AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
PROSPECTUS SUPPLEMENT
VPAdvantage * VP Balanced * VP Capital Appreciation
VP Income & Growth * VP International * VP Value
SUPPLEMENT DATED NOVEMBER 17, 1998
Prospectus dated May 1, 1998
The second sentence of the third paragraph on page 5 of the VP Capital
Appreciation Prospectus and the second sentence of the fourth full paragraph on
page 6 of the VP Advantage prospectus are deleted.
The second sentence of the Investment Objective of VP Balanced on page 2 of the
Prospectus is deleted and replaced with the following language.
The fund will seek to achieve its investment objective by maintaining
approximately 60% of the assets of VP Balanced in common stocks and the
remaining assets in bonds and other fixed income securities.
The disclosure set forth below replaces the second and third paragraphs under
the heading "Investment Policies of the Fund" on page 5 of the VP Balanced
Prospectus.
With the equity portion of the VP Balanced portfolio, which management
intends to be approximately 60% of the fund's assets, the manager utilizes
quantitative management techniques in a two-step process that draws heavily on
computer technology. In the first step, the manager ranks stocks, primarily the
1,500 largest publicly traded companies in the United States (measured by the
value of their stock). These rankings are determined by using a computer model
that combines measures of a stock's value, as well as measures of its growth
potential. To measure value, the manager uses ratios of stock price to book
value and stock price to cash flow, among others. To measure growth, the manager
uses, among others, the rate of growth of a company's earnings and changes in
the earnings estimates for a company.
In the second step, the manager uses a technique called portfolio
optimization. In portfolio optimization, the manager uses a computer to build a
portfolio of stocks from the ranking described earlier that it thinks will
provide the optimal balance between risk and expected return. The goal is to
create an equity portfolio that provides better returns than the S&P 500 without
taking on significant additional risk.
The following disclosure replaces paragraphs 4, 7 and 8 under the heading
"Investment Manager" on page 13 of the VP Balanced Prospectus.
JOHN SCHNIEDWIND, Senior Vice President and Group Leader - Quantitative
Equity, joined American Century in 1982. He is a member of the team that manages
the equity portion of VP Balanced.
JEFFREY R. TYLER, Senior Vice President and Portfolio Manager, joined
American Century in January 1988. He is a member of the team that manages the
equity portion of VP Balanced.
The following new section is added after the section "Transfer and
Administrative Services" on page 14 of the VP Advantage, VP Balanced and VP
International Prospectuses; page 12 of the VP Capital Appreciation and VP Income
& Growth Prospectuses; and page 13 of the VP Value Prospectus.
YEAR 2000 ISSUES
Many of the world's computer systems currently cannot properly recognize or
process date-sensitive information relating to the Year 2000 and beyond. Because
this may impact the computer systems of various American Century-affiliated and
external service providers for the fund, American Century formally initiated a
Year 2000 readiness project in July 1997. It involves a team of information
technology professionals assisted by outside consultants and guided by a
senior-level steering committee. The team's goal is to assess the impact of the
Year 2000 on American Century's systems, renovate or replace noncompliant
critical systems and test those systems. In addition, the team has been working
to gather information about the Year 2000 efforts of the fund's other major
service providers. Although American Century believes its critical systems will
function properly in the Year 2000, this is not guaranteed. If the efforts of
American Century or its external service providers are not successful, the
fund's business, particularly its ability to provide shareholder services, may
be hampered.
In addition, the issuers of securities the fund owns could have Year 2000
computer problems. These problems could negatively affect the value of their
securities, which, in turn, could impact the fund's performance. The manager has
established a process to gather publicly available information about the Year
2000 readiness of these issuers. However, this process may not uncover all
relevant information, and the information gathered may not be complete and
accurate. Moreover, an issuer's Year 2000 readiness is only one of many factors
the manager may consider when making investment decisions, and other factors may
receive greater weight.
The following disclosure replaces the fourth paragraph under the heading
"Investment Management" on page 12 of the VP Value Prospectus.
R. TODD VINGERS, Portfolio Manager, joined American Century in August 1994
as an Investment Analyst, a position he held until February 1998. At that time
he was promoted to Portfolio Manager. Prior to joining American Century, Mr.
Vingers attended the University of Chicago Graduate School of Business from
October 1991 to June 1994, where he obtained his MBA.
The following new section is added after the section "Investment Management" on
page 14 of the VP Balanced and VP International Prospectuses and page 12 of the
VP Value Prospectus.
SIMILARITY TO RETAIL FUND
The fund is similar to another fund in the American Century family of funds. It
has the same management team and investment policies. The fees and expenses of
the funds are expected to be similar, and they will be managed with
substantially the same investment objective and strategies. Notwithstanding the
similarities, this fund and the retail fund are separate mutual funds that will
have different investment performance. Although the two funds generally can be
expected to have similar returns, differences in cash flows into the two funds,
the size of their portfolios, specific investments held by the two funds, as
well as the additional expenses of the insurance product, will cause performance
to differ.
Please consult the separate account prospectus for a description of the
insurance product through which the fund is offered and the associated fees.
The first sentence of the first paragraph on page 14 of the VP Balanced
Prospectus is deleted and replaced with the following sentence.
For the services provided to the fund, the manager receives an annual fee of
0.90% of the first $250 million of the average net assets of the fund, 0.85% of
the next $250 million and 0.80% thereafter.
The first sentence of the seventh paragraph under the heading "Investment
Management" on page 11 of the VP Capital Appreciation Prospectus is deleted and
replaced with the following sentence.
For the services provided to the fund, the manager receives an annual fee of
1.00% of the first $500 million of the average net assets of the fund, 0.95% of
the next $500 million and 0.90% thereafter.
The first sentence of the first paragraph on page 14 of the VP International
Prospectus is deleted and replaced with the following language.
For the services provided to the fund, the manager receives an annual fee of
1.50% of the first $250 million of the average net assets of the fund, 1.20% of
the next $250 million and 1.10% thereafter.
The first sentence of the seventh paragraph under the heading "Investment
Management" on page 12 of the VP Value Prospectus is deleted and replaced with
the following language.
For the services provided to the fund, the manager receives an annual fee of
1.00% of the first $500 million of the average net assets of the fund, 0.95% of
the next $500 million and 0.90% thereafter.
