
obligation upon demand or (ii) the period remaining until the obligation's next
interest rate adjustment.  If not sold or redeemed by the fund through the
demand feature, these obligations would mature on a specified date which may
range up to 30 years or more from the date of issuance.
 
PORTFOLIO TURNOVER - Portfolio changes will be made without regard to the
length of time particular investments may have been held.  High portfolio
turnover involves correspondingly greater transaction costs in the form of
dealer spreads or brokerage commissions, and may result in the realization of
net capital gains, which are taxable when distributed to shareholders. 
Fixed-income securities are generally traded on a net basis and usually neither
brokerage commissions nor transfer taxes are involved.  The fund does not
anticipate its portfolio turnover to exceed 100% annually.  The fund's
portfolio turnover rate would equal 100% if each security in the fund's
portfolio were replaced once per year.  See "Financial Highlights" in the
Prospectus for the fund's portfolio turnover for each of the last 10 years.
 
 
                            INVESTMENT RESTRICTIONS
 
 The fund has adopted certain investment restrictions which may not be changed
without a majority vote of the fund's outstanding shares.  Such majority is
defined by the 1940 Act as the vote of the lesser of (i) 67% or more of the
outstanding voting securities present at a meeting, if the holders of more than
50% of the outstanding voting securities are present in person or by proxy, or
(ii) more than 50% of the outstanding voting securities.  These restrictions
provide that the fund may not:
 
 1. Purchase any security (other than securities issued or guaranteed by the
U.S. Government or its agencies or instrumentalities ("U.S. Government
securities")) if, immediately after and as a result of such investment, more
than 5% of the value of the fund's total assets would be invested in securities
of the issuer;
 
 2. Invest 25% or more of the value of its total assets in the securities of
issuers conducting their principal business activities in the same industry,
except that this limitation shall not apply to U.S. Government securities;
 
 3. Invest in companies for the purpose of exercising control or management;
 
 4. Knowingly purchase securities of other investment companies, except in
connection with a merger, consolidation, acquisition, or reorganization;
 
 5. Buy or sell real estate or commodities or commodity contracts in the
ordinary course of its business; however, the fund may purchase or sell readily
marketable debt securities secured by real estate or interests therein or
issued by companies which invest in real estate or interests therein, including
real estate investment trusts;
 
 6. Acquire securities subject to restrictions on disposition imposed by the
Securities Act of 1933, if, immediately after and as a result of such
acquisition, the value of such restricted securities and all other illiquid
securities held by the fund would exceed 10% of the value of the fund's total
assets;
 
 7. Engage in the business of underwriting securities of other issuers, except
to the extent that the disposal of an investment position may technically cause
it to be considered an underwriter as that term is defined under the Securities
Act of 1933;
 
 8. Make loans, except that the fund may purchase readily marketable debt
securities and invest in repurchase agreements and make loans of portfolio
securities.  The fund will not invest in repurchase agreements maturing in more
than seven days (unless subject to a demand feature) if any such investment,
together with any illiquid securities (including securities which are subject
to legal or contractual restrictions on resale) held by the fund, exceeds 10%
of the value of its total assets;
 
 9. Sell securities short, except to the extent that the fund contemporaneously
owns or has the right to acquire at no additional cost securities identical to
those sold short;
 
 10. Purchase securities on margin, except that the fund may obtain such
short-term credits as may be necessary for the clearance of purchases and sales
of securities;
 
 11. Borrow money, except from banks for temporary or emergency purposes not in
excess of 5% of the value of the fund's total assets, except that the fund may
enter into reverse repurchase agreements, provided that the fund will limit its
aggregate borrowings to no more than one-third of its total assets;
 
 12. Mortgage, pledge, or hypothecate any of its assets, provided that this
restriction shall not apply to the sale of securities pursuant to a reverse
repurchase agreement;
 
 13. Purchase or retain the securities of any issuer, if those individual
officers and Trustees of the Trust, its investment adviser, or distributor,
each owning beneficially more than 1/2 of 1% of the securities of such issuer,
together own more than 5% of the securities of such issuer;
 
 14. Invest in interests in oil, gas, or other mineral exploration or
development programs;
 
 15. Invest more than 5% of its total assets in warrants which are unattached
to securities;
 
 16. Write, purchase or sell puts, calls or combinations thereof.
 
 Notwithstanding Investment Restriction #4, the fund may invest in securities
of other investment companies if deemed advisable by its officers in connection
with the administration of a deferred compensation plan adopted by the Trustees
pursuant to an exemptive order granted by the Securities and Exchange
Commission.
 
 
                           FUND OFFICERS AND TRUSTEES
                       Trustees and Trustee Compensation 
 
<TABLE>
<CAPTION>
NAME, ADDRESS AND AGE          POSITION WITH   PRINCIPAL OCCUPATION(S) DURING   AGGREGATE           TOTAL           TOTAL NUMBER    
                               REGISTRANT    PAST 5 YEARS (POSITIONS WITHIN THE   COMPENSATION        COMPENSATION    OF FUND       
 
                                             ORGANIZATIONS LISTED MAY HAVE   (INCLUDING          FROM ALL FUNDS   BOARDS ON       
                                             CHANGED DURING THIS PERIOD)    VOLUNTARILY DEFERRED   MANAGED BY      WHICH           
                                                                            COMPENSATION/1/) FROM    CAPITAL         TRUSTEE        
 
                                                                            THE COMPANY DURING   RESEARCH AND    SERVES/2/       
                                                                            FISCAL YEAR ENDED   MANAGEMENT                      
                                                                            AUGUST 31, 1995     COMPANY/2/                      
 
<S>                            <C>           <C>                            <C>                 <C>             <C>             
++ H. Frederick Christie                     Private Investor.  The Mission Group    $3,55                                          
   
Age: 62                        Trustee       (non-utility holding company, subsidiary of   9/3/                $136,600        18   
          
 P.O. Box 144                                Southern California Edison Company),                                                   
   
 Palos Verdes Estates, CA 90274                 former President and Chief                                                         
                                             Executive Officer                                                                  
 
 Diane C. Creel                Trustee       Chairwoman, CEO and President,    $2,93                                              
Age: 46                                      The Earth Technology Corporation   1                   $30,675         12              
 100 W. Broadway                                                                                                                
 Suite 5000                                                                                                                     
 Long Beach, CA 90802                                                                                                           
 
 Martin Fenton, Jr.            Trustee       Chairman, Senior Resource Group    $3,97                                              
Age: 60                                      (management of senior living centers)   2/3/                $102,700        16         
    
 4350 Executive Drive                                                                                                           
 Suite 101                                                                                                                      
 San Diego, CA  92121-2116                                                                                                      
 
 Leonard R. Fuller             Trustee       President, Fuller & Company, Inc.    $2,78                                             
 
Age: 48                                      (financial management consulting firm)   6                   $31,575         12        
     
 4337 Marina City Drive                                                                                                         
 Suite 841 ETN                                                                                                                  
 Marina del Rey, CA 90292                                                                                                       
 
+* Abner D. Goldstine                        Capital Research and Management    none                                               
Age: 65                        President, PEO   Company, Senior Vice President   /4/                 none/4/         12             
 
                               and Trustee   and Director                                                                       
 
+** Paul G. Haaga, Jr.                       Capital Research and Management    none                                               
Age: 46                        Chairman of   Company, Senior Vice President   /4/                 none/4/         14              
                               the Board     and Director                                                                       
 
 Herbert Hoover III            Trustee       Private Investor                $3,37                                              
Age: 67                                                                     7                   $60,050         14              
 200 S. Los Robles Avenue                                                                                                       
 Suite 520                                                                                                                      
 Pasadena, CA 91101-2431                                                                                                        
 
 Richard G. Newman             Trustee       Chairman, President and CEO,    $3,99                                              
Age: 60                                      AECOM Technology Corporation   1/3/                $39,050         12              
 3250 Wilshire Boulevard                     (architectural engineering)                                                        
 Los Angeles, CA 90010-1599                                                                                                     
 
 Peter C. Valli                Trustee       Chairman and CEO, BW/IP         $3,70                                              
Age: 68                                      International Inc. (industrial   0/3/                $37,050         12              
 200 Oceangate Boulevard                     manufacturing)                                                                     
 Suite 900                                                                                                                      
 Long Beach, CA 90802                                                                                                           
 
</TABLE>
 
+ Trustees who are considered "interested persons as defined in the Investment
Company Act of 1940, as amended (the "1940 Act"), on
 the basis of their affiliation with the fund's Investment Adviser, Capital
Research and Management Company.
 
++ May be deemed an "interested person" of the fund due to membership on the
board of trustees of the parent company of a registered broker-dealer.
* Address is 11100 Santa Monica Boulevard, Los Angeles, CA 90025
** Address is 333 South Hope Street, Los Angeles, CA 90071//
 
/1/ Amounts may be deferred by eligible Trustees under a non-qualified deferred
compensation plan adopted by thefund in 1994.  Deferred amounts accumulate at
an earnings rate determined by the total return of one or more funds in The
American Funds Group as designated by the Trustee.
 
