AMERICAN HIGH INCOME TRUST
485BPOS, 1998-11-24
Previous: AMERICAN HIGH INCOME TRUST, NSAR-B, 1998-11-24
Next: OAK TECHNOLOGY INC, SC 13D/A, 1998-11-24


 
                                                                     MARKED
                                                    SEC. File Nos. 33-17917 
                                                                   811-5364
                                                                             
                        SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
 
                                     FORM N-1A
                              Registration Statement
                                       Under
                             the Securities Act of 1933
   
                          Post-Effective Amendment No. 16
                                        and
                                Registration Statement
                                       Under
                         The Investment Company Act of 1940
                                   Amendment No. 19
    
                              AMERICAN HIGH-INCOME TRUST
                   (Exact Name of Registrant as specified in charter)
                                333 South Hope Street
                             Los Angeles, California 90071
                       (Address of principal executive offices)
 
                   Registrant's telephone number, including area code:
                                    (213) 486-9200
 
                            JULIE F. WILLIAMS, Secretary
                             American High-Income Trust
                                333 South Hope Street
                             Los Angeles, California 90071
                         (name and address of agent for service)
 
                                     Copies to:
                              Robert E. Carlson, Esq. 
                       PAUL, HASTINGS, JANOFSKY & WALKER LLP 
                               555 S. Flower Street
                            Los Angeles, CA 90071-2371
                           (Counsel for the Registrant)
   
                 Approximate date of proposed public offering:
It is proposed that this filing become effective on December 1, 1998, pursuant 
                       to paragraph (b) of rule 485.    
 
<PAGE>
 
 
                    [LOGO OF THE AMERICAN FUNDS GROUP(R)]
 
- --------------------------------------------------------------------------------
 
 
                                    American
                             High-Income Trust(SM)
 
                                   Prospectus
 
 
 
                                DECEMBER 1, 1998
 
THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED OF THESE
SECURITIES. FURTHER, IT HAS NOT DETERMINED THAT THIS PROSPECTUS IS TRUTHFUL OR
COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
 
<PAGE>
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
AMERICAN HIGH-INCOME TRUST
333 South Hope Street
Los Angeles, California 90071
 
TICKER SYMBOL: AHITX            NEWSPAPER ABBREV.: HI Tr            FUND NO.: 21
 
- --------------------------------------------------------------------------------
TABLE OF CONTENTS
 
<TABLE>
<S>                                                                     <C>
Risk/Return Summary                                                       2
 ............................................................................
Fees and Expenses of the Fund                                             5
 ............................................................................
Investment Objective, Strategies and Risks                                6
 ............................................................................
Important Recent Developments                                             9
 ............................................................................
Management and Organization                                              10
 ............................................................................
Shareholder Information                                                  12
 ............................................................................
Purchase and Exchange of Shares                                          13
 ............................................................................
Distribution Arrangements                                                16
 ............................................................................
Financial Highlights                                                     17
 ............................................................................
Appendix                                                                 18
</TABLE>
 
- ----------------------------------------------------------------------------
 
 
 
 21-010-1298/RRD
 
                                       AMERICAN HIGH-INCOME TRUST / PROSPECTUS 1
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------
RISK/RETURN SUMMARY
    
The fund seeks to provide you with a high level of current income and,
secondarily, capital appreciation. The fund seeks to achieve these objectives
by investing primarily in a broad range of lower quality, higher yielding debt
securities that also provide an opportunity to increase in value. Typically,
when an issuer's financial health improves, its bond rating is often upgraded
and as a result its value tends to rise.    
    
The fund is designed for investors seeking a high level of current income and
who are able to tolerate greater credit risk and price fluctuations than funds
investing in higher quality bonds. An investment in the fund is subject to
risks, including the possibility that the fund may decline in value in response
to certain events, such as changes in the market or general economy. The values
of debt securities may be affected by changing interest rates and credit
ratings. Lower quality and longer maturity bonds will be subject to greater
credit risk and price fluctuations than higher quality and shorter maturity
bonds. The prices of equity securities held by the fund may be affected by
events involving the issuers of these securities. Investing outside the U.S.
can also involve additional risks, such as currency fluctuations or political,
social and economic instability.    
    
You may lose money by investing in the fund. The likelihood of loss is greater
if you invest for a shorter period of time.    
    
Your investment in the fund is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency, entity or person.    
 
 2 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
INVESTMENT RESULTS
    
The following information illustrates how the fund's results may vary:    
 
                  [CHART SHOWING FUND'S RESULTS APPEARS HERE]
Here are the fund's results calculated without a sales charge on a calendar year
basis. (If a sales charge were included, results would be lower.)
   
<TABLE>
<CAPTION>
Measurement Period             FUND
(Fiscal Year Covered)         RESULTS
- -------------------          ----------
<S>                          <C>
Measurement Pt-  1989          5.63
FYE   1990                     0.07
FYE   1991                    32.36
FYE   1992                    14.29
FYE   1993                    17.22
FYE   1994                   - 5.11
FYE   1995                    20.68
FYE   1996                    13.75
FYE   1997                    12.2
</TABLE>
The fund's year-to-date return for the nine months ended September 30, 1998
was -3.82.
    
 The fund's highest/lowest quarterly results during this time period were:
    
 [X] HIGHEST 13.95% (quarter ended March 31, 1991)
 [X] LOWEST -6.81% (quarter ended September 30, 1990)
     
                                       AMERICAN HIGH-INCOME TRUST / PROSPECTUS 3
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
   
For periods ended December 31, 1997:
 
<TABLE>
<CAPTION>
AVERAGE                                             THE FUND WITH  CS FIRST
ANNUAL                                                 MAXIMUM    BOSTON HIGH
TOTAL                                               SALES CHARGE     YIELD
RETURN                                               DEDUCTED/1/   INDEX/2/
- ------------------------------------------------------------------------------
<S>                                                 <C>           <C>
One Year                                                6.87%       12.63%
 ..............................................................................
Five Years                                             10.28%       11.84%
 ..............................................................................
Lifetime/3/                                            11.11%       11.61%
</TABLE>
 
Yield/1/: 7.65%
(For current yield information, please call American FundsLine(R) at 1-800-325-
3590)
 
/1/ These fund results were calculated according to a formula which requires
    that the maximum sales charge of 4.75% be deducted. Results would be higher
    if they were calculated at net asset value.
/2/ The Credit Suisse First Boston High Yield Index is an unmanaged, trader-
    priced portfolio constructed to mirror the high yield debt market (revisions
    to the index are effected weekly). This index does not reflect sales
    charges, commissions or expenses.
/3/ The fund began investment operations on February 19, 1988.
 
 These results illustrate the potential fluctuations in the fund's results
 over shorter periods of time. Past results are not an indication of future
 results.
    
 4 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
- --------------------------------------------------------------------------------
FEES AND EXPENSES OF THE FUND
 
The following describes the fees and expenses that you may pay if you buy and
hold shares of the fund.
 
SHAREHOLDERS FEES
(fees paid directly from your investment)
<TABLE>
- --------------------------------------------------------------------------------
<S>                                                                 <C>
Maximum sales charge imposed on purchases
(as a percentage of offering price)                                 4.75%/1/
 ................................................................................
Maximum sales charge imposed on reinvested dividends                   0%
 ................................................................................
Maximum deferred sales charge                                          0%/2/
 ................................................................................
Redemption or exchange fees                                            0%
</TABLE>
 
/1/ Sales charges are reduced or eliminated for larger purchases.
 
/2/ A contingent deferred sales charge of 1% applies on certain redemptions made
    within 12 months following any purchases you made without a sales charge.
   
ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from the fund assets)
<TABLE>
- --------------------------------------------------------------------------------
<S>                                                                  <C>
Management Fees                                                       0.46%
 ...............................................................................
Service (12b-1) Fees                                                  0.25%*
 ...............................................................................
Other Expenses                                                        0.10%
 ...............................................................................
Total Annual Fund Operating Expenses                                  0.81%
</TABLE>
    
*12b-1 expenses may not exceed 0.30% of the fund's average net assets annually.
 
EXAMPLE
 
This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds.
 
The Example assumes that you invest $10,000 in the fund for the time periods
indicated and then redeem all of your shares at the end of those periods. The
Example also assumes that your investment has a 5% return each year and that
the fund's operating expenses remain the same. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:
- --------------------------------------------------------------------------------
   
<TABLE>
<S>                                                                 <C>
One year                                                            $  554
 ................................................................................
Three years                                                         $  721
 ................................................................................
Five years                                                          $  903
 ................................................................................
Ten years                                                           $1,429
</TABLE>
     
                                       AMERICAN HIGH-INCOME TRUST / PROSPECTUS 5
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
- --------------------------------------------------------------------------------
   
INVESTMENT OBJECTIVES, STRATEGIES AND RISKS    
   
The fund's primary investment objective is to provide you with a high level of
current income. Its secondary investment objective is capital appreciation.
Normally, the fund invests primarily in lower quality debt securities (rated Ba
or BB or below), including those of non-U.S. issuers. The fund may also invest
in equity securities that provide an opportunity for capital appreciation.    
   
The values of debt securities held by the fund may be affected by factors such
as changing credit ratings, interest rates, and effective maturities. For exam-
ple, the values of lower quality and longer maturity bonds will be subject to
greater credit risk and price fluctuations than higher quality and shorter ma-
turity bonds. In addition, values of bonds in the fund's portfolio generally
will decline when interest rates rise and vice versa. The prices of non-U.S.
securities can decline in response to various factors, including currency fluc-
tuations, political, social and economic instability, differing securities reg-
ulations, and administrative difficulties, such as delays in clearing and set-
tling portfolio transactions. In addition, the prices of securities held by the
fund may decline in response to certain events including those directly involv-
ing issuers of these securities, adverse conditions affecting the general econ-
omy, or overall market declines. The fund may also hold cash and cash equiva-
lents, for example, in response to abnormal market conditions. The extent of
the fund's cash position will depend on market conditions, fund purchases and
redemptions, and other factors. This may detract from the achievement of the
fund's objective over the short term, or it may protect the fund during a mar-
ket downturn.    
 
The fund relies on the professional judgment of its investment adviser, Capital
Research and Management Company, to make decisions about the fund's portfolio
securities. The basic investment philosophy of Capital Research and Management
Company is to seek undervalued securities that represent good long-term invest-
ment opportunities.
 
 6 AMERICAN HIGH-INTEREST TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
   
ADDITIONAL INVESTMENT RESULTS
 
The following additional investment results are for periods ended December 31,
1997:
 
<TABLE>
<CAPTION>
AVERAGE                                          SALOMON SMITH
ANNUAL                  THE FUND                 BARNEY BROAD
TOTAL                    WITH NO       LIPPER  INVESTMENT GRADE
RETURN                SALES CHARGE/1/ INDEX/2/     INDEX/3/     CPI/4/
- -------------------------------------------------------------------------------
<S>                   <C>             <C>      <C>              <C>
One Year                  12.20%       13.17%       9.64%       1.70%
 ...............................................................................
Five Years                11.37%       11.62%       7.53%       2.60%
 ...............................................................................
Lifetime/5/               11.66%       10.43%       8.84%       3.40%
</TABLE>
 
/1/ These fund results were calculated according to a formula that is required
    for all stock and bond funds.
/2/ The Lipper High Current Yield Bond Funds Index represents an equally
    weighted performance index adjusted for capital gain distributions and
    income dividends of the largest qualifying funds in this objective. This
    index is unmanaged and does not reflect sales charges, commissions or
    expenses.
/3/ The Salomon Smith Barney Broad Investment-Grade Bond Index represents a
    market capitalization-weighted index that includes U.S. Treasury, Government
    -sponsored, mortgage, and investment-grade fixed-rate corporates (BBB-/Baa3)
    with a maturity of one to ten years. This index is unmanaged and does not
    reflect sales charges, commissions or expenses.
/4/ The Consumer Price Index is a measure of inflation and is computed from data
    supplied by the U.S. Department of Labor, Bureau of Labor Statistics.
/5/ The fund began investment operations on February 19, 1988.
    
                                       AMERICAN HIGH-INCOME TRUST / PROSPECTUS 7
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
   
 The following chart illustrates the portfolio composition
 of the fund as of the end of its fiscal year, September 30,
 1998.
 
<TABLE>
<S>                                  <C>      <C>
                                              [PIE CHART APPEARS HERE]
U.S. CORPORATE BONDS                  70.6%
 .............................................
NON-U.S. CORPORATE BONDS              16.9
 .............................................
CASH & EQUIVALENTS                     6.2
 .............................................
U.S. TREASURIES                        1.8
 .............................................
NON-U.S. GOVERNMENT BONDS              1.9
 .............................................
STOCKS                                 1.8
 .............................................
MORTGAGE- & ASSET-BACKED BONDS         0.8
 .............................................
 
 
BOND HOLDINGS BY QUALITY CATEGORY
- ---------------------------------
See the Appendix for a description of quality ratings
 
                                              [PIE CHART APPEARS HERE]
Aaa/AAA                                1.8%
 .............................................
A/A                                    0.2
 .............................................
Baa/BBB                                1.8
 .............................................
Ba/BB                                 19.0
 .............................................
B/B                                   56.8
 .............................................
Caa/CCC                               12.3
 .............................................
CC                                     0.1
 .............................................
</TABLE>
 
<TABLE>
<CAPTION> 
                                                                   PERCENT OF
  TEN LARGEST HOLDINGS BY ISSUER                                   NET ASSETS
  ------------------------------------------------------------------------------
  <S>                                                              <C> 
  NEXTEL                                                              4.0%
  ..............................................................................
  INTEGRATED HEALTH SERVICES                                          2.5
  ..............................................................................
  FOX/LIBERTY NETWORKS                                                2.0
  ..............................................................................
  OMNIPOINT                                                           2.0
  ..............................................................................
  CBS                                                                 1.7
  ..............................................................................
  FALCON HOLDING                                                      1.7
  ..............................................................................
  CLEARNET COMMUNICATIONS                                             1.5
  ..............................................................................
  CHANCELLOR MEDIA                                                    1.5
  ..............................................................................
  CONTAINER CORP. OF AMERICA                                          1.4
  ..............................................................................
  COLT TELECOM                                                        1.4
</TABLE>
 
 Because the fund is actively managed, its holdings will
 change from time to time.
    
 8 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------
IMPORTANT RECENT DEVELOPMENTS
 
YEAR 2000
 
The date-related computer issue known as the "Year 2000 problem" could have an
adverse impact on the quality of services provided to the fund and its
shareholders. However, the fund understands that its key service providers --
including the investment adviser and its affiliates -- are taking steps to
address the issue. In addition, the Year 2000 problem may adversely affect the
issuers in which the fund invests. For example, issuers may incur substantial
costs to address the problem. They may also suffer losses caused by corporate
and governmental data processing errors. The fund and its investment adviser
will continue to monitor developments relating to this issue.
   
EURO INTRODUCTION
 
On January 1, 1999, the European Union will introduce a single European
currency, the Euro. The first group of countries that will begin to convert
their currencies to the Euro include Austria, Belgium, Finland, France,
Germany, Ireland, Italy, Luxembourg, the Netherlands, Portugal, and Spain. The
expected introduction of the Euro presents unique uncertainties, including:
whether the payment and operational systems of banks and other financial
institutions will be ready by the scheduled launch date; the legal treatment of
certain outstanding financial contracts after January 1, 1999 that refer to
existing currencies rather than the Euro; and the creation of suitable clearing
and settlement payment systems for the new currency. These or other factors,
including political and economic risks, could cause market disruptions before
or after the introduction of the Euro. The fund understands that the investment
adviser and other key service providers are taking steps to address Euro-
related issues.    
 
                                       AMERICAN HIGH-INCOME TRUST / PROSPECTUS 9
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
- --------------------------------------------------------------------------------
MANAGEMENT AND ORGANIZATION
 
INVESTMENT ADVISER
 
Capital Research and Management Company, an experienced investment management
organization founded in 1931, serves as investment adviser to the fund and
other funds, including those in The American Funds Group. Capital Research and
Management Company, a wholly owned subsidiary of The Capital Group Companies,
Inc., is headquartered at 333 South Hope Street, Los Angeles, CA 90071. Capital
Research and Management Company manages the investment portfolio and business
affairs of the fund. The total management fee paid by the fund, as a percentage
of average net assets, for the previous fiscal year is indicated earlier under
"Fees and Expenses of the Fund."
 
Capital Research and Management Company and its affiliated companies have
adopted a personal investing policy that is consistent with the recommendations
contained in the May 9, 1994 report issued by the Investment Company
Institute's Advisory Group on Personal Investing. This policy has also been
incorporated into the fund's code of ethics.
 
MULTIPLE PORTFOLIO COUNSELOR SYSTEM
 
Capital Research and Management Company uses a system of multiple portfolio
counselors in managing mutual fund assets. Under this system the portfolio of a
fund is divided into segments which are managed by individual counselors.
Counselors decide how their respective segments will be invested (within the
limits provided by a fund's objective(s) and policies and by Capital Research
and Management Company's investment committee). In addition, Capital Research
and Management Company's research professionals may make investment decisions
with respect to a portion of a fund's portfolio. The primary individual
portfolio counselors for American High-Income Trust are listed on the following
page.
 
10 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------
   
<TABLE>
<CAPTION>
                                                           APPROXIMATE
                                                      YEARS OF EXPERIENCE AS
                                                                AN
                                                     INVESTMENT PROFESSIONAL
                                                            (INCLUDING
                                                          THE LAST FIVE
                                                              YEARS)
                                                     ..........................
 
                                   YEARS OF EXPERIENCE
   PORTFOLIO                               AS          WITH CAPITAL
  COUNSELORS                       PORTFOLIO COUNSELOR RESEARCH AND
 FOR AMERICAN                      FOR AMERICAN HIGH-   MANAGEMENT
     HIGH-                            INCOME TRUST      COMPANY OR
 INCOME TRUST    PRIMARY TITLE(S)     (APPROXIMATE)     AFFILIATES   TOTAL YEARS
 -------------------------------------------------------------------------------
 <S>            <C>                <C>                 <C>           <C>
 ABNER D.       President and      1 year              31 years      47 years
 GOLDSTINE      Director
                of the fund.
                Senior Vice
                President and
                Director, Capital
                Research and
                Management Company
 -------------------------------------------------------------------------------
 DAVID C.       Executive Vice     9 years             11 years      17 years
 BARCLAY        President
                of the fund. Vice
                President, Capital
                Research and
                Management Company
 -------------------------------------------------------------------------------
 SUSAN M.       Vice President of  5 years             9 years       10 years
 TOLSON         the fund. Senior 
                Vice President and
                Director, Capital
                Research
                Company*
- --------------------------------------------------------------------------------
    * Company affiliated with Capital Research and Management Company.
</TABLE>
    
 
                                      AMERICAN HIGH-INCOME TRUST / PROSPECTUS 11
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
- --------------------------------------------------------------------------------
SHAREHOLDER INFORMATION
 
SHAREHOLDER SERVICES
American Funds Service Company, the fund's transfer agent, offers you a wide
range of services you can use to alter your investment program should your
needs and circumstances change. These services are available only in states
where they may be legally offered and may be terminated or modified at any time
upon 60 days written notice. For your convenience, American Funds Service
Company has four service centers across the country.
 
                  AMERICAN FUNDS SERVICE COMPANY SERVICE AREAS
 
                    CALL TOLL-FREE FROM ANYWHERE IN THE U.S.
                             (8 A.M. TO 8 P.M. ET):
                                  800/421-0180
 
                           [map of the United States] 
 
<TABLE>
      <S>                <C>                <C>                  <C>
      WESTERN SERVICE    WESTERN CENTRAL    EAST CENTRAL         EASTERN SERVICE
      CENTER             SERVICE CENTER     SERVICE CENTER       CENTER
      American Funds     American Funds     American Funds       American Funds
      Service Company    Service Company    Service Company      Service Company
      P.O. Box 2205      P.O. Box 659522    P.O. Box 6007        P.O. Box 2280
      Brea, California   San Antonio,       Indianapolis,        Norfolk, Virginia
      92822-2205         Texas              Indiana              23501-2280
      Fax: 714/671-7080  78265-9522         46206-6007           Fax: 757/670-4773
                         Fax: 210/474-4050  Fax: 317/735-6620
</TABLE>
 
 
A COMPLETE DESCRIPTION OF THE SERVICES WE OFFER IS DESCRIBED IN THE FUND'S
STATEMENT OF ADDITIONAL INFORMATION. In addition, an easy-to-read guide to
owning a fund in The American Funds Group titled "Welcome to the Family" is
sent to new shareholders and is available by writing or calling American Funds
Service Company.
   
You may invest in the fund through various retirement plans. However, some re-
tirement plans or accounts held by investment dealers may not offer certain
services. If you have any questions, please contact your plan administrator/
trustee or dealer.    
 
12 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
- --------------------------------------------------------------------------------
PURCHASE AND EXCHANGE OF SHARES
 
PURCHASE
 
Generally, you may open an account by contacting any investment dealer
authorized to sell the fund's shares. You may purchase additional shares using
various options described in the statement of additional information and
"Welcome to the Family."
 
EXCHANGE
 
You may exchange your shares into other funds in The American Funds Group gen-
erally without a sales charge. Exchanges of shares from the money market funds
initially purchased without a sales charge generally will be subject to the ap-
propriate sales charge. Exchanges have the same tax consequences as ordinary
sales and purchases. See "Transactions by Telephone..." for information regard-
ing electronic exchanges.
 
THE FUND AND AMERICAN FUNDS DISTRIBUTORS, THE FUND'S PRINCIPAL UNDERWRITER, RE-
SERVE THE RIGHT TO REJECT ANY PURCHASE ORDER FOR ANY REASON. ALTHOUGH THERE IS
CURRENTLY NO SPECIFIC LIMIT ON THE NUMBER OF EXCHANGES YOU CAN MAKE IN A PERIOD
OF TIME, THE FUND AND AMERICAN FUNDS DISTRIBUTORS RESERVE THE RIGHT TO REJECT
ANY PURCHASE ORDER AND MAY TERMINATE THE EXCHANGE PRIVILEGE OF ANY INVESTOR
WHOSE PATTERN OF EXCHANGE ACTIVITY THEY HAVE DETERMINED INVOLVES ACTUAL OR PO-
TENTIAL HARM TO THE FUND.
 
INVESTMENT MINIMUMS
<TABLE>
- ---------------------------------------------------------------------------
<S>                                                                  <C>
To establish an account                                              $1,000
 For a retirement plan account                                       $  250
 For a retirement plan account through payroll deduction             $   25
To add to an account                                                 $   50
 For a retirement plan account through payroll deduction             $   25
</TABLE>
 
SHARE PRICE
 
The fund calculates its share price, also called net asset value, as of 4:00
p.m. New York time, which is the normal close of trading on the New York Stock
Exchange, every day the Exchange is open. In calculating net asset value, mar-
ket prices are used when available. If a market price for a particular security
is not available, the fund will determine the appropriate price for the securi-
ty.
 
Your shares will be purchased at the offering price, or sold at the net asset
value, next determined after American Funds Service Company receives and ac-
cepts your request. The offering price is the net asset value plus a sales
charge, if applicable.
 