SH-SPL-14720 9811
P.O. Box 419385
Kansas City, Missouri
64141-6385
1-800-345-3533 or 816-531-5575
[American Century Logo(reg.sm)]
American
Century
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
[American Century Logo(reg.sm)]
American
Century
MAY 1, 1998
REVISED NOVEMBER 17, 1998
AMERICAN CENTURY
VARIABLE
PORTFOLIOS, INC.
VP Capital Appreciation
VP Value
VP Balanced
VP Advantage
VP International
STATEMENT OF ADDITIONAL INFORMATION
MAY 1, 1998
REVISED NOVEMBER 17, 1998
AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
This statement is not a prospectus but should be read in conjunction with the
current Prospectus of American Century Variable Portfolios, Inc. and five of its
series of shares, VP Capital Appreciation, VP Value, VP Balanced, VP Advantage
or VP International as the case may be. Each of such prospectuses is dated May
1, 1998. Please retain this document for future reference. To obtain copies of
the various American Century Variable Portfolios prospectuses, call American
Century at 1-800-345-3533 or 816-531-5575, or write to P.O. Box 419385, Kansas
City, Missouri 64141-6385.
TABLE OF CONTENTS
Selection of Investments ........................................... 2
Additional Investment Restrictions ................................. 3
Futures Contracts .................................................. 4
An Explanation of Fixed Income Securities Ratings .................. 5
Short Sales ........................................................ 7
Portfolio Lending .................................................. 7
Portfolio Turnover ................................................. 7
Performance Advertising ............................................ 8
Officers and Directors ............................................. 8
Management ......................................................... 10
Custodian .......................................................... 11
Independent Auditors ............................................... 11
Capital Stock ...................................................... 11
Brokerage .......................................................... 12
Redemptions in Kind ................................................ 13
Holidays ........................................................... 13
Financial Statements ............................................... 13
STATEMENT OF ADDITIONAL INFORMATION 1
SELECTION OF INVESTMENTS
Currently, American Century Variable Portfolios offers six funds. This
Statement of Additional Information applies to five of the funds: VP Capital
Appreciation, VP Value, VP Balanced, VP Advantage and VP International. Such
funds are sometimes individually referred to as a "fund," and collectively as
the "funds."
In achieving their investment objectives, the funds must conform to certain
fundamental policies that may not be changed without shareholder approval. The
following paragraph is a statement of fundamental policy with respect to
investment selection:
In general, within the restrictions outlined in the Prospectus or in other
statements of the corporation's fundamental policies, VP Capital Appreciation,
VP Value, VP International and, with regard to the equity portion of their
portfolios, VP Balanced and VP Advantage, each has broad power with respect to
investing funds or holding them uninvested. Investments are varied according to
what is judged advantageous under changing economic conditions. It is the
manager's intention that VP Capital Appreciation, VP Value, VP International and
the equity portion of VP Balanced and VP Advantage will generally consist of
common stocks. However, the manager may invest the assets in varying amounts in
other instruments and in senior securities, such as bonds, debentures and
preferred stocks, when such a course is deemed appropriate under certain market
and economic conditions. Senior securities that, in the opinion of the manager,
are high-grade issues may also be purchased for defensive purposes.
VP CAPITAL APPRECIATION
The manager intends to invest the assets of VP Capital Appreciation
primarily in common stocks that are considered by management to have
better-than-average prospects for appreciation. The selection of these
investments is described under "Selection of Investments."
VP VALUE
The manager intends to invest the assets of VP Value primarily in equity
securities of well-established companies with intermediate-to-large market
capitalizations that management believes to be undervalued at the time of
purchase. The selection of these investments is described under "Selection of
Investments."
VP BALANCED
The manager intends to invest approximately 60% of the VP Balanced portfolio
in common stocks and the remainder in fixed income securities. Equity security
investments are described under "Selection of Investments." At least 80% of the
fixed income assets will be invested in securities that, at the time of
purchase, are rated by a nationally recognized statistical rating organization
within the three highest categories. The fund may invest in securities of the
U.S. government and its agencies and instrumentalities, corporate, sovereign
government, municipal, mortgage-related and other asset-backed securities. It
can be expected that the manager will invest from time to time in bonds and
preferred stock convertible into common stock.
VP ADVANTAGE
The manager intends to invest approximately (i) 20% of VP Advantage's assets
in government securities with a weighted average maturity of six months or less,
i.e., cash and cash equivalents, (ii) 40% of the fund's assets in fixed income
government securities with a weighted average maturity of three to 10 years
(although management has the discretion to invest some or all of this portion of
the fund's assets in cash or cash equivalents if it believes that market
conditions merit) and (iii) 40% of the fund's assets in equity securities. All
of the debt securities purchased, regardless of weighted average maturity, will
be securities of the U.S. government and its agencies and instrumentalities,
including mortgage-related and other asset-backed securities issued by such
entities. Equity security investments are described under "Selection of
Investments."
VP INTERNATIONAL
The manager intends to invest the assets of VP International primarily in an
internationally diversified portfolio of common stocks. The selection of these
investments is described under "Selection of Investments."
2 AMERICAN CENTURY INVESTMENTS
ADDITIONAL INVESTMENT RESTRICTIONS
Additional fundamental policies applicable to American Century Variable
Portfolios that may be changed only with shareholder approval provide that:
(1) No fund shall issue senior securities, except as permitted under the
Investment Company Act of 1940;
(2) No fund shall borrow money, except that a fund may borrow money for
temporary or emergency purposes (not for leveraging or investment) in
an amount not exceeding 331/3% of the fund's total assets (including
the amount borrowed) less liabilities (other than borrowings);
(3) No fund shall lend any security or make any other loan if, as a result,
more than 33 1/3% of that fund's total assets would be lent to other
parties, except (i) through the purchase of debt securities in
accordance with its investment objective, policies and limitations, or
(ii) by engaging in repurchase agreements with respect to portfolio
securities;
(4) No fund shall concentrate its investments in securities of issuers in a
particular industry (other than securities issued or guaranteed by the
U.S. government or any of its agencies or instrumentalities);
(5) No fund shall purchase or sell real estate unless acquired as a result
of ownership of securities or other instruments. This policy shall not
prevent a fund from investment in securities or other instruments
backed by real estate or securities of companies that deal in real
estate or are engaged in the real estate business;
(6) No fund shall act as an underwriter of securities issued by others,
except to the extent that a fund may be considered an underwriter
within the meaning of the Securities Act of 1933 in the disposition of
restricted securities;
(7) No fund shall purchase or sell physical commodities unless acquired as
a result of ownership of securities or other instruments, provided that
this limitation shall not prohibit a fund from purchasing or selling
options and futures contracts or from investing in securities or other
instruments backed by physical commodities;
(8) No fund shall invest for purposes of exercising control over
management.