/2/ Capital Research and Management Company manages The American Funds Group
consisting of 28 funds:  AMCAP Fund, Inc., American Balanced Fund, Inc.,
American High-Income Municipal Bond Fund, Inc., American High-Income Trust,
American Mutual Fund, Inc., The Bond Fund of America, Inc., The Cash Management
Trust of America, Capital Income Builder, Inc., Capital World Growth and Income
Fund, Inc., Capital World Bond Fund, Inc., EuroPacific Growth Fund, Fundamental
Investors, Inc., The Growth Fund of America, Inc., The Income Fund of America,
Inc., Intermediate Bond Fund of America, The Investment Company of America,
Limited Term Tax-Exempt Bond Fund of America, The New Economy Fund, New
Perspective Fund, Inc., SMALLCAP World Fund, Inc., The Tax-Exempt Bond Fund of
America, Inc., The Tax-Exempt Fund of California,  The Tax-Exempt Fund of
Maryland,  The Tax-Exempt Fund of Virginia,  The Tax-Exempt Money Fund of
America, The U. S. Treasury Money Fund of America, U.S. Government Securities
Fund and Washington Mutual Investors Fund, Inc.  Capital Research and
Management Company also manages American Variable Insurance Series and Anchor
Pathway Fund which serve as the underlying investment vehicle for certain
variable insurance contracts; and Bond Portfolio for Endowments, Inc. and
Endowments, Inc. whose shares may be owned only by tax-exempt organizations.
 
/3/ Since the plan's adoption, the total amount of deferred compensation
accrued by the fund (plus earnings thereon) for participating Trustees is as
follows:   H. Frederick Christie ($2,113), Martin Fenton, Jr. ($5,807), Richard
G. Newman ($7,813), and Peter C. Valli ($7,086).  Amounts deferred and
accumulated earnings thereon are not funded and are general unsecured
liabilities of the fund until paid to the Director.
 
/4/ Paul G. Haaga, Jr. and Abner D. Goldstine are affiliated with the
Investment Adviser and, accordingly, receive no compensation from the fund.
 
 
                                 OFFICERS
(with their principal occupations during the past five years)#
 
** MARY C. CREMIN, VICE PRESIDENT AND TREASURER.  Capital Research and
Management Company, Senior Vice President - Fund Business Management Group 
 
* MICHAEL J. DOWNER, VICE PRESIDENT.  Capital Research and Management Company, 
 Senior Vice President - Fund Business Management Group
 
*** JOHN H. SMET, VICE PRESIDENT.  Capital Research and Management Company,
Vice President
 
*  JULIE F. WILLIAMS, SECRETARY.  Capital Research and Management Company, 
 Vice President - Fund Business Management Group
 
* KIMBERLY S. VERDICK, ASSISTANT SECRETARY. Capital Research and Management
Company,
    Assistant Vice President - Fund Business Management Group    
 
** ANTHONY W. HYNES, JR., ASSISTANT TREASURER.  Capital Research and Management
Company, 
 Vice President - Fund Business Management Group
          
- -------------------------------------
# Positions within the organizations listed may have changed during this
period.
 
*  Address is 333 South Hope Street, Los Angeles, CA  90071.
 
** Address is 135 South State College Boulevard, Brea, CA  92621.
 
*** Address is 11100 Santa Monica Boulevard, Los Angeles, CA 90025.
 
 No compensation is paid by the fund to any officer or Trustee who is a
director or officer of the Investment Adviser.  The fund pays annual fees of
$2,500 to Trustees who are not affiliated with the Investment Adviser, plus
$200 for each Board of Trustees meeting attended, plus $200 for each meeting
attended as a member of a committee of the Board of Trustees.  The Trustees may
elect, on a voluntary basis, to defer all or a portion of these fees through a
deferred compensation plan in effect for the fund.  The fund also reimburses
certain expenses of the Trustees who are not affiliated with the Investment
Adviser.  As of October 1, 1995, the officers and Trustees and their families
as a group, owned beneficially or of record fewer than 1% of the outstanding
shares of the fund.
 
                                   MANAGEMENT
 
INVESTMENT ADVISER - The Investment Adviser, founded in 1931, maintains
research facilities in the U.S. and abroad, with a staff of professionals, many
of whom have a number of years of investment experience.  The Investment
Adviser's research professionals travel several million miles a year, making
more than 5,000 research visits in more than 50 countries around the world. 
The Investment Adviser believes that it is able to attract and retain quality
personnel.
 
 An affiliate of the Investment Adviser compiles indices for major stock
markets around the world and compiles and edits the Morgan Stanley Capital
International Perspective, providing financial and market information about
more than 2,400 companies around the world.
 
 The Investment Adviser is responsible for more than $100 billion of stocks,
bonds and money market instruments and serves over five million investors of
all types throughout the world.  These investors include privately owned
businesses and large corporations as well as schools, colleges, foundations and
other non-profit and tax-exempt organizations.
 
INVESTMENT ADVISORY AND SERVICE AGREEMENT - The Investment Advisory and Service
Agreement (the "Agreement"), between the Trust and the Investment Adviser will
continue until May 31, 1996, unless sooner terminated, and may be renewed from
year to year thereafter, provided that any such renewal has been specifically
approved at least annually by (i) the Board of Trustees, or by the vote of a
majority (as defined in the 1940 Act) of the outstanding voting securities of
the fund, and (ii) the vote of a majority of Trustees who are not parties to
the Agreement or interested persons (as defined in the 1940 Act) of any such
party, cast in person, at a meeting called for the purpose of voting on such
approval.  The Agreement provides that the Investment Adviser has no liability
to the Trust for its acts or omissions in the performance of its obligations to
the Trust not involving willful misconduct, bad faith, gross negligence or
reckless disregard of its obligations under the Agreement.  The Agreement also
provides that either party has the right to terminate the Agreement without
penalty, upon 60 days' written notice to the other party and that the Agreement
automatically terminates in the event of its assignment (as defined in the 1940
Act).
 
 The Investment Adviser, in addition to providing investment advisory services,
furnishes the services and pays the compensation and travel expenses of persons
to perform the executive, administrative, clerical and bookkeeping functions of
the fund, provides suitable office space and utilities, necessary small office
equipment and general purpose accounting forms, supplies, and postage used at
the offices of the fund.  The fund pays all expenses not assumed by the
Investment Adviser, including, but not limited to, custodian, stock transfer
and dividend disbursing fees and expenses; costs of the designing, printing and
mailing of reports, prospectuses, proxy statements, and notices to its
shareholders; taxes; expenses of the issuance and redemption of shares
(including stock certificates, registration and qualification fees and
expenses); legal and auditing expenses; compensation, fees, and expenses paid
to directors unaffiliated with the Investment Adviser; association dues; and
costs of stationery and forms prepared exclusively for the fund.
 
 The Agreement provides for advisory fee reductions as follows: (a) to the
extent that the fund's annual ordinary net operating expenses for any fiscal
year exceed 1% of the average month-end net assets of the fund for such fiscal
year and (b) by any additional amount necessary to assure that such expenses do
not exceed applicable expense limitations in any state in which the fund's
shares are being offered for sale.  Only one state (California) continues to
impose expense limitations on funds registered for sale therein.  The
California provision currently limits annual expenses to the sum of 2-1/2% of
the first $30 million of average net assets, 2% of the next $70 million and
1-1/2% of the remaining average net assets.  Expenses pursuant to the Trust's
Plan of Distribution are excluded from this limit.  Other expenses which are
not subject to these limitations include interest, taxes, brokerage
commissions, transaction costs, and extraordinary items such as litigation, as
well as, for purposes of the state expense limitations, any amounts excludable
under the applicable regulation.  Expenditures, including costs incurred in
connection with the purchase or sale of portfolio securities, which are
capitalized in accordance with generally accepted accounting principles
applicable to investment companies, are accounted for as capital items and not
as expenses.
 
 During the fiscal years ended August 31, 1995, 1994, and 1993, the Investment
Adviser's total fees amounted to $5,575,000, $6,018,000, and $5,842,000,
respectively.
 
PRINCIPAL UNDERWRITER - American Funds Distributors, Inc. (the "Principal
Underwriter") is the principal underwriter of the fund's shares.  The Trust has
adopted a Plan of Distribution (the "Plan"), pursuant to rule 12b-1 under the
1940 Act (see "Principal Underwriter" in the Prospectus).  The Principal
Underwriter receives amounts payable pursuant to the Plan (see below) and
commissions consisting of that portion of the sales charge remaining after the
discounts which it allows to investment dealers.  Commissions retained by the
Principal Underwriter on sales of fund shares during the fiscal year ended
August 31, 1995 amounted to $662,342 after allowance of $2,777,998 to dealers. 
During the fiscal years ended August 31, 1994 and 1993 the Principal
Underwriter retained $1,180,822 and $1,833,626, respectively.
 
 As required by rule 12b-1, the Plan (together with the Principal Underwriting
Agreement) has been approved by the full Board of Trustees and separately by a
majority of the Trustees who are not interested persons of the Trust and who
have no direct or indirect financial interest in the operation of the Plan or
the Principal Underwriting Agreement, and the Plan has been approved by the
vote of a majority of the outstanding voting securities of the fund.  The
officers and Trustees who are interested persons of the Trust due to present
affiliations with the Investment Adviser and related companies may be
considered to have a direct or indirect financial interest in the operation of
the Plan.  Potential benefits of the Plan to the fund include improved
shareholder services, savings to the fund in transfer agency costs, savings to
the fund in advisory fees and other expenses, benefits to the investment
process from growth or stability of assets and maintenance of a financially
healthy management organization.  The selection and nomination of Trustees who
are not interested persons of the Trust shall be committed to the discretion of
the Trustees who are not interested persons during the existence of the Plan. 
The Plan is reviewed quarterly and must be renewed annually by the Board of
Trustees.
 