                                      AMERICAN HIGH-INCOME TRUST / PROSPECTUS 13
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
SALES CHARGE
 
A sales charge may apply to your purchase. Your sales charge may be reduced for
larger purchases as indicated below.
<TABLE>
<CAPTION>
                                 SALES CHARGE AS A PERCENTAGE OF
                                 ...............................
                                                    NET        DEALER CONCESSION
                                   OFFERING        AMOUNT           AS % OF
INVESTMENT                          PRICE         INVESTED      OFFERING PRICE
- -------------------------------------------------------------------------------
<S>                                <C>            <C>          <C>
Less than $25,000                    4.75%         4.99%             4.00%
 ...............................................................................
$25,000 but less than $50,000        4.50%         4.71%             3.75%
 ...............................................................................
$50,000 but less than $100,000       4.00%         4.17%             3.25%
 ...............................................................................
$100,000 but less than $250,000      3.50%         3.63%             2.75%
 ...............................................................................
$250,000 but less than $500,000      2.50%         2.56%             2.00%
 ...............................................................................
$500,000 but less than $1 million    2.00%         2.04%             1.60%
 ...............................................................................
$1 million or more and certain 
other investments described below  see below     see below         see below
</TABLE> 
 
PURCHASES NOT SUBJECT TO SALES CHARGE
 
Investments of $1 million or more and investments made by employer-sponsored
defined contribution-type plans with 100 or more eligible employees are sold
with no initial sales charge. A 1% CONTINGENT DEFERRED SALES CHARGE MAY BE
IMPOSED ON CERTAIN REDEMPTIONS BY ACCOUNTS THAT INVEST WITH NO INITIAL SALES
CHARGE (OTHER THAN EMPLOYER-SPONSORED PLANS), IF REDEMPTIONS ARE MADE WITHIN
ONE YEAR OF PURCHASE. A dealer concession of up to 1% may be paid by the fund
under its Plan of Distribution and/or by American Funds Distributors on
investments made with no initial sales charge.
 
REDUCING YOUR SALES CHARGE
 
You and your immediate family may combine investments to reduce your sales
charge. 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 com-
bination of the methods described in the statement of additional information or
"Welcome to the Family."
 
PLAN OF DISTRIBUTION
 
The fund has a Plan of Distribution or "12b-1 Plan" under which it may finance
activities primarily intended to sell shares, provided the categories of ex-
penses are approved in advance by the fund's board of trustees. Up to 0.25% of
average net assets is paid annually to qualified dealers for providing certain
services
 
14 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
pursuant to the fund's Plan of Distribution. The 12b-1 fee paid by the fund, as
a percentage of average net assets, for the previous fiscal year is indicated
earlier under "Fees and Expenses of the Fund." Since these fees are paid out of
the fund's assets on an ongoing basis, over time they will increase the cost of
an investment and may cost you more than paying higher initial sales charges.
 
OTHER COMPENSATION TO DEALERS
 
American Funds Distributors may provide additional compensation to, or sponsor
informational meetings for, dealers as described in the statement of additional
information.
 
HOW TO SELL SHARES
 
Once a sufficient period of time has passed to reasonably assure that checks or
drafts (including certified or cashiers' checks) for shares purchased have
cleared (normally 15 calendar days), you may sell (redeem) those shares in any
of the following ways:
 
 THROUGH YOUR DEALER (CERTAIN CHARGES MAY APPLY)
 
 . Shares held for you in your dealer's name must be sold through the dealer.
 
 WRITING TO AMERICAN FUNDS SERVICE COMPANY
 
 . Requests must be signed by the registered shareholder(s).
 
 . A signature guarantee is required if the redemption is:
 
  -- Over $50,000;
 
  -- Made payable to someone other than the registered shareholder(s); or
 
  -- Sent to an address other than the address of record, or an address of
    record which has been changed within the last 10 days.
 
 . Additional documentation may be required for sales of shares held in corpo-
   rate, partnership or fiduciary accounts.
 
 TELEPHONING OR FAXING AMERICAN FUNDS SERVICE COMPANY, OR BY USING AMERICAN
 FUNDSLINE(R) OR AMERICAN FUNDSLINE ONLINE(R):
 
 . Redemptions by telephone or fax (including American FundsLine and American
   FundsLine OnLine) are limited to $50,000 per shareholder each day.
 
 . Checks must be made payable to the registered shareholder(s).
 
 . Checks must be mailed to an address of record that has been used with the
   account for at least 10 days.
 
                                      AMERICAN HIGH-INCOME TRUST / PROSPECTUS 15
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
TRANSACTIONS BY TELEPHONE, FAX, AMERICAN FUNDSLINE, OR AMERICAN FUNDSLINE
ONLINE
 
Generally, you are automatically eligible to use these services for redemptions
and exchanges unless you notify us in writing that you do not want any or all
of these services. You may reinstate these services at any time.
 
Unless you decide not to have telephone, fax, or computer services on your ac-
count(s), 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 liabilities (including attorney fees) which may
be incurred in connection with the exercise of these privileges, provided Amer-
ican Funds Service Company employs reasonable procedures to confirm that the
instructions received from any person with appropriate account information are
genuine. If reasonable procedures are not employed, the fund may be liable for
losses due to unauthorized or fraudulent instructions.
- --------------------------------------------------------------------------------
DISTRIBUTION ARRANGEMENTS
 
DIVIDENDS AND DISTRIBUTIONS
 
The fund declares dividends from its net investment income daily and distri-
butes the accrued dividends to you each month. Capital gains, if any, are usu-
ally distributed in December.
 
You may elect to reinvest dividends and/or capital gain distributions to pur-
chase additional shares of this fund or any other fund in The American Funds
Group or you may elect to receive them in cash.
 
TAX CONSEQUENCES
 
Dividends derived from taxable interest income, distributions of capital gains
and dividends on gains from the disposition of certain market discount bonds
will not be exempt from federal, state or local income tax.
 
Dividends and capital gains are generally taxable whether they are reinvested
or received in cash -- unless you are exempt from taxation or entitled to tax
deferral. Capital gains may be taxed at different rates depending on the length
of time the fund holds its assets.
 
You must provide the fund with a certified correct taxpayer identification num-
ber (generally your Social Security Number) and certify that you are not sub-
ject to backup withholding. If you fail to do so, the IRS can require the fund
to
 
16 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
withhold 31% of your taxable distributions and redemptions. Federal law also
requires the fund to withhold 30% of the applicable tax treaty rate from divi-
dends paid to certain non-resident alien, non-U.S. partnership and non-U.S.
corporation shareholder accounts.
 
Please see the statement of additional information, "Welcome to the Family,"
and your tax adviser for further information.
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
The financial highlights table is intended to help you understand the fund's
financial results for the past five years. Certain information reflects finan-
cial results for a single fund share. The total returns in the table represent
the rate that an investor would have earned or lost on an investment in the
fund (assuming reinvestment of all dividends and distributions). This informa-
tion has been audited by Deloitte & Touche LLP, whose report, along with the
fund's financial statements, are included in the statement of additional infor-
mation, which is available upon request.
   
<TABLE>
<CAPTION>
                                          YEAR ENDED SEPTEMBER 30
                                          .......................
                                     1998     1997    1996    1995    1994
                        --------------------------------------------------------
<S>                                 <C>      <C>     <C>     <C>     <C>
Net Asset Value,
Beginning of Period                  $15.69  $14.86  $14.30  $13.97  $15.18
- --------------------------------------------------------------------------------
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income                  1.30    1.26    1.29    1.33    1.25
 ................................................................................
Net gains or losses on securities
(both realized and unrealized)        (1.60)    .83     .59     .39    (.99)
 ................................................................................
Total from investment operations       (.30)   2.09    1.88    1.72     .26
- --------------------------------------------------------------------------------
LESS DISTRIBUTIONS:
Dividends (from net
investment income)                    (1.30)  (1.24)  (1.32)  (1.32)  (1.21)
 ................................................................................
Distributions (from capital gains)     (.34)   (.02)     --    (.07)   (.26)
 ................................................................................
Total distributions                   (1.64)  (1.26)  (1.32)  (1.39)  (1.47)
- --------------------------------------------------------------------------------
Net Asset Value,
End of Period                        $13.75  $15.69  $14.86  $14.30  $13.97
 ................................................................................
Total Return/1/                     (2.40)%  14.66%  13.68%  13.34%   1.60%
- --------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
(in millions)                        $2,360  $2,108  $1,547  $1,111    $835
 ................................................................................
Ratio of expenses to
average net assets                     .81%    .82%    .87%    .89%    .86%
 ................................................................................
Ratio of net income
to average net assets                 8.76%   8.35%   8.90%   9.72%   8.63%
 ................................................................................
Portfolio turnover rate              54.63%  53.55%  39.74%  29.56%  42.03%
</TABLE>
    
/1/ Excludes maximum sales charge of 4.75%.
 
                                      AMERICAN HIGH-INCOME TRUST / PROSPECTUS 17
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
- --------------------------------------------------------------------------------
APPENDIX
 
Moody's Investors Service, Inc. rates the long-term debt securities issued by
various entities in categories ranging from "Aaa" to "C," according to quality
as described below.
 
"Aaa -- Best quality. These securities carry the smallest degree of investment
risk and are generally referred to as "gilt edge." Interest payments are pro-
tected by a large, or by an exceptionally stable margin and principal is se-
cure. While the various protective elements are likely to change, such changes
as can be visualized are most unlikely to impair the fundamentally strong posi-
tion of such shares."
 
"Aa -- High quality by all standards. They are rated lower than the best bond
because margins of protection may not be as large as in Aaa securities, fluctu-
ation of protective elements may be of greater amplitude, or there may be other
elements present which make the long-term risks appear somewhat greater."
 
"A -- Upper medium grade obligations. These bonds possess many favorable in-
vestment attributes. Factors giving security to principal and interest are con-
sidered adequate, but elements may be present which suggest a susceptibility to
impairment sometime in the future."
 
"Baa -- Medium grade obligations. Interest payments and principal security ap-
pear 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 -- Have speculative elements; future cannot be considered as well assured.
The protection of interest and principal payments may be very moderate and
thereby not well safeguarded during both good and bad times over the future.
Bonds in this class are characterized by uncertainty of position."
 
"B -- Generally lack characteristics of the desirable investment; assurance of
interest and principal payments or of maintenance of other terms of the con-
tract over any long period of time may be small."
 
"Caa -- Of poor standing. Issues may be in default or there may be present ele-
ments of danger with respect to principal or interest."
 
"Ca -- Speculative in a high degree; often in default of having other marked
shortcomings."
 
18 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
- --------------------------------------------------------------------------------
 
"C -- Lowest rated class of bonds; can be regarded as having extremely poor
prospects of ever attaining any real investment standing."
 
Standard & Poor's rates the long-term debt securities issued by various enti-
ties in categories ranging from "AAA" to "D," according to quality as described
below.
 
"AAA -- Highest rating. Capacity to pay interest and repay principal is ex-
tremely strong."
 
"AA -- High grade. Very strong capacity to pay interest and repay principal.
Generally, these bonds differ from AAA issues only in a small degree."
 
"A -- Have a strong capacity to pay interest and repay principal, although they
are somewhat more susceptible to the adverse effects of change in circumstances
and economic conditions, than debt in higher rated categories."
 
"BBB -- Regarded as having adequate capacity to pay interest and repay princi-
pal. These bonds normally exhibit adequate protection parameters, but adverse
economic conditions or changing circumstances are more likely to lead to a
weakened capacity to pay interest and repay principal than for debt in higher
rated categories."
 
"BB, B, CCC, CC, C -- Regarded, on balance, as predominantly speculative with
respect to capacity to pay interest and repay principal in accordance with the
terms of the obligation. BB indicates the lowest degree of speculation and C
the highest degree of speculation. While such debt will likely have some qual-
ity and protective characteristics, these are outweighed by large uncertainties
or major risk exposures to adverse conditions."
 
"C1 -- Reserved for income bonds on which interest is being paid."
 
"D -- In default and payment of interest and/or repayment of principal is in
arrears."
 
                                      AMERICAN HIGH-INCOME TRUST / PROSPECTUS 19
 
<PAGE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
 
- --------------------------------------------------------------------------------
NOTES
 
20 AMERICAN HIGH-INCOME TRUST / PROSPECTUS
 
 
<PAGE>
 
 
- --------------------------------------------------------------------------------
NOTES
 
                                      AMERICAN HIGH-INCOME TRUST / PROSPECTUS 21
 
<PAGE>
 
- ------------------------------------------------------------------------------- 
<TABLE>
<CAPTION>
  FOR SHAREHOLDER           FOR RETIREMENT PLAN                   FOR DEALER
  SERVICES                  SERVICES                              SERVICES
  <S>                       <C>                                   <C>
  American Funds            Call your employer or                 American Funds
  Service Company           plan administrator                    Distributors
  800/421-0180                                                    800/421-9900 ext. 11
</TABLE>
 
                            FOR 24-HOUR INFORMATION
<TABLE>
<S>                                               <C>
     American                                     American Funds
     FundsLine(R)                                 Internet Web site
     800/325-3590                                 http://www.americanfunds.com
</TABLE>
 
 Telephone conversations may be recorded or monitored for
 verification, recordkeeping and quality assurance purposes.
 ------------------------------------------------------------
 MULTIPLE TRANSLATIONS
 
 This prospectus may be translated into other languages. If
 there are any inconsistencies or ambiguities, the English
 text will prevail.
 ------------------------------------------------------------
 OTHER FUND INFORMATION
 
 ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS
 
 Contains additional information about the fund including
 financial statements, investment results, portfolio
 holdings, a statement from portfolio management discussing
 market conditions and the fund's investment strategies, and
 the independent accountants' report (in the annual report).
 
 STATEMENT OF ADDITIONAL INFORMATION (SAI)
 
 Contains more detailed information on all aspects of the
 fund, including the fund's financial statements.
 
 A current SAI has been filed with the Securities and
 Exchange Commission ("SEC") and is incorporated by
 reference into this prospectus. The SAI and other related
 materials about the fund are available for review or to be
 copied at the SEC's Public Reference Room (1-800-SEC-0330)
 or on the SEC's Internet Web site at http://www.sec.gov.
 
 CODE OF ETHICS
 
 Includes a description of the fund's personal investing
 policy.
 
 To request a free copy of any of the documents above:
 
   Call American Funds   or      Write to the Secretary of
   Service Company               the fund
   800/421-0180 ext. 1           333 South Hope Street
                                 Los Angeles, California
                                 90071
 
                                           [RECYCLE LOGO]
 Investment Company File No. 811-5364      Printed on recycled paper
- ------------------------------------------------------------------------------- 
 
 
<PAGE>
 
                           AMERICAN HIGH-INCOME TRUST
 
                                     Part B
                      Statement of Additional Information
 
                                December 1, 1998
 
 This document is not a prospectus but should be read in conjunction with a
current prospectus dated December 1, 1998 of American High-Income Trust (the
"fund").  A prospectus may be obtained from your investment dealer or financial
planner or by writing to the fund at the following address:
 
                           American High-Income Trust
                             Attention:  Secretary
                             333 South Hope Street
                             Los Angeles, CA  90071
                                  (213) 486-9200
 
 Shareholders who purchase shares at net asset value through employer-sponsored
defined contribution 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>          
Certain Investment Limitations                                  2           
 
Description of Securities and Investment Techniques             2           
 
Investment Restrictions                                         8           
 
Fund Organization                                              10           
 
Fund Officers and Trustees                                     11           
 
Management                                                     14           
 
Dividends, Distributions and Federal Taxes                     17           
 
Purchase of Shares                                             20           
 
Selling Shares                                                 26           
 
Shareholder Account Services and Privileges                    27           
 
Execution of Portfolio Transactions                            29           
 
General Information                                            30           
 
Investment Results and Related Statistics                      32           
 
Appendix                                                       37           
 
Financial Statements                                           Attached     
 
</TABLE>
 
                         CERTAIN INVESTMENT LIMITATIONS
 
 The following limitations and guidelines are considered at the time of
purchase, under normal market conditions, and are based on a percentage of the
fund's net assets unless otherwise noted.  This summary is not intended to
reflect all of the fund's investment limitations.
 
DEBT SECURITIES
   
- - The fund will invest at least 65% of its assets in high-yield, high-risk
bonds (rated Ba or below by Moody's Investor Service, Inc. and BB or below by
Standard & Poor's Corporation or unrated but determined to be of equivalent
quality) and other similar securities including preferred stock.    
 
EQUITY SECURITIES AND SECURITIES WITH DEBT AND EQUITY CHARACTERISTICS
 
- -     The fund may invest up to 25% of its assets in equity securities
(including common stocks) and securities with a combination of debt and equity
characteristics (including preferred stocks and convertible debentures).
 
NON-U.S. SECURITIES
 
- -     The fund may invest up to 25% of its assets in securities of issuers
domiciled outside the U.S.
 
              DESCRIPTION OF SECURITIES AND INVESTMENT TECHNIQUES
 
 The descriptions below are intended to supplement the material in the
prospectus under "Investment Objective, Strategies and Risks."
DEBT SECURITIES - Bonds and other debt securities are used by issuers to borrow
money. Issuers pay investors interest and generally must repay the amount
borrowed at maturity. Some debt securities, such as zero coupon bonds, do not
pay current interest but are purchased at a discount from their face values.
The prices of debt securities fluctuate depending on such factors as interest
rates, credit quality, and maturity. In general their prices decline when
interest rates rise and vice versa.
   
 The fund may invest its assets in debt securities rated Ba and BB or below by
Moody's or S&P or in unrated securities that are determined to be of equivalent
quality. High-yield, high-risk bonds are described by the ratings agencies as
speculative and involve greater risk of default or price changes due to changes
in the issuer's creditworthiness than higher rated bonds, or they may already
be in default. The market prices of these securities may fluctuate more than
higher quality securities and may decline significantly in periods of general
economic difficulty. It may be more difficult to dispose of, or to determine
the value of, high-yield, high-risk bonds.     
   
 The fund may invest in bonds rated as low as C by Moody's or D by S&P. See the
Appendix in the Prospectus for a complete description of the bond ratings.    
   
CERTAIN RISK FACTORS RELATING TO HIGH-YIELD, HIGH-RISK BONDS    
   
SENSITIVITY TO INTEREST RATE AND ECONOMIC CHANGES -- High-yield, high-risk
bonds can be  sensitive to adverse economic changes and political and corporate
developments and may be less sensitive to interest rate changes. During an
economic downturn or substantial period of rising interest rates, highly
leveraged issuers may experience financial stress that would adversely affect
their ability to service their principal and interest payment obligations, to
meet projected business goals, and to obtain additional financing.  In
addition, periods of economic uncertainty and changes can be expected to result
in increased volatility of market prices and yields of high-yield, high-risk
bonds.  A high-yield, high-risk bond's value will decrease in a rising interest
rate market, as will the value of the fund's assets.     
   
PAYMENT EXPECTATIONS -- High-yield, high-risk bonds may contain redemption or
call provisions. If an issuer exercised these provisions in a declining
interest rate market, the fund would have to replace the security with a lower
yielding security, resulting in a decreased return for investors.  If the
issuer of a bond defaulted on its obligations to pay interest or principal or
entered into bankruptcy proceedings, the fund may incur losses or expenses in
seeking recovery of amounts owed to it.     
   
LIQUIDITY AND VALUATION -- There may be little trading in the secondary market
for particular bonds, which may affect adversely the fund's ability to value
accurately or dispose of such bonds.  Adverse publicity and investor
perceptions, whether or not based on fundamental analysis, may decrease the
values and liquidity of high-yield, high-risk bonds, especially in a thin
market.    
 
 Capital Research and Management Company attempts to reduce the risks described
above through diversification of the portfolio and by credit analysis of each
issuer as well as by monitoring broad economic trends and corporate and
legislative developments.
   
MATURITY - There are no restrictions on the maturity composition of the
portfolio, although it is anticipated that the fund normally will be invested
substantially in securities with maturities in excess of three years.    
 
EQUITY SECURITIES - Equity securities represent an ownership position in a
company. The prices of equity securities fluctuate based on changes in the
financial condition of their issuers and on market and economic conditions. The
fund's results will be related to the overall market for these securities.
   
OTHER SECURITIES - The fund may also invest in securities that have a
combination of equity and debt characteristics. These securities may at times
resemble equity more than debt and vice versa. Non-convertible preferred stocks
are similar to debt in that they have a stated dividend rate akin to the coupon
of a bond or note even though they are often classified as equity securities.
The prices and yields of non-convertible preferred stocks generally move with
changes in interest rates and the issuer's credit quality, similar to the
factors affecting debt securities.    
 
 Bonds, preferred stocks, and other securities may sometimes be converted into
common stock or other securities at a stated exchange ratio. These securities
prior to conversion pay a fixed rate of interest or a dividend. Because
convertible securities have both debt and equity characteristics, their value
varies in response to many factors, including the value of the underlying
equity, general market and economic conditions, convertible market valuations,
as well as changes in interest rates, credit spreads, and the issuer's credit
quality.
   
INVESTING IN VARIOUS COUNTRIES -- Investing in securities of issuers domiciled
outside the U.S. involves special risks, particularly in certain developing
countries, caused by, among other things: currency controls, fluctuating
currency values; different accounting, auditing, and financial reporting
regulations and practices in some countries; changing local and regional
economic, political, and social conditions; expropriation or confiscatory
taxation; greater market volatility; differing securities market structures;
and various administrative difficulties such as delays in clearing and settling
portfolio transactions or in receiving payment of dividends.     
   
The risks described above are potentially heightened in connection with
investments in developing countries.  Although there is no universally accepted
definition, a developing country is generally considered to be a country which
is in the initial stages of its industrialization cycle with a low per capita
gross national product.  For example, political and/or economic structures in
these countries may be in their infancy and developing rapidly.  Historically,
the markets of developing countries have been more volatile than the markets of
developed countries.  The fund may only invest in securities of issuers in
developing countries to a limited extent.    
    
Additional costs could be incurred in connection with the fund's investment
activities outside the U.S. Brokerage commissions may be higher outside the
U.S., and the fund will bear certain expenses in connection with its currency
transactions. Furthermore, increased custodian costs may be associated with the
maintenance of assets in certain jurisdictions.    
   
FORWARD COMMITMENTS -- The fund may purchase or sell securities under which it
gives or receives a commitment to complete the transaction beyond the normal
settlement period.  When the fund agrees to purchase such securities it 
assumes the uncertainty of any decline in value of the security beginning on
the date of the agreement.  When the fund agrees to sell such securities, it
does not participate in further gains or losses with respect to the securities
beginning on the date of the agreement.  If the other party to such a
transaction fails to deliver or pay for the securities, the fund could miss a
favorable price or yield opportunity, or could experience a loss beginning on
the date of the agreement.     
 
 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 segregate liquid assets
which will be marked to market daily 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 segregated assets, the fund
temporarily could be in a leveraged position (because it may 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 will 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.
   