The Investment Company Act imposes certain additional restrictions upon
acquisition by the corporation of securities issued by insurance companies,
broker-dealers, underwriters or investment advisors, and upon transactions with
affiliated persons as therein defined. It also defines and forbids the creation
of cross and circular ownership.
The Investment Company Act also provides that the funds may not invest more
than 25% of their assets in the securities of issuers engaged in a single
industry. In determining industry groups for purposes of this standard, the
Securities and Exchange Commission (SEC) ordinarily uses the Standard Industry
Classification codes developed by the United States Office of Management and
Budget. In the interest of ensuring adequate diversification, the funds monitor
industry concentration using a more restrictive list of industry groups than
that recommended by the SEC. The funds believe that these classifications are
reasonable and are not so broad that the primary economic characteristics of the
companies in a single class are materially different. The use of these more
restrictive industry classifications may, however, cause the funds to forego
investment possibilities which may otherwise be available to them under the
Investment Company Act.
Neither the SEC nor any other agency of the federal or state government
participates in or supervises the funds' management or their investment
practices or policies.
FUTURES CONTRACTS
As described in the Prospectus, VP Value may enter into futures contracts.
Unlike when a fund purchases securities, no purchase price for the underlying
securities is paid by the fund at the time it purchases a futures contract. When
a futures contract is entered, both the buyer and seller of the contract are
required to deposit with a futures commission merchant (FCM) cash or high-grade
debt securities in an amount equal to a percentage of the contract's value, as
set by the exchange on which the contract is traded. This amount is known as
"initial margin" and is held by the fund's custodian for the benefit of the FCM
in the event of any default by the fund in the payment of any future
obligations.
STATEMENT OF ADDITIONAL INFORMATION 3
The value of the futures contract is adjusted daily to reflect the
fluctuation of the value of the underlying securities. This is a process known
as marking the contract to market. If the value of a party's position declines,
that party is required to make additional "variation margin" payments to the FCM
to settle the change in value. The party that has a gain is generally entitled
to receive all or a portion of this amount.
The fund maintains from time to time a percentage of its assets in cash or
high-grade liquid securities to provide for redemptions or to hold for future
investment in securities consistent with the fund's investment objectives. The
fund may enter into index futures contracts as an efficient means to expose the
fund's cash position to the domestic equity market. The manager believes that
the purchase of futures contracts is an efficient means to effectively be fully
invested in equity securities.
The fund intends to comply with guidelines of eligibility for exclusion from
the definition of the term "commodity pool operator" adopted by the Commodity
Futures Trading Commission (CFTC) and the National Futures Association, which
regulate trading in the futures markets. To do so, the aggregate initial margin
required to establish such positions may not exceed 5% of the fair market value
of the fund's net assets, after taking into account unrealized profits and
unrealized losses on any contracts it has entered into.
The principal risks generally associated with the use of futures include:
* the possible absence of a liquid secondary market for any particular
instrument may make it difficult or impossible to close out a position
when desired (liquidity risk);
* the risk that the counter party to the contract may fail to perform its
obligations or the risk of bankruptcy of the FCM holding margin
deposits (counter-party risk);
* the risk that the securities to which the futures contract relates may
go down in value (market risk); and
* adverse price movements in the underlying securities can result in
losses substantially greater than the value of the fund's investment in
that instrument because only a fraction of a contract's value is
required to be deposited as initial margin (leverage risk); provided,
however, that the fund may not purchase leveraged futures, so there is
no leverage risk involved in the fund's use of futures.
A liquid secondary market is necessary to close out a contract. The fund may
seek to manage liquidity risk by investing only in exchange-traded futures.
Exchange-traded futures pose less risk that there will not be a liquid secondary
market than privately negotiated instruments. Through their clearing
corporations, the futures exchanges guarantee the performance of the contracts.
Futures contracts are generally settled within a day from the date they are
closed out, as compared to three days for most types of equity securities. As a
result, futures contracts can provide more liquidity than an investment in the
actual underlying securities. Nevertheless, there is no assurance that a liquid
secondary market will exist for any particular futures contract at any
particular time. Liquidity may also be influenced by an exchange-imposed daily
price fluctuation limit, which halts trading if a contract's price moves up or
down more than the established limit on any given day. On volatile trading days
when the price fluctuation limit is reached, it may be impossible for a fund to
enter into new positions or close out existing positions. If the secondary
market for a futures contract is not liquid because of price fluctuation limits
or otherwise, the fund may not be able to promptly liquidate unfavorable futures
positions and potentially could be required to continue to hold a futures
position until liquidity in the market is re-established. As a result, the
fund's access to other assets held to cover its futures positions also could be
impaired until liquidity in the market is re-established.
The fund manages counter-party risk by investing in exchange-traded index
futures. In the event of the bankruptcy of the FCM that holds margin on behalf
of the fund, the fund may be entitled to the return of margin owed to the fund
only in proportion to the amount received by the FCM's other customers. The
manager will attempt to minimize the risk by monitoring the creditworthiness of
the FCMs with which the fund does business.
The prices of futures contracts depend primarily on the value of their
underlying instruments. As a result, the movement in the market price of index
futures contracts will reflect the movement in the the aggregate
4 AMERICAN CENTURY INVESTMENTS
market price of the entire portfolio of securities comprising the index. Since
VP Value is not an index fund, its investment in futures contracts will not
correlate precisely with the performance of the fund's other equity investments.
However, the manager believes that an investment in index futures will more
closely reflect the investment performance of the fund than an investment in
U.S. government or other highly liquid, short-term debt securities, which is
where the cash position of the fund would otherwise be invested.