    Under the Plan the fund may expend up to 0.30% of its average net assets
annually to finance any activity which is primarily intended to result in the
sale of fund shares, provided the fund's Board of Trustees has approved the
category of expenses for which payment is being made.  These include service
fees for qualified dealers and dealer commissions and wholesaler compensation
on sales of shares exceeding $1 million (including purchases by any
employer-sponsored 403(b) plan or purchases by any defined contribution plan
qualified under Section 401(a) of the Internal Revenue Code including a "401(k)
plan with 200 or more eligible employees).  During the fund's fiscal year ended
August 31, 1995, the fund paid $3,425,000 under the Plan as compensation to
dealers. As of August 31, 1995 accrued and unpaid distribution expenses were
$684,000.    
 
 The Glass-Steagall Act and other applicable laws, among other things,
generally prohibit federally chartered or supervised banks from engaging in the
business of underwriting, selling or distributing securities, but permit banks
to make shares of mutual funds available to their customers and to perform
administrative and shareholder servicing functions.  However, judicial or
administrative decisions or interpretations of such laws, as well as changes in
either federal or state statutes or regulations relating to the permissible
activities of banks or their subsidiaries of affiliates, could prevent a bank
from continuing to perform all or a part of its servicing activities.  If a
bank were prohibited from so acting, shareholder clients of such bank would be
permitted to remain shareholders of the fund and alternate means for continuing
the servicing of such shareholders would be sought.  In such event, changes in
the operation of the fund might occur and shareholders serviced by such bank
might no longer be able to avail themselves of any automatic investment or
other services then being provided by such bank.  It is not expected that
shareholders would suffer with adverse financial consequences as a result of
any of these occurrences.
 
 In addition, state securities laws on this issue may differ from the
interpretations of federal law expressed herein and certain banks and financial
institutions may be required to be registered as dealers pursuant to state law.
 
                   DIVIDENDS, DISTRIBUTIONS AND FEDERAL TAXES
 
 The fund intends to meet all the requirements and has elected the tax status
of a "regulated investment company" under the provisions of Subchapter M of the
Internal Revenue Code of 1986 (the "Code").  Under Subchapter M, if the fund
distributes within specified times at least 90% of its investment company
taxable income (net investment income and the excess of net short-term capital
gains over net long-term capital losses), it will be taxed only on the portion
of the investment company taxable income that it retains.
 
 To qualify, the fund must (a) derive at least 90% of its gross income from
dividends, interest, certain payments with respect to securities loans, and
gains from the sale or other disposition of stock, securities, currencies, or
other income derived with respect to its business of investing in such stock,
securities, or currencies; (b) derive less than 30% of its gross income from
the sale or other disposition of stock or securities held less than three
months; and (c) diversify its holdings so that, at the end of each fiscal
quarter, (i) at least 50% of the market value of the fund's assets is
represented by cash, cash items, U.S. Government securities, securities of
other regulated investment companies and other securities which must be
limited, in respect of any one issuer, to an amount not greater than 5% of the
fund's assets and 10% of the outstanding voting securities of such issuer, and
(ii) not more than 25% of the value of its assets is invested in the securities
of any one issuer (other than U.S. Government securities or the securities of
other regulated investment companies), or in two or more issuers which the fund
controls and which are engaged in the same or similar trades or businesses or
related trades or businesses.
 
 Under the Code, a nondeductible excise tax of 4% is imposed on the excess of a
regulated investment company's "required distribution" for the calendar year
ending within the regulated investment company's taxable year over the
"distributed amount" for such calendar year.  The term "required distribution"
means the sum of (i) 98% of ordinary income (generally net investment income)
for the calendar year, (ii) 98% of capital gain (both long-term and short-term)
for the one-year period ending on October 31 (as though the one-year period
ending on October 31 were the regulated investment company's taxable year), and
(iii) the sum of any untaxed, undistributed net investment income and net
capital gains of the regulated investment company for prior periods.  The term
"distributed amount" generally means the sum of (i) amounts actually
distributed by the fund from its current year's ordinary income and capital
gain and (ii) any amount on which the fund pays income tax during the periods
described above.  The fund intends to distribute net investment income and net
capital gains so as to minimize or avoid the excise tax liability.
 
 The fund also intends to distribute to shareholders all of the excess of net
long-term capital gain over net short-term capital loss on sales of securities. 
If the net asset value of shares of the fund should, by reason of a
distribution of realized capital gains, be reduced below a shareholder's cost,
such distribution would be, in effect, a return of capital to that shareholder
even though taxable to the shareholder, and a sale of shares by a shareholder
at net asset value at that time would establish a capital loss for federal tax
purposes.  In particular, investors should consider the tax implications of
purchasing shares just prior to a dividend or distribution record date.  Those
investors purchasing shares just prior to such a date will then receive a
partial return of capital upon the dividend or distribution, which will
nevertheless be taxable to them as an ordinary or capital gains dividend.
 
 Dividends and distributions generally are taxable to shareholders at the time 
they are paid.  However, dividends declared in October, November and December
and made payable to shareholders of record in such a month are treated as paid
and are thereby taxable as of December 31, provided that the fund pays the
dividend no later than the end of January of the following year.
 
 If a shareholder exchanges or otherwise disposes of shares of the fund within
90 days of having acquired such shares, and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge for
shares of the fund, or of a different fund, the sales charge previously
incurred in acquiring the fund's shares shall not be taken into account (to the
extent such previous sales charges do not exceed the reduction in sales
charges) for the purpose of determining the amount of gain or loss on the
exchange, but will be treated as having been incurred in the acquisition of
such other shares.  Also, any loss realized on a redemption or exchange of
shares of a fund will be disallowed to the extent substantially identical
shares are reacquired within the 61-day period beginning 30 days before and
ending 30 days after the shares are disposed of.
 
 As of the date of this statement of additional information, the maximum
individual stated tax rate applicable to ordinary income is 39.6% (effective
tax rates may be higher for some individuals due to phase out of exemptions and
elimination of deductions); the maximum individual tax rate applicable to net
capital gain is 28%; and the maximum corporate tax applicable to ordinary
income and net capital gain is 35%.  However, to eliminate the benefit of lower
marginal corporate income tax rates, corporations which have taxable income in
excess of $100,000 in a taxable year will be required to pay an additional
amount of up to $11,750, and corporations which have taxable income in excess
of $15,000,000 for a taxable year will be required to pay an additional amount
of income tax up to $100,000.  Naturally, the amount of tax payable by a
taxpayer will be affected by a combination of tax law rules covering, e.g.,
deductions, credits, deferrals, exemptions, sources of income and other
matters.  Under the Code, an individual is entitled to establish an IRA each
year (prior to the tax return filing deadline for that year) whereby earnings
on investments are tax-deferred.  In addition, in some cases, the IRA
contribution itself may be deductible.  
 
 The foregoing is limited to a summary discussion of federal taxation and
should not be viewed as a comprehensive discussion of all provisions of the
Code relevant to investors.  Dividends and distributions may also be subject to
state or local taxes.  Investors should consult their own tax advisers for
additional details as to their particular tax status.
 
 
                               PURCHASE OF SHARES
 
PRICE OF SHARES - Purchases of shares are made at the offering price next
determined after the purchase order is received by the fund or American Funds
Service Company; this offering price is effective for orders received prior to
the time of determination of the net asset value and, in the case of orders
placed with dealers, accepted by the Principal Underwriter prior to its close
of business.  The dealer is responsible for promptly transmitting purchase
orders to the Principal Underwriter.  Orders received by the investment dealer,
the Transfer Agent, or the fund after the time of the determination of the net
asset value will be entered at the next calculated offering price.  Prices
which appear in the newspaper are not always indicative of prices at which you
will be purchasing and redeeming shares of the fund, since such prices
generally reflect the previous day's closing price whereas purchases and
redemptions are made at the next calculated closing price. 
 
 The price you pay for fund shares, the offering price, is based on the net
asset value per share which is calculated once daily at the close of trading
(currently 4:00 p.m., New York time) each day the New York Stock Exchange is
open.  The New York Stock Exchange is currently closed on weekends and on the
following holidays:  New Year's Day, Presidents' Day, Good Friday, Memorial
Day, Independence Day, Labor Day, Thanksgiving and Christmas Day.  The net
asset value per share of the fund is determined as follows:
 
 1. Long-term fixed-income obligations and Treasury notes are valued at prices
obtained for the day of valuation from a bond pricing service provided by a
major dealer in bonds.  Short-term obligations other than Treasury notes with
original or remaining maturities in excess of 60 days are valued at the mean of
their most recent bid and asked prices or, if such prices are not available, at
prices quoted for securities of comparable maturity, quality and type. 
Short-term securities with 60 days or less remaining to maturity are amortized
to maturity based on their cost to the fund if acquired within 60 days of
maturity or, if already held by the fund on the 60th day, based on the value
determined on the 61st day.  Where market quotations are not readily available,
securities are valued at fair value as determined in good faith by the Board of
Trustees or a committee thereof.  The fair value of any other assets is added
to the value of securities to arrive at total assets;
 
 2. The fund's liabilities, including proper accruals of expense items, are
deducted from total assets; and
 
 3. The net assets so obtained are then divided by the total number of shares
outstanding and the result, rounded to the nearer cent, is the net asset value
per share.
 
 Any purchase order may be rejected by the Principal Underwriter or by the
Trust.  The Trust will not knowingly sell shares of the fund (other than for
the reinvestment of dividends or capital gain distributions) directly,
indirectly or through a unit investment trust to any person or entity, where,
after the sale, such person, or entity would own beneficially directly,
indirectly, or through a unit investment trust more than 4.5% of the
outstanding shares of the fund without the consent of a majority of the Board
of Trustees.
 