 Although the fund has no current intention of doing so, the fund is authorized
to enter into reverse repurchase agreements and "roll" transactions.  A reverse
repurchase agreement is the sale of a security by a fund and its agreement to
repurchase the security at a specified time and price.  A "roll" transaction is
the sale of mortgage-backed securities or other securities together with a
commitment  to purchase similar, but not identical, securities at a future
date.  The fund will segregate liquid assets  which will be marked to market
daily in an amount sufficient to cover its obligations under "roll"
transactions and 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"), these transactions may be
considered borrowings by the fund; accordingly, the fund will limit these
transactions, together with any other borrowings, to no more than one-third of
its total assets.  Although these transactions will not be entered into for the
purpose of leveraging, to the extent the fund's aggregate commitments under
these transactions exceed its segregated assets, the fund temporarily could 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.  As the fund's aggregate commitments under these transactions
increase, the opportunity for leverage similarly increases.  If the income and
gains on securities purchased with the proceeds of reverse repurchase or roll
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.    
   
RESTRICTED SECURITIES AND LIQUIDITY -- The fund may purchase securities subject
to restrictions on resale.  All such securities whose principal trading market
is in the U.S. will be considered illiquid unless they have been specifically
determined to be liquid under procedures adopted by the fund's board of
trustees, taking into account factors such as the frequency and volume of
trading, the commitment of dealers to make markets and the availability of
qualified investors, all of which can change from time to time.  The fund may
incur certain additional costs in disposing of illiquid securities.    
   
INFLATION-INDEXED BONDS -- The fund may invest in inflation-indexed bonds
issued by governments, their agencies or instrumentalities, and corporations. 
The principal value of this type of bond is periodically adjusted according to
changes in the rate of inflation.  The interest rate is generally fixed at
issuance; however, interest payments are based on an inflation adjusted
principal value.  For example, in a period of falling inflation, principal
value will be adjusted downward, reducing the interest payable.    
 
 Repayment of the original bond principal upon maturity (as adjusted for
inflation) is guaranteed in the case of U.S. Treasury inflation indexed bonds,
even during a period of deflation.  However, the current market value of the
bonds is not guaranteed, and will fluctuate.  The fund may also invest in other
bonds which may or may not provide a similar guarantee.  If a guarantee of
principal is not provided, the adjusted principal value of the bond repaid at
maturity may be less than the original principal.
   
VARIABLE, FLOATING RATE AND SYNTHETIC OBLIGATIONS -- The interest rates payable
on certain securities in which the fund may invest may not be fixed but may
fluctuate based upon changes in market rates.  Variable and floating rate
obligations bear coupon rates that are adjusted at designated intervals, based
on the then current market rates of interest on which the coupon rates are
based.  Variable and floating rate obligations permit the fund to "lock in" the
current interest rate for only the period until the next scheduled rate
adjustment, but the rate adjustment feature tends to limit the extent to which
the market value of the obligation will fluctuate.  Although the fund has no
current intention of doing so, the fund may also invest in "synthetic"
securities whose value depends on the level of currencies, commodities,
securities, securities indexes, or other financial indicators or statistics. 
For example, these could include fixed-income securities whose value or
interest rate is determined by reference to the value of a foreign currency
relative to the U.S. dollar, or to the value of different foreign currencies
relative to each other.  The value or interest rate of these securities may
increase or decrease as the value of the underlying instrument changes.     
 
REINSURANCE RELATED NOTES AND BONDS -- The fund may invest in reinsurance
related notes and bonds.  These instruments, which are typically issued by
special purpose reinsurance companies, transfer an element of insurance risk to
the note or bond holders.  For example, the reinsurance company would not be
required to repay all or a portion of the principal value of the notes or bonds
if losses due to a catastrophic event under the policy (such as a major
hurricane) exceed certain dollar thresholds.  Consequently, the fund may lose
the entire amount of its investment in such bonds or notes if such an event
occurs and losses exceed certain dollar thresholds.  In this instance,
investors would have no recourse against the insurance company.  These
instruments may be issued with fixed or variable interest rates and rated in a
variety of credit quality categories by the rating agencies. 
 
PASS-THROUGH SECURITIES -- The fund may invest in various debt obligations
backed by a pool of mortgages or other assets including loans on single family
residences, home equity loans, mortgages on commercial buildings, credit card
receivables, and leases on airplanes or other equipment.  Principal and
interest payments made on the underlying asset pools backing these obligations
are typically passed through to investors.  Pass-through securities may have
either fixed or adjustable coupons. These securities include those discussed
below.
 
 "Mortgage-backed securities" are issued both by U.S. government agencies,
including the Government National Mortgage Association (GNMA), the Federal
National Mortgage Association (FNMA), and the Federal Home Loan Mortgage
Corporation (FHLMC), and by private entities. The payment of interest and
principal on securities issued by U.S. government agencies is guaranteed by the
full faith and credit of the U.S. government (in the case of GNMA securities)
or the issuer (in the case of FNMA and FHLMC securities). However, the
guarantees do not apply to the market prices and yields of these securities,
which vary with changes in interest rates.
 
 Mortgage-backed securities issued by private entities are structured similarly
to mortgage-backed securities issued by GNMA, FNMA, and FHLMC. These securities
and the underlying mortgages are not guaranteed by government agencies. In
addition, these securities generally are structured with one or more types of
credit enhancement. Mortgage-backed securities do not affect the rights of
borrowers to prepay their underlying  mortgages.  Prepayments can alter the
effective maturity of these instruments. 
 
 "Collateralized mortgage obligations" (CMOs) are also backed by a pool of
mortgages or mortgage loans, which are divided into two or more separate bond
issues. CMOs issued by U.S. government agencies are backed by agency mortgages,
while privately issued CMOs may be backed by either government agency mortgages
or private mortgages.  Payments of principal and interest are passed-through to
each bond at varying schedules resulting in bonds with different coupons,
effective maturities, and sensitivities to interest rates. In fact, some CMOs
may be structured in a way that when interest rates change the impact of
changing prepayment rates on these securities' effective maturities is
magnified. 
   
 "Commercial mortgage-backed securities" are backed by mortgages of commercial
property, such as hotels, office buildings, retail stores, hospitals, and other
commercial buildings. These securities may have a lower prepayment uncertainty
than other mortgage-related securities because commercial mortgage loans
generally prohibit or impose penalties on prepayments of principal. In
addition, commercial mortgage-related securities often are structured with some
form of credit enhancement to protect against potential losses on the
underlying mortgage loans. Many of the risks of investing in commercial
mortgage-backed securities reflect the risks of investing in the real estate
securing the underlying mortgage loans, including the effects of local and
other economic conditions on real estate markets, the ability of tenants to
make loan payments, and the ability of a property to attract and retain
tenants.    
 
 "Asset-backed securities" are backed by other assets such as credit card,
automobile or consumer loan receivables, retail installment loans, or
participations in pools of leases. Credit support for these securities may be
based on the underlying assets and/or provided through credit enhancements by a
third party. The values of these securities are sensitive to changes in the
credit quality of the underlying collateral, the credit strength of the credit
enhancement, changes in interest rates, and at times the financial condition of
the issuer.  Some asset-backed securities also may receive prepayments which
can change the securities' effective maturities.
 
CASH AND CASH EQUIVALENTS -- Subject to the requirement that it maintain at
least 65% of its assets in high-risk, high-yield bonds under normal market
conditions, the fund may maintain assets in cash or cash equivalents.  Cash
equivalents include (1) commercial paper (short-term notes up to 9 months in
maturity issued by corporations or governmental bodies); (2) commercial bank
obligations such as certificates of deposit,  (interest-bearing time deposits);
and bankers' acceptances,  (time drafts on a commercial bank where the bank
accepts an irrevocable obligation to pay at maturity);  (3) savings association
obligations (certificates of deposit issued by mutual savings banks or savings
and loan associations); (4) securities of the U.S. Government, its agencies or
instrumentalities that mature, or may be redeemed, in one year or less; and (5)
corporate bonds and notes that mature, or that may be redeemed, in one year or
less.
   
COMMERCIAL BANK OBLIGATIONS -- The fund will invest in certificates of deposit
(interest-bearing time deposits) and bankers' acceptances (time drafts drawn on
a commercial bank where the bank accepts an irrevocable obligation to pay at
maturity) only to the extent that such items represent direct or contingent
obligations of commercial banks with assets in excess of $1 billion, based on
latest published reports, or obligations issued by commercial banks with assets
of less than $1 billion if the principal amount of such obligation is federally
insured.     
 
WARRANTS OR RIGHTS -- The fund has no current intention to invest in warrants
or rights, valued at the lower of cost or market, in excess of 5% of the value
of its net assets.  Included within that amount, but not to exceed 2% of the
fund's net assets, may be warrants or rights that are not listed on either the
New York Stock Exchange or the American Stock Exchange.  Warrants or rights
acquired by the fund in units or attached to securities will be deemed to be
without value for purposes of these restrictions.  The fund's policy regarding
investments in warrants and rights is not a fundamental policy and may be
changed by the Board of Trustees without shareholder approval.
 
CURRENCY TRANSACTIONS -- The fund has the ability to enter into forward
currency contracts to protect against changes in currency exchange rates.  A
forward currency contract is an obligation to purchase or sell a specific
currency at a future date, which may be any fixed number of days from the date
of the contract agreed upon by the parties, at a price set at the time of the
contract.  Forward currency contracts entered into by the fund will involve the
purchase or sale of a currency against the U.S. dollar.  The fund will
segregate liquid assets which will be marked to market daily to meet its
forward contract commitments to the extent required by the Securities and
Exchange Commission.
 
 Certain provisions of the Internal Revenue Code may affect the extent to which
the fund may enter into forward contracts.  Such transactions may also affect,
for U.S. federal income tax purposes, the character and timing of income, gain
or loss recognized by the fund.  
   
LOANS OF PORTFOLIO SECURITIES -- Although the fund has no current intention to
do so , the fund is authorized to lend portfolio securities to selected
securities dealers or other institutional investors whose financial condition
is monitored by Capital Research and Management Company (the "Investment
Adviser").  The borrower must maintain with the fund'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 in 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 10% of the value of its total assets, computed at the time any
such loan is made.    
   
REPURCHASE AGREEMENTS -- Although the fund has no current intention to do so,
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 the Investment Adviser.  If
the seller under the repurchase agreement defaults, the fund may incur a loss
if the value of the collateral security under 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.    
   
OPTIONS ON U.S. TREASURY SECURITIES -- Although the fund has no current
intention of doing so , from time to time, the fund may purchase put and call
options on U.S. Treasury securities ("Treasury securities"). A put (call)
option gives the fund as purchaser of the option the right (but not the
obligation) to sell (buy) a specified amount of Treasury securities at the
exercise price until the expiration of the option.  The value of a put (call)
option on Treasury securities generally increases (decreases) with an increase
(decrease) in prevailing interest rates.  Accordingly, the fund would purchase
puts (calls) in anticipation of, or to protect against, an increase in interest
rates.  These options are listed on an exchange or traded over-the-counter
("OTC options").  Exchange-traded options have standardized exercise prices and
expiration dates; OTC options are two-party contracts with negotiated exercise
prices and expiration dates.  OTC options differ from exchange-traded options
in that OTC options are transacted with dealers directly and not through a
clearing corporation (which guarantees performance).  Consequently, there is a
risk of non-performance by the dealer.  Since no exchange is involved, OTC
options are valued on the basis of a quote provided by the dealer.  In the case
of OTC options, there can be no assurance that a liquid secondary market will
exist for any particular option at any specific time.    
 
 Although the fund may purchase options to reduce the risk of increases in
interest rates, it cannot thereby eliminate all such risks.  For example, while
the value of options on Treasury securities principally is related to general
levels of interest rates on Treasury securities, the values of higher yielding
corporate obligations in which the fund primarily invests also are affected by
credit and other factors.  The fund is subject to the loss of its entire
premium payment where the option is allowed to expire without exercise.  The
fund may not purchase any additional options if, as a result, the value of all
options owned by the fund would exceed 5% of the fund's total assets. 
   
PORTFOLIO TRADING -- The fund intends to engage in portfolio trading when
Capital Research and Management Company (the "Investment Adviser") believes
that the sale of a security owned by the fund and the purchase of another
security of better value can reduce prospective risk and/or increase
prospective return.  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.    
   
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 five
years.    
 
                            INVESTMENT RESTRICTIONS
 
 The fund has adopted the following fundamental policies and investment
restrictions which may not be changed without a majority vote of its
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.  Investment limitations expressed in the following
restrictions are considered at the time securities are purchased.  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) if immediately after and
as a result of such investment, more than 5% 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;
 
  3. Invest in companies for the purpose of exercising control or management;
 
  4. Knowingly purchase securities of other registered management investment
companies, except in connection with a merger, consolidation, acquisition, or
reorganization;
 
  5. Buy or sell real estate or commodities or commodity contracts; however,
the fund may invest in 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, and may purchase or sell
currencies (including forward currency contracts);
 
  6. Acquire illiquid securities, if, immediately after and as a result, the
value of illiquid securities held by the fund would exceed, in the aggregate,
15% of the fund's net 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 this does not prevent the fund from purchasing
debt securities, entering into repurchase agreements or making loans of
portfolio securities;  
 
  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, provided 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.  The fund will not
purchase securities while such borrowings are outstanding.  This restriction
shall not prevent the fund from entering into reverse repurchase agreements or
"roll" transactions, provided that these transactions and any other
transactions constituting borrowing by the fund may not exceed one-third of the
fund's total assets.  In the event that the asset coverage for the fund's
borrowings falls below 300%, the fund will reduce, within three days (excluding
Sundays and holidays), the amount of its borrowings in order to provide for
300% asset coverage;
 
 12. Mortgage, pledge, or hypothecate any of its assets, provided that this
restriction shall not apply to the transfer of securities in connection with
any permissible borrowing;
 
 13. Purchase or retain the securities of any issuer, if those individual
officers and Trustees of the fund, 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 securities of companies having,
together with their predecessors, a record of less than three years of
continuous operation;
 
 16. Write, purchase or sell put options, call options or combinations thereof,
except that this shall not prevent the purchase of put or call options on
currencies or U. S. Government securities.
 
 A further investment policy of the fund, which may be changed by action of the
Board of Trustees without shareholder approval, is that the Fund will not
invest in securities of an issuer if the investment would cause the fund to own
more than 10% of the outstanding voting securities of any one issuer.
 
 Notwithstanding Investment Restriction #4, the fund may invest in securities
of other managed investment companies if deemed advisable by its officers in
connection with the administration of a deferred compensation plan adopted by
Trustees and to the extent such investments are allowed by an exemptive order
granted by the U.S. Securities and Exchange Commission.
 
                               FUND ORGANIZATION 
 
 The fund, an open-end, diversified management investment company, was
organized as a Massachusetts business trust on October 1, 1987. All fund
operations are supervised by the fund's board of trustees which meets
periodically and performs duties required by applicable state and federal laws.
Members of the board who are not employed by Capital Research and Management
Company or its affiliates are paid certain fees for services rendered to the
fund as described in the statement of additional information. They may elect to
defer all or a portion of these fees through a deferred compensation plan in
effect for the fund.
 
                           FUND OFFICERS AND TRUSTEES
                       TRUSTEES AND TRUSTEE COMPENSATION 
   
<TABLE>
<CAPTION>
NAME,                          POSITION        PRINCIPAL               AGGREGATE            TOTAL                TOTAL           
ADDRESS                        WITH            OCCUPATION(S)           COMPENSATION         COMPENSATION         NUMBER          
AND AGE                        REGISTRANT      DURING                  (INCLUDING           (INCLUDING           OF FUND         
                                               PAST 5 YEARS            VOLUNTARILY          VOLUNTARILY          BOARDS ON       
                                                                       DEFERRED             DEFERRED             WHICH           
                                                                       COMPENSATION         COMPENSATION         TRUSTEE         
                                                                       /1/) FROM THE        /1/) FROM ALL        SERVES/2/       
                                                                       FUND DURING          FUNDS MANAGED                        
                                                                       FISCAL YEAR          BY CAPITAL                           
                                                                       ENDED                RESEARCH AND                         
                                                                       SEPTEMBER 30,        MANAGEMENT                           
                                                                       1998                 COMPANY OR ITS                       
                                                                                            AFFILIATES /2/                       
                                                                                            FOR THE YEAR                         
                                                                                            ENDED                                
                                                                                            SEPTEMBER 30,                        
                                                                                            1998                                 
 
<S>                            <C>             <C>                     <C>                  <C>                  <C>             
H. Frederick Christie          Trustee         Private                 $4,500/3/            $180,700             19              
Age: 65                                        Investor.                                                                         
P.O. Box 144                                   Former President                                                                  
Palos Verdes Estates,                          and CEO, The                                                                      
CA 90274                                       Mission Group                                                                     
                                               (non-utility                                                                      
                                               holding company,                                                                  
                                               subsidiary of                                                                     
                                               Southern                                                                          
                                               California                                                                        
                                               Edison Company)                                                                   
 
+ Don R. Conlan                Trustee         President               none/4/              none/4/              12              
Age: 62                                        (retired),                                                                        
1630 Milan Avenue                              The Capital                                                                       
South Pasadena, CA                             Group Companies,                                                                  
91030                                          Inc.                                                                              
 
Diane C. Creel                 Trustee         CEO and                 $4,100/3/            $44,650              12              
Age: 50                                        President,                                                                        
100 W. Broadway                                The Earth                                                                         
Suite 5000                                     Technology                                                                        
Long Beach, CA 90802                           Corporation                                                                       
                                               (international                                                                    
                                               consulting                                                                        
                                               engineering)                                                                      
 
Martin Fenton, Jr.             Trustee         Chairman, Senior        $4,100/3/            $122,584             15              
Age: 63                                        Resource Group                                                                    
4660 La Jolla Village                          LLC (management                                                                   
Drive                                          of senior living                                                                  
Suite 725                                      centers)                                                                          
San Diego, CA  92122                                                                                                             
 
Leonard R. Fuller              Trustee         President,              $4,500               $49,850              12              
Age: 52                                        Fuller                                                                            
4337 Marina City Drive                         Consulting                                                                        
Suite 841 ETN                                  (financial                                                                        
Marina del Rey, CA                             management                                                                        
90292                                          consulting firm)                                                                  
 
+* Abner D. Goldstine          Trustee         Senior Vice             none/4/              none/4/              12              
Age: 68                                        President and                                                                     
                                               Director,                                                                         
                                               Capital Research                                                                  
                                               and Management                                                                    
                                               Company                                                                           
 
+** Paul G. Haaga, Jr.         Chairman        Executive Vice          none/4/              none/4/              14              
Age: 49                        of              President and                                                                     
                               the Board       Director,                                                                         
                                               Capital Research                                                                  
                                               and Management                                                                    
                                               Company                                                                           
 
Herbert Hoover III             Trustee         Private Investor        $4,500               $68,484              13              
Age: 71                                                                                                                          
1520 Circle Drive                                                                                                                
San Marino, CA 91108                                                                                                             
 
Richard G. Newman              Trustee         Chairman,               $4,100/3/             $100,650            13              
Age: 64                                        President and                                                                     
3250 Wilshire Boulevard                        CEO, AECOM                                                                        
Los Angeles, CA 90010-                         Technology                                                                        
1599                                           Corporation                                                                       
                                               (architectural                                                                    
                                               engineering)                                                                      
 
</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.
 
* 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 the fund 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  Endowments,  whose  shareholders are limited
to (i) any entity exempt from taxation under Section 501(c)(3) of the Internal
Revenue Code of 1986, as amended ("501(c)(3) organization"); (ii) any trust,
the present or future beneficiary of which is a 501(c)(3) organization, and
(iii) any other entity formed for the primary purpose of benefiting a 501(c)(3)
organization.  An affiliate of Capital Research and Management Company, Capital
International, Inc., manages Emerging Markets Growth Fund, Inc.
   
/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 ($8,499), Diane C. Creel ($1,081), Martin
Fenton, Jr. ($10,509), and Richard G. Newman ($20,353).  Amounts deferred and
accumulated earnings thereon are not funded and are general unsecured
liabilities of the fund until paid to the Trustee.    
 
/4/ Don R. Conlan, Abner D. Goldstine and Paul G. Haaga, Jr. are affiliated
with the Investment Adviser and, accordingly, receive no compensation from the
fund.
 
                                  OFFICERS
         (with their principal occupations during the past five years)
 
<TABLE>
<CAPTION>
NAME AND ADDRESS                   AGE        POSITION(S) HELD WITH         PRINCIPAL OCCUPATION(S)             
                                              REGISTRANT                    DURING PAST 5 YEARS                 
 
<S>                                <C>        <C>                           <C>                                 
David C. Barclay                   41         Executive Vice                Senior Vice President and           
11100 Santa Monica Blvd.                      President                     Director, Capital Research          
Los Angeles, CA 90025                                                       Company                             
 
Michael J. Downer                  43         Vice President                Senior Vice President - Fund        
333 South Hope Street                                                       Business Management Group,          
Los Angeles, CA 90071                                                       Capital Research and                
                                                                            Management Company                  
 
Susan M. Tolson                    35         Vice President                Senior Vice President and           
11100 Santa Monica Blvd.                                                    Director, Capital Research          
Los Angeles, CA 90025                                                       Company                             
 
Julie F. Williams                  50         Secretary                     Vice President - Fund               
333 South Hope Street                                                       Business Management Group,          
Los Angeles, CA 90071                                                       Capital Research and                
                                                                            Management Company                  
 
Anthony W. Hynes, Jr.              35         Treasurer                     Vice President - Fund               
135 South State College                                                     Business Management Group,          
Blvd.                                                                       Capital Research and                
Brea, CA 92821                                                              Management Company                  
 
Kimberly S. Verdick                33         Assistant Secretary           Assistant Vice President -          
333 South Hope Street                                                       Fund Business Management            
Los Angeles, CA 90071                                                       Group, Capital Research and         
                                                                            Management Company                  
 
Todd L. Miller                     39         Assistant Treasurer           Assistant Vice President -          
135 South State College                                                     Fund Business Management            
Blvd.                                                                       Group, Capital Research and         
Brea, CA 92821                                                              Management Company                  
 
</TABLE>
   
 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
$3,000 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 their 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 November 1, 1998, 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  (Los Angeles, San Francisco, New
York, Washington, D.C., London, Geneva, Singapore, Hong Kong and Tokyo), with a
staff of professionals, many of whom have years of investment experience.  The
Investment Adviser is located at 333 South Hope Street, Los Angeles, CA  90071,
and at 135 South State College Boulevard, Brea, CA 92821. 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.  The Investment Adviser is a wholly owned subsidiary of The Capital
Group Companies, Inc.
 
 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 $175 billion of stocks,
bonds and money market instruments and serve over eight 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 fund and the Investment
Adviser will continue in effect until October 31, 1999, 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 fund for its acts or omissions in the
performance of its obligations to the fund 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 it 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 has voluntarily agreed to waive its fees by any amount
necessary to assure that the fund's expenses will not exceed 1.00% of the
average daily net assets.  Additionally, the Investment Adviser has agreed to
waive its fees by any 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.  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.
 
 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, and 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 trustees unaffiliated with the Investment Adviser; association dues; costs
of stationery and forms prepared exclusively for the fund; and costs of
assembling and storing shareholder account data.
 