The policy of the manager is to remain fully invested in equity securities.
There may be times when the manager deems it advantageous to the fund not to
invest excess cash in index futures, but such decisions will generally not be
the result of an active effort to use futures to time or anticipate market
movements in general.
AN EXPLANATION OF FIXED INCOME SECURITIES RATINGS
As described in the Prospectus, the funds may invest in fixed income
securities. Fixed income securities ratings provide the manager with current
assessment of the credit rating of an issuer with respect to a specific fixed
income security. The following is a description of the rating categories
utilized by the rating services referenced in the Prospectus disclosure.
The following summarizes the ratings used by Standard & Poor's Corporation
(S&P) for bonds:
AAA--This is the highest rating assigned by S&P to a debt obligation and
indicates an extremely strong capacity to pay interest and repay principal.
AA--Debt rated AA is considered to have a very strong capacity to pay
interest and repay principal and differs from AAA issues only to a small
degree.
A--Debt rated A has a strong capacity to pay interest and repay principal,
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher-rated categories.
BBB--Debt rated BBB is regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate
protection parameters, adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to pay interest and repay
principal for debt in this category than in higher-rated categories.
BB--Debt rated BB has less near-term vulnerability to default than other
speculative issues. However, it faces major ongoing uncertainties or exposure
to adverse business, financial or economic conditions, which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rating category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB- rating.
B--Debt rated B has a greater vulnerability to default but currently has the
capacity to meet interest payments and principal repayments. Adverse
business, financial or economic conditions will likely impair capacity or
willingness to pay interest and repay principal. The B rating category is
also used for debt subordinated to senior debt that is assigned an actual or
implied BB or BB- rating.
CCC--Debt rated CCC has a currently identifiable vulnerability to default and
is dependent upon favorable business, financial and economic conditions to
meet timely payment of interest and repayment of principal. In the event of
adverse business, financial or economic conditions, it is not likely to have
the capacity to pay interest and repay principal. The CCC rating category is
also used for debt subordinated to senior debt that is assigned an actual or
implied B or B- rating.
CC--The rating CC typically is applied to debt subordinated to senior debt
that is assigned an actual or implied CCC rating.
C--The rating C typically is applied to debt subordinated to senior debt that
is assigned an actual or implied CCC- debt rating. The C rating may be used
to cover a situation where a bankruptcy petition has been filed, but debt
service payments are continued.
CI--The rating CI is reserved for income bonds on which no interest is being
paid.
D--Debt rated D is in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due even if
the applicable grace period has not expired, unless S&P believes that such
payments will be made during such grace period. The D rating also will be
used upon the filing of a bankruptcy petition if debt service payments are
jeopardized.
To provide more detailed indications of credit quality, the ratings from AA
to CCC may be modified by
STATEMENT OF ADDITIONAL INFORMATION 5
the addition of a plus or minus sign to show relative standing within these
major rating categories.
The following summarizes the ratings used by Moody's Investors Service, Inc.
(Moody's) for bonds:
Aaa--Bonds that are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large or exceptionally
stable margin and principal is secure. While the various protective elements
are likely to change, such changes as can be visualized are most unlikely to
impair the fundamentally strong position of such issues.
Aa--Bonds that are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known
as high-grade bonds. They are rated lower than the best bonds because margins
of protection may not be as large as in Aaa securities, fluctuation of
protective elements may be of greater amplitude or there may be other
elements present that make the long-term risk appear somewhat larger than the
Aaa securities.
A--Bonds that are rated A possess many favorable investment attributes and
are to be considered as upper-medium-grade obligations. Factors giving
security to principal and interest are considered adequate, but elements may
be present that suggest a susceptibility to impairment some time in the
future.
Baa--Bonds that are rated Baa are considered medium-grade obligations (i.e.,
they are neither highly protected nor poorly secured). Interest payments and
principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any
great length of time. Such bonds lack outstanding investment characteristics
and, in fact, have speculative characteristics as well.
Ba--Bonds that are rated Ba are judged to have speculative elements; their
future cannot be considered as well-assured. Often the protection of interest
and principal payments may be very moderate and thereby not well safeguarded
during both good and bad times in the future. Uncertainty of position
characterizes bonds in this class.
B--Bonds that are rated B generally lack characteristics of a desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.
Caa--Bonds that are rated Caa are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal
or interest.
Ca--Bonds that are rated Ca represent obligations that are speculative in a
high degree. Such issues are often in default or have other marked
shortcomings.
C--Bonds that are rated C are the lowest-rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining
any real investment standing.
Moody's applies numerical modifiers 1, 2 and 3 in each generic rating
category from Aa through B. The modifier 1 indicates that the bond being rated
ranks in the higher end of its generic rating category; the modifier 2 indicates
a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of
that generic rating category.
SHORT SALES
A fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire an equal amount of the security being sold
short.
In a short sale, the seller does not immediately deliver the securities sold
and is said to have a short position in those securities until delivery occurs.
To make delivery to the purchaser, the executing broker borrows the securities
being sold short on behalf of the seller. While the short position is
maintained, the seller collateralizes its obligation to deliver the securities
sold short in an amount equal to the proceeds of the short sale plus an
additional margin amount established by the Board of Governors of the Federal
Reserve. If a fund engages in a short sale, the collateral account will be
maintained by the fund's custodian. There will be certain additional transaction
costs associated with short sales, but the fund will endeavor to offset these
costs with income from the investment of the cash proceeds of short sales.
A fund may make a short sale, as described above, when it wants to sell the
security it owns at a current attractive price, but also wishes to defer
recognition of a gain or loss for federal income tax purposes and for purposes
of satisfying certain tests applicable to regulated investment companies under
the Internal
6 AMERICAN CENTURY INVESTMENTS
Revenue Code. In such a case, any future losses in the fund's long position in
substantially identical securities may not become deductible for tax purposes
until all or some part of the short position has been closed.
PORTFOLIO LENDING
In order to realize additional income, a fund may lend its portfolio
securities. Such loans may not exceed one-third of the fund's net assets valued
at market except (i) through the purchase of debt securities in accordance with
its investment objective, policies and limitations, or (ii) by engaging in
repurchase agreements with respect to portfolio securities.