   STATEMENT OF INTENTION -  The reduced sales charges and public offering
prices set forth in the Prospectus apply to purchases of $25,000 or more made
within a 13-month period subject to the following statement of intention (the
"Statement") terms:  The Statement is not a binding obligation to purchase the
indicated amount.  When a shareholder elects to utilize the Statement in order
to qualify for a reduced sales charge, shares equal to 5% of the dollar amount
specified in the Statement will be held in escrow in the shareholder's account
out of the initial purchase (or subsequent purchases, if necessary) by the
Transfer Agent.  All dividends and any capital gain distributions on shares
held in escrow will be credited to the shareholder's account in shares (or paid
in cash, if requested).  If the intended investment is not completed within the
specified 13-month period, the purchaser will remit to the Principal
Underwriter the difference between the sales charge actually paid and the sales
charge which would have been paid if the total purchases had been made at a
single time.  If the difference is not paid within 20 45 days after written
request by the Principal Underwriter or the securities dealer, the appropriate
number of shares held in escrow will be redeemed to pay such difference.  If
the proceeds from this redemption are inadequate, the purchaser will be liable
to the Principal Underwriter for the balance still outstanding.  The Statement
may be revised upward at any time during the 13-month period, and such a
revision will be treated as a new Statement, except that the 13-month period
during which the purchase must be made will remain unchanged and there will be
no retroactive reduction of the sales charges paid on prior purchases. 
Existing holdings eligible for rights of accumulation (see the prospectus and
account application) may be credited toward satisfying the Statement.  During
the Statement period reinvested dividends and capital gain distributions,
investments in money market funds, and investments made under a right of
reinstatement will not be credited toward satisfying the Statement.    
 
    In the case of purchase orders by the trustees of certain retirement plans
by payroll deduction, the sales charge for the investments made during the
13-month period will be handled as follows: the regular monthly payroll
deduction investment will be multiplied by 13 and then multiplied by 1.5.  The
current value of existing American Funds investments (other than money market
fund investments) and any rollovers or transfers reasonably anticipated to be
invested in non-money market American Funds during the 13-month period are
added to the figure determined above.  The sum is the Statement amount and
applicable breakpoint level. On the first investment and all other investments
made pursuant to the statement of intention, a sales charge will be assessed
according to the sales charge breakpoint thus determined.  There will be no
retroactive adjustments in sales charges on investments previously made during
the 13-month period.    
 
    Shareholders purchasing shares at a reduced sales charge under a Statement
indicate their acceptance of these terms with their first purchase.    
 
   DEALER COMMISSIONS - The following commissions will be paid, as described in
the prospectus, to dealers who initiate and are responsible for purchases of $1
million or more, for purchases by any employer-sponsored 403(b) plan or
purchases by any defined contribution plan qualified under section 401(a) of
the Internal Revenue Code including a "401(k)" plan with 200 or more eligible
employees, and for purchases made at net asset value by certain retirement
plans of organizations with collective retirement plan assets of $100 million
or more:  1% on amounts of $1 million to $2 million, 0.80% on amounts over $2
million to $3 million, 0.50% on amounts over $3 million to $50 million, 0.25%
on amounts over $50 million to $100 million, and 0.15% on amounts over $100
million.  The level of dealer commissions will be determined based on sales
made over a 12-month period commencing from the date of the first sale at net
asset value.  See "The American Funds Shareholder Guide" in the fund's
Prospectus for more information.    
 
                  SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES
 
AUTOMATIC INVESTMENT PLAN - The automatic investment plan enables shareholders
to make regular monthly or quarterly investments in shares through automatic
charges to their bank accounts.  With shareholder authorization and bank
approval, the Transfer Agent will automatically charge the bank account for the
amount specified ($50 minimum), which will be automatically invested in shares
at the offering price on or about the 10th day of the month (or on or about the
15th day of the month in the case of accounts for retirement plans where
Capital Guardian Trust Company serves as trustee or custodian).  Bank accounts
will be charged on the day or a few days before investments are credited,
depending on the bank's capabilities, and shareholders will receive a
confirmation statement showing the current transaction.  Participation in the
plan will begin within 30 days after receipt of the account application.  If
the shareholder's bank account cannot be charged due to insufficient funds, a
stop-payment order or closing of the account, the plan may be terminated and
the related investment reversed.  The shareholder may change the amount of the
investment or discontinue the plan at any time by writing the Transfer Agent.
 
AUTOMATIC WITHDRAWALS -  Withdrawal payments are not to be considered as
dividends, yield or income.  Automatic investments may not be made into a
shareholder account from which there are automatic withdrawals.  Withdrawals of
amounts exceeding reinvested dividends and distributions and increases in share
value would reduce the aggregate value of the shareholder's account.  The
Transfer Agent arranges for the redemption by the fund of sufficient shares,
deposited by the shareholder with the Transfer Agent, to provide the withdrawal
payment specified.
 
CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS - A shareholder in one fund
may elect to cross-reinvest dividends or dividends and capital gain
distributions paid by that fund (the "paying fund") into any other fund in The
American Funds Group (the "receiving fund") subject to the following
conditions: (i) the aggregate value of the shareholder's account(s) in the
paying fund(s) must equal or exceed $5,000 (this condition is waived if the
value of the account in the receiving fund equals or exceeds that fund's
minimum initial investment requirement), (ii) as long as the value of the
account in the receiving fund is below that fund's minimum initial investment
requirement, dividends and capital gain distributions paid by the receiving
fund must be automatically reinvested in the receiving fund, and (iii) if this
privilege is discontinued with respect to a particular receiving fund, the
value of the account in that fund must equal or exceed the fund's minimum
initial investment requirement or the fund shall have the right, if the
shareholder fails to increase the value of the account to such minimum within
90 days after being notified of the deficiency, automatically to redeem the
account and send the proceeds to the shareholder.  These cross-reinvestments of
dividends and capital gain distributions will be at net asset value (without
sales charge).
 
                      EXECUTION OF PORTFOLIO TRANSACTIONS
 
 There are occasions on which portfolio transactions for the fund may be
executed as part of concurrent authorizations to purchase or sell the same
security for other funds served by the Investment Adviser, or for trusts or
other accounts served by affiliated companies of the Investment Adviser. 
Although such concurrent authorizations potentially could be either
advantageous or disadvantageous to the fund, they are effected only when the
Investment Adviser believes that to do so is in the interest of the fund.  When
such concurrent authorizations occur, the objective is to allocate the
executions in an equitable manner.
 
    Brokerage commissions paid on portfolio transactions, including dealer
concessions on underwritings, for the fiscal years ended August 31, 1995 and
1994, amounted to $15,000 and $50,040, respectively.  No brokerage commissions
were paid for the fiscal year ended August 31, 1993.     
 
                              GENERAL INFORMATION    
 
CUSTODIAN OF ASSETS - Securities and cash owned by the fund, including proceeds
from the sale of shares of the fund and of securities in the fund's portfolio,
are held by The Chase Manhattan Bank, N.A., One Chase Manhattan Plaza, New
York, NY  10081, as Custodian.
 
INDEPENDENT ACCOUNTANT - Deloitte & Touche LLP, 1000 Wilshire Boulevard, 15th
Floor, Los Angeles, CA  90017, has served as the fund's independent auditors
since its inception, providing audit services, preparation of tax returns and
review of certain documents to be filed with the Securities and Exchange
Commission.  The financial statements included in this Statement of Additional
Information have been so included in reliance on the report of the independent
auditors given on the authority of said firm as experts in accounting and
auditing.
 
REPORTS TO SHAREHOLDERS - The Trust's fiscal year ends on August 31.
Shareholders are provided at least semiannually with reports showing the
investment portfolio, financial statements and other information.  The fund's
annual financial statements are audited annually by the Trust's independent
auditors, Deloitte & Touche LLP, whose selection is determined annually by the
Trustees.
 
PERSONAL INVESTING POLICY - Capital Research and Management Company and its
affiliated companies have adopted a personal investing policy consistent with
Investment Company Institute guidelines.  This policy includes:  a ban on
acquisitions of securities pursuant to an initial public offering; restrictions
on acquisitions of private placement securities; pre-clearance and reporting
requirements; review of duplicate confirmation statements; annual
recertification of compliance with codes of ethics; disclosure of personal
holdings by certain investment personnel prior to recommendation for purchase
for the fund; blackout periods on personal investing for certain investment
personnel; ban on short-term trading profits for investment personnel;
limitations on service as a director of publicly traded companies; and
disclosure of personal securities transactions.
 
 The financial statements including the investment portfolio and the report of
Independent Auditors contained in the Annual Report are included in this
Statement of Additional Information.  The following information is not included
in the Annual Report:
 
<TABLE>
<CAPTION>
<S>                                                          <C>              
DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND                        
 
               OFFERING PRICE PER SHARE -- AUGUST 31, 1995                    
 
                                                                              
 
      Net asset value and redemption price per share                          
 
         (Net assets divided by shares outstanding)          $13.24           
 
                                                                              
 
      Offering price per share (100/95.25 of per share                        
 
        net asset value, which takes into account the                         
 
        fund's current maximum sales charge)                 $13.90           
 
</TABLE>
 
SHAREHOLDER AND TRUSTEE RESPONSIBILITY - Under the laws of certain states,
including Massachusetts, where the Trust was organized, and California, where
the Trust's principal office is located, shareholders of a Massachusetts
business trust may, under certain circumstances, be held personally liable as
partners for the obligations of the Trust.  However, the risk of a shareholder
incurring any financial loss on account of shareholder liability is limited to
circumstances in which the Trust itself would be unable to meet its
obligations.  The Declaration of Trust contains an express disclaimer of
shareholder liability for acts or obligations of the Trust and provides that
notice of the disclaimer may be given in each agreement, obligation, or
instrument which is entered into or executed by the Trust or Trustees.  The
Declaration of Trust provides for indemnification out of Trust property of any
shareholder held personally liable for the obligations of the Trust and also
provides for the Trust to reimburse such shareholder for all legal and other
expenses reasonably incurred in connection with any such claim or liability.
 