 The management fee is based upon the net assets of the fund and monthly gross
investment income.  Gross investment income means gross income, computed
without taking account of gains or losses from sales of capital assets, but
including original issue discount as defined for federal income tax purposes. 
The Internal Revenue Code in general defines original issue discount to mean
the difference between the issue price and the stated redemption price at
maturity of certain debt obligations.  The holder of such indebtedness is in
general required to treat as ordinary income the proportionate part of the
original issue discount attributable to the period during which the holder held
the indebtedness.  The management fee is based upon the annual rates of 0.30%
of the first $60 million of the fund's average net assets, 0.21% on average net
assets in excess of $60 million but not exceeding $1 billion, 0.18% on average
net assets in excess of $1 billion, plus 3% of the first $100 million of annual
gross investment income, plus 2.5% of annual gross investment income in excess
of $100 million.  Assuming net assets of $2 billion and gross investment income
levels of 5%, 6%, 7%, 8% and 9%, management fees would be 0.35%, 0.37%, 0.40%,
0.42% and 0.45%, respectively.
   
 During the fiscal years ended September 30, 1998, 1997, and 1996, the
Investment Adviser's total fees amounted to $10,751,000, $8,242,000, and
$6,481,000, respectively.    
 
 The fund pays all expenses not specifically assumed by the Investment Adviser,
including, but not limited to, registration and filing fees with federal and
state agencies, blue sky expenses, expenses of shareholders meetings, the
expense of reports to existing shareholders, expenses of printing proxies and
prospectuses, insurance premiums, legal and auditing fees, dividend
disbursement expenses, the expense of the issuance, transfer and redemption of
its shares, expenses pursuant to the fund's Plan of Distribution, custodian
fees, costs of printing and preparation of registration statements, taxes and
compensation and expenses of Trustees who are not affiliated with the
Investment Adviser.
   
PRINCIPAL UNDERWRITER - American Funds Distributors, Inc. (the "Principal
Underwriter") is the principal underwriter of the fund's shares.  The fund has
adopted a Plan of Distribution (the "Plan"), pursuant to rule 12b-1 under the
1940 Act.  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 September 30, 1998 amounted to $3,016,000 after
allowance of $12,527,000 to dealers.  During the fiscal years ended September
30, 1997 and 1996, the Principal Underwriter retained $2,289,000 and
$1,943,000, 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 fund 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 a vote
of a majority of the outstanding voting securities of the fund.  The officers
and Trustees who are "interested persons" of the fund due to present or past
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 fund shall be committed to the discretion
of the Trustees who are not "interested persons" during the existence of the
Plan.  Plan expenditures are 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 made.  These include service fees for
qualified dealers and dealers commissions and wholesaler compensation on sales
of shares exceeding $1 million (including purchases by any employer-sponsored
403(b) plan or any defined contribution plan qualified under Section 401(a) of
the Internal Revenue Code, including a "401(k)" plan with 100 or more eligible
employees or a community foundation).    
   
 Commissions 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 any
"401(k)" plan with 100 or more eligible employees) in excess of the Plan
limitation not reimbursed during the most recent fiscal quarter are recoverable
for five quarters, provided that such commissions do not exceed the annual
expense limit.  After five quarters, commissions are not recoverable.  During
the fund's fiscal year ended September 30, 1998, the fund paid $5,960,000 under
the Plan as compensation to dealers.  As of September 30, 1998, accrued and
unpaid distribution expenses were $363,000.     
 
 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 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, as amended (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 that
portion (if any) of such investment company taxable income and any net capital
gain that it retains.
 
 To qualify, the fund must (a) derive at least 90% of its gross income from
dividends, interest, 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; and (b) 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 (but such other
securities 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 net income and (ii) any amount on which the fund pays income tax for the
year.  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 in effect be 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.
 
 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 will 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 the 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.
 
 Under the Code, distributions of net investment income by the fund to a
shareholder who, as to the U.S., is a nonresident alien individual, nonresident
alien fiduciary of a trust or estate, non-U.S. corporation, or non-U.S.
partnership (a "non-U.S. shareholder") will be subject to U.S. withholding tax
(at a rate of 30% or lower treaty rate).  Withholding will not apply if a
dividend paid by the fund to a non-U.S. shareholder is "effectively connected"
with a U.S. trade or business, in which case the reporting and withholding
requirements applicable to U.S. citizens, U.S. residents  or domestic
corporations will apply.  However, if the distribution is effectively connected
with the conduct of the non-U.S. shareholder's trade or business within the
U.S., the distribution would be included in the net income of the shareholder
and subject to U.S. income tax at the applicable marginal rate.  Distributions
of capital gains not effectively connected with a U.S. trade or business are
not subject to the withholding, but if the non-U.S. shareholder was an
individual who was physically present in the U.S. during the tax year for more
than 182 days and such shareholder is nonetheless treated as a nonresident
alien, the distributions would be subject to a 30% tax.
 
 The fund may be required to pay withholding and other taxes imposed by
countries outside the U.S. which would reduce the fund's investment income,
generally at rates from 10% to 40%.  Tax conventions between certain countries
and the U. S. may reduce or eliminate such taxes.  If more than 50% in value of
the fund's total assets at the close of its taxable year consist of securities
of non-U.S. corporations, the fund will be eligible to file elections with the
Internal Revenue Service pursuant to which shareholders of the fund will be
required to include their respective pro rata portions of such withholding
taxes in their federal income tax returns as gross income, treat such amounts
as foreign taxes paid by them, and deduct such amounts in computing their
taxable incomes or, alternatively, use them as foreign tax credits against
their federal income taxes.  The fund does not currently expect to meet the
eligibility requirement for filing this election as its investments in
securities of non-U.S. issuers are limited to 25% of its assets.
 
 The fund may enter into forward currency contracts in connection with its
non-U.S. investments.  The amount of any realized gain or loss on closing out a
forward contract will generally result in a realized capital gain or loss for
tax purposes.  Under Code Section 1256, forward currency contracts held by the
fund at the end of each fiscal year will be required to be "marked to market"
for federal income tax purposes, that is, deemed to have been sold at market
value.  Sixty percent of any net gain or loss recognized on these deemed sales
and 60% of any net realized gain or loss from any actual sales, will be treated
as long-term capital gain or loss, and the remainder will be treated as
short-term capital gain or loss.  Code Section 988 may also apply to forward
contracts.  Under Section 988, each foreign currency gain or loss is generally
computed separately and treated as ordinary income or loss.  In the case of
overlap between Sections 1256 and 988, special provisions determine the
character and timing of any income, gain or loss.  The fund will attempt to
monitor Section 988 transactions to avoid an adverse tax impact.
 
 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.
 
 As of the date of this statement of additional information, the maximum
Federal individual 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 generally
applicable to net capital gain on assets held more than one year is 20%, 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 tax 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 to their own tax status.
 
                               PURCHASE OF SHARES
 
<TABLE>
<CAPTION>
METHOD                 INITIAL INVESTMENT                          ADDITIONAL INVESTMENTS                   
 
<S>                    <C>                                         <C>                                      
                       See "Investment Minimums and Fund           $50 minimum (except where a lower        
                       Numbers" for initial investment             minimum is noted under                   
                       minimums.                                   "Investment Minimums and Fund            
                                                                   Numbers").                               
 
By contacting          Visit any investment dealer who is          Mail directly to your investment         
your                   registered in the state where the           dealer's address printed on your         
investment             purchase is made and who has a              account statement.                       
dealer                 sales agreement with American Funds                                                  
                       Distributors.                                                                        
 
By mail                Make your check payable to the fund         Fill out the account additions           
                       and mail to the address indicated           form at the bottom of a recent           
                       on the account application.  Please         account statement, make your             
                       indicate an investment dealer on            check payable to the fund, write         
                       the account application.                    your account number on your              
                                                                   check, and mail the check and            
                                                                   form in the envelope provided            
                                                                   with your account statement.             
 
By telephone           Please contact your investment              Complete the "Investments by             
                       dealer to open account, then follow         Phone" section on the account            
                       the procedures for additional               application or American FundsLink        
                       investments.                                Authorization Form.  Once you            
                                                                   establish the privilege, you,            
                                                                   your financial advisor or any            
                                                                   person with your account                 
                                                                   information can call American            
                                                                   FundsLine(R) and make investments        
                                                                   by telephone (subject to                 
                                                                   conditions noted in "Telephone           
                                                                   Purchases, Sales and Exchanges"          
                                                                   below).                                  
 
By computer            Please contact your investment              Complete the American FundsLink          
                       dealer to open account, then follow         Authorization Form.  Once you            
                       the procedures for additional               establish the privilege, you,            
                       investments.                                your financial advisor or any            
                                                                   person with your account                 
                                                                   information may access American          
                                                                   FundsLine(R) on the Internet and         
                                                                   make investments by computer             
                                                                   (subject to conditions noted in          
                                                                   "Telephone and Computer                  
                                                                   Purchases, Redemptions and               
                                                                   Exchanges" below).                       
 
By wire                Call 800/421-0180 to obtain                 Your bank should wire your               
                       your account number(s), if                  additional investments in the            
                       necessary.  Please indicate an              same manner as described under           
                       investment dealer on the                    "Initial Investment."                    
                       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.                                                                                                      
 
</TABLE>
 
 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>
<S>                                          <C>                     <C>         
FUND                                         MINIMUM                 FUND        
                                             INITIAL                 NUMBER      
                                             INVESTMENT                          
 
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              1,000                   33          
Fund(SM)                                                                         
 
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(R)                       1,000                   35          
 
Washington Mutual Investors Fund(SM)         250                     01          
 
BOND FUNDS                                                                       
 
American High-Income Municipal Bond          1,000                   40          
Fund(R)                                                                          
 
American High-Income Trust(SM)               1,000                   21          
 
The Bond Fund of America(SM)                 1,000                   08          
 
Capital World Bond Fund(R)                   1,000                   31          
 
Intermediate Bond Fund of                    1,000                   23          
America(SM)                                                                      
 
Limited Term Tax-Exempt Bond Fund of         1,000                   43          
America(SM)                                                                      
 
The Tax-Exempt Bond Fund of                  1,000                   19          
America(R)                                                                       
 
The Tax-Exempt Fund of                       1,000                   20          
California(R)*                                                                   
 
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                 2,500                   09          
America(R)                                                                       
 
The Tax-Exempt Money Fund of                 2,500                   39          
America(SM)                                                                      
 
The U.S. Treasury Money Fund of              2,500                   49          
America(SM)                                                                      
 
*Available only in certain states.                                               
 
</TABLE>
 
 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).  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.  TAX-EXEMPT FUNDS
SHOULD NOT SERVE AS RETIREMENT PLAN INVESTMENTS.  The minimum is $50 for
additional investments (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.)
 
<TABLE>
<CAPTION>
<S>                              <C>              <C>              <C>              
AMOUNT OF PURCHASE               SALES CHARGE AS                   DEALER           
AT THE OFFERING PRICE            PERCENTAGE OF THE:                CONCESSION       
                                                                   AS PERCENTAGE    
                                                                   OF THE           
                                                                   OFFERING         
                                                                   PRICE            
 
                                 NET AMOUNT       OFFERING                          
                                 INVESTED         PRICE                             
 
STOCK AND STOCK/BOND                                                                
FUNDS                                                                               
 
Less than $50,000                6.10%            5.75%            5.00%            
 
$50,000 but less than            4.71             4.50             3.75             
$100,000                                                                            
 
BOND FUNDS                                                                          
 
Less than $25,000                4.99             4.75             4.00             
 
$25,000 but less than            4.71             4.50             3.75             
$50,000                                                                             
 
$50,000 but less than            4.17             4.00             3.25             
$100,000                                                                            
 
STOCK, STOCK/BOND, AND                                                              
BOND FUNDS                                                                          
 
$100,000 but less than           3.63             3.50             2.75             
$250,000                                                                            
 
$250,000 but less than           2.56             2.50             2.00             
$500,000                                                                            
 
$500,000 but less than           2.04             2.00             1.60             
$1,000,000                                                                          
 
$1,000,000 or more               none             none             (see below)      
 
</TABLE>
   
PURCHASES NOT SUBJECT TO SALES CHARGES -- Investments of $1 million or more and
investments made by employer-sponsored defined contribution-type plans with 100
or more eligible employees are sold with no initial sales charge.  A contingent
deferred sales charge may be imposed on certain redemptions by these accounts
made within one year of purchase.  Investments by retirement plans, foundations
or endowments with $50 million or more in assets, and employer-sponsored
defined contribution-type plans with 100 or more eligible employees may be made
with no sales charge and are not subject to a contingent deferred sales charge.
    
 
 In addition, 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 Washington 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 registered representatives
with respect to accounts established 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 dealers; 
 
 (3) companies exchanging securities with the fund through a merger,
acquisition or exchange offer; 
 
 (4) trustees or other fiduciaries purchasing shares for certain retirement
plans of foundations or endowments with assets of $50 million or more; 
 
 (5) insurance company separate accounts; 
 
 (6) accounts managed by subsidiaries of The Capital Group Companies, Inc.; and 
 
 (7) The Capital Group Companies, 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.
 
DEALER COMMISSIONS -- Commissions of up to 1% will be paid 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  100 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:  1.00% 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.
 
OTHER COMPENSATION TO DEALERS -- American Funds Distributors, at its expense
(from a designated percentage of its income), currently provides additional
compensation to dealers.  Currently these payments are limited to the top one
hundred dealers who have sold shares of the fund or other funds in The American
Funds Group. These 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 payments.
 
 Qualified dealers currently are paid a continuing service 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 compensate them for
providing certain services.  These services include processing purchase and
redemption transactions, establishing shareholder accounts and providing
certain information and assistance with respect to the fund.
 
REDUCING YOUR SALES CHARGE -- You and your immediate family may combine
investments to reduce your costs.  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 below.      
   
STATEMENT OF INTENTION -- You may enter into a non-binding commitment to
purchase shares of a fund(s) over a 13-month period and receive the same sales
charge as if all shares had been purchased at once.  This includes purchases
made during the previous 90 days, but does not include appreciation of your
investment or reinvested distributions.  The reduced sales charges and offering
prices set forth in the prospectus apply to purchases of $50,000 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 use 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 capital gain distributions on these 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 pay 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 45 days after written request by
the Principal Underwriter or the securities dealer, the appropriate number of
escrowed shares 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 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.    
 
 When the trustees of certain retirement plans purchase shares 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.
 
AGGREGATION -- Sales charge discounts are available for certain aggregated
investments. Qualifying investments include those by you, your spouse and your
children under the age of 21, if all parties are purchasing shares for their
own account(s), which may include purchases through employee benefit plan(s)
such as an IRA, individual-type 403(b) plan or single-participant Keogh-type
plan or by a business solely controlled by 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 1940 Act, 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.
 
CONCURRENT PURCHASES -- You may combine purchases of two or more funds in The
American Funds Group, except direct purchases of the money market funds. 
Shares of money market funds purchased through an exchange, reinvestment or
cross-reinvestment from a fund having a sales charge do qualify.
 
RIGHT OF ACCUMULATION -- You may take into account the current value of your
existing holdings in The American Funds Group, as well as your holdings in
Endowments (shares of which may be owned only by tax-exempt organizations), to
determine your sales charge on investments in accounts eligible to be
aggregated, or when making a gift to an individual or charity.  Direct
purchases of the money market funds are excluded.
 
PRICE OF SHARES -- Shares are purchased at the offering price next determined
after the purchase order is received and accepted 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.  In case of orders sent directly to the fund or American Funds
Service Company, an investment dealer MUST be indicated.  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 do not always indicate the 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 price. 
 
 The price you pay for fund shares, the public 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.  For example, if the Exchange closes at 1:00 p.m. on one day
and at 4:00 p.m. on the next, the fund's share price would be determined as of
4:00 p.m. New York time on both days.  The New York Stock Exchange is currently
closed on weekends and on the following holidays: New Year's Day, Martin Luther
King, Jr.'s Day, Presidents' Day, Good Friday, Memorial Day, Independence Day,
Labor Day, Thanksgiving and Christmas Day.  
 
 All portfolio securities of funds managed by Capital Research and Management
Company, other than the money market funds, are valued, and the net asset value
per share is determined as follows: 
 
       1. Equity securities, including depositary receipts, are valued at the
last reported sale price on the exchange or market on which such securities are
traded, as of the close of business on the day the securities are being valued
or, lacking any sales, at the last available bid price.  In cases where equity
securities are traded on more than one exchange, the securities are valued on
the exchange or market determined by the Investment Adviser to be the broadest
and most representative market, which may be either a securities exchange or
the over-the-counter market.  Fixed-income securities are valued at prices
obtained from a pricing service, 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 quoted bid and asked prices or at prices
for securities of comparable maturity, quality and type. 
 
  Securities with original maturities of one year or less having 60 days or
less to maturity are amortized to maturity based on their cost if acquired
within 60 days of maturity or, if already held on the 60th day, based on the
value determined on the 61st day.  Forward currency contracts are valued at the
mean of representative quoted bid and asked prices.
   
  Assets or liabilities initially expressed in terms of non-U.S. currencies are
translated prior to the next determination of the net asset value of the fund's
shares into U.S. dollars at the prevailing market rates.      
 
  Securities and assets for which representative market quotations are not
readily available are valued at fair value as determined in good faith under
policies approved by the fund's Board.  The fair value of all other assets is
added to the value of securities to arrive at the total assets; 
 
 2. Liabilities, including accruals of taxes and other expense items, are
deducted from total assets; and
 
 3. 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 fund.  The fund will not knowingly sell fund shares (other than for the
reinvestment of dividends or capital gain distributions) directly or indirectly
or through a unit investment trust to any other investment company, person or
entity, where, after the sale, such investment company, person, or entity would
beneficially own 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.
 
                                 SELLING SHARES
 
 Shares are sold at the net asset value next determined after your request is
received in good order by American Funds Service Company.  You may sell
(redeem) shares in your account in any of the following ways:
 
 THROUGH YOUR DEALER (certain charges may apply)
 
- - Shares held for you in your dealer's street name must be sold through the
dealer.
 
 WRITING TO AMERICAN FUNDS SERVICE COMPANY
 
- - Requests must be signed by the registered shareholder(s).
 
- - A signature guarantee is required if the redemption is:
   
  -- Over $50,000;
  -- Made payable to someone other than the registered shareholder(s); or
  -- Sent to an address other than the address of record, or an address of
record which has been changed within the last 10 days.    
 
Your signature may be guaranteed by a domestic stock exchange or the National
Association of Securities Dealers, Inc., bank, savings association or credit
union that are eligible guarantor institutions.
 
- - Additional documentation may be required for sales of shares held in
corporate, partnership or fiduciary accounts.
 
- - You must include any shares you wish to sell that are in certificate form.
 
TELEPHONING OR FAXING AMERICAN FUNDS SERVICE COMPANY, OR BY USING AMERICAN
FUNDSLINE(R) OR AMERICAN FUNDSLINE ONLINE(R)
 
- - Redemptions by telephone or fax (including American FundsLine(R) and American
FundsLine OnLine(R)) are limited to $50,000 per shareholder each day.
 
- - Checks must be made payable to the registered shareholder(s).
- - Checks must be mailed to an address of record that has been used with the
account for at least 10 days.
 
 MONEY MARKET FUNDS
 
- - You may have redemptions of $1,000 or more wired to your bank by writing
American Funds Service Company.
 
- - You may establish check writing privileges (use the money market funds
application).
 
  -- If you request check writing privileges, you will be provided with checks
that you may use to draw against your account.  These checks may be made
payable to anyone you designate and must be signed by the authorized number or
registered shareholders exactly as indicated on your checking account signature
card.
 
 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), sale proceeds will be
paid on or before the seventh day following receipt and acceptance of an order. 
Interest will not accrue or be paid on amounts that represent uncashed
distribution or redemption checks.
       
  You may reinvest proceeds from a redemption or a dividend or capital gain
distribution without a sales charge (any contingent deferred sales charge paid
will be credited to your account) in any fund in The American Funds Group
within 90 days after the date of the redemption or distribution.  Redemption
proceeds of shares representing direct purchases in the money market funds are
excluded.  Proceeds will be reinvested at the next calculated net asset value
after your request is received and accepted by American Funds Service Company.
   
CONTINGENT DEFERRED SALES CHARGE -- A contingent deferred sales charge of 1%
applies to certain redemptions made within twelve months of purchase on
investments of $1 million or more (other than redemptions by employer-sponsored
retirement plans. 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 403(b) plans
or IRAs due to death, disability or attainment of age 591/2; for tax-free
returns of excess contributions to IRAs; and 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.    
 
                  SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES
 
AUTOMATIC INVESTMENT PLAN -- The automatic investment plan enables you to make
regular monthly or quarterly investments in shares through automatic charges to
your 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 dates you select.  Bank accounts will be charged
on the day or a few days before investments are credited, depending on the
bank's capabilities, and you will receive a confirmation statement at least
quarterly.  Participation in the plan will begin within 30 days after receipt
of the account application.  If your 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.  You may change the
amount of the investment or discontinue the plan at any time by writing the
Transfer Agent.
 
AUTOMATIC REINVESTMENT  -- Dividends and capital gain distributions are
reinvested in additional shares at no sales charge unless you indicate
otherwise on the account application.  You also may elect to have dividends
and/or capital gain distributions paid in cash by informing the fund, American
Funds Service Company or your investment dealer.
 
CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS --You 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 your 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 will
have the right, if you fail 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 you.  These cross-reinvestments of
dividends and capital gain distributions will be at net asset value (without
sales charge).
 
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 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
distributions.
 
 You may exchange shares by writing to American Funds Service Company (see
"Redeeming Shares"), by contacting your investment dealer, by using American
FundsLine or American FundsLine OnLine (see "American FundsLine and American
FundsLine OnLine" below), or by telephoning 800/421-0180 toll-free, faxing (see 
"Principal Underwriter and Transfer Agent" in the Prospectus for the
appropriate fax numbers) or telegraphing American Funds Service Company. (See
"Telephone and Computer Purchases, 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 simultaneously at the share
prices next determined after the exchange order is received. (See "Purchase of
Shares--Price of Shares.") 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
preceding 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 receiving 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 --  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.
 
ACCOUNT STATEMENTS -- Your account is opened in accordance with your
registration instructions. Transactions in the account, such as additional
investments , will be reflected on regular confirmation statements from
American Funds Service Company. Dividend and capital gain reinvestments and
purchases through automatic investment plans and certain retirement plans will
be confirmed at least quarterly.
 
AMERICAN FUNDSLINE AND AMERICAN FUNDSLINE ONLINE -- You may check your share
balance, the price of your shares, or your most recent account transaction,
redeem shares (up to $50,000 per shareholder each day), or exchange shares
around the clock with American FundsLine and American FundsLine OnLine. To use
this service, call 800/325-3590 from a TouchTone(TM) telephone or access the
American Funds Web site on the Internet at www.americanfunds.com.  Redemptions
and exchanges through American FundsLine and American FundsLine OnLine are
subject to the conditions noted above and in "Redeeming Shares--Telephone and
Computer Purchases, Redemptions and Exchanges" below. You will need your fund
number (see the list of funds in The American Funds Group under "Purchase of
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.
 
TELEPHONE AND COMPUTER PURCHASES, REDEMPTIONS AND EXCHANGES -- By using the
telephone (including American FundsLine) and American FundsLine OnLine, 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 also reinstate them at any time
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.
 
SHARE CERTIFICATES -- Shares are credited to your account and certificates are
not issued unless you request them by writing to American Funds Service
Company.
 