PORTFOLIO TURNOVER
The portfolio turnover rates of the funds are shown in the Financial
Highlights table in the prospectuses.
With respect to each fund, the manager will purchase and sell securities
without regard to the length of time the security has been held. Accordingly,
the fund's rate of portfolio turnover may be substantial.
The funds intend to purchase a given security whenever the manager believes
it will contribute to the stated objective of the fund. In order to achieve each
fund's investment objective, the manager will sell a given security, no matter
for how long or for how short a period it has been held in the portfolio, and no
matter whether the sale is at a gain or at a loss, if the manager believes that
the security is not fulfilling its purpose, either because, among other things,
it did not live up to the manager's expectations; it may be replaced with
another security holding greater promise; it has reached its optimum potential;
a change in the circumstances of a particular company, industry or in general
economic conditions; or because of some combination of such reasons.
When a general decline in security prices is anticipated, the equity funds
may decrease or eliminate entirely their equity positions and increase their
cash positions, and when a rise in price levels is anticipated, the equity funds
may increase their equity positions and decrease their cash positions. However,
it should be expected that the funds will, under most circumstances, be
essentially fully invested in equity securities.
Since investment decisions are based on the anticipated contribution of the
security in question to the fund's objectives, the manager believes that the
rate of portfolio turnover is irrelevant when it believes a change is in order
to achieve those objectives. Therefore, the fund's annual portfolio turnover
rate cannot be anticipated and may be comparatively high. This disclosure
regarding portfolio turnover is a statement of fundamental policy and may be
changed only by a vote of the shareholders.
Since the manager does not take portfolio turnover rate into account in
making investment decisions, (1) the manager has no intention of accomplishing
any particular rate of portfolio turnover, whether high or low, and (2) the
portfolio turnover rates in the past should not be considered as a
representation of the rates that will be attained in the future.
PERFORMANCE ADVERTISING
The following table sets forth the average annual total return of each of
the funds for the periods indicated. Average annual total return is calculated
by determining a fund's cumulative total return for the stated period and then
computing the annual compound return that would produce the cumulative total
return if the fund's performance had been constant over that period. Cumulative
total return includes all elements of return, including reinvestment of
dividends and capital gains distributions.
FUND 1 Year 5 Year Inception
- -------------------------------------------------------------
VP CAPITAL APPRECIATION (3.26)% 5.76% 9.34%(1)
VP BALANCED 15.81% 11.27% 11.05%(2)
VP ADVANTAGE 12.83% 9.21% 8.63%(3)
VP INTERNATIONAL 18.63% -- 10.60%(4)
VP VALUE 26.08% -- 23.16%(5)
- -------------------------------------------------------------
(1) Inception date was 11/20/87.
(2) Inception date was 5/1/91.
(3) Inception date was 8/1/91.
(4) Inception date was 5/1/94.
(5) Inception date was 5/1/96.
The funds may advertise average annual total returns over periods of time
other than those periods shown in the foregoing table. The funds also may
advertise cumulative total return over various time periods.
The following table shows the cumulative total return and the average annual
compound rate of return of the funds for the period indicated.
STATEMENT OF ADDITIONAL INFORMATION 7
Cumulative Average Annual
Total Return Compound Rate
FUND Since Inception Since Inception
- ------------------------------------------------------------------
VP CAPITAL APPRECIATION 146.60% 9.34%
VP BALANCED 101.14% 11.05%
VP ADVANTAGE 70.14% 8.63%
VP INTERNATIONAL 44.68% 10.60%
VP VALUE 41.57% 23.16%
- ------------------------------------------------------------------
PERFORMANCE FIGURES ADVERTISED BY AMERICAN CENTURY VARIABLE PORTFOLIOS
SHOULD NOT BE USED FOR COMPARATIVE PURPOSES BECAUSE SUCH FIGURES WILL NOT
INCLUDE CHARGES AND DEDUCTIONS IMPOSED BY THE INSURANCE COMPANY SEPARATE ACCOUNT
UNDER THE VARIABLE ANNUITY OR VARIABLE LIFE INSURANCE CONTRACTS.
OFFICERS AND DIRECTORS
The principal officers and the directors of American Century Variable
Portfolios, Inc. (the Corporation), their ages (listed in parentheses), their
principal business experience during the past five years, and their affiliations
with the funds' investment manager, American Century Investment Management,
Inc., and its transfer agent, American Century Services Corporation, are listed
below. The address at which each director and officer listed below may be
contacted is American Century Tower, 4500 Main Street, Kansas City, Missouri
64111. All persons named as officers of the Corporation also serve in similar
capacities for other funds advised by the manager. Those directors who are
"interested persons" as defined in the Investment Company Act of 1940 are
indicated by an asterisk (*).
JAMES E. STOWERS JR.* (74), Chairman of the Board and Director; Chairman of
the Board, Director and controlling shareholder of American Century Companies,
Inc., parent corporation of American Century Investment Management, Inc. and
American Century Services Corporation; Chairman of the Board and Director of
American Century Investment Management, Inc. and American Century Services
Corporation; father of James E. Stowers III.
JAMES E. STOWERS III* (39), Director; Chief Executive Officer and Director,
American Century Companies, Inc., American Century Investment Management, Inc.
and American Century Services Corporation.
THOMAS A. BROWN (58), Director; Director of Plains States Development,
Applied Industrial Technologies, Inc., a corporation engaged in the sale of
bearings and power transmission products.
ROBERT W. DOERING, M.D. (66), Director; retired, formerly general surgeon.
ANDREA C. HALL, PH.D. (53), Director; Senior Vice President and Associate
Director, Midwest Research Institute.
D.D. (DEL) HOCK (63), Director; retired, formerly Chairman, Public Service
Company of Colorado; Director, Service Tech, Inc., Hathaway Corporation and J.
D. Edwards & Company.
DONALD H. PRATT (60), Vice Chairman of the Board and Director; President and
Director, Butler Manufacturing Company.
LLOYD T. SILVER JR. (70), Director; President, LSC, Inc., manufacturer's
representative.
M. JEANNINE STRANDJORD (52), Director; Senior Vice President and Treasurer,
Sprint Corporation; Director, DST Systems, Inc.