 Under the Declaration of Trust, the Trustees or officers are not liable for
actions or failure to act; however, they are not protected from liability by
reason of their willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of their office.  The Trust
will provide indemnification to its Trustees and officers as authorized by its
By-Laws and by the 1940 Act and the rules and regulations thereunder.
 
SHAREHOLDER VOTING RIGHTS -  All shares of the fund have equal voting rights
and may be voted in the elections of Trustees and on other matters submitted to
the vote of shareholders.  As permitted by Massachusetts law, there will
normally be no meetings of shareholders for the purpose of electing Trustees
unless and until such time as less than a majority of the Trustees holding
office have been elected by shareholders.  At that time, the Trustees then in
office will call a shareholders' meeting for the election of Trustees.  The
Trustees must call a meeting of shareholders for the purpose of voting upon the
question of removal of any Trustee when requested to do so by the record
holders of 10% of the outstanding shares. At such a meeting, a Trustee may be
removed after the holders of record of not less than a majority of the
outstanding shares of the fund have declared that the Trustee be removed either
by declaration in writing or by votes cast in person or by proxy.  Except as
set forth above, the Trustees shall continue to hold office and may appoint
successor Trustees.  The shares do not have cumulative voting rights, which
means that the holders of a majority of the shares voting for the election of
Trustees can elect all the Trustees.  No amendment may be made to the Trust's
Declaration of Trust without the affirmative vote of a majority of the
outstanding shares of the fund except that amendments may be made upon the sole
approval of the Trustees to conform the Declaration of Trust to the
requirements of applicable Federal laws or regulations or the requirements of
the regulated investment company provisions of the Code, however, the Trustees
shall not be liable for failing to do so.  If not terminated by the vote or
written consent of a majority of the outstanding shares, the Trust will
continue indefinitely.
 
 The Trust currently issues shares in one series (the fund), but the Board of
Trustees may establish additional series of shares in the future.  When more
than one series of shares is outstanding, shares of all series will vote
together for a single set of Trustees, and on other matters affecting the
entire Trust, with each share entitled to a single vote.  On matters affecting
only one series, only the shareholders of that series shall be entitled to
vote.  On matters relating to more than one series but affecting the series
differently, separate votes by series are required.
 
                               INVESTMENT RESULTS
 
 The fund's yield is 5.73% based on the 30-day (or one month) period ended
August 31, 1995, computed by dividing the net investment income per share
earned during the period by the maximum offering price per share on the last
day of the period, according to the following formula:
 
 YIELD = 2[( a-b/cd + 1)/6/ -1]
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.
 d = the maximum offering price per share on the last day of the period.
 
 The fund may also calculate a distribution rate on a taxable and tax
equivalent basis.  The distribution rate is computed by annualizing the current
month's dividend and dividing by average net asset value or maximum offering
price for the month.  The distribution rate may differ from the yield.
 
    In addition, investments in premium bonds may affect the fund's
distribution rate.  A premium bond is bond which is purchased for more than its
face value.  Because of this, the bond usually pays a higher than market rate
interest, but the value of the bond (which affects the net asset value of the
fund) will be lower than its purchase price as it nears maturity.  The SEC
yield takes into account the long-term effects of premium bonds (I.E., for a
premium bond, the income must be regularly reduced (amortized) by an amount
that provides for the future decrease in value of the bond) whereas the
distribution rate may not.  Therefore, the distribution rates of bond funds
that invest in premium bonds (and do not amortize) usually     are higher than
their SEC yields.
 
 Income from "roll" transactions (the sale of GNMA certificates or other
securities together with a commitment, for which the Fund receives a fee, to
purchase similar securities at a future date) is recorded for accounting
purposes as interest income ratable over the term of each roll and is included
in net investment income for purposes of determining the fund's yield.
 As of August 31, 1995, the fund's total return over the past 12 months and
annual total return for the five-year and lifetime periods was 3.42%, 7.30% and
7.83%.  The average annual total return ("T") is computed by equating the value
at the end of the period ("ERV") with a hypothetical initial investment of
$1,000 ("P") over a period of years ("n") according to the following formula as
required by the Securities and Exchange Commission:  P(1+T)/n/ = ERV.
 
 The following assumptions will be reflected in computations made in accordance
with the formula stated above:  (1) deduction of the maximum sales load of
4.75% from the $1,000 initial investment; (2) reinvestment of dividends and
distributions at net asset value on the reinvestment date determined by the
Board; and (3) a complete redemption at the end of any period illustrated.  The
fund will calculate total return for five and ten-year periods after such
periods have elapsed.  In addition, the fund may provide lifetime average total
return figures.
 
EXPERIENCE OF INVESTMENT ADVISER - Capital Research and Management Company
manages nine common stock funds that are at least 10 years old.  In all of the
10-year periods during which those funds were managed by Capital Research and
Management Company since 1964 (115 in all), those funds have had better total
returns that the Standard and Poor's 500 Composite Stock Index in 94 of the 115
periods.
 
 Note that past results are not an indication of future investment results. 
Also, the fund has different investment policies than the funds mentioned
above.  These results are included solely for the purpose of informing
investors about the experience and history of Capital Research and Management
Company.
 
 The fund may also refer to results compiled by organizations such as Lipper
Analytical Services, Morningstar, Inc. and Wiesenberger Investment Companies
Services.  Additionally, the fund may, from time to time, refer to results
published in various newspapers or periodicals, including Barrons, Forbes,
Fortune, Institutional Investor, Kiplinger's Personal Finance Magazine, Money,
U.S. News and World Report and The Wall Street Journal.  
 
                   THE BENEFITS OF SYSTEMATIC INVESTING      
 
<TABLE>
<CAPTION>
<S>                            <C>                      <C>                      
 Here's how much you would have if you invested $2,000 a year in the Fund:                                                     
 
                                                                                 
 
 2 Years                       4 Years                  Lifetime                 
 
 (9/1/93 - 8/31/95)            (9/1/91 - 8/31/95)       (10/17/85 - 8/31/95)     
 
                                                                                 
 
                               $8,833                   $29,707                  
$4,061                                                                           
 
                                                                                 
 
</TABLE>
 
           SEE THE DIFFERENCE TIME CAN MAKE IN AN INVESTMENT PROGRAM
 
<TABLE>
<CAPTION>
If you had invested                                ... and taken all             
$10,000 in the Fund                               distributions in shares,       
this many years ago...                            your investment would          
|                                                 have been worth this           
                                                  much at August 31, 1995        
                                                  |                              
 
                              Periods                                            
 
Number of Years              9/1-8/31                   Value**                    
 
<S>                         <C>                   <C>                            
 1                          1994  - 1995          $10,343                        
 
 2                          1993  - 1995             9,962                      
 
 3                          1992  - 1995            11,202                       
 
 4                          1991  - 1995            12,657                       
 
 5                          1990  - 1995            14,223                       
 
 6                          1989  - 1995            15,378                       
 
 7                          1988  - 1995            16,881                       
 
 8                          1987  - 1995            18,300                       
 
 9                          1986  - 1995            18,603                       
 
 Lifetime                   1985* - 1995            21,049                       
 
                                                                                 
 
</TABLE>
 
                                               
Illustration of a $10,000 investment in the Fund
with dividends reinvested
(For the lifetime of the Fund October 17, 1985 - August 31, 1995)
 
<TABLE>
<CAPTION>
                        COST OF SHARES                                                         VALUE OF SHARES**                    
                                 
 
 Fiscal                                   Total          From    From            From                   
 
Year End        Annual       Dividends   Investment      Initial   Capital Gains    Dividends     Total       
 
August 31     Dividends    (cumulative)      Cost       Investment   Reinvested   Reinvested    Value       
 
<S>           <C>          <C>          <C>           <C>        <C>          <C>          <C>          
1986*           $  825         $  825   $10,825       $9,920          $26         $  833   $10,779      
 
1987             1,035          1,860     11,860        9,167           38         1,748     10,953     
 
1988             1,099          2,959     12,959        9,027           37         2,809     11,873     
 
1989             1,211          4,170     14,170        8,987           37         4,016     13,040     
 
1990             1,289          5,459     15,459        8,833           37         5,227     14,097     
 
1991             1,383          6,842     16,842        9,047           37         6,753     15,837     
 
1992             1,382          8,224     18,224        9,420           39         8,445     17,904     
 
1993             1,417          9,641     19,641        9,820           41        10,270     20,131     
 
1994             1,441         11,082     21,082        8,787           36        10,559     19,382     
 
1995             1,548         12,630     22,630        8,827           37        12,185     21,049     
 
</TABLE>
 
The dollar amount of capital gain distributions during the period was $41.
*  From inception on October 17, 1985.
 