REDEMPTION OF SHARES -- The fund's Declaration of Trust permits the fund to
direct the Transfer Agent to redeem your shares if, through redemptions, or
otherwise, they have a value of less than the minimum initial investment amount
required of new shareholders (determined, for this purpose only, as the greater
of the shareholder's cost or the current net asset value of the shares,
including any shares acquired through reinvestment of income dividends and
capital gain distributions).  We will give you prior notice of at least 60 days
before the involuntary redemption provision is made effective with respect to
your account.  You will have not less than 30 days from the date of such notice
within which to bring the account up to the minimum determined as set forth
above.  
 
                      EXECUTION OF PORTFOLIO TRANSACTIONS
 
 The Investment Adviser places orders for the fund's portfolio securities
transactions.  The Investment Adviser strives to obtain the best available
prices in its portfolio transactions taking into account the costs and
promptness of executions.  When circumstances relating to a proposed
transaction indicate that a particular broker (either directly or through their
correspondent clearing agents) is in a position to obtain the best price and
execution, the order is placed with that broker.  This may or may not be a
broker who has provided investment research statistical, or other related
services to the Investment Adviser or has sold shares of the fund or other
funds served by the Investment Adviser.  The fund does not have an obligation
to obtain the lowest available commission rate to the exclusion of price,
service and qualitative considerations. 
 
 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.  The fund does not intend
to pay a mark-up in exchange for research in connection with principal
transactions.
   
 Brokerage commissions paid on portfolio transactions, including dealer
concessions on underwritings, for the fiscal year ended September 30, 1998
amounted to $9,619,000.  Dealer concessions on underwritings for the fiscal
years ended September 30, 1997 and 1996 amounted to $19,318,000 and $8,510,000,
respectively.     
 
                              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,  One Chase Manhattan Plaza,
New York, NY 10081, as Custodian.  Non-U.S. securities may be held by the
Custodian pursuant to sub-custodial agreements in non-U.S. banks or securities
depositories or non-U.S. branches of U.S. banks. 
   
TRANSFER AGENT -- American Funds Service Company, a wholly owned subsidiary of
the Investment Adviser, maintains the records of each shareholder's account,
processes purchases and redemptions of the fund's shares, acts as dividend and
capital gain distribution disbursing agent, and performs other related
shareholder service functions.  American Funds Service Company was paid a fee
of $1,388,000 for the fiscal year ended September 30, 1998.    
 
INDEPENDENT AUDITORS -- 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 fund's fiscal year ends on September 30.  It
provides shareholders  at least semiannually with reports showing the
investment portfolio, financial statements and other information.  The fund's
financial statements are audited annually by the fund's independent auditors,
Deloitte & Touche LLP, whose selection is determined annually by the Trustees. 
In an effort to reduce the volume of mail shareholders receive from the fund
when a household owns more than one account, the Transfer Agent has taken steps
to eliminate duplicate mailings of shareholder reports.  To receive additional
copies of a report shareholders should contact the Transfer Agent.    
   
YEAR 2000 - The fund and its shareholders depend on the proper functioning of
computer systems maintained by the Investment Adviser and its affiliates and
other key service providers.  Many computer systems in use today will require
reprogramming or replacement prior to the year 2000 because of the way they
store dates and make date-related calculations.  The fund understands that
these service providers are taking steps to address the "Year 2000 problem". 
However, there can be no assurance that these steps will be sufficient to avoid
any adverse impact on the fund.  In addition, the fund's investments could be
adversely affected by the Year 2000 problem.  For example, the markets for
securities in which the fund invests could experience settlement problems and
liquidity issues. Corporate and governmental data processing errors may cause
losses for individual companies and overall economic uncertainties. Earnings of
individual issuers are likely to be affected by the costs of addressing the
problem, which may be substantial and may be reported inconsistently.    
 
PERSONAL INVESTING POLICY -- The Investment Adviser 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;  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.  You may obtain a summary
of the personal investing policy by contacting the Secretary of the fund.
 
 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>
DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND                      
 
OFFERING PRICE PER SHARE -- September 30, 1998                              
 
<S>                                                          <C>            
                                                                            
 
Net asset value and redemption price per share                              
 
  (Net assets divided by shares outstanding)                 $13.75         
 
Offering price per share (100/95.25 of per share                            
 
  net asset value, which takes into account the                             
 
  fund's current maximum sales charge)                        $14.44        
 
</TABLE>
    
SHAREHOLDER AND TRUSTEE RESPONSIBILITY -- Under the laws of certain states,
including Massachusetts, where the Fund was organized, and California, where
the Fund'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 Fund.  However, the risk of a shareholder
incurring any financial loss on account of shareholder liability is limited to
circumstances in which the Fund 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 Fund and provides that notice of the
disclaimer may be given in each agreement, obligation, or instrument which is
entered into or executed by the Fund or Trustees.  The Declaration of Trust
provides for indemnification out of Fund property of any shareholder held
personally liable for the obligations of the Fund and also provides for the
Fund 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 Fund 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 -- At any meeting of shareholders, duly called and at
which a quorum is present, the shareholders may, by the affirmative vote of the
holders of a majority of the votes entitled to be cast thereon, remove any
trustee or trustees from office and may elect a successor or successors to fill
any resulting vacancies for the unexpired terms of removed trustees.  The fund
has made an undertaking, at the request of the staff of the Securities and
Exchange Commission, to apply the provisions of section 16E of the 1940 Act
with respect to the removal of trustees, as though the fund were a common-law
trust.  Accordingly, the trustees of the fund will promptly call a meeting of
shareholders for the purpose of voting upon the question of removal of any
trustee when requested in writing to do so by the record holders of not less
than 10% of the outstanding shares.
 
                   INVESTMENT RESULTS AND RELATED STATISTICS
   
 The fund's yield is 9.93% based on the 30-day (or one month) period ended
September 30, 1998, 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 the average net asset value or maximum
offering price for the month.  The distribution rate may differ from the yield.
   
 The fund's total return over the past 12 months and average annual total
return for the five-year and ten-year periods ending on September 30, 1998 was
- -7.03%, 6.89% and 9.90%, respectively.   The fund's total return at net asset
value over the past 12 months and average annual total return for the five- and
ten-year periods ending on September 30, 1998 was -2.40%, 7.94%, and 10.44%. 
The average annual total return ("T") will be 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.    
 
 In calculating average annual total return, the fund assumes:  (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 one,
five and ten-year periods after such periods have elapsed.  In addition, the
Fund will provide lifetime average total return figures.
   
EXPERIENCE OF INVESTMENT ADVISER -- The Investment Adviser manages nine growth
and growth-income funds that are at least 10 years old.  In  the rolling
10-year periods since January 1, 1968 (133 in all), those funds have had better
total returns than their comparable Lipper indexes  in 124 of  133 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 include, in advertisements or in reports furnished to present or
prospective shareholders, information on its investment results and/or
comparisons of its investment results to various unmanaged indices or results
of other mutual funds or investment or savings vehicles.  The fund may also
combine its results with those of other funds in The American Funds Group for
purposes of illustrating investment strategies involving multiple funds.
 
 The fund may compare its investment results with the following:
   
 (1) The Credit Suisse First Boston High Yield Index is an unmanaged, trader
priced portfolio constructed to mirror the high yield debt market (revisions to
the index are effected weekly).  The Index has several modules representing
different sectors of the high yield market including a cash paying module, a
zerofix module, a pay-in-kind module, and a defaulted module.  The Index is
divided into other categories including industry, rating, seniority, liquidity, 
market value, security price range, yield range and other sector divisios. 
There are a total of 250 sectors which are followed by the Index.    
   
 (2) Salomon Smith Barney  High-Yield Index, which is a market value weighted
index of bonds having a minimum issue size of $50 million, a minimum maturity
of 10 years and that carry a minimum/maximum quality rating of CCC/BB+.    
   
 (3) Salomon Smith Barney  Broad Investment-Grade Bond Index, which is a market
capitalization weighted index and includes Treasury, Government-sponsored
mortgage and investment-grade fixed-rate corporates (BBB/Baa3) with a maturity
of one year or longer and a minimum of $50 million outstanding at entry, and
remain in the Index until their amount falls below $25 million.    
 
 (4) Lipper's "High Current Yield" funds average, which is the arithmetic
average of Total Return of a number of mutual funds with investment objectives
and policies similar to those of the Fund, as published by Lipper Analytical
Services.  The number of funds contained in the data base varies as funds are
added or deleted over time.
 
 (5) Average of Savings Accounts, which is a measure of all kinds of savings
deposits, including longer-term certificates (based on figures supplied by the
U.S. League of Savings Institutions).  Savings accounts offer a guaranteed rate
of return on principal, but no opportunity for capital growth.  The period
shown may include periods during which the maximum rates paid on some savings
deposits were fixed by law.
 
 (6) The Consumer Price Index, which is a measure of the average change in
prices over time in a fixed market basket of goods and services (e.g. food,
clothing, shelter, and fuels, transportation fares, charges for doctors' and
dentists' services, prescription medicines, and other goods and services that
people buy for day-to-day living).
 
 The fund may also refer to results compiled by organizations such as CDA
Investment Technologies, Ibbotson Associates, Lipper Analytical Services
("Lipper"), Morningstar, Inc.  Wiesenberger Investment Companies Services and
the U.S. Department of Commerce.  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.
   
<TABLE>
<CAPTION>
Here's how much you would have if you                                                    
 
invested $2,000 a year in the fund:                                                    
 
<S>                   <C>                      <C>                     
                                                                       
 
1 year                3 years                  Lifetime                
 
(10/1/97-9/30/98)     (10/1/95-9/30/98)        (2/19/88-9/30/98)       
 
$1,859                $6,416                   $37,830                 
 
</TABLE>
    
           SEE THE DIFFERENCE TIME CAN MAKE IN AN INVESTMENT PROGRAM
   
<TABLE>
<CAPTION>
                                                                     ... and taken all distributions        
 
If you had invested                                                  in shares your investment              
 
$10,000 in the Fund                                                  would have been worth this             
 
this many years ago...                                               much at September 30, 1998             
 
<S>                              <C>                                 <C>                                    
                                                                                                            
 
                                 Periods                                                                    
 
Number of Years                  10/1-9/30                           Value**                                
 
1                                1997  -  1998                       $9,298                                 
 
2                                1996  -  1998                       10,660                                 
 
3                                1995  -  1998                       12,120                                 
 
4                                1994  -  1998                       13,731                                 
 
5                                1993  -  1998                       13,951                                 
 
6                                1992  -  1998                       15,987                                 
 
7                                1991  -  1998                       18,876                                 
 
8                                1990  -  1998                       24,378                                 
 
9                                1989  -  1998                       23,405                                 
 
10                               1988  -  1998                       25,713                                 
 
Lifetime                         2/19/88  - 1998                     27,202                                 
 
</TABLE>
    
** Results assume deduction of the maximum sales charge of 4.75% from the
initial purchase payment.
                                 *  *  *  *  *
   ILLUSTRATION OF A $10,000 INVESTMENT IN THE FUND WITH DIVIDENDS REINVESTED
     (For the lifetime of the fund February 19, 1988 - September 30, 1998)
   
<TABLE>
<CAPTION>
                  COST OF SHARES                                   VALUE OF SHARES**                                                
 
Fiscal                                          Total          From           From              From                       
 
Year End          Annual       Dividends        Investment     Initial        Capital Gains     Dividends       Total      
 
September 30      Dividends    (cumulative)     Cost           Investment     Reinvested        Reinvested      Value      
 
<S>               <C>          <C>              <C>            <C>            <C>               <C>            <C>         
                                                                                                                           
 
1988*             $  640       $  640           $10,640        $9,433         ---               $  641         $10,074     
 
1989               1,188        1,828            11,828         9,273         ---                1,800           11,073    
 
1990               1,334        3,162            13,162         7,873         ---                2,755           10,628    
 
1991               1,411        4,573            14,573         9,040         ---                4,683           13,723    
 
1992               1,404        5,977            15,977         9,720         ---                6,484           16,204    
 
1993               1,503        7,480            17,480        10,120         155                8,293           18,568    
 
1994               1,555        9,035            19,035         9,313         438                9,115           18,866    
 
1995               1,879       10,914            20,914         9,533         561               11,288           21,382    
 
1996               2,046       12,960            22,960         9,907         583               13,818           24,308    
 
1997               2,108        15,068           25,068        10,460         641               16,771           27,872    
 
1998               2,448        17,516           27,516        9,167          1,111             16,924           27,202    
 
</TABLE>
    
   
The dollar amount of capital gain distributions during the period was
$1,202.    
 
*  From inception on February 19, 1988.
** 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. employs the designations "Prime-1," "Prime-2"
and "Prime-3" to indicate commercial paper having the highest capacity for
timely repayment.  Issuers rated Prime-1 have a superior capacity for repayment
of short-term promissory obligations.  Prime-1 repayment capacity will normally
be evidenced by the following characteristics:  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; and well-established access to a
range of financial markets and assured sources of alternate liquidity.  Issuers
rated Prime-2 have a strong capacity for repayment of short-term promissory
obligations.  This will normally be evidenced by many of the characteristics
cited above, but to a lesser degree.  Earnings trends and coverage ratios,
while sound, will be more subject to variation.  Capitalization
characteristics, while still appropriate, may be more affected by external
conditions.  Ample alternate liquidity is maintained.  Issuers rated Prime-3
have an acceptable capacity for repayment of short-term obligations.  The
effect of industry characteristics and market compositions may be more
pronounced.  Variability in earnings and profitability may result in changes in
the level of debt protection measurements and may require relatively high
financial leverage.  Adequate alternate liquidity is maintained.
 
Standard & Poor's Corporation's ratings of commercial paper are graded into
four categories ranging from "A" for the highest quality obligations to "D" for
the lowest.  A -- Issues assigned its highest rating are regarded as having the
greatest capacity for timely payment.  Issues in this category are delineated
with numbers 1, 2, and 3 to indicate the relative degree of safety.  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.  A-2 -- Capacity for timely payments on issues with this
designation is strong.  However, the relative degree of safety is not as high
as for issues designated "A-1."  A-3 -- Issues carrying this designation have a
satisfactory capacity for timely payment.  They are, however, somewhat more
vulnerable to the adverse effects of changes in circumstances than obligations
carrying the higher designations.
<TABLE>
American High-Income Trust
Investment Portfolio
September 30, 1998
<S>                                                                     <C>            <C>   <C>         <C>
- --------------------------------------------------
 
U.S. Corporate Bonds                                                                70%
Non-U.S. Corporate Bonds                                                            17%
U.S. Treasuries                                                                      2%
Non-U.S. Government Bonds                                                            2%
Mortgage & Asset-Backed Bonds                                                        1%
Stocks                                                                               2%
Cash Equivalents                                                                     6%
 
Ten Largest Corporate                                                   Percent of Net
Bond Holdings                                                                   Assets
- --------------------------------------------------                       -------------
NEXTEL Communications                                                             3.99%
Integraged Health Services                                                         2.45
Fox/Liberty Networks                                                               1.96
Omnipoint                                                                          1.95
CBS                                                                                1.74
Falcon Holding                                                                     1.66
Clearnet Communications                                                            1.46
Chancellor Media                                                                   1.45
Container Corp. of America                                                         1.45
COLT Telecom                                                                       1.41
 