GEORGE A. RIO (43), President; Executive Vice President and Client Service
Director, Funds Distributor, Inc. (FDI). Prior to joining FDI in 1998, Mr. Rio
served as Senior Vice President and Senior Key Account Manager for Putnam Mutual
Funds (from June 1995 to March 1998). Before that, he served as Director of
Business Development for First Data Corporation (from May 1994 to June 1995),
Senior Vice President and Manager of Client Services and Director of Internal
Audit at The Boston Company, Inc. (from September 1983 to May 1994).
MARYANNE ROEPKE, CPA (42), Vice President, Treasurer and Principal
Accounting Officer; Senior Vice President, American Century Services
Corporation.
PATRICK A. LOOBY (39), Vice President; Vice President, American Century
Services Corporation.
CHRISTOPHER J. KELLEY (33), Vice President; Vice President and Associate
General Counsel of FDI. Prior to joining FDI, Mr. Kelley served as Assistant
Counsel at Forum Financial Group (from April 1994 to July 1996) and before that
as a compliance officer for Putnam Investments (from 1992 to 1994).
MARY A. NELSON (34), Vice President; Vice President and Manager of Treasury
Services and Administration of FDI. Prior to joining FDI, Ms. Nelson was
Assistant Vice President and Client Manager for The Boston Company, Inc. (from
1989 to 1994).
8 AMERICAN CENTURY INVESTMENTS
MERELE A. MAY (36), Controller; Vice President, American Century Services
Corporation.
ROBERT J. LEACH, CPA (32), Controller.
C. JEAN WADE, CPA (34), Controller.
The Board of Directors has established four standing committees--the
Executive Committee, the Audit Committee, the Compliance Committee and the
Nominating Committee.
Messrs. Stowers Jr. (chair), Stowers III and Pratt constitute the Executive
Committee of the Board of Directors. The committee performs the functions of the
Board of Directors between meetings of the Board, subject to the limitations on
its power set out in the Maryland General Corporation Law, and except for
matters required by the Investment Company Act to be acted upon by the full
Board.
Ms. Strandjord (chair), Dr. Doering and Mr. Hock constitute the Audit
Committee. The functions of the Audit Committee include recommending the
engagement of the funds' independent accountants, reviewing the arrangements for
and scope of the annual audit, reviewing comments made by the independent
accountants with respect to the internal controls and the considerations given
or the connective action taken by management, and reviewing nonaudit services
provided by the independent accountants.
Messrs. Brown (chair), Pratt, Silver and Dr. Hall constitute the Compliance
Committee. The functions of the Compliance Committee include reviewing the
results of the funds' compliance testing program, reviewing quarterly reports
from the manager to the Board regarding various compliance matters and
monitoring the implementation of the funds' Code of Ethics, including violations
thereof.
The Nominating Committee has as its principal role consideration and
recommendation of individuals for nomination as directors. The names of
potential director candidates are drawn from a number of sources, including
recommendations from members of the Board, management and shareholders. This
committee also reviews and makes recommendations to the Board with respect to
the composition of Board committees and other Board-related matters, including
its organization, size, composition, responsibilities, functions and
compensation. The members of the nominating committee are Messrs. Pratt (chair),
Hock and Stowers III.
The directors of the corporation also serve as directors for other funds
advised by the manager. Each director who is not an "interested person" as
defined in the Investment Company Act receives for service as a member of the
Board of all six of such companies an annual director's fee of $44,000, a fee of
$1,000 per regular Board meeting attended and $500 per special Board meeting and
committee meeting attended. In addition, those directors who are not "interested
persons" who serve as the chair of a committee of the Board of Directors receive
an additional $2,000 for such services. These fees and expenses are divided
among the six investment companies based upon their relative net assets. Under
the terms of the management agreement with the manager, the funds are
responsible for paying such fees and expenses. Set forth in the following table
is the aggregate compensation paid for the periods indicated by the funds and by
the American Century family of funds as a whole to each director of the
corporation who is not an "interested person" as defined in the Investment
Company Act.
Aggregate Total Compensation from Compensation the American Century Director
from the Corporation(1) Family of Funds(2)
- ---------------------------------------------------------------------------
Thomas A. Brown $1,596 $60,000 Robert W. Doering, M.D. 1,317 49,500 Andrea C.
Hall(3) 235 8,833 D. D. (Del) Hock 1,317 49,500 Linsley L. Lundgaard 1,126
42,333 Donald H. Pratt 1,596 60,000 Lloyd T. Silver Jr. 1,303 49,000 M. Jeannine
Strandjord 1,299 48,833
- ---------------------------------------------------------------------------
(1)Includes compensation paid by the corporation during the fiscal year ended
December 31, 1997.
(2)Includes compensation paid by the 13 investment company members of the
American Century family of funds for the calendar year ended December 31, 1997.
(3)Andrea C. Hall replaced Linsley L. Lundgaard as an independent director
effective November 1, 1997.
MANAGEMENT
A description of the responsibilities and method of compensation of the
funds' manager, American
STATEMENT OF ADDITIONAL INFORMATION 9
Century Investment Management, Inc., appears in the Prospectus under the
caption "Management."
During the past three fiscal years, the management fees were as follows:
<TABLE>
FUND Years Ended December 31,
- --------------------------------------------------------------------------------------------
1997 1996 1995
- --------------------------------------------------------------------------------------------
VP CAPITAL APPRECIATION
<S> <C> <C> <C>
Management Fees $ 10,378,643 $ 14,401,981 $ 12,365,098
Average Net Assets 1,041,484,038 1,444,414,188 1,245,866,500
VP BALANCED
Management Fees 2,346,313 1,832,133 1,222,757
Average Net Assets 234,698,258 185,726,034 126,219,800
VP ADVANTAGE
Management Fees 249,359 238,392 218,240
Average Net Assets 25,348,464 38,676,300 22,425,700
VP INTERNATIONAL
Management Fees 2,659,954 1,170,843 596,598
Average Net Assets 177,484,663 78,092,615 39,770,213
VP VALUE
Management Fees 985,657 62,187 --
Average Net Assets 98,518,788 9,241,069 --
- -------------------------------------------------------------------------------------------
</TABLE>
The management agreement shall continue in effect until the earlier of the
expiration of two years from the date of its execution or until the first
meeting of shareholders following such execution and for as long thereafter as
its continuance is specifically approved at least annually by (i) the funds'
Board of Directors, or by the vote of a majority of the outstanding votes (as
defined in the Investment Company Act), and (ii) by the vote of a majority of
the directors of the funds who are not parties to the agreement or interested
persons of the manager, cast in person at a meeting called for the purpose of
voting on such approval.