** Results assume deduction of the maximum sales charge of 4.75% from the
initial purchase payment.
 
                                    APPENDIX
 
                    DESCRIPTION OF COMMERCIAL PAPER RATINGS
 
MOODY'S INVESTORS SERVICE, INC.:  "Prime-1" is the highest commercial paper
rating and issuers rated in this category have the following characteristics:
 "Issuers rated 'Prime-1' have a superior capacity for repayment of short-term
promissory obligations.  Prime-1 repayment capacity will normally be evidenced
by
 
   -- leading market positions in well-established industries
 
   -- high rates of return on funds employed
 
   -- conservative capitalization structures with moderate reliance on debt and
ample asset protections
 
   -- broad margins in earnings coverage of fixed financial charges and high
internal cash generation
 
   -- well-established access to a range of financial markets and assured
sources of alternate liquidity."
STANDARD & POOR'S CORPORATION'S:  "A-1" is the highest commercial paper rating,
and issuers rated in this category have the following characteristics:   
 
 "A-1 -- This designation indicates that the degree of safety regarding timely
payment is either overwhelming or very strong.  Those issues determined to
possess overwhelming safety characteristics will be denoted with a plus (+)
sign designation."
<PAGE>
THE AMERICAN FUNDS INCOME SERIES    
U.S. GOVERNMENT SECURITIES FUND    
INVESTMENT PORTFOLIO AUGUST 31, 1995    
 
<TABLE>
<CAPTION>
                                                                                                            
 
                                                           Principal          Market      Percent           
 
                                                           Amount             Value       of Net            
 
                                                             (000)            (000)       Assets            
 
<S>                                                        <C>             <C>            <C>               
                                                                                                            
 
FEDERAL AGENCY OBLIGATIONS -                                                                                
 
MORTGAGE PASS-THROUGHS  /1/ -      24.36%                                                                   
 
                                                                                                            
 
                                                                                                            
 
Federal Home Loan Mortgage Corp.:                                                                           
 
8.25% 2007                                                 $961            $985           .07%              
 
8.50% 2020-2021                                            10,995          11,349         .85               
 
8.75% 2008                                                 884             916            .07               
 
9.00% 2010-2021                                            4,856           5,074          .38               
 
10.50% 2006-2016                                           1,321           1,436          .11               
 
10.75% 2009-2010                                           454             496            .04               
 
11.00% 2011-2016                                           965             1,057          .08               
 
11.50% 2011-2015                                           626             690            .05               
 
11.75% 2011-2015                                           721             792            .06               
 
12.00% 2000-2016                                           7,441           8,240          .62               
 
12.25% 2011-2015                                           758             839            .06               
 
12.50% 2009-2019                                           9,075           10,073         .75               
 
13.00% 2010-2014                                           1,284           1,432          .11               
 
13.50% 2010-2015                                           383             429            .03               
 
13.75% 2014                                                52              58             .00               
 
14.00% 2011-2014                                           246             276            .02               
 
14.50% 2010-2011                                           41              46             .00               
 
14.75% 2010                                                79              89             .01               
 
15.00% 2011                                                76              85             .01               
 
15.50% 2011                                                87              97             .01               
 
16.00% 2012                                                61              68             .01               
 
16.25% 2011                                                128             144            .01               
 
Federal National Mortgage Assn.:                                                                            
 
8.00% 2005-2023                                            6,120           6,246          .47               
 
8.50% 2007-2023                                            14,587          15,082         1.13              
 
9.00% 2011-2025                                            6,187           6,453          .48               
 
9.50% 2011                                                 970             1,017          .08               
 
10.00% 2021                                                923             1,005          .08               
 
11.00% 1999-2015                                           2,508           2,782          .21               
 
12.00% 2000-2019                                           2,814           3,115          .23               
 
12.25% 2013-2014                                           382             424            .03               
 
12.50% 2001-2015                                           1,644           1,829          .14               
 
12.75% 2012                                                106             117            .01               
 
13.25% 2011-2014                                           1,115           1,241          .09               
 
14.00% 2013                                                115             130            .01               
 
14.50% 2014                                                15              17             .00               
 
15.00% 2013                                                19              22             .00               
 
15.50% 2012                                                48              55             .00               
 
16.00% 2012                                                28              32             .00               
 
Government National Mortgage Assn.:                                                                         
 
5.50% 2023-2024 /2/                                        32,538          32,218         2.41              
 
6.00% 2024 /2/                                             4,718           4,739          .35               
 
6.125% 2020 /2/                                            1,975           2,000          .15               
 
7.00% 2008-2024                                            33,432          33,011         2.47              
 
7.50% 2022-2025                                            35,754          35,991         2.69              
 
8.00% 2023                                                 1,591           1,630          .12               
 
8.50% 2020-2025                                            52,798          54,857         4.10              
 
9.00% 2011-2022                                            17,138          17,970         1.34              
 
9.50% 2016-2025                                            12,177          12,894         .96               
 
9.75% 1999-2012                                            3,347           3,473          .26               
 
10.00% 2016-2019                                           3,853           4,192          .31               
 
10.25% 2012                                                353             369            .03               
 
10.50% 2015-2019                                           4,654           5,133          .38               
 
11.00% 2009-2020                                           7,972           8,878          .66               
 
11.25% 2001-2016                                           4,273           4,527          .34               
 
11.50% 2000-2014                                           1,879           2,108          .16               
 
11.75% 2000-2015                                           559             595            .04               
 
12.00% 1999-2019                                           4,475           4,965          .37               
 
12.25% 2013-2015                                           593             661            .05               
 
12.50% 2010-2015                                           3,199           3,608          .27               
 
12.75% 2013-2015                                           714             785            .06               
 
13.00% 2011-2015                                           2,661           2,980          .22               
 
13.25% 2013-2015                                           448             490            .04               
 
13.50% 2010-2015                                           1,508           1,693          .13               
 
14.00% 2011-2014                                           374             415            .03               
 
14.50% 2012-2014                                           439             495            .04               
 
15.00% 2011-2013                                           768             873            .07               
 
16.00% 2011-2012                                           44              51             .00               
 
                                                                                                            
 
                                                                           ---------      ---------         
 
                                                                           325,839        24.36             
 
                                                                           ---------      ---------         
 
                                                                                                            
 
FEDERAL AGENCY OBLIGATIONS - OTHER -  3.88%                                                                 
 
                                                                                                            
 
FNSM Callable Principal STRIPS:                                                                             
 
0%/8.25% 2022 /3/                                          2,000           1,565          .12               
 
0%/8.62% 2022 /3/                                          4,500           3,731          .28               
 
Federal Home Loan Bank Bonds 6.00% 1996                    10,000          9,880          .74               
 
Federal Home Loan Bank Notes 6.41% 2003                    5,000           4,848          .36               
 
Federal Home Loan Mortgage Notes 6.19% 2004                5,000           4,782          .36               
 
Federal Home Loan Mortgage Notes 6.27% 2004                7,000           6,733          .50               
 
Federal Home Loan Mortgage Notes 6.59% 2003                5,000           4,887          .37               
 
Federal Home Loan Mortgage Notes 6.60% 2003                4,000           3,914          .29               
 
Federal National Mortgage Assn. Notes 6.30%                                                                 
 
1997                                                       10,000          9,981          .75               
 
Federal National Mortgage Assn. Notes 6.40%                                                                 
 
2004                                                       1,500           1,446          .11               
 
                                                                           ---------      ---------         
 
                                                                           51,767         3.88              
 
                                                                           ---------      ---------         
 
                                                                                                            
 
U. S. GUARANTEED OBLIGATIONS - OTHER - 1.01%                                                                
 
                                                                                                            
 
Big Rivers Electrical Corp. 10.70% 2017                    12,000          13,508         1.01              
 
                                                                           ---------      ---------         
 
                                                                                                            
 
COLLATERALIZED MORTGAGE OBLIGATIONS/1/ -   4.76%                                                            
 
                                                                                                            
 
Federal Home Loan Mortgage Corp.:                                                                           
 
Series 1625, Class SC, 4.6077463% 2008 /4/                 6,233           3,338          .25               
 
Series 1625, Class SG, 4.6076916% 2008 /4/                 2,178           1,310          .10               
 
Series 1659, Class SA, 5.2116109% 2009 /4/                 2,500           1,571          .12               
 
Series 1673, Class SA, 4.3658834% 2024 /4/                 2,000           737            .06               
 
Series 1716, Class A, 6.50% 2009                           10,586          10,215         .76               
 
Series 83-A, Class 3, 11.875% 2013                         301             322            .02               
 
Series 83-B, Class 3, 12.50% 2013                          2,577           2,809          .21               
 
Federal National Mortgage Assn.:                                                                            
 
Trust 35, Class 2, 12.00% 2018                             851             949            .07               
 
Trust 90-93, Class G, 5.50% 2020                           3,600           3,302          .25               
 
Trust 91-50, Class H, 7.75% 2006                           4,000           4,111          .31               
 
Trust 91-65, Class X, 6.50% 2019                           26,030          24,240         1.81              
 
Trust 91-146, Class Z, 8.00% 2006                          6,109           6,281          .47               
 
Trust G93-19, Class SJ, 0.8823505% 2023 /4/                436             165            .01               
 
Trust 93-43, Class SA, 8.917093% 2008 /4/                  620             480            .04               
 
Trust 93-120, Class SB, 7.6456446% 2023 /4/                4,000           2,276          .17               
 
Trust 93-120, Class SN, 7.6098321% 2023 /4/                3,233           1,527          .11               
 
                                                                           ---------      ---------         
 
                                                                           63,633         4.76              
 
                                                                           ---------      ---------         
 
                                                                                                            
 
DEVELOPMENT AUTHORITIES -  1.91%                                                                            
 
                                                                                                            
 
International Bank for Reconstruction and                                                                   
 
Development:                                                                                                
 
  14.90% May 1997                                          5,000           5,713          .43               
 
  12.25% December 2008                                     2,000           2,930          .22               
 
  8.875% June 2009                                         14,000          16,866         1.26              
 
                                                                           ---------      ---------         
 
                                                                           25,509         1.91              
 
                                                                           ---------      ---------         
 
                                                                                                            
 
U. S. TREASURY OBLIGATIONS -   60.04%                                                                       
 
                                                                                                            
 
                                                                                                            
 
11.50% November 1995                                       77,500          78,396         5.86              
 
7.875% February 1996                                       40,000          40,388         3.02              
 