- --------------------------------------------------                           ---------       ----------- --------
                                                                             Shares or
                                                                             Principal            Market  Percent
                                                                                Amount             Value   of Net
Bonds, Notes & Equity Securities                                                 (000)             (000)   Assets
Broadcasting & Media - 18.04%
Fox/Liberty Networks, LLC, FLN Finance, Inc.:
0%/9.75% 2007(1)                                                                $28,750           $19,119    1.96
8.875% 2007                                                                      27,625            27,072
American Radio Systems Corp. 9.00% 2006                                          17,470            18,693    1.74
CBS RADIO INC 11.375% 2009(2)                                                    16,197            18,707
EZ Communications, Inc. 9.75% 2005                                                3,250             3,551
Falcon Holding Group, LP, Falcon Funding Corp.:
0%/9.285% 2010(1)                                                                31,750            21,114    1.66
8.375% 2010                                                                      18,250            18,067
Chancellor Media Corp. of Los Angeles 9.00% 2008(3)                               1,000             1,010    1.45
Chancellor Media Corp. of Los Angeles, (formerly Chancellor
 Radio Broadcasting Co.):
9.375% 2004                                                                      14,500            14,790
8.125% 2007                                                                       9,500             9,167
Series B, 8.75% 2007                                                              9,350             9,350
NTL Inc.:
0%/12.75% 2005(1)                                                                 1,000               870    1.30
Series B, 10.00% 2007                                                             5,750             5,821
0%/9.75% 2008(1),(3)                                                             12,500             7,563
Sterling, 0%/10.75% 2008(1),(3)                                                L18,500             16,335
Adelphia Communications Corp.:
Series B, 9.25% 2002                                                             $6,000             6,240     .97
8.125% 2003(3)                                                                    5,000             4,975
10.50% 2004                                                                       8,500             9,265
Series B, 13.00% 2009(4)                                                             20shares       2,300
Comcast UK Cable Partners Ltd. 0%/11.20% 2007(1)                                $22,000            17,820     .75
Lenfest Communications, Inc.:
8.375% 2005                                                                       6,000             6,270     .69
7.625% 2008(3)                                                                    6,750             6,733
8.25% 2008(3)                                                                     3,250             3,226
Ziff-Davis Inc. 8.50% 2008                                                       16,500            16,005     .68
Cablevision Industries Corp.:
8.125% 2009                                                                       8,500             9,079     .66
9.875% 2013                                                                       6,000             6,480
Telemundo Holdings, Inc. 0%/11.50% 2008(1),(3)                                   23,000            12,190     .52
Century Communications Corp.:
8.75% 2007                                                                        4,000             4,200     .50
0.00% 2008                                                                       16,000             7,520
Sun Media Corp.:
9.50% 2007                                                                        2,434             2,483     .46
9.50% 2007                                                                        8,386             8,386
Big City Radio, Inc. 0%/11.25% 2005(1)                                           13,000             9,100     .39
TeleWest PLC 9.625% 2006                                                          9,000             9,045     .38
GRAY Communication Systems, Inc. 10.625% 2006                                     8,120             8,485     .36
TransWestern Publishing Co. 9.625% 2007                                           7,750             7,905     .33
ACME Intermediate Holdings, LLC/ACME Intermediate Finance, Inc.
%/12.00% 2005(1)                                                                 12,689             7,486     .32
Antenna TV SA 9.00% 2007                                                          8,000             7,280     .31
RCN Corp.:
0%/11.125% 2007(1)                                                                4,500             2,498     .28
10.00% 2007                                                                       4,500             4,208
Newsquest Capital PLC:
11.00% 2006                                                                       3,150             3,528     .28
Series B, 11.00% 2006                                                             2,750             3,080
Young Broadcasting Inc.:
10.125% 2005                                                                      3,500             3,675     .24
Series B, 8.75% 2007                                                              2,000             1,990
V2 Music (Holdings) PLC:
Dollar Units 0%/14.00% 2008(1),(3)                                                7,250             3,589     .23
Sterling Units 0%/14.00% 2008(1),(3)                                            L2,250              1,891
Globo Comunicacoes E Partcipacoes Ltd.:
10.50% 2006                                                                       2,000             1,030     .22
10.50% 2006(3)                                                                    8,280             4,264
FrontierVision 11.00% 2006                                                        4,500             4,927     .21
American Media Operations, Inc. 11.625%  2004                                     4,650             4,813     .20
Radio One, Inc. 7.00%/12.00% 2004(1)                                              4,750             4,608     .20
Multicanal Participacoes SA, Series B, 12.625% 2004                               5,150             3,605     .15
STC Broadcasting, Inc. 11.00% 2007                                                3,000             3,165     .13
Fox Family Worldwide, Inc.:
0%/10.25% 2007(1)                                                                 2,000             1,240     .12
9.25% 2007                                                                        1,750             1,654
Coaxial Communications of Central Ohio, Inc. 10.00% 2006(3)                       3,000             2,850     .12
Jones Intercable, Inc. 9.625% 2002                                                2,000             2,140     .09
RBS Participacoes SA 11.00% 2007(3)                                               4,500             1,665     .07
Tevecap SA 12.625% 2004                                                           2,025               871     .04
Grupo Televisa, SA  0%/13.25% 2008(1)                                             1,000               680     .03
                                                                                             ----------- --------
                                                                                                  425,673   18.04
                                                                                             ----------- --------
Wireless Communications - 16.78%
NEXTEL Communications, Inc.:
0%/9.75% 2004(1)                                                                  1,750             1,680    3.99
0%/9.75% 2007(1)                                                                 13,500             7,965
0%/10.65% 2007(1)                                                                14,000             8,120
0%/9.95% 2008(1)                                                                 44,000            25,520
Series D, 13.00% exchangeable preferred, redeemable 2009(2),(4)                      14shares      14,756
Series E, preferred, 11.125% 2010(2),(4)                                             29shares      27,049
NEXTEL International, Inc. 0%/12.125% 2008(1)                                   $21,000             9,135
Omnipoint Corp.:
Units 12.00% 2000(3),(5)                                                         12,500            11,200    1.95
8.938% 2006(3)                                                                   13,455            12,446
11.625% 2006                                                                      2,500             1,700
11.625% 2006                                                                     23,500            15,980
7.00% convertible preferred(3)                                                      185shares       4,625
Clearnet Communications Inc.:
0%/11.75% 2007(1)                                                             C$52,375             18,540    1.46
0%/10.40% 2008(1)                                                                50,325            15,835
PageMart Wireless, Inc. 0%/11.25% 2008(1)                                       $49,760            27,119    1.15
American Cellular Corp. 10.50% 2008(3)                                           24,250            23,401     .99
Mobile Telecommunication Technologies Corp.:
13.50% 2002                                                                      17,875            20,020     .97
Convertible preferred $2.25                                                         100shares       2,875
Centennial Cellular Corp.:
8.875% 2001                                                                     $14,500            15,515     .79
10.125% 2005                                                                      2,500             3,087
CCPR Services, Inc. 10.00% 2007                                                  19,500            16,770     .71
CellNet Data Systems, Inc. 0%/14.00% 2007(1)                                     34,985            11,370     .48
Cellular Communications International, Inc. 0%/9.50% 2005(1)                 ECU13,500             10,884     .46
Comunicacion Celular SA 0%/13.125% 2003(1)                                      $16,000            10,400     .44
Crown Castle International Corp. 0%/10.625% 2007(1)                              16,250             9,750     .41
Comcast Cellular Corp., Series B, 9.50% 2007                                      9,500             9,738     .41
McCaw International, Ltd. 0%/13.00% 2007(1)                                      17,625             8,813     .37
Esat Holdings Ltd. 0%/12.50% 2007(1)                                             13,250             8,480     .36
Teletrac Holdings, Inc. 14.00% 2007(3),(4)                                       13,550             8,333     .35
Netia Holdings BV:
0%/11.25% 2007(1)                                                                 5,750             2,300     .23
10.25% 2007                                                                       4,125             3,094
Price Communications Cellular Holdings, Inc. 11.25% 2008(2)                       5,000             4,500     .19
Pinnacle Holdings Inc. 0%/10.00% 2008(1)                                          7,700             4,004     .17
Spectrasite Holdings 0%/12.00% 2008(1),(3)                                        8,500             3,910     .17
OCCIDENTE Y CARI 0%/14.00% 2004(1)                                                5,000             3,600     .15
PILTEL INTL HLDG REG S CV 1.75% 2006                                              5,875             3,349     .14
Western Wireless Corp. 10.50% 2006                                                3,000             3,090     .13
Conecel Holdings Ltd., Series A, 14.00% 2000(3)                                   5,500             2,750     .12
Vanguard Cellular Systems, Inc. 9.375% 2006                                       2,000             2,020     .09
Globalstar LP 11.375% 2004                                                        3,000             1,980     .08
CELLCO FINANCE 15.00% 2005(3)                                                       500               401     .02
                                                                                             ----------- --------
                                                                                                  396,104   16.78
                                                                                             ----------- --------
Telecommunications - 10.90%
COLT Telecom Group PLC:
0%/12.00% 2006(1)                                                                26,250            20,475    1.41
8.875% 2007                                                                   DM15,000              8,578
7.625% 2008                                                                       8,250             4,347
Viatel, Inc.:
0%/12.40% 2008(1),(3)                                                           $22,500             6,737    1.38
0%/12.50% 2008(1),(3)                                                            24,500            12,005
11.15% 2008(3)                                                                 DM5,000              2,695
11.25% 2008(3)                                                                  $10,000             9,050
10.00% convertible 2011(3)                                                        1,443               959
Series A, convertible preferred 10.00%(2),(4)                                        17shares       1,029
Nextlink Capital, Inc. 12.50% 2006                                               $1,750             1,890    1.00
NEXTLINK Communications, Inc.:
9.625% 2007                                                                      13,000            12,707
9.00% 2008                                                                        9,500             8,977
Orion Network Systems, Inc. 11.25% 2007                                          21,475            19,757     .84
Time Warner Telecommunications 9.75% 2008                                        19,250            19,346     .82
Global TeleSystems Group, Inc.:(3)
8.75% convertible debentures 2000                                                 7,500            13,275     .78
9.875% 2005                                                                       6,000             5,100
US Xchange 15.00% 2008(3)                                                        18,375            18,375     .78
TVN Entertainment 14.00% 2008(3)                                                 13,250            12,190     .52
PTC International Finance BV  0%/10.75% 2007(1)                                  18,500            11,100     .47
Hermes Euro Railtel BV 11.50% 2007                                               10,000            10,450     .44
KMC Telecom Holdings, Inc. 0%/12.50% 2008(1)                                     22,500            10,350     .44
GST Equipment Funding, Inc. 13.25% 2007                                           9,000             9,450     .40
Teligent, Inc. 11.50% 2007                                                       10,500             8,085     .34
IXC Communications, Inc., preferred 12.50% 2009(2),(4)                                7shares       7,708     .33
Level 3 Communications, Inc. 9.125% 2008                                         $7,750             7,343     .31
QWest Communications International Inc. 0%/9.47% 2007(1)                          6,000             4,620     .20
IMPSAT Corp. 12.375% 2008(3)                                                      5,750             4,111     .17
Allegiancetelecom, Inc. 0%/11.75% 2008(1)                                         5,000             2,150     .09
Intermedia Communications Inc. 0%/11.25% 2007(1)                                  3,000             2,130     .09
Telesystem International Wireless, Inc. 0%/13.25% 2007(1)                         3,600             1,908     .08
CEI Citicorp Holdings SA 11.25% 2007(3)                                         ARP500                270     .01
                                                                                             ----------- --------
                                                                                                  257,167   10.90
                                                                                             ----------- --------
Manufacturing - 7.21%
Graham Packaging:
Graham Packaging Co., GPC Capital Corp. I 8.75% 2008                             17,250            16,733    1.13
Graham Packaging Holdings Co., GPC Capital Corp. II                              16,500             9,900
 0%/10.75% 2009(1),(3)
Anchor Glass Container Corp.:
11.25% 2005                                                                      17,250            17,897    1.09
9.875% 2008                                                                       8,250             7,714
BREED Technologies Inc. 9.25% 2008(3)                                            28,500            23,370     .99
Printpack Inc.:
Series B, 9.875% 2004                                                             5,750             5,750     .83
10.625% 2006                                                                     13,730            13,730
Lifestyle Furnishings International Ltd. 10.875% 2006                            17,755            18,465     .78
Consumers International Inc. 10.25% 2005                                         12,250            12,556     .53
Impress Metal Packaging Holdings B.V. 9.875% 2007                             DM17,250             10,329     .44
Ball Corp.:
7.75% 2006(3)                                                                    $7,500             7,725     .40
8.25% 2008(3)                                                                     1,750             1,798
Key Plastics, Inc., Series B, 10.25% 2007                                         9,650             9,071     .38
Westinghouse Air Brake Co. 9.375% 2005                                            5,750             5,808     .25
Tekni-Plex, Inc. 9.25% 2008                                                       5,250             5,040     .21
Hayes Wheels International Inc. 9.125% 2007                                       2,500             2,513     .11
Tultex Corp. 10.625% 2005                                                         1,500             1,290     .05
Reliance Industries Ltd. 10.50% 2046(3)                                             500               402     .02
                                                                                             ----------- --------
                                                                                                  170,091    7.21
                                                                                             ----------- --------
Health & Personal Care - 4.77%
Integrated Health Services, Inc.:
10.25% 2006                                                                      11,250            11,250    2.45
Series A:
9.50% 2007                                                                       22,250            21,138
9.25% 2008                                                                       27,000            25,380
Paracelsus Healthcare Corp. 10.00% 2006                                          34,825            32,039    1.35
Mariner Health Group, Inc. 9.50% 2006                                            11,875            11,756     .50
Tenet Healthcare Corp.:
8.00% 2005                                                                        4,750             4,821     .27
8.125% 2008(3)                                                                    1,500             1,508
Unison HealthCare Corp.:
13.50% 1999(3),(6),(7)                                                            2,000             1,900     .20
13.75% 2006(3),(7)                                                                8,750             2,800
                                                                                             ----------- --------
                                                                                                  112,592    4.77
                                                                                             ----------- --------
Energy Related - 4.76%
Kelley Oil & Gas Corp.:
7.875% 1999                                                                       3,245             3,018    1.00
8.50% 2000                                                                        2,291             2,108
10.375% 2006(3)                                                                   7,950             6,519
Series C, 10.375% 2006                                                           11,225             9,204
Convertible preferred $2.62                                                         170shares       2,720
Cross Timbers Oil Co.:
Series B, 9.25% 2007                                                             $9,275             8,533    1.00
8.75% 2009                                                                       16,620            14,958
Pogo Producing Co. 8.75% 2007                                                    18,000            17,100     .72
Benton Oil and Gas Co.:
11.625% 2003                                                                      7,000             5,950     .52
9.375% 2007                                                                       8,750             6,300
Petro Stopping Centers, LP 10.50% 2007                                           11,500            10,983     .47
Michael Petoleum Corp. 11.50% 2005(3)                                             7,750             6,897     .29
Clark Refining & Marketing, Inc.:
8.375% 2007                                                                       1,500             1,350     .22
8.875% 2007                                                                       4,500             3,937
Lomak Petroleum, Inc. 8.75% 2007                                                  4,000             3,560     .15
Ocean Energy, Inc. 8.875% 2007                                                    3,500             3,500     .15
Casecnan Water and Energy Co., Inc., Series B, 11.95% 2010                        3,500             2,905     .12
McDermott Inc. 9.375% 2002                                                        2,525             2,726     .12
                                                                                             ----------- --------
                                                                                                  112,268    4.76
                                                                                             ----------- --------
Leisure & Tourism - 4.47%
AMF Bowling, Inc. 0% convertible debentures 2018(3)                              21,900             2,300    1.26
AMF Bowling Worldwide, Inc. (formerly AMF Group Inc.):
0%/12.25% 2006(1)                                                                12,543             7,714
10.875% 2006                                                                     22,250            19,580
William Hill Finance PLC 10.625% 2008(3)                                       L16,200             24,894    1.06
Boyd Gaming Corp. 9.25% 2003                                                    $18,250            18,706     .79
Friendly Ice Cream Corp. 10.50% 2007                                             16,625            14,713     .62
Premier Parks Inc.:
9.25% 2006                                                                        4,000             3,920     .38
0%/10.00% 2008(1)                                                                 8,000             4,980
Sun International Hotels, Ltd., Sun International
North America, Inc.
9.00% 2007                                                                        4,000             4,080     .17
Rio Hotel & Casino, Inc. 10.625% 2005                                             1,500             1,635     .07
Hard Rock Hotel, Inc. 9.25% 2005(3)                                               1,500             1,500     .06
KSL Recreation Group, Inc. 10.25% 2007                                            1,000             1,000     .04
Six Flags Entertainment Corp. 8.875% 2006                                           500               496     .02
                                                                                             ----------- --------
                                                                                                  105,518    4.47
                                                                                             ----------- --------
Banking & Financial Services - 3.72%
Advanta Corp.:
7.50% 2000                                                                        7,500             7,342     .78
6.814% 2002                                                                      10,000             9,412
6.98% 2002                                                                        2,000             1,892
Chevy Chase Bank, FSB  9.25% 2008                                                 2,000             1,940     .55
Chevy Chase Preferred Capital Corp. 10.375%                                         214shares      11,021
Amresco, Inc. 9.875% 2005                                                       $12,900            10,320     .44
Fuji JGB Investment LLC, Series A, 9.87% noncumulative
preferred securities, perpetual(3)                                               22,500             9,979     .42
Tokai Preferred Capital Co. LLC, Series A,
9.98% noncumulative preferred(3)                                                 12,500             9,375     .40
Komercni Finance BV 9.0%/10.75% 2008(1),(3)                                       9,950             8,009     .34
Superior Financial Corp. 8.65% 2003(3)                                            6,000             6,075     .26
SB Treasury Co. LLC, Series A, 9.40% noncumulative
preferred securities, perpetual(3)                                                5,500             4,673     .20
BNP U.S. Funding LLC, Series A, 7.738% 2049(3)                                    4,750             4,400     .19
IBJ Preferred Capital Co. LLC, Series A, 8.79% noncumulative
preferred securities, perpetual(3)                                                4,650             3,389     .14
                                                                                             ----------- --------
                                                                                                   87,827    3.72
                                                                                             ----------- --------
Consumer Products - 3.31%
Canandaigua Wine Co., Inc.:
8.75% 2003                                                                       11,000            11,083     .80
Series C, 8.75% 2003                                                              7,750             7,847
Delta Beverage Group, Inc. 9.75% 2003                                            13,735            13,598     .58
Standard Commercial Tobacco Co., Inc. 8.875% 2005                                13,750            13,475     .57
Fage Dairy Industry SA 9.00% 2007                                                 9,250             8,232     .35
Favorite Brands International, Inc. 10.75% 2006(3)                                9,375             7,266     .31
AKI Inc. 10.50% 2008(3)                                                           4,500             4,230     .25
AKI Holding Inc. 0%/13.50% 2009(1),(3)                                            3,750             1,631
DGS International Finance Co. BV:
10.00% 2007                                                                         275               154     .15
10.00% 2007(3)                                                                    6,250             3,500
Home Products International, Inc. 9.625% 2008                                     3,250             2,893     .12
Sparkling Spring Water Group Ltd. 11.50% 2007                                     2,250             2,261     .10
Westpoint Stevens Inc. 7.875% 2005                                                1,000             1,010     .04
Aurora Foods Inc., Series B, 8.75% 2008                                           1,000             1,007     .04
                                                                                             ----------- --------
                                                                                                   78,187    3.31
                                                                                             ----------- --------
Forest Products & Paper - 3.12%
Container Corp. of America:
Series B, 10.75% 2002                                                             5,250             5,355    1.45
9.75% 2003                                                                       23,500            23,265
Series A, 11.25% 2004                                                             5,500             5,665
Norampac Inc.:
9.375% 2008                                                                    C$5,000              3,196     .70
9.50% 2008                                                                      $13,500            13,230
Advance Agro PCL 13.00% 2007(3)                                                  10,500             7,980     .34
Indah Kiat Finance Mauritius Ltd.:
11.875% 2002                                                                      4,750             2,565     .24
10.00% 2007                                                                       6,875             3,059
Pindo Deli Finance Mauritius Ltd.:
10.25% 2002                                                                       7,500             3,188     .20
10.75% 2007                                                                       3,775             1,548
Copamex Industrias, SA de CV, Series B, 11.375% 2004                              4,625             3,746     .16
Grupo Industrial Durango, SA de CV 12.00% 2001                                    1,000               730     .03
                                                                                             ----------- --------
                                                                                                   73,527    3.12
                                                                                             ----------- --------
Merchandising - 2.32%
Boyds Collection Ltd. 9.00% 2008(3)                                              14,750            14,013     .59
Randall's Food Markets, Inc. 9.375% 2007                                         12,000            12,480     .53
K Mart Corp. 9.78% 2020(8)                                                       10,500            11,267     .48
DR Securitized Lease Trust Pass-Through Certificates,
Series 1994 K-2, 9.35% 2019(8)                                                    9,855            10,279     .44
Carr-Gottstein Foods Co. 12.00% 2005                                              4,000             4,560     .19
Fred Meyer, Inc.:
7.375% 2005                                                                       1,000             1,038     .09
7.45% 2008                                                                        1,000             1,047
                                                                                             ----------- --------
                                                                                                   54,684    2.32
                                                                                             ----------- --------
Miscellaneous Service Companies - 2.24%
Allied Waste North America, Inc. 10.25% 2006                                     22,435            24,454    1.04
LES, Inc. 9.25% 2008(3)                                                          13,125            13,125     .56
Iron Mountain Inc.:
8.75% 2009                                                                        5,370             5,209     .35
10.125% 2009                                                                      3,000             3,150
Protection One Alarm Monitoring, Inc. 0%/13.625% 2005(1)                          6,166             6,921     .29
                                                                                             ----------- --------
                                                                                                   52,859    2.24
                                                                                             ----------- --------
Technology and Electronics - 2.10%
Flextronics International Ltd. 8.75% 2007                                        15,750            14,805     .63
Zilog Inc. 9.50% 2005                                                            11,750             7,403     .31
Advanced Micro Devices, Inc. 11.00% 2003                                          6,000             6,060     .25
Therma-Wave, Inc. 10.625% 2004                                                   13,250             5,962     .25
Fairchild Semiconductor Corp. 10.125% 2007                                        6,000             5,400     .23
EarthWatch Inc.:
Units 12.50% 2001(3),(5),(7)                                                      6,000             4,800     .22
Series C, convertible preferred, 12.00%(2),(3),(4),(5),(7)                          675shares         338
Samsung Electronics Co., Ltd. 7.45% 2002(3)                                      $6,000             4,905     .21
                                                                                             ----------- --------
                                                                                                   49,673    2.10
                                                                                             ----------- --------
Transportation - 1.11%
Teekay Shipping Corp. 8.32% 2008                                                 12,500            12,063     .51
USAir, Inc., pass-through trust, Series 1993-A3, 10.375% 2013(8)                  5,650             6,209     .26
Northwest Airlines, Inc. 7.625% 2005                                              5,000             4,996     .21
Kitty Hawk Inc. 9.95% 2004                                                        3,000             3,030     .13
                                                                                             ----------- --------
                                                                                                   26,298    1.11
                                                                                             ----------- --------
Miscellaneous - 1.07%
M.D.C. Holdings, Inc. 8.375% 2008                                                 9,250             8,880     .38
Felcor Suites LP 7.375% 2004                                                      8,250             8,074     .34
Wharf International Finance Ltd., Series A, 7.625% 2007                          10,000             5,903     .25
Swire Pacific Offshore Financing Ltd. 9.33% cumulative
guaranteed perpetual capital securities (Hong Kong)(3)                              146shares       2,370     .10
                                                                                             ----------- --------
                                                                                                   25,227    1.07
                                                                                             ----------- --------
Metals and Materials - 0.80%
Doe Run Co. 11.25% 2005(3)                                                       $9,500             7,410     .31
AK Steel Corp. 9.125% 2006                                                        5,500             5,500     .23
Kaiser Aluminum & Chemical Corp.:
12.75% 2003                                                                       4,500             4,365     .23
Series B, 10.875% 2006                                                            1,000               970
Texas Petrochemicals Corp. 11.125% 2006                                             650               611     .03
                                                                                             ----------- --------
                                                                                                   18,856     .80
                                                                                             ----------- --------
Governments (Excluding U.S.) - 1.87%
United Mexican States Government Eurobonds:
Series C, 0.00% 2003(5)                                                             768                 0
Global, 11.375% 2016                                                              7,695             7,416     .55
Series A, Units, 6.594% 2019(6)                                                     500               392
Global, 11.50% 2026                                                               5,125             5,125
Panama (Republic of):
Interest Reduction Bond 4.00% 2014(3),(6)                                        11,500             8,280     .41
Past Due Interest Eurobond 6.688% 2016(6)                                           527               380
8.875% 2027                                                                       1,250             1,059
Argentina (Republic of):
Series L, 6.625% Eurobonds 2005(6)                                                  950               760     .31
11.00% 2006                                                                         250               230
11.75% 2007(3)                                                                ARP4,130              2,984
11.375% 2017                                                                     $2,250             2,070
9.75% 2027                                                                        1,575             1,307
Philippines (Republic of):
8.875% 2008                                                                       4,500             3,746     .19
8.75% 2016                                                                        1,000               750
Korea (Republic of) 8.875% 2008                                                   5,000             4,294     .18
Poland (Republic of), Past Due Interest Bond, Bearer 4.00%                        2,500             2,163     .09
 2014(6)
Venezuela (Republic of):
Eurobond 6.625% 2007(6)                                                           1,810             1,040     .07
Front Loaded Interest Reduction Bond, Series A, 6.625% 2007(6)                      857               472
Peru (Republic of):
Past Due Interest Eurobond 4.00% 2017(6)                                            750               420     .03
Front Loaded Interest Reduction Bond 3.25% 2049(3),(6)                              500               236
Ecuador (Republic of):
Past Due Interest Registered Bond 6.625% 2015(6)                                    707               251     .02
Past Due Interest Bearer Bond 6.625% 2015(6)                                        425               151
Past Due Interest Discount Bond 6.625% 2025(6)                                      250               121
Brazil (Federal Republic of), Debt Conversion Bond, Series L,                       750               383     .02
6.688% 2012(6)
                                                                                             ----------- --------
                                                                                                   44,030    1.87
                                                                                             ----------- --------
U.S. Treasury Obligations - 1.83%
6.875% July 1999                                                                 19,000            19,336     .82
7.50% November 2001                                                              10,000            10,898     .46
7.50% February 2005                                                              11,000            12,867     .55
                                                                                                -------- --------
                                                                                                   43,101    1.83
                                                                                             ----------- --------
Private Issue Collateralized Mortgage Obligations/Asset-Backed
!Securities - 0.84%
Gramercy, Series 1998-A, Class C, 8.95% 2002(3)                                  10,000            10,050     .43
Trinity Re, Ltd., Class A-2, 10.071% 1998(3),(6)                                  6,600             6,468     .27
Residential Reinsurance Limited 9.848% 1999(3),(6)                                3,250             3,234     .14
Resolution Trust Corp., Series 1993-C1, Class E, 9.50% 2024                          98                98     .00
                                                                                             ----------- --------
                                                                                                   19,850     .84
                                                                                             ----------- --------
                                                                             Number of
Common Stocks & Warrants                                                        Shares
Nortel Inversora SA, preferred, Class A
(American Depositary Receipts) (Argentina)(3),(5)                             1,057,146            12,369     .53
Integrated Health Services, Inc.                                                506,206             8,511     .36
COLT Telecom Group PLC, warrants, expire 2006                                    18,250             3,650     .16
(United Kingdom),(3),(4)
Jacor Communications, Inc.(4)                                                    70,000             3,544     .15
Cellular Communications International, Inc.(4)                                   49,200             2,669     .14
Cellular Communications International, Inc., warrants,                           17,250               604
expire 2003(4)
Omnipoint Corp.(3),(4)                                                          278,001             2,068     .09
CellNet Data Systems, Inc.(4),(5)                                               256,000             1,229     .07
CellNet Data Systems, Inc., warrants, expire 2007(3),(4)                         47,786               478
ACME Intermediate Holdings, LLC (3),(4)                                          11,939               716     .06
Acme Televison LLC(4)                                                               725               725
Comunicacion Celular SA, Class B, warrants, expire 2003                          15,000             1,200     .05
(Colombia),(3),(4)
WorldCom, Inc.(4)                                                                21,000             1,026     .04
KMC Telecom Holdings Inc., warrants, expire 2008(3),(4)                          22,500               990     .04
Verio Inc., warrants, expire 2004(3),(4)                                         18,450               719     .03
Teletrac Holdings, Inc., warrants, expire 2007(3)                                13,550               461     .02
Esat Holdings Ltd., warrants, expire 2007 (Ireland),(3),(4)                      11,250               349     .02
Protection One Alarm Monitoring, Inc., warrants,                                 30,400               319     .01
expire 2005(3),(4)
NEXTEL Communications, Inc., Class A(4)                                          13,942               281
NEXTEL Communications, Inc., warrants, expire 1999(4),(5)                        21,250                 2     .01
Orion Network Systems, Inc., warrants, expire 2007(4)                            25,475               194     .01
Conecel Holdings Ltd., Class B, warrants, expire 2000                            74,250               111     .00
 (Ecuador),(3),(4),(5)
Globalstar Telecommunications Ltd., warrants, expire 2004(4)                      3,000               105     .00
Allegiance Telecom Inc., warrants, expire 2008(3),(4)                             5,000               100     .00
McCaw International, Ltd., warrants, expire 2007(3),(4)                           8,500                32     .00
                                                                                             ----------- --------
                                                                                                   42,452    1.79
                                                                                             ----------- --------
                                                                             Principal
                                                                                Amount
                                                                                 (000)
Miscellaneous
Investment securities in initial period of acquisition                           $6,033            17,693     .75
                                                                                             ----------- --------
Total Bonds, Notes and Equity Securities (cost: $2,399,838,000)                                 2,213,677   93.80
                                                                                             ----------- --------
Short-Term Securities
Associates Corp. of North America 5.77% due 11/2/98                              38,470            38,464    1.63
Ford Motor Credit Co.:
5.40% due 10/1/98                                                                15,000            14,998    1.41
5.52% due 10/6/98                                                                 8,200             8,192
5.53% due 10/6/98                                                                10,000             9,991
Ciesco LP 5.50% due 10/1/98                                                      15,000            14,998     .64
Duke University 5.48% due 10/23/98                                               15,000            14,947     .63
                                                                                             ----------- --------
 
Total Short-Term Securities (cost: $101,590,000)                                                  101,590    4.31
                                                                                             ----------- --------
 
Total Investment Securities (cost: $2,501,428,000)                                              2,315,267   98.11
 
Excess of cash and receivables over payables                                                       44,626    1.89
                                                                                             ----------- --------
                                                                                               $2,359,893  100.00
Net Assets                                                                                   =========== ========
 
 
(1)Step bond; coupon rate will increase at a later date.
(2)Payment in kind. The issuer has the option of paying
 additional securities in lieu of cash.
(3)Purchased in a private placement transaction; resale may be
 limited to qualified institutional buyers; resale to the
 public may require registration.
(4)Non-income-producing security.
(5)Valued under procedures established by the Board of Trustees.
(6)Coupon rate may change periodically.
(7)Company not making interest payments, bankruptcy
proceedings pending.
(8)Pass-through security backed by a pool of mortgages or other l
loans on which principal payments are periodically made.
Therefore, the effective maturity is shorter than the stated
maturity.
 