The management agreement provides that it may be terminated at any time
without payment of any penalty by the funds' Board of Directors, or by a vote of
a majority of the funds' shareholders, on 60 days' written notice to the
manager, and it shall be automatically terminated if it is assigned.
The management agreement provides that the manager shall not be liable to
the funds or their shareholders for anything other than willful misfeasance, bad
faith, gross negligence or reckless disregard of its obligations or duties.
The management agreement also provides that the manager and its officers,
directors and employees may engage in other business, devote time and attention
to any other business whether of a similar or dissimilar nature, and render
services to others.
Certain investments may be appropriate for the funds and also for other
clients advised by the manager. Investment decisions for the funds and other
clients are made with a view to achieving their respective investment objectives
after consideration of such factors as their current holdings, availability of
cash for investment and the size of their investment generally. A particular
security may be bought or sold for only one client or series, or in different
amounts and at different times for more than one but less than all clients or
series. In addition, purchases or sales of the same security may be made for two
or more clients or series on the same date. Such transactions will be allocated
among clients in a manner believed by the manager to be equitable to each. In
some cases this procedure could have an adverse effect on the price or amount of
the securities purchased or sold by a fund.
The manager may aggregate purchase and sale orders of the funds with
purchase and sale orders of its other clients when the manager believes that
such aggregation provides the best execution for the funds. The funds' Board of
Directors has approved the policy of the manager with respect to the aggregation
of portfolio transactions. Where portfolio transactions have been aggregated,
the funds participate at the average share price for all transactions in that
security on a given day and share transaction costs on a pro rata basis. The
manager will not aggregate portfolio transactions of the funds unless it
believes such aggregation is consistent with its duty to seek best execution on
behalf of the funds and the terms of the management agreement. The manager
receives no additional compensation or remuneration as a result of such
aggregation.
In addition to managing the funds, on February 28, 1998, the manager was
also acting as an investment adviser to 10 institutional accounts and to 12
registered investment companies--American Century Mutual Funds, Inc.; American
Century World Mutual Funds, Inc.; American Century Premium Reserves, Inc.;
American Century Variable Portfolios, Inc.; American Century Capital Portfolios,
Inc.; American Century
10 AMERICAN CENTURY INVESTMENTS
Municipal Trust; American Century Quantitative Equity Funds; American Century
International Bond Funds; American Century Investment Trust; American Century
Government Income Trust; American Century Target Maturities Trust; and American
Century California Tax-Free and Municipal Funds.
American Century Services Corporation provides physical facilities,
including computer hardware and software and personnel, for the day-to-day
administration of the funds and of the manager. The manager pays American
Century Services Corporation for such services.
As stated in the Prospectus, all of the stock of American Century Services
Corporation and American Century Investment Management, Inc. is owned by
American Century Companies, Inc.
CUSTODIANS
Chase Manhattan Bank, N.A., 770 Broadway, New York, New York 10036 serves as
custodian of the assets of the funds, except UMB Bank, N.A., 10th and Grand,
Kansas City, Missouri 64105 serves as custodian of VP International. The
custodians take no part in determining the investment policies of the funds or
in deciding which securities are purchased or sold by the funds. The funds,
however, may invest in certain obligations of the custodians and may purchase or
sell certain securities from or to the custodians.
INDEPENDENT AUDITORS
Deloitte & Touche LLP, 1010 Grand Avenue, Kansas City, Missouri 64106, are
the independent auditors of the funds. As the independent auditors of the funds,
Deloitte & Touche will provide services including (1) audit of the annual
financial statements, (2) assistance and consultation in connection with SEC
filings and (3) review of the annual federal income tax return filed for each
fund by American Century.
CAPITAL STOCK
The funds' capital stock is described in the Prospectus under the heading
"Further Information About American Century."
The corporation currently has six series of shares outstanding. The funds
may in the future issue one or more additional series of shares. The assets
belonging to each series of shares are held separately by the custodian and the
shares of each series represent a beneficial interest in the principal, earnings
and profits (or losses) of investments and other assets held for each series.
Your rights as a shareholder are the same for all other series of securities
unless otherwise stated. Within their respective series, all shares have equal
redemption rights. Each share, when issued, is fully paid and non-assessable.
Each share, irrespective of series, is entitled to one vote for each dollar of
net asset value applicable to such share on all questions.
In the event of complete liquidation or dissolution of the funds,
shareholders of each series of shares shall be entitled to receive, pro rata,
all of the assets less the liabilities of that series.
As of February 28, 1998, in excess of 5% of the outstanding shares of the
following funds were owned of record by:
Name of Fund Shareholder and Percentage
- ---------------------------------------------------------------------------
VP Capital Appreciation Nationwide Life Insurance Company
Columbus, Ohio -- 65.0%
Penn Mutual Life Insurance
Philadelphia, Pennsylvania -- 6.0%
Mutual of America
New York, New York -- 9.1%
Great-West Life and Annuity Company
Englewood, Colorado -- 7.8%
VP Advantage Nationwide Life Insurance Company
Columbus, Ohio -- 98.9%
VP Balanced Nationwide Life Insurance Company
Columbus, Ohio -- 78.2%
Lincoln National Life Insurance Company
Ft. Wayne, Indiana -- 11.0%
VP International Nationwide Life Insurance Company
Columbus, Ohio -- 87.0%
VP Value IDS Life Insurance Company
Minneapolis, Minnesota -- 55.6%
Nationwide Life Insurance Company
Columbus, Ohio -- 38.2%
- ---------------------------------------------------------------------------
All of such shares of the funds are held for the benefit of the holders of
variable life and variable annuity policies issued by such insurance companies.
Such shares are held in one or more accounts by entities controlled by such
insurance companies.