9.375% April 1996                                          50,000          51,093         3.82              
 
8.00% January 1997                                         53,000          54,540         4.09              
 
9.00% May 1998                                             31,000          33,340         2.49              
 
9.25% August 1998                                          13,500          14,681         1.10              
 
7.00% April 1999                                           8,500           8,755          .65               
 
9.125% May 1999                                            13,000          14,310         1.07              
 
7.75% November 1999                                        11,000          11,676         .87               
 
8.50% November 2000                                        12,000          13,260         .99               
 
8.00% May 2001                                             5,500           5,990          .45               
 
13.125% May 2001                                           39,000          52,016         3.89              
 
13.375% August 2001                                        22,500          30,526         2.28              
 
15.75% November 2001                                       5,500           8,179          .61               
 
14.25% February 2002                                       39,000          55,532         4.15              
 
11.625% November 2002                                      38,000          49,774         3.72              
 
11.625% November 2004                                      8,500           11,579         .87               
 
7.50% February 2005                                        30,000          32,428         2.42              
 
10.75% August 2005                                         10,000          13,161         .98               
 
10.375% November 2009                                      22,500          28,515         2.13              
 
12.75% November 2010                                       10,000          14,617         1.09              
 
13.875% May 2011                                           8,000           12,488         .93               
 
10.375% November 2012                                      33,000          43,292         3.24              
 
12.00% August 2013                                         12,000          17,569         1.31              
 
12.50% August 2014                                         12,000          18,341         1.37              
 
11.25% February 2015                                       3,500           5,217          .39               
 
8.875% August 2017                                         67,500          83,573         6.25              
 
                                                                                                            
 
                                                                                                            
 
                                                                           ---------      ---------         
 
                                                                           803,236        60.04             
 
                                                                           ---------      ---------         
 
Total Bonds and Notes (cost:$1,285,248,000)                                1,283,492      95.96             
 
                                                                           ---------      ---------         
 
                                                                                                            
 
                                                                                                            
 
SHORT-TERM SECURITIES                                                                                       
 
                                                                                                            
 
Commercial Paper - 2.89%                                                                                    
 
                                                                                                            
 
Ford Motor Credit Co. 5.79% due 9/5/95                     8,500           8,493          .64               
 
Ford Motor Credit Co. 5.74% due 9/7/95                     10,000          9,989          .75               
 
General Electric Capital Corp. 5.82 due 9/1/95             20,100          20,097         1.50              
 
                                                                           ---------      ---------         
 
                                                                           38,579         2.89              
 
                                                                           ---------      ---------         
 
                                                                                                            
 
                                                                                                            
 
TOTAL SHORT-TERM SECURITIES (COST:$38,579,000)                             38,579         2.89              
 
                                                                           ---------      ---------         
 
                                                                                                            
 
TOTAL INVESTMENT SECURITIES (COST:$1,323,827,000)                          1,322,071      98.85             
 
                                                                                                            
 
Excess of cash and receivables over payable                                15,385         1.15              
 
                                                                           ---------      ---------         
 
NET ASSETS                                                                 1,337,456      100.00%           
 
                                                                           ---------      ---------         
 
                                                                                                            
 
</TABLE>
 
/1/ Pass-through securities backed by a pool of mortgages or other loans on
which principal payments are periodically made.  Therefore the effective
maturity of these securities is shorter than the stated maturity.
 
/2/ Coupon rate changes periodically.
 
/3/ Represents zero coupon bond which will convert to a coupon-bearing security
at a later date.
 
/4/ Represents an inverse floater, which is a floating rate note whose interest
rate moves in the opposite direction of prevailing interest rates.
 
See Notes to Financial Statements
<PAGE>
THE AMERICAN FUNDS INCOME SERIES  
U.S. GOVERNMENT SECURITIES FUND  
FINANCIAL STATEMENTS   
 
<TABLE>
<CAPTION>
STATEMENT OF ASSETS AND LIABILITIES                                                               
 
at August 31, 1995                                   (dollars in           thousands)             
 
- ----------------------------------------             ------------          ------------           
 
<S>                                                  <C>                   <C>                    
ASSETS:                                                                                           
 
Investment securities at market                                                                   
 
 (COST: $1,323,827)                                                        $1,322,071             
 
Cash                                                                       8                      
 
Receivables for-                                                                                  
 
 Sales of investments                                $ 552                                        
 
 Sales of fund's shares                              2,510                                        
 
 Accrued interest                                    18,689                21,751                 
 
                                                     ------------          ------------           
 
                                                                           1,343,830              
 
LIABILITIES:                                                                                      
 
Payables for-                                                                                     
 
 Purchases of investments                            1,089                                        
 
 Repurchases of fund's shares                        1,149                                        
 
 Dividends payable                                   3,038                                        
 
 Management services                                 466                                          
 
 Accrued expenses                                    632                   6,374                  
 
                                                     ------------          ------------           
 
NET ASSETS AT AUGUST 31, 1995-                                                                    
 
 EQUIVALENT TO $13.24 PER SHARE ON                                                                
 
 101,015,638 SHARES OF BENEFICIAL                                                                 
 
 INTEREST ISSUED AND OUTSTANDING;                                                                 
 
 UNLIMITED SHARES AUTHORIZED                                               $1,337,456             
 
                                                                           =============          
 
                                                                                                  
 
STATEMENT OF OPERATIONS                                                                           
 
FOR THE YEAR ENDED AUGUST 31, 1995                   (dollars in           thousands)             
 
                                                     ------------          ------------           
 
INVESTMENT INCOME:                                                                                
 
Income:                                                                                           
 
 Interest                                                                  $ 113,599              
 
                                                                                                  
 
Expenses:                                                                                         
 
 Management services fee                             5,575                                        
 
 Distribution expenses                               3,425                                        
 
 Transfer agent fee                                  992                                          
 
 Reports to shareholders                             102                                          
 
 Registration statement and prospectus               40                                           
 
 Postage, stationery and supplies                    136                                          
 
 Trustees' fees                                      30                                           
 
 Auditing and legal fees                             45                                           
 
 Custodian fee                                       56                                           
 
 Taxes other than federal income tax                 27                    10,428                 
 
                                                     ------------          ------------           
 
Net investment income                                                      103,171                
 
                                                                           ------------           
 
REALIZED LOSS AND UNREALIZED                                                                      
 
 DEPRECIATION ON INVESTMENTS:                                                                     
 
NET REALIZED LOSS                                                          (27,960)               
 
Net change in unrealized                                                                          
 
 depreciation on investments:                                                                     
 
 Beginning of year                                   (35,444)                                     
 
 End of year                                         (1,756)                                      
 
                                                     ------------                                 
 
  Net change in unrealized depreciation                                                           
 
    on investments                                                         33,688                 
 
                                                                           ------------           
 
 NET REALIZED LOSS AND CHANGE IN                                                                  
 
  unrealized depreciation on investments                                   5,728                  
 
                                                                           ------------           
 
NET INCREASE IN NET ASSETS RESULTING                                                              
 
 FROM OPERATIONS                                                           $108,899               
 
                                                                           ============           
 
Statement of Changes in Net                                                                       
 
 Assets                                              (dollars in           thousands)             
 
- ----------------------------------------             -------------         -------------          
 
                                                     Year ended            Year ended             
 
                                                                                                  
 
                                                     8/31/95               8/31/94                
 
OPERATIONS:                                          -------------         -------------          
 
Net investment income                                $   103,171           $    109,861           
 
NET REALIZED LOSS ON INVESTMENTS                     (27,960)              (8,805)                
 
NET CHANGE IN UNREALIZED DEPRECIATION                                                             
 
 on investments                                      33,688                (159,327)              
 
                                                     -------------         -------------          
 
 NET INCREASE (DECREASE) IN NET ASSETS                                                            
 
  resulting from operations                          108,899               (58,271)               
 
                                                     -------------         -------------          
 
DIVIDENDS PAID TO SHAREHOLDERS                       (103,274)             (109,394)              
 
                                                     -------------         -------------          
 
Capital Share Transactions:                                                                       
 
Proceeds from shares sold:                                                                        
 
 20,239,785 AND 25,313,467                                                                        
 
 shares, respectively                                262,458               354,749                
 
Proceeds from shares issued in                                                                    
 
 reinvestment of net investment income                                                            
 
 dividends: 5,562,854 and 5,527,860                                                               
 
 shares respectively                                 72,131                76,780                 
 
Cost of shares repurchased:                                                                       
 
 28,920,071 and 34,055,830                                                                        
 
 shares, respectively                                (375,402)             (472,436)              
 
                                                     -------------         -------------          
 
 NET DECREASE IN NET ASSETS RESULTING                                                             
 
  from capital share transactions                    (40,813)              (40,907)               
 
                                                     -------------         -------------          
 
TOTAL DECREASE IN NET ASSETS                         (35,188)              (208,572)              
 
                                                                                                  
 
NET ASSETS:                                                                                       
 
Beginning of year                                    1,372,644             1,581,216              
 
                                                     -------------         -------------          
 
End of year (including undistributed                                                              
 
 net investment income of $2,502 and                                                              
 
 $2,605, RESPECTIVELY)                               $1,337,456            $1,372,644             
 
                                                     =============         =============          
 
</TABLE>
 
See Notes to Financial Statements
<PAGE>
                         NOTES TO FINANCIAL STATEMENTS
 
1.  The American Funds Income Series (the "trust") is registered under the
Investment Company Act of 1940 as an open-end, diversified management
investment company and has initially issued one series of shares, U.S.
Government Securities Fund (the "fund").  The following paragraphs summarize
the significant accounting policies consistently followed by the fund in the
preparation of its financial statements:
 
  Bonds and notes are valued at prices obtained from a bond-pricing service
provided by a major dealer in bonds, when such prices are available; however,
in circumstances where the investment adviser deems it appropriate to do so,
such securities will be valued at the mean of their representative quoted bid
and asked prices or, if such prices are not available, at the mean of such
prices for securities of comparable maturity, quality and type.  Short-term
securities with original or remaining maturities in excess of 60 days are
valued at the mean of their quoted bid and asked prices.  Short-term securities
with 60 days or less to maturity are valued at amortized cost, which
approximates market value.  The maturities of variable or floating rate
instruments are deemed to be the time remaining until the next interest rate
adjustment date.  Securities for which market quotations are not readily
available are valued at fair value as determined in good faith by the Valuation
Committee of the Board of Trustees.
 