See Notes to Financial Statements
 
</TABLE>
 
<TABLE>
American High-Income Trust
Financial Statements
Statement of Assets and Liabilities
at September 30, 1998 (dollars in thousands)
<S>                                    <C>                 <C>
Assets:
 Investment securities
  (cost: $2,501,428)                                       $   2,315,267
 Cash                                                             4,159
 Receivables for--
  Sales of investments                           $   6,439
  Sales of fund's shares                             7,885
  Accrued dividends and interest                    49,457       63,781
                                                         -            -
                                                              2,383,207
Liabilities:
 Payables for--
  Purchases of investments                          14,969
  Repurchases of fund's shares                       3,094
  Dividends on fund's shares                         1,200
  Forward currency contracts                         2,742
  Management services                                  890
  Accrued expenses                                     419       23,314
                                                         -            -
Net Assets at September 30, 1998 --
 Equivalent to $13.75 per share on
 171,624,748 shares of beneficial
 interest issued and outstanding;
 unlimited shares authorized                               $   2,359,893
                                                                      =
 
Statement of Operations
for the year ended September 30, 1998
(dollars in thousands)
Investment Income:
 Income:
  Dividends                                      $   5,931
  Interest                                         219,681 $      225,61
                                                         -
 Expenses:
  Management services fee                           10,751
  Distribution expenses                              5,960
  Transfer agent fee                                 1,388
  Reports to shareholders                              123
  Registration statement and prospectus                377
  Postage, stationery and supplies                     296
  Trustees' fees                                        27
  Auditing and legal fees                               49
  Custodian fee                                         52
  Taxes other than federal income tax                   29
  Other expenses                                        18       19,070
                                                         -            -
  Net investment income                                         206,542
                                                                      -
Realized Gain and Change in Unrealized
 Depreciation on Investments:
 Net realized gain                                               16,864
 Net unrealized depreciation on:
  Investments                                     (296,102)
  Open forward currency contracts                   (2,750)    (298,852)
                                                         -            -
 
  Net realized gain and unrealized
   depreciation on investments                                 (281,988)
                                                                      -
Net Decrease in Net Assets
 Resulting from Operations                                     ($75,446)
                                                                      =
 
 
Statement of Changes in Net Assets
(dollars in thousands)
 
                                       Year ended September 30
                                                       1998         1997
Operations:                                              -            -
 Net investment income                       $     206,542 $      151,05
 Net realized gain on investments                   16,864       42,701
 Net increase in unrealized appreciation
  on investments                                  (298,852)      56,861
                                                         -            -
  Net increase in net assets
   resulting from operations                       (75,446)     250,616
                                                         -            -
 
Dividends and Distributions
 Paid to Shareholders:
 Dividends from net investment income             (200,841)    (147,273)
 Distributions from net realized
  gain on investments                              (47,160)      (1,653)
                                                         -            -
  Total dividends and distributions               (248,001)    (148,926)
                                                         -            -
Capital Share Transactions:
 Proceeds from shares sold:
  64,577,666 and 52,744,058
  shares, respectively                             986,681      800,316
 Proceeds from shares issued in
  reinvestment of net investment
  income dividends and distributions
  of net realized gain on
  investments: 11,414,562 and
  6,173,899 shares, respectively                   172,376       93,692
 Cost of shares repurchased:
  38,731,190 and 28,680,906
  shares, respectively                            (583,545)    (434,766)
                                                         -            -
  Net increase in net assets
   resulting from capital share
   transactions                                    575,512      459,242
                                                         -            -
Total Increase in Net Assets                       252,065      560,932
 
Net Assets:
 Beginning of year                               2,107,828    1,546,896
                                                         -            -
 End of year (including undistributed
  net investment income: $14,347
  and $10,740, respectively)                 $   2,359,893 $   2,107,828
                                                         =            =
 
See Notes to Financial Statements
 
</TABLE>
 
Notes to Financial Statements
 
1.   ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
 
ORGANIZATION - American High-Income Trust(the "fund") is registered under the
Investment Company Act of 1940 as an open-end, diversified management
investment company. The fund seeks a high level of current income and,
secondarily, capital appreciation through a diversified, carefully supervised
portfolio consisting primarily of lower rated, higher risk corporate bonds.
 
SIGNIFICANT ACCOUNTING POLICIES - The following is a summary of the significant
accounting policies consistently followed by the fund in the preparation of its
financial statements:
 
SECURITY VALUATION - Equity securities, including depositary receipts, are
valued at the last reported sale price on the exchange or market on which such
securities are traded, as of the close of business on the day the securities
are being valued or, lacking any sales, at the last available bid price.  In
cases where equity securities are traded on more than one exchange, the
securities are valued on the exchange or market determined by the investment
adviser to be the broadest and most representative market, which may be either
a securities exchange or the over-the-counter market. Fixed-income securities
are valued at prices obtained from a pricing service, 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 quoted bid and
asked prices or at prices for securities of comparable maturity, quality and
type. Securities with original maturities of one year or less having 60 days or
less to maturity are amortized to maturity based on their cost if acquired
within 60 days of maturity or, if already held on the 60th day, based on the
value determined on the 61st day.  Forward currency contracts are valued at the
mean of their representative quoted bid and asked prices. Securities and assets
for which representative market quotations are not readily available are valued
at fair value as determined in good faith by a committee appointed by the Board
of Trustees.
 
NON-U.S. CURRENCY TRANSLATION - Assets or liabilities initially expressed in
terms of non-U.S. currencies are translated into U.S. dollars at the prevailing
market rates at the end of the reporting period.  Purchases and sales of
securities and income and expenses are translated into U.S. dollars at the
prevailing market rates on the dates of such transactions.  The effects of
changes in non-U.S. currency exchange rates on investment securities are
included with the net realized and unrealized gain or loss on investment
securities. 
 
SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME -   As is customary in the
mutual fund industry, securities transactions are accounted for on the date the
securities are purchased or sold. In the event the fund purchases securities on
a delayed delivery or "when-issued" basis, it will segregate with its custodian
liquid assets in an amount sufficient to meet its payment obligations in these
transactions. Realized gains and losses from securities transactions are
reported on an identified cost basis. Dividend and interest income is reported
on the accrual basis. Discounts and premiums on securities purchased are
amortized. 
 
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS - Dividends to shareholders are
declared daily after the determination of the fund's net investment income and
are paid to shareholders monthly. 
 
FORWARD CURRENCY CONTRACTS - The fund may enter into forward currency
contracts, which represent agreements to exchange currencies of different
countries at specified future dates at specified rates. The fund enters into
these contracts to reduce its exposure to fluctuations in foreign exchange
rates arising from investments denominated in non-U.S. currencies. The fund's
use of forward currency contracts involves market risk in excess of the amount
recognized in the statement of assets and liabilities. The contracts are
recorded in the statement of assets and liabilities at their net unrealized
value. The fund records realized gains or losses at the time the forward
contract is closed or offset by a matching contract. The face or contract
amount in U.S. dollars reflects the total exposure the fund has in that
particular contract. Risks may arise upon entering these contracts from the
potential inability of counterparties to meet the terms of their contracts and
from possible movements in non-U.S. exchange rates and securities values
underlying these instruments.
 
2.   FEDERAL INCOME TAXATION
 
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, to its shareholders. Therefore, no federal income tax provision is
required.
  
As of September 30, 1998, net unrealized depreciation on investments, excluding
forward currency contracts, for book and federal income tax purposes aggregated
$186,161,000, of which $52,616,000 related to appreciated securities and
$238,777,000 related to depreciated securities. During the year ended September
30, 1998, the fund realized, on a tax basis, a net capital gain of $18,492,000
on securities transactions. Net losses related to non-U.S. currency
transactions of $254,000 are treated as an adjustment to ordinary income for
federal income tax purposes. In addition, the fund has deferred, for tax
purposes, to fiscal year ending September 30, 1999, the recognition of losses
related to non-U.S. currency transactions totaling $4,121,000 which were
realized during the period November 1, 1997 through September 30, 1998. The
cost of portfolio securities, excluding forward currency contracts, for book
and federal income tax purposes was $2,501,428,000 at September 30, 1998. 
  
3.   FEES AND TRANSACTIONS WITH RELATED PARTIES
 
INVESTMENT ADVISORY FEES - The fee of $10,751,000 for management services was
incurred pursuant to an agreement with Capital Research and Management Company
(CRMC), with which certain officers and Trustees of the fund 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; and 0.18% of such assets in excess of $1 billion; plus
3.00% on the first $100 million of the fund's annual gross investment income;
and 2.50% of such income in excess of $100 million. 
 
DISTRIBUTION EXPENSES - 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 fund'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 September 30, 1998,
distribution expenses under the Plan were $5,960,000. As of September 30, 1998,
accrued and unpaid distribution expenses were $363,000.
 
TRANSFER AGENT FEES - American Funds Service Company (AFS), the transfer agent
for the fund, was paid a fee of $1,388,000. American Funds Distributors, Inc.
(AFD), the principal underwriter of the fund's shares, received $3,016,000
(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.
 
DEFERRED TRUSTEES' FEES - 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 September 30, 1998, aggregate amounts deferred and earnings thereon
were $40,000.
 
CRMC is owned by The Capital Group Companies, Inc. AFS and AFD are both wholly
owned subsidiaries of CRMC. Certain Trustees and officers of the fund are or
may be considered to be affiliated with CRMC, AFS and AFD. No such persons
received any remuneration directly from the fund.
 
4.   INVESTMENT TRANSACTIONS AND OTHER DISCLOSURES
 
The fund made purchases and sales of investment securities, excluding
short-term securities, of $1,725,448,000 and $1,205,545,000, respectively,
during the year ended September 30, 1998.
 
As of September 30, 1998, accumulated undistributed net realized gain on
investments was $10,079,000 paid-in capital was $2,524,231,000. The fund
reclassified $2,094,000 and $30,000 of realized currency losses from
undistributed net realized gain to undistributed net investment income and
additional paid-in capital in the year ended September 30, 1998. 
 
Pursuant to the custodian agreement, the fund receives credits against its
custodian fee for imputed interest on certain balances with the custodian bank.
The custodian fee of $52,000 was paid by these credits rather than in cash.
 
Net realized currency losses on interest and sales of non-U.S. bonds, on a book
basis, were $1,757,000 for the year ended September 30, 1998.
 
At September 30, 1998, the fund had outstanding forward currency contracts to
sell non-U.S. currencies as follows:
<TABLE>
<S>                                <C>            <C>            <C>            <C>
                                   Contract Amount               U.S. Valuation at 9/30/98
                                   ------------------------------------------------------------
 
                                                                                  Unrealized
Non-U.S. Currency Sales Contracts     Non-U.S.         U.S.          Amount      Depreciation
- -----------------------------------------------------------------------------------------------
 
German Deutsche Marks
expiring 10/5/98 to 2/26/99         DM47,562,000     $26,859,000    $28,535,000    $(1,676,000)
European Currency Units
expiring 11/16/98                   ECU8,425,000       9,778,000      9,936,000      $(158,000)
British Pounds
expiring 11/16/98 to 8/10/99        L16,338,000       26,598,000     27,441,000      $(843,000)
                                                  ---------------------------------------------
                                                     $63,235,000    $65,912,000    $(2,677,000)
                                                  =============  =============  =============
 
</TABLE>
<TABLE>
Per-Share
Data and Ratios
<S>                        <C>       <C>       <C>       <C>       <C>
 
                                     Year endedSeptember 30
                                 1998      1997      1996     1995      1994
                            --------  --------  --------  --------  --------
Net Asset Value, Beginning
 of Year                      $15.69    $14.86    $14.30    $13.97    $15.18
                            --------  --------  --------  --------  --------
 Income from Investment
  Operations:
  Net investment income         1.30      1.26      1.29      1.33      1.25
  Net realized and
   unrealized gain
   (loss) on investments       (1.60)      .83       .59       .39      (.99)
                            --------  --------  --------  --------  --------
   Total income from
    investment operations       (.30)     2.09      1.88      1.72       .26
                            --------  --------  --------  --------  --------
 Less Distributions:
  Dividends from net
   investment income           (1.30)    (1.24)    (1.32)    (1.32)    (1.21)
  Distributions from net
   realized gains               (.34)     (.02)        -      (.07)     (.26)
                            --------  --------  --------  --------  --------
   Total distributions         (1.64)    (1.26)    (1.32)    (1.39)    (1.47)
                            --------  --------  --------  --------  --------
Net Asset Value, End of Yea   $13.75    $15.69    $14.86    $14.30    $13.97
                            ========  ========  ========  ========  ========
Total Return*                 (2.40)%    14.66%   13.68%    13.34%     1.60%
 
Ratios/Supplemental Data:
 Net assets, end of year
  (in millions)               $2,360    $2,108    $1,547    $1,111      $835
 Ratio of expenses to average
  net assets                    .81%      .82%      .87%      .89%      .86%
 Ratio of net income to
  average net assets            8.76%    8.35%     8.90%     9.72%     8.63%
 Portfolio turnover rate      54.63%    53.55%    39.74%    29.56%    42.03%
 
 
 
*Excludes maximum sales charge of 4.75%.
 
</TABLE>
 
Independent Auditors' Report
To the Board of Trustees and Shareholders of
American High-Income Trust:
 
     We have audited the accompanying statement of assets and liabilities of
American High-Income Trust (the "fund"), including the schedule of portfolio
investments, as of September 30, 1998, 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
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
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 as of
September 30, 1998, 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 American High-Income Trust as of September 30, 1998, the results of
its operations for the year then ended, the changes in its 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, in conformity with
generally accepted accounting principles.
 
/s/Deloitte & Touche LLP
Los Angeles, California
November 6, 1998
 
1998 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.
 
     Corporate shareholders may exclude up to 70% of qualifying dividends
received during the year. For purposes of computing this exclusion, 2% of the
dividends paid by the fund from net investment income represents qualifying
dividends.
 
     Certain states may exempt from income taxation a portion of the dividends
paid from net investment income that was derived from direct U.S. Treasury
obligations. For purposes of computing this exclusion, 2% of the dividends paid
by the fund from net investment income was derived from interest on direct U.S.
Treasury obligations.
 
     Dividends and distributions received by retirement plans such as IRAs,
Keogh-type plans, and 403(b) plans need not be reported as taxable income.
However, many plan retirement trusts may need this information for their annual
information reporting.
 
     The fund designates as a capital gain distribution a portion of earnings
and profits paid to shareholders in redemption of their shares.
 
     SINCE THE AMOUNTS ABOVE ARE REPORTED FOR THE FISCAL YEAR AND NOT THE
CALENDAR YEAR, SHAREHOLDERS SHOULD REFER TO THEIR FORM 1099-DIV WHICH WILL BE
MAILED IN JANUARY 1999 TO DETERMINE THE CALENDAR YEAR AMOUNTS TO BE INCLUDED ON
THEIR 1999 TAX RETURNS. SHAREHOLDERS SHOULD CONSULT THEIR TAX ADVISERS.
 
<PAGE>
                                   PART C
                             OTHER INFORMATION
                         AMERICAN HIGH-INCOME TRUST
 
ITEM 23. EXHIBITS
 
(a) Previously filed (see Post-Effective Amendment No. 14 filed November 26,
1997).
 
(b) Previously filed (see Post-Effective Amendment No. 14 filed November 26,
1997).
 
(c) Previously filed (see Post-Effective Amendment No. 14 filed November 26,
1997).
 
(d) Previously filed (see Post-Effective Amendment No. 14 filed November 26,
1997).
 
(e) Previously filed (see Post-Effective Amendment No. 14 filed November 26,
1997).
 
(f) None.
 
(g) Previously filed (see Post-Effective Amendment No. 14 filed November 26,
1997).
 
(h) None.
 
(i) Not applicable to this filing.
   
(j) Consent of Independent Auditors .    
 
(k) None.
 
(l) Previously filed (see Post-Effective Amendment No. 14 filed November 26,
1997).
 
(m) Previously filed (see Post-Effective Amendment No. 14 filed November 26,
1997).
 
(n) EX-27 Financial data schedule (EDGAR).
 
(o) None.
 
ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT.
 
  None.
 
ITEM 25. INDEMNIFICATION.
 
  Registrant is a joint-insured under an Investment Advisor/Mutual Fund Errors
and Omissions Policies written by American International Surplus Lines
Insurance Company, Chubb Custom Insurance Company  and ICI Mutual Insurance
Company which insures its officers and Trustees against certain liabilities. 
However, in no event will Registrant maintain insurance to indemnify any such
person for any act for which Registrant itself is not permitted to indemnify
the individual.
 
  Article VI of the Trust's By-Laws states:
 
 (a)  The Trust shall indemnify any Trustee or officer of the Trust who was or
is a party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative
or investigative (other than action by or in the right of the Trust) by reason
of the fact that such person is or was such Trustee or officer or an employee
or agent of the Trust, or is or was serving at the request of the Trust as a
director, officer, employee or agent of another corporation, partnership, joint
venture, trust or other enterprise, against expenses (including attorneys'
fees), judgments, fines and amounts paid in settlement actually and reasonably
incurred by such person in connection with such action, suit or proceeding if
such person acted in good faith and in a manner such person reasonably believed
to be in or not opposed to the best interests of the Trust, and, with respect
to any criminal action or proceeding, had no reasonable cause to believe such
person's conduct was unlawful.
 
  The termination of any action, suit or proceeding by judgment, order,
settlement, conviction or upon a plea of nolo contendere or its equivalent,
shall not, of itself, create a presumption that the person reasonably believed
to be opposed to the best interests of the Trust, and, with respect to any
criminal action or proceeding, had reasonable cause to believe that such
person's conduct was unlawful.
 
 (b) The Trust shall indemnify any Trustee or officer of the Trust who was or
is a party or is threatened to be made a party to any threatened, pending or
completed action or suit by or in the right of the Trust to procure a judgment
in its favor by reason of the fact that such person is or was such Trustee or
officer or an employee or agent of the Trust, or is or was serving at the
request of the Trust as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other enterprise, against
expenses (including attorneys' fees), actually and reasonably incurred by such
person in connection with the defense or settlement of such action or suit if
such person acted in good faith and in a manner such person reasonably believed
to be in or not opposed to the best interests of the Trust, except that no
indemnification shall be made in respect of any claim, issue or matter as to
which such person shall have been adjudged to be liable for negligence or
misconduct in the performance of such person's duty to the Trust unless and
only to the extent that the court in which such action or suit was brought, or
any other court having jurisdiction in the premises, shall determine upon
application that, despite the adjudication of liability but in view of all
circumstances of the case, such person is fairly and reasonably entitled to
indemnity for such expenses which such court shall deem proper.
 
   (c)  To the extent that a Trustee or officer of the Trust has been
successful on the merits in defense of any action, suit or proceeding referred
to in subparagraphs (a) or (b) above or in defense of any claim, issue or
matter therein, such person shall be indemnified against expenses (including
attorney's fees) actually and reasonably incurred by such person in connection
therewith, without the necessity for the determination as to the standard of
conduct as provided in subparagraph (d).
 
 (d) Any indemnification under subparagraph (a) or (b) (unless ordered by a
court) shall be made by the Trust only as authorized in the specific case upon
a determination that indemnification of the Trustee or officer is proper in the
circumstances because such person has met the applicable standard of conduct
set forth in subparagraph (a) or (b).  Such determination shall be made (i) by
the Board by a majority vote of a quorum consisting of Trustees who were not
parties to such action, suit or proceeding, or (ii) if such a quorum of
disinterested Trustees so directs, by independent legal counsel in a written
opinion; and any determination so made shall be conclusive.
 
 (e) Expenses incurred in defending a civil or criminal action, writ or
proceeding may be paid by the Trust in advance of the final disposition of such
action, suit or proceeding, as authorized in the particular case, upon receipt
of an undertaking by or on behalf of the Trustee or officer to repay such
amount unless it shall ultimately be determined that such person is entitled to
be indemnified by the Trust as authorized herein.  Such determination must be
made by disinterested trustees or independent legal counsel.
 
 (f) Agents and employees of the Trust who are not Trustees or officers of the
Trust may be indemnified under the same standards and procedures set forth
above, in the discretion of the Board.
 
 (g) Any indemnification pursuant to this Article shall not be deemed exclusive
of any other rights to which those indemnified may be entitled and shall
continue as to a person who has ceased to be a Trustee or officer and shall
inure to the benefit of the heirs, executors and administrators of such a
person.
 
 (h) Nothing in the Declaration or in these By-Laws shall be deemed to protect
any Trustee or officer of the Trust against any liability to the Trust or to
its shareholders to which such person would otherwise be subject by reason of
willful malfeasance, bad faith, gross 
negligence or reckless disregard of the duties involved in the conduct of such
person's office.
 
 (i) The Trust shall have power to purchase and maintain insurance on behalf of
any person against any liability asserted against or incurred by such person,
whether or not the Trust would have the power to indemnify such person against
such liability under the provisions of this Article. Nevertheless, insurance
will not be purchased or maintained by the Trust if the purchase or maintenance
of such insurance would result in the indemnification of any person in
contravention of any rule or regulation of the Securities and Exchange
Commission.
 
  Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted to Trustees, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable.  In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a Trustee, officer of controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by
such Trustee, officer of controlling person in connection with the securities
being registered, the Registrant will, unless in the opinion of its counsel the
matter has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issue.
 
ITEM 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER.
 
  None.
 
ITEM 27. PRINCIPAL UNDERWRITERS.
 
  (a) American Funds Distributors, Inc. is also the Principal Underwriter of
shares of:  AMCAP Fund, Inc., American Balanced Fund, Inc., The American Funds
Income Series, The American Funds Tax-Exempt Series I, The American Funds
Tax-Exempt Series II, American High-Income Municipal Bond Fund, Inc., American
Mutual Fund, Inc., The Bond Fund of America, Inc., Capital Income Builder,
Inc., Capital World Bond Fund, Inc., Capital World Growth and Income Fund,
Inc., The Cash Management Trust of America, 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 Money Fund of America, U.S. Treasury Money
Fund of America and Washington Mutual Investors Fund, Inc.
   