BROKERAGE
Under the terms of the management agreement between the funds and the
manager, the manager has
STATEMENT OF ADDITIONAL INFORMATION 11
the responsibility of selecting brokers to execute portfolio transactions. The
funds' policy is to secure the most favorable prices and execution of orders on
its portfolio transactions. So long as that policy is met, the manager may take
into consideration the factors indicated below in selecting brokers or dealers.
Equity Investments: Transactions in securities other than those for which an
exchange is the primary market may be done with dealers acting as principal or
market maker or with brokers. Transactions will be done on a brokerage basis
when the manager believes that the facilities, expert personnel and
technological systems of a broker enable American Century Variable Portfolios to
secure as good a net price as it would have received from a market maker.
American Century Variable Portfolios places most of its over-the-counter
transactions with market makers.
Fixed Income Investments: Purchases are made directly from issuers,
underwriters, broker-dealers or banks. In many transactions, the selection of
the broker-dealer is determined by the availability of the desired security and
its offering price. In other transactions, the selection is a function of the
selection of market and the negotiation of price, as well as the broker-dealer's
general execution, operational and financial capabilities in the type of
transaction involved.
The manager receives statistical and other information and services
(brokerage and research services) without cost from broker-dealers. The manager
evaluates such information and services, together with all other information
that it may have, in supervising and managing the investment portfolios of the
funds. Because such information and services may vary in amount, quality and
reliability, their influence in selecting brokers varies from none to very
substantial. The manager proposes to continue to place some of the brokerage
business with one or more brokers who provide information and services.
The brokerage and research services received by the manager may be used with
respect to one or more of the funds and/or the other funds and accounts over
which it has investment discretion, and not all of such services may be used by
the manager in managing the portfolios of the funds. Such information and
services are in addition to and not in lieu of the services required to be
performed for the funds by the manager. The manager does not utilize brokers
that provide such information and services for the purpose of reducing the
expense of providing required services to the funds.
Evaluation of the overall reasonableness of brokerage commissions is made by
the manager and reviewed by the Board of Directors of American Century Variable
Portfolios. In the years ended December 31, 1997, 1996 and 1995, the paid
brokerage commissions of each fund were as follows:
FUND Years Ended December 31,
- ----------------------------------------------------------------------------
1997 1996 1995
- ----------------------------------------------------------------------------
VP CAPITAL APPRECIATION $1,573,432 3,879,230 3,826,468
VP VALUE 466,557 25,821 --
VP BALANCED 294,313 235,149 153,670
VP ADVANTAGE 20,302 19,734 19,477
VP INTERNATIONAL 1,329,778 630,547 525,846
- ----------------------------------------------------------------------------
In 1997, $3,525,726 (96%) of the total brokerage commissions ($3,684,887)
were paid to brokers and dealers who provided information and services.
The brokerage commissions paid by the funds may exceed those which another
broker might have charged for effecting the same transactions because of the
value of the brokerage and research services provided by the broker. Factors
considered in such determinations are skill in execution of orders and the
quality of brokerage and research services received. Research services furnished
by brokers through whom the funds effect securities transactions may be used by
the manager in servicing all of its accounts, and not all such services may be
used by the manager in managing the portfolios of the funds.
The staff of the SEC has expressed the view that the best price and
execution of over-the-counter transactions in portfolio securities may be
secured by dealing directly with principal market makers, thereby avoiding the
payment of compensation to another broker. In certain situations, the officers
of the funds and the manager believe that the facilities, expert personnel and
technological systems of a broker enable the funds to secure as good a net price
by dealing with a broker instead of a principal market maker, even after payment
of the compensation to the broker. The funds normally place their
over-the-counter transactions with principal market makers but also may deal on
a brokerage basis when utilizing electronic trading networks or as circumstances
warrant.
12 AMERICAN CENTURY INVESTMENTS
REDEMPTIONS IN KIND
Shares will normally be redeemed for cash, although the corporation retains
the right to redeem its shares in kind under unusual circumstances, such as an
unusually large redemption, in order to protect the investments of the remaining
shareholders.
The corporation has elected to be governed by Rule 18f-1 under the
Investment Company Act of 1940, pursuant to which the funds are obligated to
redeem shares solely in cash up to the lesser of $250,000 or 1% of the net asset
value of a fund during any 90-day period for any one shareholder. Should
redemptions by any one contract owner exceed such limitation, the corporation
will have the option of redeeming the excess in cash or in kind. If shares are
redeemed in kind, the redeeming shareholder might incur brokerage costs in
converting the assets to cash. The securities delivered will be selected at the
sole discretion of the manager, and will not necessarily be representative of
the entire portfolio, and will be securities that the manager regards as least
desirable. The method of valuing portfolio securities used to make redemptions
in kind will be the same as the method of valuing portfolio securities described
in the Prospectus under the caption "How Share Price is Determined," and such
valuation will be made as of the same time the redemption price is determined.
HOLIDAYS
The funds do not determine the net asset value of their shares on days when
the New York Stock Exchange is closed. Currently, the Exchange is closed on
Saturdays, Sundays and holidays, namely New Year's Day, Martin Luther King Jr.
Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving and Christmas.
FINANCIAL STATEMENTS
The financial statements of the funds, including the Statements of Assets
and Liabilities and the Statements of Operations, for the fiscal year ended
December 31, 1997, and the Statements of Changes in Net Assets for the fiscal
years ended December 31, 1997, and 1996, are included in the Annual Report to
Shareholders for the fiscal year ended December 31, 1997. The reports on the
financial highlights for the fiscal years 1993, 1994, 1995 and 1996 are included
in the Annual Reports to Shareholders for the fiscal year ended December 31,
1996. Each such Annual Report is incorporated herein by reference. You may
receive copies of the Annual Report without charge upon request to the funds at
the address and telephone number shown on page 1 of this Statement of Additional
Information.
STATEMENT OF ADDITIONAL INFORMATION 13
P.O. BOX 419385
KANSAS CITY, MISSOURI
64141-6385
INSTITUTIONAL SERVICES:
1-800-345-3533 OR 816-531-5575
TELECOMMUNICATIONS DEVICE FOR THE DEAF:
1-800-345-1833 OR 816-444-3485
FAX: 816-340-4360
WWW.AMERICANCENTURY.COM
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