  As is customary in the mutual fund industry, securities transactions are
accounted for on the date the securities are purchased or sold.  Realized gains
and losses from securities transactions are reported on an identified cost
basis. Interest income is reported on the accrual basis.  Discounts on
securities purchased are amortized over the life of the respective securities. 
The fund does not amortize premiums on securities purchased.  Dividends are
declared on a daily basis after the determination of the fund's net asset value
and are paid to shareholders on a monthly basis.
 
  Pursuant to the custodian agreement, the fund receives credit against its
custodian fee for imputed interest on certain balances with the custodian bank. 
The custodian fee of $56,000 includes $27,000 that was paid with credits rather
than in cash.               
 
2.  It is the fund's policy to continue to comply with the requirements of the
Internal Revenue Code applicable to regulated investment companies and to
distribute all of its net taxable income, including any net realized gain on
investments not offset by loss carryforwards, to its shareholders.  Therefore,
no federal income tax provision is required.
   
 As of August 31, 1995, net unrealized depreciation on investments for book and
federal income tax purposes aggregated $1,756,000, of which $20,998,000 related
to appreciated securities and $22,754,000 related to depreciated securities. 
During the year ended August 31, 1995, the fund realized, on a tax basis, a net
capital loss of $27,960,000 on securities transactions.  The fund has available
at August 31, 1995 a net capital loss carryforward totaling $55,673,000 which
may be used to offset capital gains realized during subsequent years through
2002 and thereby relieve the fund and its shareholders of any federal income
tax liability with respect to the capital gains that are so offset.  It is the
intention of the fund not to make distributions from capital gains while there
is a capital loss carryforward.  The cost of portfolio securities for book and
federal income tax purposes was $1,323,827,000 at August 31, 1995.
 
3.  The fee of $5,575,0000 for management services was paid pursuant to an
agreement with Capital Research and Management Company (CRMC), with which
certain officers and Trustees of the trust are affiliated.  The Investment
Advisory and Service Agreement provides for monthly fees, accrued daily, based
on an annual rate of 0.30% of the first $60 million of average net assets;
0.21% of such assets in excess of $60 million but not exceeding $1 billion;
0.18% of such assets in excess of $1 billion but not exceeding $3 billion; and
0.16% of such assets in excess of $3 billion; plus 3.00% on the first
$3,333,333 of the fund's monthly gross investment income; 2.25% of the next
$5,000,000 of such income; and 2.00% of such income in excess of $8,333,333.  
 
  Pursuant to a Plan of Distribution, the fund may expend up to 0.30% of its
average net assets annually for any activities primarily intended to result in
sales of fund shares, provided the categories of expenses for which
reimbursement is made are approved by the trust's Board of Trustees.  Fund
expenses under the Plan include payments to dealers to compensate them for
their selling and servicing efforts.  During the year  ended August 31, 1995,
distribution expenses under the Plan were $3,424,000.  As of August 31, 1995,
accrued and unpaid distribution expenses were $684,000.
 
  American Funds Service Company (AFS), the transfer agent for the fund, was
paid a fee of $992,000.  American Funds Distributors, Inc. (AFD), the principal
underwriter of the fund's shares, received $662,000 (after allowances to
dealers) as its portion of the sales charges paid by purchasers of the fund's
shares.  Such sales charges are not an expense of the fund and, hence, are not
reflected in the accompanying statement of operations.             
 
  Trustees who are unaffiliated with CRMC may elect to defer part or all of the
fees earned for services as members of the board.  Amounts deferred are not
funded and are general unsecured liabilities of the fund.  As of August 31,
1995, aggregate amounts deferred were $19,000.       
        
  CRMC is owned by The Capital Group Companies, Inc.  AFS and AFD are both
wholly owned subsidiaries of CRMC.  Certain of the Trustees and officers of the
trust are or may be considered to be affiliated with CRMC, AFS and AFD.  No
such persons received any remuneration directly from the fund.
 
4.  As of August 31, 1995, accumulated undistributed net realized loss on
investments was $79,914,000 and paid-in capital was $1,416,624,000.  
 
  The fund made purchases and sales of investment securities, excluding
short-term securities, of $583,215,000 and $613,355,000, respectively, during
the year ended August 31, 1995.
    
<PAGE> 
PER-SHARE DATA AND RATIOS     
 
<TABLE>
<CAPTION>
                                                               Year         Ended         August       31           
 
                                                               --------     --------      --------     --------     
 
                                                  1995         1994         1993          1992         1991         
 
                                                  --------     --------     --------      --------     --------     
 
<S>                                               <C>          <C>          <C>           <C>          <C>          
Net Asset Value, Beginning                                                                                          
 
 of Year......................                    $13.18       $14.73       $14.13        $13.57       $13.25       
 
                                                  --------     --------     --------      --------     --------     
 
                                                                                                                    
 
Income from Investment                                                                                              
 
 Operations:                                                                                                        
 
  Net investment income.......                    1.01         1.03         1.07          1.18         1.22         
 
  Net realized and unrealized                                                                                       
 
   gain (loss) on investments.                    0.06         (1.56)       .61           .53          .37          
 
   Total income from                              --------     --------     --------      --------     --------     
 
    investment operations................         1.07         (0.53)       1.68          1.71         1.59         
 
                                                  --------     --------     --------      --------     --------     
 
Less Distributions:                                                                                                 
 
 Dividends from net investment                                                                                      
 
  income......................                    (1.01)       (1.02)       (1.08)        (1.15)       (1.27)       
 
                                                  --------     --------     --------      --------     --------     
 
Net Asset Value, End of Year..                    $13.23       $13.18       $14.73        $14.13       $13.57       
 
                                                  ========     ========     ========      ========     ========     
                                                                                                       ==           
 
Total Return*.................                    8.60%        (3.72%)      12.44%        13.05%       12.34%       
 
                                                                                                                    
 
Ratios/Supplemental Data:                                                                                           
 
 Net assets, end of year (in                                                                                        
 
  millions)...................                    $1,337       $1,373       $1,581        $1,328       $1,018       
 
 Ratio of expenses to average                                                                                       
 
  net assets..................                    .79%         .78%         .83%          .88%         .95%         
 
 Ratio of net income to                                                                                             
 
  average net assets..........                    7.79%        7.35%        7.54%         8.63%        9.07%        
 
 Portfolio turnover rate......                    46.77%       71.58%       35.24%        44.81%       53.40%       
 
                                                                                                                    
 
                                                                                                                    
 
                                                                                                                    
 
</TABLE>
 
* This was calculated without deducting a sales charge.  The maximum sales
charge is 4.75% of the fund's offering price.
 
INDEPENDENT AUDITORS' REPORT 
To the Board of Trustees and Shareholders of The
American Funds Income Series - U.S. Government
Securities Fund:
 
 We have audited the accompanying statement of assets and liabilities,
including the investment portfolio, of The American Funds Income Series - U.S.
Government Securities Fund as of August 31, 1995, and the related statement of
operations for the year then ended, the statement of changes in net assets for
each of the two years in the period then ended, and the per-share data and
ratios for each of the five years in the period then ended.  These financial
statements and the per-share data and ratios are the responsibility of the
Fund's management.  Our responsibility is to express an opinion on these
financial statements and the per-share data and ratios based on our audits.
 
 We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
per-share data and ratios are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements.  Our procedures included confirmation of securities
owned at August 31, 1995 by correspondence with the custodian and brokers;
where replies were not received from brokers, we performed other auditing
procedures.  An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.
 
 In our opinion, the financial statements and per-share data and ratios
referred to above present fairly, in all material respects, the financial
position of The American Funds Income Series - U.S. Government Securities Fund
at August 31, 1995, and the results of its operations for the year then ended,
the changes in its net assets for each of the two years then ended, and the
per-share data and ratios for each of the five years in the period then ended,
in conformity with generally accepted accounting principles.
 
/s/DELOITTE & TOUCHE LLP
Los Angeles, California
September 22, 1995           
 
TAX INFORMATION (Unaudited)
 
  We are required to advise you within 60 days of the fund's fiscal year-end
regarding the federal tax status of distributions.
 
 Certain states may exempt from income taxation a portion of the dividends paid
from net invstment income if derived from direct U.S. Treasury obligations. 
For purposes of computing this exclusion, 67% of the dividends paid by the fund
from net investment income was derived from interest on direct U.S. Treasury
obligations.
 
                           Dividends received by retirement plans such as IRAs,
Keogh-type plans, and 403(b) plans need not be reported as taxable income. 
However, many retirement trusts may need this information for their annual
information reporting.
 
                         Since the amounts above are reported for the fiscal
year and not a calendar year, shareholders should refer to their Form 1099 DIV
or other tax information which will be mailed in January 1996 to determine the
calendar year amounts to be included on their respective 1995 tax returns.
Shareholders should consult their tax advisers.


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