<TABLE>
<CAPTION>
(B)   (1)                                     (2)                                (3)                          
 
                                                                                                              
 
      NAME AND PRINCIPAL                      POSITIONS AND OFFICES              POSITIONS AND OFFICES        
 
      BUSINESS ADDRESS                        WITH UNDERWRITER                   WITH REGISTRANT              
 
                                                                                                              
 
<S>   <C>                                     <C>                                <C>                          
      David L. Abzug                          Regional Vice President            None                         
 
      27304 Park Vista Road                                                                                   
 
      Agoura Hills, CA 91301                                                                                  
 
                                                                                                              
 
      John A. Agar                            Vice President                     None                         
 
      1501 N. University, Suite 227A                                                                          
 
      Little Rock, AR 72207                                                                                   
 
                                                                                                              
 
      Robert B. Aprison                       Vice President                     None                         
 
      2983 Bryn Wood Drive                                                                                    
 
      Madison, WI  53711                                                                                      
 
                                                                                                              
 
L     William W. Bagnard                      Vice President                     None                         
 
                                                                                                              
 
      Steven L. Barnes                        Senior Vice President              None                         
 
      5400 Mount Meeker Road                                                                                  
 
      Boulder, CO 80301                                                                                       
 
                                                                                                              
 
B     Carl R. Bauer                           Assistant Vice President           None                         
 
      Michelle A. Bergeron                    Senior Vice President              None                         
      4160 Gateswalk Drive                                                                                    
      Smyrna, GA 30080                                                                                        
 
                                                                                                              
 
      Joseph T. Blair                         Senior Vice President              None                         
 
      27 Drumlin Road                                                                                         
 
      West Simsbury, CT  06092                                                                                
 
                                                                                                              
 
      John A. Blanchard                       Vice President                     None                         
 
      6421 Aberdeen Road                                                                                      
 
      Mission Hills, KS 66208                                                                                 
 
                                                                                                              
 
      Ian B. Bodell                           Senior Vice President              None                         
 
      P.O. Box 1665                                                                                           
 
      Brentwood, TN 37024-1665                                                                                
 
                                                                                                              
 
      Michael L. Brethower                    Senior Vice President              None                         
 
      2320 North Austin Avenue                                                                                
 
      Georgetown, TX  78626                                                                                   
 
                                                                                                              
 
      C. Alan Brown                           Regional Vice President            None                         
 
       4129 Laclede Avenue 
       St. Louis, MO  63108                                                                                                         
 
 
                                                                                                              
 
H     J. Peter Burns                          Vice President                     None                         
 
                                                                                                              
 
      Brian C. Casey                          Regional Vice President            None                         
 
      8002 Greentree Road                                                                                     
 
      Bethesda, MD 20817                                                                                      
 
                                                                                                              
 
      Victor C. Cassato                       Senior Vice President              None                         
 
      609 W. Littleton Blvd., Suite 310                                                                       
 
      Littleton, CO  80120                                                                                    
 
                                                                                                              
 
      Christopher J. Cassin                   Senior Vice President              None                         
 
      111 W. Chicago Avenue, Suite G3                                                                         
 
      Hinsdale, IL 60521                                                                                      
 
                                                                                                              
 
      Denise M. Cassin                         Vice President                    None                         
 
      1301 Stoney Creek Drive                                                                                 
 
      San Ramon, CA 94538                                                                                     
 
                                                                                                              
 
L     Larry P. Clemmensen                     Director                           None                         
 
                                                                                                              
 
L     Kevin G. Clifford                       Director,  President and           None                         
 
                                              Co-Chief Executive Officer                        
 
                                                                                                              
 
      Ruth M. Collier                         Senior Vice President              None                         
 
      145 West 67th St., #12K                                                                                 
 
      New York, NY  10023                                                                                     
 
                                                                                                              
 
S     David Coolbaugh                         Assistant Vice President           None                         
 
                                                                                                              
 
      Thomas E. Cournoyer                     Vice President                     None                         
 
      2333 Granada Boulevard                                                                                  
 
      Coral Gables, FL  33134                                                                                 
 
                                                                                                              
 
      Douglas A. Critchell                    Senior Vice President              None                         
 
      3521 Rittenhouse Street, N.W.                                                                           
 
      Washington, D.C.  20015                                                                                 
 
                                                                                                              
 
L     Carl D. Cutting                         Vice President                     None                         
 
                                                                                                              
 
      Daniel J. Delianedis                    Regional Vice President            None                         
 
      8689 Braxton Drive                                                                                      
 
      Eden Prairie, MN 55347                                                                                  
 
                                                                                                              
 
      Michael A. Dilella                      Vice President                     None                         
 
      P. O. Box 661                                                                                           
 
      Ramsey, NJ  07446                                                                                       
 
                                                                                                              
 
      G. Michael Dill                         Senior Vice President              None                         
      505 E. Main Street                                                                                      
 
      Jenks, OK 74037                                                                                         
 
                                                                                                              
 
      Kirk D. Dodge                           Senior Vice President              None                         
 
      633 Menlo Avenue, Suite 210                                                                             
 
      Menlo Park, CA 94025                                                                                    
 
                                                                                                              
 
      Peter J. Doran                          Senior Vice President              None                         
 
      1205 Franklin Avenue                                                                                    
 
      Garden City, NY  11530                                                                                  
 
                                                                                                              
 
L     Michael J. Downer                       Secretary                          Vice President               
 
                                                                                                              
 
      Robert W. Durbin                        Vice President                     None                         
 
      74 Sunny Lane                                                                                           
 
      Tiffin, OH  44883                                                                                       
 
                                                                                                              
 
I     Lloyd G. Edwards                        Senior Vice President              None                         
 
                                                                                                              
 
L     Paul H. Fieberg                         Senior Vice President              None                         
 
                                                                                                              
 
      John Fodor                               Vice President                    None                         
 
      15 Latisquama Road                                                                                      
 
      Southborough, MA 01772                                                                                  
 
                                                                                                              
 
L     Mark P. Freeman, Jr.                    Director                           None                         
 
                                                                                                              
 
      Clyde E. Gardner                        Senior Vice President              None                         
 
      Route 2, Box 3162                                                                                       
 
      Osage Beach, MO  65065                                                                                  
 
                                                                                                              
 
B     Evelyn K. Glassford                     Vice President                     None                         
 
                                                                                                              
 
      Jeffrey J. Greiner                       Vice President                    None                         
 
      12210 Taylor Road                                                                                       
 
      Plain City, OH 43064                                                                                    
 
L     Paul G. Haaga, Jr.                      Director                           Chairman of the Board        
 
                                                                                                              
 
B     Mariellen Hamann                        Assistant Vice President           None                         
 
                                                                                                              
 
      David E. Harper                         Senior Vice President              None                         
 
      R.D. 1, Box 210, Rte 519                                                                                
 
      Frenchtown, NJ  08825                                                                                   
 
                                                                                                              
 
      Ronald R. Hulsey                        Vice President                     None                         
 
      6744 Avalon                                                                                             
 
      Dallas, TX  75214                                                                                       
 
                                                                                                              
 
      Robert S. Irish                         Regional Vice President            None                         
 
      1225 Vista Del Mar Drive                                                                                
 
      Delray Beach, FL 33483                                                                                  
 
                                                                                                              
 
L     Robert L. Johansen                      Vice President                     None                         
 
                                                                                                              
 
      Michael J. Johnston                     Director                           None                         
 
      630 Fifth Avenue, 36th Floor                                                                            
 
      New York, NY 10111                                                                                      
 
                                                                                                              
 
B     Damien M. Jordan                        Vice President                     None                         
 
                                                                                                              
 
      Arthur J. Levine                        Senior Vice President              None                         
 
      12558 Highlands Place                                                                                   
 
      Fishers, IN  46038                                                                                      
 
                                                                                                              
 
B     Karl A. Lewis                           Assistant Vice President           None                         
 
                                                                                                              
 
      T. Blake Liberty                        Regional Vice President            None                         
 
      5506 East Mineral Lane                                                                                  
 
      Littleton, CO 80122                                                                                     
 
                                                                                                              
 
      Mark Lien                               Regional Vice President            None                         
 
      5570 Beechwood Terrace                                                                                  
 
      West Des Moines, IA 50266                                                                               
 
                                                                                                              
 
L     Lorin E. Liesy                          Assistant Vice President           None                         
 
                                                                                                              
 
L     Susan G. Lindgren                       Vice President -                   None                         
                                              Institutional                                                   
 
                                              Investment Services                                             
 
                                                                                                              
 
LW    Robert W. Lovelace                      Director                           None                         
 
                                                                                                              
 
      Stephen A. Malbasa                       Vice President                    None                         
 
      13405 Lake Shore Blvd.                                                                                  
 
      Cleveland, OH  44110                                                                                    
 
                                                                                                              
 
      Steven M. Markel                        Senior Vice President              None                         
 
      5241 South Race Street                                                                                  
 
      Littleton, CO 80121                                                                                     
 
                                                                                                              
 
L     J. Clifton Massar                       Director, Senior Vice              None                         
                                              President                                                       
 
                                                                                                              
 
L     E. Lee McClennahan                      Senior Vice President              None                         
 
                                                                                                              
 
L     Jamie R. McCrary                        Assistant Vice President           None                         
 
                                                                                                              
 
S     John V. McLaughlin                      Senior Vice President              None                         
 
                                                                                                              
 
      Terry W. McNabb                         Vice President                     None                         
 
      2002 Barrett Station Road                                                                               
 
      St. Louis, MO  63131                                                                                    
 
                                                                                                              
 
L     R. William Melinat                      Vice President -                   None                         
                                              Institutional                                                   
 
                                              Investment Services                                             
 
                                                                                                              
 
      David R. Murray                          Vice President                    None                         
 
      60 Briant Drive                                                                                         
 
      Sudbury, MA 01776                                                                                       
 
                                                                                                              
 
      Stephen S. Nelson                       Vice President                     None                         
 
      P.O. Box 470528                                                                                         
 
      Charlotte, NC  28247-0528                                                                               
 
                                                                                                              
 
      William E. Noe                          Regional Vice President            None                         
 
      304 River Oaks Road                                                                                     
 
      Brentwood, TN 37027                                                                                     
 
                                                                                                              
 
      Peter A. Nyhus                          Vice President                     None                         
 
      3084 Wilds Ridge Court                                                                                  
 
      Prior Lake, MN 55372                                                                                    
 
                                                                                                              
 
      Eric P. Olson                           Vice President                     None                         
 
      62 Park Drive                                                                                           
 
      Glenview, IL 60025                                                                                      
 
                                                                                                              
 
      Fredric Phillips                        Senior Vice President              None                         
 
      175 Highland Avenue, 4th Floor                                                                          
 
      Needham, MA 02494                                                                                       
 
                                                                                                              
 
B     Candance D. Pilgrim                     Assistant Vice President           None                         
 
                                                                                                              
 
      Carl S. Platou                          Vice President                     None                         
 
      4021 96th Avenue, S.E.                                                                                  
 
      Mercer Island, WA 98040                                                                                 
 
                                                                                                              
 
L     John O. Post                            Vice President                     None                         
 
                                                                                                              
 
S     Richard P. Prior                        Assistant Vice President           None                         
 
                                                                                                              
 
      Steven J. Reitman                       Senior Vice President              None                         
 
      212 The Lane                                                                                            
 
      Hinsdale, IL  60521                                                                                     
 
                                                                                                              
 
      Brian A. Roberts                         Vice President                    None                         
 
      P.O. Box 472245                                                                                         
 
      Charlotte, NC  28247                                                                                    
 
                                                                                                              
 
      George S. Ross                          Senior Vice President              None                         
 
      55 Madison Avenue                                                                                       
 
      Morristown, NJ  07962                                                                                   
 
                                                                                                              
 
L     Julie D. Roth                           Vice President                     None                         
 
                                                                                                              
 
L     James F. Rothenberg                     Director                           None                         
 
                                                                                                              
 
      Douglas F. Rowe                         Vice President                     None                         
 
      30008 Oakland Hills Drive                                                                               
 
      Georgetown, TX 78628                                                                                    
 
                                                                                                              
 
      Christopher S. Rowey                    Regional Vice President            None                         
 
      9417 Beverlywood Street                                                                                 
 
      Los Angeles, CA 90034                                                                                   
 
                                                                                                              
 
      Dean B. Rydquist                        Senior Vice President              None                         
 
      1080 Bay Pointe Crossing                                                                                
 
      Alpharetta, GA 30005                                                                                    
 
                                                                                                              
 
      Richard R. Samson                       Senior Vice President              None                         
 
      4604 Glencoe Avenue, #4                                                                                 
 
      Marina del Rey, CA  90292                                                                               
 
                                                                                                              
 
      Joseph D. Scarpitti                     Vice President                     None                         
 
      31465 St. Andrews                                                                                       
 
      Westlake, OH 44145                                                                                      
 
                                                                                                              
 
L     R. Michael Shanahan                     Director                           None                         
 
                                                                                                              
 
      David W. Short                          Director,  Chairman of the         None                         
      1000 RIDC Plaza, Suite 212              Board and Co-Chief Executive                                    
      Pittsburgh, PA  15238                   Officer                                                         
 
                                                                                                              
 
      William P. Simon, Jr.                   Senior Vice President              None                         
 
      912 Castlehill Lane                                                                                     
 
      Devon, PA 91333                                                                                         
 
                                                                                                              
 
L     John C. Smith                           Assistant Vice President -         None                         
                                              Institutional Investment                                        
                                              Services                                                        
 
                                                                                                              
 
      Rodney G. Smith                         Vice President                     None                         
 
      100 N. Central Expressway                                                                               
      Suite 1214                                                                                              
 
      Richardson, TX  75080                                                                                   
 
                                                                                                              
 
      Tony Soave                              Regional Vice President            None                         
 
      8831 Morning Mist Drive                                                                                 
 
      Clarkston, MI 48348                                                                                     
 
                                                                                                              
 
      Nicholas D. Spadaccini                  Regional Vice President            None                         
 
      855 Markley Woods Way                                                                                   
 
      Cincinnati, OH 45230                                                                                    
 
                                                                                                              
 
L     Kris J. Spazafumo                       Assistant Vice President           None                         
 
                                                                                                              
 
      Daniel S. Spradling                     Senior Vice President              None                         
 
      181 Second Avenue                                                                                       
      Suite 228                                                                                               
 
      San Mateo, CA  94401                                                                                    
 
                                                                                                              
 
B     Max D. Stites                           Vice President                     None                         
 
                                                                                                              
 
      Thomas A. Stout                         Regional Vice President            None                         
 
      3919 Whooping Crane Circle                                                                              
      Virginia Beach, VA 23455                                                                                
 
                                                                                                              
 
                                                                                                              
 
      Craig R. Strauser                       Vice President                     None                         
 
      3 Dover Way                                                                                             
 
      Lake Oswego, OR 97034                                                                                   
 
                                                                                                              
 
      Francis N. Strazzeri                     Senior Vice President             None                         
 
      31641 Saddletree Drive                                                                                  
 
      Westlake Village, CA 91361                                                                              
 
                                                                                                              
 
L     Drew W. Taylor                          Assistant Vice President           None                         
 
                                                                                                              
 
S     James P. Toomey                          Vice President                    None                         
 
                                                                                                              
 
I     Christopher E. Trede                     Vice President                    None                         
 
                                                                                                              
 
      George F. Truesdail                     Vice President                     None                         
 
      400 Abbotsford Court                                                                                    
 
      Charlotte, NC  28270                                                                                    
 
                                                                                                              
 
      Scott W. Ursin-Smith                    Vice President                     None                         
 
      60 Reedland Woods Way                                                                                   
 
      Tiburon, CA 94920                                                                                       
 
                                                                                                              
 
L     David M. Ward                           Vice President -                   None                         
                                              Institutional Investment                                        
                                              Services                                                        
 
                                                                                                              
 
      Thomas E. Warren                        Regional Vice President            None                         
 
      119 Faubel Street                                                                                       
 
      Sarasota, FL  34242                                                                                     
 
                                                                                                              
 
L     J. Kelly Webb                           Senior Vice President,             None                         
                                              Treasurer                                                       
 
                                                                                                              
 
      Gregory J. Weimer                       Vice President                     None                         
 
      206 Hardwood Drive                                                                                      
 
      Venetia, PA 15367                                                                                       
 
                                                                                                              
 
B     Timothy W. Weiss                        Director                           None                         
 
                                                                                                              
 
      George Wenzel                           Regional Vice President            None                         
 
      3406 Shakespeare Drive                                                                                  
 
      Troy, MI 48084                                                                                          
 
                                                                                                              
 
      N. Dexter Williams                      Senior Vice President              None                         
      P.O. Box 2200                                                                                           
      Danville, CA 94526                                                                                      
 
                                                                                                              
 
      Timothy J. Wilson                       Vice President                     None                         
 
      113 Farmview Place                                                                                      
 
      Venetia, PA  15367                                                                                      
 
                                                                                                              
 
B     Laura L. Wimberly                        Vice President                    None                         
 
                                                                                                              
 
H     Marshall D. Wingo                       Director, Senior Vice              None                         
                                              President                                                       
 
                                                                                                              
 
L     Robert L. Winston                       Director, Senior Vice              None                         
                                              President                                                       
 
                                                                                                              
 
      William R. Yost                         Vice President                     None                         
 
      9320 Overlook Trail                                                                                     
 
      Eden Prairie, MN 55347                                                                                  
 
                                                                                                              
 
      Janet M. Young                          Regional Vice President            None                         
 
      1616 Vermont                                                                                            
 
      Houston, TX  77006                                                                                      
 
                                                                                                              
 
      Scott D. Zambon                         Regional Vice President            None                         
 
      320 Robinson Drive                                                                                      
 
      Tustin Ranch, CA 92782                                                                                  
 
</TABLE>
    
L Business Address, 333 South Hope Street, Los Angeles, CA  90071
LW Business Address, 11100 Santa Monica Boulevard, 15th Floor, Los Angeles, CA
90025
B Business Address, 135 South State College Boulevard, Brea, CA  92821
S Business Address, 3500 Wiseman Boulevard, San Antonio, TX  78251
H Business Address, 5300 Robin Hood Road, Norfolk, VA 23513
I Business Address, 8332 Woodfield Crossing Blvd., Indianapolis, IN 46240 
 
 (c) None.
 
ITEM 28. LOCATION OF ACCOUNTS AND RECORDS.
 
  Accounts, books and other records required by Rules 31a-1 and 31a-2 under the
Investment Company Act of 1940, as amended, are maintained and kept in the
offices of the fund and its investment adviser, Capital Research and Management
Company, 333 South Hope Street, Los Angeles, CA 90071.  Certain accounting
records are maintained and kept in the offices of the fund's accounting
department, 135 South State College Blvd., Brea, CA  92821.
 
  Records covering shareholder accounts are maintained and kept by the transfer
agent, American Funds Service Company, 135 South State College Blvd., Brea, CA 
92821, 3500 Wiseman Boulevard, San Antonio, TX 78251, 8332 Woodfield Crossing
Boulevard, Indianapolis, IN  42640 and 5300 Robin Hood Road, Norfolk, VA 
23514.
 
  Records covering portfolio transactions are also maintained and kept by the
custodian, The Chase Manhattan Bank, One Chase Manhattan Plaza, New York, NY
10081.
 
ITEM 29. MANAGEMENT SERVICES.
 
  None.
 
ITEM 30. UNDERTAKINGS.
 
  n/a
 
<PAGE>
                            SIGNATURE OF REGISTRANT
 
 Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant certifies that it meets all of the
requirements for effectiveness of this Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has duly caused this amended
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Los Angeles, and State of California, on the
23rd day of November, 1998. 
 
AMERICAN HIGH-INCOME TRUST
By  /s/ Paul G. Haaga, Jr.
(Paul G. Haaga, Jr., Chairman of the Board)
 
 Pursuant to the requirements of the Securities Act of 1933, this amendment to
registration statement has been signed below on November 23, 1998, by the
following persons in the capacities indicated. 
 
<TABLE>
<CAPTION>
         SIGNATURE                                TITLE                          
 
<S>      <C>                                      <C>                            
                                                                                 
 
(1)      Principal Executive Officer:                                            
 
                                                                                 
 
         /s/ Abner D. Goldstine                   President and Trustee          
 
         (Abner D. Goldstine)                                                    
 
                                                                                 
 
(2)      Principal Financial Officer and Principal Accounting                                  
         Officer:                                                                
 
                                                                                 
 
         /s/ Anthony W. Hynes, Jr.                Treasurer                      
 
         (Anthony W. Hynes, Jr.)                                                 
 
                                                                                 
 
(3)      Trustees:                                                               
 
                                                                                 
 
         H. Frederick Christie*                   Trustee                        
 
         Don R. Conlan*                           Trustee                        
 
         Diane C. Creel*                          Trustee                        
 
         Martin Fenton, Jr.*                      Trustee                        
 
         Leonard R. Fuller*                       Trustee                        
 
                                                                                 
 
         /s/ Abner D. Goldstine                   President and Trustee          
 
         (Abner D. Goldstine)                                                    
 
                                                                                 
 
         /s/ Paul G. Haaga, Jr.                   Chairman and Trustee           
 
         (Paul G. Haaga, Jr.)                                                    
 
                                                                                 
 
         Herbert Hoover III*                      Trustee                        
 
         Richard G. Newman*                       Trustee                        
 
</TABLE>
 
*By  /s/ Julie F. Williams
 Julie F. Williams, Attorney-in-Fact
 
  Counsel represents that this amendment does not contain disclosures that
would make the amendment ineligible for effectiveness under the provisions of
rule 485(b).
 
/s/ Michael J. Downer
(Michael J. Downer)
 
CONSENT OF INDEPENDENT AUDITORS
 
American High-Income Trust
 
We consent to (a) the use in this Post-Effective Amendment No. 16 to
Registration Statement No. 33-17917 on Form N-1A of our report dated NOVEMBER
6, 1998 appearing in the Financial Statements, which are included in Part B,
the Statement of Additional Information of such Registration Statement, (b) the
references to us under the heading "General Information" in such Statement of
Additional Information and (c) the reference to us under the heading "Financial
Highlights" in the Prospectus, which is a part of such Registration Statement.
 
DELOITTE & TOUCHE LLP
Los Angeles, California
November 23, 1998

<TABLE> <S> <C>
 
<ARTICLE> 6
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          SEP-30-1998
<PERIOD-START>                              OCT-1-1997
<PERIOD-END>                               SEP-30-1998
<INVESTMENTS-AT-COST>                        2,501,428
<INVESTMENTS-AT-VALUE>                       2,315,267
<RECEIVABLES>                                   63,781
<ASSETS-OTHER>                                   4,159
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               2,383,207
<PAYABLE-FOR-SECURITIES>                        14,969
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        8,345
<TOTAL-LIABILITIES>                             23,314
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     2,524,231
<SHARES-COMMON-STOCK>                      171,624,748
<SHARES-COMMON-PRIOR>                      134,383,710
<ACCUMULATED-NII-CURRENT>                       14,347
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                         10,079
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     (188,764)
<NET-ASSETS>                                 2,359,893
<DIVIDEND-INCOME>                                5,931
<INTEREST-INCOME>                              219,681
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  19,070
<NET-INVESTMENT-INCOME>                        206,542
<REALIZED-GAINS-CURRENT>                        16,864
<APPREC-INCREASE-CURRENT>                    (298,852)
<NET-CHANGE-FROM-OPS>                         (75,446)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                      200,841
<DISTRIBUTIONS-OF-GAINS>                        47,160
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                     64,577,666
<NUMBER-OF-SHARES-REDEEMED>                 38,731,190
<SHARES-REINVESTED>                         11,414,562
<NET-CHANGE-IN-ASSETS>                         252,065
<ACCUMULATED-NII-PRIOR>                         10,740
<ACCUMULATED-GAINS-PRIOR>                       38,249
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                           10,751
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                 19,070
<AVERAGE-NET-ASSETS>                         2,357,441
<PER-SHARE-NAV-BEGIN>                            15.69
<PER-SHARE-NII>                                   1.30
<PER-SHARE-GAIN-APPREC>                         (1.60)
<PER-SHARE-DIVIDEND>                              1.30
<PER-SHARE-DISTRIBUTIONS>                          .34
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              13.75
<EXPENSE-RATIO>                                   .008
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        
 

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission