AMERICAN CENTURY WORLD MUTUAL FUNDS INC, 485BPOS, 1997-03-31

AMERICAN CENTURY WORLD MUTUAL FUNDS INC
485BPOS, 1997-03-31

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As filed with the Securities and Exchange Commission on June 13, 1996

1933 Act File No. 33-39242; 1940 Act File No. 811-6247
- --------------------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-1A

REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933 _X__

Pre-Effective Amendment No.____ ____

Post-Effective Amendment No._8__ _X__

and/or

REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 _X__

Amendment No._8__

(Check appropriate box or boxes)

American Century World Mutual Funds, Inc.
--------------------------------------------
(Exact Name of Registrant as Specified in Charter)

American Century Tower, 4500 Main Street, Kansas City, MO 64111
----------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, including Area Code: 816-531-5575

James E. Stowers, III
American Century Tower, 4500 Main Street, Kansas City, MO 64111
----------------------------------------------------------------
(Name and address of Agent for service)

Approximate Date of Proposed Public Offering: September 3, 1996

It is proposed that this filing become effective:

_X__ immediately upon filing pursuant to paragraph (b) of Rule 485
____ on [date] pursuant to paragraph (b) of Rule 485
____ 60 days after filing pursuant to paragraph (a) of Rule 485
____ on [date] pursuant to paragraph (a)(1) of Rule 485
____ 75 days afer filing pursuant to paragraph (a)(2) of Rule 485
____ on [date] pursuant to paragraph (a)(2) of Rule 485

The Registrant has registered an indefinite number or amount of securities under
the Securities Act of 1933 pursuant to Rule 24f-2. The Rule 24f-2 notice for the
fiscal year ended November 30, 1996, was filed on January 28, 1997.

================================================================================
<PAGE>
================================================================================
CROSS REFERENCE SHEET

- --------------------------------------------------------------------------------

N-1A Item No. Location
------------- --------
PART A

Item 1. Cover Page Cover Page
Item 2. Synopsis Transaction and Operating
Expense Table
Item 3. Condensed Financial Financial Highlights
Information
Item 4. General Description Investment Policies of
Registrant the Funds; Risk Factors;
Other Investment
Practices, Their Characteristics
and Risks; Performance
Advertising; Distribution
of Fund Shares; Further
Information About
American Century
Item 5. Management of the Management
Fund
Item 6. Capital Stock and Further Information About
Other Securities American Century
Item 7. Purchase of Securities How to Open An Account;
Being Offered How to Exchange From One
Account to Another;
Share Price; Distributions;
Item 8. Redemption How to Redeem Shares;
Signature Guarantee
Item 9. Pending Legal N/A
Proceedings

- --------------------------------------------------------------------------------
PART B
- --------------------------------------------------------------------------------

Item 10. Cover Page Cover Page
Item 11. Table of Contents Table of Contents
Item 12. General Information N/A
Item 13. Investment Objectives Investment Objectives of
and Policies the Funds; Investment Restrictions;
Forward Currency Exchange
Contracts; An Explanation of
Fixed Income Securities Ratings;
Short Sales; Portfolio Turnover;
Item 14. Management of the Officers and Directors;
Registrant Management;
Custodians
Item 15. Control Persons Capital Stock
and Principal
Holders of Securities
Item 16. Investment Advisory Management;
and Other Services Custodians
Item 17. Brokerage Allocation Brokerage;
Performance Advertising
Item 18. Capital Stock and Capital Stock;
Other Securities Multiple Class Structure
Item 19. Purchase, Redemption N/A
and Pricing of
Securities Being
Offered
Item 20. Tax Status N/A
Item 21. Underwriters N/A
Item 22. Calculation of Yield Performance Advertising
Quotations of Money
Market Funds
Item 23. Financial Statements Financial Statements

<PAGE>
PROSPECTUS

[american century logo]
American
Century(sm)

APRIL 1, 1997

TWENTIETH
CENTURY(R)
GROUP

International Growth
International Discovery
Emerging Markets

INVESTOR CLASS

[front cover]

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

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

AMERICAN CENTURY INVESTMENTS

BENHAM GROUP(R) AMERICAN CENTURY GROUP TWENTIETH CENTURY GROUP

MONEY MARKET FUNDS ASSET ALLOCATION & GROWTH FUNDS
GOVERNMENT BOND FUNDS BALANCED FUNDS INTERNATIONAL FUNDS
DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS
MUNICIPAL BOND FUNDS SPECIALTY FUNDS

International Growth
International Discovery
Emerging Markets

PROSPECTUS
APRIL 1, 1997

International Growth o International
Discovery o Emerging Markets

INVESTOR CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc., is a part of American Century
Investments, a family of funds that includes nearly 70 no-load mutual funds
covering a variety of investment opportunities. Three of the funds from our
Twentieth Century Group of funds are described in this Prospectus. Their
investment objectives are listed on page 2 of this Prospectus. The other funds
are described in separate prospectuses.

The funds described in this Prospectus invest primarily in equity
securities of foreign issuers. Investment in securities of foreign issuers
typically involves a greater degree of risk than investment in domestic
securities. Please read "Risk Factors," page 10.

Through its Investor Class of shares, American Century offers investors a
full line of no-load funds, investments that have no sales charges or
commissions.

This Prospectus gives you information about the funds that you should know
before investing. Please read this Prospectus carefully and retain it for future
reference. Additional information is included in the Statement of Additional
Information dated April 1, 1997, and filed with the Securities and Exchange
Commission. It is incorporated into this Prospectus by reference. To obtain a
copy without charge, call or write:

AMERICAN CENTURY INVESTMENTS
4500 Main Street o P.O. Box 419200
Kansas City, Missouri 64141-6200 o 1-800-345-2021
International calls: 816-531-5575
Telecommunications Device for the Deaf:
1-800-634-4113 o In Missouri: 816-753-1865
Internet: www.americancentury.com

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

Prospectus 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY INTERNATIONAL GROWTH FUND

The investment objective of International Growth (formerly International
Equity) is capital growth. The fund will seek to achieve its investment
objective by investing primarily in an internationally diversified portfolio of
equity securities that are considered by the investment manager to have
prospects for appreciation. The fund will invest primarily in securities of
issuers in developed markets. This fund has no minimum investment requirements.
However, if the value of the shares held in any one fund account is less than
$2,500 ($1,000 for UGMA/UTMA accounts), you must establish an automatic
investment program of $50 or more per month in each such account. See "Automatic
Investment Plan," page 17 and "Redemption of Shares in Low-Balance Accounts,"
page 19.

AMERICAN CENTURY -- TWENTIETH CENTURY INTERNATIONAL DISCOVERY FUND

The investment objective of International Discovery (formerly International
Emerging Growth) is capital growth. The fund will seek to achieve its investment
objective by investing primarily in an internationally diversified portfolio of
equity securities of issuers having comparatively smaller market capitalizations
(less than U.S. $1 billion in market capitalization or less than U.S. $500
million in public float). The fund may invest up to 50% of its assets in
securities of issuers in emerging market countries. All such investments will be
considered by the investment manager to have prospects for appreciation. Due to
the risks associated with such investments, an investment in this fund may be
considered speculative. The minimum investment amount for this fund is $10,000.

AMERICAN CENTURY -- TWENTIETH CENTURY EMERGING MARKETS FUND

The investment objective of Emerging Markets is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers in
emerging market countries that are considered by the investment manager to have
prospects for appreciation. Due to the risks associated with such investments,
an investment in this fund may be considered speculative. The minimum investment
amount for this fund is $10,000.

SHARES OF INTERNATIONAL DISCOVERY AND EMERGING MARKETS EXCHANGED OR
REDEEMED WITHIN 180 DAYS OF THEIR PURCHASE ARE SUBJECT TO A REDEMPTION FEE OF
2.0% OF THE VALUE OF THE SHARES EXCHANGED OR REDEEMED. This redemption fee is
retained by the fund and is intended to discourage shareholders from exchanging
or redeeming their shares shortly after their purchase, as well as minimize the
impact such exchanges and redemptions have on fund performance and, hence, on
the other shareholders of the fund.

There is no assurance that the funds will achieve their respective
investment objectives.

NO PERSON IS AUTHORIZED BY THE FUNDS TO GIVE ANY INFORMATION OR MAKE ANY
REPRESENTATION OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS OR IN OTHER PRINTED
OR WRITTEN MATERIAL ISSUED BY OR ON BEHALF OF THE FUNDS, AND YOU SHOULD NOT RELY
ON ANY OTHER INFORMATION OR REPRESENTATION.

2 Investment Objectives American Century Investments

TABLE OF CONTENTS

Investment Objectives of the Funds .........................................2
Transaction and Operating Expense Table ....................................4
Financial Highlights .......................................................5

INFORMATION REGARDING THE FUNDS

Investment Policies of the Funds ...........................................7
International Growth ....................................................7
International Discovery .................................................7
Emerging Markets ........................................................8
Policies Applicable to All Funds ........................................9
Risk Factors ..............................................................10
Investing in Foreign Securities Generally ..............................10
Speculative Nature of International Discovery and Emerging Markets .....11
Investing in Emerging Market Countries .................................11
Investing in Smaller Companies .........................................12
Investing in Lower-Quality Debt Instruments ............................12
Other Investment Practices, Their Characteristics and Risks ...............12
Forward Currency Exchange Contracts ....................................12
Indirect Foreign Investment ............................................13
Sovereign Debt Obligations .............................................13
Portfolio Turnover .....................................................13
Repurchase Agreements ..................................................13
When-Issued Securities .................................................14
Short Sales ............................................................14
Rule 144A Securities ...................................................14
Performance Advertising ...................................................15

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

American Century Investments ..............................................16
Investing in American Century .............................................16
How to Open an Account ....................................................16
By Mail ..............................................................16
By Wire ..............................................................16
By Exchange ..........................................................17
In Person ............................................................17
Subsequent Investments .................................................17
By Mail ..............................................................17
By Telephone .........................................................17
By Online Access .....................................................17
By Wire ..............................................................17
In Person ............................................................17
Automatic Investment Plan ..............................................17
How to Exchange from One Account to Another ...............................17
By Mail ..............................................................18
By Telephone .........................................................18
By Online Access .....................................................18
How to Redeem Shares ......................................................18
By Mail ..............................................................18
By Telephone .........................................................18
By Check-A-Month .....................................................18
Other Automatic Redemptions ..........................................19
Redemption Proceeds ....................................................19
By Check .............................................................19
By Wire and ACH ......................................................19
Special Requirements for Large Redemptions .............................19
Redemption of Shares in Low-Balance Accounts ...........................19
Signature Guarantee .......................................................20
Special Shareholder Services ..............................................20
Automated Information Line ...........................................20
Online Account Access ................................................20
Open Order Service ...................................................21
Tax-Qualified Retirement Plans .......................................21
Important Policies Regarding Your Investments .............................21
Reports to Shareholders ...................................................22
Employer-Sponsored Retirement Plans and Institutional Accounts ............22

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price ...............................................................23
When Share Price Is Determined .........................................23
How Share Price Is Determined ..........................................23
Where to Find Information About Share Price ............................24
Distributions .............................................................24
Taxes .....................................................................24
Tax-Deferred Accounts ..................................................24
Taxable Accounts .......................................................25
Management ................................................................26
Investment Management ..................................................26
Code of Ethics .........................................................27
Transfer and Administrative Services ...................................27
Distribution of Fund Shares ...............................................28
Further Information About American Century ................................28

Prospectus Table of Contents 3

<TABLE>
<CAPTION>
TRANSACTION AND OPERATING EXPENSE TABLE

International International Emerging
Growth Discovery Markets

SHAREHOLDER TRANSACTION EXPENSES:

<S> <C> <C> <C>
Maximum Sales Load Imposed on Purchases ............................. none none none
Maximum Sales Load Imposed on Reinvested Dividends .................. none none none
Deferred Sales Load ................................................. none none none
Redemption Fee(1) ................................................... none none(2) none (2)
Exchange Fee ........................................................ none none none

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

Management Fees(3) .................................................. 1.42% (4) 1.75%(4) 2.00% (5)
12b-1 Fees .......................................................... none none none
Other Expenses(6) ................................................... 0.00% 0.00% 0.00%
Total Fund Operating Expenses(3) .................................... 1.42% (4) 1.75%(4) 2.00% (5)

EXAMPLE:

You would pay the following expenses on a 1 year $ 14 $ 18 $ 20
$1,000 investment, assuming a 5% annual return and 3 years 45 55 62
redemption at the end of each time period(3): 5 years 77 94 107
10 years 169 205 231

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

(2) Shares of International Discovery or Emerging Markets exchanged or redeemed
within 180 days of their purchase are subject to a redemption fee of 2.0%
of the value of the shares exchanged or redeemed. This redemption fee is
retained by the fund. See "How to Exchange from One Account to Another,"
page 17 and "How to Redeem Shares," page 18.

(3) Assumes, in accordance with Securities and Exchange Commission guidelines,
that the assets of International Growth and International Discovery remain
constant at $1,346,410,495 and $377,128,391, respectively, the assets of
the funds as of November 30, 1996, and that the reduced management fees for
International Growth and International Discovery had been in effect
throughout the periods indicated.

(4) The manager has voluntarily reduced its annual management fee on
International Growth to 1.50% of the first $1 billion of average net
assets, 1.20% of the next $1 billion of average net assets, and 1.10% of
average net assets over $2 billion, and its annual management fee on
International Discovery to 1.75% of the first $500 million of average net
assets, 1.40% of the next $500 million average net assets, and 1.20% of
average net assets over $1 billion. The manager will submit a new
management agreement for shareholder approval in 1997 that reflects the
reduced fee structure. For more information on the management fee structure
of the funds, see "Investment Management," page 26.

(5) Emerging Markets pays an annual management fee equal to 2.00% of the first
$500 million of average net assets, 1.50% of the next $500 million of
average net assets, and 1.25% of average next assets over $1 billion.

(6) Other expenses, which includes the fees and expenses (including legal
counsel fees) of those directors who are not "interested persons" as
defined in the Investment Company Act, were less than 0.01 of 1% of average
net assets for the most recent fiscal year.
</TABLE>

The purpose of the table is to help you understand the various costs and
expenses that you, as a shareholder, will bear directly or indirectly in
connection with an investment in the class of shares of the funds offered by
this Prospectus. The example set forth above assumes reinvestment of all
dividends and distributions and uses a 5% annual rate of return as required by
Securities and Exchange Commission regulations.

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

The shares offered by this Prospectus are Investor Class shares and have no
up-front or deferred sales charges, commissions, or 12b-1 fees. The funds offer
three other classes of shares, primarily to institutional investors, that have
different fee structures than the Investor Class. The difference in the fee
structures among the classes is the result of their separate arrangements for
shareholder and distribution services and not the result of any difference in
amounts charged by the manager for core investment advisory services.
Accordingly, the core investment advisory expenses do not vary by class. A
difference in fees will result in different performance for the other classes.
For additional information about the various classes, see "Further Information
About American Century," page 28.

4 Transaction and Operating Expense Table American Century Investments

FINANCIAL HIGHLIGHTS

INTERNATIONAL GROWTH

The Financial Highlights for the fiscal year ended November 30, 1996, have
been audited by Ernst & Young LLP, independent auditors, whose report thereon
appears in the fund's annual report, which is incorporated by reference into the
Statement of Additional Information. The annual report contains additional
performance information and will be made available upon request and without
charge. The Financial Highlights for the periods ended on or before November 30,
1995, have been audited by Baird, Kurtz & Dobson, independent certified public
accountants. The information presented is for a share outstanding throughout the
years ended November 30, except as noted.

1996 1995 1994 1993 1992 1991(1)

PER-SHARE DATA

<S> <C> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period ............ $7.51 $7.47 $7.34 $5.79 $5.33 $5.10
-------- -------- -------- -------- -------- --------
Income from Investment Operations

Net Investment Income (Loss) ................. (.01)(2) .01 (.04) (.04) .06 .01

Net Realized and Unrealized Gain
on Investment Transactions ................... 1.24 .40 .57 1.78 .41 .22
-------- -------- -------- -------- -------- --------
Total from Investment Operations ............. 1.23 .41 .53 1.74 .47 .23
-------- -------- -------- -------- -------- --------
Distributions

From Net Investment Income ................... (.01) -- -- (.036) (.005) --

In Excess of Net Investment Income ........... -- -- -- (.155) (.002) --

From Net Realized Gains
on Investment Transactions ................... -- (.372) (.402) -- -- --
-------- -------- -------- -------- -------- --------
Total Distributions .......................... (.01) (.372) (.402) (.191) (.007) --
-------- -------- -------- -------- -------- --------
Net Asset Value, End of Period .................. $8.73 $7.51 $7.47 $7.34 $5.79 $5.33
======== ======== ======== ======== ======== ========
TOTAL RETURN(3) .............................. 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets ........................ 1.65%(4) 1.77% 1.84% 1.90% 1.91% 1.93% (5)

Ratio of Net Investment Income (Loss)
to Average Net Assets ........................ (.07)% .25% (.53)% (.34)% .95% .26% (5)

Portfolio Turnover Rate ...................... 158% 169% 242% 255% 180% 84%

Average Commission Paid per
Investment Security Traded ................... $.0195 $.002 --(6) --(6) --(6) -- (6)

Net Assets, End of Period (in thousands) ....$1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076

(1) May 9, 1991, (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

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

(4) The manager had voluntarily waived a portion of its management fee from
August 1, 1996, through November 30, 1996. In absence of the waiver, the
ratio of operating expenses to average net assets would have been 1.76%.

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

Prospectus Financial Highlights 5

FINANCIAL HIGHLIGHTS

INTERNATIONAL DISCOVERY

1996 1995 1994(1)

PER-SHARE DATA

<S> <C> <C> <C>
Net Asset Value, Beginning of Period .................................. $5.70 $5.39 $5.00
-------- -------- --------
Income from Investment Operations

Net Investment Income (Loss) ....................................... (.02)(2) .03 (.02)

Net Realized and Unrealized Gain
on Investment Transactions ......................................... 1.95 .28 .41
-------- -------- --------
Total from Investment Operations ................................... 1.93 .31 .39
-------- -------- --------
Distributions

From Net Investment Income ......................................... (.01) -- --

In Excess of Net Investment Income ................................. (.02) -- --
-------- -------- --------
Total Distributions ................................................ (.03) -- --
-------- -------- --------
Net Asset Value, End of Period ........................................ $7.60 $5.70 $5.39
======== ======== ========
TOTAL RETURN(3) .................................................... 34.06% 5.75% 7.80%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets .................. 1.88%(4) 2.00% 2.00% (5)

Ratio of Net Investment Income (Loss) to Average Net Assets ........ (.31)% .27% (.48)% (5)

Portfolio Turnover Rate ............................................ 130% 168% 56%

Average Commission Paid per Investment Security Traded ............. $.0054 $.0040 -- (6)

Net Assets, End of Period (in thousands) ........................... $377,128 $114,579 $111,202

(1) April 1, 1994, (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

6 Financial Highlights American Century Investments

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

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

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK
FACTORS," PAGE 10, BEFORE MAKING AN INVESTMENT IN EITHER FUND.

INTERNATIONAL GROWTH

The investment objective of International Growth is capital growth. The
fund will seek to achieve its investment objective by investing primarily in
securities of foreign issuers that meet certain fundamental and technical
standards of selection (relating primarily to acceleration of earnings and
revenues) and have, in the opinion of the investment manager, potential for
appreciation. The fund will invest primarily in issuers in developed markets.
The fund will invest primarily in equity securities (defined to include equity
equivalents) of such issuers. The fund will attempt to stay fully invested in
such securities, regardless of the movement of stock prices generally.

Although the primary investment of the fund will be equity securities, the
fund may also invest in other types of securities consistent with the
accomplishment of the fund's objectives. When the manager believes that the
total return potential of other securities equals or exceeds the potential
return of equity securities, the fund may invest up to 35% in such other
securities.

The other securities the fund may invest in are bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will limit its purchases of debt securities to
investment-grade obligations. For long-term debt obligations this includes
securities that are rated Baa or better by Moody's Investors Service, Inc. or
BBB or better by Standard & Poor's Corporation, or that are not rated but
considered by the manager to be of equivalent quality. According to Moody's,
bonds rated Baa are medium-grade and possess some speculative characteristics. A
BBB rating by S&P indicates S&P's belief that a security exhibits a satisfactory
degree of safety and capacity for repayment, but is more vulnerable to adverse
economic conditions or changing circumstances than is the case with
higher-quality debt securities (see "An Explanation of Fixed Income Securities
Ratings" in the Statement of Additional Information).

INTERNATIONAL DISCOVERY

The investment objective of International Discovery is capital growth. The
fund will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers that meet
certain fundamental and technical standards of selection (relating primarily to
acceleration of earnings and revenues). The fund will invest its assets
primarily in equity securities of smaller foreign issuers (those issuers having,
at the time of investment, a market capitalization of less than U.S. $1 billion
or a public float of less than U.S. $500 million). The "public float" of an
issuer is defined as the aggregate market value of the issuer's outstanding
securities held by non-affiliates of the issuer. The fund may invest up to 50%
of its assets in securities of issuers in emerging market countries.

The manager will purchase securities of issuers that have, in the opinion
of the manager, significant growth potential. The fund will seek to invest in
securities of issuers with one or more identifiable catalysts that, in the
opinion of the investment manager, are likely to cause the issuer to experience
accelerat-

Prospectus Information Regarding the Funds 7

ing growth. Such catalysts may include a change in the issuer's operating
environment, the development of a significant or potentially significant new
product, service or technology, an improvement in business outlook for the
issuer, or other similar factors.

As noted, the fund may invest in smaller foreign issuers in both (i)
countries characterized as having developed markets and in (ii) countries
characterized as having emerging markets. DUE TO THE SIGNIFICANT RISKS
ASSOCIATED WITH THE FUND'S INVESTMENT STRATEGY, AN INVESTMENT IN THE FUND MAY BE
CONSIDERED TO BE SPECULATIVE. See "Speculative Nature of International Discovery
and Emerging Markets," page 11.

The fund may invest in securities of any type of issuer, including
closed-end investment companies, governments and governmental entities, as well
as corporations, partnerships and other business organizations. The manager
believes that common stocks and other equity and equity equivalent securities
ordinarily offer the greatest potential for capital appreciation and will
constitute the majority of the fund's investments. The fund may invest, however,
in any security the manager believes has the potential for capital appreciation.
The other securities the fund may invest in include bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will attempt to stay fully invested in appreciating
securities, regardless of the movement of stock and bond prices generally.

There are no credit quality or maturity restrictions with regard to the
bonds, corporate debt securities, and government obligations in which the fund
may invest, although less than 35% of the fund's assets will be invested in
below-investment-grade fixed income securities (see "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information). Debt
securities, especially those of issuers in emerging market countries, may be of
poor quality and speculative in nature. While these securities will primarily be
chosen for their appreciation potential, the fund may also take the potential
for income into account when selecting investments.

To enhance the fund's liquidity, at least 50% of the fund's assets will be
invested in developed market countries at all times. However, the percentage of
the assets of the fund invested in developed and emerging markets will vary as,
in the opinion of the investment manager, market conditions warrant. No more
than 15% of the fund's assets may be invested in illiquid investments at any
time.

EMERGING MARKETS

The investment objective of Emerging Markets is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities that meet certain
fundamental and technical standards of selection (relating primarily to
acceleration of earnings and revenues). The fund will invest its assets
primarily in the securities of issuers in emerging market countries. The
securities in which the fund may invest include not only the securities of
issuers located or principally traded in emerging market countries, but also
include the securities of issuers which derive a significant portion of their
business from emerging market countries. See "Policies Applicable to All Funds,"
page 9. DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH INVESTING IN EMERGING
MARKETS, AN INVESTMENT IN THE FUND MAY BE CONSIDERED TO BE SPECULATIVE. See
"Speculative Nature of International Discovery and Emerging Markets," page 11.

8 Information Regarding the Funds American Century Investments

be invested in below investment grade fixed income securities. See "An
Explanation of Fixed Income Securities Ratings" in the Statement of Additional
Information. Debt securities, especially those of issuers in emerging market
countries, may be of poor quality and speculative in nature. While these
securities will primarily be chosen for their appreciation potential, the fund
may also take the potential for income into account when selecting investments.

POLICIES APPLICABLE TO ALL FUNDS

The funds may make foreign investments either directly in foreign
securities, or indirectly by purchasing depositary receipts or depositary shares
or similar instruments ("DRs") for foreign securities. DRs are securities that
are listed on exchanges or quoted in over-the-counter markets in one country but
represent shares of issuers domiciled in another country. The funds may also
purchase securities of such issuers in foreign markets, either on foreign
securities exchanges or in the over-the-counter markets.

The funds may also invest in other equity securities and equity
equivalents. Other equity securities and equity equivalents include securities
that permit the funds to receive an equity interest in an issuer, the
opportunity to acquire an equity interest in an issuer, or the opportunity to
receive a return on its investment that permits the fund to benefit from the
growth over time in the equity of an issuer. Examples of other equity securities
and equity equivalents are preferred stock, convertible preferred stock and
convertible debt securities. Equity equivalents may also include securities
whose value or return is derived from the value or return of a different
security. An example of one type of derivative security in which the funds might
invest is a depositary receipt.

Notwithstanding the funds' respective investment objectives of capital
growth, under exceptional market or economic conditions, each fund may
temporarily invest all or a substantial portion of its assets in cash or
investment-grade short-term securities (denominated in U.S. dollars or foreign
currencies).

To the extent a fund assumes a defensive position, it will not be pursuing
its investment objective of capital growth.

In addition to other factors that will affect their value, the value of a
fund's investments in fixed income securities will change as prevailing interest
rates change. In general, the prices of such securities vary inversely with
interest rates. As prevailing interest rates fall, the prices of bonds and other
securities that trade on a yield basis rise. When prevailing interest rates
rise, bond prices generally fall. These changes in value may, depending upon the
particular amount and type of fixed income securities holdings of a fund, impact
the net asset value of that fund's shares. See "How Share Price is Determined,"
page 23.

Under normal conditions, each fund will invest at least 65% of its assets
in equity and equity equivalent securities of issuers from at least three
countries outside of the United States. While securities of U.S. issuers may be
included in the portfolio from time to time, it is the primary intent of the
manager to diversify investments in a fund across a broad range of foreign
issuers. The manager defines "foreign issuer" as an issuer of securities that is
domiciled outside the United States, derives at least 50% of its total revenue
from production or sales outside the United States, and/or whose principal
trading market is outside the United States.

In order to achieve maximum investment flexibility, the funds have not
established geographic limits on asset distribution, on either a
country-by-country or region-by-region basis. The manager expects to invest both
in issuers in developed markets (such as Germany, the United Kingdom and Japan)
and in issuers in emerging market countries.

The funds consider "emerging market countries" to include all countries
that are generally considered to be developing or emerging countries by the
International Bank for Reconstruction and Development (commonly referred to as
the World Bank) and the International Finance Corporation (IFC), as well as
countries that are classified by the United Nations as developing. Currently,
the countries not included in this category are the United States, Canada,
Japan, the United Kingdom, Germany, Austria, France, Italy, Ireland, Spain,
Belgium, the Netherlands, Switzerland, Sweden, Finland, Norway, Denmark,
Australia and New Zealand. In addition, as used in this Prospectus, "securities
of issuers in emerging market countries" means (i) securities of issuers the
principal securities trading market for which is an emerging market country,
(ii) securities,

Prospectus Information Regarding the Funds 9

regardless of where traded, of issuers that derive 50% or more of their total
revenue from either goods or services produced in emerging market countries or
sales made in emerging market countries, or (iii) securities of issuers having
their principal place of business or principal office in emerging market
countries.

The principal criteria for inclusion of a security in a fund's portfolio is
its ability to meet the fundamental and technical standards of selection and, in
the opinion of the manager, to achieve better-than-average appreciation. If, in
the opinion of the manager, a particular security satisfies these principal
criteria, the security may be included in the fund's portfolio, regardless of
the location of the issuer or the percentage of the fund's investments in the
issuer's country (subject to the investment policies of the particular fund) or
region.

At the same time, however, the manager recognizes that both the selection
of a fund's individual securities and the allocation of the portfolio's assets
across different countries and regions are important factors in managing an
international portfolio. For this reason, the manager will also consider a
number of other factors in making investment selections including: the prospects
for relative economic growth among countries or regions, economic and political
conditions, expected inflation rates, currency exchange fluctuations and tax
considerations.

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

Investing in securities of foreign issuers generally involves greater risks
than investing in the securities of domestic companies. As with any investment
in securities, the value of an investment in the funds can decrease as well as
increase, depending upon a variety of factors which may affect the values and
income generated by the funds' portfolio securities. Investments in the funds
should not be considered a complete investment program and may not be
appropriate for an individual with limited investment resources or who is unable
to tolerate fluctuations in the value of the investment. Potential investors
should carefully consider the following factors:

Currency Risk. The value of the foreign investments held by the funds may
be significantly affected by changes in currency exchange rates. The dollar
value of a foreign security generally decreases when the value of the dollar
rises against the foreign currency in which the security is denominated and
tends to increase when the value of the dollar falls against such currency. In
addition, the value of fund assets may be affected by losses and other expenses
incurred in converting between various currencies in order to purchase and sell
foreign securities and by currency restrictions, exchange control regulation,
currency devaluations and political developments.

Political and Economic Risk. The economies of many of the countries in
which the funds invest are not as developed as the economy of the United States
and may be subject to significantly different forces. Political or social
instability, expropriation, nationalization, or confiscatory taxation, and
limitations on the removal of funds or other assets, could also adversely affect
the value of investments. Further, the funds may encounter difficulties or be
unable to pursue legal remedies or obtain judgments in foreign courts.

Regulatory Risk. Foreign companies are generally not subject to the
regulatory controls imposed on U.S. issuers and, in general, there is less
publicly available information about foreign securities than is available about
domestic securities. Many foreign companies are not subject to uniform
accounting, auditing and financial reporting standards, practices and
requirements comparable to those applicable to domestic companies. Income from
foreign securities owned by the funds may be reduced by a withholding tax at the
source which would reduce dividend income payable to shareholders. See "Taxes,"
page 24.

Market and Trading Risk. Brokerage commission rates in foreign countries,
which are generally fixed rather than subject to negotiation as in the U.S., are
likely to be higher. The securities markets in many of the countries in which
the funds invest will have substantially less trading volume than the principal
U.S. markets. As a result, the securities of some companies in these countries
may be less liquid and more volatile than comparable U.S. securities.
Furthermore, one securities broker may represent all or a significant part of
the trading volume in a particular country, resulting in higher trading costs
and decreased liquidity due to a lack of alternative trading partners.

10 Information Regarding the Funds American Century Investments

There is generally less government regulation and supervision of foreign stock
exchanges, brokers and issuers which may make it difficult to enforce
contractual obligations.

Clearance and Settlement Risk. Foreign securities markets also have
different clearance and settlement procedures, and in certain markets there have
been times when settlements have been unable to keep pace with the volume of
securities transactions, making it difficult to conduct such transactions.
Delays in clearance and settlement could result in temporary periods when assets
of the funds are uninvested and no return is earned thereon. The inability of
the funds to make intended security purchases due to clearance and settlement
problems could cause the funds to miss attractive investment opportunities.
Inability to dispose of portfolio securities due to clearance and settlement
problems could result either in losses to the funds due to subsequent declines
in value of the portfolio security or, if the fund has entered into a contract
to sell the security, liability to the purchaser.

SPECULATIVE NATURE OF INTERNATIONAL DISCOVERY AND EMERGING MARKETS

In addition to the risks posed by foreign investing generally,
International Discovery will be investing in the securities of companies having
comparatively small market capitalizations, and Emerging Markets will be
investing primarily in securities of issuers in emerging market countries.
Likewise, International Discovery may invest up to 50% of its assets in issuers
in emerging market countries. See "Investing in Emerging Market Countries," this
page and "Investing in Smaller Companies," page 12. As a result, an investment
in these funds should be considered to be speculative. The fund is intended for
aggressive investors seeking significant gains through investments in foreign
securities. Those investors must be willing and able to accept the significantly
greater risks associated with the investment strategy that the funds will
pursue. An investment in the funds should not be considered a complete
investment program and is not appropriate for individuals with limited
investment resources or who are unable to tolerate fluctuations in the value of
their investment.

INVESTING IN EMERGING MARKET COUNTRIES

Each of the funds included in this Prospectus may invest in securities of
issuers in emerging market countries. Investing in emerging market countries
involves exposure to significantly higher risk than investing in countries with
developed markets. Emerging market countries may have economic structures that
are generally less diverse and mature and political systems that can be expected
to be less stable than those of developed countries.

Securities prices in emerging market countries can be significantly more
volatile than in developed countries, reflecting the greater uncertainties of
investing in lesser developed markets and economies. In particular, emerging
market countries may have relatively unstable governments, and may present the
risk of nationalization of businesses, expropriation, confiscatory taxation or,
in certain instances, reversion to closed market, centrally planned economies.
Such countries may also have restrictions on foreign ownership or prohibitions
on the repatriation of assets, and may have less protection of property rights
than developed countries.

The economies of emerging market countries may be predominantly based on
only a few industries or dependent on revenues from particular commodities or on
international aid or development assistance, may be highly vulnerable to changes
in local or global trade conditions, and may suffer from extreme and volatile
debt burdens or inflation rates. In addition, securities markets in emerging
market countries may trade a small number of securities and may be unable to
respond effectively to increases in trading volume, potentially resulting in a
lack of liquidity and greater volatility in the price of securities traded on
those markets.

Prospectus Information Regarding the Funds 11

the underlying securities, such unsponsored DRs may also be subject to the risks
that the foreign issuer may not be obliged to cooperate with the bank, may not
provide financial or other information to the bank, or may dispute or refuse to
recognize the ownership of the underlying securities which may result in a loss
of the fund's investment.

INVESTING IN SMALLER COMPANIES

International Discovery will invest primarily in securities of companies
having, at the time of investment, a market capitalization of less than U.S. $1
billion or a public float of less than U.S. $500 million. These smaller
companies may present greater opportunities for capital appreciation, but may
also involve greater risks than large, mature issuers. Such companies may have
limited product lines, markets or financial resources, and their securities may
trade less frequently and in more limited volume than the securities of larger
companies. In addition, available information regarding these smaller companies
may be less available and, when available, may be incomplete or inaccurate. The
securities of such companies may also be more likely to be delisted from trading
on their primary domestic exchange. As a result, the securities of smaller
companies may experience significantly more price volatility and less liquidity
than securities of larger companies, and this volatility and limited liquidity
may be reflected in the net asset value of the fund.

INVESTING IN LOWER-QUALITY DEBT INSTRUMENTS

There are no credit, maturity or investment amount restrictions on the
bonds, corporate debt securities, and government obligations in which
International Discovery and Emerging Markets may invest. Debt securities,
especially those in emerging market countries, may be of poor quality, unrated
and speculative in nature. Debt securities rated lower than Baa by Moody's or
BBB by S&P or their equivalent, sometimes referred to as junk bonds, are
considered by many to be predominately speculative. See "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information. Changes
in economic conditions or other circumstances are more likely to lead to a
weakened capacity to make principal and interest payments on such securities
than is the case with higher-quality debt securities. Regardless of rating
levels, all debt securities considered for purchase by the fund are analyzed by
the manager to determine, to the extent reasonably possible, that the planned
investment is sound given the investment objective of the fund.

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS
AND RISKS

For additional information, see "Investment Restrictions" in the Statement
of Additional Information.

FORWARD CURRENCY EXCHANGE CONTRACTS

Some of the securities held by the funds will be denominated in foreign
currencies. Other securities, such as DRs, may be denominated in U.S. dollars,
but have a value that is dependent upon the performance of a foreign security,
as valued in the currency of its home country. As a result, the value of a
fund's portfolio may be affected by changes in the exchange rates between
foreign currencies and the U.S. dollar, as well as by changes in the market
values of the securities themselves. The performance of foreign currencies
relative to the U.S. dollar may be an important factor in the overall
performance of the funds.

To protect against adverse movements in exchange rates between currencies,
a fund may, for hedging purposes only, enter into forward currency exchange
contracts. A forward currency exchange contract obligates the fund to purchase
or sell a specific currency at a future date at a specific price.

A fund may elect to enter into a forward currency exchange contract with
respect to a specific purchase or sale of a security, or with respect to the
fund's portfolio positions generally.

By entering into a forward currency exchange contract with respect to the
specific purchase or sale of a security denominated in a foreign currency, a
fund can "lock in" an exchange rate between the trade and settlement dates for
that purchase or sale. This practice is sometimes referred to as "transaction
hedging." Each fund may enter into transaction hedging contracts with respect to
all or a substantial portion of its trades.

12 Information Regarding the Funds American Century Investments

the value of some or all of the fund's portfolio securities either denominated
in, or whose value is tied to, that currency. This practice is sometimes
referred to as "portfolio hedging." A fund may not enter into a portfolio
hedging transaction where the fund would be obligated to deliver an amount of
foreign currency in excess of the aggregate value of its portfolio securities or
other assets denominated in, or whose value is tied to, that currency.

Each fund will make use of portfolio hedging to the extent deemed
appropriate by the manager. However, it is anticipated that a fund will enter
into portfolio hedges much less frequently than transaction hedges.

If a fund enters into a forward currency exchange contract, the fund, when
required, will instruct its custodian bank to segregate cash or liquid
high-grade securities in a separate account in an amount sufficient to cover its
obligation under the contract. Those assets will be valued at market daily, and
if the value of the segregated securities declines, additional cash or
securities will be added so that the value of the account is not less than the
amount of the fund's commitment. At any given time, no more than 10% of a fund's
assets will be committed to a segregated account in connection with portfolio
hedging transactions.

Predicting the relative future values of currencies is very difficult, and
there is no assurance that any attempt to reduce the risk of adverse currency
movements through the use of forward currency exchange contracts will be
successful. In addition, the use of forward currency exchange contracts tends to
limit the potential gains that might result from a positive change in the
relationship between the foreign currency and the U.S. dollar.

INDIRECT FOREIGN INVESTMENT

Subject to certain restrictions contained in the Investment Company Act,
each fund may invest up to 10% of its assets in certain foreign countries
indirectly through investment funds and registered investment companies
authorized to invest in those countries. If the funds invest in investment
companies, the funds will bear their proportionate shares of the costs incurred
by such companies, including investment advisory fees, if any.

SOVEREIGN DEBT OBLIGATIONS

The funds may purchase sovereign debt instruments issued or guaranteed by
foreign governments or their agencies, including debt of emerging market
countries. Sovereign debt may be in the form of conventional securities or other
types of debt instruments such as loans or loan participations. Sovereign debt
of emerging market countries may involve a high degree of risk and may present a
risk of default or renegotiation or rescheduling of debt payments.

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial
information on pages 5 and 6 of this Prospectus.

Investment decisions to purchase and sell securities are based on the
anticipated contribution of the security in question to a fund's objectives. The
manager believes that the rate of portfolio turnover is irrelevant when it
determines that a change is in order to achieve those objectives and
accordingly, the annual portfolio turnover rate cannot be anticipated.

The portfolio turnover of each fund may be higher than other mutual funds
with similar investment objectives. Higher turnover would generate
correspondingly greater brokerage commissions, which is a cost that the funds
pay directly. It may also affect the character of capital gains, if any,
realized and distributed by a fund since short-term capital gains are taxable as
ordinary income.

REPURCHASE AGREEMENTS

Each fund may invest in repurchase agreements when such transactions
present an attractive short-term return on cash that is not otherwise committed
to the purchase of securities pursuant to the fund's investment policies.

A repurchase agreement occurs when a fund purchases an interest-bearing
obligation from a bank or broker-dealer registered under the Securities Exchange
Act of 1934 and simultaneously agrees to sell it back on a specified date in the
future (usually less than one week later) at a higher price. The repurchase
price reflects an agreed-upon interest rate during the time the fund's money is
invested in the security and is considered by the staff of the SEC to be a loan
by the fund. Since the interest-bearing

Prospectus Information Regarding the Funds 13

obligation purchased constitutes security for the repurchase obligation, a
repurchase agreement can be considered a loan collateralized by the
interest-bearing obligation.

A fund's risk in connection with repurchase agreements is the ability of
the seller to pay the repurchase price on the repurchase date. If the seller
defaults, the fund may incur costs, delays or losses.

The funds will enter into repurchase agreements only with those commercial
banks and broker-dealers whose creditworthiness has been reviewed and found
satisfactory by the funds' manager pursuant to criteria adopted by the funds'
Board of Directors.

WHEN-ISSUED SECURITIES

Each fund may purchase new issues of securities on a when-issued basis
without limit when, in the opinion of the investment manager, such purchases
will further the investment objectives of the fund. The price of when-issued
securities is established at the time the commitment to purchase is made. In
developed markets, delivery of and payment for these securities typically occur
15 to 45 days after the commitment to purchase. In emerging markets, delivery
and payment may take significantly longer.

Market rates of interest on debt securities at the time of delivery may be
higher or lower than those contracted for on the when-issued security.
Accordingly, the value of such security may decline prior to delivery, which
could result in a loss to the fund. A separate account for each fund consisting
of cash or high-quality liquid debt securities in an amount at least equal to
the when-issued commitments will be established and maintained with the
custodian. No income will accrue to the fund prior to delivery.

SHORT SALES

Each fund may engage in short sales if, at the time of the short sale, the
fund owns or has the right to acquire an equal amount of the security being sold
short at no additional cost. These transactions allow a fund to hedge against
price fluctuations by locking in a sale price for securities it does not wish to
sell immediately.

A fund may make a short sale when it wants to sell the security it owns at
a current attractive price, but also wishes to defer recognition of gain or loss
for federal income tax purposes and for purposes of satisfying certain tests
applicable to regulated investment companies under the Internal Revenue Code.

RULE 144A SECURITIES

The funds may, from time to time, purchase Rule 144A securities when they
present attractive investment opportunities that otherwise meet the funds'
criteria for selection. Rule 144A securities are securities that are privately
placed with and traded among qualified institutional investors rather than the
general public. Although Rule 144A securities are considered "restricted
securities," they are not necessarily illiquid.

With respect to securities eligible for resale under Rule 144A, the staff
of the Securities and Exchange Commission has taken the position that the
liquidity of such securities in the portfolio of a fund offering redeemable
securities is a question of fact for the Board of Directors to determine, such
determination to be based upon a consideration of the readily available trading
markets and the review of any contractual restrictions. The staff also
acknowledges that, while the board retains ultimate responsibility, it may
delegate this function to the manager. Accordingly, the board has established
guidelines and procedures for determining the liquidity of Rule 144A securities
and has delegated the day-to-day function of determining the liquidity of Rule
144A securities to the manager. The board retains the responsibility to monitor
the implementation of the guidelines and procedures it has adopted.

Since the secondary market for such securities is limited to certain
qualified institutional investors, the liquidity of such securities may be
limited accordingly and a fund may, from time to time, hold a Rule 144A security
that is illiquid. In such an event, the funds' manager will consider appropriate
remedies to minimize the effect on such fund's liquidity. No fund may invest
more than 15% of its assets in illiquid securities (securities that may not be
sold within seven days at approximately the price used in determining the net
asset value of fund shares).

14 Information Regarding the Funds American Century Investments

PERFORMANCE ADVERTISING

From time to time, the funds may advertise performance data. Fund
performance may be shown by presenting one or more performance measurements,
including cumulative total return or average annual total return. Performance
data may be quoted separately for the Investor Class and for the other classes
offered by the funds.

Cumulative total return data is computed by considering all elements of
return, including reinvestment of dividends and capital gains distributions,
over a stated period of time. Average annual total return is determined by
computing the annual compound return over a stated period of time that would
have produced the fund's cumulative total return over the same period if the
fund's performance had remained constant throughout.

The funds may also include in advertisements data comparing performance
with the performance of non-related investment media, published editorial
comments and performance rankings compiled by independent organizations (such as
Lipper Analytical Services) and publications that monitor the performance of
mutual funds. Performance information may be quoted numerically or may be
presented in a table, graph or other illustration. In addition, fund performance
may be compared to well-known indices of market performance including the
Standard & Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite
Index and the Morgan Stanley Capital International Europe, Australia, Far East
Index (EAFE Index). Fund performance may also be compared to the rankings
prepared by Lipper Analytical Services, Inc. In addition, fund performance may
be compared, on a relative basis, to other funds in our fund family. This
relative comparison, which may be based upon historical or expected fund
performance, volatility or other fund characteristics, may be presented
numerically, graphically or in text. Fund performance may also be combined or
blended with other funds in our fund family, and that combined or blended
performance may be compared to the same indices to which individual funds may be
compared.

All performance information advertised by the funds is historical in nature
and is not intended to represent or guarantee future results. The value of fund
shares when redeemed may be more or less than their original cost.

Prospectus Information Regarding the Funds 15

HOW TO INVEST WITH
AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

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

INVESTING IN AMERICAN CENTURY

The following section explains how to invest in American Century funds,
including purchases, redemptions, exchanges and special services. You will find
more detail about doing business with us by referring to the Investor Services
Guide that you will receive when you open an account.

If you own or are considering purchasing fund shares through an
employer-sponsored retirement plan or through a bank, broker-dealer or other
financial intermediary, the following sections, as well as the information
contained in our Investor Services Guide, may not apply to you. Please read
"Employer-Sponsored Retirement Plans and Institutional Accounts," page 22.

HOW TO OPEN AN ACCOUNT

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

The minimum investment in International Growth is $2,500 [$1,000 for IRA
and Uniform Gifts/Transfers to Minors Acts ("UGMA/UTMA") accounts]. This minimum
will be waived if you establish an automatic investment plan to your account
that is the equivalent of at least $50 per month. See "Automatic Investment
Plan," page 17.

The minimum investment in International Discovery and Emerging Markets is
$10,000. To keep an International Discovery or Emerging Markets account open, a
minimum share value of $10,000 must be maintained. If the share value of your
account falls below $10,000, the shares in your account will be subject to
automatic redemption. See "Redemption of Shares in Low-Balance Accounts," on
page 19.

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

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

You may invest in the following ways:

BY MAIL

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

BY WIRE

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

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

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

o BENEFICIARY ACCOUNT NUMBER (BNF ACCT):
2804918

o REFERENCE FOR BENEFICIARY (RFB):
American Century account number into which you

16 How to Invest with American Century Investments American Century Investments

are investing. If more than one, leave blank and see Bank to Bank
Information, this page.

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

o BANK TO BANK INFORMATION
(BBI OR FREE FORM TEXT):

o Taxpayer identification or Social Security number.

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

o Current tax year, previous tax year or rollover designation if an IRA.
Specify whether IRA, SEP-IRA or SARSEP-IRA.

BY EXCHANGE

Call 1-800-345-2021 from 7 a.m. to 7 p.m. Central time to get information
on opening an account by exchanging from another American Century account. See
this page for more information on exchanges.

IN PERSON

If you prefer to work with a representative in person, please visit one of
our Investors Centers, located at:

4500 Main Street
Kansas City, Missouri 64111

1665 Charleston Road
Mountain View, California 94043

2000 S. Colorado Blvd.
Denver, Colorado 80222

SUBSEQUENT INVESTMENTS

Subsequent investments may be made by an automatic bank, payroll or
government direct deposit (see "Automatic Investment Plan," this page) or by any
of the methods below. The minimum investment requirement for subsequent
investments: $250 for checks submitted without the investment slip portion of a
previous statement or confirmation, $50 for all other types of subsequent
investments.

BY MAIL

When making subsequent investments, enclose your check with the investment
slip portion of a previous statement or confirmation. If the investment slip is
not available, indicate your name, address and account number on your check or a
separate piece of paper. (Please be aware that the investment minimum for
subsequent purchases is higher without an investment slip.)

BY TELEPHONE

Once your account is open, you may make investments by telephone if you
have authorized us (by choosing "Full Services" on your application) to draw on
your bank account. You may call an Investor Services Representative or use our
Automated Information Line.

BY ONLINE ACCESS

Once your account is open, you may make investments online if you have
authorized us (by choosing "Full Services" on your application) to draw on your
bank account.

BY WIRE

You may make subsequent investments by wire. Follow the wire transfer
instructions on page 16 and indicate your account number.

IN PERSON

You may make subsequent investments in person at one of our Investors
Centers. The locations of our three Investors Centers are listed on this page.

AUTOMATIC INVESTMENT PLAN

You may elect on your application to make investments automatically by
authorizing us to draw on your bank account regularly. Such investments must be
at least the equivalent of $50 per month. You also may choose an automatic
payroll or government direct deposit. If you are establishing a new account,
check the appropriate box under "Automatic Investments" on your application to
receive more information. If you would like to add a direct deposit to an
existing account, please call one of our Investor Services Representatives.

HOW TO EXCHANGE FROM ONE ACCOUNT TO ANOTHER

Prospectus How to Invest with American Century Investments 17

the close of the New York Stock Exchange for funds issued by the American
Century Target Maturities Trust, and at the close of the Exchange for all of our
other funds. See "When Share Price is Determined," page 23.

For any single exchange, the shares of each fund being acquired must have a
value of at least $100. However, we will allow investors to set up an Automatic
Exchange Plan between any two funds in the amount of at least $50 per month. See
our Investor Services Guide for further information about exchanges.

If, in any 90-day period, the total of your exchanges and your redemptions
from any one account exceeds the lesser of $250,000 or 1% of the fund's assets,
further exchanges will be subject to special requirements to comply with our
policy on large redemptions. See "Special Requirements for Large Redemptions,"
page 19.

IN ORDER TO DISCOURAGE THE EXCHANGE OF SHARES OF INTERNATIONAL DISCOVERY
AND EMERGING MARKETS SHORTLY AFTER THEIR PURCHASE, EXCHANGE OF THOSE SHARES
WITHIN 180 DAYS OF THEIR PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF
THE VALUE OF THE SHARES EXCHANGED. This fee will be retained by the fund to help
minimize the impact such exchanges have on fund performance and, hence, on the
other shareholders of the fund. For the purposes of determining the
applicability of this fee, shares first purchased will be deemed to be the
shares first exchanged. The funds reserve the right to modify their policy
regarding this redemption fee or to waive such policy in whole or in part for
certain classes of investors.

BY MAIL

You may direct us in writing to exchange your shares from one American
Century account to another. For additional information, please see our Investor
Services Guide.

BY TELEPHONE

You can make exchanges over the telephone (either with an Investor Services
Representative or using our Automated Information Line -- see page 20) if you
have authorized us to accept telephone instructions. You can authorize this by
selecting "Full Services" on your application or by calling us at 1-800-345-2021
to get the appropriate form.

BY ONLINE ACCESS

You can make exchanges online if you have authorized us to accept
instructions over the Internet. You can authorize this by selecting "Full
Services" on your application or by calling us at 1-800-345-2021 to get the
appropriate form.

HOW TO REDEEM SHARES

We will redeem or "buy back" your shares at any time. Redemptions will be
made at the next net asset value determined after a complete redemption request
is received. For large redemptions, please read "Special Requirements for Large
Redemptions," page 19.

Please note that a request to redeem shares in an IRA or 403(b) plan must
be accompanied by an executed IRS Form W4-P and a reason for withdrawal as
specified by the IRS.

IN ORDER TO DISCOURAGE THE REDEMPTION OF SHARES OF INTERNATIONAL DISCOVERY
AND EMERGING MARKETS SHORTLY AFTER THEIR PURCHASE, REDEMPTION OF THOSE SHARES
WITHIN 180 DAYS OF THEIR PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF
THE VALUE OF THE SHARES REDEEMED. This fee will be retained by the fund to help
minimize the impact such redemptions have on fund performance and, hence, on the
other shareholders of the fund. For the purposes of determining the
applicability of this fee, shares first purchased will be deemed to be the
shares first redeemed. The funds reserve the right to modify their policy
regarding this redemption fee or to waive such policy in whole or in part for
certain classes of investors.

BY MAIL

Your written instructions to redeem shares may be made either by a
redemption form, which we will send you upon request, or by a letter to us.
Certain redemptions may require a signature guarantee. See "Signature
Guarantee," page 20.

BY TELEPHONE

If you have authorized us to accept telephone instructions, you may redeem
your shares by calling an Investor Services Representative.

BY CHECK-A-MONTH

If you have at least a $10,000 balance in your account, you may redeem
shares by Check-A-Month. A Check-A-Month plan automatically redeems

18 How to Invest with American Century Investments American Century Investments

enough shares each month to provide you with a check for an amount you choose
(minimum $50). To set up a Check-A-Month plan or to request a brochure, please
call an Investor Services Representative.

OTHER AUTOMATIC REDEMPTIONS

If you have at least a $10,000 balance in your account, you may elect to
make redemptions automatically by authorizing us to send funds directly to you
or your account at a bank or other financial institution. To set up automatic
redemptions, call one of our Investor Services Representatives.

REDEMPTION PROCEEDS

Please note that shortly after a purchase of shares is made by check or
electronic draft (also known as an ACH draft) from your bank, we may wait up to
15 days or longer to send redemption proceeds (to allow your purchase funds to
clear). No interest is paid on the redemption proceeds after the redemption is
processed but before your redemption proceeds are sent.

Redemption proceeds may be sent to you in one of the following ways:

BY CHECK

Ordinarily, all redemption checks will be made payable to the registered
owner of the shares and will be mailed only to the address of record. For more
information, please refer to our Investor Services Guide.

BY WIRE AND ACH

You may authorize us to transmit redemption proceeds by wire or ACH. These
services will be effective 15 days after we receive the authorization.

Your bank will usually receive wired funds within 48 hours of transmission.
Funds transferred by ACH may be received up to seven days after transmission.
Wired funds are subject to a $10 fee to cover bank wire charges, which is
deducted from redemption proceeds. Once the funds are transmitted, the time of
receipt and the funds' availability are not under our control.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

We have elected to be governed by Rule 18f-1 under the Investment Company
Act, which obligates each fund to make certain redemptions in cash. This
requirement to pay redemptions in cash applies to situations where one
shareholder redeems, during any 90-day period, up to the lesser of $250,000 or
1% of the assets of the fund. Although redemptions in excess of this limitation
will also normally be paid in cash, we reserve the right under unusual
circumstances to honor these redemptions by making payment in whole or in part
in readily marketable securities (a "redemption-in-kind").

If payment is made in securities, the securities will be selected by the
fund, will be valued in the same manner as they are in computing the fund's net
asset value and will be provided without prior notice.

If your redemption would exceed this limit and you would like to avoid
being paid in securities, please provide us with an unconditional instruction to
redeem at least 15 days prior to the date on which the redemption transaction is
to occur. The instruction must specify the dollar amount or number of shares to
be redeemed and the date of the transaction. This minimizes the effect of the
redemption on the fund and its remaining shareholders.

Despite the funds' right to redeem shares through a redemption-in-kind, we
do not expect to exercise this option unless a fund has an unusually low level
of cash to meet redemptions and/or is experiencing unusually strong demands for
its cash. Such a demand might be caused, for example, by extreme market
conditions that result in an abnormally high level of redemption requests
concentrated in a short period of time. Absent these or similar circumstances,
we expect redemptions in excess of $250,000 to be paid in cash in any fund with
assets of more than $50 million if total redemptions from any one account in any
90-day period do not exceed one-half of 1% of the total assets of the fund.

REDEMPTION OF SHARES IN LOW-BALANCE ACCOUNTS

International Growth. If at any time you have an International Growth
account that falls into either of the following categories:

(i) you invested the required minimum initial investment amount for the
fund, currently $2,500 ($1,000 for UGMA/UTMA accounts), but due to
exchanges or redemptions you have made, the account now has a value of
less than the minimum initial investment amount; or

Prospectus How to Invest with American Century Investments 19

(ii) you have not invested the minimum initial investment amount, and an
automatic investment program of $50 or more per month does not exist
for the account;

a notification will be sent advising you of the need to either make an
investment to bring the value of the shares held in the account up to $2,500
($1,000) or to establish an Automatic Investment Plan of $50 or more per month.
If the investment is not made or the automatic investment is not established
within 90 days from the date of notification, the shares held in the account
will be redeemed and the proceeds from the redemption will be sent by check to
your address of record.

The automatic redemption of shares of International Growth will not apply
to Individual Retirement Accounts, 403(b) accounts and other types of
tax-deferred retirement plan accounts.

International Discovery and Emerging Markets. If at any time you have an
International Discovery or Emerging Markets account that falls into either of
the following categories:

(i) you invested the required minimum initial investment amount of
$10,000, but due to exchanges or redemptions you have made, the
account now has a value of less than $10,000; or

(ii) you have not invested $10,000;

a notification will be sent advising you of the need to make an investment to
bring the value of the shares held in the account up to $10,000. If the
investment is not made within 90 days from the date of notification, the shares
held in the fund account will be redeemed and the proceeds from the redemption
will be sent by check to your address of record.

The funds reserve the right to modify their policies regarding the
automatic redemption of shares, or to waive such policies in whole or in part
for certain classes of investors.

SIGNATURE GUARANTEE

To protect your accounts from fraud, some transactions will require a
signature guarantee. Which transactions will require a signature guarantee will
depend on which service options you elect when you open your account. For
example, if you choose "In Writing Only," a signature guarantee would be
required when:

o redeeming more than $25,000; or

o establishing or increasing a Check-A-Month or automatic transfer on an
existing account.

You can obtain a signature guarantee from a bank or trust company, credit
union, broker-dealer, securities exchange or association, clearing agency or
savings association, as defined by federal law.

For a more in-depth explanation of our signature guarantee policy, or if
you live outside the United States and would like to know how to obtain a
signature guarantee, please consult our Investor Services Guide.

We reserve the right to require a signature guarantee on any transaction,
or to change this policy at any time.

SPECIAL SHAREHOLDER SERVICES

We offer several service options to make your account easier to manage.
These are listed on the account application. Please make note of these options
and elect the ones that are appropriate for you. Be aware that the "Full
Services" option offers you the most flexibility. You will find more information
about each of these service options in our Investor Services Guide.

Our special shareholder services include:

AUTOMATED INFORMATION LINE

We offer an Automated Information Line, 24 hours a day, seven days a week,
at 1-800-345-8765. By calling the Automated Information Line, you may listen to
fund prices, yields and total return figures. You may also use the Automated
Information Line to make investments into your accounts (if we have your bank
information on file) and obtain your share balance, value and most recent
transactions. If you have authorized us to accept telephone instructions, you
also may exchange shares from one fund to another via the Automated Information
Line. Redemption instructions cannot be given via the Automated Information
Line.

ONLINE ACCOUNT ACCESS

You may contact us 24 hours a day, seven days a week at
www.americancentury.com to access your funds' daily share prices, receive
updates on major market indices and view historical performance of your funds.
If you select "Full Services" on your application, you can use your personal
access code and Social Security number to view your account

20 How to Invest with American Century Investments American Century Investments

balances and account activity, make subsequent investments from your bank
account or exchange shares from one fund to another.

OPEN ORDER SERVICE

Through our open order service, you may designate a price at which to buy
shares of a variable-priced fund by exchange from one of our money market funds,
or a price at which to sell shares of a variable-priced fund by exchange to one
of our money market funds. The designated purchase price must be equal to or
lower, or the designated sale price equal to or higher, than the variable-priced
fund's net asset value at the time the order is placed. If the designated price
is met within 90 calendar days, we will execute your exchange order
automatically at that price (or better). Open orders not executed within 90 days
will be canceled.

If the fund you have selected deducts a distribution from its share price,
your order price will be adjusted accordingly so the distribution does not
inadvertently trigger an open order transaction on your behalf. If you close or
re-register the account from which the shares are to be redeemed, your open
order will be canceled.

Because of their time-sensitive nature, open order transactions are
accepted only by telephone or in person. These transactions are subject to
exchange limitations described in each fund's prospectus, except that orders and
cancellations received before 2 p.m. Central time are effective the same day,
and orders or cancellations received after 2 p.m. Central time are effective the
next business day.

TAX-QUALIFIED RETIREMENT PLANS

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

o Individual Retirement Accounts (IRAs);

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

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

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

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

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

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

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

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

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

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

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

(6) We have established procedures designed to assure the authenticity of
instructions received by telephone. These procedures include requesting
personal identification from callers, recording telephone calls and
providing written confirmations of telephone transactions. These procedures
are designed to protect shareholders from unauthorized or fraudulent
instructions. If we do not employ reasonable procedures to confirm the
genuineness of instructions, then we may be liable for losses due to
unauthorized or

Prospectus How to Invest with American Century Investments 21

fraudulent instructions. The company, its transfer agent and investment
advisor will not be responsible for any loss due to instructions they
reasonably believe are genuine.

(7) All signatures should be exactly as the name appears in the registration.
If the owner's name appears in the registration as Mary Elizabeth Jones,
she should sign that way and not as Mary E. Jones.

(8) Unusual stock market conditions have in the past resulted in an increase in
the number of shareholder telephone calls. If you experience difficulty in
reaching us during such periods, you may send your transaction instructions
by mail, express mail or courier service, or you may visit one of our
Investors Centers. You may also use our Automated Information Line if you
have requested and received an access code and are not attempting to redeem
shares.

(9) If you fail to provide us with the correct certified taxpayer
identification number, we may reduce any redemption proceeds by $50 to
cover the penalty the IRS will impose on us for failure to report your
correct taxpayer identification number on information reports.

(10) We will perform special inquiries on shareholder accounts. A research fee
of $15 per hour may be applied.

REPORTS TO SHAREHOLDERS

At the end of each calendar quarter, we will send you a consolidated
statement that summarizes all of your American Century holdings, as well as an
individual statement for each fund you own that reflects all year-to-date
activity in your account. You may request a statement of your account activity
at any time.

With the exception of most automatic transactions, each time you invest,
redeem, transfer or exchange shares, we will send you a confirmation of the
transaction. See the Investor Services Guide for more detail.

Carefully review all the information relating to transactions on your
statements and confirmations to ensure that your instructions were acted on
properly. Please notify us immediately in writing if there is an error. If you
fail to provide notification of an error with reasonable promptness, i.e.,
within 30 days of non-automatic transactions or within 30 days of the date of
your consolidated quarterly statement, in the case of automatic transactions, we
will deem you to have ratified the transaction.

No later than January 31 of each year, we will send you reports that you
may use in completing your U.S. income tax return. See the Investor Services
Guide for more information.

Each year, we will send you an annual and a semiannual report relating to
your fund, each of which is incorporated herein by reference. The annual report
includes audited financial statements and a list of portfolio securities as of
the fiscal year end. The semiannual report includes unaudited financial
statements for the first six months of the fiscal year, as well as a list of
portfolio securities at the end of the period. You also will receive an updated
Prospectus at least once each year. Please read these materials carefully as
they will help you understand your fund.

EMPLOYER-SPONSORED RETIREMENT
PLANS AND INSTITUTIONAL ACCOUNTS

Information contained in our Investor Services Guide pertains to
shareholders who invest directly with American Century rather than through an
employer-sponsored retirement plan or through a financial intermediary.

If you own or are considering purchasing fund shares through an
employer-sponsored retirement plan, your ability to purchase shares of the
funds, exchange them for shares of other American Century funds, and redeem them
will depend on the terms of your plan.

If you own or are considering purchasing fund shares through a bank,
broker-dealer, insurance company or other financial intermediary, your ability
to purchase, exchange and redeem shares will depend on your agreement with, and
the policies of, such financial intermediary.

You may reach one of our Institutional Service Representatives by calling
1-800-345-3533 to request information about the funds, to obtain a current
Prospectus or to get answers to any questions about the funds that you are
unable to obtain through your plan administrator or financial intermediary.

22 How to Invest with American Century Investments American Century Investments

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

The price of your shares is also referred to as their net asset value. Net
asset value is determined by calculating the total value of the fund's assets,
deducting total liabilities and dividing the result by the number of shares
outstanding. For all American Century funds, except funds issued by the American
Century Target Maturities Trust, net asset value is determined at the close of
regular trading on each day that the New York Stock Exchange is open, usually 3
p.m. Central time. The net asset values for the Target Maturities funds are
determined one hour prior to the close of the Exchange.

Investments and requests to redeem or exchange shares will receive the
share price next determined after we receive your investment, redemption or
exchange request. For example, investments and requests to redeem or exchange
shares received by us or one of our agents before the time as of which the net
asset value is determined, are effective on, and will receive the price
determined, that day. Investment, redemption and exchange requests received
thereafter are effective on, and receive the price determined on, the next day
the Exchange is open.

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

Investments by telephone pursuant to your prior authorization to us to draw
on your bank account are considered received at the time of your telephone call.

Investment and transaction instructions received by us on any business day
by mail prior to the time as of which the net asset value of the fund is
determined, will receive that day's price. Investments and instructions received
after that time will receive the price determined on the next business day.

If you invest in fund shares through an employer-sponsored retirement plan
or other financial intermediary, it is the responsibility of your plan
recordkeeper or financial intermediary to transmit your purchase, exchange and
redemption requests to the funds' transfer agent prior to the applicable cut-off
time for receiving orders and to make payment for any purchase transactions in
accordance with the funds' procedures or any contractual arrangement with the
funds or the funds' distributor in order for you to receive that day's price.

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized
as follows:

Portfolio securities of each fund, except as otherwise noted, listed or
traded on a domestic securities exchange are valued at the last sale price on
that exchange. Portfolio securities primarily traded on foreign securities
exchanges are generally valued at the preceding closing values of such
securities on the exchange where primarily traded. If no sale is reported, or if
local convention or regulation so provides, the mean of the latest bid and asked
prices is used. Depending on local convention or regulation, securities traded
over-the-counter are priced at the mean of the latest bid and asked prices, or
at the last sale price. When market quotations are not readily available,
securities and other assets are valued at fair value as determined in accordance
with procedures adopted by the Board of Directors.

Debt securities not traded on a principal securities exchange are valued
through valuations obtained from a commercial pricing service or at the most
recent mean of the bid and asked prices provided by investment dealers in
accordance with procedures established by the Board of Directors.

The value of an exchange-traded foreign security is determined in its
national currency as of the close of trading on the foreign exchange on which it
is traded or as of the close of business on the New York Stock Exchange, if that
is earlier. That value is then converted to dollars at the prevailing foreign
exchange rate.

Trading in securities on European and Far Eastern securities exchanges and
over-the-counter markets is normally completed at various times before the close

Prospectus Additional Information You Should Know 23

of business on each day that the New York Stock Exchange is open. If an event
were to occur after the value of a security was established but before the net
asset value per share was determined which was likely to materially change the
net asset value, then that security would be valued at fair value as determined
in accordance with procedures adopted by the Board of Directors.

Trading of these securities in foreign markets may not take place on every
New York Stock Exchange business day. In addition, trading may take place in
various foreign markets on Saturdays or on other days when the New York Stock
Exchange is not open and on which a fund's net asset value is not calculated.
Therefore, such calculation does not take place contemporaneously with the
determination of the prices of many of the portfolio securities used in such
calculation and the value of a fund's portfolio may be significantly affected on
days when shares of the fund may not be purchased or redeemed.

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class of International Growth and
International Discovery are published in leading newspapers daily. The net asset
value of the Investor Class of Emerging Markets will be published in newspapers
when the fund meets the minimum size requirements for listing. The net asset
value of each fund may be obtained by calling us or by accessing our Web site
(www.americancentury.com).

DISTRIBUTIONS

In general, distributions from net investment income and net realized
securities gains, if any, are declared and paid annually, usually in December,
but the funds may make distributions on a more frequent basis to comply with the
distribution requirements of the Internal Revenue Code, in all events in a
manner consistent with the provisions of the Investment Company Act.

THE OBJECTIVE OF EACH FUND IS CAPITAL APPRECIATION AND NOT THE PRODUCTION
OF DISTRIBUTIONS. YOU SHOULD MEASURE THE SUCCESS OF YOUR INVESTMENT BY THE VALUE
OF YOUR INVESTMENT AT ANY GIVEN TIME AND NOT BY THE DISTRIBUTIONS YOU RECEIVE.

Participants in employer-sponsored retirement or savings plans must
reinvest all distributions. For shareholders investing in taxable accounts,
distributions will be reinvested unless you elect to receive them in cash.
Distributions of less than $10 generally will be reinvested. Distributions made
shortly after a purchase made by check or ACH may be held up to 15 days. You may
elect to have distributions on shares of Individual Retirement Accounts and
403(b) plans paid in cash only if you are at least 59 1/2 years old or
permanently and totally disabled. Distribution checks normally are mailed within
seven days after the record date. Please consult our Investor Services Guide for
further information regarding your distribution options.

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

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

TAXES

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

TAX-DEFERRED ACCOUNTS

If fund shares are purchased through tax-deferred accounts, such as a
qualified employer-sponsored retirement or savings plan, income and capital
gains distributions paid by the funds will generally not be subject to current
taxation, but will accumulate in your account under the plan on a tax-deferred
basis.

Employer-sponsored retirement and savings plans are governed by complex tax
rules. If you elect to participate in your employer's plan, consult your plan
administrator, your plan's summary plan description, or a professional tax
advisor regarding the tax consequences of participation in the plan,
contributions to, and withdrawals or distributions from the plan.

24 Additional Information You Should Know American Century Investments

TAXABLE ACCOUNTS

If fund shares are purchased through taxable accounts, distributions of net
investment income and net short-term capital gains are taxable to you as
ordinary income. Distributions from net long-term capital gains are taxable as
long-term capital gains regardless of the length of time you have held the
shares on which such distributions are paid. However, you should note that any
loss realized upon the sale or redemption of shares held for six months or less
will be treated as a long-term capital loss to the extent of any distribution of
long-term capital gain to you with respect to such shares.

Dividends and interest received by a fund on foreign securities, as well as
capital gains realized upon the sale of such securities, may give rise to
withholding and other taxes imposed by foreign countries. Tax conventions
between certain countries and the United States may reduce or eliminate such
taxes. The foreign taxes paid by a fund will reduce its dividends.

If more than 50% of the value of a fund's total assets at the close of the
taxable year consist of securities of foreign corporations, the fund may qualify
for and make an election with the Internal Revenue Service with respect to such
fiscal year so that fund shareholders may be able to claim a foreign tax credit
in lieu of a deduction for foreign income taxes paid by the fund. If such an
election is made, the foreign taxes paid by the fund will be treated as income
received by you.

If a fund purchases the securities of certain foreign investment funds or
trusts called passive foreign investment companies, capital gains on the sale of
such holdings will be deemed to be ordinary income regardless of how long the
fund holds its investment. The fund may also be subject to corporate income tax
and an interest charge on certain dividends and capital gains earned from these
investments, regardless of whether such income and gains are distributed to
shareholders. In the alternative, the fund may elect to recognize cumulative
gains on such investments as of the last day of its fiscal year and distribute
it to shareholders.

Distributions are taxable to you regardless of whether they are taken in
cash or reinvested, even if the value of your shares is below your cost. If you
purchase shares shortly before a distribution, you must pay income taxes on the
distribution, even though the value of your investment (plus cash received, if
any) remains the same. In addition, the share price at the time you purchase
shares may include unrealized gains in the securities held in the investment
portfolio of a fund. If these portfolio securities are subsequently sold and the
gains are realized, they will, to the extent not offset by capital losses, be
paid to you as a distribution of capital gains and will be taxable to you as
short-term or long-term capital gains. See "Distributions," page 24.

In January of the year following the distribution, if you own shares in a
taxable account, you will receive a Form 1099-DIV notifying you of the status of
your distributions for federal income tax purposes.

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

If you have not complied with certain provisions of the Internal Revenue
Code and Regulations, we are required by federal law to withhold and remit to
the IRS 31% of reportable payments (which may include dividends, capital gains
distributions and redemptions). Those regulations require you to certify that
the Social Security number or tax identification number you provide is correct
and that you are not subject to 31% withholding for previous under-reporting to
the IRS. You will be asked to make the appropriate certification on your
application. Payments reported by us that omit your Social Security number or
tax identification number will subject us to a penalty of $50, which will be
charged against your account if you fail to provide the certification by the
time the report is filed. This charge is not refundable.

Prospectus Additional Information You Should Know 25

Assuming that shareholders hold such shares as a capital asset, the gain or loss
will be a capital gain or loss and will generally be long term if shareholders
have held such shares for a period of more than one year. If a loss is realized
on the redemption of fund shares, the reinvestment in additional fund shares
within 30 days before or after the redemption may be subject to the "wash sale"
rules of the Internal Revenue Code, resulting in a postponement of the
recognition of such loss for federal income tax purposes.

MANAGEMENT

INVESTMENT MANAGEMENT

Under the laws of the State of Maryland, the Board of Directors is
responsible for managing the business and affairs of the funds. Acting pursuant
to an investment management agreement entered into with the funds, American
Century Investment Management, Inc. serves as the investment manager of the
funds. Its principal place of business is American Century Tower, 4500 Main
Street, Kansas City, Missouri 64111. The manager has been providing investment
advisory services to investment companies and institutional clients since it was
founded in 1958.

In June 1995, American Century Companies, Inc. ("ACC"), the parent of the
manager, acquired Benham Management International, Inc. In the acquisition,
Benham Management Corporation ("BMC"), the investment advisor to the Benham
Group of mutual funds, became a wholly owned subsidiary of ACC. Certain
employees of BMC provide investment management services to funds managed by the
manager, while certain employees of the manager provide investment management
services to funds managed by BMC.

The manager supervises and manages the investment portfolio of each fund
and directs the purchase and sale of their investment securities. It utilizes a
team of portfolio managers, assistant portfolio managers and analysts acting
together to manage the assets of the funds. The team meets regularly to review
portfolio holdings and to discuss purchase and sale activity. The team adjusts
holdings in the funds' portfolios as they deem appropriate in pursuit of the
funds' investment objectives. Individual portfolio managers may also adjust
portfolio holdings of the funds as necessary between meetings.

The portfolio manager members of the teams managing the funds described in
this Prospectus and their work experience for the past five years are as
follows:

HENRIK STRABO, Vice President and Portfolio Manager, joined American
Century in 1993 as an Investment Analyst of the International Growth and
International Discovery team and has been a Portfolio Manager member of the team
since 1994. Prior to joining American Century, Mr. Strabo was Vice President,
International Equity Sales with Barclays de Zoete Wedd from 1991 to 1993.

MARK S. KOPINSKI, Vice President and Portfolio Manager, rejoined American
Century in April 1997. From June 1995 to March 1997, Mr. Kopinski served as
Vice President and Portfolio Manager for Federated Investors, Inc. Prior to
June 1995, Mr. Kopinski was a Vice President and Portfolio Manager for
American Century. He is a member of the team that manages International Growth
and International Discovery and was a member of the team at its inception in
1991.

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

For the services provided to the Investor Class of the funds, the manager
receives an annual fee calculated as a percentage of the average net assets of
the fund as follows:

Fund Percent of Average Net Assets
- -----------------------------------------------------------------------------
International Growth 1.50% of first $1 billion
1.20% of the next $1 billion
1.10% over $2 billion

International Discovery 1.75% of first $500 million
1.40% of the next $500 million
1.20% over $1 billion

Emerging Markets 2.00% of first $500 million
1.50% of the next $500 million
1.25% over $1 billion
- -----------------------------------------------------------------------------

With the exception of the third break point for International Growth, the
management fees set forth above for International Growth and International
Discovery are lower than the management fees

26 Additional Information You Should Know American Century Investments

contained in the management agreement. Effective August 1, 1996, the manager has
voluntarily waived a portion of its annual management fee for International
Growth and International Discovery as reflected above. The annual management
fees for the funds contained in the management agreement are calculated as
follows:

Fund Percent of Average Net Assets
- -----------------------------------------------------------------------------
International Growth 1.90% of first $1 billion
1.25% of the next $1 billion
1.00% over $2 billion

International Discovery 2.00%
- -----------------------------------------------------------------------------

The manager will submit a new management agreement for shareholder approval
in 1997 that reflects the new fee structure. With respect to the third break
point for International Growth, the manager will charge the lower 1.00% annual
fee until shareholder approval for the new fee structure is received.

On the first business day of each month, each fund pays the management fee
to the manager for the previous month at the rate specified. The fee for the
previous month is calculated by multiplying the applicable fee for such series
by the aggregate average daily closing value of the fund's net assets during the
previous month, and further multiplying that product by a fraction, the
numerator of which is the number of days in the previous month and the
denominator of which is 365 (366 in leap years).

The management fees paid by the funds to the manager are higher than the
fees paid by the various other funds in the American Century family of funds
because of the higher costs and additional expenses associated with managing and
operating a fund owning a portfolio consisting primarily of foreign securities.
The fee may also be higher than the fee paid by many other international or
foreign investment companies.

Many other investment companies may refer to or publicize an "investment
management fee" or "management fee" paid by the company to its manager. However,
most such companies also use fund assets to pay for certain expenses of the fund
in addition to the stated management fee. In contrast, the management fee paid
to the manager includes payment for almost all fund expenses, with the
exceptions noted. Therefore, potential investors who attempt to compare the
expenses of these funds to the expenses of other funds should be careful to
compare only the ratio of total expenses to average net assets contained in the
financial information found on pages 5 and 6 of this Prospectus to the same
ratio of the other funds.

The management agreement also provides that the funds' Board of Directors,
upon 60 days' prior written notice to all affected shareholders, may impose a
servicing or administrative fee as a charge against shareholder accounts.

CODE OF ETHICS

The funds and the manager have adopted a Code of Ethics that restricts
personal investing practices by employees of the manager and its affiliates.
Among other provisions, the Code of Ethics requires that employees with access
to information about the purchase or sale of securities in the funds' portfolios
obtain preclearance before executing personal trades. With respect to Portfolio
Managers and other investment personnel, the Code of Ethics prohibits
acquisition of securities in an initial public offering, as well as profits
derived from the purchase and sale of the same security within 60 calendar days.
These provisions are designed to ensure that the interests of fund shareholders
come before the interests of the people who manage those funds.

TRANSFER AND ADMINISTRATIVE SERVICES

American Century Services Corporation, 4500 Main Street, Kansas City,
Missouri 64111 acts as transfer agent and dividend-paying agent for the funds.
It provides facilities, equipment and personnel to the funds and is paid for
such services by the manager.

Certain recordkeeping and administrative services that would otherwise be
performed by the transfer agent may be performed by an insurance company or
other entity providing similar services for various retirement plans using
shares of the funds as a funding medium, by broker-dealers and financial
advisors for their customers investing in shares of American Century or by
sponsors of multi mutual fund no- or low-transaction fee programs. The manager
or an affiliate may enter into contracts to pay them for such recordkeeping and
administrative services out of the management fee paid to it by the funds.

Although there is no sales charge levied by the funds, transactions in
shares of the funds may be

Prospectus Additional Information You Should Know 27

executed by brokers or investment advisors who charge a transaction-based fee or
other fee for their services. Such charges may vary among broker-dealers and
financial advisors, but in all cases will be retained by the broker-dealer or
financial advisor and not remitted to the funds or the manager. You should be
aware of the fact that these transactions may be made directly with American
Century without incurring such fees.

From time to time, special services may be offered to shareholders who
maintain higher share balances in our family of funds. These services may
include the waiver of minimum investment requirements, expedited confirmation of
shareholder transactions, newsletters and a team of personal representatives.
Any expenses associated with these special services will be paid by the manager.

The manager and the transfer agent are both wholly owned by American
Century Companies, Inc. James E. Stowers, Jr., Chairman of the funds' Board of
Directors, controls American Century Companies by virtue of his ownership of a
majority of its common stock.

DISTRIBUTION OF FUND SHARES

The funds' shares are distributed by American Century Investment Services,
Inc., a registered broker-dealer and an affiliate of the manager. The manager
pays all expenses for promoting and distributing the Investor Class of fund
shares offered by this Prospectus. The Investor Class of shares does not pay any
commissions or other fees to the distributor or to any other broker-dealers or
financial intermediaries in connection with the distribution of fund shares.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

The corporation is a diversified, open-end management investment company
whose shares were first offered in May 1991. Its business and affairs are
managed by its officers under the direction of its Board of Directors.

The principal office of the funds is 4500 Main Street, P.O. Box 419200,
Kansas City, Missouri 64141-6200. All inquiries may be made by mail to that
address, to 1-800-345-2021 (international calls: 816-531-5575).

American Century World Mutual Funds, Inc. issues three series of $0.01
par value shares. Each series is commonly referred to as a fund. The assets
belonging to each series of shares are held separately by the custodian.

American Century offers four classes of each of the funds offered by this
Prospectus: an Investor Class, an Institutional Class, a Service Class, and an
Advisor Class. The shares offered by this Prospectus are Investor Class shares
and have no up-front charges, commissions, or 12b-1 fees.

The other classes of shares are primarily offered to institutional
investors or through institutional distribution channels, such as
employer-sponsored retirement plans or through banks, broker-dealers, insurance
companies or other financial intermediaries. The other classes have different
fees, expenses, and/or minimum investment requirements than the Investor Class.
The difference in the fee structures among the classes is the result of their
separate arrangements for shareholder and distribution services and not the
result of any difference in amounts charged by the manager for core investment
advisory services. Accordingly, the core investment advisory expenses do not
vary by class. Different fees and expenses will affect performance. For
additional information concerning the other classes of shares not offered by
this Prospectus, call us at 1-800-345-3533 or contact a sales representative or
financial intermediary who offers those classes of shares.

Except as described below, all classes of shares of a fund have identical
voting, dividend, liquidation and other rights, preferences, terms and
conditions. The only differences among the various classes are (a) each class
may be subject to different expenses specific to that class, (b) each class has
a different identifying designation or name, (c) each class has exclusive voting
rights with respect to matters solely affecting such class, (d) each class may
have different exchange privileges, and (e) the Institutional Class may provide
for automatic conversion from that class into shares of another class of the
same fund.

28 Additional Information You Should Know American Century Investments

the series or class of the shares affected. Matters affecting only one series or
class are voted upon only by that series or class.

Shares have non-cumulative voting rights, which means that the holders of
more than 50% of the votes cast in an election of directors can elect all of the
directors if they choose to do so, and in such event the holders of the
remaining votes will not be able to elect any person or persons to the Board of
Directors.

Unless required by the Investment Company Act, it will not be necessary for
the funds to hold annual meetings of shareholders. As a result, shareholders may
not vote each year on the election of directors or the appointment of auditors.
However, pursuant to the funds' bylaws, the holders of shares representing at
least 10% of the votes entitled to be cast may request the funds to hold a
special meeting of shareholders. We will assist in the communication with other
shareholders.

WE RESERVE THE RIGHT TO CHANGE ANY OF OUR POLICIES, PRACTICES AND
PROCEDURES DESCRIBED IN THIS PROSPECTUS, INCLUDING THE STATEMENT OF ADDITIONAL
INFORMATION, WITHOUT SHAREHOLDER APPROVAL EXCEPT IN THOSE INSTANCES WHERE
SHAREHOLDER APPROVAL IS EXPRESSLY REQUIRED.

Prospectus Additional Information You Should Know 29

P.O. Box 419200
Kansas City, Missouri
64141-6200

Person-to-person assistance:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-753-1865

Fax: 816-340-7962

www.americancentury.com

[american century logo]
American
Century(sm)

9704 [recycled logo]
SH-BKT-8308 Recycled
<PAGE>
PROSPECTUS

[american century logo]
American
Century(sm)

APRIL 1, 1997

TWENTIETH
CENTURY(R)
GROUP

International Growth
International Discovery

INVESTOR CLASS

[Front Cover]

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

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

AMERICAN CENTURY INVESTMENTS

Benham Group(R) American Century Group Twentieth Century Group

MONEY MARKET FUNDS ASSET ALLOCATION & GROWTH FUNDS
GOVERNMENT BOND FUNDS BALANCED FUNDS INTERNATIONAL FUNDS
DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS
MUNICIPAL BOND FUNDS SPECIALTY FUNDS

International Growth
International Discovery

PROSPECTUS
APRIL 1, 1997

International Growth
International Discovery

INVESTOR CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc., is a part of American Century
Investments, a family of funds that includes nearly 70 no-load mutual funds
covering a variety of investment opportunities. Two of the funds from our
Twentieth Century Group of funds are described in this Prospectus. Their
investment objectives are listed on page 2 of this Prospectus. The other funds
are described in separate prospectuses.

The funds described in this Prospectus invest primarily in equity securities of
foreign issuers. Investment in securities of foreign issuers typically involves
a greater degree of risk than investment in domestic securities. Please read
"Risk Factors," page 9.

Through its Investor Class of shares, American Century offers investors a full
line of no-load funds, investments that have no sales charges or commissions.

American Century Investments
4500 Main Street o P.O. Box 419200
Kansas City, Missouri 64141-6200 o 1-800-345-2021
International calls: 816-531-5575
Telecommunications Device for the Deaf:
1-800-634-4113 o In Missouri: 816-753-1865
Internet: www.americancentury.com

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

Prospectus 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL GROWTH FUND

The investment objective of International Growth (formerly International Equity)
is capital growth. The fund will seek to achieve its investment objective by
investing primarily in an internationally diversified portfolio of equity
securities that are considered by the investment manager to have prospects for
appreciation. The fund will invest primarily in securities of issuers in
developed markets. This fund has no minimum investment requirements. However, if
the value of the shares held in any one fund account is less than $2,500 ($1,000
for UGMA/UTMA accounts), you must establish an automatic investment program of
$50 or more per month in each such account. See "Automatic Investment Plan,"
page 16 and "Redemption of Shares in Low-Balance Accounts," page 18.

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL DISCOVERY FUND

SHARES OF THE FUND EXCHANGED OR REDEEMED WITHIN 180 DAYS OF THEIR PURCHASE ARE
SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE SHARES EXCHANGED OR
REDEEMED. This redemption fee is retained by the fund and is intended to
discourage shareholders from exchanging or redeeming their shares shortly after
their purchase, as well as minimize the impact such exchanges and redemptions
have on fund performance and, hence, on the other shareholders of the fund.

There is no assurance that the funds will achieve their respective investment
objectives.

2 Investment Objective American Century Investments

TABLE OF CONTENTS

Investment Objectives of the Funds..................................2
Transaction and Operating Expense Table.............................4
Financial Highlights................................................5

INFORMATION REGARDING THE FUNDS

Investment Policies of the Funds....................................7
International Growth...........................................7
International Discovery .......................................7
Policies Applicable to Both Funds..............................8
Risk Factors........................................................9
Investing in Foreign Securities Generally......................9
Speculative Nature of International Discovery.................10
Investing in Emerging Market Countries........................10
Investing in Smaller Companies................................11
Investing in Lower-Quality Debt Instruments...................11
Other Investment Practices, Their Characteristics and Risks........11
Forward Currency Exchange Contracts...........................12
Indirect Foreign Investment...................................12
Sovereign Debt Obligations....................................12
Portfolio Turnover............................................13
Repurchase Agreements.........................................13
When-Issued Securities........................................13
Short Sales...................................................13
Rule 144A Securities..........................................13
Performance Advertising............................................14

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

American Century Investments.......................................15
Investing in American Century......................................15
How to Open an Account.............................................15
By Mail...................................................15
By Wire...................................................15
By Exchange...............................................16
In Person.................................................16
Subsequent Investments........................................16
By Mail...................................................16
By Telephone..............................................16
By Online Access..........................................16
By Wire...................................................16
In Person.................................................16
Automatic Investment Plan.....................................16
How to Exchange from One Account to Another........................16
By Mail...................................................17
By Telephone..............................................17
By Online Access..........................................17
How to Redeem Shares...............................................17
By Mail...................................................17
By Telephone..............................................17
By Check-A-Month..........................................17
Other Automatic Redemptions...............................18
Redemption Proceeds...........................................18
By Check..................................................18
By Wire and ACH...........................................18
Special Requirements for Large Redemptions....................18
Redemption of Shares in Low-Balance Accounts..................18
Signature Guarantee................................................19
Special Shareholder Services.......................................19
Automated Information Line................................19
Online Account Access.....................................19
Open Order Service........................................20
Tax-Qualified Retirement Plans............................20
Important Policies Regarding Your Investments......................20
Reports to Shareholders............................................21
Employer-Sponsored Retirement Plans and Institutional Accounts....21

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price........................................................22
When Share Price Is Determined................................22
How Share Price Is Determined.................................22
Where to Find Information About Share Price...................23
Distributions......................................................23
Taxes..............................................................23
Tax-Deferred Accounts.........................................23
Taxable Accounts..............................................24
Management.........................................................25
Investment Management.........................................25
Code of Ethics................................................26
Transfer and Administrative Services..........................26
Distribution of Fund Shares........................................27
Further Information About American Century.........................27

Prospectus Table of Contents 7

TRANSACTION AND OPERATING EXPENSE TABLE

International International
Growth Discovery

SHAREHOLDER TRANSACTION EXPENSES:

<S> <C> <C>
Maximum Sales Load Imposed on Purchases ....................... none none
Maximum Sales Load Imposed on Reinvested Dividends ............ none none
Deferred Sales Load ........................................... none none
Redemption Fee(1) ............................................. none none(2)
Exchange Fee .................................................. none none

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

Management Fees(3) ............................................ 1.42%(4) 1.75%(4)
12b-1 Fees .................................................... none none
Other Expenses(5) ............................................. 0.00% 0.00%
Total Fund Operating Expenses(3) .............................. 1.42%(4) 1.75%(4)

EXAMPLE:

You would pay the following expenses on a 1 year $ 14 $ 18
$1,000 investment, assuming a 5% annual return and 3 years 45 55
redemption at the end of each time period(3): 5 years 77 94
10 years 169 205

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

(2) Shares of International Discovery exchanged or redeemed within 180 days of
their purchase are subject to a redemption fee of 2.0% of the value of the
shares exchanged or redeemed. This redemption fee is retained by the fund.
See "How to Exchange from One Account to Another," page 16 and "How to
Redeem Shares," page 17.

(5) Other expenses, which includes the fees and expenses (including legal
counsel fees) of those directors who are not "interested persons" as
defined in the Investment Company Act, were less than 0.01 of 1% of average
net assets for the most recent fiscal year.
</TABLE>

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

4 Transaction and Operating Expense Table American Century Investments

FINANCIAL HIGHLIGHTS
INTERNATIONAL GROWTH

The Financial Highlights for the fiscal year ended November 30, 1996, have been
audited by Ernst & Young LLP, independent auditors, whose report thereon appears
in the fund's annual report, which is incorporated by reference into the
Statement of Additional Information. The annual report contains additional
performance information and will be made available upon request and without
charge. The Financial Highlights for the periods ended on or before November 30,
1995, have been audited by Baird, Kurtz & Dobson, independent certified public
accountants. The information presented is for a share outstanding throughout the
years ended November 30, except as noted.

1996 1995 1994 1993 1992 1991(1)

PER-SHARE DATA

<S> <C> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period ....... $7.51 $7.47 $7.34 $5.79 $5.33 $5.10
----- ----- ----- ----- ----- -----

Income from Investment Operations
Net Investment Income (Loss) .......... (.01)(2) .01 (.04) (.04) .06 .01

Net Realized and Unrealized Gain
on Investment Transactions.......... 1.24 .40 .57 1.78 .41 .22
----- ----- ----- ----- ----- -----

Total from Investment Operations....... 1.23 .41 .53 1.74 .47 .23
----- ----- ----- ----- ----- -----

Distributions
From Net Investment Income............. (.01) -- -- (.036) (.005) --

In Excess of Net Investment Income .... -- -- -- (.155) (.002) --

From Net Realized Gains
on Investment Transactions............. -- (.372) (.402) -- -- --
----- ----- ----- ----- ----- -----
Total Distributions.................... (.01) (.372) (.402) (.191) (.007) --
----- ----- ----- ----- ----- -----

Net Asset Value, End of Period.............. $8.73 $7.51 $7.47 $7.34 $5.79 $5.33
===== ===== ===== ===== ===== =====

TOTAL RETURN(3)........................ 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets................. 1.65%(4) 1.77% 1.84% 1.90% 1.91% 1.93%(5)

Ratio of Net Investment Income (Loss)
to Average Net Assets................. (.07)% .25% (.53)% (.34)% .95% .26%(5)

Portfolio Turnover Rate............... 158% 169% 242% 255% 180% 84%

Average Commission Paid per
Investment Security Traded............ $.0195 $.0020 --(6) --(6) --(6) --(6)

Net Assets, End of Period
(in thousands) ..................$1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076

(1) May 9, 1991 (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

Prospectus Financial Highlights 5
<TABLE>
<CAPTION>

FINANCIAL HIGHLIGHTS
INTERNATIONAL DISCOVERY

The Financial Highlights for the fiscal year ended November 30, 1996, have been
audited by Ernst & Young LLP, independent auditors, whose report thereon appears
in the fund's annual report, which is incorporated by reference into the
Statement of Additional Information. The annual report contains additional
performance information and will be made available upon request and without
charge. The Financial Highlights for the periods ended on or before November 30,
1995, have been audited by Baird, Kurtz & Dobson, independent certified public
accountants. The information presented is for a share outstanding throughout the
years ended November 30, except as noted.

1996 1995 1994(1)

PER-SHARE DATA

<S> <C> <C> <C>
Net Asset Value, Beginning of Period...................... $5.70 $5.39 $5.00
------------ ------------ ------------

Income from Investment Operations
Net Investment Income (Loss)......................... (.02)(2) .03 (.02)

Net Realized and Unrealized Gain
on Investment Transactions........................ 1.95 .28 .41
------------ ------------ ------------

Total from Investment Operations..................... 1.93 .31 .39
------------ ------------ ------------

Distributions
From Net Investment Income........................... (.01) -- --

In Excess of Net Investment Income................... (.02) -- --
------------ ------------ ------------

Total Distributions.................................. (.03) -- --
------------ ------------ ------------

Net Asset Value, End of Period............................ $7.60 $5.70 $5.39
============ ============ ============

TOTAL RETURN(3)...................................... 34.06% 5.75% 7.80%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets.... 1.88%(4) 2.00% 2.00%(5)

Ratio of Net Investment Income (Loss) to
Average Net Assets ............................. (.31)% .27% (.48)%(5)

Portfolio Turnover Rate.............................. 130% 168% 56%

Average Commission Paid per Investment
Security Traded ................................ $.0054 $.0040 --(6)

Net Assets, End of Period (in thousands)............. $377,128 $114,579 $111,202

(1) April 1, 1994 (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

6 Financial Highlights American Century Investments

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

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

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK FACTORS,"
PAGE 9, BEFORE MAKING AN INVESTMENT IN EITHER FUND.

INTERNATIONAL GROWTH

The investment objective of International Growth is capital growth. The fund
will seek to achieve its investment objective by investing primarily in
securities of foreign issuers that meet certain fundamental and technical
standards of selection (relating primarily to acceleration of earnings and
revenues) and have, in the opinion of the investment manager, potential for
appreciation. The fund will invest primarily in issuers in developed markets.
The fund will invest primarily in equity securities (defined to include equity
equivalents) of such issuers. The fund will attempt to stay fully invested in
such securities, regardless of the movement of stock prices generally.

Although the primary investment of the fund will be equity securities, the fund
may also invest in other types of securities consistent with the accomplishment
of the fund's objectives. When the manager believes that the total return
potential of other securities equals or exceeds the potential return of equity
securities, the fund may invest up to 35% in such other securities.

The other securities the fund may invest in are bonds, notes and debt securities
of companies and obligations of domestic or foreign governments and their
agencies. The fund will limit its purchases of debt securities to
investment-grade obligations. For long-term debt obligations this includes
securities that are rated Baa or better by Moody's Investors Service, Inc. or
BBB or better by Standard & Poor's Corporation, or that are not rated but
considered by the manager to be of equivalent quality. According to Moody's,
bonds rated Baa are medium-grade and possess some speculative characteristics. A
BBB rating by S&P indicates S&P's belief that a security exhibits a satisfactory
degree of safety and capacity for repayment, but is more vulnerable to adverse
economic conditions or changing circumstances than is the case with
higher-quality debt securities (see "An Explanation of Fixed Income Securities
Ratings" in the Statement of Additional Information).

INTERNATIONAL DISCOVERY

The investment objective of International Discovery is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers that meet
certain fundamental and technical standards of selection (relating primarily to
acceleration of earnings and revenues). The fund will invest its assets
primarily in equity securities of smaller foreign issuers (those issuers having,
at the time of investment, a market capitalization of less than U.S. $1 billion
or a public float of less than U.S. $500 million). The "public float" of an
issuer is defined as the aggregate market value of the issuer's outstanding
securities held by non-affiliates of the issuer. The fund may invest up to 50%
of its assets in securities of issuers in emerging market countries.

The manager will purchase securities of issuers that have, in the opinion of the
manager, significant growth potential. The fund will seek to invest in
securities of issuers with one or more identifiable catalysts that, in the
opinion of the investment manager, are likely to cause the issuer to experience
accelerat-

Prospectus Information Regarding The Fund 7

As noted, the fund may invest in smaller foreign issuers in both (i) countries
characterized as having developed markets and in (ii) countries characterized as
having emerging markets. DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH THE FUND'S
INVESTMENT STRATEGY, AN INVESTMENT IN THE FUND MAY BE CONSIDERED TO BE
SPECULATIVE. See "Speculative Nature of International Discovery," page 10.

The fund may invest in securities of any type of issuer, including closed-end
investment companies, governments and governmental entities, as well as
corporations, partnerships and other business organizations. The manager
believes that common stocks and other equity and equity equivalent securities
ordinarily offer the greatest potential for capital appreciation and will
constitute the majority of the fund's investments. The fund may invest, however,
in any security the manager believes has the potential for capital appreciation.
The other securities the fund may invest in include bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will attempt to stay fully invested in appreciating
securities, regardless of the movement of stock and bond prices generally.

There are no credit quality or maturity restrictions with regard to the bonds,
corporate debt securities, and government obligations in which the fund may
invest, although less than 35% of the fund's assets will be invested in
below-investment-grade fixed income securities (see "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information). Debt
securities, especially those of issuers in emerging market countries, may be of
poor quality and speculative in nature. While these securities will primarily be
chosen for their appreciation potential, the fund may also take the potential
for income into account when selecting investments.

POLICIES APPLICABLE TO BOTH FUNDS

The funds may make foreign investments either directly in foreign securities, or
indirectly by purchasing depositary receipts or depositary shares or similar
instruments ("DRs") for foreign securities. DRs are securities that are listed
on exchanges or quoted in over-the-counter markets in one country but represent
shares of issuers domiciled in another country. The funds may also purchase
securities of such issuers in foreign markets, either on foreign securities
exchanges or in the over-the-counter markets.

The funds may also invest in other equity securities and equity equivalents.
Other equity securities and equity equivalents include securities that permit
the funds to receive an equity interest in an issuer, the opportunity to acquire
an equity interest in an issuer, or the opportunity to receive a return on its
investment that permits the fund to benefit from the growth over time in the
equity of an issuer. Examples of other equity securities and equity equivalents
are preferred stock, convertible preferred stock and convertible debt
securities. Equity equivalents may also include securities whose value or return
is derived from the value or return of a different security. An example of one
type of derivative security in which the funds might invest is a depositary
receipt.

Notwithstanding the funds' respective investment objectives of capital growth,
under exceptional market or economic conditions, each fund may temporarily
invest all or a substantial portion of its assets in cash or investment-grade
short-term securities (denominated in U.S. dollars or foreign currencies).

To the extent a fund assumes a defensive position, it will not be pursuing its
investment objective of capital growth.

8 Information Regarding The Fund American Century Investments

that trade on a yield basis rise. When prevailing interest rates rise, bond
prices generally fall. These changes in value may, depending upon the particular
amount and type of fixed income securities holdings of a fund, impact the net
asset value of that fund's shares. See "How Share Price is Determined," page 22.

Under normal conditions, each fund will invest at least 65% of its assets in
equity and equity equivalent securities of issuers from at least three countries
outside of the United States. While securities of U.S. issuers may be included
in the portfolio from time to time, it is the primary intent of the manager to
diversify investments in a fund across a broad range of foreign issuers. The
manager defines "foreign issuer" as an issuer of securities that is domiciled
outside the United States, derives at least 50% of its total revenue from
production or sales outside the United States, and/or whose principal trading
market is outside the United States.

The funds consider "emerging market countries" to include all countries that are
generally considered to be developing or emerging countries by the International
Bank for Reconstruction and Development (commonly referred to as the World Bank)
and the International Finance Corporation (IFC), as well as countries that are
classified by the United Nations as developing. Currently, the countries not
included in this category are the United States, Canada, Japan, the United
Kingdom, Germany, Austria, France, Italy, Ireland, Spain, Belgium, the
Netherlands, Switzerland, Sweden, Finland, Norway, Denmark, Australia and New
Zealand. In addition, as used in this Prospectus, "securities of issuers in
emerging market countries" means (i) securities of issuers the principal
securities trading market for which is an emerging market country, (ii)
securities, regardless of where traded, of issuers that derive 50% or more of
their total revenue from either goods or services produced in emerging market
countries or sales made in emerging market countries, or (iii) securities of
issuers having their principal place of business or principal office in emerging
market countries.

The principal criteria for inclusion of a security in a fund's portfolio is its
ability to meet the fundamental and technical standards of selection and, in the
opinion of the manager, to achieve better-than-average appreciation. If, in the
opinion of the manager, a particular security satisfies these principal
criteria, the security may be included in the fund's portfolio, regardless of
the location of the issuer or the percentage of the fund's investments in the
issuer's country (subject to the investment policies of the particular fund) or
region.

At the same time, however, the manager recognizes that both the selection of a
fund's individual securities and the allocation of the portfolio's assets across
different countries and regions are important factors in managing an
international portfolio. For this reason, the manager will also consider a
number of other factors in making investment selections including: the prospects
for relative economic growth among countries or regions, economic and political
conditions, expected inflation rates, currency exchange fluctuations and tax
considerations.

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

Investing in securities of foreign issuers generally involves greater risks than
investing in the securities of domestic companies. As with any investment in
securities, the value of an investment in the funds can decrease as well as
increase, depending upon a variety of factors which may affect the values and
income generated by the funds' portfolio securities. Investments in the funds
should not be considered a complete investment program and may not be
appropriate for an individual with limited investment resources or who is unable
to tolerate fluctuations in the value of the investment. Potential investors
should carefully consider the following factors:

Prospectus Information Regarding The Fund 9

to increase when the value of the dollar falls against such currency. In
addition, the value of fund assets may be affected by losses and other expenses
incurred in converting between various currencies in order to purchase and sell
foreign securities and by currency restrictions, exchange control regulation,
currency devaluations and political developments.

Political and Economic Risk. The economies of many of the countries in which the
funds invest are not as developed as the economy of the United States and may be
subject to significantly different forces. Political or social instability,
expropriation, nationalization, or confiscatory taxation, and limitations on the
removal of funds or other assets, could also adversely affect the value of
investments. Further, the funds may encounter difficulties or be unable to
pursue legal remedies or obtain judgments in foreign courts.

Regulatory Risk. Foreign companies are generally not subject to the regulatory
controls imposed on U.S. issuers and, in general, there is less publicly
available information about foreign securities than is available about domestic
securities. Many foreign companies are not subject to uniform accounting,
auditing and financial reporting standards, practices and requirements
comparable to those applicable to domestic companies. Income from foreign
securities owned by the funds may be reduced by a withholding tax at the source
which would reduce dividend income payable to shareholders. See "Taxes," page
23.

Market and Trading Risk. Brokerage commission rates in foreign countries, which
are generally fixed rather than subject to negotiation as in the U.S., are
likely to be higher. The securities markets in many of the countries in which
the funds invest will have substantially less trading volume than the principal
U.S. markets. As a result, the securities of some companies in these countries
may be less liquid and more volatile than comparable U.S. securities.
Furthermore, one securities broker may represent all or a significant part of
the trading volume in a particular country, resulting in higher trading costs
and decreased liquidity due to a lack of alternative trading partners. There is
generally less government regulation and supervision of foreign stock exchanges,
brokers and issuers which may make it difficult to enforce contractual
obligations.

Clearance and Settlement Risk. Foreign securities markets also have different
clearance and settlement procedures, and in certain markets there have been
times when settlements have been unable to keep pace with the volume of
securities transactions, making it difficult to conduct such transactions.
Delays in clearance and settlement could result in temporary periods when assets
of the funds are uninvested and no return is earned thereon. The inability of
the funds to make intended security purchases due to clearance and settlement
problems could cause the funds to miss attractive investment opportunities.
Inability to dispose of portfolio securities due to clearance and settlement
problems could result either in losses to the funds due to subsequent declines
in value of the portfolio security or, if the fund has entered into a contract
to sell the security, liability to the purchaser.

SPECULATIVE NATURE OF INTERNATIONAL DISCOVERY

In addition to the risks posed by foreign investing generally, International
Discovery will be investing in the securities of companies having comparatively
small market capitalizations and may invest up to 50% of its assets in issuers
in emerging market countries. See "Investing in Emerging Market Countries," this
page and "Investing in Smaller Companies," page 11. As a result, an investment
in the fund should be considered to be speculative. The fund is intended for
aggressive investors seeking significant gains through investments in foreign
securities. Those investors must be willing and able to accept the significantly
greater risks associated with the investment strategy that International
Discovery will pursue. An investment in the fund should not be considered a
complete investment program and is not appropriate for individuals with limited
investment resources or who are unable to tolerate fluctuations in the value of
their investment.

INVESTING IN EMERGING MARKET COUNTRIES

10 Information Regarding The Fund American Century Investments

The economies of emerging market countries may be predominantly based on only a
few industries or dependent on revenues from particular commodities or on
international aid or development assistance, may be highly vulnerable to changes
in local or global trade conditions, and may suffer from extreme and volatile
debt burdens or inflation rates. In addition, securities markets in emerging
market countries may trade a small number of securities and may be unable to
respond effectively to increases in trading volume, potentially resulting in a
lack of liquidity and greater volatility in the price of securities traded on
those markets.

The funds may not always purchase securities on the principal market. Depositary
receipts, depositary shares, or other equity equivalents ("DRs") may be
purchased if considered to be more attractive than the underlying securities.
DRs are typically issued by a bank or trust company evidencing ownership of an
underlying foreign security. In emerging markets countries, the funds may invest
in DRs which are structured by a bank or trust company without the sponsorship
of the underlying foreign issuer. In addition to the risks of foreign investment
applicable to the underlying securities, such unsponsored DRs may also be
subject to the risks that the foreign issuer may not be obliged to cooperate
with the bank, may not provide financial or other information to the bank, or
may dispute or refuse to recognize the ownership of the underlying securities
which may result in a loss of the fund's investment.

INVESTING IN SMALLER COMPANIES

International Discovery will invest primarily in securities of companies having,
at the time of investment, a market capitalization of less than U.S. $1 billion
or a public float of less than U.S. $500 million. These smaller companies may
present greater opportunities for capital appreciation, but may also involve
greater risks than large, mature issuers. Such companies may have limited
product lines, markets or financial resources, and their securities may trade
less frequently and in more limited volume than the securities of larger
companies. In addition, available information regarding these smaller companies
may be less available and, when available, may be incomplete or inaccurate. The
securities of such companies may also be more likely to be delisted from trading
on their primary domestic exchange. As a result, the securities of smaller
companies may experience significantly more price volatility and less liquidity
than securities of larger companies, and this volatility and limited liquidity
may be reflected in the net asset value of the fund.

INVESTING IN LOWER-QUALITY DEBT INSTRUMENTS

There are no credit, maturity or investment amount restrictions on the bonds,
corporate debt securities, and government obligations in which International
Discovery may invest. Debt securities, especially those in emerging market
countries, may be of poor quality, unrated and speculative in nature. Debt
securities rated lower than Baa by Moody's or BBB by S&P or their equivalent,
sometimes referred to as junk bonds, are considered by many to be predominately
speculative. See "An Explanation of Fixed Income Securities Ratings" in the
Statement of Additional Information. Changes in economic conditions or other
circumstances are more likely to lead to a weakened capacity to make principal
and interest payments on such securities than is the case with higher-quality
debt securities. Regardless of rating levels, all debt securities considered for
purchase by the fund are analyzed by the manager to determine, to the extent
reasonably possible, that the planned investment is sound given the investment
objective of the fund.

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS AND RISKS

For additional information, see "Investment Restrictions" in the Statement of
Additional Information.

Prospectus Information Regarding The Fund 11

FORWARD CURRENCY EXCHANGE CONTRACTS

To protect against adverse movements in exchange rates between currencies, a
fund may, for hedging purposes only, enter into forward currency exchange
contracts. A forward currency exchange contract obligates the fund to purchase
or sell a specific currency at a future date at a specific price.

A fund may elect to enter into a forward currency exchange contract with respect
to a specific purchase or sale of a security, or with respect to the fund's
portfolio positions generally.

When the manager believes that a particular currency may decline in value
compared to the U.S. dollar, a fund may enter into a foreign currency exchange
contract to sell an amount of foreign currency equal to the value of some or all
of the fund's portfolio securities either denominated in, or whose value is tied
to, that currency. This practice is sometimes referred to as "portfolio
hedging." A fund may not enter into a portfolio hedging transaction where the
fund would be obligated to deliver an amount of foreign currency in excess of
the aggregate value of its portfolio securities or other assets denominated in,
or whose value is tied to, that currency.

Each fund will make use of portfolio hedging to the extent deemed appropriate by
the manager. However, it is anticipated that a fund will enter into portfolio
hedges much less frequently than transaction hedges.

Predicting the relative future values of currencies is very difficult, and there
is no assurance that any attempt to reduce the risk of adverse currency
movements through the use of forward currency exchange contracts will be
successful. In addition, the use of forward currency exchange contracts tends to
limit the potential gains that might result from a positive change in the
relationship between the foreign currency and the U.S. dollar.

INDIRECT FOREIGN INVESTMENT

Subject to certain restrictions contained in the Investment Company Act, each
fund may invest up to 10% of its assets in certain foreign countries indirectly
through investment funds and registered investment companies authorized to
invest in those countries. If the funds invest in investment companies, the
funds will bear their proportionate shares of the costs incurred by such
companies, including investment advisory fees, if any.

SOVEREIGN DEBT OBLIGATIONS

12 Information Regarding The Fund American Century Investments

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial information
on pages 5 and 6 of this Prospectus.

The portfolio turnover of each fund may be higher than other mutual funds with
similar investment objectives. Higher turnover would generate correspondingly
greater brokerage commissions, which is a cost that the funds pay directly. It
may also affect the character of capital gains, if any, realized and distributed
by a fund since short-term capital gains are taxable as ordinary income.

REPURCHASE AGREEMENTS

Each fund may invest in repurchase agreements when such transactions present an
attractive short-term return on cash that is not otherwise committed to the
purchase of securities pursuant to the fund's investment policies.

A fund's risk in connection with repurchase agreements is the ability of the
seller to pay the repurchase price on the repurchase date. If the seller
defaults, the fund may incur costs, delays or losses.

The funds will enter into repurchase agreements only with those commercial banks
and broker-dealers whose creditworthiness has been reviewed and found
satisfactory by the funds' manager pursuant to criteria adopted by the funds'
Board of Directors.

WHEN-ISSUED SECURITIES

Each fund may purchase new issues of securities on a when-issued basis without
limit when, in the opinion of the investment manager, such purchases will
further the investment objectives of the fund. The price of when-issued
securities is established at the time the commitment to purchase is made. In
developed markets, delivery of and payment for these securities typically occur
15 to 45 days after the commitment to purchase. In emerging markets, delivery
and payment may take significantly longer.

SHORT SALES

Each fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire an equal amount of the security being sold
short at no additional cost. These transactions allow a fund to hedge against
price fluctuations by locking in a sale price for securities it does not wish to
sell immediately.

A fund may make a short sale when it wants to sell the security it owns at a
current attractive price, but also wishes to defer recognition of gain or loss
for federal income tax purposes and for purposes of satisfying certain tests
applicable to regulated investment companies under the Internal Revenue Code.

RULE 144A SECURITIES

Prospectus Information Regarding The Fund 13

lic. Although Rule 144A securities are considered "restricted securities," they
are not necessarily illiquid.

With respect to securities eligible for resale under Rule 144A, the staff of the
Securities and Exchange Commission has taken the position that the liquidity of
such securities in the portfolio of a fund offering redeemable securities is a
question of fact for the Board of Directors to determine, such determination to
be based upon a consideration of the readily available trading markets and the
review of any contractual restrictions. The staff also acknowledges that, while
the board retains ultimate responsibility, it may delegate this function to the
manager. Accordingly, the board has established guidelines and procedures for
determining the liquidity of Rule 144A securities and has delegated the
day-to-day function of determining the liquidity of Rule 144A securities to the
manager. The board retains the responsibility to monitor the implementation of
the guidelines and procedures it has adopted.

Since the secondary market for such securities is limited to certain qualified
institutional investors, the liquidity of such securities may be limited
accordingly and a fund may, from time to time, hold a Rule 144A security that is
illiquid. In such an event, the funds' manager will consider appropriate
remedies to minimize the effect on such fund's liquidity. No fund may invest
more than 15% of its assets in illiquid securities (securities that may not be
sold within seven days at approximately the price used in determining the net
asset value of fund shares).

PERFORMANCE ADVERTISING

From time to time, the funds may advertise performance data. Fund performance
may be shown by presenting one or more performance measurements, including
cumulative total return or average annual total return. Performance data may be
quoted separately for the Investor Class and for the other classes offered by
the funds.

Cumulative total return data is computed by considering all elements of return,
including reinvestment of dividends and capital gains distributions, over a
stated period of time. Average annual total return is determined by computing
the annual compound return over a stated period of time that would have produced
the fund's cumulative total return over the same period if the fund's
performance had remained constant throughout.

The funds may also include in advertisements data comparing performance with the
performance of non-related investment media, published editorial comments and
performance rankings compiled by independent organizations (such as Lipper
Analytical Services) and publications that monitor the performance of mutual
funds. Performance information may be quoted numerically or may be presented in
a table, graph or other illustration. In addition, fund performance may be
compared to well-known indices of market performance including the Standard &
Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite Index and
the Morgan Stanley Capital International Europe, Australia, Far East Index (EAFE
Index). Fund performance may also be compared to the rankings prepared by Lipper
Analytical Services, Inc. In addition, fund performance may be compared, on a
relative basis, to other funds in our fund family. This relative comparison,
which may be based upon historical or expected fund performance, volatility or
other fund characteristics, may be presented numerically, graphically or in
text. Fund performance may also be combined or blended with other funds in our
fund family, and that combined or blended performance may be compared to the
same indices to which individual funds may be compared.

All performance information advertised by the funds is historical in nature and
is not intended to represent or guarantee future results. The value of fund
shares when redeemed may be more or less than their original cost.

14 Information Regarding The Fund American Century Investments

HOW TO INVEST WITH
AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

INVESTING IN AMERICAN CENTURY

HOW TO OPEN AN ACCOUNT

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

The minimum investment in International Growth is $2,500 [$1,000 for IRA and
Uniform Gifts/Transfers to Minors Acts ("UGMA/UTMA") accounts]. This minimum
will be waived if you establish an automatic investment plan to your account
that is the equivalent of at least $50 per month. See "Automatic Investment
Plan," page 16.

The minimum investment in International Discovery is $10,000. To keep an
International Discovery account open, a minimum share value of $10,000 must be
maintained. If the share value of your account falls below $10,000, the shares
in your account will be subject to automatic redemption. See "Redemption of
Shares in Low-Balance Accounts," on page 18.

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

You may invest in the following ways:

BY MAIL

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

BY WIRE

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

o Receiving bank and routing number:
Commerce Bank, N.A. (101000019)

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

o Beneficiary account number (BNF ACCT):
2804918

o Reference for Beneficiary (RFB):
American Century account number into which you are investing. If more than
one, leave blank and see Bank to Bank Information, page 16.

Prospectus How To Invest With American Century Investments 15

o Originator to Beneficiary (OBI):
Name and address of owner of account into which you are investing.

o Bank to Bank Information
(BBI or Free Form Text):

o Taxpayer identification or Social Security number.

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

o Current tax year, previous tax year or rollover designation if an IRA.
Specify whether IRA, SEP-IRA or SARSEP-IRA.

BY EXCHANGE

Call 1-800-345-2021 from 7 a.m. to 7 p.m. Central time to get information on
opening an account by exchanging from another American Century account. See this
page for more information on exchanges.

IN PERSON

If you prefer to work with a representative in person, please visit one of our
Investors Centers, located at:

4500 Main Street
Kansas City, Missouri 64111

1665 Charleston Road
Mountain View, California 94043

2000 S. Colorado Blvd.
Denver, Colorado 80222

SUBSEQUENT INVESTMENTS

Subsequent investments may be made by an automatic bank, payroll or government
direct deposit (see "Automatic Investment Plan," this page) or by any of the
methods below. The minimum investment requirement for subsequent investments:
$250 for checks submitted without the investment slip portion of a previous
statement or confirmation, $50 for all other types of subsequent investments.

BY MAIL

When making subsequent investments, enclose your check with the investment slip
portion of a previous statement or confirmation. If the investment slip is not
available, indicate your name, address and account number on your check or a
separate piece of paper. (Please be aware that the investment minimum for
subsequent purchases is higher without an investment slip.)

BY TELEPHONE

Once your account is open, you may make investments by telephone if you have
authorized us (by choosing "Full Services" on your application) to draw on your
bank account. You may call an Investor Services Representative or use our
Automated Information Line.

BY ONLINE ACCESS

Once your account is open, you may make investments online if you have
authorized us (by choosing "Full Services" on your application) to draw on your
bank account.

BY WIRE

You may make subsequent investments by wire. Follow the wire transfer
instructions on page 15 and indicate your account number.

IN PERSON

You may make subsequent investments in person at one of our Investors Centers.
The locations of our three Investors Centers are listed on this page.

AUTOMATIC INVESTMENT PLAN

HOW TO EXCHANGE FROM ONE ACCOUNT TO ANOTHER

16 How To Invest With American Century Investments American Century Investments

issued by the American Century Target Maturities Trust, and at the close of the
Exchange for all of our other funds. See "When Share Price is Determined," page
22.

If, in any 90-day period, the total of your exchanges and your redemptions from
any one account exceeds the lesser of $250,000 or 1% of the fund's assets,
further exchanges will be subject to special requirements to comply with our
policy on large redemptions. See "Special Requirements for Large Redemptions,"
page 18.

IN ORDER TO DISCOURAGE THE EXCHANGE OF SHARES OF INTERNATIONAL DISCOVERY SHORTLY
AFTER THEIR PURCHASE, EXCHANGE OF THOSE SHARES WITHIN 180 DAYS OF THEIR PURCHASE
WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE SHARES
EXCHANGED. This fee will be retained by the fund to help minimize the impact
such exchanges have on fund performance and, hence, on the other shareholders of
the fund. For the purposes of determining the applicability of this fee, shares
first purchased will be deemed to be the shares first exchanged. The funds
reserve the right to modify their policy regarding this redemption fee or to
waive such policy in whole or in part for certain classes of investors.

BY MAIL

You may direct us in writing to exchange your shares from one American Century
account to another. For additional information, please see our Investor Services
Guide.

BY TELEPHONE

You can make exchanges over the telephone (either with an Investor Services
Representative or using our Automated Information Line -- see page 19) if you
have authorized us to accept telephone instructions. You can authorize this by
selecting "Full Services" on your application or by calling us at 1-800-345-2021
to get the appropriate form.

BY ONLINE ACCESS

You can make exchanges online if you have authorized us to accept instructions
over the Internet. You can authorize this by selecting "Full Services" on your
application or by calling us at 1-800-345-2021 to get the appropriate form.

HOW TO REDEEM SHARES

We will redeem or "buy back" your shares at any time. Redemptions will be made
at the next net asset value determined after a complete redemption request is
received. For large redemptions, please read "Special Requirements for Large
Redemptions," page 18.

Please note that a request to redeem shares in an IRA or 403(b) plan must be
accompanied by an executed IRS Form W4-P and a reason for withdrawal as
specified by the IRS.

IN ORDER TO DISCOURAGE THE REDEMPTION OF SHARES OF INTERNATIONAL DISCOVERY
SHORTLY AFTER THEIR PURCHASE, REDEMPTION OF THOSE SHARES WITHIN 180 DAYS OF
THEIR PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE
SHARES REDEEMED. This fee will be retained by the fund to help minimize the
impact such redemptions have on fund performance and, hence, on the other
shareholders of the fund. For the purposes of determining the applicability of
this fee, shares first purchased will be deemed to be the shares first redeemed.
The funds reserve the right to modify their policy regarding this redemption fee
or to waive such policy in whole or in part for certain classes of investors.

BY MAIL

Your written instructions to redeem shares may be made either by a redemption
form, which we will send you upon request, or by a letter to us. Certain
redemptions may require a signature guarantee. See "Signature Guarantee," page
19.

BY TELEPHONE

If you have authorized us to accept telephone instructions, you may redeem your
shares by calling an Investor Services Representative.

BY CHECK-A-MONTH

If you have at least a $10,000 balance in your account, you may redeem shares by
Check-A-Month. A Check-A-Month plan automatically redeems

Prospectus How To Invest With American Century Investments 17

enough shares each month to provide you with a check for an amount you choose
(minimum $50). To set up a Check-A-Month plan or to request a brochure, please
call an Investor Services Representative.

OTHER AUTOMATIC REDEMPTIONS

If you have at least a $10,000 balance in your account, you may elect to make
redemptions automatically by authorizing us to send funds directly to you or
your account at a bank or other financial institution. To set up automatic
redemptions, call one of our Investor Services Representatives.

REDEMPTION PROCEEDS

Redemption proceeds may be sent to you in one of the following ways:

BY CHECK

Ordinarily, all redemption checks will be made payable to the registered owner
of the shares and will be mailed only to the address of record. For more
information, please refer to our Investor Services Guide.

BY WIRE AND ACH

You may authorize us to transmit redemption proceeds by wire or ACH. These
services will be effective 15 days after we receive the authorization.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

We have elected to be governed by Rule 18f-1 under the Investment Company Act,
which obligates each fund to make certain redemptions in cash. This requirement
to pay redemptions in cash applies to situations where one shareholder redeems,
during any 90-day period, up to the lesser of $250,000 or 1% of the assets of
the fund. Although redemptions in excess of this limitation will also normally
be paid in cash, we reserve the right under unusual circumstances to honor these
redemptions by making payment in whole or in part in readily marketable
securities (a "redemption-in-kind").

If payment is made in securities, the securities will be selected by the fund,
will be valued in the same manner as they are in computing the fund's net asset
value and will be provided without prior notice.

If your redemption would exceed this limit and you would like to avoid being
paid in securities, please provide us with an unconditional instruction to
redeem at least 15 days prior to the date on which the redemption transaction is
to occur. The instruction must specify the dollar amount or number of shares to
be redeemed and the date of the transaction. This minimizes the effect of the
redemption on the fund and its remaining shareholders.

Despite the funds' right to redeem shares through a redemption-in-kind, we do
not expect to exercise this option unless a fund has an unusually low level of
cash to meet redemptions and/or is experiencing unusually strong demands for its
cash. Such a demand might be caused, for example, by extreme market conditions
that result in an abnormally high level of redemption requests concentrated in a
short period of time. Absent these or similar circumstances, we expect
redemptions in excess of $250,000 to be paid in cash in any fund with assets of
more than $50 million if total redemptions from any one account in any 90-day
period do not exceed one-half of 1% of the total assets of the fund.

REDEMPTION OF SHARES IN LOW-BALANCE ACCOUNTS

International Growth. If at any time you have an International Growth account
that falls into either of the following categories:

18 How To Invest With American Century Investments American Century Investments

(ii) you have not invested the minimum initial investment amount, and an
automatic investment program of $50 or more per month does not exist
for the account;

The automatic redemption of shares of International Growth will not apply to
Individual Retirement Accounts, 403(b) accounts and other types of tax-deferred
retirement plan accounts.

International Discovery. If at any time you have an International Discovery
account that falls into either of the following categories:

(i) you invested the required minimum initial investment amount of
$10,000, but due to exchanges or redemptions you have made, the
account now has a value of less than $10,000; or

(ii) you have not invested $10,000;

The funds reserve the right to modify their policies regarding the automatic
redemption of shares, or to waive such policies in whole or in part for certain
classes of investors.

SIGNATURE GUARANTEE

To protect your accounts from fraud, some transactions will require a signature
guarantee. Which transactions will require a signature guarantee will depend on
which service options you elect when you open your account. For example, if you
choose "In Writing Only," a signature guarantee would be required when:

o redeeming more than $25,000; or

o establishing or increasing a Check-A-Month or automatic transfer on an
existing account.

You can obtain a signature guarantee from a bank or trust company, credit union,
broker-dealer, securities exchange or association, clearing agency or savings
association, as defined by federal law.

For a more in-depth explanation of our signature guarantee policy, or if you
live outside the United States and would like to know how to obtain a signature
guarantee, please consult our Investor Services Guide.

We reserve the right to require a signature guarantee on any transaction, or to
change this policy at any time.

SPECIAL SHAREHOLDER SERVICES

We offer several service options to make your account easier to manage. These
are listed on the account application. Please make note of these options and
elect the ones that are appropriate for you. Be aware that the "Full Services"
option offers you the most flexibility. You will find more information about
each of these service options in our Investor Services Guide.

Our special shareholder services include:

AUTOMATED INFORMATION LINE

We offer an Automated Information Line, 24 hours a day, seven days a week, at
1-800-345-8765. By calling the Automated Information Line, you may listen to
fund prices, yields and total return figures. You may also use the Automated
Information Line to make investments into your accounts (if we have your bank
information on file) and obtain your share balance, value and most recent
transactions. If you have authorized us to accept telephone instructions, you
also may exchange shares from one fund to another via the Automated Information
Line. Redemption instructions cannot be given via the Automated Information
Line.

ONLINE ACCOUNT ACCESS

You may contact us 24 hours a day, seven days a week at www.americancentury.com
to access your funds' daily share prices, receive updates on major market
indices and view historical performance of your funds. If you select "Full
Services" on your application, you can use your personal access code

Prospectus How To Invest With American Century Investments 19

and Social Security number to view your account balances and account activity,
make subsequent investments from your bank account or exchange shares from one
fund to another.

OPEN ORDER SERVICE

Through our open order service, you may designate a price at which to buy shares
of a variable-priced fund by exchange from one of our money market funds, or a
price at which to sell shares of a variable-priced fund by exchange to one of
our money market funds. The designated purchase price must be equal to or lower,
or the designated sale price equal to or higher, than the variable-priced fund's
net asset value at the time the order is placed. If the designated price is met
within 90 calendar days, we will execute your exchange order automatically at
that price (or better). Open orders not executed within 90 days will be
canceled.

If the fund you have selected deducts a distribution from its share price, your
order price will be adjusted accordingly so the distribution does not
inadvertently trigger an open order transaction on your behalf. If you close or
re-register the account from which the shares are to be redeemed, your open
order will be canceled.

Because of their time-sensitive nature, open order transactions are accepted
only by telephone or in person. These transactions are subject to exchange
limitations described in each fund's prospectus, except that orders and
cancellations received before 2 p.m. Central time are effective the same day,
and orders or cancellations received after 2 p.m. Central time are effective the
next business day.

TAX-QUALIFIED RETIREMENT PLANS

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

o Individual Retirement Accounts (IRAs);

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

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

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

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

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

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

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

20 How To Invest With American Century Investments American Century Investments

fraudulent instructions. If we do not employ reasonable procedures to
confirm the genuineness of instructions, then we may be liable for losses
due to unauthorized or fraudulent instructions. The company, its transfer
agent and investment advisor will not be responsible for any loss due to
instructions they reasonably believe are genuine.

(10) We will perform special inquiries on shareholder accounts. A research fee
of $15 per hour may be applied.

REPORTS TO SHAREHOLDERS

At the end of each calendar quarter, we will send you a consolidated statement
that summarizes all of your American Century holdings, as well as an individual
statement for each fund you own that reflects all year-to-date activity in your
account. You may request a statement of your account activity at any time.

With the exception of most automatic transactions, each time you invest, redeem,
transfer or exchange shares, we will send you a confirmation of the transaction.
See the Investor Services Guide for more detail.

Carefully review all the information relating to transactions on your statements
and confirmations to ensure that your instructions were acted on properly.
Please notify us immediately in writing if there is an error. If you fail to
provide notification of an error with reasonable promptness, i.e., within 30
days of non-automatic transactions or within 30 days of the date of your
consolidated quarterly statement, in the case of automatic transactions, we will
deem you to have ratified the transaction.

No later than January 31 of each year, we will send you reports that you may use
in completing your U.S. income tax return. See the Investor Services Guide for
more information.

Each year, we will send you an annual and a semiannual report relating to your
fund, each of which is incorporated herein by reference. The annual report
includes audited financial statements and a list of portfolio securities as of
the fiscal year end. The semiannual report includes unaudited financial
statements for the first six months of the fiscal year, as well as a list of
portfolio securities at the end of the period. You also will receive an updated
Prospectus at least once each year. Please read these materials carefully as
they will help you understand your fund.

EMPLOYER-SPONSORED RETIREMENT PLANS AND INSTITUTIONAL ACCOUNTS

Information contained in our Investor Services Guide pertains to shareholders
who invest directly with American Century rather than through an
employer-sponsored retirement plan or through a financial intermediary.

Prospectus How To Invest With American Century Investments 21

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

The price of your shares is also referred to as their net asset value. Net asset
value is determined by calculating the total value of the fund's assets,
deducting total liabilities and dividing the result by the number of shares
outstanding. For all American Century funds, except funds issued by the American
Century Target Maturities Trust, net asset value is determined at the close of
regular trading on each day that the New York Stock Exchange is open, usually 3
p.m. Central time. The net asset values for the Target Maturities funds are
determined one hour prior to the close of the Exchange.

Investments and requests to redeem or exchange shares will receive the share
price next determined after we receive your investment, redemption or exchange
request. For example, investments and requests to redeem or exchange shares
received by us or one of our agents before the time as of which the net asset
value is determined, are effective on, and will receive the price determined,
that day. Investment, redemption and exchange requests received thereafter are
effective on, and receive the price determined on, the next day the Exchange is
open.

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

Investments by telephone pursuant to your prior authorization to us to draw on
your bank account are considered received at the time of your telephone call.

Investment and transaction instructions received by us on any business day by
mail prior to the time as of which the net asset value of the fund is
determined, will receive that day's price. Investments and instructions received
after that time will receive the price determined on the next business day.

If you invest in fund shares through an employer-sponsored retirement plan or
other financial intermediary, it is the responsibility of your plan recordkeeper
or financial intermediary to transmit your purchase, exchange and redemption
requests to the funds' transfer agent prior to the applicable cut-off time for
receiving orders and to make payment for any purchase transactions in accordance
with the funds' procedures or any contractual arrangement with the funds or the
funds' distributor in order for you to receive that day's price.

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized as
follows:

Portfolio securities of each fund, except as otherwise noted, listed or traded
on a domestic securities exchange are valued at the last sale price on that
exchange. Portfolio securities primarily traded on foreign securities exchanges
are generally valued at the preceding closing values of such securities on the
exchange where primarily traded. If no sale is reported, or if local convention
or regulation so provides, the mean of the latest bid and asked prices is used.
Depending on local convention or regulation, securities traded over-the-counter
are priced at the mean of the latest bid and asked prices, or at the last sale
price. When market quotations are not readily available, securities and other
assets are valued at fair value as determined in accordance with procedures
adopted by the Board of Directors.

Debt securities not traded on a principal securities exchange are valued through
valuations obtained from a commercial pricing service or at the most recent mean
of the bid and asked prices provided by investment dealers in accordance with
procedures established by the Board of Directors.

The value of an exchange-traded foreign security is determined in its national
currency as of the close of trading on the foreign exchange on which it is
traded or as of the close of business on the New York Stock Exchange, if that is
earlier. That value is then converted to dollars at the prevailing foreign
exchange rate.

Trading in securities on European and Far Eastern securities exchanges and
over-the-counter markets is normally completed at various times before the close

22 Additional Information You Should Know American Century Investments

Trading of these securities in foreign markets may not take place on every New
York Stock Exchange business day. In addition, trading may take place in various
foreign markets on Saturdays or on other days when the New York Stock Exchange
is not open and on which a fund's net asset value is not calculated. Therefore,
such calculation does not take place contemporaneously with the determination of
the prices of many of the portfolio securities used in such calculation and the
value of a fund's portfolio may be significantly affected on days when shares of
the fund may not be purchased or redeemed.

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset value of the Investor Class of the funds are published in leading
newspapers daily. The net asset value of each fund may be obtained by calling us
or by accessing our Web site (www.americancentury.com).

DISTRIBUTIONS

In general, distributions from net investment income and net realized securities
gains, if any, are declared and paid annually, usually in December, but the
funds may make distributions on a more frequent basis to comply with the
distribution requirements of the Internal Revenue Code, in all events in a
manner consistent with the provisions of the Investment Company Act.

THE OBJECTIVE OF EACH FUND IS CAPITAL APPRECIATION AND NOT THE PRODUCTION OF
DISTRIBUTIONS. YOU SHOULD MEASURE THE SUCCESS OF YOUR INVESTMENT BY THE VALUE OF
YOUR INVESTMENT AT ANY GIVEN TIME AND NOT BY THE DISTRIBUTIONS YOU RECEIVE.

Participants in employer-sponsored retirement or savings plans must reinvest all
distributions. For shareholders investing in taxable accounts, distributions
will be reinvested unless you elect to receive them in cash. Distributions of
less than $10 generally will be reinvested. Distributions made shortly after a
purchase made by check or ACH may be held up to 15 days. You may elect to have
distributions on shares of Individual Retirement Accounts and 403(b) plans paid
in cash only if you are at least 591/2 years old or permanently and totally
disabled. Distribution checks normally are mailed within seven days after the
record date. Please consult our Investor Services Guide for further information
regarding your distribution options.

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

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

TAXES

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

TAX-DEFERRED ACCOUNTS

If fund shares are purchased through tax-deferred accounts, such as a qualified
employer-sponsored retirement or savings plan, income and capital gains
distributions paid by the funds will generally not be subject to current
taxation, but will accumulate in your account under the plan on a tax-deferred
basis.

Prospectus Additional Information You Should Know 23

TAXABLE ACCOUNTS

If a fund purchases the securities of certain foreign investment funds or trusts
called passive foreign investment companies, capital gains on the sale of such
holdings will be deemed to be ordinary income regardless of how long the fund
holds its investment. The fund may also be subject to corporate income tax and
an interest charge on certain dividends and capital gains earned from these
investments, regardless of whether such income and gains are distributed to
shareholders. In the alternative, the fund may elect to recognize cumulative
gains on such investments as of the last day of its fiscal year and distribute
it to shareholders.

Distributions are taxable to you regardless of whether they are taken in cash or
reinvested, even if the value of your shares is below your cost. If you purchase
shares shortly before a distribution, you must pay income taxes on the
distribution, even though the value of your investment (plus cash received, if
any) remains the same. In addition, the share price at the time you purchase
shares may include unrealized gains in the securities held in the investment
portfolio of a fund. If these portfolio securities are subsequently sold and the
gains are realized, they will, to the extent not offset by capital losses, be
paid to you as a distribution of capital gains and will be taxable to you as
short-term or long-term capital gains. See "Distributions," page 23.

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

If you have not complied with certain provisions of the Internal Revenue Code
and Regulations, we are required by federal law to withhold and remit to the IRS
31% of reportable payments (which may include dividends, capital gains
distributions and redemptions). Those regulations require you to certify that
the Social Security number or tax identification number you provide is correct
and that you are not subject to 31% withholding for previous under-reporting to
the IRS. You will be asked to make the appropriate certification on your
application. Payments reported by us that omit your Social Security number or
tax identification number will subject us to a penalty of $50, which will be
charged against your account if you fail to provide the certification by the
time the report is filed. This charge is not refundable.

24 Additional Information You Should Know American Century Investments

MANAGEMENT

INVESTMENT MANAGEMENT

Under the laws of the State of Maryland, the Board of Directors is responsible
for managing the business and affairs of the funds. Acting pursuant to an
investment management agreement entered into with the funds, American Century
Investment Management, Inc. serves as the investment manager of the funds. Its
principal place of business is American Century Tower, 4500 Main Street, Kansas
City, Missouri 64111. The manager has been providing investment advisory
services to investment companies and institutional clients since it was founded
in 1958.

The manager supervises and manages the investment portfolio of each fund and
directs the purchase and sale of their investment securities. It utilizes a team
of portfolio managers, assistant portfolio managers and analysts acting together
to manage the assets of the funds. The team meets regularly to review portfolio
holdings and to discuss purchase and sale activity. The team adjusts holdings in
the funds' portfolios as they deem appropriate in pursuit of the funds'
investment objectives. Individual portfolio managers may also adjust portfolio
holdings of the funds as necessary between meetings.

The portfolio manager members of the teams managing the funds described in this
Prospectus and their work experience for the past five years are as follows:

HENRIK STRABO, Vice President and Portfolio Manager, joined American Century in
1993 as an Investment Analyst of the International Growth and International
Discovery team and has been a Portfolio Manager member of the team since 1994.
Prior to joining American Century, Mr. Strabo was Vice President, International
Equity Sales with Barclays de Zoete Wedd from 1991 to 1993.

MARK S. KOPINSKI, Vice President and Portfolio Manager, rejoined American
Century in April 1997. From June 1995 to March 1997, Mr. Kopinski served as Vice
President and Portfolio Manager for Federated Investors, Inc. Prior to June
1995, Mr. Kopinski was a Vice President and Portfolio Manager for American
Century. He is a member of the team that manages International Growth and
International Discovery and was a member of the team at its inception in 1991.

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

For the services provided to the Investor Class of the funds, the manager
receives an annual fee calculated as a percentage of the average net assets of
the fund as follows:

Fund Percent of Average Net Assets
- --------------------------------------------------------------------------------
International Growth 1.50% of first $1 billion
1.20% of the next $1 billion
1.10% over $2 billion

International Discovery 1.75% of first $500 million
1.40% of the next $500 million
1.20% over $1 billion
- --------------------------------------------------------------------------------

With the exception of the third break point for International Growth, the
management fees set forth above are lower than the management fees contained in
the management agreement. Effective August 1, 1996, the manager has voluntarily
waived a portion of its annual management fee as reflected above. The annual
management fees for the funds contained in the management agreement are
calculated as follows:

Prospectus Additional Information You Should Know 25

Fund Percent of Average Net Assets
- --------------------------------------------------------------------------------
International Growth 1.90% of first $1 billion
1.25% of the next $1 billion
1.00% over $2 billion

International Discovery 2.00%
- --------------------------------------------------------------------------------

The manager will submit a new management agreement for shareholder approval in
1997 that reflects the new fee structure. With respect to the third break point
for International Growth, the manager will charge the lower 1.00% annual fee
until shareholder approval for the new fee structure is received.

On the first business day of each month, each fund pays the management fee to
the manager for the previous month at the rate specified. The fee for the
previous month is calculated by multiplying the applicable fee for such series
by the aggregate average daily closing value of the fund's net assets during the
previous month, and further multiplying that product by a fraction, the
numerator of which is the number of days in the previous month and the
denominator of which is 365 (366 in leap years).

The management fees paid by the funds to the manager are higher than the fees
paid by the various other funds in the American Century family of funds because
of the higher costs and additional expenses associated with managing and
operating a fund owning a portfolio consisting primarily of foreign securities.
The fee may also be higher than the fee paid by many other international or
foreign investment companies.

Many other investment companies may refer to or publicize an "investment
management fee" or "management fee" paid by the company to its manager. However,
most such companies also use fund assets to pay for certain expenses of the fund
in addition to the stated management fee. In contrast, the management fee paid
to the manager includes payment for almost all fund expenses, with the
exceptions noted. Therefore, potential investors who attempt to compare the
expenses of these funds to the expenses of other funds should be careful to
compare only the ratio of total expenses to average net assets contained in the
financial information found on pages 5-7 of this Prospectus to the same ratio of
the other funds.

The management agreement also provides that the funds' Board of Directors, upon
60 days' prior written notice to all affected shareholders, may impose a
servicing or administrative fee as a charge against shareholder accounts.

CODE OF ETHICS

The funds and the manager have adopted a Code of Ethics that restricts personal
investing practices by employees of the manager and its affiliates. Among other
provisions, the Code of Ethics requires that employees with access to
information about the purchase or sale of securities in the funds' portfolios
obtain preclearance before executing personal trades. With respect to Portfolio
Managers and other investment personnel, the Code of Ethics prohibits
acquisition of securities in an initial public offering, as well as profits
derived from the purchase and sale of the same security within 60 calendar days.
These provisions are designed to ensure that the interests of fund shareholders
come before the interests of the people who manage those funds.

TRANSFER AND ADMINISTRATIVE SERVICES

American Century Services Corporation, 4500 Main Street, Kansas City, Missouri
64111 acts as transfer agent and dividend-paying agent for the funds. It
provides facilities, equipment and personnel to the funds and is paid for such
services by the manager.

Although there is no sales charge levied by the funds, transactions in shares of
the funds may be executed by brokers or investment advisors who charge a
transaction-based fee or other fee for their services. Such charges may vary
among broker-dealers and financial advisors, but in all cases will be retained
by the broker-dealer or financial advisor and not remitted to the funds or the
manager. You should be aware of the fact that these transactions

26 Additional Information You Should Know American Century Investments

may be made directly with American Century without incurring such fees.

From time to time, special services may be offered to shareholders who maintain
higher share balances in our family of funds. These services may include the
waiver of minimum investment requirements, expedited confirmation of shareholder
transactions, newsletters and a team of personal representatives. Any expenses
associated with these special services will be paid by the manager.

The manager and the transfer agent are both wholly owned by American Century
Companies, Inc. James E. Stowers, Jr., Chairman of the funds' Board of
Directors, controls American Century Companies by virtue of his ownership of a
majority of its
common stock.

DISTRIBUTION OF FUND SHARES

The funds' shares are distributed by American Century Investment Services, Inc.,
a registered broker-dealer and an affiliate of the manager. The manager pays all
expenses for promoting and distributing the Investor Class of fund shares
offered by this Prospectus. The Investor Class of shares does not pay any
commissions or other fees to the distributor or to any other broker-dealers or
financial intermediaries in connection with the distribution of fund shares.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

The corporation is a diversified, open-end management investment company whose
shares were first offered in May 1991. Its business and affairs are managed by
its officers under the direction of its Board of Directors.

The principal office of the funds is 4500 Main Street, P.O. Box 419200, Kansas
City, Missouri 64141-6200. All inquiries may be made by mail to that address, or
by phone to 1-800-345-2021 (international calls: 816-531-5575).

American Century World Mutual Funds, Inc. issues two series of $0.01 par value
shares. Each series is commonly referred to as a fund. The assets belonging to
each series of shares are held separately by the custodian.

The other classes of shares are primarily offered to institutional investors or
through institutional distribution channels, such as employer-sponsored
retirement plans or through banks, broker-dealers, insurance companies or other
financial intermediaries. The other classes have different fees, expenses,
and/or minimum investment requirements than the Investor Class. The difference
in the fee structures among the classes is the result of their separate
arrangements for shareholder and distribution services and not the result of any
difference in amounts charged by the manager for core investment advisory
services. Accordingly, the core investment advisory expenses do not vary by
class. Different fees and expenses will affect performance. For additional
information concerning the other classes of shares not offered by this
Prospectus, call us at 1-800-345-3533 or contact a sales representative or
financial intermediary who offers those classes of shares.

Each share, irrespective of series or class, is entitled to one vote for each
dollar of net asset value applicable to such share on all questions, except for
those matters which must be voted on separately by the series or class of the
shares affected. Matters affecting only one series or class are voted upon only
by that series or class.

Prospectus Additional Information You Should Know 27

the holders of the remaining votes will not be able to elect any person or
persons to the Board of Directors.

Unless required by the Investment Company Act, it will not be necessary for the
funds to hold annual meetings of shareholders. As a result, shareholders may not
vote each year on the election of directors or the appointment of auditors.
However, pursuant to the funds' bylaws, the holders of shares representing at
least 10% of the votes entitled to be cast may request the funds to hold a
special meeting of shareholders. We will assist in the communication with other
shareholders.

WE RESERVE THE RIGHT TO CHANGE ANY OF OUR POLICIES, PRACTICES AND PROCEDURES
DESCRIBED IN THIS PROSPECTUS, INCLUDING THE STATEMENT OF ADDITIONAL INFORMATION,
WITHOUT SHAREHOLDER APPROVAL EXCEPT IN THOSE INSTANCES WHERE SHAREHOLDER
APPROVAL IS EXPRESSLY REQUIRED.

28 Additional Information You Should Know American Century Investments

NOTES

Notes 29

P.O. Box 419200
Kansas City, Missouri
64141-6200

Person-to-person assistance:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-753-1865

Fax: 816-340-7962

www.americancentury.com

[american century logo]
American
Century(sm)

9704 [recycled logo]
SH-BKT-8011 Recycled
<PAGE>
PROSPECTUS

[american century logo]
American
Century(sm)

APRIL 1, 1997

TWENTIETH
CENTURY(R)
GROUP

International Growth
International Discovery
Emerging Markets

INSTITUTIONAL CLASS

[front cover]

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

AMERICAN CENTURY INVESTMENTS

BENHAM GROUP(R) AMERICAN CENTURY GROUP TWENTIETH CENTURY GROUP

MONEY MARKET FUNDS ASSET ALLOCATION & GROWTH FUNDS
GOVERNMENT BOND FUNDS BALANCED FUNDS INTERNATIONAL FUNDS
DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS
MUNICIPAL BOND FUNDS SPECIALTY FUNDS

International Growth
International Discovery
Emerging Markets

PROSPECTUS
APRIL 1, 1997

International Growth o International
Discovery o Emerging Markets

INSTITUTIONAL CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc., is a part of American Century
Investments, a family of funds that includes nearly 70 no-load mutual funds
covering a variety of investment opportunities. Three of the funds from our
Twentieth Century Group are described in this Prospectus. Their investment
objectives are listed on page 2 of this Prospectus. The other funds are
described in separate prospectuses.

Each fund's shares offered by this Prospectus (the Institutional Class
shares) are sold at their net asset value with no sales charges or commissions.

The Institutional Class shares are made available for purchase by large
institutional shareholders, such as bank trust departments, corporations,
endowments, foundations and financial advisors that meet the funds' minimum
investment requirements. Institutional Class shares are not available for
purchase by insurance companies or participant-directed employer-sponsored
retirement plans.

AMERICAN CENTURY INVESTMENTS
4500 Main Street o P.O. Box 419385
Kansas City, Missouri 64141-6385 o 1-800-345-3533
International calls: 816-531-5575
Telecommunications Device for the Deaf:
1-800-345-1833 o In Missouri: 816-753-0700
Internet: www.americancentury.com

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

Prospectus 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY INTERNATIONAL GROWTH FUND

AMERICAN CENTURY -- TWENTIETH CENTURY INTERNATIONAL DISCOVERY FUND

AMERICAN CENTURY -- TWENTIETH CENTURY EMERGING MARKETS FUND

The investment objective of Emerging Markets is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers in
emerging market countries that are considered by the investment manager to have
prospects for appreciation. Due to the risks associated with such investments,
an investment in this fund may be considered speculative.

There is no assurance that the funds will achieve their respective
investment objectives.

2 Investment Objectives American Century Investments

TABLE OF CONTENTS

Investment Objectives of the Funds .........................................2
Transaction and Operating Expense Table ....................................4
Performance Information of Other Class .....................................5

INFORMATION REGARDING THE FUNDS

Investment Policies of the Funds ...........................................7
International Growth ....................................................7
International Discovery .................................................7
Emerging Markets ........................................................8
Policies Applicable to All Funds ........................................9
Risk Factors ..............................................................10
Investing in Foreign Securities Generally ..............................10
Speculative Nature of International Discovery and Emerging Markets .....11
Investing in Emerging Market Countries .................................11
Investing in Smaller Companies .........................................12
Investing in Lower Quality Debt Instruments ............................12
Other Investment Practices, Their Characteristics and Risks ...............12
Forward Currency Exchange Contracts ....................................12
Indirect Foreign Investment ............................................13
Sovereign Debt Obligations .............................................13
Portfolio Turnover .....................................................13
Repurchase Agreements ..................................................13
When-Issued Securities .................................................14
Short Sales ............................................................14
Rule 144A Securities ...................................................14
Performance Advertising ...................................................15

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

American Century Investments ..............................................16
Investing in American Century .............................................16
How to Open an Account ....................................................16
By Mail ..............................................................16
By Wire ..............................................................16
By Exchange ..........................................................16
In Person ............................................................16
Subsequent Investments .................................................17
By Mail ..............................................................17
By Telephone .........................................................17
By Wire ..............................................................17
In Person ............................................................17
Automatic Investment Plan ..............................................17
Minimum Investment ........................................................17
How to Exchange from One Account to Another ...............................17
By Mail ..............................................................18
By Telephone .........................................................18
How to Redeem Shares ......................................................18
By Mail ..............................................................18
By Telephone .........................................................18
By Check-A-Month .....................................................18
Other Automatic Redemptions ..........................................18
Redemption Proceeds ....................................................18
By Check .............................................................19
By Wire and ACH ......................................................19
Special Requirements for Large Redemptions .............................19
Signature Guarantee .......................................................19
Special Shareholder Services ..............................................19
Open Order Service ...................................................20
Tax-Qualified Retirement Plans .......................................20
Important Policies Regarding Your Investments .............................20
Reports to Shareholders ...................................................21
Customers of Banks, Broker-Dealers and Other Financial Intermediaries .....21

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price ...............................................................22
When Share Price Is Determined .........................................22
How Share Price Is Determined ..........................................22
Where to Find Information About Share Price ............................23
Distributions .............................................................23
Taxes .....................................................................23
Tax-Deferred Accounts ..................................................23
Taxable Accounts .......................................................23
Management ................................................................25
Investment Management ..................................................25
Code of Ethics .........................................................26
Transfer and Administrative Services ...................................26
Distribution of Fund Shares ...............................................26
Further Information About American Century ................................27

Prospectus Table of Contents 3

TRANSACTION AND OPERATING EXPENSE TABLE

International International Emerging
Growth Discovery Markets

SHAREHOLDER TRANSACTION EXPENSES:

<S> <C> <C> <C>
Maximum Sales Load Imposed on Purchases ................................ none none none
Maximum Sales Load Imposed on Reinvested Dividends ..................... none none none
Deferred Sales Load .................................................... none none none
Redemption Fee ......................................................... none none(1) none(1)
Exchange Fee ........................................................... none none none

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

Management Fees(2) ..................................................... 1.22%(3) 1.55%(3) 1.80%(3)
12b-1 Fees ............................................................. none none none
Other Expenses(4) ...................................................... 0.00% 0.00% 0.00%
Total Fund Operating Expenses(2) ....................................... 1.22%(3) 1.55%(3) 1.80%(3)

EXAMPLE:

You would pay the following expenses on a 1 year $ 12 $ 16 $ 18
$1,000 investment, assuming a 5% annual return and 3 years 39 49 56
redemption at the end of each time period(2): 5 years 67 84 97
10 years 147 183 210

(1) Shares of International Discovery or Emerging Markets exchanged or redeemed
within 180 days of their purchase are subject to a redemption fee of 2.0%
of the value of the shares exchanged or redeemed. This redemption fee is
retained by the fund. See "How to Exchange from One Account to Another,"
page 17 and "How to Redeem Shares," page 18.

(2) Assumes, in accordance with Securities and Exchange Commission guidelines,
that the assets of International Growth and International Discovery remain
constant at $1,346,410,495 and $377,128,391, respectively, the assets of
the funds as of November 30, 1996, and that the reduced management fees for
International Growth and International Discovery had been in effect
throughout the periods indicated.

(3) International Growth pays an annual management fee of 1.30% of the first $1
billion of average net assets, 1.00% of the next $1 billion of average net
assets, and 0.90% of average net assets over $2 billion; International
Discovery pays an annual management fee of 1.55% of the first $500 million
of average net assets, 1.20% of the next $500 million average net assets,
and 1.00% of average net assets over $1 billion; and Emerging Markets pays
an annual management fee of 1.80% of the first $500 million of average net
assets, 1.30% of the next $500 million of average net assets, and 1.05% of
average net assets over $1 billion.

(4) Other expenses, which includes the fees and expenses (including legal
counsel fees) of those directors who are not "interested persons" as
defined in the Investment Company Act, were less than 0.01 of 1% of average
net assets for the most recent fiscal year.
</TABLE>

The shares offered by this Prospectus are Institutional Class shares. The
funds offer three other classes of shares, one of which is primarily made
available to retail investors and two that are primarily made available to
institutional investors. The other classes have different fee structures than
the Institutional Class. The difference in the fee structures among the classes
is the result of their separate arrangements for shareholder and distribution
services and not the result of any difference in amounts charged by the manager
for core investment advisory services. Accordingly, the core investment advisory
expenses do not vary by class. A difference in fees will result in different
performance for those classes. For additional information about the various
classes, see "Further Information About American Century," page 27.

4 Transaction and Operating Expense Table American Century Investments

PERFORMANCE INFORMATION OF OTHER CLASS

INTERNATIONAL GROWTH

The Institutional Class of the fund was established September 3, 1996,
however, no shares had been issued prior to the fund's fiscal year end. The
financial information in this table regarding selected per share data for the
fund reflects the performance of the fund's Investor Class of shares, which has
a total expense ratio that is 0.20% higher than the Institutional Class. Had the
Institutional Class been in existence for the fund for the time periods
presented, the fund's performance information would be higher as a result of the
lower expenses.

1996 1995 1994 1993 1992 1991(1)

PER-SHARE DATA

<S> <C> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period ............. $7.51 $7.47 $7.34 $5.79 $5.33 $5.10
-------- -------- -------- -------- -------- --------
Income from Investment Operations

Net Investment Income (Loss) .................. (.01)(2) .01 (.04) (.04) .06 .01

Net Realized and Unrealized Gain
on Investment Transactions ................. 1.24 .40 .57 1.78 .41 .22
-------- -------- -------- -------- -------- --------
Total from Investment Operations .............. 1.23 .41 .53 1.74 .47 .23
-------- -------- -------- -------- -------- --------
Distributions

From Net Investment Income .................... (.01) -- -- (.036) (.005) --

In Excess of Net Investment Income ............ -- -- -- (.155) (.002) --

From Net Realized Gains on
Investment Transactions .................... -- (.372) (.402) -- -- --
-------- -------- -------- -------- -------- --------
Total Distributions ........................... (.01) (.372) (.402) (.191) (.007) --
-------- -------- -------- -------- -------- --------
Net Asset Value, End of Period ................... $8.73 $7.51 $7.47 $7.34 $5.79 $5.33
======== ======== ======== ======== ======== ========
TOTAL RETURN(3) ............................... 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets ...................... 1.65%(4) 1.77% 1.84% 1.90% 1.91% 1.93%(5)

Ratio of Net Investment Income (Loss)
to Average Net Assets ...................... (.07)% .25% (.53)% (.34)% .95% .26%(5)

Portfolio Turnover Rate ....................... 158% 169% 242% 255% 180% 84%

Average Commission Paid
per Investment Security Traded ............. $.0195 $.0020 --(6) --(6) --(6) --(6)

Net Assets, End of Period (in thousands) ......$1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076

(1) May 9, 1991, (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

Prospectus Performance Information of Other Class 5

PERFORMANCE INFORMATION OF OTHER CLASS

INTERNATIONAL DISCOVERY

1996 1995 1994(1)

PER-SHARE DATA

<S> <C> <C> <C>
Net Asset Value, Beginning of Period .............................. $5.70 $5.39 $5.00
-------- -------- --------
Income from Investment Operations

Net Investment Income (Loss) ................................... (.02)(2) .03 (.02)

Net Realized and Unrealized Gain
on Investment Transactions .................................. 1.95 .28 .41
-------- -------- --------
Total from Investment Operations ............................... 1.93 .31 .39
-------- -------- --------
Distributions

From Net Investment Income ..................................... (.01) -- --

In Excess of Net Investment Income ............................. (.02) -- --
-------- -------- --------
Total Distributions ............................................ (.03) -- --
-------- -------- --------
Net Asset Value, End of Period .................................... $7.60 $5.70 $5.39
======== ======== ========
TOTAL RETURN(3) ................................................ 34.06% 5.75% 7.80%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets .............. 1.88%(4) 2.00% 2.00%(5)

Ratio of Net Investment Income (Loss) to Average Net Assets .... (.31)% .27% (.48)%(5)

Portfolio Turnover Rate ........................................ 130% 168% 56%

Average Commission Paid per Investment Security Traded ......... $.0054 $.0040 --(6)

Net Assets, End of Period (in thousands) ....................... $377,128 $114,579 $111,202

(1) April 1, 1994, (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

6 Performance Information of Other Class American Century Investments

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK
FACTORS," PAGE 10, BEFORE MAKING AN INVESTMENT IN EITHER FUND.

INTERNATIONAL GROWTH

The investment objective of International Growth is capital growth. The
fund will seek to achieve its investment objective by investing primarily in
securities of foreign issuers that meet certain fundamental and technical
standards of selection (relating primarily to acceleration of earnings and
revenues) and have, in the opinion of the manager, potential for appreciation.
The fund will invest primarily in issuers in developed markets. The fund will
invest primarily in equity securities (defined to include equity equivalents) of
such issuers. The fund will attempt to stay fully invested in such securities,
regardless of the movement of stock prices generally.

The other securities the fund may invest in are bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will limit its purchases of debt securities to
investment grade obligations. For long-term debt obligations this includes
securities that are rated Baa or better by Moody's Investors Service, Inc. or
BBB or better by Standard & Poor's Corporation, or that are not rated but
considered by the manager to be of equivalent quality. According to Moody's,
bonds rated Baa are medium-grade and possess some speculative characteristics. A
BBB rating by S&P indicates S&P's belief that a security exhibits a satisfactory
degree of safety and capacity for repayment, but is more vulnerable to adverse
economic conditions or changing circumstances than is the case with higher
quality debt securities. See "An Explanation of Fixed Income Securities Ratings"
in the Statement of Additional Information.

INTERNATIONAL DISCOVERY

The manager will purchase securities of issuers that have, in the opinion
of the manager, significant growth potential. The fund will seek to invest in
securities of issuers with one or more identifiable catalysts that, in the
opinion of the manager, are likely to cause the issuer to experience
accelerating growth. Such catalysts

Prospectus Information Regarding the Funds 7

may include a change in the issuer's operating environment, the development of a
significant or potentially significant new product, service or technology, an
improvement in business outlook for the issuer, or other similar factors.

There are no credit quality or maturity restrictions with regard to the
bonds, corporate debt securities, and government obligations in which the fund
may invest, although less than 35% of the fund's assets will be invested in
below investment grade fixed income securities. See "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information. Debt
securities, especially those of issuers in emerging market countries, may be of
poor quality and speculative in nature. While these securities will primarily be
chosen for their appreciation potential, the fund may also take the potential
for income into account when selecting investments.

To enhance the fund's liquidity, at least 50% of the fund's assets will be
invested in developed market countries at all times. However, the percentage of
the assets of the fund invested in developed and emerging markets will vary as,
in the opinion of the manager, market conditions warrant. No more than 15% of
the fund's assets may be invested in illiquid investments at any time.

EMERGING MARKETS

The investment objective of Emerging Markets is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities that meet certain
fundamental and technical standards of selection (relating primarily to
acceleration of earnings and revenues). The fund will invest its assets
primarily in the securities of issuers in emerging market countries. The
securities in which the fund may invest include not only the securities of
issuers located or principally traded in emerging market countries, but also
include the securities of issuers which derive a significant portion of their
business from emerging market countries. See "Policies Applicable to All Funds,"
page 9. DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH INVESTING IN EMERGING
MARKETS, AN INVESTMENT IN THE FUND MAY BE CONSIDERED TO BE SPECULATIVE. See
"Speculative Nature of International Discovery and Emerging Markets," page 11.

8 Information Regarding the Funds American Century Investments

POLICIES APPLICABLE TO ALL FUNDS

To the extent a fund assumes a defensive position, it will not be pursuing
its investment objective of capital growth.

In order to achieve maximum investment flexibility, the funds have not
established geographic limits on asset distribution, on either a
country-by-country or region-by-region basis. The investment manager expects to
invest both in issuers in developed markets (such as Germany, the United Kingdom
and Japan) and in issuers in emerging market countries.

Prospectus Information Regarding the Funds 9

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

10 Information Regarding the Funds American Century Investments

supervision of foreign stock exchanges, brokers and issuers which may make it
difficult to enforce contractual obligations.

SPECULATIVE NATURE OF INTERNATIONAL DISCOVERY AND EMERGING MARKETS

INVESTING IN EMERGING MARKET COUNTRIES

Prospectus Information Regarding the Funds 11

INVESTING IN SMALLER COMPANIES

INVESTING IN LOWER QUALITY DEBT INSTRUMENTS

There are no credit, maturity or investment amount restrictions on the
bonds, corporate debt securities, and government obligations in which
International Discovery and Emerging Markets may invest. Debt securities,
especially those in emerging market countries, may be of poor quality, unrated
and speculative in nature. Debt securities rated lower than Baa by Moody's or
BBB by S&P or their equivalent, sometimes referred to as junk bonds, are
considered by many to be predominately speculative. See "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information. Changes
in economic conditions or other circumstances are more likely to lead to a
weakened capacity to make principal and interest payments on such securities
than is the case with higher quality debt securities. Regardless of rating
levels, all debt securities considered for purchase by the fund are analyzed by
the manager to determine, to the extent reasonably possible, that the planned
investment is sound given the investment objective of the fund.

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS AND RISKS

For additional information, see "Investment Restrictions" in the Statement
of Additional Information.

FORWARD CURRENCY EXCHANGE CONTRACTS

A fund may elect to enter into a forward currency exchange contract with
respect to a specific purchase or sale of a security, or with respect to the
fund's portfolio positions generally.

When the manager believes that a particular currency may decline in value
compared to the U.S. dollar, a fund may enter into a foreign currency exchange

12 Information Regarding the Funds American Century Investments

contract to sell an amount of foreign currency equal to the value of some or all
of the fund's portfolio securities either denominated in, or whose value is tied
to, that currency. This practice is sometimes referred to as "portfolio
hedging." A fund may not enter into a portfolio hedging transaction where the
fund would be obligated to deliver an amount of foreign currency in excess of
the aggregate value of its portfolio securities or other assets denominated in,
or whose value is tied to, that currency.

INDIRECT FOREIGN INVESTMENT

SOVEREIGN DEBT OBLIGATIONS

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial
information on pages 5 and 6 of this Prospectus.

Investment decisions to purchase and sell securities are based on the
anticipated contribution of the security in question to a fund's objectives. The
manager believes that rate of portfolio turnover is irrelevant when it
determines a change is in order to achieve those objectives and, accordingly,
the annual portfolio turnover rate cannot be anticipated.

The portfolio turnover of each fund may be higher than other mutual funds
with similar investment objectives. Higher turnover would generate
correspondingly greater brokerage commissions, which is a cost that the funds
pay directly. Portfolio turnover may also affect the character of capital gains,
if any, realized and distributed by a fund since short-term capital gains are
taxable as ordinary income.

REPURCHASE AGREEMENTS

Prospectus Information Regarding the Funds 13

obligation purchased constitutes security for the repurchase obligation, a
repurchase agreement can be considered a loan collateralized by the
interest-bearing obligation.

WHEN-ISSUED SECURITIES

Each fund may sometimes purchase new issues of securities on a when-issued
basis without limit when, in the opinion of the manager, such purchases will
further the investment objectives of the fund. The price of when-issued
securities is established at the time the commitment to purchase is made. In
developed markets, delivery of and payment for these securities typically occur
15 to 45 days after the commitment to purchase. In emerging markets, delivery
and payment make take significantly longer.

SHORT SALES

RULE 144A SECURITIES

With respect to securities eligible for resale under Rule 144A, the staff
of the Securities and Exchange Commission has taken the position that the
liquidity of such securities in the portfolio of a fund offering redeemable
securities is a question of fact for the Board of Directors to determine, such
determination to be based upon a consideration of the readily available trading
markets and the review of any contractual restrictions. The staff also
acknowledges that, while the board retains ultimate responsibility, it may
delegate this function to the manager. Accordingly, the board has established
guidelines and procedures for determining the liquidity of Rule 144A securities
and has delegated the day-to-day function of determining the liquidity of Rule
144A securities to the manger. The board retains the responsibility to monitor
the implementation of the guidelines and procedures it has adopted.

14 Information Regarding the Funds American Century Investments

PERFORMANCE ADVERTISING

From time to time, the funds may advertise performance data. Fund
performance may be shown by presenting one or more performance measurements,
including cumulative total return or average annual total return. Performance
data may be quoted separately for the Institutional Class and for the other
classes offered by the funds.

The funds may also include in advertisements data comparing performance
with the performance of non-related investment media, published editorial
comments and performance rankings compiled by independent organizations (such as
Lipper Analytical Services) and publications that monitor the performance of
mutual funds. Performance information may be quoted numerically or may be
presented in a table, graph or other illustration. In addition, fund performance
may also be compared to well-known indices of market performance including the
Standard & Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite
Index and the Morgan Stanley Capital International Europe, Australia, Far East
Index (EAFE Index). Fund performance may also be compared to the rankings
prepared by Lipper Analytical Services, Inc. In addition, fund performance may
be compared, on a relative basis, to other funds in our fund family. This
relative comparison, which may be based upon historical or expected fund
performance, volatility or other fund characteristics, may be presented
numerically, graphically or in text. Fund performance may also be combined or
blended with other funds in our fund family, and that combined or blended
performance may be compared to the same indices to which individual funds may be
compared.

Prospectus Information Regarding the Funds 15

HOW TO INVEST WITH
AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

The funds offered by this Prospectus are a part of the American Century
Investments family of mutual funds. Our family provides a full range of
investment opportunities, from the aggressive equity growth funds in our
Twentieth Century Group, to the fixed income funds in our Benham Group, to the
moderate risk and specialty funds in our American Century Group. Please call
1-800-345-3533 for a brochure or prospectuses for the other funds in the
American Century Investments family.

INVESTING IN AMERICAN CENTURY

The following section explains how to invest with American Century funds,
including purchases, redemptions, exchanges and special services. You will find
more detail about doing business with us by referring to the Investor Services
Guide that you will receive when you open an account.

If you own or are considering purchasing fund shares through a bank,
broker-dealer or other financial intermediary, the following sections as well as
the information contained in our Investor Services Guide, may not apply to you.
Please read "Minimum Investment," page 17 and"Customers of Banks, Broker-Dealers
and Other Financial Intermediaries," page 21.

HOW TO OPEN AN ACCOUNT

You may invest in the following ways:

BY MAIL

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

BY WIRE

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

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

o BENEFICIARY (BNF):
American Century Services Corporation
4500 Main St., Kansas City, Missouri 64141-6200

o BENEFICIARY ACCOUNT NUMBER (BNF ACCT):
2804918

o REFERENCE FOR BENEFICIARY (RFB):
American Century account number into which you are investing. If more than
one, leave blank and see Bank to Bank Information below.

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

o BANK TO BANK INFORMATION
(BBI OR FREE FORM TEXT):

o Taxpayer identification or Social Security number.

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

o Current tax year, previous tax year or rollover designation if an IRA.
Specify whether IRA, SEP-IRA or SARSEP-IRA.

BY EXCHANGE

Call 1-800-345-3533 from 7 a.m. to 7 p.m. Central time to get information
on opening an account by exchanging from another American Century account. See
page 17 for more information on exchanges.

IN PERSON

If you prefer to work with a representative in person, please visit one of
our Investors Centers, located at:

4500 Main Street
Kansas City, Missouri 64111

16 How to Invest with American Century Investments American Century Investments

1665 Charleston Road
Mountain View, California 94043

2000 S. Colorado Blvd.
Denver, Colorado 80222

SUBSEQUENT INVESTMENTS

BY MAIL

BY TELEPHONE

Once your account is open, you may make investments by telephone if you
have authorized us (by choosing "Full Services" on your application) to draw on
your bank account. You may call an Institutional Service Representative or use
our Automated Information Line.

BY WIRE

You may make subsequent investments by wire. Follow the wire transfer
instructions on page 16 and indicate your account number.

IN PERSON

You may make subsequent investments in person at one of our Investors
Centers. The locations of our three Investors Centers are listed on pages 16 and
17.

AUTOMATIC INVESTMENT PLAN

MINIMUM INVESTMENT

The minimum investment is $5 million ($3 million for endowments and
foundations). If you invest with us through a bank, broker-dealer or other
financial intermediary, the minimum investment requirement may be met by
aggregating the investments of various clients of your financial intermediary.
The minimum investment requirement may be waived if you or your financial
intermediary, if applicable, has an aggregate investment in our family of funds
of $10 million or more ($5 million for endowments and foundations). If your
balance or the balance of your financial intermediary, if applicable, falls
below the minimum investment requirements due to redemptions or exchanges, we
reserve the right to convert your shares to Investor Class shares of the same
fund. The Investor Class shares have a unified management fee that is 0.20%
higher than the Institutional Class shares.

HOW TO EXCHANGE FROM ONE ACCOUNT TO ANOTHER

As long as you meet any minimum investment requirements, you may exchange
your fund shares to our other funds up to six times per year per account. An
exchange request will be processed as of the same day it is received, if it is
received before the funds' net asset values are calculated, which is one hour
prior to the close of the New York Stock Exchange for funds issued by the
American Century Target Maturities Trust, and at the close of the Exchange for
all of our other funds. See "When Share Price is Determined," page 22.

If, in any 90-day period, the total of your exchanges and your
redemptions from any one account exceeds

Prospectus How to Invest with American Century Investments 17

the lesser of $250,000 or 1% of the fund's assets, further exchanges will be
subject to special requirements to comply with our policy on large redemptions.
See "Special Requirements for Large Redemptions," page 19.

IN ORDER TO DISCOURAGE THE EXCHANGE OF SHARES OF INTERNATIONAL DISCOVERY
AND EMERGING MARKETS SHORTLY AFTER THEIR PURCHASE, EXCHANGE OF THOSE SHARES
WITHIN 180 DAYS OF THEIR PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF
THE VALUE OF THE SHARES EXCHANGED. This fee will be retained by the fund to help
minimize the impact such exchanges have of fund performance and, hence, on the
other shareholders of the fund. For the purposes of determining the
applicability of this fee, shares first purchased will be deemed to be the
shares first exchanged. The funds reserve the right to modify their policy
regarding this redemption fee or to waive such policy in whole or in part for
certain classes of investors.

BY MAIL

You may direct us in writing to exchange your shares from one American
Century account to another. For additional information, please see our Investor
Services Guide.

BY TELEPHONE

You can make exchanges over the telephone if you have authorized us to
accept telephone instructions. You can authorize this by selecting "Full
Services" on your application or by calling one of our Institutional Service
Representatives at 1-800-345-3533 to get the appropriate form.

HOW TO REDEEM SHARES

Please note that a request to redeem shares in an IRA or 403(b) plan must
be accompanied by an executed IRS Form W4-P and a reason for withdrawal as
specified by the IRS.

BY MAIL

BY TELEPHONE

If you have authorized us to accept telephone instructions, you may redeem
your shares by calling an Institutional Service Representative.

BY CHECK-A-MONTH

You may redeem shares by Check-A-Month. A Check-A-Month plan automatically
redeems enough shares each month to provide you with a check in an amount you
choose (minimum $50). To set up a Check-A-Month plan or to request a brochure,
please call an Investor Services Representative.

OTHER AUTOMATIC REDEMPTIONS

You may elect to make redemptions automatically by authorizing us to send
funds to you or your account at a bank or other financial institution. To set up
automatic redemptions, call one of our Institutional Service Representatives.

REDEMPTION PROCEEDS

18 How to Invest with American Century Investments American Century Investments

Redemption proceeds may be sent to you in one of the following ways:

BY CHECK

BY WIRE AND ACH

You may authorize us to transmit redemption proceeds by wire or ACH. These
services will be effective 15 days after we receive the authorization.

Your bank will usually receive wired funds within 48 hours of transmission.
Funds transferred by ACH may be received up to seven days after transmission.
Once the funds are transmitted, the time of receipt and the funds' availability
are not under our control.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

Despite its right to redeem fund shares through a redemption-in-kind, we do
not expect to exercise this option unless a fund has an unusually low level of
cash to meet redemptions and/or is experiencing unusually strong demands for its
cash. Such a demand might be caused, for example, by extreme market conditions
that result in an abnormally high level of redemption requests concentrated in a
short period of time. Absent these or similar circumstances, we expect
redemptions in excess of $250,000 to be paid in cash in any fund with assets of
more than $50 million if total redemptions from any one account in any 90-day
period do not exceed one-half of 1% of the total assets of the fund.

SIGNATURE GUARANTEE

o redeeming more than $25,000; or

o establishing or increasing a Check-A-Month or automatic transfer on
an existing account.

You can obtain a signature guarantee from a bank or trust company, credit
union, broker-dealer, securities exchange or association, clearing agency or
savings association, as defined by federal law.

We reserve the right to require a signature guarantee on any transaction,
or to change this policy at any time.

SPECIAL SHAREHOLDER SERVICES

Our special shareholder services include:

Prospectus How to Invest with American Century Investments 19

OPEN ORDER SERVICE

Because of their time-sensitive nature, open order transactions are
accepted only by telephone or in person. These transactions are subject to
exchange limitations described in each fund's Prospectus, except that orders and
cancellations received before 2 p.m. Central time are effective the same day,
and orders or cancellations received after 2 p.m. Central time are effective the
next business day.

TAX-QUALIFIED RETIREMENT PLANS

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

o Individual Retirement Accounts (IRAs);

o 403(b) plans for employees of public school systems and nonprofit
organizations; or

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

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

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

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

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

(6) We have established procedures designed to assure the authenticity of
instructions received by telephone. These procedures include requesting
personal identification from callers, recording telephone calls, and
providing written confirmations of telephone transactions. These procedures
are designed to protect shareholders from unauthorized or fraudulent
instructions. If we do not employ reasonable procedures to confirm the
genuineness of instructions, then we may be liable for losses due to
unauthorized or fraudulent instructions. The company, its transfer agent
and investment advisor will not be

20 How to Invest with American Century Investments American Century Investments

responsible for any loss due to instructions they reasonably believe are
genuine.

(10) We will perform special inquiries on shareholder accounts. A research fee
of $15 per hour may be applied.

REPORTS TO SHAREHOLDERS

No later than January 31 of each year, we will send you reports that you
may use in completing your U.S. income tax return. See the Investor Services
Guide for more information.

CUSTOMERS OF BANKS, BROKER-DEALERS AND OTHER
FINANCIAL INTERMEDIARIES

Information contained in our Investor Services Guide pertains to
shareholders who invest directly with American Century rather than through a
bank, broker-dealer or other financial intermediary.

If you own or are considering purchasing fund shares through a bank,
broker-dealer or other financial intermediary, your ability to purchase,
exchange and redeem shares will depend on your agreement with, and the policies
of, such financial intermediary.

You may reach one of our Institutional Service Representatives by calling
1-800-345-3533 to request information about the funds and services, to obtain a
current Prospectus or to get answers to any questions about the funds that you
are unable to obtain through your plan administrator or financial intermediary.

Prospectus How to Invest with American Century Investments 21

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

The price of your shares is also referred to as their net asset value. Net
asset value is determined by calculating the total value of the fund's assets,
deducting total liabilities and dividing the result by the number of shares
outstanding. For all American Century funds, except the funds issued by the
American Century Target Maturities Trust, net asset value is determined at the
close of regular trading on each day that the New York Stock Exchange is open,
usually 3 p.m. Central time. The net asset values for the Target Maturities
funds are determined one hour prior to the close of the Exchange.

Investments by telephone pursuant to your prior authorization to us to draw
on your bank account are considered received at the time of your telephone call.

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized
as follows:

Trading in securities on European and Far Eastern securities exchanges and
over-the-counter markets is normally completed at various times before the close

22 Additional Information You Should Know American Century Investments

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class of International Growth and
International Discovery are published in leading newspapers daily. The net asset
value of the Investor Class of Emerging Markets will be published in newspapers
when the fund meets the minimum size requirements for listing. The net asset
value of the Institutional Class of each fund may be obtained by calling us.

DISTRIBUTIONS

For shareholders investing through taxable accounts, distributions will be
reinvested unless you elect to receive them in cash. Distributions of less than
$10 generally will be reinvested. Distributions made shortly after a purchase by
check or ACH may be held up to 15 days. You may elect to have distributions on
shares held in Individual Retirement Accounts and 403(b) plans paid in cash only
if you are at least 59 1/2 years old or permanently and totally disabled.
Distribution checks normally are mailed within seven days after the record date.
Please consult our Investor Services Guide for further information regarding
your distribution options.

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

TAXES

Each fund has elected to be taxed as a regulated investment company under
Subchapter M of the Internal Revenue Code, which means that to the extent its
income is distributed to shareholders, it pays no income taxes.

TAX-DEFERRED ACCOUNTS

If fund shares are purchased through tax-deferred accounts, such as a
qualified employer-sponsored retirement or savings plan (excluding
participant-directed employer-sponsored retirement plans, which are ineligible
to invest in Institutional Class shares), income and capital gains distributions
paid by the funds will generally not be subject to current taxation, but will
accumulate in your account on a tax-deferred basis.

TAXABLE ACCOUNTS

If fund shares are purchased through taxable accounts, distributions of net
investment income and net short-term capital gains are taxable to you as
ordinary income. Distributions from net long-term

Prospectus Additional Information You Should Know 23

capital gains are taxable as long-term capital gains regardless of the length of
time you have held the shares on which such distributions are paid. However, you
should note that any loss realized upon the sale or redemption of shares held
for six months or less will be treated as a long-term capital loss to the extent
of any distribution of long-term capital gain to you with respect to such
shares.

If you have not complied with certain provisions of the Internal Revenue
Code, we or your financial intermediary is required by federal law to withhold
and remit to the IRS 31% of reportable payments (which may include dividends,
capital gains distributions and redemptions). Those regulations require you to
certify that the Social Security number or tax identification number you provide
is correct and that you are not subject to 31% withholding for previous
under-reporting to the IRS. You will be asked to make the appropriate
certification on your application. Payments reported by us that omit your Social
Security number or tax identification number will subject us to a penalty of
$50, which will be charged against your account if you fail to provide the
certification by the time the report is filed. This charge is not refundable.

Redemption of shares of a fund (including redemptions made in an exchange
transaction) will be a taxable transaction for federal income tax purposes and
shareholders will generally recognize gain or loss in an amount equal to the
difference between the basis of the shares and the amount received. Assuming
that shareholders hold such shares as a capital asset, the gain or loss will be
a capital gain or loss and will generally be long term if shareholders have held
such shares for a period of more than one year. If a loss is realized on the
redemption of fund shares, the reinvestment in additional fund shares

24 Additional Information You Should Know American Century Investments

within 30 days before or after the redemption may be subject to the "wash sale"
rules of the Code, resulting in a postponement of the recognition of such loss
for federal income tax purposes.

MANAGEMENT

INVESTMENT MANAGEMENT

In June 1995, American Century Companies, Inc. ("ACC"), the parent of the
manager, acquired Benham Management International, Inc. In the acquisition,
Benham Management Corporation ("BMC"), the investment advisor to The Benham
Group of mutual funds, became a wholly owned subsidiary of ACC. Certain
employees of BMC provide investment management services to funds managed by the
manager, while certain employees of the manager provide investment management
services to funds managed by BMC.

The manager supervises and manages the investment portfolio of the funds
and directs the purchase and sale of their investment securities. It utilizes a
team of portfolio managers, assistant portfolio managers and analysts acting
together to manage the assets of the funds. The team meets regularly to review
portfolio holdings and to discuss purchase and sale activity. The team adjusts
holdings in the funds' portfolios as they deem appropriate in pursuit of the
funds' investment objectives. Individual portfolio managers may also adjust
portfolio holdings of the funds as necessary between meetings.

The portfolio manager members of the teams managing the funds described in
this Prospectus and their work experience for the past five years are as
follows:

HENRIK STRABO, Vice President and Portfolio Manager, joined American
Century in 1993 as an Investment Analyst on the International Growth and
International Discovery team and has been a Portfolio Manager member of the team
since 1994. Prior to joining American Century, Mr. Strabo was Vice President,
International Equity Sales with Barclays de Zoete Wedd from 1991 to 1993.

For the services provided to the Institutional Class of the funds, the
manager receives an annual fee calculated as a percentage of the average net
assets of the fund as follows:

Fund Percent of Average Net Assets
- -----------------------------------------------------------------------------
International Growth 1.30% of first $1 billion
1.00% of the next $1 billion
0.90% over $2 billion

International Discovery 1.55% of first $500 million
1.20% of the next $500 million
1.00% over $1 billion

Emerging Markets Fund 1.80% of first $500 million
1.30% of the next $500 million
1.05% over $1 billion
- -----------------------------------------------------------------------------

The management fees paid by the funds to the manager are higher than the
fees paid by the various

Prospectus Additional Information You Should Know 25

other funds in the American Century family of funds because of the higher costs
and additional expenses associated with managing and operating a fund owning a
portfolio consisting primarily of foreign securities. The fee may also be higher
than the fee paid by many other international or foreign investment companies.

CODE OF ETHICS

TRANSFER AND ADMINISTRATIVE SERVICES

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

The manager and transfer agent are both wholly owned by American Century
Companies, Inc. James E. Stowers, Chairman of the funds' Board of Directors,
controls American Century Companies by virtue of his ownership of a majority of
its common stock.

DISTRIBUTION OF FUND SHARES

The funds' shares are distributed by American Century Investment Services,
Inc., a registered broker-dealer and an affiliate of the manager. The manager
pays all expenses for promoting sales of, and distributing the Institutional
Class shares offered by this Prospectus. The Institutional Class of shares does
not pay any commissions or other fees to the distributor or to any other
broker-dealers or financial intermediaries in connection with the distribution
of fund shares.

26 Additional Information You Should Know American Century Investments

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

The principal office of the funds is 4500 Main Street, P.O. Box 419385,
Kansas City, Missouri 64141-6385. All inquiries may be made by mail to that
address, or by telephone to 1-800-345-3533 (international calls: 816-531-5575).

American Century World Mutual Funds issues three series of $.01 par value
shares. Each series is commonly referred to as a fund. The assets belonging to
each series of shares are held separately by the custodian.

American Century offers four classes of each of the funds offered by this
Prospectus: an Investor Class, an Institutional Class, a Service Class, and an
Advisor Class. The shares offered by this Prospectus are Institutional Class
shares and have no up-front charges, commissions, or 12b-1 fees.

The Investor Class is primarily made available to retail investors. The
Service Class and Advisor Class are primarily offered to institutional investors
or through institutional distribution channels, such as employer-sponsored
retirement plans or through banks, broker-dealers, insurance companies or other
financial intermediaries. The other classes have different fees, expenses,
and/or minimum investment requirements than the Institutional Class. The
difference in the fee structures among the classes is the result of their
separate arrangements for shareholder and distribution services and not the
result of any difference in amounts charged by the manager for core investment
advisory services. Accordingly, the core investment advisory expenses do not
vary by class. Different fees and expenses will affect performance. For
additional information concerning the Investor Class of shares, call one of our
Investor Services Representatives at 1-800-345-2021. For additional information
concerning the Service Class and Advisor Classes of shares not offered by this
Prospectus, call one of our Institutional Service Representatives at
1-800-345-3533 or contact a sales representative or financial intermediary who
offers those classes of shares.

Each share, irrespective of series or class, is entitled to one vote for
each dollar of net asset value applicable to such share on all questions, except
for those matters which must be voted on separately by the series or class of
the shares affected. Matters affecting only one series or class are voted upon
only by that series or class.

Prospectus Additional Information You Should Know 27

NOTES

28 Notes

NOTES

Notes 29

P.O. Box 419385
Kansas City, Missouri
64141-6385

Person-to-person assistance:
1-800-345-3533 or 816-531-5575

Telecommunications Device for the Deaf:
1-800-345-1833 or 816-753-0700

Fax: 816-340-4655

Internet: www.americancentury.com

[american century logo]
American
Century(sm)

9704 [recycled logo]
SH-BKT-8309 Recycled
<PAGE>
PROSPECTUS

[american century logo]
American
Century(sm)

APRIL 1, 1997

TWENTIETH
CENTURY(R)
GROUP

International Growth
International Discovery

INSTITUTIONAL CLASS

[front cover]

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

AMERICAN CENTURY INVESTMENTS

BENHAM GROUP(R) AMERICAN CENTURY GROUP TWENTIETH CENTURY GROUP

MONEY MARKET FUNDS ASSET ALLOCATION & GROWTH FUNDS
GOVERNMENT BOND FUNDS BALANCED FUNDS INTERNATIONAL FUNDS
DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS
MUNICIPAL BOND FUNDS SPECIALTY FUNDS

International Growth
International Discovery

PROSPECTUS
APRIL 1, 1997

International Growth
International Discovery

INSTITUTIONAL CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc., is a part of American Century
Investments, a family of funds that includes nearly 70 no-load mutual funds
covering a variety of investment opportunities. Two of the funds from our
Twentieth Century Group are described in this Prospectus. Their investment
objectives are listed on page 2 of this Prospectus. The other funds are
described in separate prospectuses.

Each fund's shares offered by this Prospectus (the Institutional Class
shares) are sold at their net asset value with no sales charges or commissions.

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

Prospectus 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY INTERNATIONAL GROWTH FUND

AMERICAN CENTURY -- TWENTIETH CENTURY INTERNATIONAL DISCOVERY FUND

SHARES OF THE FUND EXCHANGED OR REDEEMED WITHIN 180 DAYS OF THEIR PURCHASE
ARE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE SHARES EXCHANGED OR
REDEEMED. This redemption fee is retained by the fund and is intended to
discourage shareholders from exchanging or redeeming their shares shortly after
their purchase, as well as minimize the impact such exchanges and redemptions
have on fund performance and, hence, on the other shareholders of the fund.

There is no assurance that the funds will achieve their respective
investment objectives.

2 Investment Objectives American Century Investments

TABLE OF CONTENTS

Investment Objectives of the Funds ...................................2
Transaction and Operating Expense Table ..............................4
Performance Information of Other Class ...............................5

INFORMATION REGARDING THE FUNDS

Investment Policies of the Funds .....................................7
International Growth ..............................................7
International Discovery ...........................................7
Policies Applicable to Both Funds .................................8
Risk Factors .........................................................9
Investing in Foreign Securities Generally .........................9
Speculative Nature of International Discovery ....................10
Investing in Emerging Market Countries ...........................10
Investing in Smaller Companies ...................................11
Investing in Lower Quality Debt Instruments ......................11
Other Investment Practices, Their Characteristics and Risks .........12
Forward Currency Exchange Contracts ..............................12
Indirect Foreign Investment ......................................12
Sovereign Debt Obligations .......................................12
Portfolio Turnover ...............................................13
Repurchase Agreements ............................................13
When-Issued Securities ...........................................13
Short Sales ......................................................13
Rule 144A Securities .............................................13
Performance Advertising .............................................14

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

American Century Investments ........................................15
Investing in American Century .......................................15
How to Open an Account ..............................................15
By Mail ........................................................15
By Wire ........................................................15
By Exchange ....................................................15
In Person ......................................................15
Subsequent Investments ...........................................16
By Mail ........................................................16
By Telephone ...................................................16
By Wire ........................................................16
In Person ......................................................16
Automatic Investment Plan ........................................16
Minimum Investment ..................................................16
How to Exchange from One Account to Another .........................16
By Mail ........................................................17
By Telephone ...................................................17
How to Redeem Shares ................................................17
By Mail ........................................................17
By Telephone ...................................................17
By Check-A-Month ...............................................17
Other Automatic Redemptions ....................................17
Redemption Proceeds ..............................................17
By Check .......................................................18
By Wire and ACH ................................................18
Special Requirements for Large Redemptions .......................18
Signature Guarantee .................................................18
Special Shareholder Services ........................................18
Open Order Service .............................................19
Tax-Qualified Retirement Plans .................................19
Important Policies Regarding Your Investments .......................19
Reports to Shareholders .............................................20
Customers of Banks, Broker-Dealers and
Other Financial Intermediaries ...................................20

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price .........................................................21
When Share Price Is Determined ...................................21
How Share Price Is Determined ....................................21
Where to Find Information About Share Price ......................22
Distributions .......................................................22
Taxes ...............................................................22
Tax-Deferred Accounts ............................................22
Taxable Accounts .................................................22
Management ..........................................................24
Investment Management ............................................24
Code of Ethics ...................................................25
Transfer and Administrative Services .............................25
Distribution of Fund Shares .........................................25
Further Information About American Century ..........................26

Prospectus Table of Contents 3

TRANSACTION AND OPERATING EXPENSE TABLE

International International
Growth Discovery

SHAREHOLDER TRANSACTION EXPENSES:

<S> <C> <C>
Maximum Sales Load Imposed on Purchases ................................ none none
Maximum Sales Load Imposed on Reinvested Dividends ..................... none none
Deferred Sales Load .................................................... none none
Redemption Fee ......................................................... none none(1)
Exchange Fee ........................................................... none none

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

Management Fees(2) ..................................................... 1.22%(3) 1.55%(3)
12b-1 Fees ............................................................. none none
Other Expenses(4) ...................................................... 0.00% 0.00%
Total Fund Operating Expenses(2) ....................................... 1.22%(3) 1.55%(3)

EXAMPLE:

You would pay the following expenses on a 1 year $ 12 $ 16
$1,000 investment, assuming a 5% annual return and 3 years 39 49
redemption at the end of each time period(2): 5 years 67 84
10 years 147 183

(1) Shares of International Discovery exchanged or redeemed within 180 days of
their purchase are subject to a redemption fee of 2.0% of the value of the
shares exchanged or redeemed. This redemption fee is retained by the fund.
See "How to Exchange from One Account to Another," page 16 and "How to
Redeem Shares," page 17.

4 Transaction and Operating Expense Table American Century Investments

PERFORMANCE INFORMATION OF OTHER CLASS

INTERNATIONAL GROWTH

1996 1995 1994 1993 1992 1991(1)

PER-SHARE DATA

Net Investment Income (Loss) ................. (.01)(2) .01 (.04) (.04) .06 .01

Net Realized and Unrealized Gain
on Investment Transactions ................ 1.24 .40 .57 1.78 .41 .22
-------- -------- -------- -------- -------- --------
Total from Investment Operations ............. 1.23 .41 .53 1.74 .47 .23
-------- -------- -------- -------- -------- --------
Distributions

From Net Investment Income ................... (.01) -- -- (.036) (.005) --

In Excess of Net Investment Income ........... -- -- -- (.155) (.002) --

From Net Realized Gains on
Investment Transactions ................... -- (.372) (.402) -- -- --
-------- -------- -------- -------- -------- --------
Total Distributions .......................... (.01) (.372) (.402) (.191) (.007) --
-------- -------- -------- -------- -------- --------
Net Asset Value, End of Period .................. $8.73 $7.51 $7.47 $7.34 $5.79 $5.33
======== ======== ======== ======== ======== ========
TOTAL RETURN(3) .............................. 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets ..................... 1.65%(4) 1.77% 1.84% 1.90% 1.91% 1.93% (5)

Ratio of Net Investment Income (Loss)
to Average Net Assets ..................... (.07)% .25% (.53)% (.34)% .95% .26% (5)

Portfolio Turnover Rate ...................... 158% 169% 242% 255% 180% 84%

Average Commission Paid
per Investment Security Traded ............ $.0195 $.0020 --(6) --(6) --(6) -- (6)

Net Assets, End of Period (in thousands) .....$1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076

(1) May 9, 1991, (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

Prospectus Performance Information of Other Class 5

PERFORMANCE INFORMATION OF OTHER CLASS

INTERNATIONAL DISCOVERY

1996 1995 1994(1)

PER-SHARE DATA

<S> <C> <C> <C>
Net Asset Value, Beginning of Period .............................. $5.70 $5.39 $5.00
-------- -------- --------
Income from Investment Operations

Net Investment Income (Loss) ................................... (.02)(2) .03 (.02)

From Net Investment Income ..................................... (.01) -- --

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets .............. 1.88%(4) 2.00% 2.00% (5)

Ratio of Net Investment Income (Loss) to Average Net Assets .... (.31)% .27% (.48)% (5)

Portfolio Turnover Rate ........................................ 130% 168% 56%

Average Commission Paid per Investment Security Traded ......... $.0054 $.0040 -- (6)

Net Assets, End of Period (in thousands) ....................... $377,128 $114,579 $111,202

(1) April 1, 1994, (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

6 Performance Information of Other Class American Century Investments

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK
FACTORS," PAGE 9, BEFORE MAKING AN INVESTMENT IN EITHER FUND.

INTERNATIONAL GROWTH

The investment objective of International Growth is capital growth. The
fund will seek to achieve its investment objective by investing primarily in
securities of foreign issuers that meet certain fundamental and technical
standards of selection (relating primarily to acceleration of earnings and
revenues) and have, in the opinion of the manager, potential for appreciation.
The fund will invest primarily in issuers in developed markets. The fund will
invest primarily in equity securities (defined to include equity equivalents) of
such issuers. The fund will attempt to stay fully invested in such securities,
regardless of the movement of stock prices generally.

The other securities the fund may invest in are bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will limit its purchases of debt securities to
investment grade obligations. For long-term debt obligations this includes
securities that are rated Baa or better by Moody's Investors Service, Inc. or
BBB or better by Standard & Poor's Corporation, or that are not rated but
considered by the manager to be of equivalent quality. According to Moody's,
bonds rated Baa are medium-grade and possess some speculative characteristics. A
BBB rating by S&P indicates S&P's belief that a security exhibits a satisfactory
degree of safety and capacity for repayment, but is more vulnerable to adverse
economic conditions or changing circumstances than is the case with higher
quality debt securities. See "An Explanation of Fixed Income Securities Ratings"
in the Statement of Additional Information.

INTERNATIONAL DISCOVERY

The manager will purchase securities of issuers that have, in the opinion
of the manager, significant growth potential. The fund will seek to invest in
securities of issuers with one or more identifiable catalysts that, in the
opinion of the manager, are likely to cause the issuer to experience
accelerating growth. Such catalysts

Prospectus Information Regarding the Funds 7

There are no credit quality or maturity restrictions with regard to the
bonds, corporate debt securities, and government obligations in which the fund
may invest, although less than 35% of the fund's assets will be invested in
below investment grade fixed income securities. See "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information. Debt
securities, especially those of issuers in emerging market countries, may be of
poor quality and speculative in nature. While these securities will primarily be
chosen for their appreciation potential, the fund may also take the potential
for income into account when selecting investments.

To enhance the fund's liquidity, at least 50% of the fund's assets will be
invested in developed market countries at all times. However, the percentage of
the assets of the fund invested in developed and emerging markets will vary as,
in the opinion of the manager, market conditions warrant. No more than 15% of
the fund's assets may be invested in illiquid investments at any time.

POLICIES APPLICABLE TO BOTH FUNDS

To the extent a fund assumes a defensive position, it will not be pursuing
its investment objective of capital growth.

8 Information Regarding the Funds American Century Investments

interest rates rise, bond prices generally fall. These changes in value may,
depending upon the particular amount and type of fixed income securities
holdings of a fund, impact the net asset value of that fund's shares. See "How
Share Price is Determined," page 21.

In order to achieve maximum investment flexibility, the funds have not
established geographic limits on asset distribution, on either a
country-by-country or region-by-region basis. The investment manager expects to
invest both in issuers in developed markets (such as Germany, the United Kingdom
and Japan) and in issuers in emerging market countries.

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

Prospectus Information Regarding the Funds 9

such currency. In addition, the value of fund assets may be affected by losses
and other expenses incurred in converting between various currencies in order to
purchase and sell foreign securities and by currency restrictions, exchange
control regulation, currency devaluations and political developments.

SPECULATIVE NATURE OF INTERNATIONAL DISCOVERY

In addition to the risks posed by foreign investing generally,
International Discovery will be investing in the securities of companies having
comparatively small market capitalizations and may invest up to 50% of its
assets in issuers in emerging market countries. See "Investing in Emerging
Market Countries," this page and "Investing in Smaller Companies," page 11. As a
result, an investment in the fund should be considered to be speculative. The
fund is intended for aggressive investors seeking significant gains through
investments in foreign securities. Those investors must be willing and able to
accept the significantly greater risks associated with the investment strategy
that International Discovery will pursue. An investment in the fund should not
be considered a complete investment program and is not appropriate for
individuals with limited investment resources or who are unable to tolerate
fluctuations in the value of their investment.

INVESTING IN EMERGING MARKET COUNTRIES

Each fund included in this Prospectus may invest in securities of issuers
in emerging market countries. Investing in emerging market countries involves
exposure to significantly higher risk than investing in countries with developed
markets. Emerging market countries may have economic structures that are
generally less diverse and mature and political systems that can be expected to
be less stable than those of developed countries.

10 Information Regarding the Funds American Century Investments

The funds may not always purchase securities on the principal market.
Depositary receipts, depositary shares, or other equity equivalents ("DRs") may
be purchased if considered to be more attractive than the underlying securities.
DRs are typically issued by a bank or trust company evidencing ownership of an
underlying foreign security. In emerging markets countries, the funds may invest
in DRs which are structured by a bank or trust company without the sponsorship
of the underlying foreign issuer. In addition to the risks of foreign investment
applicable to the underlying securities, such unsponsored DRs may also be
subject to the risks that the foreign issuer may not be obliged to cooperate
with the bank, may not provide financial or other information to the bank, or
may dispute or refuse to recognize the ownership of the underlying securities
which may result in a loss of the fund's investment.

INVESTING IN SMALLER COMPANIES

INVESTING IN LOWER QUALITY DEBT INSTRUMENTS

There are no credit, maturity or investment amount restrictions on the
bonds, corporate debt securities, and government obligations in which
International Discovery may invest. Debt securities, especially those in
emerging market countries, may be of poor quality, unrated and speculative in
nature. Debt securities rated lower than Baa by Moody's or BBB by S&P or their
equivalent, sometimes referred to as junk bonds, are considered by many to be
predominately speculative. See "An Explanation of Fixed Income Securities
Ratings" in the Statement of Additional Information. Changes in economic
conditions or other circumstances are more likely to lead to a weakened capacity
to make principal and interest payments on such securities than is the case with
higher quality debt securities. Regardless of rating levels, all debt securities
considered for purchase by the fund are analyzed by the manager to determine, to
the extent reasonably possible, that the planned investment is sound given the
investment objective of the fund.

Prospectus Information Regarding the Funds 11

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS AND RISKS

For additional information, see "Investment Restrictions" in the Statement
of Additional Information.

FORWARD CURRENCY EXCHANGE CONTRACTS

A fund may elect to enter into a forward currency exchange contract with
respect to a specific purchase or sale of a security, or with respect to the
fund's portfolio positions generally.

INDIRECT FOREIGN INVESTMENT

SOVEREIGN DEBT OBLIGATIONS

12 Information Regarding the Funds American Century Investments

such as loans or loan participations. Sovereign debt of emerging market
countries may involve a high degree of risk and may present a risk of default or
renegotiation or rescheduling of debt payments.

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial
information on pages 5 and 6 of this Prospectus.

The portfolio turnover of each fund may be higher than other mutual funds
with similar investment objectives. Higher turnover would generate
correspondingly greater brokerage commissions, which is a cost that the funds
pay directly. Portfolio turnover may also affect the character of capital gains,
if any, realized and distributed by a fund since short-term capital gains are
taxable as ordinary income.

REPURCHASE AGREEMENTS

WHEN-ISSUED SECURITIES

SHORT SALES

RULE 144A SECURITIES

The funds may, from time to time, purchase Rule 144A securities when they
present attractive investment opportunities that otherwise meet the funds'

Prospectus Information Regarding the Funds 13

criteria for selection. Rule 144A securities are securities that are privately
placed with and traded among qualified institutional investorsrather than the
general public. Although Rule 144A securities are considered "restricted
securities," they are not necessarily illiquid.

With respect to securities eligible for resale under Rule 144A, the staff
of the Securities and Exchange Commission has taken the position that the
liquidity of such securities in the portfolio of a fund offering redeemable
securities is a question of fact for the Board of Directors to determine, such
determination to be based upon a consideration of the readily available trading
markets and the review of any contractual restrictions. The staff also
acknowledges that, while the board retains ultimate responsibility, it may
delegate this function to the manager. Accordingly, the board has established
guidelines and procedures for determining the liquidity of Rule 144A securities
and has delegated the day-to-day function of determining the liquidity of Rule
144A securities to the manger. The board retains the responsibility to monitor
the implementation of the guidelines and procedures it has adopted.

PERFORMANCE ADVERTISING

From time to time, the funds may advertise performance data. Fund
performance may be shown by presenting one or more performance measurements,
including cumulative total return or average annual total return. Performance
data may be quoted separately for the Institutional Class and for the other
classes offered by the funds.

The funds may also include in advertisements data comparing performance
with the performance of non-related investment media, published editorial
comments and performance rankings compiled by independent organizations (such as
Lipper Analytical Services) and publications that monitor the performance of
mutual funds. Performance information may be quoted numerically or may be
presented in a table, graph or other illustration. In addition, fund performance
may also be compared to well-known indices of market performance including the
Standard & Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite
Index and the Morgan Stanley Capital International Europe, Australia, Far East
Index (EAFE Index). Fund performance may also be compared to the rankings
prepared by Lipper Analytical Services, Inc. In addition, fund performance may
be compared, on a relative basis, to other funds in our fund family. This
relative comparison, which may be based upon historical or expected fund
performance, volatility or other fund characteristics, may be presented
numerically, graphically or in text. Fund performance may also be combined or
blended with other funds in our fund family, and that combined or blended
performance may be compared to the same indices to which individual funds may be
compared.

14 Information Regarding the Funds American Century Investments

HOW TO INVEST WITH
AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

The funds offered by this Prospectus are a part of the American Century
Investments family of mutual funds. Our family provides a full range of
investment opportunities, from the aggressive equity growth funds in our
Twentieth Century Group, to the fixed income funds in our Benham Group, to the
moderate risk and specialty funds in our American Century Group. Please call
1-800-345-3533 for a brochure or prospectuses for the other funds in the
American Century Investments family.

INVESTING IN AMERICAN CENTURY

If you own or are considering purchasing fund shares through a bank,
broker-dealer or other financial intermediary, the following sections as well as
the information contained in our Investor Services Guide, may not apply to you.
Please read "Minimum Investment," page 16 and"Customers of Banks, Broker-Dealers
and Other Financial Intermediaries," page 20.

HOW TO OPEN AN ACCOUNT

You may invest in the following ways:

BY MAIL

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

BY WIRE

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

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

o BENEFICIARY (BNF):
American Century Services Corporation
4500 Main St., Kansas City, Missouri 64141-6200

o BENEFICIARY ACCOUNT NUMBER (BNF ACCT):
2804918

o REFERENCE FOR BENEFICIARY (RFB):
American Century account number into which you are investing. If more than
one, leave blank and see Bank to Bank Information below.

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

o BANK TO BANK INFORMATION
(BBI OR FREE FORM TEXT):

o Taxpayer identification or Social Security number.

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

o Current tax year, previous tax year or rollover designation if an IRA.
Specify whether IRA, SEP-IRA or SARSEP-IRA.

BY EXCHANGE

Call 1-800-345-3533 from 7 a.m. to 7 p.m. Central time to get information
on opening an account by exchanging from another American Century account. See
page 16 for more information on exchanges.

IN PERSON

If you prefer to work with a representative in person, please visit one of
our Investors Centers, located at:

4500 Main Street
Kansas City, Missouri 64111

Prospectus How to Invest with American Century Investments 15

1665 Charleston Road
Mountain View, California 94043

2000 S. Colorado Blvd.
Denver, Colorado 80222

SUBSEQUENT INVESTMENTS

BY MAIL

BY TELEPHONE

Once your account is open, you may make investments by telephone if you
have authorized us (by choosing "Full Services" on your application) to draw on
your bank account. You may call an Institutional Service Representative or use
our Automated Information Line.

BY WIRE

You may make subsequent investments by wire. Follow the wire transfer
instructions on page 15 and indicate your account number.

IN PERSON

You may make subsequent investments in person at one of our Investors
Centers. The locations of our three Investors Centers are listed on pages 15 and
16.

AUTOMATIC INVESTMENT PLAN

MINIMUM INVESTMENT

HOW TO EXCHANGE FROM ONE ACCOUNT TO ANOTHER

If, in any 90-day period, the total of your exchanges and your
redemptions from any one account exceeds

16 How to Invest with American Century Investments American Century Investments

IN ORDER TO DISCOURAGE THE EXCHANGE OF SHARES OF INTERNATIONAL DISCOVERY
SHORTLY AFTER THEIR PURCHASE, EXCHANGE OF THOSE SHARES WITHIN 180 DAYS OF THEIR
PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE SHARES
EXCHANGED. This fee will be retained by the fund to help minimize the impact
such exchanges have of fund performance and, hence, on the other shareholders of
the fund. For the purposes of determining the applicability of this fee, shares
first purchased will be deemed to be the shares first exchanged. The funds
reserve the right to modify their policy regarding this redemption fee or to
waive such policy in whole or in part for certain classes of investors.

BY MAIL

You may direct us in writing to exchange your shares from one American
Century account to another. For additional information, please see our Investor
Services Guide.

BY TELEPHONE

HOW TO REDEEM SHARES

Please note that a request to redeem shares in an IRA or 403(b) plan must
be accompanied by an executed IRS Form W4-P and a reason for withdrawal as
specified by the IRS.

BY MAIL

BY TELEPHONE

If you have authorized us to accept telephone instructions, you may redeem
your shares by calling an Institutional Service Representative.

BY CHECK-A-MONTH

You may redeem shares by Check-A-Month. A Check-A-Month plan automatically
redeems enough shares each month to provide you with a check in an amount you
choose (minimum $50). To set up a Check-A-Month plan, please call and request
our Check-A-Month brochure.

OTHER AUTOMATIC REDEMPTIONS

REDEMPTION PROCEEDS

Prospectus How to Invest with American Century Investments 17

Redemption proceeds may be sent to you in one of the following ways:

BY CHECK

BY WIRE AND ACH

You may authorize us to transmit redemption proceeds by wire or ACH. These
services will be effective 15 days after we receive the authorization.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

SIGNATURE GUARANTEE

o redeeming more than $25,000; or

o establishing or increasing a Check-A-Month or automatic transfer on
an existing account.

You can obtain a signature guarantee from a bank or trust company, credit
union, broker-dealer, securities exchange or association, clearing agency or
savings association, as defined by federal law.

We reserve the right to require a signature guarantee on any transaction,
or to change this policy at any time.

SPECIAL SHAREHOLDER SERVICES

Our special shareholder services include:

18 How to Invest with American Century Investments American Century Investments

OPEN ORDER SERVICE

Because of their time-sensitive nature, open order transactions are
accepted only by telephone or in person. These transactions are subject to
exchange limitations described in each fund's Prospectus, except that orders and
cancellations received before 2 p.m. Central time are effective the same day,
and orders or cancellations received after 2 p.m. Central time are effective the
next business day.

TAX-QUALIFIED RETIREMENT PLANS

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

o Individual Retirement Accounts (IRAs);

o 403(b) plans for employees of public school systems and nonprofit
organizations; or

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

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

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

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

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

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

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

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

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

(6) We have established procedures designed to assure the authenticity of
instructions received by telephone. These procedures include
requesting personal identification from callers, recording telephone
calls, and providing written confirmations of telephone transactions.
These procedures are designed to protect shareholders from
unauthorized or fraudulent instructions. If we do not employ
reasonable procedures to confirm the genuineness of instructions, then
we may be liable for losses due to unauthorized or fraudulent
instructions. The company, its transfer agent and investment advisor
will not be

Prospectus How to Invest with American Century Investments 19

responsible for any loss due to instructions they reasonably believe
are genuine.

(7) All signatures should be exactly as the name appears in the
registration. If the owner's name appears in the registration as Mary
Elizabeth Jones, she should sign that way and not as Mary E. Jones.

(8) Unusual stock market conditions have in the past resulted in an
increase in the number of shareholder telephone calls. If you
experience difficulty in reaching us during such periods, you may send
your transaction instructions by mail, express mail or courier
service, or you may visit one of our Investors Centers. You may also
use our Automated Information Line if you have requested and received
an access code and are not attempting to redeem shares.

(10) We will perform special inquiries on shareholder accounts. A research
fee of $15 per hour may be applied.

REPORTS TO SHAREHOLDERS

No later than January 31 of each year, we will send you reports that you
may use in completing your U.S. income tax return. See the Investor Services
Guide for more information.

CUSTOMERS OF BANKS, BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES

Information contained in our Investor Services Guide pertains to
shareholders who invest directly with American Century rather than through a
bank, broker-dealer or other financial intermediary.

20 How to Invest with American Century Investments American Century Investments

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

The price of your shares is also referred to as their net asset value. Net
asset value is determined by calculating the total value of the fund's assets,
deducting total liabilities and dividing the result by the number of shares
outstanding. For all American Century funds, except the funds issued by the
American Century Target Maturities Trust, net asset value is determined at the
close of regular trading on each day that the New York Stock Exchange is open,
usually 3 p.m. Central time. The net asset values for the Target Maturities
funds are determined one hour prior to the close of the Exchange.

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

Investments by telephone pursuant to your prior authorization to us to draw
on your bank account are considered received at the time of your telephone call.

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized
as follows:

Trading in securities on European and Far Eastern securities exchanges and
over-the-counter markets is normally completed at various times before the close

Prospectus Additional Information You Should Know 21

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset value of the Investor Class of the funds are published in
leading newspapers daily. The net asset value of the Institutional Class of each
fund may be obtained by calling us.

DISTRIBUTIONS

TAXES

TAX-DEFERRED ACCOUNTS

TAXABLE ACCOUNTS

22 Additional Information You Should Know American Century Investments

should note that any loss realized upon the sale or redemption of shares held
for six months or less will be treated as a long-term capital loss to the extent
of any distribution of long-term capital gain to you with respect to such
shares.

Prospectus Additional Information You Should Know 23

in a postponement of the recognition of such loss for federal income tax
purposes.

MANAGEMENT

INVESTMENT MANAGEMENT

In June 1995, American Century Companies, Inc. ("ACC"), the parent of the
manager, acquired Benham Management International, Inc. In the acquisition,
Benham Management Corporation ("BMC"), the investment advisor to The Benham
Group of mutual funds, became a wholly owned subsidiary of ACC. Certain
employees of BMC provide investment management services to funds managed by the
manager, while certain employees of the manager provide investment management
services to funds managed by BMC.

The portfolio manager members of the teams managing the funds described in
this Prospectus and their work experience for the past five years are as
follows:

For the services provided to the Institutional Class of the funds, the
manager receives an annual fee calculated as a percentage of the average net
assets of the fund as follows:

International Discovery 1.55% of first $500 million
1.20% of the next $500 million
1.00% over $1 billion
- -----------------------------------------------------------------------------

24 Additional Information You Should Know American Century Investments

owning a portfolio consisting primarily of foreign securities. The fee may also
be higher than the fee paid by many other international or foreign investment
companies.

CODE OF ETHICS

TRANSFER AND ADMINISTRATIVE SERVICES

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

DISTRIBUTION OF FUND SHARES

The funds' shares are distributed by American Century Investment Services,
Inc., a registered broker-dealer and an affiliate of the manager. The manager
pays all expenses for promoting sales of, and distributing the Institutional
Class shares offered by this Prospectus. The Institutional Class of shares does
not pay any commissions or other fees to the distributor or to any other
broker-dealers or financial intermediaries in connection with the distribution
of fund shares.

Prospectus Additional Information You Should Know 25

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

American Century World Mutual Funds issues two series of $.01 par value
shares. Each series is commonly referred to as a fund. The assets belonging to
each series of shares are held separately by the custodian.

American Century offers four classes of each of the funds offered by this
Prospectus: an Investor Class, an Institutional Class, a Service Class, and an
Advisor Class. The shares offered by this Prospectus are Institutional Class
shares and have no up-front charges, commissions, or 12b-1 fees.

Each share, irrespective of series or class, is entitled to one vote for
each dollar of net asset value applicable to such share on all questions, except
for those matters which must be voted on separately by the series or class of
the shares affected. Matters affecting only one series or class are voted upon
only by that series or class.

26 Additional Information You Should Know American Century Investments

NOTES

Notes 27

NOTES

28 Notes

NOTES

Notes 29

P.O. Box 419385
Kansas City, Missouri
64141-6385

Person-to-person assistance:
1-800-345-3533 or 816-531-5575

Telecommunications Device for the Deaf:
1-800-345-1833 or 816-753-0700

Fax: 816-340-4655

Internet: www.americancentury.com

[american century logo]
American
Century(sm)

9704 [recycled logo]
SH-BKT-8012 Recycled
<PAGE>
PROSPECTUS

[american century logo]
American
Century(sm)

APRIL 1, 1997

TWENTIETH
CENTURY(R)
GROUP

INTERNATIONAL GROWTH
INTERNATIONAL DISCOVERY
EMERGING MARKETS

ADVISOR CLASS

[front cover]

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

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

AMERICAN CENTURY INVESTMENTS

Benham Group(R) American Century Group Twentieth Century Group

MONEY MARKET FUNDS ASSET ALLOCATION &
GOVERNMENT BOND FUNDS BALANCED FUNDS GROWTH FUNDS
DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS INTERNATIONAL FUNDS
MUNICIPAL BOND FUNDS SPECIALTY FUNDS

International Growth
International Discovery
Emerging Markets

PROSPECTUS

APRIL 1, 1997

INTERNATIONAL GROWTH o INTERNATIONAL
DISCOVERY o EMERGING MARKETS
ADVISOR CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc. is a part of American Century
Investments, a family of funds that includes nearly 70 no-load and low-load
mutual funds covering a variety of investment opportunities. Three of the funds
from our Twentieth Century Group are described in this Prospectus. Their
investment objectives are described on page 2 of this Prospectus. The other
funds are described in separate prospectuses.

The funds described in this Prospectus invest primarily in equity securities of
foreign issuers. Investment in securities of foreign issuers typically involves
a greater degree of risk than investment in domestic securities. Please read
"Risk Factors," page 11.

Each fund's shares offered by this Prospectus (the Advisor Class shares) are
sold at their net asset value with no sales charges or commissions. The Advisor
Class shares are subject to Rule 12b-1 services and distribution fees as
described in this Prospectus.

The Advisor Class shares are intended for purchase by participants in
employer-sponsored retirement or savings plans and for persons purchasing shares
through broker-dealers, banks, insurance companies and other financial
intermediaries that provide various administrative and distribution services.

American Century Investments
4500 Main Street o P.O. Box 419385
Kansas City, Missouri 64141-6385 o 1-800-345-3533
International calls: 816-531-5575
Telecommunications Device for the Deaf:
1-800-345-1833 o In Missouri: 816-753-0700
Internet: www.americancentury.com

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

Prospectus 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL GROWTH FUND

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL DISCOVERY FUND

AMERICAN CENTURY -- TWENTIETH CENTURY
EMERGING MARKETS FUND

The investment objective of Emerging Markets is capital growth. The fund will
seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers in
emerging market countries that are considered by the investment manager to have
prospects for appreciation. Due to the risks associated with such investments,
an investment in this fund may be considered speculative. The minimum investment
amount for this fund is $10,000.

SHARES OF INTERNATIONAL DISCOVERY AND EMERGING MARKETS EXCHANGED OR REDEEMED
WITHIN 180 DAYS OF THEIR PURCHASE ARE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE
VALUE OF THE SHARES EXCHANGED OR REDEEMED. This redemption fee is retained by
the fund and is intended to discourage shareholders from exchanging or redeeming
their shares shortly after their purchase, as well as minimize the impact such
exchanges and redemptions have on fund performance and, hence, on the other
shareholders of the fund.

There is no assurance that the funds will achieve their respective investment
objectives.

2 Investment Objectives American Century Investments

TABLE OF CONTENTS

Investment Objectives of the Funds..................2
Transaction and Operating Expense Table.............4
Financial Highlights................................5
Performance Information of Other Class..............6

INFORMATION REGARDING THE FUNDS

Investment Policies of the Funds....................8
International Growth.............................8
International Discovery..........................8
Emerging Markets.................................9
Policies Applicable to All Funds................10
Risk Factors.......................................11
Investing in Foreign Securities Generally.......11
Speculative Nature of International Discovery
and Emerging Markets.........................12
Investing in Emerging Market Countries..........12
Investing in Smaller Companies..................13
Investing in Lower Quality Debt Instruments.....13
Other Investment Practices, Their Characteristics
and Risks.......................................13
Forward Currency Exchange Contracts.............13
Indirect Foreign Investment.....................14
Sovereign Debt Obligations......................14
Portfolio Turnover..............................14
Repurchase Agreements...........................14
When-Issued Securities..........................15
Short Sales.....................................15
Rule 144A Securities............................15
Performance Advertising............................15

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

How to Purchase and Sell American Century Funds....17
How to Exchange from One American Century
Fund to Another.................................17
How to Redeem Shares...............................17
Special Requirements for Large Redemptions.........18
Telephone Services.................................18
Investors Line..................................18

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price........................................19
When Share Price Is Determined..................19
How Share Price Is Determined...................19
Where to Find Information About Share Price.....20
Distributions......................................20
Taxes..............................................20
Tax-Deferred Accounts...........................20
Taxable Accounts................................20
Management.........................................21
Investment Management...........................21
Code of Ethics..................................23
Transfer and Administrative Services............23
Distribution of Fund Shares........................23
Services and Distribution Fees..................23
Further Information About American Century.........24

Prospectus Table of Contents 3

TRANSACTION AND OPERATING EXPENSE TABLE

International International Emerging
Growth Discovery Markets

SHAREHOLDER TRANSACTION EXPENSES:

<S> <C> <C> <C>
Maximum Sales Load Imposed on Purchases................ none none none
Maximum Sales Load Imposed on Reinvested Dividends..... none none none
Deferred Sales Load.................................... none none none
Redemption Fee......................................... none none(1) none(1)
Exchange Fee........................................... none none none

ANNUAL FUND OPERATING EXPENSES (AS A PERCENTAGE OF NET ASSETS):

Management Fees(2)..................................... 1.17%(3) 1.50%(3) 1.75%(3)
12b-1 Fees(4).......................................... 0.50% 0.50% 0.50%
Other Expenses(5)...................................... 0.00% 0.00% 0.00%
Total Fund Operating Expenses(2)....................... 1.67%(3) 2.00%(3) 2.25%(3)

EXAMPLE:

You would pay the following expenses on a 1 year $ 17 $ 20 $ 23
$1,000 investment, assuming a 5% annual return and 3 years 52 62 70
redemption at the end of each time period(2): 5 years 90 107 119
10 years 196 231 256

(1) Shares of International Discovery or Emerging Markets exchanged or redeemed
within 180 days of their purchase are subject to a redemption fee of 2.0%
of the value of the shares exchanged or redeemed. This redemption fee is
retained by the fund. See "How to Exchange from One American Century Fund
to Another," page 17 and "How to Redeem Shares," page 17.

(3) International Growth pays an annual management fee of 1.25% of the first $1
billion of average net assets, 0.95% of the next $1 billion of average net
assets, and 0.85% of average net assets over $2 billion; International
Discovery pays an annual management fee of 1.50% of the first $500 million
of average net assets, 1.15% of the next $500 million average net assets,
and 0.95% of average net assets over $1 billion; and Emerging Markets pays
an annual management fee of 1.75% of the first $500 million of average net
assets, 1.25% of the next $500 million of average net assets, and 1.00% of
average net assets over $1 billion.

(4) The 12b-1 fee is designed to permit investors to purchase Advisor Class
shares through broker-dealers, banks, insurance companies and other
financial intermediaries. A portion of the fee is used to compensate them
for ongoing recordkeeping and administrative services that would otherwise
be performed by an affiliate of the manager, and a portion is used to
compensate them for distribution and other shareholder services. See
"Service and Distribution Fees," page 23.

</TABLE>

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

The shares offered by this Prospectus are Advisor Class shares. The funds offer
three other classes of shares, one of which is primarily available to retail
investors and two that are primarily available to institutional investors. The
other classes have different fee structures than the Advisor Class. The
difference in the fee structures among the classes is the result of their
separate arrangements for shareholder and distribution services and not the
result of any difference in amounts charged by the manager for core investment
advisory services. Accordingly, the core investment advisory expenses do not
vary by class. A difference in fees will result in different performance for
those classes. For additional information about the various classes, see
"Further Information About American Century," at page 24.

4 Transaction and Operating Expense Table American Century Investments

FINANCIAL HIGHLIGHTS
INTERNATIONAL GROWTH

The sale of the Advisor Class of the fund commenced on October 2, 1996.
Performance information of the original class of shares, which commenced
operations on May 9, 1991, is presented on page 6.

The Financial Highlights for the period presented have been audited by Ernst &
Young LLP, independent auditors, whose report thereon appears in the fund's
annual report, which is incorporated by reference into the Statement of
Additional Information. The annual report contains additional performance
information and will be made available upon request and without charge. The
information presented is for a share outstanding throughout the period ended
November 30, 1996.

1996(1)

PER-SHARE DATA

Net Asset Value, Beginning of Period.............................. $8.41
--------

Income from Investment Operations
Net Investment (Loss)........................................ (.01)(2)

Net Realized and Unrealized Gain on Investment
Transactions.............................................. .32
--------

Total from Investment Operations............................. .31
--------

Net Asset Value, End of Period.................................... $8.72
=======

TOTAL RETURN(3).............................................. 3.69%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets............ 1.67%(4)

Ratio of Net Investment (Loss) to Average Net Assets......... (.76)%(4)

Portfolio Turnover Rate...................................... 158%

Average Commission Paid per Investment Security Traded....... $.020

Net Assets, End of Period (in thousands)..................... $3,803

(1) October 2, 1996 (commencement of sale of the Advisor Class) through
November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns are not annualized.

(4) Annualized.

Prospectus Financial Highlights 5

PERFORMANCE INFORMATION OF OTHER CLASS
INTERNATIONAL GROWTH

The original class of shares of International Growth were designated the
"Investor Class" effective September 3, 1996. The financial information in the
following table reflects the performance of the fund's Investor Class of shares.
Investor Class shares have a total expense ratio that is 0.25% lower than the
Advisor Class shares offered by this Prospectus. Had the Advisor Class shares
been in existence for the fund for the time periods presented, the performance
results for that class would be lower as a result of the additional expense.

The performance information for the fiscal year ended November 30, 1996, has
been audited by Ernst & Young LLP, independent auditors, whose report thereon
appears in the fund's annual report, which is incorporated by reference into the
Statement of Additional Information. The annual report contains additional
performance information and will be made available upon request and without
charge. The Financial Highlights for the periods ended on or before November 30,
1995, have been audited by Baird, Kurtz & Dobson, independent certified public
accountants. The information presented is for an Investor Class share
outstanding throughout the years ended November 30, except as noted.
<TABLE>

1996 1995 1994 1993 1992 1991(1)

PER-SHARE DATA

<S> <C> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period..................... $7.51 $7.47 $7.34 $5.79 $5.33 $5.10
------- ------- ------- ------- ------- -------

Income From Investment Operations
Net Investment Income (Loss).......................... (.01)(2) .01 (.04) (.04) .06 .01

Net Realized and Unrealized Gain on Investment
Transactions.......................................... 1.24 .40 .57 1.78 .41 .22
------- ------- ------- ------- ------- -------

Total from Investment Operations...................... 1.23 .41 .53 1.74 .47 .23
------- ------- ------- ------- ------- -------

Distributions

From Net Investment Income............................ (.01) -- -- (.036) (.005) --

In Excess of Net Investment Income.................... -- -- -- (.155) (.002) --

From Net Realized Gains on Investment Transactions.... -- (.372) (.402) -- -- --
------- ------- ------- ------- ------- -------

Total Distributions................................... (.01) (.372) (.402) (.191) (.007) --
------- ------- ------- ------- ------- -------

Net Asset Value, End of Period........................... $8.73 $7.51 $7.47 $7.34 $5.79 $5.33
======= ======= ======= ======= ======= =======

TOTAL RETURN(3)....................................... 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets..... 1.65%(4) 1.77% 1.84% 1.90% 1.91% 1.93%(5)

Ratio of Net Investment Income (Loss)
to Average Net Assets............................... (.07)% .25% (.53)% (.34)% .95% .26%(5)

Portfolio Turnover Rate............................... 158% 169% 242% 255% 180% 84%

Average Commission Paid per Investment Security Traded $.0195 $.0020 --(6) --(6) --(6) --(6)

Net Assets, End of Period (in thousands)..............$1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076

(1) May 9, 1991, (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

6 Performance Information of Other Class American Century Investments

PERFORMANCE INFORMATION OF OTHER CLASS
INTERNATIONAL DISCOVERY

The Advisor Class of the fund was established September 3, 1996, however no
shares had been issued prior to the fund's fiscal year end. The financial
information in this table regarding selected per share data for the fund
reflects the performance of the fund's original class of shares, which was
redesignated the "Investor Class" of shares, effective September 3, 1996. The
Investor Class shares have a total expense ratio that is 0.25% lower than the
Advisor Class. Had the Advisor Class been in existence for the fund for the time
periods presented, the fund's performance information would be lower as a result
of the additional expense.

The Financial Highlights for the fiscal year ended November 30, 1996, have been
audited by Ernst & Young LLP, independent auditors, whose report thereon appears
in the fund's annual report, which is incorporated by reference into the
Statement of Additional Information. The annual report contains additional
performance information and will be made available upon request and without
charge. The Financial Highlights for the periods ended on or before November 30,
1995, have been audited by Baird, Kurtz & Dobson, independent certified public
accountants. The information presented is for a share outstanding throughout the
years ended November 30, except as noted.
<TABLE>

1996 1995 1994(1)

PER-SHARE DATA

<S> <C> <C> <C>
Net Asset Value at Beginning of Period................... $5.70 $5.39 $5.00
------- ------- ------

Income from Investment Operations
Net Investment Income (Loss)......................... (.02)(2) .03 (.02)

Net Realized and Unrealized Gain
on Investment Transactions........................... 1.95 .28 .41
------- ------- ------

Total from Investment Operations..................... 1.93 .31 .39
------- ------- ------

Distributions

From Net Investment Income........................... (.01) - -
------- ------- ------

In Excess of Net Investment Income................... (.02) - -
------- ------- ------

Total Distributions.................................. (.03) - -

Net Asset Value, End of Period............................ $7.60 $5.70 $5.39
======= ======= =======

TOTAL RETURN(3)........................................... 34.06% 5.75% 7.80%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets......... 1.88%(4) 2.00% 2.00%(5)

Ratio of Net Investment Income (Loss) to Average Net Assets (.31)% .27%
(.48)%(5)

Portfolio Turnover Rate................................... 130% 168% 56%

Average Commission Paid per Investment Security Traded.... $.0054 $.0040 -(6)

Net Assets, End of Period (in thousands).................. $377,128 $114,579 $111,202

(1) April 1, 1994, (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

Prospectus Performance Information of Other Class 7

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

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

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK FACTORS,"
PAGE 11 BEFORE MAKING AN INVESTMENT IN EITHER FUND.

INTERNATIONAL GROWTH

The investment objective of International Growth is capital growth. The fund
will seek to achieve its investment objective by investing primarily in
securities of foreign issuers that meet certain fundamental and technical
standards of selection (relating primarily to acceleration of earnings and
revenues) and have, in the opinion of the manager, potential for appreciation.
The fund will invest primarily in issuers in developed markets. The fund will
invest primarily in equity securities (defined to include equity equivalents) of
such issuers. The fund will attempt to stay fully invested in such securities,
regardless of the movement of stock prices generally.

Although the primary investment of the fund will be equity securities, the fund
may also invest in other types of securities consistent with the accomplishment
of the fund's objectives. When the manager believes that the total return
potential of other securities equals or exceeds the potential return of equity
securities, the fund may invest up to 35% in such other securities.

The other securities the fund may invest in are bonds, notes and debt securities
of companies and obligations of domestic or foreign governments and their
agencies. The fund will limit its purchases of debt securities to investment
grade obligations. For long-term debt obligations this includes securities that
are rated Baa or better by Moody's Investors Service, Inc. or BBB or better by
Standard & Poor's Corporation, or that are not rated but considered by the
manager to be of equivalent quality. According to Moody's, bonds rated Baa are
medium grade and possess some speculative characteristics. A BBB rating by S&P
indicates S&P's belief that a security exhibits a satisfactory degree of safety
and capacity for repayment, but is more vulnerable to adverse economic
conditions or changing circumstances than is the case with higher-quality debt
securities (see "An Explanation of Fixed Income Securities Ratings," in the
Statement of Additional Information).

INTERNATIONAL DISCOVERY

The investment objective of International Discovery is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers that meet
certain fundamental and technical standards of selection (relating primarily to
acceleration of earnings and revenues). The fund will invest its assets
primarily in equity securities of smaller foreign issuers (those issuers having,
at the time of investment, a market capitalization of less than U.S. $1 billion
or a public float of less than U.S. $500 million). The "public float" of an
issuer is defined as the aggregate market value of the issuer's outstanding
securities held by non-affiliates of the issuer. The fund may invest up to 50%
of its assets in securities of issuers in emerging market countries.

The manager will purchase securities of issuers that have, in the opinion of the
manager, significant growth potential. The fund will seek to invest in
securities of issuers with one or more identifiable catalysts that, in the
opinion of the manager, are likely to cause the issuer to experience
accelerating growth.

8 Information Regarding the Funds American Century Investments

Such catalysts may include a change in the issuer's operating environment, the
development of a significant or potentially significant new product, service or
technology, an improvement in business outlook for the issuer or other similar
factors.

As noted, the fund may invest in smaller foreign issuers in both (i) countries
characterized as having developed markets and in (ii) countries characterized as
having emerging markets. DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH THE FUND'S
INVESTMENT STRATEGY, AN INVESTMENT IN THE FUND MAY BE CONSIDERED TO BE
SPECULATIVE. See "Speculative Nature of International Discovery and Emerging
Markets," page 12.

The fund may invest in securities of any type of issuer, including closed-end
investment companies, governments and governmental entities, as well as
corporations, partnerships and other business organizations. The manager
believes that common stocks and other equity and equity equivalent securities
ordinarily offer the greatest potential for capital appreciation and will
constitute the majority of the fund's investments. The fund may invest, however,
in any security the manager believes has the potential for capital appreciation.
The other securities the fund may invest in include bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will attempt to stay fully invested in appreciating
securities, regardless of the movement of stock and bond prices generally.

There are no credit quality or maturity restrictions with regard to the bonds,
corporate debt securities, and government obligations in which the fund may
invest, although less than 35% of the fund's assets will be invested in below
investment grade fixed income securities (see "An Explanation of Fixed Income
Securities Ratings" in the Statement of Additional Information). Debt
securities, especially those of issuers in emerging market countries, may be of
poor quality and speculative in nature. While these securities will primarily be
chosen for their appreciation potential, the fund may also take the potential
for income into account when selecting investments.

To enhance the fund's liquidity, at least 50% of the fund's assets will be
invested in developed market countries at all times. However, the percentage of
the assets of the fund invested in developed and emerging markets will vary as,
in the opinion of the manager, market conditions warrant. No more than 15% of
the fund's assets may be invested in illiquid investments at any time.

EMERGING MARKETS

The investment objective of Emerging Markets is capital growth. The fund will
seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities that meet certain
fundamental and technical standards of selection (relating primarily to
acceleration of earnings and revenues). The fund will invest its assets
primarily in the securities of issuers in emerging market countries. The
securities in which the fund may invest include not only the securities of
issuers located or principally traded in emerging market countries, but also
include the securities of issuers which derive a significant portion of their
business from emerging market countries. See "Policies Applicable to All Funds,"
page 10. DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH INVESTING IN EMERGING
MARKETS, AN INVESTMENT IN THE FUND MAY BE CONSIDERED TO BE SPECULATIVE. See
"Speculative Nature of International Discovery and Emerging Markets," page 12.

The fund may invest in securities of any type of issuer, including closed-end
investment companies, governments and governmental entities, as well as
corporations, partnerships and other business organizations. The manager
believes that common stocks and other equity and equity equivalent securities
ordinarily offer the greatest potential for capital appreciation and will
constitute the majority of the fund's investments. The fund may invest, however,
in any security the manager believes has the potential for capital appreciation.
The other securities the fund may invest in include bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will attempt to stay fully invested in appreciating
securities, regardless of the movement of stock and bond prices generally.

Prospectus Information Regarding the Funds 9

securities. See "An Explanation of Fixed Income Securities Ratings" in the
Statement of Additional Information. Debt securities, especially those of
issuers in emerging market countries, may be of poor quality and speculative in
nature. While these securities will primarily be chosen for their appreciation
potential, the fund may also take the potential for income into account when
selecting investments.

POLICIES APPLICABLE TO ALL FUNDS

The funds may make foreign investments either directly in foreign securities, or
indirectly by purchasing depositary receipts or depositary shares or similar
instruments ("DRs") for foreign securities. DRs are securities that are listed
on exchanges or quoted in over-the-counter markets in one country but represent
shares of issuers domiciled in another country. The funds may also purchase
securities of such issuers in foreign markets, either on foreign securities
exchanges or in the over-the-counter markets.

The funds may also invest in other equity securities and equity equivalents.
Other equity securities and equity equivalents include securities that permit
the funds to receive an equity interest in an issuer, the opportunity to acquire
an equity interest in an issuer, or the opportunity to receive a return on its
investment that permits the fund to benefit from the growth over time in the
equity of an issuer. Examples of other equity securities and equity equivalents
are preferred stock, convertible preferred stock and convertible debt
securities. Equity equivalents may also include securities whose value or return
is derived from the value or return of a different security. An example of one
type of derivative security in which the funds might invest is a depositary
receipt.

Notwithstanding the funds' respective investment objectives of capital growth,
under exceptional market or economic conditions, each fund may temporarily
invest all or a substantial portion of its assets in cash or investment-grade
short-term securities (denominated in U.S. dollars or foreign currencies).

To the extent a fund assumes a defensive position, it will not be pursuing its
investment objective of capital growth.

In addition to other factors that will affect their value, the value of a fund's
investments in fixed income securities will change as prevailing interest rates
change. In general, the prices of such securities vary inversely with interest
rates. As prevailing interest rates fall, the prices of bonds and other
securities that trade on a yield basis rise. When prevailing interest rates
rise, bond prices generally fall. These changes in value may, depending upon the
particular amount and type of fixed income securities holdings of a fund, impact
the net asset value of that fund's shares. See "How Share Price is Determined,"
page 19.

Under normal conditions, each fund will invest at least 65% of its assets in
equity and equity equivalent securities of issuers from at least three countries
outside of the United States. While securities of U.S. issuers may be included
in the portfolio from time to time, it is the primary intent of the manager to
diversify investments in a fund across a broad range of foreign issuers. The
manager defines "foreign issuer" as an issuer of securities that is domiciled
outside the United States, derives at least 50% of its total revenue from
production or sales outside the United States, and/or whose principal trading
market is outside the United States.

The funds consider "emerging market countries" to include all countries that are
generally considered to be developing or emerging countries by the International
Bank for Reconstruction and Development (commonly referred to as the World Bank)
and the International Finance Corporation (IFC), as well as countries that are
classified by the United Nations as developing. Currently, the countries not
included in this category are the United States, Canada, Japan, the United
Kingdom, Germany, Austria, France, Italy, Ireland, Spain, Belgium, the
Netherlands, Switzerland, Sweden, Finland, Norway, Denmark, Australia and New
Zealand. In addition, as used in this Prospectus, "securities of issuers in
emerging market countries" means (i) securities of issuers the principal
securities trading market for which is an emerging market country, (ii)
securities, regardless of where traded, of issuers that derive 50% or more of
their total revenue from either goods or

10 Information Regarding the Funds American Century Investments

services produced in emerging market countries or sales made in emerging market
countries, or (iii) securities of issuers having their principal place of
business or principal office in emerging market countries.

The principal criteria for inclusion of a security in a fund's portfolio is its
ability to meet the fundamental and technical standards of selection and, in the
opinion of the manager, to achieve better-than-average appreciation. If, in the
opinion of the manager, a particular security satisfies these principal
criteria, the security may be included in the fund's portfolio, regardless of
the location of the issuer or the percentage of the fund's investments in the
issuer's country (subject to the investment policies of the particular fund) or
region.

At the same time, however, the manager recognizes that both the selection of a
fund's individual securities and the allocation of the portfolio's assets across
different countries and regions are important factors in managing an
international portfolio. For this reason, the manager will also consider a
number of other factors in making investment selections including: the prospects
for relative economic growth among countries or regions, economic and political
conditions, expected inflation rates, currency exchange fluctuations and tax
considerations.

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

Investing in securities of foreign issuers generally involves greater risks than
investing in the securities of domestic companies. As with any investment in
securities, the value of an investment in the funds can decrease as well as
increase, depending upon a variety of factors which may affect the values and
income generated by the funds' portfolio securities. Investments in the funds
should not be considered a complete investment program and may not be
appropriate for an individual with limited investment resources or who is unable
to tolerate fluctuations in the value of the investment. Potential investors
should carefully consider the following factors:

Currency Risk. The value of the foreign investments held by the funds may be
significantly affected by changes in currency exchange rates. The dollar value
of a foreign security generally decreases when the value of the dollar rises
against the foreign currency in which the security is denominated and tends to
increase when the value of the dollar falls against such currency. In addition,
the value of fund assets may be affected by losses and other expenses incurred
in converting between various currencies in order to purchase and sell foreign
securities and by currency restrictions, exchange control regulation, currency
devaluations and political developments.

Political and Economic Risk. The economies of many of the countries in which the
funds invest are not as developed as the economy of the United States and may be
subject to significantly different forces. Political or social instability,
expropriation, nationalization, or confiscatory taxation, and limitations on the
removal of funds or other assets, could also adversely affect the value of
investments. Further, the funds may encounter difficulties or be unable to
pursue legal remedies or obtain judgments in foreign courts.

Regulatory Risk. Foreign companies are generally not subject to the regulatory
controls imposed on U.S. issuers and, in general, there is less publicly
available information about foreign securities than is available about domestic
securities. Many foreign companies are not subject to uniform accounting,
auditing and financial reporting standards, practices and requirements
comparable to those applicable to domestic companies. Income from foreign
securities owned by the funds may be reduced by a withholding tax at the source
which would reduce dividend income payable to shareholders. See "Taxes," page
20.

Market and Trading Risk. Brokerage commission rates in foreign countries, which
are generally fixed rather than subject to negotiation as in the U.S., are
likely to be higher. The securities markets in many of the countries in which
the funds invest will have substantially less trading volume than the principal
U.S. markets. As a result, the securities of some companies in these countries
may be less liquid and more volatile than comparable U.S. securities.
Furthermore, one securities broker may represent all or a significant part of
the trading volume in a particular country, resulting in higher trading costs
and decreased liquidity due to a lack of alternative trading partners. There is
generally less government regulation and supervision of foreign stock exchanges,
brokers and issuers which may make it difficult to enforce contractual
obligations.

Prospectus Information Regarding the Funds 11

Clearance and Settlement Risk. Foreign securities markets also have different
clearance and settlement procedures, and in certain markets there have been
times when settlements have been unable to keep pace with the volume of
securities transactions, making it difficult to conduct such transactions.
Delays in clearance and settlement could result in temporary periods when assets
of the funds are uninvested and no return is earned thereon. The inability of
the funds to make intended security purchases due to clearance and settlement
problems could cause the funds to miss attractive investment opportunities.
Inability to dispose of portfolio securities due to clearance and settlement
problems could result either in losses to the funds due to subsequent declines
in value of the portfolio security or, if the fund has entered into a contract
to sell the security, liability to the purchaser.

SPECULATIVE NATURE OF INTERNATIONAL DISCOVERY AND EMERGING MARKETS

In addition to the risks posed by foreign investing generally, International
Discovery will be investing in the securities of companies having comparatively
small market capitalizations, and Emerging Markets will be investing primarily
in securities of issuers in emerging market countries. Likewise, International
Discovery may invest up to 50% of its assets in issuers in emerging market
countries. See "Investing in Emerging Market Countries," this page and
"Investing in Smaller Companies," page 13. As a result, an investment in these
funds should be considered to be speculative. The fund is intended for
aggressive investors seeking significant gains through investments in foreign
securities. Those investors must be willing and able to accept the significantly
greater risks associated with the investment strategy that the funds will
pursue. An investment in the funds should not be considered a complete
investment program and is not appropriate for individuals with limited
investment resources or who are unable to tolerate fluctuations in the value of
their investment.

INVESTING IN EMERGING MARKET COUNTRIES

The economies of emerging market countries may be predominantly based on only a
few industries or dependent on revenues from particular commodities or on
international aid or development assistance, may be highly vulnerable to changes
in local or global trade conditions, and may suffer from extreme and volatile
debt burdens or inflation rates. In addition, securities markets in emerging
market countries may trade a small number of securities and may be unable to
respond effectively to increases in trading volume, potentially resulting in a
lack of liquidity and greater volatility in the price of securities traded on
those markets.

12 Information Regarding the Funds American Century Investments

INVESTING IN SMALLER COMPANIES

International Discovery will invest primarily in securities of companies having,
at the time of investment, a market capitalization of less than U.S. $1 billion
or a public float of less than U.S. $500 million. These smaller companies may
present greater opportunities for capital appreciation, but may also involve
greater risks than large, mature issuers. Such companies may have limited
product lines, markets or financial resources, and their securities may trade
less frequently and in more limited volume than the securities of larger
companies. In addition, available information regarding these smaller companies
may be less available and, when available, may be incomplete or inaccurate. The
securities of such companies may also be more likely to be delisted from trading
on their primary domestic exchange. As a result, the securities of smaller
companies may experience significantly more price volatility and less liquidity
than securities of larger companies, and this volatility and limited liquidity
may be reflected in the net asset value of the fund.

INVESTING IN LOWER QUALITY DEBT INSTRUMENTS

There are no credit, maturity or investment amount restrictions on the bonds,
corporate debt securities and government obligations in which International
Discovery and Emerging Markets may invest. Debt securities, especially those in
emerging market countries, may be of poor quality, unrated and speculative in
nature. Debt securities rated lower than Baa by Moody's or BBB by S&P or their
equivalent, sometimes referred to as junk bonds, are considered by many to be
predominately speculative. See "An Explanation of Fixed Income Securities
Ratings," in the Statement of Additional Information. Changes in economic
conditions or other circumstances are more likely to lead to a weakened capacity
to make principal and interest payments on such securities than is the case with
higher quality debt securities. Regardless of rating levels, all debt securities
considered for purchase by the fund are analyzed by the manager to determine, to
the extent reasonably possible, that the planned investment is sound given the
investment objective of the fund.

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS
AND RISKS

For additional information, see "Investment Restrictions," in the Statement of
Additional Information.

FORWARD CURRENCY EXCHANGE CONTRACTS

To protect against adverse movements in exchange rates between currencies, a
fund may, for hedging purposes only, enter into forward currency exchange
contracts. A forward currency exchange contract obligates a fund to purchase or
sell a specific currency at a future date at a specific price.

A fund may elect to enter into a forward currency exchange contract with respect
to a specific purchase or sale of a security, or with respect to the fund's
portfolio positions generally.

Prospectus Information Regarding the Funds 13

portfolio hedging transaction where the fund would be obligated to deliver an
amount of foreign currency in excess of the aggregate value of its portfolio
securities or other assets denominated in, or whose value is tied to, that
currency.

Each fund will make use of portfolio hedging to the extent deemed appropriate by
the manager. However, it is anticipated that a fund will enter into portfolio
hedges much less frequently than transaction hedges.

Predicting the relative future values of currencies is very difficult, and there
is no assurance that any attempt to reduce the risk of adverse currency
movements through the use of forward currency exchange contracts will be
successful. In addition, the use of forward currency exchange contracts tends to
limit the potential gains that might result from a positive change in the
relationship between the foreign currency and the U.S. dollar.

INDIRECT FOREIGN INVESTMENT

Subject to certain restrictions contained in the Investment Company Act, each
fund may invest up to 10% of its assets in certain foreign countries indirectly
through investment funds and registered investment companies authorized to
invest in those countries. If the funds invest in investment companies, the
funds will bear their proportionate shares of the costs incurred by such
companies, including investment advisory fees, if any.

SOVEREIGN DEBT OBLIGATIONS

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial information
on pages 5-7 of this Prospectus.

The portfolio turnover of each fund may be higher than other mutual funds with
similar investment objectives. Higher turnover would generate correspondingly
greater brokerage commissions, which is a cost that the funds pay directly. It
may also affect the character of capital gains, if any, realized and distributed
by a fund since short-term capital gains are taxable as ordinary income.

REPURCHASE AGREEMENTS

Each fund may invest in repurchase agreements when such transactions present an
attractive short-term return on cash that is not otherwise committed to the
purchase of securities pursuant to the fund's investment policies.

A fund's risk in connection with repurchase agreements is the ability of the
seller to pay the repurchase price on the repurchase date. If the seller
defaults, the fund may incur costs, delays or losses.

14 Information Regarding the Funds American Century Investments

The funds will enter into repurchase agreements only with those commercial banks
and broker-dealers whose creditworthiness has been reviewed and found
satisfactory by the funds' manager pursuant to criteria adopted by the funds'
Board of Directors.

WHEN-ISSUED SECURITIES

Each fund may purchase new issues of securities on a when-issued basis without
limit when, in the opinion of the investment manager, such purchases will
further the investment objectives of the fund. The price of when-issued
securities is established at the time the commitment to purchase is made. In
developed markets, delivery of and payment for these securities typically occur
15 to 45 days after the commitment to purchase. In emerging markets, delivery
and payment may take significantly longer.

SHORT SALES

Each fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire an equal amount of the security being sold
short at no additional cost. These transactions allow a fund to hedge against
price fluctuations by locking in a sale price for securities it does not wish to
sell immediately.

A fund may make a short sale when it wants to sell the security it owns at a
current attractive price, but also wishes to defer recognition of gain or loss
for federal income tax purposes and for purposes of satisfying certain tests
applicable to regulated investment companies under the Internal Revenue Code.

RULE 144A SECURITIES

With respect to securities eligible for resale under Rule 144A, the staff of the
Securities and Exchange Commission has taken the position that the liquidity of
such securities in the portfolio of a fund offering redeemable securities is a
question of fact for the Board of Directors to determine, such determination to
be based upon a consideration of the readily available trading markets and the
review of any contractual restrictions. The staff also acknowledges that, while
the board retains ultimate responsibility, it may delegate this function to the
manager. Accordingly, the board has established guidelines and procedures for
determining the liquidity of Rule 144A securities and has delegated the
day-to-day function of determining the liquidity of Rule 144A securities to the
manager. The board retains the responsibility to monitor the implementation of
the guidelines and procedures it has adopted.

Since the secondary market for such securities is limited to certain qualified
institutional investors, the liquidity of such securities may be limited
accordingly and a fund may, from time to time, hold a Rule 144A security that is
illiquid. In such an event, the funds' manager will consider appropriate
remedies to minimize the effect on such fund's liquidity. No fund may invest
more than 15% of its assets in illiquid securities (securities that may not be
sold within seven days at approximately the price used in determining the net
asset value of fund shares).

PERFORMANCE ADVERTISING

From time to time, the funds may advertise performance data. Fund performance
may be shown by presenting one or more performance measurements, including
cumulative total return or average annual total return. Performance data may be
quoted separately for the Advisor Class and for the other classes offered by the
funds.

Prospectus Information Regarding the Funds 15

have produced the fund's cumulative total return over the same period if the
fund's performance had remained constant throughout.

The funds may also include in advertisements data comparing performance with the
performance of non-related investment media, published editorial comments and
performance rankings compiled by independent organizations (such as Lipper
Analytical Services) and publications that monitor the performance of mutual
funds. Performance information may be quoted numerically or may be presented in
a table, graph or other illustration. In addition, fund performance may be
compared to well-known indices of market performance including the Standard &
Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite Index and
the Morgan Stanley Capital International Europe, Australia, Far East Index (EAFE
Index). Fund performance may also be compared to the rankings prepared by Lipper
Analytical Services, Inc. In addition, fund performance may be compared, on a
relative basis, to other funds in our fund family. This relative comparison,
which may be based upon historical or expected fund performance, volatility or
other fund characteristics, may be presented numerically, graphically or in
text. Fund performance may also be combined or blended with other funds in our
fund family, and that combined or blended performance may be compared to the
same indices to which individual funds may be compared.

All performance information advertised by the funds is historical in nature and
is not intended to represent or guarantee future results. The value of fund
shares when redeemed may be more or less than their original cost.

16 Information Regarding the Funds American Century Investments

HOW TO INVEST WITH
AMERICAN CENTURY INVESTMENTS

The following section explains how to purchase, exchange and redeem Advisor
Class shares of the funds offered by this Prospectus.

HOW TO PURCHASE AND SELL AMERICAN
CENTURY FUNDS

One or more of the funds offered by this Prospectus is available as an
investment option under your employer-sponsored retirement or savings plan or
through or in connection with a program, product or service offered by a
financial intermediary, such as a bank, broker-dealer or an insurance company.
Since all records of your share ownership are maintained by your plan sponsor,
plan recordkeeper or other financial intermediary, all orders to purchase,
exchange and redeem shares must be made through your employer or other financial
intermediary, as applicable.

If you are purchasing through a retirement or savings plan, the administrator of
your plan or your employee benefits office can provide you with information on
how to participate in your plan and how to select an American Century fund as an
investment option.

If you are purchasing through a financial intermediary, you should contact your
service representative at the financial intermediary for information about how
to select American Century funds.

If you have questions about a fund, see "Investment Policies of the Funds," page
8, or call an Institutional Service Representative at 1-800-345-3533.

Orders to purchase shares are effective on the day we receive payment. See "When
Share Price is Determined," page 19.

We may discontinue offering shares generally in the funds (including any class
of shares of a fund) or in any particular state without notice to shareholders.

HOW TO EXCHANGE FROM ONE AMERICAN CENTURY
FUND TO ANOTHER

Your plan or program may permit you to exchange your investment in the shares of
a fund for shares of another fund. See your plan administrator, employee
benefits office or financial intermediary for details on the rules in your plan
governing exchanges.

Exchanges are made at the respective net asset values, next computed after
receipt of the exchange instruction by us. If in any 90-day period, the total of
the exchanges and redemptions from the account of any one plan participant or
financial intermediary client exceeds the lesser of $250,000 or 1% of a fund's
assets, further exchanges may be subject to special requirements to comply with
our policy on large redemptions. See "Special Requirements for Large
Redemptions," page 18.

IN ORDER TO DISCOURAGE THE EXCHANGE OF SHARES OF INTERNATIONAL DISCOVERY AND
EMERGING MARKETS SHORTLY AFTER THEIR PURCHASE, EXCHANGE OF THOSE SHARES WITHIN
180 DAYS OF THEIR PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE
VALUE OF THE SHARES EXCHANGED. This fee will be retained by the fund to help
minimize the impact such exchanges have on fund performance and, hence, on the
other shareholders of the fund. For the purposes of determining the
applicability of this fee, shares first purchased will be deemed to be the
shares first exchanged. The funds reserve the right to modify their policy
regarding this redemption fee or to waive such policy in whole or in part for
certain classes of investors.

HOW TO REDEEM SHARES

Subject to any restrictions imposed by your employer's plan or financial
intermediary's program, you can sell ("redeem") your shares through the plan or
financial intermediary at their net asset value. Your plan administrator,
trustee, or financial intermediary or other designated person must provide us
with redemption instructions. The shares will be redeemed at the net asset value
next computed after receipt of the instructions in good order. See "When Share
Price Is Determined," page 19. If you have any questions about how to redeem,
contact your plan administrator, employee benefits office, or service
representative at your financial intermediary, as applicable.

Prospectus How to Invest with American Century Investments 17

IN ORDER TO DISCOURAGE THE REDEMPTION OF SHARES OF INTERNATIONAL DISCOVERY AND
EMERGING MARKETS SHORTLY AFTER THEIR PURCHASE, REDEMPTION OF THOSE SHARES WITHIN
180 DAYS OF THEIR PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE
VALUE OF THE SHARES REDEEMED. This fee will be retained by the fund to help
minimize the impact such redemptions have on fund performance and, hence, on the
other shareholders of the fund. For the purposes of determining the
applicability of this fee, shares first purchased will be deemed to be the
shares first redeemed. The funds reserve the right to modify their policy
regarding this redemption fee or to waive such policy in whole or in part for
certain classes of investors.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

We have elected to be governed by Rule 18f-1 under the Investment Company Act,
which obligates each fund to redeem shares in cash, with respect to any one
participant account during any 90-day period, up to the lesser of $250,000 or 1%
of the assets of the fund. Although redemptions in excess of this limitation
will also normally be paid in cash, the funds reserve the right to honor these
redemptions by making payment in whole or in part in readily marketable
securities (a "redemption-in-kind").

If payment is made in securities, the securities will be selected by the fund,
will be valued in the same manner as they are in computing the fund's net asset
value and will be provided to the redeeming plan participant or financial
intermediary in lieu of cash without prior notice.

If you expect to make a large redemption and would like to avoid any possibility
of being paid in securities, you may do so by providing us with an unconditional
instruction to redeem at least 15 days prior to the date on which the redemption
transaction is to occur. The instruction must specify the dollar amount or
number of shares to be redeemed and the date of the transaction. Receipt of your
instruction 15 days prior to the transaction provides the fund with sufficient
time to raise the cash in an orderly manner to pay the redemption and thereby
minimizes the effect of the redemption on the fund and its remaining
shareholders.

Despite the fund's right to redeem shares through a redemption-in-kind, we do
not expect to exercise this option unless a fund has an unusually low level of
cash to meet redemptions and/or is experiencing unusually strong demands for its
cash. Such a demand might be caused, for example, by extreme market conditions
that result in an abnormally high level of redemption requests concentrated in a
short period of time. Absent these or similar circumstances, the funds expect
redemptions in excess of $250,000 to be paid in cash in any fund with assets of
more than $50 million if total redemptions from any one account in any 90-day
period do not exceed one-half of 1% of the total assets of the fund.

TELEPHONE SERVICES

INVESTORS LINE

To request information about our funds and a current prospectus, or get answers
to any questions that you may have about the funds and the services we offer,
call one of our Institutional Service Representatives at 1-800-345-3533.

18 How to Invest with American Century Investments American Century Investments

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

The price of your shares is also referred to as their net asset value. Net asset
value is determined by calculating the total value of the fund's assets,
deducting total liabilities and dividing the result by the number of shares
outstanding. For all American Century funds, except the funds issued by the
American Century Target Maturities Trust, net asset value is determined at the
close of regular trading on each day that the New York Stock Exchange is open,
usually 3 p.m. Central time. The net asset values for the Target Maturities is
determined one hour prior to the close of the Exchange.

Investments and requests to redeem or exchange shares will receive the share
price next determined after we receive your investment, redemption or exchange
request. For example, investments and requests to redeem or exchange shares
received by us or one of our agents before the time as of which the net asset
value is determined, are effective on, and will receive the price determined,
that day. Investment, redemption and exchange requests received thereafter are
effective on, and receive the price determined on, the next day the Exchange is
open.

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

It is the responsibility of your plan recordkeeper or financial intermediary to
transmit your purchase, exchange and redemption requests to the funds' transfer
agent prior to the applicable cut-off time for receiving orders and to make
payment for any purchase transactions in accordance with the funds' procedures
or any contractual arrangement with the funds or the funds' distributor in order
for you to receive that day's price.

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized as
follows:

Portfolio securities of each fund, except as otherwise noted, listed or traded
on a domestic securities exchange are valued at the last sale price on that
exchange. Portfolio securities primarily traded on foreign securities exchanges
are generally valued at the preceding closing values of such securities on the
exchange where primarily traded. If no sale is reported, or if local convention
or regulation so provides, the mean of the latest bid and asked prices is used.
Depending on local convention or regulation, securities traded over-the-counter
are priced at the mean of the latest bid and asked prices, or at the last sale
price. When market quotations are not readily available, securities and other
assets are valued at fair value as determined in accordance with procedures
adopted by the Board of Directors.

Debt securities not traded on a principal securities exchange are valued through
valuations obtained from a commercial pricing service or at the most recent mean
of the bid and asked prices provided by investment dealers in accordance with
procedures established by the Board of Directors.

The value of an exchange-traded foreign security is determined in its national
currency as of the close of trading on the foreign exchange on which it is
traded or as of the close of business on the New York Stock Exchange, if that is
earlier. That value is then converted to dollars at the prevailing foreign
exchange rate.

Trading in securities on European and Far Eastern securities exchanges and
over-the-counter markets is normally completed at various times before the close
of business on each day that the New York Stock Exchange is open. If an event
were to occur after the value of a security was established but before the net
asset value per share was determined which was likely to materially change the
net asset value, then that security would be valued at fair value as determined
in accordance with procedures adopted by the Board of Directors.

Prospectus Additional Information You Should Know 19

when the New York Stock Exchange is not open and on which a fund's net asset
value is not calculated. Therefore, such calculation does not take place
contemporaneously with the determination of the prices of many of the portfolio
securities used in such calculation and the value of a fund's portfolio may be
significantly affected on days when shares of the fund may not be purchased or
redeemed.

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class of International Growth and
International Discovery are published in leading newspapers daily. The net asset
value of the Investor Class of Emerging Markets will be published in newspapers
when the fund meets the minimum size requirements for listing. Because the total
expense ratio for the Advisor Class shares is 0.25% higher than the Investor
Class, their net asset values will be lower than the Investor Class. The net
asset value of the Advisor Class of each fund may be obtained by calling us.

DISTRIBUTIONS

In general, distributions from net investment income and net realized securities
gains, if any, are declared and paid annually, usually in December, but the
funds may make distributions on a more frequent basis to comply with the
distribution requirements of the Internal Revenue Code, in all events in a
manner consistent with the provisions of the Investment Company Act.

THE OBJECTIVE OF EACH FUND IS CAPITAL APPRECIATION AND NOT THE PRODUCTION OF
DISTRIBUTIONS. YOU SHOULD MEASURE THE SUCCESS OF YOUR INVESTMENT BY THE VALUE OF
YOUR INVESTMENT AT ANY GIVEN TIME AND NOT BY THE DISTRIBUTIONS YOU RECEIVE.

Participants in employer-sponsored retirement or savings plans must reinvest all
distributions. For shareholders investing in taxable accounts, distributions
will be reinvested unless you elect to receive them in cash. Distributions of
less than $10 generally will be reinvested. Distributions made shortly after a
purchase made by check or ACH may be held up to 15 days. You may elect to have
distributions on shares of Individual Retirement Accounts and 403(b) plans paid
in cash only if you are at least 591/2 years old or permanently and totally
disabled. Distribution checks normally are mailed within seven days after the
record date.

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

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

TAXES

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

TAX-DEFERRED ACCOUNTS

If fund shares are purchased through tax-deferred accounts, such as a qualified
employer-sponsored retirement or savings plan, income and capital gains
distributions paid by the funds will generally not be subject to current
taxation, but will accumulate in your account under the plan on a tax-deferred
basis.

TAXABLE ACCOUNTS

20 Additional Information You Should Know American Century Investments

be treated as a long-term capital loss to the extent of any distribution of
long-term capital gain to you with respect to such shares.

If a fund purchases the securities of certain foreign investment funds or trusts
called passive foreign investment companies, capital gains on the sale of such
holdings will be deemed to be ordinary income regardless of how long the fund
holds its investment. The fund may also be subject to corporate income tax and
an interest charge on certain dividends and capital gains earned from these
investments, regardless of whether such income and gains are distributed to
shareholders. In the alternative, the fund may elect to recognize cumulative
gains on such investments as of the last day of its fiscal year and distribute
it to shareholders.

Distributions are taxable to you regardless of whether they are taken in cash or
reinvested, even if the value of your shares is below your cost. If you purchase
shares shortly before a distribution, you must pay income taxes on the
distribution, even though the value of your investment (plus cash received, if
any) remains the same. In addition, the share price at the time you purchase
shares may include unrealized gains in the securities held in the investment
portfolio of a fund. If these portfolio securities are subsequently sold and the
gains are realized, they will, to the extent not offset by capital losses, be
paid to you as a distribution of capital gains and will be taxable to you as
short-term or long-term capital gains. See "Distributions," page 20.

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

If you have not complied with certain provisions of the Internal Revenue Code
and Regulations, we are required by federal law to withhold and remit to the IRS
31% of reportable payments (which may include dividends, capital gains
distributions and redemptions). Those regulations require you to certify that
the Social Security number or tax identification number you provide is correct
and that you are not subject to 31% withholding for previous under-reporting to
the IRS. You will be asked to make the appropriate certification on your
application. Payments reported by us that omit your Social Security number or
tax identification number will subject us to a penalty of $50, which will be
charged against your account if you fail to provide the certification by the
time the report is filed. This charge is not refundable.

Prospectus Additional Information You Should Know 21

MANAGEMENT

INVESTMENT MANAGEMENT

Under the laws of the State of Maryland, the Board of Directors is responsible
for managing the business and affairs of the funds. Acting pursuant to an
investment management agreement entered into with the funds, American Century
Investment Management, Inc. serves as the investment manager of the funds. Its
principal place of business is American Century Tower, 4500 Main Street, Kansas
City, Missouri 64111. The manager has been providing investment advisory
services to investment companies and institutional clients since it was founded
in 1958.

The manager supervises and manages the investment portfolio of each fund and
directs the purchase and sale of their investment securities. It utilizes a team
of portfolio managers, assistant portfolio managers and analysts acting together
to manage the assets of the funds. The team meets regularly to review portfolio
holdings and to discuss purchase and sale activity. The team adjusts holdings in
the funds' portfolios as they deem appropriate in pursuit of the funds'
investment objectives. Individual portfolio managers may also adjust portfolio
holdings of the funds as necessary between meetings.

The portfolio manager members of the teams managing the funds described in this
Prospectus and their work experience during the past five years are as follows:

HENRIK STRABO, Vice President and Portfolio Manager, joined American Century in
1993 as an Investment Analyst of the International Growth and International
Discovery team and has been a Portfolio Manager member of the team since 1994.
Prior to joining American Century, Mr. Strabo was Vice President, International
Equity Sales with Barclays de Zoete Wedd from 1991 to 1993.

MARK S. KOPINSKI, Vice President and Portfolio Manager, rejoined American
Century in April 1997. From June 1995 to March 1997, Mr. Kopinski served as Vice
President and Portfolio Manager for Federated Investors, Inc. Prior to June
1995, Mr. Kopinski was a Vice President and Portfolio Manager for American
Century. He is a member of the team that manages International Growth and
International Discovery and was a member of the team at its inception in 1991.

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

For the services provided to the Advisor Class of the funds, the manager
receives an annual fee calculated as a percentage of the average net assets of
the fund as follows:

Fund Percent of Average Net Assets
- ---------------------------------------------------------------------
International Growth 1.25% of first $1 billion
0.95% of the next $1 billion
0.85% over $2 billion

International Discovery 1.50% of first $500 million
1.15% of the next $500 million
0.95% over $1 billion

Emerging Markets 1.75% of first $500 million
1.25% of the next $500 million
$1.00% over $1 billion
- ---------------------------------------------------------------------

On the first business day of each month, each fund pays the management fee to
the manager for the previous month at the rate specified. The fee for the
previous month is calculated by multiplying the applicable fee for such series
by the aggregate average daily closing value of the fund's net assets during the
previous month, and further multiplying that product by a fraction, the
numerator of which is the number of days in the previous month and the
denominator of which is 365 (366 in leap years).

22 Additional Information You Should Know American Century Investments

with managing and operating a fund owning a portfolio consisting primarily of
foreign securities. The fee may also be higher than the fee paid by many other
international or foreign investment companies.

Many other investment companies may refer to or publicize an "investment
management fee" or "management fee" paid by the company to its manager. However,
most such companies also use fund assets to pay for certain expenses of the fund
in addition to the stated management fee. In contrast, the management fee paid
to the manager includes payment for almost all fund expenses, with the
exceptions noted. Therefore, potential investors who attempt to compare the
expenses of these funds to the expenses of other funds should be careful to
compare only the ratio of total expenses to average net assets contained in the
financial information found on pages 5-7 of this Prospectus to the same ratio of
the other funds.

The management agreement also provides that the funds' Board of Directors, upon
60 days' prior written notice to all affected shareholders, may impose a
servicing or administrative fee as a charge against shareholder accounts.

CODE OF ETHICS

The funds and the manager have adopted a Code of Ethics that restricts personal
investing practices by employees of the manager and its affiliates. Among other
provisions, the Code of Ethics requires that employees with access to
information about the purchase or sale of securities in the funds' portfolios
obtain preclearance before executing personal trades. With respect to Portfolio
Managers and other investment personnel, the Code of Ethics prohibits
acquisition of securities in an initial public offering, as well as profits
derived from the purchase and sale of the same security within 60 calendar days.
These provisions are designed to ensure that the interests of fund shareholders
come before the interests of the people who manage those funds.

TRANSFER AND ADMINISTRATIVE SERVICES

American Century Services Corporation, 4500 Main Street, Kansas City, Missouri
64111 acts as transfer agent and dividend-paying agent for the funds. It
provides facilities, equipment and personnel to the funds and is paid for such
services by the manager.

From time to time, special services may be offered to shareholders who maintain
higher share balances in our family of funds. These services may include the
waiver of minimum investment requirements, expedited confirmation of shareholder
transactions, newsletters and a team of personal representatives. Any expenses
associated with these special services will be paid by the manager.

The manager and the transfer agent are both wholly owned by American Century
Companies, Inc. James E. Stowers, Jr., Chairman of the funds' Board of
Directors, controls American Century Companies by virtue of his ownership of a
majority of its common stock.

DISTRIBUTION OF FUND SHARES

The funds' shares are distributed by American Century Investment Services, Inc.,
a registered broker-dealer and an affiliate of the manager. As agent for the
funds and the manager, the distributor enters into contracts with various banks,
broker-dealers, insurance companies and other financial intermediaries with
respect to the sale of the funds' shares and/or the use of the funds' shares in
various financial services. The manager (or an affiliate) pays all expenses
incurred in promoting sales of, and distributing, the Advisor Class and in
securing such services out of the Rule 12b-1 fees described in the section that
follows.

SERVICE AND DISTRIBUTION FEES

Rule 12b-1 adopted by the Securities and Exchange Commission under the
Investment Company Act permits investment companies that adopt a written plan to
pay certain expenses associated with the distribution of their shares. Pursuant
to that rule, the funds' Board of Directors and the initial shareholder of the
funds' Advisor Class shares have approved and adopted a Master Distribution and
Shareholder Services Plan (the "Plan"). Pursuant to the Plan, each fund pays the
manager a shareholder services fee and a distribution fee, each equal to 0.25%
(for a total of 0.50%) per annum of the average daily net assets of the shares
of the fund's Advisor Class. The shareholder services fee is paid for the
purpose of paying the costs of securing certain shareholder and administrative
services, and the distribution fee is paid for the purpose of paying the costs
of providing various

Prospectus Additional Information You Should Know 23

distribution services. All or a portion of such fees are paid by the manager to
the banks, broker-dealers, insurance companies or other financial intermediaries
through which such shares are made available.

The Plan has been adopted and will be administered in accordance with the
requirements of Rule 12b-1 under the Investment Company Act. For additional
information about the Plan and its terms, see "Master Distribution and
Shareholder Services Plan" in the Statement of Additional Information. Fees paid
pursuant to the Plan may be paid for shareholder services and the maintenance of
accounts and therefore may constitute "service fees" for purposes of applicable
rules of the National Association of Securities Dealers.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

The corporation is a diversified, open-end management investment company whose
shares were first offered in May 1991. Its business and affairs are managed by
its officers under the direction of its Board of Directors.

The principal office of the funds is 4500 Main Street, P.O. Box 419385, Kansas
City, Missouri 64141-6385. All inquiries may be made by mail to that address, or
by telephone to 1-800-345-3533 (international calls: 816-531-5575).

American Century World Mutual Funds, Inc. issues three series of $0.01 par value
shares. Each series is commonly referred to as a fund. The assets belonging to
each series of shares are held separately by the custodian.

American Century offers four classes of each of the funds offered by this
Prospectus: an Investor Class, an Institutional Class, a Service Class and an
Advisor Class. The shares offered by this Prospectus are Advisor Class shares.

The Investor Class is primarily made available to retail investors. The
Institutional Class and Service Class are primarily offered to institutional
investors or through institutional distribution channels, such as
employer-sponsored retirement plans or through banks, broker-dealers, insurance
companies or other financial intermediaries. The other classes have different
fees, expenses and/or minimum investment requirements than the Advisor Class.
The difference in the fee structures among the classes is the result of their
separate arrangements for shareholder and distribution services and not the
result of any difference in amounts charged by the manager for core investment
advisory services. Accordingly, the core investment advisory expenses do not
vary by class. Different fees and expenses will affect performance. For
additional information concerning the Investor Class of shares, call an Investor
Services Representative at 1-800-345-2021. For information concerning the
Institutional or Service Classes of shares, call one of our Institutional
Service Representatives at 1-800-345-3533 or contact a sales representative or
financial intermediary who offers those classes of shares.

Except as described below, all classes of shares of a fund have identical
voting, dividend, liquidation and other rights, preferences, terms and
conditions. The only differences among the various classes are (a) each class
may be subject to different expenses specific to that class, (b) each class has
a different identifying designation or name, (c) each class has exclusive voting
rights with respect to matters solely affecting such class, (d) each class may
have different exchange privileges and (e) the Institutional Class may provide
for automatic conversion from that class into shares of another class of the
same fund.

Shares have non-cumulative voting rights, which means that the holders of more
than 50% of the votes cast in an election of directors can elect all of the
directors if they choose to do so, and in such event the holders of the
remaining votes will not be able to elect any person or persons to the Board of
Directors.

Unless required by the Investment Company Act, it will not be necessary for the
funds to hold annual meetings of shareholders. As a result, shareholders may not
vote each year on the election of directors or the appointment of auditors.
However, pursuant to the funds' bylaws, the holders of shares representing at
least 10% of the votes entitled to be cast may

24 Additional Information You Should Know American Century Investments

request the funds to hold a special meeting of shareholders. We will assist in
the communication with other shareholders.

We reserve the right to change any of our policies, practices and procedures
described in this Prospectus, including the Statement of Additional Information,
without shareholder approval except in those instances where shareholder
approval is expressly required.

Prospectus Additional Information You Should Know 25

P.O. Box 419385
Kansas City, Missouri
64141-6385

Person-to-person assistance:
1-800-345-3533 or 816-531-5575

Telecommunications Device for the Deaf:
1-800-345-1833 or 816-753-0700

Fax: 816-340-4655

Internet: www.americancentury.com

[american century logo]
American
Century(sm)

9704 [recycled logo]
SH-BKT-8310 Recycled
<PAGE>
PROSPECTUS

[american century logo]
American
Century(sm)

APRIL 1, 1997

TWENTIETH
CENTURY(R)
GROUP

International Growth
International Discovery

ADVISOR CLASS

[front cover]

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

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

AMERICAN CENTURY INVESTMENTS

Benham Group(R) American Century Group Twentieth Century Group

MONEY MARKET FUNDS ASSET ALLOCATION &
GOVERNMENT BOND FUNDS BALANCED FUNDS GROWTH FUNDS
DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS INTERNATIONAL FUNDS
MUNICIPAL BOND FUNDS SPECIALTY FUNDS

International Growth
International Discovery

PROSPECTUS

APRIL 1, 1997

INTERNATIONAL GROWTH
INTERNATIONAL DISCOVERY
ADVISOR CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc. is a part of American Century
Investments, a family of funds that includes nearly 70 no-load and low-load
mutual funds covering a variety of investment opportunities. Two of the funds
from our Twentieth Century Group are described in this Prospectus. Their
investment objectives are described on page 2 of this Prospectus. The other
funds are described in separate prospectuses.

The funds described in this Prospectus invest primarily in equity securities of
foreign issuers. Investment in securities of foreign issuers typically involves
a greater degree of risk than investment in domestic securities. Please read
"Risk Factors," page 10.

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

Prospectus 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL GROWTH FUND

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL DISCOVERY FUND

There is no assurance that the funds will achieve their respective investment
objectives.

2 Investment Objectives American Century Investments

TABLE OF CONTENTS

INFORMATION REGARDING THE FUNDS

Investment Policies of the Funds....................8
International Growth.............................8
International Discovery..........................8
Policies Applicable to Both Funds................9
Risk Factors.......................................10
Investing in Foreign Securities Generally.......10
Speculative Nature of International Discovery...11
Investing in Emerging Market Countries..........11
Investing in Smaller Companies..................12
Investing in Lower Quality Debt Instruments.....12

Other Investment Practices, Their Characteristics
and Risks.......................................12
Forward Currency Exchange Contracts.............12
Indirect Foreign Investment.....................13
Sovereign Debt Obligations......................13
Portfolio Turnover..............................13
Repurchase Agreements...........................14
When-Issued Securities..........................14
Short Sales.....................................14
Rule 144A Securities............................14
Performance Advertising............................15

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

How to Purchase and Sell American Century Funds....16
How to Exchange from One American Century
Fund to Another.................................16
How to Redeem Shares...............................16
Special Requirements for Large Redemptions.........17
Telephone Services.................................17
Investors Line..................................17

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price........................................18
When Share Price Is Determined..................18
How Share Price Is Determined...................18
Where to Find Information About Share Price.....19
Distributions......................................19
Taxes..............................................19
Tax-Deferred Accounts...........................19
Taxable Accounts................................19
Management.........................................20
Investment Management...........................20
Code of Ethics..................................22
Transfer and Administrative Services............22
Distribution of Fund Shares........................22
Service and Distribution Fees...................22
Further Information About American Century.........23

Prospectus Table of Contents 3

TRANSACTION AND OPERATING EXPENSE TABLE

International International
Growth Discovery

SHAREHOLDER TRANSACTION EXPENSES:

<S> <C> <C>
Maximum Sales Load Imposed on Purchases................................ none none
Maximum Sales Load Imposed on Reinvested Dividends..................... none none
Deferred Sales Load.................................................... none none
Redemption Fee......................................................... none none(1)
Exchange Fee........................................................... none none

ANNUAL FUND OPERATING EXPENSES (AS A PERCENTAGE OF NET ASSETS):

Management Fees(2)..................................................... 1.17%(3) 1.50%(3)
12b-1 Fees(4).......................................................... 0.50% 0.50%
Other Expenses(5)...................................................... 0.00% 0.00%
Total Fund Operating Expenses(2)....................................... 1.67%(3) 2.00%(3)

EXAMPLE:

You would pay the following expenses on a 1 year $ 17 $ 20
$1,000 investment, assuming a 5% annual return and 3 years 52 62
redemption at the end of each time period(2): 5 years 90 107
10 years 196 231

(1) Shares of International Discovery exchanged or redeemed within 180 days of
their purchase are subject to a redemption fee of 2.0% of the value of the
shares exchanged or redeemed. This redemption fee is retained by the fund.
See "How to Exchange from One American Century Fund to Another," page 16
and "How to Redeem Shares," page 16.

</TABLE>

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

4 Transaction and Operating Expense Table American Century Investments

FINANCIAL HIGHLIGHTS
INTERNATIONAL GROWTH

The sale of the Advisor Class of the fund commenced on October 2, 1996.
Performance information of the original class of shares, which commenced
operations on May 9, 1991, is presented on page 6.

1996(1)

PER-SHARE DATA

Net Asset Value, Beginning of Period............................... $8.41
------

Income from Investment Operations
Net Investment (Loss)........................................... (.01)(2)

Net Realized and Unrealized Gain on Investment
and Foreign Currency Transactions............................ .32
------

Total from Investment Operations................................ .31
------

Net Asset Value, End of Period..................................... $8.72
======

TOTAL RETURN(3)................................................. 3.69%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets............... 1.67%(4)

Ratio of Net Investment (Loss) to Average Net Assets............ (.76)%(4)

Portfolio Turnover Rate......................................... 158%

Average Commission Paid per Investment Security Traded.......... $.0195

Net Assets, End of Period (in thousands)........................ $3,803

(1) October 2, 1996 (commencement of sale of the Advisor Class) through
November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns are not annualized.

(4) Annualized.

Prospectus Financial Highlights 5

PERFORMANCE INFORMATION OF OTHER CLASS
INTERNATIONAL GROWTH

The performance information for the fiscal year ended November 30, 1996, has
been audited by Ernst & Young LLP, independent auditors, whose report thereon
appears in the fund's annual report, which is incorporated by reference into the
Statement of Additional Information. The annual report contains additional
performance information and will be made available upon request and without
charge. The performance information for the periods ended on or before November
30, 1995, have been audited by Baird, Kurtz & Dobson, independent certified
public accountants. The information presented is for an Investor Class share
outstanding throughout the years ended November 30, except as noted.
<TABLE>

1996 1995 1994 1993 1992 1991(1)

PER-SHARE DATA

Net Asset Value,
<S> <C> <C> <C> <C> <C> <C>
Beginning of Period........................................... $7.51 $7.47 $7.34 $5.79 $5.33 $5.10
------ ------ ------ ------ ------ ------
Income From Investment Operations
Net Investment Income (Loss)............................... (.01)(2) .01 (.04) (.04) .06 .01

Net Realized and Unrealized Gain on Investment
Transactions............................................... 1.24 .40 .57 1.78 .41 .22
------ ------ ------ ------ ------ ------

Total from Investment Operations........................... 1.23 .41 .53 1.74 .47 .23
------ ------ ------ ------ ------ ------

Distributions

From Net Investment Income................................. (.01) -- -- (.036) (.005) --

In Excess of Net Investment Income......................... -- -- -- (.155) (.002) --

From Net Realized Gains on Investment Transactions......... -- (.372) (.402) -- -- --
------ ------ ------ ------ ------ ------

Total Distributions........................................ (.01) (.372) (.402) (.191) (.007) --
------ ------ ------ ------ ------ ------

Net Asset Value, End of Period................................ $8.73 $7.51 $7.47 $7.34 $5.79 $5.33
====== ====== ====== ====== ====== ======

TOTAL RETURN(3)............................................ 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets.......... 1.65%(4) 1.77% 1.84% 1.90% 1.91% 1.93%(5)

Ratio of Net Investment Income (Loss)
to Average Net Assets.................................... (.07)% .25% (.53)% (.34)% .95% .26%(5)

Portfolio Turnover Rate.................................... 158% 169% 242% 255% 180% 84%

Average Commission Paid per Investment Security Traded$.0195 $.0020 --(6) --(6) --(6) --(6)

Net Assets, End of Period (in thousands)................... $1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076

(1) May 9, 1991, (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

6 Performance Information of Other Class American Century Investments

PERFORMANCE INFORMATION OF OTHER CLASS
INTERNATIONAL DISCOVERY

The Financial Highlights for the fiscal year ended November 30, 1996, have been
audited by Ernst & Young LLP, independent auditors, whose report thereon appears
in the fund's annual report, which is incorporated by reference into the
Statement of Additional Information. The annual report contains additional
performance information and will be made available upon request and without
charge. The Financial Highlights for the periods ended on or before November 30,
1995, have been audited by Baird, Kurtz & Dobson, independent certified public
accountants. The information presented is for a share outstanding throughout the
years ended November 30, except as noted.
<TABLE>

1996 1995 1994(1)

PER-SHARE DATA

<S> <C> <C> <C>
Net Asset Value at Beginning of Period....................... $5.70 $5.39 $5.00
------- ------- -------
Income from Investment Operations
Net Investment Income (Loss)............................... (.02)(2) .03 (.02)

Net Realized and Unrealized Gain
on Investment Transactions................................. 1.95 .28 .41
------- ------- -------

Total from Investment Operations........................... 1.93 .31 .39
------- ------- -------

Distributions

From Net Investment Income................................. (.01) - -

In Excess of Net Investment Income......................... (.02) - -
------- ------- -------

Total Distributions........................................ (.03) - -
------- ------- -------

Net Asset Value, End of Period................................ $7.60 $5.70 $5.39
====== ====== ======

TOTAL RETURN(3)............................................... 34.06% 5.75% 7.80%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets............. 1.88%(4) 2.00% 2.00%(5)

Ratio of Net Investment Income (Loss) to Average Net Assets(.31)% .27% (.48)%(5)

Portfolio Turnover Rate....................................... 130% 168% 56%

Average Commission Paid per Investment Security Traded........ $.0054 $.0040 -(6)

Net Assets, End of Period (in thousands)...................... $377,128 $114,579 $111,202

(1) April 1, 1994, (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

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

(5) Annualized.

(6) Disclosure of average commission paid per investment security traded was
not required prior to the year ended November 30, 1995.
</TABLE>

Prospectus Performance Information of Other Class 7

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

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

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK FACTORS,"
PAGE 10 BEFORE MAKING AN INVESTMENT IN EITHER FUND.

INTERNATIONAL GROWTH

The investment objective of International Growth is capital growth. The fund
will seek to achieve its investment objective by investing primarily in
securities of foreign issuers that meet certain fundamental and technical
standards of selection (relating primarily to acceleration of earnings and
revenues) and have, in the opinion of the manager, potential for appreciation.
The fund will invest primarily in issuers in developed markets. The fund will
invest primarily in equity securities (defined to include equity equivalents) of
such issuers. The fund will attempt to stay fully invested in such securities,
regardless of the movement of stock prices generally.

Although the primary investment of the fund will be equity securities, the fund
may also invest in other types of securities consistent with the accomplishment
of the fund's objectives. When the manager believes that the total return
potential of other securities equals or exceeds the potential return of equity
securities, the fund may invest up to 35% in such other securities.

The other securities the fund may invest in are bonds, notes and debt securities
of companies and obligations of domestic or foreign governments and their
agencies. The fund will limit its purchases of debt securities to investment
grade obligations. For long-term debt obligations this includes securities that
are rated Baa or better by Moody's Investors Service, Inc. or BBB or better by
Standard & Poor's Corporation, or that are not rated but considered by the
manager to be of equivalent quality. According to Moody's, bonds rated Baa are
medium grade and possess some speculative characteristics. A BBB rating by S&P
indicates S&P's belief that a security exhibits a satisfactory degree of safety
and capacity for repayment, but is more vulnerable to adverse economic
conditions or changing circumstances than is the case with higher-quality debt
securities (see "An Explanation of Fixed Income Securities Ratings," in the
Statement of Additional Information).

INTERNATIONAL DISCOVERY

The investment objective of International Discovery is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers that meet
certain fundamental and technical standards of selection (relating primarily to
acceleration of earnings and revenues). The fund will invest its assets
primarily in equity securities of smaller foreign issuers (those issuers having,
at the time of investment, a market capitalization of less than U.S. $1 billion
or a public float of less than U.S. $500 million). The "public float" of an
issuer is defined as the aggregate market value of the issuer's outstanding
securities held by non-affiliates of the issuer. The fund may invest up to 50%
of its assets in securities of issuers in emerging market countries.

The manager will purchase securities of issuers that have, in the opinion of the
manager, significant growth potential. The fund will seek to invest in
securities of issuers with one or more identifiable catalysts that, in the
opinion of the manager, are likely to cause the issuer to experience
accelerating growth.

8 Information Regarding the Funds American Century Investments

As noted, the fund may invest in smaller foreign issuers in both (i) countries
characterized as having developed markets and in (ii) countries characterized as
having emerging markets. DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH THE FUND'S
INVESTMENT STRATEGY, AN INVESTMENT IN THE FUND MAY BE CONSIDERED TO BE
SPECULATIVE. See "Speculative Nature of International Discovery," page 11.

The fund may invest in securities of any type of issuer, including closed-end
investment companies, governments and governmental entities, as well as
corporations, partnerships and other business organizations. The manager
believes that common stocks and other equity and equity equivalent securities
ordinarily offer the greatest potential for capital appreciation and will
constitute the majority of the fund's investments. The fund may invest, however,
in any security the manager believes has the potential for capital appreciation.
The other securities the fund may invest in include bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will attempt to stay fully invested in appreciating
securities, regardless of the movement of stock and bond prices generally.

There are no credit quality or maturity restrictions with regard to the bonds,
corporate debt securities, and government obligations in which the fund may
invest, although less than 35% of the fund's assets will be invested in below
investment grade fixed income securities. See "An Explanation of Fixed Income
Securities Ratings" in the Statement of Additional Information. Debt securities,
especially those of issuers in emerging market countries, may be of poor quality
and speculative in nature. While these securities will primarily be chosen for
their appreciation potential, the fund may also take the potential for income
into account when selecting investments.

To enhance the fund's liquidity, at least 50% of the fund's assets will be
invested in developed market countries at all times. However, the percentage of
the assets of the fund invested in developed and emerging markets will vary as,
in the opinion of the manager, market conditions warrant. No more than 15% of
the fund's assets may be invested in illiquid investments at any time.

POLICIES APPLICABLE TO BOTH FUNDS

The funds may make foreign investments either directly in foreign securities, or
indirectly by purchasing depositary receipts or depositary shares or similar
instruments ("DRs") for foreign securities. DRs are securities that are listed
on exchanges or quoted in over-the-counter markets in one country but represent
shares of issuers domiciled in another country. The funds may also purchase
securities of such issuers in foreign markets, either on foreign securities
exchanges or in the over-the-counter markets.

The funds may also invest in other equity securities and equity equivalents.
Other equity securities and equity equivalents include securities that permit
the funds to receive an equity interest in an issuer, the opportunity to acquire
an equity interest in an issuer, or the opportunity to receive a return on its
investment that permits the fund to benefit from the growth over time in the
equity of an issuer. Examples of other equity securities and equity equivalents
are preferred stock, convertible preferred stock and convertible debt
securities. Equity equivalents may also include securities whose value or return
is derived from the value or return of a different security. An example of one
type of derivative security in which the funds might invest is a depositary
receipt.

Notwithstanding the funds' respective investment objectives of capital growth,
under exceptional market or economic conditions, each fund may temporarily
invest all or a substantial portion of its assets in cash or investment-grade
short-term securities (denominated in U.S. dollars or foreign currencies).

To the extent a fund assumes a defensive position, it will not be pursuing its
investment objective of capital growth.

Prospectus Information Regarding the Funds 9

in value may, depending upon the particular amount and type of fixed income
securities holdings of a fund, impact the net asset value of that fund's shares.
See "How Share Price is Determined," page 18.

Under normal conditions, each fund will invest at least 65% of its assets in
equity and equity equivalent securities of issuers from at least three countries
outside of the United States. While securities of U.S. issuers may be included
in the portfolio from time to time, it is the primary intent of the manager to
diversify investments in a fund across a broad range of foreign issuers. The
manager defines "foreign issuer" as an issuer of securities that is domiciled
outside the United States, derives at least 50% of its total revenue from
production or sales outside the United States, and/or whose principal trading
market is outside the United States.

The funds consider "emerging market countries" to include all countries that are
generally considered to be developing or emerging countries by the International
Bank for Reconstruction and Development (commonly referred to as the World Bank)
and the International Finance Corporation (IFC), as well as countries that are
classified by the United Nations as developing. Currently, the countries not
included in this category are the United States, Canada, Japan, the United
Kingdom, Germany, Austria, France, Italy, Ireland, Spain, Belgium, the
Netherlands, Switzerland, Sweden, Finland, Norway, Denmark, Australia and New
Zealand. In addition, as used in this Prospectus, "securities of issuers in
emerging market countries" means (i) securities of issuers the principal
securities trading market for which is an emerging market country, (ii)
securities, regardless of where traded, of issuers that derive 50% or more of
their total revenue from either goods or services produced in emerging market
countries or sales made in emerging market countries, or (iii) securities of
issuers having their principal place of business or principal office in emerging
market countries.

The principal criteria for inclusion of a security in a fund's portfolio is its
ability to meet the fundamental and technical standards of selection and, in the
opinion of the manager, to achieve better-than-average appreciation. If, in the
opinion of the manager, a particular security satisfies these principal
criteria, the security may be included in the fund's portfolio, regardless of
the location of the issuer or the percentage of the fund's investments in the
issuer's country (subject to the investment policies of the particular fund) or
region.

At the same time, however, the manager recognizes that both the selection of a
fund's individual securities and the allocation of the portfolio's assets across
different countries and regions are important factors in managing an
international portfolio. For this reason, the manager will also consider a
number of other factors in making investment selections including: the prospects
for relative economic growth among countries or regions, economic and political
conditions, expected inflation rates, currency exchange fluctuations and tax
considerations.

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

Investing in securities of foreign issuers generally involves greater risks than
investing in the securities of domestic companies. As with any investment in
securities, the value of an investment in the funds can decrease as well as
increase, depending upon a variety of factors which may affect the values and
income generated by the funds' portfolio securities. Investments in the funds
should not be considered a complete investment program and may not be
appropriate for an individual with limited investment resources or who is unable
to tolerate fluctuations in the value of the investment. Potential investors
should carefully consider the following factors:

10 Information Regarding the Funds American Century Investments

incurred in converting between various currencies in order to purchase and sell
foreign securities and by currency restrictions, exchange control regulation,
currency devaluations and political developments.

Political and Economic Risk. The economies of many of the countries in which the
funds invest are not as developed as the economy of the United States and may be
subject to significantly different forces. Political or social instability,
expropriation, nationalization, or confiscatory taxation, and limitations on the
removal of funds or other assets, could also adversely affect the value of
investments. Further, the funds may encounter difficulties or be unable to
pursue legal remedies or obtain judgments in foreign courts.

Regulatory Risk. Foreign companies are generally not subject to the regulatory
controls imposed on U.S. issuers and, in general, there is less publicly
available information about foreign securities than is available about domestic
securities. Many foreign companies are not subject to uniform accounting,
auditing and financial reporting standards, practices and requirements
comparable to those applicable to domestic companies. Income from foreign
securities owned by the funds may be reduced by a withholding tax at the source
which would reduce dividend income payable to shareholders. See "Taxes," page
19.

Market and Trading Risk. Brokerage commission rates in foreign countries, which
are generally fixed rather than subject to negotiation as in the U.S., are
likely to be higher. The securities markets in many of the countries in which
the funds invest will have substantially less trading volume than the principal
U.S. markets. As a result, the securities of some companies in these countries
may be less liquid and more volatile than comparable U.S. securities.
Furthermore, one securities broker may represent all or a significant part of
the trading volume in a particular country, resulting in higher trading costs
and decreased liquidity due to a lack of alternative trading partners. There is
generally less government regulation and supervision of foreign stock exchanges,
brokers and issuers which may make it difficult to enforce contractual
obligations.

Clearance and Settlement Risk. Foreign securities markets also have different
clearance and settlement procedures, and in certain markets there have been
times when settlements have been unable to keep pace with the volume of
securities transactions, making it difficult to conduct such transactions.
Delays in clearance and settlement could result in temporary periods when assets
of the funds are uninvested and no return is earned thereon. The inability of
the funds to make intended security purchases due to clearance and settlement
problems could cause the funds to miss attractive investment opportunities.
Inability to dispose of portfolio securities due to clearance and settlement
problems could result either in losses to the funds due to subsequent declines
in value of the portfolio security or, if the fund has entered into a contract
to sell the security, liability to the purchaser.

SPECULATIVE NATURE OF INTERNATIONAL DISCOVERY

In addition to the risks posed by foreign investing generally, International
Discovery will be investing in the securities of companies having comparatively
small market capitalizations and may invest up to 50% of its assets in issuers
in emerging market countries. See "Investing in Emerging Market Countries," this
page and "Investing in Smaller Companies," page 12. As a result, an investment
in the fund should be considered to be speculative. The fund is intended for
aggressive investors seeking significant gains through investments in foreign
securities. Those investors must be willing and able to accept the significantly
greater risks associated with the investment strategy that International
Discovery will pursue. An investment in the fund should not be considered a
complete investment program and is not appropriate for individuals with limited
investment resources or who are unable to tolerate fluctuations in the value of
their investment.

INVESTING IN EMERGING MARKET COUNTRIES

Securities prices in emerging market countries can be significantly more
volatile than in developed coun-

Prospectus Information Regarding the Funds 11

tries, reflecting the greater uncertainties of investing in lesser developed
markets and economies. In particular, emerging market countries may have
relatively unstable governments, and may present the risk of nationalization of
businesses, expropriation, confiscatory taxation or, in certain instances,
reversion to closed market, centrally planned economies. Such countries may also
have restrictions on foreign ownership or prohibitions on the repatriation of
assets, and may have less protection of property rights than developed
countries.

The economies of emerging market countries may be predominantly based on only a
few industries or dependent on revenues from particular commodities or on
international aid or development assistance, may be highly vulnerable to changes
in local or global trade conditions, and may suffer from extreme and volatile
debt burdens or inflation rates. In addition, securities markets in emerging
market countries may trade a small number of securities and may be unable to
respond effectively to increases in trading volume, potentially resulting in a
lack of liquidity and greater volatility in the price of securities traded on
those markets.

INVESTING IN SMALLER COMPANIES

International Discovery will invest primarily in securities of companies having,
at the time of investment, a market capitalization of less than U.S. $1 billion
or a public float of less than U.S. $500 million. These smaller companies may
present greater opportunities for capital appreciation, but may also involve
greater risks than large, mature issuers. Such companies may have limited
product lines, markets or financial resources, and their securities may trade
less frequently and in more limited volume than the securities of larger
companies. In addition, available information regarding these smaller companies
may be less available and, when available, may be incomplete or inaccurate. The
securities of such companies may also be more likely to be delisted from trading
on their primary domestic exchange. As a result, the securities of smaller
companies may experience significantly more price volatility and less liquidity
than securities of larger companies, and this volatility and limited liquidity
may be reflected in the net asset value of the fund.

INVESTING IN LOWER QUALITY DEBT INSTRUMENTS

There are no credit, maturity or investment amount restrictions on the bonds,
corporate debt securities and government obligations in which International
Discovery may invest. Debt securities, especially those in emerging market
countries, may be of poor quality, unrated and speculative in nature. Debt
securities rated lower than Baa by Moody's or BBB by S&P or their equivalent,
sometimes referred to as junk bonds, are considered by many to be predominately
speculative. See "An Explanation of Fixed Income Securities Ratings," in the
Statement of Additional Information. Changes in economic conditions or other
circumstances are more likely to lead to a weakened capacity to make principal
and interest payments on such securities than is the case with higher quality
debt securities. Regardless of rating levels, all debt securities considered for
purchase by the fund are analyzed by the manager to determine, to the extent
reasonably possible, that the planned investment is sound given the investment
objective of the fund.

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS
AND RISKS

For additional information, see "Investment Restrictions," in the Statement of
Additional Information.

FORWARD CURRENCY EXCHANGE CONTRACTS

Some of the securities held by the funds will be denominated in foreign
currencies. Other securities, such as DRs, may be denominated in U.S. dollars,
but

12 Information Regarding the Funds American Century Investments

have a value that is dependent upon the performance of a foreign security, as
valued in the currency of its home country. As a result, the value of a fund's
portfolio may be affected by changes in the exchange rates between foreign
currencies and the U.S. dollar, as well as by changes in the market values of
the securities themselves. The performance of foreign currencies relative to the
U.S. dollar may be an important factor in the overall performance of a fund.

To protect against adverse movements in exchange rates between currencies, a
fund may, for hedging purposes only, enter into forward currency exchange
contracts. A forward currency exchange contract obligates a fund to purchase or
sell a specific currency at a future date at a specific price.

A fund may elect to enter into a forward currency exchange contract with respect
to a specific purchase or sale of a security, or with respect to the fund's
portfolio positions generally.

Each fund will make use of portfolio hedging to the extent deemed appropriate by
the manager. However, it is anticipated that a fund will enter into portfolio
hedges much less frequently than transaction hedges.

Predicting the relative future values of currencies is very difficult, and there
is no assurance that any attempt to reduce the risk of adverse currency
movements through the use of forward currency exchange contracts will be
successful. In addition, the use of forward currency exchange contracts tends to
limit the potential gains that might result from a positive change in the
relationship between the foreign currency and the U.S. dollar.

INDIRECT FOREIGN INVESTMENT

Subject to certain restrictions contained in the Investment Company Act, each
fund may invest up to 10% of its assets in certain foreign countries indirectly
through investment funds and registered investment companies authorized to
invest in those countries. If the funds invest in investment companies, the
funds will bear their proportionate shares of the costs incurred by such
companies, including investment advisory fees, if any.

SOVEREIGN DEBT OBLIGATIONS

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial information
on pages 5-7 of this Prospectus.

Investment decisions to purchase and sell securities are based on the
anticipated contribution of the

Prospectus Information Regarding the Funds 13

security in question to a fund's objectives. The manager believes that the rate
of portfolio turnover is irrelevant when it determines that a change is in order
to achieve those objectives and accordingly, the annual portfolio turnover rate
cannot be anticipated.

The portfolio turnover of each fund may be higher than other mutual funds with
similar investment objectives. Higher turnover would generate correspondingly
greater brokerage commissions, which is a cost that the funds pay directly. It
may also affect the character of capital gains, if any, realized and distributed
by a fund since short-term capital gains are taxable as ordinary income.

REPURCHASE AGREEMENTS

Each fund may invest in repurchase agreements when such transactions present an
attractive short-term return on cash that is not otherwise committed to the
purchase of securities pursuant to the fund's investment policies.

A fund's risk in connection with repurchase agreements is the ability of the
seller to pay the repurchase price on the repurchase date. If the seller
defaults, the fund may incur costs, delays or losses.

The funds will enter into repurchase agreements only with those commercial banks
and broker-dealers whose creditworthiness has been reviewed and found
satisfactory by the funds' manager pursuant to criteria adopted by the funds'
Board of Directors.

WHEN-ISSUED SECURITIES

Each fund may purchase new issues of securities on a when-issued basis without
limit when, in the opinion of the investment manager, such purchases will
further the investment objectives of the fund. The price of when-issued
securities is established at the time the commitment to purchase is made. In
developed markets, delivery of and payment for these securities typically occur
15 to 45 days after the commitment to purchase. In emerging markets, delivery
and payment may take significantly longer.

SHORT SALES

Each fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire an equal amount of the security being sold
short at no additional cost. These transactions allow a fund to hedge against
price fluctuations by locking in a sale price for securities it does not wish to
sell immediately.

A fund may make a short sale when it wants to sell the security it owns at a
current attractive price, but also wishes to defer recognition of gain or loss
for federal income tax purposes and for purposes of satisfying certain tests
applicable to regulated investment companies under the Internal Revenue Code.

RULE 144A SECURITIES

14 Information Regarding the Funds American Century Investments

tual restrictions. The staff also acknowledges that, while the board retains
ultimate responsibility, it may delegate this function to the manager.
Accordingly, the board has established guidelines and procedures for determining
the liquidity of Rule 144A securities and has delegated the day-to-day function
of determining the liquidity of Rule 144A securities to the manager. The board
retains the responsibility to monitor the implementation of the guidelines and
procedures it has adopted.

Since the secondary market for such securities is limited to certain qualified
institutional investors, the liquidity of such securities may be limited
accordingly and a fund may, from time to time, hold a Rule 144A security that is
illiquid. In such an event, the funds' manager will consider appropriate
remedies to minimize the effect on such fund's liquidity. No fund may invest
more than 15% of its assets in illiquid securities (securities that may not be
sold within seven days at approximately the price used in determining the net
asset value of fund shares).

PERFORMANCE ADVERTISING

From time to time, the funds may advertise performance data. Fund performance
may be shown by presenting one or more performance measurements, including
cumulative total return or average annual total return. Performance data may be
quoted separately for the Advisor Class and for the other classes offered by the
funds.

Cumulative total return data is computed by considering all elements of return,
including reinvestment of dividends and capital gains distributions, over a
stated period of time. Average annual total return is determined by computing
the annual compound return over a stated period of time that would have produced
the fund's cumulative total return over the same period if the fund's
performance had remained constant throughout.

The funds may also include in advertisements data comparing performance with the
performance of non-related investment media, published editorial comments and
performance rankings compiled by independent organizations (such as Lipper
Analytical Services) and publications that monitor the performance of mutual
funds. Performance information may be quoted numerically or may be presented in
a table, graph or other illustration. In addition, fund performance may be
compared to well-known indices of market performance including the Standard &
Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite Index and
the Morgan Stanley Capital International Europe, Australia, Far East Index (EAFE
Index). Fund performance may also be compared to the rankings prepared by Lipper
Analytical Services, Inc. In addition, fund performance may be compared, on a
relative basis, to other funds in our fund family. This relative comparison,
which may be based upon historical or expected fund performance, volatility or
other fund characteristics, may be presented numerically, graphically or in
text. Fund performance may also be combined or blended with other funds in our
fund family, and that combined or blended performance may be compared to the
same indices to which individual funds may be compared.

All performance information advertised by the funds is historical in nature and
is not intended to represent or guarantee future results. The value of fund
shares when redeemed may be more or less than their original cost.

Prospectus Information Regarding the Funds 15

HOW TO INVEST WITH
AMERICAN CENTURY INVESTMENTS

The following section explains how to purchase, exchange and redeem Advisor
Class shares of the funds offered by this Prospectus.

HOW TO PURCHASE AND SELL AMERICAN
CENTURY FUNDS

If you are purchasing through a financial intermediary, you should contact your
service representative at the financial intermediary for information about how
to select American Century funds.

If you have questions about a fund, see "Investment Policies of the Funds," page
8, or call an Institutional Service Representative at 1-800-345-3533.

Orders to purchase shares are effective on the day we receive payment. See "When
Share Price is Determined," page 18.

We may discontinue offering shares generally in the funds (including any class
of shares of a fund) or in any particular state without notice to shareholders.

HOW TO EXCHANGE FROM ONE AMERICAN CENTURY
FUND TO ANOTHER

HOW TO REDEEM SHARES

Subject to any restrictions imposed by your employer's plan or financial
intermediary's program, you can sell ("redeem") your shares through the plan or
financial intermediary at their net asset value. Your plan administrator,
trustee, or financial intermediary or other designated person must provide us
with redemption instructions. The shares will be redeemed at the net asset value
next computed after receipt of the instructions in good order. See "When Share
Price Is Determined," page 18. If you have any questions about how to redeem,
contact your plan administrator, employee benefits office, or service
representative at your financial intermediary, as applicable.

IN ORDER TO DISCOURAGE THE REDEMPTION OF SHARES OF INTERNATIONAL DISCOVERY
SHORTLY AFTER THEIR PUR-

16 How to Invest with American Century Investments American Century Investments

CHASE, REDEMPTION OF THOSE SHARES WITHIN 180 DAYS OF THEIR PURCHASE WILL BE
SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE SHARES REDEEMED. This
fee will be retained by the fund to help minimize the impact such redemptions
have on fund performance and, hence, on the other shareholders of the fund. For
the purposes of determining the applicability of this fee, shares first
purchased will be deemed to be the shares first redeemed. The funds reserve the
right to modify their policy regarding this redemption fee or to waive such
policy in whole or in part for certain classes of investors.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

If payment is made in securities, the securities will be selected by the fund,
will be valued in the same manner as they are in computing the fund's net asset
value and will be provided to the redeeming plan participant or financial
intermediary in lieu of cash without prior notice.

TELEPHONE SERVICES

INVESTORS LINE

Prospectus How to Invest with American Century Investments 17

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

The price of your shares is also referred to as their net asset value. Net asset
value is determined by calculating the total value of the fund's assets,
deducting total liabilities and dividing the result by the number of shares
outstanding. For all American Century funds, except the funds issued by the
American Century Target Maturities Trust, net asset value is determined at the
close of regular trading on each day that the New York Stock Exchange is open,
usually 3 p.m. Central time. The net asset values for the Target Maturities is
determined one hour prior to the close of the Exchange.

Investments and requests to redeem or exchange shares will receive the share
price next determined after we receive your investment, redemption or exchange
request. For example, investments and requests to redeem or exchange shares
received by us or one of our agents before the time as of which the net asset
value is determined, are effective on, and will receive the price determined,
that day. Investment, redemption and exchange requests received thereafter are
effective on, and receive the price determined on, the next day the Exchange is
open.

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

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized as
follows:

Portfolio securities of each fund, except as otherwise noted, listed or traded
on a domestic securities exchange are valued at the last sale price on that
exchange. Portfolio securities primarily traded on foreign securities exchanges
are generally valued at the preceding closing values of such securities on the
exchange where primarily traded. If no sale is reported, or if local convention
or regulation so provides, the mean of the latest bid and asked prices is used.
Depending on local convention or regulation, securities traded over-the-counter
are priced at the mean of the latest bid and asked prices, or at the last sale
price. When market quotations are not readily available, securities and other
assets are valued at fair value as determined in accordance with procedures
adopted by the Board of Directors.

Debt securities not traded on a principal securities exchange are valued through
valuations obtained from a commercial pricing service or at the most recent mean
of the bid and asked prices provided by investment dealers in accordance with
procedures established by the Board of Directors.

The value of an exchange-traded foreign security is determined in its national
currency as of the close of trading on the foreign exchange on which it is
traded or as of the close of business on the New York Stock Exchange, if that is
earlier. That value is then converted to dollars at the prevailing foreign
exchange rate.

18 Additional Information You Should Know American Century Investments

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class of the funds are published in leading
newspapers daily. Because the total expense ratio for the Advisor Class shares
is 0.25% higher than the Investor Class, their net asset values will be lower
than the Investor Class. The net asset value of the Advisor Class of each fund
may be obtained by calling us.

DISTRIBUTIONS

In general, distributions from net investment income and net realized securities
gains, if any, are declared and paid annually, usually in December, but the
funds may make distributions on a more frequent basis to comply with the
distribution requirements of the Internal Revenue Code, in all events in a
manner consistent with the provisions of the Investment Company Act.

THE OBJECTIVE OF EACH FUND IS CAPITAL APPRECIATION AND NOT THE PRODUCTION OF
DISTRIBUTIONS. YOU SHOULD MEASURE THE SUCCESS OF YOUR INVESTMENT BY THE VALUE of
your investment at any given time and not by the distributions you receive.

Participants in employer-sponsored retirement or savings plans must reinvest all
distributions. For shareholders investing in taxable accounts, distributions
will be reinvested unless you elect to receive them in cash. Distributions of
less than $10 generally will be reinvested. Distributions made shortly after a
purchase made by check or ACH may be held up to 15 days. You may elect to have
distributions on shares of Individual Retirement Accounts and 403(b) plans paid
in cash only if you are at least 591/2 years old or permanently and totally
disabled. Distribution checks normally are mailed within seven days after the
record date.

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

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

TAXES

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

TAX-DEFERRED ACCOUNTS

If fund shares are purchased through tax-deferred accounts, such as a qualified
employer-sponsored retirement or savings plan, income and capital gains
distributions paid by the funds will generally not be subject to current
taxation, but will accumulate in your account under the plan on a tax-deferred
basis.

TAXABLE ACCOUNTS

Dividends and interest received by a fund on foreign securities, as well as
capital gains realized upon

Prospectus Additional Information You Should Know 19

the sale of such securities, may give rise to withholding and other taxes
imposed by foreign countries. Tax conventions between certain countries and the
United States may reduce or eliminate such taxes. The foreign taxes paid by a
fund will reduce its dividends.

If a fund purchases the securities of certain foreign investment funds or trusts
called passive foreign investment companies, capital gains on the sale of such
holdings will be deemed to be ordinary income regardless of how long the fund
holds its investment. The fund may also be subject to corporate income tax and
an interest charge on certain dividends and capital gains earned from these
investments, regardless of whether such income and gains are distributed to
shareholders. In the alternative, the fund may elect to recognize cumulative
gains on such investments as of the last day of its fiscal year and distribute
it to shareholders.

Distributions are taxable to you regardless of whether they are taken in cash or
reinvested, even if the value of your shares is below your cost. If you purchase
shares shortly before a distribution, you must pay income taxes on the
distribution, even though the value of your investment (plus cash received, if
any) remains the same. In addition, the share price at the time you purchase
shares may include unrealized gains in the securities held in the investment
portfolio of a fund. If these portfolio securities are subsequently sold and the
gains are realized, they will, to the extent not offset by capital losses, be
paid to you as a distribution of capital gains and will be taxable to you as
short-term or long-term capital gains. See "Distributions," page 19.

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

If you have not complied with certain provisions of the Internal Revenue Code
and Regulations, we are required by federal law to withhold and remit to the IRS
31% of reportable payments (which may include dividends, capital gains
distributions and redemptions). Those regulations require you to certify that
the Social Security number or tax identification number you provide is correct
and that you are not subject to 31% withholding for previous under-reporting to
the IRS. You will be asked to make the appropriate certification on your
application. Payments reported by us that omit your Social Security number or
tax identification number will subject us to a penalty of $50, which will be
charged against your account if you fail to provide the certification by the
time the report is filed. This charge is not refundable.

MANAGEMENT

INVESTMENT MANAGEMENT

Under the laws of the State of Maryland, the Board of Directors is responsible
for managing the business

20 Additional Information You Should Know American Century Investments

and affairs of the funds. Acting pursuant to an investment management agreement
entered into with the funds, American Century Investment Management, Inc. serves
as the investment manager of the funds. Its principal place of business is
American Century Tower, 4500 Main Street, Kansas City, Missouri 64111. The
manager has been providing investment advisory services to investment companies
and institutional clients since it was founded in 1958.

The manager supervises and manages the investment portfolio of each fund and
directs the purchase and sale of their investment securities. It utilizes a team
of portfolio managers, assistant portfolio managers and analysts acting together
to manage the assets of the funds. The team meets regularly to review portfolio
holdings and to discuss purchase and sale activity. The team adjusts holdings in
the funds' portfolios as they deem appropriate in pursuit of the funds'
investment objectives. Individual portfolio managers may also adjust portfolio
holdings of the funds as necessary between meetings.

The portfolio manager members of the teams managing the funds described in this
Prospectus and their work experience during the past five years are as follows:

HENRIK STRABO, Vice President and Portfolio Manager, joined American Century in
1993 as an Investment Analyst of the International Growth and International
Discovery team and has been a Portfolio Manager member of the team since 1994.
Prior to joining American Century, Mr. Strabo was Vice President, International
Equity Sales with Barclays de Zoete Wedd from 1991 to 1993.

MARK S. KOPINSKI, Vice President and Portfolio Manager, rejoined American
Century in April 1997. From June 1995 to March 1997, Mr. Kopinski served as Vice
President and Portfolio Manager for Federated Investors, Inc. Prior to June
1995, Mr. Kopinski was a Vice President and Portfolio Manager for American
Century. He is a member of the team that manages International Growth and
International Discovery and was a member of the team at its inception in 1991.

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

For the services provided to the Advisor Class of the funds, the manager
receives an annual fee calculated as a percentage of the average net assets of
the fund as follows:

Fund Percent of Average Net Assets
- ----------------------------------------------------------------
International Growth 1.25% of first $1 billion
0.95% of the next $1 billion
0.85% over $2 billion

International Discovery 1.50% of first $500 million
1.15% of the next $500 million
0.95% over $1 billion
- ----------------------------------------------------------------

On the first business day of each month, each fund pays the management fee to
the manager for the previous month at the rate specified. The fee for the
previous month is calculated by multiplying the applicable fee for such series
by the aggregate average daily closing value of the fund's net assets during the
previous month, and further multiplying that product by a fraction, the
numerator of which is the number of days in the previous month and the
denominator of which is 365 (366 in leap years).

The management fees paid by the funds to the manager are higher than the fees
paid by the various other funds in the American Century family of funds because
of the higher costs and additional expenses associated with managing and
operating a fund owning a portfolio consisting primarily of foreign securities.
The fee may also be higher than the fee paid by many other international or
foreign investment companies.

Prospectus Additional Information You Should Know 21

stated management fee. In contrast, the management fee paid to the manager
includes payment for almost all fund expenses, with the exceptions noted.
Therefore, potential investors who attempt to compare the expenses of these
funds to the expenses of other funds should be careful to compare only the ratio
of total expenses to average net assets contained in the financial information
found on pages 5-7 of this Prospectus to the same ratio of the other funds.

The management agreement also provides that the funds' Board of Directors, upon
60 days' prior written notice to all affected shareholders, may impose a
servicing or administrative fee as a charge against shareholder accounts.

CODE OF ETHICS

The funds and the manager have adopted a Code of Ethics that restricts personal
investing practices by employees of the manager and its affiliates. Among other
provisions, the Code of Ethics requires that employees with access to
information about the purchase or sale of securities in the funds' portfolios
obtain preclearance before executing personal trades. With respect to Portfolio
Managers and other investment personnel, the Code of Ethics prohibits
acquisition of securities in an initial public offering, as well as profits
derived from the purchase and sale of the same security within 60 calendar days.
These provisions are designed to ensure that the interests of fund shareholders
come before the interests of the people who manage those funds.

TRANSFER AND ADMINISTRATIVE SERVICES

American Century Services Corporation, 4500 Main Street, Kansas City, Missouri
64111 acts as transfer agent and dividend-paying agent for the funds. It
provides facilities, equipment and personnel to the funds and is paid for such
services by the manager.

From time to time, special services may be offered to shareholders who maintain
higher share balances in our family of funds. These services may include the
waiver of minimum investment requirements, expedited confirmation of shareholder
transactions, newsletters and a team of personal representatives. Any expenses
associated with these special services will be paid by the manager.

The manager and the transfer agent are both wholly owned by American Century
Companies, Inc. James E. Stowers, Jr., Chairman of the funds' Board of
Directors, controls American Century Companies by virtue of his ownership of a
majority of its common stock.

DISTRIBUTION OF FUND SHARES

SERVICE AND DISTRIBUTION FEES

22 Additional Information You Should Know American Century Investments

vices and the maintenance of accounts and therefore may constitute "service
fees" for purposes of applicable rules of the National Association of Securities
Dealers.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

The corporation is a diversified, open-end management investment company whose
shares were first offered in May 1991. Its business and affairs are managed by
its officers under the direction of its Board of Directors.

The principal office of the funds is 4500 Main Street, P.O. Box 419385, Kansas
City, Missouri 64141-6385. All inquiries may be made by mail to that address, or
by telephone to 1-800-345-3533 (international calls: 816-531-5575).

Except as described below, all classes of shares of a fund have identical
voting, dividend, liquidation and other rights, preferences, terms and
conditions. The only differences among the various classes are (a) each class
may be subject to different expenses specific to that class, (b) each class has
a different identifying designation or name, (c) each class has exclusive voting
rights with respect to matters solely affecting such class, (d) each class may
have different exchange privileges and (e) the Institutional Class may provide
for automatic conversion from that class into shares of another class of the
same fund.

Shares have non-cumulative voting rights, which means that the holders of more
than 50% of the votes cast in an election of directors can elect all of the
directors if they choose to do so, and in such event the holders of the
remaining votes will not be able to elect any person or persons to the Board of
Directors.

Unless required by the Investment Company Act, it will not be necessary for the
funds to hold annual meetings of shareholders. As a result, shareholders may not
vote each year on the election of directors or the appointment of auditors.
However, pursuant to the funds' bylaws, the holders of shares representing at
least 10% of the votes entitled to be cast may request the funds to hold a
special meeting of shareholders. We will assist in the communication with other
shareholders.

WE RESERVE THE RIGHT TO CHANGE ANY OF OUR POLICIES, PRACTICES AND PROCEDURES
DESCRIBED IN THIS PROSPECTUS, INCLUDING THE STATEMENT OF ADDITIONAL INFORMATION,
WITHOUT SHAREHOLDER APPROVAL EXCEPT IN THOSE INSTANCES WHERE SHAREHOLDER
APPROVAL IS EXPRESSLY REQUIRED.

Prospectus Additional Information You Should Know 23

NOTES

24 Notes

NOTES

Notes 25

P.O. Box 419385
Kansas City, Missouri
64141-6385

Person-to-person assistance:
1-800-345-3533 or 816-531-5575

Telecommunications Device for the Deaf:
1-800-345-1833 or 816-753-0700

Fax: 816-340-4655

Internet: www.americancentury.com

[american century logo]
American
Century(sm)

9704 [recycled logo]
SH-BKT-8013 Recycled
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION

[American Century logo]
American
Century(sm)

APRIL 1, 1997

TWENTIETH
CENTURY
GROUP(R)

International Growth
International Discovery
Emerging Markets Fund

[Front Cover]

STATEMENT OF ADDITIONAL INFORMATION
APRIL 1, 1997

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

This Statement is not a prospectus but should be read in conjunction with the
current Prospectus of American Century World Mutual Funds, Inc., dated April 1,
1997. Please retain this document for future reference. To obtain the
Prospectus, call American Century toll-free at 1-800-345-2021 (international
calls: 816-531-5575), or write to P.O. Box 419200, Kansas City, Missouri
64141-6200.

TABLE OF CONTENTS

Investment Objectives of the Funds......................................2
Additional Investment Restrictions......................................2
Forward Currency Exchange Contracts.....................................3
An Explanation of Fixed Income Securities Ratings.......................4
Short Sales.............................................................6
Portfolio Turnover......................................................6
Officers and Directors..................................................7
Management..............................................................8
Custodians..............................................................9
Independent Auditors...................................................10
Capital Stock..........................................................10
Multiple Class Structure...............................................10
Taxes..................................................................12
Brokerage..............................................................13
Performance Advertising................................................14
Redemptions in Kind....................................................15
Holidays...............................................................15
Financial Statements...................................................15

Statement of Additional Information 1

INVESTMENT OBJECTIVES OF THE FUNDS

The investment objective of each fund comprising American Century World Mutual
Funds, Inc. is described on page 2 of the Prospectus. In seeking to achieve its
objective, a fund must conform to certain policies, some of which are designated
in the Prospectus or in this Statement of Additional Information as
"fundamental" and cannot be changed without shareholder approval. The following
paragraph is also a statement of fundamental policy with respect to selection of
investments.

In general, within the restrictions outlined herein, each series has broad
powers with respect to investing funds or holding them uninvested. Investments
are varied according to what is judged advantageous under changing economic
conditions. It is our policy to retain maximum flexibility in management without
restrictive provisions as to the proportion of one or another class of
securities that may be held, subject to the investment restrictions described
below. It is the manager's intention that each fund will generally consist of
common stocks. However, the manager may invest the assets of a fund in varying
amounts in other instruments and in senior securities, such as bonds,
debentures, preferred stocks and convertible issues, when such a course is
deemed appropriate in order to attempt to attain its financial objective.

ADDITIONAL INVESTMENT RESTRICTIONS

Additional fundamental policies that may be changed only with shareholder
approval provide that, with the exception of the Emerging Markets Fund, each
series of shares:

(1) Shall not invest more than 15% of its assets in illiquid investments.

(2) Shall not invest in the securities of companies that, including
predecessors, have a record of less than three years of continuous
operation.

(3) Shall not lend its portfolio securities except to unaffiliated persons and
subject to the rules and regulations adopted under the Investment Company
Act. No such rules and regulations have been issued, but it is our policy
that such loans must be secured continuously by cash collateral maintained
on a current basis in an amount at least equal to the market value of the
securities loaned, or by irrevocable letters of credit. During the
existence of the loan, the fund must continue to receive the equivalent of
the interest and dividends paid by the issuer on the securities loaned and
interest on the investment of the collateral; the fund must have the right
to call the loan and obtain the securities loaned at any time on five days'
notice, including the right to call the loan to enable the fund to vote the
securities. To comply with the regulations of certain state securities
administrators, such loans may not exceed one-third of the fund's net
assets taken at market.

(4) Shall not purchase the security of any one issuer if such purchase would
cause more than 5% of the fund's assets at market to be invested in the
securities of such issuer, except U.S. government securities, or if the
purchase would cause more than 10% of the outstanding voting securities of
any one issuer to be held in the fund's portfolio.

(5) Shall not invest for control or for management, or concentrate its
investment in a particular company or a particular industry. No more than
25% of the assets of the fund, exclusive of cash and U.S. government
securities, will be invested in securities of any one industry.

(6) Shall not buy securities on margin nor sell short (unless it owns or by
virtue of its ownership of other securities has the right to obtain
securities equivalent in kind and amount to the securities sold); however,
the fund may make margin deposits in connection with the use of any
financial instrument or any transaction in securities permitted by its
fundamental policies.

(7) Shall not invest in the securities of other investment companies except by
purchases in the open market involving only customary brokers' commissions
and no sales charges.

(8) Shall not issue any senior security.

(9) Shall not underwrite any securities.

(10) Shall not purchase or sell real estate. (In the opinion of management, this
restriction will not preclude the corporation from investing in securities
of corporations that deal in real estate.)

(11) Shall not purchase or sell commodities or commodity contracts.

2 American Century Investments

(12) Shall not borrow any money, except from banks or trust companies in an
amount not in excess of 5% of the total assets of the fund, and then only
for emergency and extraordinary purposes.

Paragraphs 3, 5, 8 and 9 shall apply as fundamental policies of the Emerging
Markets Fund. Paragraphs 1, 2, 6, 7, 10, 11 and 12 shall also apply to the
Emerging Markets Fund, but shall not be considered fundamental policies.
Paragraph 4 shall apply to the Emerging Markets Fund with respect to 75% of its
portfolio and shall not be considered a fundamental policy.

The Investment Company Act imposes certain additional restrictions upon
acquisition by the funds of securities issued by insurance companies,
broker-dealers, underwriters or investment advisors, and upon transactions with
affiliated persons as therein defined. It also defines and forbids the creation
of cross and circular ownership.

The Investment Company Act also provides that the funds may not invest more than
25% of their assets in the securities of issuers engaged in a single industry.
In determining industry groups for purposes of this standard, the Securities and
Exchange Commission ordinarily uses the Standard Industry Classification codes
developed by the United States Office of Management and Budget. In the interest
of ensuring adequate diversification, the funds monitor industry concentration
using a more restrictive list of industry groups than that recommended by the
SEC. The funds believe that these classifications are reasonable and are not so
broad that the primary economic characteristics of the companies in a single
class are materially different. The use of these more restrictive industry
classifications may, however, cause the funds to forego investment possibilities
which may otherwise be available to them under the Investment Company Act.

International Growth and International Discovery will not invest in oil, gas or
other mineral leases, or in warrants, except that a fund may purchase securities
with warrants attached.

Neither the SEC nor any other agency of the federal or state government
participates in or supervises the funds' management or their investment
practices or policies.

FORWARD CURRENCY EXCHANGE CONTRACTS

The funds conduct their foreign currency exchange transactions either on a spot
(i.e., cash) basis at the spot rate prevailing in the foreign currency exchange
market, or through entering into forward foreign currency exchange contracts to
purchase or sell foreign currencies.

Each fund expects to use forward contracts under two circumstances:

(1) When the manager wishes to "lock in" the U.S. dollar price of a security
when the fund is purchasing or selling a security denominated in a foreign
currency, the fund would be able to enter into a forward contract to do so;
or

(2) When the manager believes that the currency of a particular foreign country
may suffer a substantial decline against the U.S. dollar, the fund would be
able to enter into a forward contract to sell foreign currency for a fixed
U.S. dollar amount approximating the value of some or all of the fund's
portfolio securities either denominated in, or whose value is tied to, such
foreign currency.

As to the first circumstance, when a fund enters into a trade for the purchase
or sale of a security denominated in a foreign currency, it may be desirable to
establish (lock in) the U.S. dollar cost or proceeds. By entering into forward
contracts in U.S. dollars for the purchase or sale of a foreign currency
involved in an underlying security transaction, the fund will be able to protect
itself against a possible loss between trade and settlement dates resulting from
the adverse change in the relationship between the U.S. dollar and the subject
foreign currency.

Under the second circumstance, when the manager believes that the currency of a
particular country may suffer a substantial decline relative to the U.S. dollar,
a fund could enter into a forward contract to sell for a fixed dollar amount the
amount in foreign currencies approximating the value of some or all of its
portfolio securities either denominated in, or whose value is tied to, such
foreign currency. The fund will place cash or high-grade liquid securities in a
separate account with its custodian in an amount sufficient to cover its
obligation under the contract. If the value of the securities placed in the
separate account declines,

Statement of Additional Information 3

additional cash or securities will be placed in the account on a daily basis so
that the value of the account equals the amount of the fund's commitments with
respect to such contracts.

The precise matching of forward contracts in the amounts and values of
securities involved would not generally be possible since the future values of
such foreign currencies will change as a consequence of market movements in the
values of those securities between the date the forward contract is entered into
and the date it matures. Predicting short-term currency market movements is
extremely difficult, and the successful execution of short-term hedging strategy
is highly uncertain. Normally, consideration of the prospect for currency
parities will be incorporated into the long-term investment decisions made with
respect to overall diversification strategies. However, the manager believes
that it is important to have flexibility to enter into such forward contracts
when it determines that a fund's best interests may be served.

Generally, a fund will not enter into a forward contract with a term of greater
than one year. At the maturity of the forward contract, the fund may either sell
the portfolio security and make delivery of the foreign currency, or it may
retain the security and terminate the obligation to deliver the foreign currency
by purchasing an "offsetting" forward contract with the same currency trader
obligating the fund to purchase, on the same maturity date, the same amount of
the foreign currency.

It is impossible to forecast with absolute precision the market value of
portfolio securities at the expiration of the forward contract. Accordingly, it
may be necessary for a fund to purchase additional foreign currency on the spot
market (and bear the expense of such purchase) if the market value of the
security is less than the amount of foreign currency the fund is obligated to
deliver and if a decision is made to sell the security and make delivery of the
foreign currency the fund is obligated to deliver.

AN EXPLANATION OF FIXED INCOME SECURITIES RATINGS

As described in the Prospectus, the funds may invest in fixed income securities.
International Growth may invest only in investment-grade obligations, while
International Discovery and the Emerging Markets Fund may invest in bonds,
corporate debt securities and governmental obligations without regard to credit
quality restrictions if such obligations are determined by the manager to be
sound investments.

Fixed income securities ratings provide the manager with a current assessment of
the credit rating of an issuer with respect to a specific fixed income security.
The following is a description of the rating categories utilized by the rating
services referenced in the Prospectus disclosure.

The following summarizes the ratings used by Standard & Poor's Corporation for
bonds:

AAA -- This is the highest rating assigned by S&P to a debt obligation and
indicates an extremely strong capacity to pay interest and
repay principal.

AA -- Debt rated AA is considered to have a very strong capacity to pay
interest and repay principal and differs from AAA issues only to a small degree.

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

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

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

B -- Debt rated B has a greater vulnerability to default but currently has
the capacity to meet interest payments and principal repayments. Adverse
business, financial or economic conditions will likely impair capacity or
willingness to pay interest

4 American Century Investments

and repay principal. The B rating category is also used for debt subordinated to
senior debt that is assigned an actual or implied BB or BB- rating.

CCC -- Debt rated CCC has a currently identifiable vulnerability to default
and is dependent upon favorable business, financial and economic conditions to
meet timely payment of interest and repayment of principal. In the event of
adverse business, financial or economic conditions, it is not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

CC -- The rating CC typically is applied to debt subordinated to senior
debt that is assigned an actual or implied CCC rating.

C -- The rating C typically is applied to debt subordinated to senior debt,
which is assigned an actual or implied CCC- debt rating. The C rating may be
used to cover a situation where a bankruptcy petition has been filed, but debt
service payments are continued.

CI -- The rating CI is reserved for income bonds on which no interest is
being paid.

D -- Debt rated D is in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due even if the
applicable grace period has not expired, unless S&P believes that such payments
will be made during such grace period. The D rating also will be used upon the
filing of a bankruptcy petition if debt service payments are jeopardized.

To provide more detailed indications of credit quality, the ratings from AA to
CCC may be modified by the addition of a plus or minus sign to show relative
standing within these major rating categories.

The following summarizes the ratings used by Moody's Investors Service, Inc. for
bonds:

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

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

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

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

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

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

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

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

C -- Bonds that are rated C are the lowest rated class of bonds, and issues
so rated can be regarded

Statement of Additional Information 5

as having extremely poor prospects of ever attaining any real investment
standing.

Moody's applies numerical modifiers 1, 2 and 3 in each generic rating category
from Aa through B. The modifier 1 indicates that the bond being rated ranks in
the higher end of its generic rating category; the modifier 2 indicates a
mid-range ranking; and the modifier 3 indicates a ranking in the lower end of
that generic rating category.

SHORT SALES

A fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire an equal amount of the security being sold
short at no additional cost.

In a short sale, the seller does not immediately deliver the securities sold and
is said to have a short position in those securities until delivery occurs. To
make delivery to the purchaser, the executing broker borrows the securities
being sold short on behalf of the seller. While the short position is
maintained, the seller collateralizes its obligation to deliver the securities
sold short in an amount equal to the proceeds of the short sale plus an
additional margin amount established by the Board of Governors of the Federal
Reserve. If a fund engages in a short sale, the collateral account will be
maintained by the fund's custodian. While the short sale is open, the fund will
maintain in a segregated custodial account an amount of securities convertible
into or exchangeable for such equivalent securities at no additional cost. These
securities would constitute the fund's long position.

A fund may make a short sale, as described above, when it wants to sell the
security it owns at a current attractive price, but also wishes to defer
recognition of gain or loss for federal income tax purposes and for purposes of
satisfying certain tests applicable to regulated investment companies under the
Internal Revenue Code. In such a case, any future losses in the fund's long
position should be reduced by a gain in the short position. The extent to which
such gains or losses are reduced would depend upon the amount of the security
sold short relative to the amount the fund owns. There will be certain
additional transaction costs associated with short sales, but the fund will
endeavor to offset these costs with income from the investment of the cash
proceeds of short sales.

PORTFOLIO TURNOVER

In order to achieve its investment objective, the manager will purchase and sell
securities without regard to the length of time the security has been held and,
accordingly, it can be expected that the rate of portfolio turnover may be
substantial.

The funds intend to purchase a given security whenever management believes it
will contribute to the stated objective of a fund, even if the same security has
only recently been sold. In selling a given security, the manager keeps in mind
that (1) profits from sales of securities held less than three months must be
limited in order to meet the requirements of Subchapter M of the Internal
Revenue Code, and (2) profits from sales of securities are taxed to shareholders
as ordinary income. Subject to those considerations, the corporation will sell a
given security, no matter for how long or for how short a period it has been
held in the portfolio, and no matter whether the sale is at a gain or at a loss,
if the management believes that it is not fulfilling its purpose, either
because, among other things, it did not live up to management's expectations, or
because it may be replaced with another security holding greater promise, or
because it has reached its optimum potential, or because of a change in the
circumstances of a particular company or industry or in general economic
conditions, or because of some combination of such reasons.

When a general decline in security prices is anticipated, a fund may decrease or
eliminate entirely its equity position and increase its cash position, and when
a rise in price levels is anticipated, a fund may increase its equity position
and decrease its cash position. However, it should be expected that each fund
will, under most circumstances, be essentially fully invested in equity
securities.

Since investment decisions are based on the anticipated contribution of the
security in question to a fund's objectives, the rate of portfolio turnover is
irrelevant when the manager believes a change is in order to achieve those
objectives, and a fund's annual portfolio turnover rate cannot be anticipated
and may be comparatively high. This disclosure regarding portfolio turnover is a
statement of fundamental policy and may be changed only by a vote of the
shareholders.

6 American Century Investments

Since the manager does not take portfolio turnover rate into account in making
investment decisions, (1) the manager has no intention of accomplishing any
particular rate of portfolio turnover, whether high or low, and (2) the
portfolio turnover rates should not be considered as a representation of the
rates that will be attained in the future.

OFFICERS AND DIRECTORS

The principal officers and directors of the corporation, their principal
business experience during the past five years, and their affiliations with the
funds' investment manager, American Century Investment Management, Inc. and its
transfer agent, American Century Services Corporation, are listed below. Unless
otherwise noted, the business address of each director and officer is American
Century Tower, 4500 Main Street, Kansas City, Missouri 64111. All persons named
as officers of the Corporation also serve in similar capacities for other funds
advised by the manager. Those directors that are "interested persons" as defined
in the Investment Company Act of 1940 are indicated by an asterisk(*).

JAMES E. STOWERS JR.,* Chairman of the Board and Director; Chairman of the
Board, Director and controlling shareholder of American Century Companies, Inc.,
parent corporation of American Century Investment Management, Inc. and American
Century Services Corporation; Chairman of the Board and Director of American
Century Investment Management, Inc. and American Century Services Corporation;
father of James E. Stowers III.

JAMES E. STOWERS III,* President, Chief Executive Officer and Director;
President, Chief Executive Officer and Director, American Century Companies,
Inc. American Century Investment Management, Inc. and American Century Services
Corporation.

THOMAS A. BROWN, Director; 2029 Wyandotte, Kansas City, Missouri; Chief
Executive Officer, Associated Bearing Company, a corporation engaged in the sale
of bearings and power transmission products.

ROBERT W. DOERING, M.D., Director; 6420 Prospect, Kansas City, Missouri; general
surgeon.

D. D. (DEL) HOCK, Director; 1225 Seventeenth Street #900, Denver, Colorado;
Chairman, President and Chief Executive Officer, Public Service Company of
Colorado.

LINSLEY L. LUNDGAARD, Vice Chairman of the Board and Director; 18648 White Wing
Drive, Rio Verde, Arizona; retired; formerly Vice President and National Sales
Manager, Flour Milling Division, Cargill, Inc.

DONALD H. PRATT, Director; P.O. Box 419917, Kansas City, Missouri; President,
Butler Manufacturing Company.

LLOYD T. SILVER JR., Director; 2300 West 70th Terrace, Mission Hills, Kansas;
President, LSC, Inc., manufacturer's representative.

M. JEANNINE STRANDJORD, Director; 908 West 121st Street, Kansas City, Missouri;
Senior Vice President and Treasurer, Sprint Corporation.

WILLIAM M. LYONS, Executive Vice President, Chief Operating Officer, Secretary
and General Counsel; Executive Vice President, Chief Operating Officer and
General Counsel, American Century Companies, Inc., American Century Investment
Management, Inc. and American Century Services Corporation.

ROBERT T. JACKSON, Executive Vice President and Principal Financial Officer;
Executive Vice President and Treasurer, American Century Companies, Inc.,
American Century Investment Management, Inc. and American Century Services
Corporation; formerly Executive Vice President, Kemper Corporation.

MARYANNE ROEPKE, CPA, Vice President, Treasurer and Principal Accounting
Officer; Vice President, American Century Services Corporation.

PATRICK A. LOOBY, Vice President; Vice President, American Century Services
Corporation.

ROBERT J. LEACH, CPA, Controller; formerly accountant, Ernst & Young LLP, Kansas
City, Missouri.

The Board of Directors has established four standing committees: the Executive
Committee, the Audit Committee, the Compliance Committee and the Nominating
Committee.

Messrs. Stowers Jr., Stowers III and Lundgaard constitute the Executive
Committee of the Board of Directors. The committee performs the functions of the
Board of Directors between meetings of the Board, subject to the limitations on
its power set out in the Maryland Corporation Law, and except for matters
required by the Investment Company Act to be acted upon by the whole Board.

Messrs. Lundgaard (chairman), Doering and Hock and Ms. Strandjord constitute the
Audit Committee. The functions of the Audit Committee include

Statement of Additional Information 7

recommending the engagement of the funds' independent auditors, reviewing the
arrangements for and scope of the annual audit, reviewing comments made by the
independent auditors with respect to internal controls and the considerations
given or the corrective action taken by management and reviewing nonaudit
services provided by the independent auditors.

Messrs. Brown (chairman), Pratt and Silver constitute the Compliance Committee.
The functions of the Compliance Committee include reviewing the results of the
funds' compliance testing program, reviewing quarterly reports from the manager
to the Board regarding various compliance matters and monitoring the
implementation of the funds' Code of Ethics, including any violations thereof.

The Nominating Committee has as its principal role the consideration and
recommendation of individuals for nomination as directors. The names of
potential director candidates are drawn from a number of sources, including
recommendations from members of the Board, management and shareholders. This
committee also reviews and makes recommendations to the Board with respect to
the composition of Board committees and other Board-related matters, including
its organization, size, composition, responsibilities, functions and
compensation. The members of the nominating committee are Messrs. Pratt
(chairman), Lundgaard and Stowers III.

The Directors of the corporation also serve as Directors for other funds advised
by the manager. Each Director who is not an "interested person" as defined in
the Investment Company Act receives for service as a member of the Board of all
six of such companies an annual director's fee of $44,000, and an additional fee
of $1,000 per regular Board meeting attended and $500 per special Board meeting
and committee meeting attended. In addition, those directors who are not
"interested persons" and serve as chairman of a committee of the Board of
Directors receive an additional $2,000 for such services. These fees and
expenses are divided among the six investment companies based upon their
relative net assets. Under the terms of the management agreement with the
manager, the funds are responsible for paying such fees and expenses.

Set forth below is the aggregate compensation paid for the periods indicated by
the funds and by the American Century family of funds as a whole to each
Director who is not an "interested person" as defined in the Investment Company
Act.

Aggregate Total Compensation from
Compensation from the American Century
Director the Corporation1 Family of Funds2
- --------------------------------------------------------------------------------
Thomas A. Brown $2,120 $46,333
Robert W. Doering, M.D. 1,968 42,833
Linsley L. Lundgaard 2,128 46,333
Donald H. Pratt 2,044 44,667
Lloyd T. Silver Jr. 2,036 44,333
M. Jeannine Strandjord 2,014 43,833
John M. Urie3 1,884 37,167
D. D. (Del) Hock3 236 8,833
- --------------------------------------------------------------------------------

1 Includes compensation paid by the corporation for the fiscal year ended
November 30, 1996.

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

3 Mr. Hock replaced Mr. Urie as a director effective October 31, 1996.

Those Directors who are "interested persons," as defined in the Investment
Company Act, receive no fee as such for serving as a Director. The salaries of
such individuals, who are also officers of the funds, are paid by the manager.

MANAGEMENT

A description of the responsibilities and method of compensation of the funds'
investment manager, American Century Investment Management, Inc., appears in the
Prospectus under the caption, "Management."

During the fiscal years ended November 30, 1996, 1995 and 1994, the management
fees paid by International Growth to the manager were $21,271,619, $21,967,586
and $22,155,449 on average net assets of $1,289,561,744, $1,240,949,990 and
$1,205,407,244. During the fiscal years ended November 30, 1996 and 1995, and
the period from April 1, 1994 (inception) through November 30, 1994, the
management fees paid by International Discovery to the manager were $4,421,277,
$2,260,979 and $957,116 on average net assets of $235,583,979, $113,067,308 and
$71,587,570.

The management agreement shall continue in effect until the earlier of the
expiration of two years

8 American Century Investments

from the date of its execution or until the first meeting of shareholders
following such execution and for as long thereafter as its continuance is
specifically approved at least annually by (i) the funds' Board of Directors, or
by the vote of a majority of the outstanding votes (as defined in the Investment
Company Act), and (ii) by the vote of a majority of the Directors of the funds
who are not parties to the agreement or interested persons of the manager, cast
in person at a meeting called for the purpose of voting on such approval.

The management agreement provides that it may be terminated at any time without
payment of any penalty by the funds' Board of Directors, or by a vote of a
majority of the funds' shareholders, on 60 days' written notice to the manager,
and that it shall be automatically terminated if it is assigned.

The management agreement provides that the manager shall not be liable to the
funds or its shareholders for anything other than willful misfeasance, bad
faith, gross negligence or reckless disregard of its obligations or duties.

The management agreement also provides that the manager and its officers,
directors and employees may engage in other business, devote time and attention
to any other business whether of a similar or dissimilar nature, and render
services to others.

Certain investments may be appropriate for the funds and also for other clients
advised by the manager. Investment decisions for the funds and other clients are
made with a view to achieving their respective investment objectives after
consideration of such factors as their current holdings, availability of cash
for investment and the size of their investment generally. A particular security
may be bought or sold for only one client, or in different amounts and at
different times for more than one but less than all clients. In addition,
purchases or sales of the same security may be made for two or more clients on
the same date. Such transactions will be allocated among clients in a manner
believed by Investors Research to be equitable to each. In some cases this
procedure could have an adverse effect on the price or amount of the securities
purchased or sold by a fund.

The manager may aggregate purchase and sale orders of the funds with purchase
and sale orders of its other clients when the manager believes that such
aggregation provides the best execution for the funds. The funds' Board of
Directors has approved the policy of the manager with respect to the aggregation
of portfolio transactions. Where portfolio transactions have been aggregated,
the funds participate at the average share price for all transactions in that
security on a given day and share transaction costs on a pro rata basis. The
manager will not aggregate portfolio transactions of the funds unless it
believes such aggregation is consistent with its duty to seek best execution on
behalf of the funds and the terms of the management agreement. The manager
receives no additional compensation or remuneration as a result of such
aggregation.

In addition to managing the funds, on February 28, 1997, the manager was acting
as an investment advisor to 12 institutional accounts and to five registered
investment companies, American Century Mutual Funds, Inc., American Century
Premium Reserves, Inc., American Century Capital Portfolios, Inc., American
Century Strategic Asset Allocations, Inc. and TCI Portfolios, Inc.

American Century Services Corporation provides physical facilities, including
computer hardware and software and personnel, for the day-to-day administration
of the funds and of the manager. The manager pays American Century Services
Corporation for such services.

As stated in the Prospectus, all of the stock of American Century Services
Corporation and American Century Investment Management, Inc. is owned by
American Century Companies, Inc.

CUSTODIANS

UMB Bank, N.A., 10th and Grand, Kansas City, Missouri 64105, and Commerce Bank,
N.A. 1000 Walnut, Kansas City, Missouri 64105, each serves as custodian of the
assets of the funds. The custodians take no part in determining the investment
policies of the funds or in deciding which securities are purchased or sold by
the funds. The funds, however, may invest in certain obligations of the
custodians and may purchase or sell certain securities from or to the
custodians.

Statement of Additional Information 9

INDEPENDENT AUDITORS

At a meeting held on December 12, 1996, the Board of Directors of the
corporation appointed Deloitte & Touche LLP, 1010 Grand Avenue, Kansas City,
Missouri 64106, as the independent auditors of the funds to examine the
financial statements of the funds for the fiscal year ending November 30, 1997.
The appointment of Deloitte & Touche was recommended by the Audit Committee of
the Board of Directors. As the independent auditors of the funds, Deloitte &
Touche will provide services including (1) audit of the annual financial
statements, (2) assistance and consultation in connection with SEC filings and
(3) review of the annual federal income tax return filed for each fund by
American Century.

Ernst & Young LLP, One Kansas City Place, 1200 Main Street, Kansas City,
Missouri 64105, served as independent auditors for the funds for the fiscal year
ended November 30, 1996.

Baird, Kurtz & Dobson, City Center Square, Suite 2700, 1100 Main Street, Kansas
City, Missouri 64105, served as independent accountants for the funds and
examined the financial statements of the funds for all fiscal years ending prior
to December 1, 1995.

CAPITAL STOCK

The funds' capital stock is described in the Prospectus under the heading,
"Further Information About American Century."

The corporation currently has three series of shares outstanding. Each series of
shares is further divided into four classes. The funds may in the future issue
additional series or classes of shares without a vote of the shareholders. The
assets belonging to each series or class of shares are held separately by the
custodian and the shares of each series or class represent a beneficial interest
in the principal, earnings and profits (or losses) of investment and other
assets held for that series or class. Your rights as a shareholder are the same
for all series or classes of securities unless otherwise stated. Within their
respective series or class, all shares have equal redemption rights. Each share,
when issued, is fully paid and non-assessable. Each share, irrespective of
series or class, is entitled to one vote for each dollar of net asset value
represented by such share on all questions.

In the event of complete liquidation or dissolution of the funds, shareholders
of each series or class of shares shall be entitled to receive, pro rata, all of
the assets less the liabilities of that series or class.

As of February 28, 1997, 10% of the outstanding shares of Twentieth Century
International Growth were owned of record by Charles Schwab & Co. Special
Custody Account For Exclusive Benefit of Customers-Reinvest.

MULTIPLE CLASS STRUCTURE

The funds' Board of Directors has adopted a multiple class plan (the "Multiclass
Plan") pursuant to Rule 18f-3 adopted by the SEC. Pursuant to such plan, the
funds may issue up to four classes of shares: an Investor Class, an
Institutional Class, a Service Class and an Advisor Class.

The Investor Class is made available to investors directly by the investment
manager through its affiliated broker-dealer, American Century Investment
Services, Inc., for a single unified management fee, without any load or
commission. The Institutional, Service and Advisor Classes are made available to
institutional shareholders or through financial intermediaries that do not
require the same level of shareholder and administrative services from the
manager as Investor Class shareholders. As a result, the manager is able to
charge these classes a lower management fee. In addition to the management fee,
however, Service Class shares are subject to a Shareholder Services Plan
(described below), and the Advisor Class shares are subject to a Master
Distribution and Shareholder Services Plan (also described below). Both plans
have been adopted by the funds' Board of Directors and initial shareholder in
accordance with Rule 12b-1 adopted by the SEC under the Investment Company Act.

RULE 12B-1

Rule 12b-1 permits an investment company to pay expenses associated with the
distribution of its shares in accordance with a plan adopted by the investment
company's Board of Directors and approved by its shareholders. Pursuant to such
rule, the Board of Directors and initial shareholders of the funds' Service
Class and Advisor Class have approved and entered into a Shareholder Services
Plan, with respect

10 American Century Investments

to the Service Class, and a Master Distribution and Shareholder Services Plan,
with respect to the Advisor Class (collectively, the "Plans"). Both Plans are
described below.

In adopting the Plans, the Board of Directors (including a majority of directors
who are not "interested persons" of the funds [as defined in the Investment
Company Act], hereafter referred to as the "independent directors") determined
that there was a reasonable likelihood that the Plans would benefit the funds
and the shareholders of the affected classes. Pursuant to Rule 12b-1,
information with respect to revenues and expenses under the Plans is presented
to the Board of Directors quarterly for its consideration in connection with its
deliberations as to the continuance of the Plans. Continuance of the Plans must
be approved by the Board of Directors (including a majority of the independent
directors) annually. The Plans may be amended by a vote of the Board of
Directors (including a majority of the independent directors), except that the
Plans may not be amended to materially increase the amount to be spent for
distribution without majority approval of the shareholders of the affected
class. The Plans terminate automatically in the event of an assignment and may
be terminated upon a vote of a majority of the independent directors or by vote
of a majority of the outstanding voting securities of the affected class.

All fees paid under the Plans will be made in accordance with Section 26 of the
Rules of Fair Practice of the National Association of Securities Dealers.

SHAREHOLDER SERVICES PLAN

As described in the Prospectus, the funds' Service Class of shares are made
available to participants in employer-sponsored retirement or savings plans and
to persons purchasing through financial intermediaries, such as banks,
broker-dealers and insurance companies. In such circumstances, certain
recordkeeping and administrative services that are provided by the funds'
transfer agent for the Investor Class shareholders may be performed by a plan
sponsor (or its agents) or by a financial intermediary. To enable the funds'
shares to be made available through such plans and financial intermediaries, and
to compensate them for such services, the funds' investment manager has reduced
its management fee by 0.25% per annum with respect to the Service Class shares
and the funds' Board of Directors has adopted a Shareholder Services Plan.
Pursuant to the Shareholder Services Plan, the Service Class shares pay a
shareholder services fee of 0.25% annually of the aggregate average daily net
assets of the funds' Service Class shares.

American Century Investment Services, Inc. (the "Distributor") enters into
contracts with each financial intermediary for the provision of certain
shareholder services and utilizes the shareholder services fees received under
the Shareholder Services Plan to pay for such services. Payments may be made for
a variety of shareholder services, including, but are not limited to, (1)
receiving, aggregating and processing purchase, exchange and redemption requests
from beneficial owners (including contract owners of insurance products that
utilize the funds as underlying investment media) of shares and placing
purchase, exchange and redemption orders with the Distributor; (2) providing
shareholders with a service that invests the assets of their accounts in shares
pursuant to specific or pre-authorized instructions; (3) processing dividend
payments from a fund on behalf of shareholders and assisting shareholders in
changing dividend options, account designations and addresses; (4) providing and
maintaining elective services such as wire transfer services; (5) acting as
shareholder of record and nominee for beneficial owners; (6) maintaining account
records for shareholders and/or other beneficial owners; (7) issuing
confirmations of transactions; (8) providing subaccounting with respect to
shares beneficially owned by customers of third parties or providing the
information to a fund as necessary for such subaccounting; (9) preparing and
forwarding shareholder communications from the funds (such as proxies,
shareholder reports, annual and semiannual financial statements and dividend,
distribution and tax notices) to shareholders and/or other beneficial owners;
(10) providing other similar administrative and sub-transfer agency services;
and (11) paying "service fees" for the provision of personal, continuing
services to investors, as contemplated by the Rules of Fair Practice of the NASD
(collectively referred to as "Shareholder Services"). Shareholder Services do
not include those activities and expenses that are primarily intended to result
in the sale of additional shares of the funds.

Statement of Additional Information 11

MASTER DISTRIBUTION AND SHAREHOLDER SERVICES PLAN

As described in the Prospectus, the funds' Advisor Class of shares is also made
available to participants in employer-sponsored retirement or savings plans and
to persons purchasing through financial intermediaries, such as banks,
broker-dealers and insurance companies. The Distributor enters into contracts
with various banks, broker-dealers, insurance companies and other financial
intermediaries with respect to the sale of the funds' shares and/or the use of
the funds' shares in various investment products or in connection with various
financial services.

As with the Service Class, certain recordkeeping and administrative services
that are provided by the funds' transfer agent for the Investor Class
shareholders may be performed by a plan sponsor (or its agents) or by a
financial intermediary for shareholders in the Advisor Class. In addition to
such services, the financial intermediaries provide various distribution
services.

To enable the funds' shares to be made available through such plans and
financial intermediaries, and to compensate them for such services, the funds'
investment manager has reduced its management fee by 0.25% per annum with
respect to the Advisor Class shares and the funds' Board of Directors has
adopted a Master Distribution and Shareholder Services Plan (the "Distribution
Plan"). Pursuant to such Plan, the Advisor Class shares pay the Distributor a
fee of 0.50% annually of the aggregate average daily net assets of the funds'
Advisor Class shares, 0.25% of which is paid for Shareholder Services (as
described above) and 0.25% of which is paid for distribution services.

Distribution services include any activity undertaken or expense incurred that
is primarily intended to result in the sale of Advisor Class shares, which
services may include but are not limited to, (1) the payment of sales
commission, ongoing commissions and other payments to brokers, dealers,
financial institutions or others who sell Advisor Class shares pursuant to
Selling Agreements; (2) compensation to registered representatives or other
employees of Distributor who engage in or support distribution of the funds'
Advisor Class shares; (3) compensation to, and expenses (including overhead and
telephone expenses) of, Distributor; (4) the printing of prospectuses,
statements of additional information and reports for other than existing
shareholders; (5) the preparation, printing and distribution of sales literature
and advertising materials provided to the funds' shareholders and prospective
shareholders; (6) receiving and answering correspondence from prospective
shareholders, including distributing prospectuses, statements of additional
information and shareholder reports; (7) the providing of facilities to answer
questions from prospective investors about fund shares; (8) complying with
federal and state securities laws pertaining to the sale of fund shares; (9)
assisting investors in completing application forms and selecting dividend and
other account options; (10) the providing of other reasonable assistance in
connection with the distribution of fund shares; (11) the organizing and
conducting of sales seminars and payments in the form of transactional
compensation or promotional incentives; (12) profit on the foregoing; (13) the
payment of "service fees" for the provision of personal, continuing services to
investors, as contemplated by the Rules of Fair Practice of the NASD; and (14)
such other distribution and services activities as the manager determines may be
paid for by the funds pursuant to the terms of this Agreement and in accordance
with Rule 12b-1 of the Investment Company Act.

TAXES

Each fund has elected to be taxed under Subchapter M of the Internal Revenue
Code as a regulated investment company. If it qualifies, it will not be subject
to U.S. federal income tax (other than any tax resulting from investing in
passive foreign investment companies, as discussed below) on net ordinary income
and net capital gains, which are distributed to its shareholders within certain
time periods specified in the Code. Amounts not distributed on a timely basis
would be subject to federal corporate income tax and possibly to a nondeductible
4% excise tax.

Distributions by the funds from net investment income and net short-term capital
gains are taxable to shareholders as ordinary income. The dividend-received
deduction available to corporate shareholders for dividends received from a fund
will apply to ordinary income distributions only to the extent that they are
attributable to the fund's dividend income from U.S. corporations. In addition,
the dividends-received

12 American Century Investments

deduction will be limited if the shares with respect to which the dividends are
received are treated as debt-financed or are deemed to have been held less than
46 days by a fund.

Distributions from net long-term capital gains are taxable to a shareholder as
long-term capital gains regardless of the length of time the shares on which
such distributions are paid have been held by the shareholder. However,
shareholders should note that any loss realized upon the sale or redemption of
shares held for six months or less will be treated as a long-term capital loss
to the extent of any distribution of long-term capital gain to the shareholder
with respect to such shares.

Income from foreign securities purchased by a fund may be reduced by a
withholding tax at the source. If, as of the end of any fiscal year, more than
50% of the assets of a fund are invested in securities of foreign corporations,
the fund may make an election that will result in the shareholder having the
option to elect either to deduct their pro rata share of the foreign taxes paid
by the fund or to use their pro rata share of the foreign taxes paid by the fund
in calculating the foreign tax credit to which they are entitled. Distributions
by a fund will be treated as U.S. source income for purposes other than
computing the foreign tax credit limitation.

If a fund invests in the securities of certain foreign investment funds or
trusts called passive foreign investment companies, the fund may be subject to
federal corporate income taxation on a portion of any "excess distribution" with
respect to, or gain from the disposition of, such securities. The tax would be
determined by allocating such distribution or gain ratability to each day of the
fund's holding period for the stock. The distribution or gain so allocated to
any taxable year of the fund, other than the taxable year of the excess
distribution for disposition, would be taxed to the fund at the highest marginal
rate in effect for such year, and the tax would be further increased by an
interest charge. Any amount of distribution or gain allocated to the taxable
year of the distribution or disposition would be included in the fund's taxable
income. In the alternative, the fund may elect to recognize cumulative gains on
such investments as of the last day of its fiscal year and distribute to
shareholders.

Redemption of shares of a fund will be a taxable transaction for federal income
tax purposes, and shareholders will generally recognize gain or loss in an
amount equal to the difference between the basis of the shares and the amount
received. Assuming that shareholders hold such shares as a capital asset, the
gain or loss will be a capital gain or loss and will generally be long term if
shareholders have held such shares for a period of more than one year. If a loss
is realized on the redemption of fund shares, the reinvestment in additional
fund shares within 30 days before or after the redemption may be subject to the
"wash sale" rules of the Internal Revenue Code, resulting in a postponement of
the recognition of such loss for federal income tax purposes.

In addition to the federal income tax consequences described above relating to
an investment in a fund, there may be other federal, state or local tax
considerations that depend upon the circumstances of each particular investor.
Prospective shareholders are therefore urged to consult their tax advisors with
respect to the effect of this investment on their own specific situations.

BROKERAGE

Under the management agreement between the funds and the manager, the manager
has the responsibility of selecting brokers to execute portfolio transactions.
The funds' policy is to secure the most favorable prices and execution of orders
on its portfolio transactions. So long as that policy is met, the manager may
take into consideration the factors discussed under this caption when selecting
brokers.

The manager receives statistical and other information and services without cost
from brokers and dealers. The manager evaluates such information and services,
together with all other information that it may have, in supervising and
managing the investments of the funds. Because such information and services may
vary in amount, quality and reliability, their influence in selecting brokers
varies from none to very substantial. The manager proposes to continue to place
some of the funds' brokerage business with one or more brokers who provide
information and services. Such information and services provided to the manager
will be in addition to and not in lieu of services required to be performed for
the funds by

Statement of Additional Information 13

the manager. The manager does not utilize brokers that provide such information
and services for the purpose of reducing the expense of providing required
services to the funds.

In the fiscal years ended November 30, 1996, 1995 and 1994, International Growth
paid brokerage commissions in the amount of $9,717,846, $12,351,904 and
$18,168,517. In the fiscal years ended November 30, 1996 and 1995, and the
period from April 1, 1994 (inception) through November 30, 1994, International
Discovery paid brokerage commissions in the amount of $2,886,323, $1,434,299 and
$901,470.

The brokerage commissions paid by the funds may exceed those which another
broker might have charged for effecting the same transactions, because of the
value of the brokerage and research services provided by the broker. Research
services furnished by brokers through whom the funds effects securities
transactions may be used by the manager in servicing all of its accounts, and
not all such services may be used by the manager in managing the portfolios of
the funds.

The staff of the SEC has expressed the view that the best price and execution of
over-the-counter transactions in portfolio securities may be secured by dealing
directly with principal market makers, thereby avoiding the payment of
compensation to another broker. In certain situations, the officers of the funds
and the manager believe that the facilities, expert personnel and technological
systems of a broker enable the funds to secure as good a net price by dealing
with a broker instead of a principal market maker, even after payment of the
compensation to the broker. The funds normally place their over-the-counter
transactions with principal market makers, but also may deal on a brokerage
basis when utilizing electronic trading networks or as circumstances warrant.

PERFORMANCE ADVERTISING

FUND PERFORMANCE

Individual fund performance may be compared to various indices including the
Standard & Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite
Index and the Morgan Stanley Capital International Europe, Australia, Far East
EAFE(R) Index (EAFE Index).

The following tables set forth the average annual total return of the Investor
Class of the funds for the periods indicated. Average annual total return is
calculated by determining cumulative total return for the stated period and then
computing the annual compound return that would produce the cumulative total
return if the funds' performance had been constant over that period. Cumulative
total return includes all elements of return, including reinvestment of
dividends and capital gains distributions. Annualization of the funds' return
assumes that the partial year performance will be constant throughout the
period. Actual returns through the period may be greater or less than the
annualized data.

International Growth
- --------------------------------------------------------------------------------
Year ended
November 30, 1996 16.35%

May 9, 1991, (Inception)
through November 30, 1996 12.97%
- --------------------------------------------------------------------------------

International Discovery
- --------------------------------------------------------------------------------
Year ended
November 30, 1996 34.06%
- --------------------------------------------------------------------------------
April 1, 1994, (Inception)
through November 30, 1996 17.32%
- --------------------------------------------------------------------------------

The funds also may elect to advertise cumulative total return over various time
periods. International Growth's cumulative total return for the period from its
inception through November 30, 1996, was 96.97%. International Discovery's
cumulative total return for the period from its inception through November 30,
1996, was 52.83%.

ADDITIONAL PERFORMANCE COMPARISONS

Investors may judge the performance of the funds by comparing their performance
to the performance of other mutual funds or mutual fund portfolios with
comparable investment objectives and policies through various mutual fund or
market indices such as the EAFE(R) Index and those prepared by Dow Jones & Co.,
Inc., Standard & Poor's Corporation, Shearson Lehman Brothers, Inc. and The
Russell 2000 Index, and to data prepared by Lipper Analytical Services, Inc.,
Morningstar, Inc. and the Consumer Price Index. Comparisons also may be made to
indices or data published in Money, Forbes, Barron's, The Wall Street

14 American Century Investments

Journal, The New York Times, Business Week, Pensions and Investments, USA Today
and other similar publications or services. In addition to performance
information, general information about the funds that appears in a publication
such as those mentioned above or in the Prospectus under the heading
"Performance Advertising" may be included in advertisements and in reports to
shareholders.

PERMISSIBLE ADVERTISING INFORMATION

From time to time, the funds may, in addition to any other permissible
information, include the following types of information in advertisements,
supplemental sales literature and reports to shareholders: (1) discussions of
general economic or financial principles (such as the effects of compounding and
the benefits of dollar-cost averaging); (2) discussions of general economic
trends; (3) presentations of statistical data to supplement such discussions;
(4) descriptions of past or anticipated portfolio holdings for one or more of
the funds; (5) descriptions of investment strategies for one or more of the
funds; (6) descriptions or comparisons of various savings and investment
products (including, but not limited to, qualified retirement plans and
individual stocks and bonds), which may or may not include the funds; (7)
comparisons of investment products (including the funds) with relevant market or
industry indices or other appropriate benchmarks; (8) discussions of fund
rankings or ratings by recognized rating organizations; and (9) testimonials
describing the experience of persons who have invested in one or more of the
funds. The funds also may include calculations, such as hypothetical compounding
examples, which describe hypothetical investment results in such communications.
Such performance examples will be based on an express set of assumptions and are
not indicative of the performance of any of the funds.

REDEMPTIONS IN KIND

The funds' policy with regard to large redemptions is described in the
Prospectus under the heading "Special Requirements for Large Redemptions."

The corporation has elected to be governed by Rule 18f-1 under the Investment
Company Act, pursuant to which the funds are obligated to redeem shares solely
in cash up to the lesser of $250,000 or 1% of the net asset value of a fund
during any 90-day period for any one shareholder. If shares are redeemed in
kind, the redeeming shareholder might incur brokerage costs in converting the
assets to cash. The securities delivered will be selected at the sole discretion
of the manager. Such securities will not necessarily be representative of the
entire portfolio and may be securities that the manager regards as least
desirable. The method of valuing portfolio securities used to make redemptions
in kind will be the same as the method of valuing portfolio securities described
in the prospectus under the caption "How Share Price is Determined," and such
valuation will be made as of the same time the redemption price is determined.

HOLIDAYS

The funds do not determine the net asset value of their shares on days when the
New York Stock Exchange is closed. Currently, the Exchange is closed on
Saturdays and Sundays, and on holidays, namely New Year's Day, Presidents' Day,
Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and
Christmas.

FINANCIAL STATEMENTS

The financial statements of the funds for the fiscal year ended November 30,
1996, are included in the annual report to shareholders for that period which is
incorporated herein by reference. You may receive copies of the annual report
without charge upon request to the funds at the address and phone number shown
on page 1 of this Statement of Additional Information.

Statement of Additional Information 15

NOTES

16 Notes

NOTES

Notes 17

P.O. Box 419200
Kansas City, Missouri
64141-6200

Person-to-person assistance:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-753-1865

Fax: 816-340-7962

www.americancentury.com

[American Century logo]
American
Century(sm)

9704 [recycled logo]
SH-BKT-8014 Recycled
<PAGE>
PART C OTHER INFORMATION

ITEM 24. Financial Statements and Exhibits

(a) Financial Statements:

(i) Financial Statements filed in Part A of Registration
Statement:

1. Financial Highlights

(ii) Financial Statements filed in Part B of the Registration
Statement (each of the following financial statements is
contained in the Registrant's Annual Report dated November
30, 1996, which is incorporated by reference in Part B
of this Registration Statement):

1. Statement of Assets and Liabilities at November 30,
1996.

2. Statement of Operations for the year ended November 30,
1996.

3. Statement of Changes in Net Assets for the years ended
November 30, 1996 and 1995.

4. Notes to Financial Statements as of November 30, 1996.

5. Schedule of Investments as of November 30, 1996.

6. Independent Accountants' Report dated December 30,
1996.

(b) Exhibits (all exhibits not filed herewith are being incorporated
herein by reference).

1. (a) Articles of Incorporation of Twentieth Century World
Investors, Inc. (filed electronically as an Exhibit to
Post-Effective Amendment No. 6 to the Registration Statement
on March 29, 1996, File No. 33-39242, accession
#872825-96-000004).

(b) Articles Supplementary of Twentieth Century World
Investors,Inc., dated November 8, 1993 (filed electronically
as an Exhibit to Post-Effective Amendment No. 6 to the
Registration Statement on March 29, 1996, File No. 33-39242,
accession #872825-96-000004).

(c) Articles Supplementary of Twentieth Century World
Investors, Inc., dated April 24, 1995 (filed electronically
as an Exhibit to Post-Effective Amendment No. 6 to the
Registration Statement on March 29, 1996, File No. 33-39242,
accession #872825-96-000004).

(d) Articles Supplementary of Twentieth Century World
Investors, Inc., dated March 11, 1996 filed electronically
as an Exhibit to Post-Effective Amendment No. 7 to the
Registration Statement on June 13, 1996, File No. 33-39242,
accession #872825-96-000006).

(e) Articles of Amendment of Twentieth Century World
Investors, Inc. dated December 2, 1996 (filed herewith as
EX-99.B1e).

(f) Articles Supplementary of American Century World Mutual
Funds, Inc. dated December 2, 1996 (filed herewith as
EX-99.B1f).

2. By-Laws of Twentieth Century World Investors, Inc. (filed
electronically as an Exhibit to Post-Effective Amendment No.
6 to the Registration Statement on March 29, 1996, File No.
33-39242, accession #872825-96-000004).

3. Voting Trust Agreements - None.

4. Specimen copy of stock certificate (filed herewith as
EX-99.B4).

5. (a) Investment Management Agreement between Twentieth
Century World Investors, Inc. and Investors Research
Corporation (filed electronically as an Exhibit to
Post-Effective Amendment No. 6 to the Registration Statement
on March 29, 1996, File No. 33-39242, accession
#872825-96-000004).

(b) Addendum to Management Agreement between Twentieth
Century World Investors, Inc. and Investors Research
Corporation dated September 1, 1996 (filed electronically as
an Exhibit to Post-Effective Amendment No. 7 to the
Registration Statement on June 13, 1996, File No. 33-39242).

(c) Management Agreement-Advisor Class between Twentieth
Century World Investors, Inc. and Investors Research
Corporation dated September 1, 1996 (filed electronically as
an Exhibit to Post-Effective Amendment No. 7 to the
Registration Statement on June 13, 1996, File No. 33-39242).

(d) Management Agreement-Service Class between Twentieth
Century World Investors, Inc. and Investors Research
Corporation dated September 1, 1996 (filed electronically as
an Exhibit to Post-Effective Amendment No. 7 to the
Registration Statement on June 13, 1996, File No. 33-39242).

(e) Management Agreement-Institutional Class between
Twentieth Century World Investors, Inc. and Investors
Research Corporation dated September 1, 1996 (filed
electronically as an Exhibit to Post-Effective Amendment No.
7 to the Registration Statement on June 13, 1996, File No.
33-39242).

6. Distribution Agreement between TCI Portfolios, Inc.,
Twentieth Century Capital Portfolios, Inc., Twentieth
Century Investors, Inc., Twentieth Century Premium Reserves,
Inc., Twentieth Century Strategic Asset Allocations, Inc.,
Twentieth Century World Investors, Inc. and Twentieth
Century Securities, Inc. dated September 3, 1996 (filed
electronically as an Exhibit to Post-Effective Amendment No.
7 to the Registration Statement on June 13, 1996, File No.
33-39242).

7. Bonus and Profit Sharing Plan, Etc. - None.

8. (a) Custody Agreement by and between Twentieth Century World
Investors, Inc. and UMB Bank, N.A. (filed electronically as
an Exhibit to Post-Effective Amendment No. 6 to the
Registration Statement on March 29, 1996, File No. 33-39242,
accession #872825-96-000004).

(b) Amendment No. 1 to Custody Agreement by and between
Twentieth Century World Investors, Inc. and UMB Bank, N.A.,
dated January 25, 1996 (filed electronically as an Exhibit
to Post-Effective Amendment No. 6 to the Registration
Statement on March 29, 1996, File No. 33-39242, accession
#872825-96-000004).

(c) Master Agreement by and between Twentieth Century
Services, Inc. and Commerce Bank, N. A. dated January 22,
1997 (filed electronically as a part of Post-Effective
Amendment No. 76 to the Registration Statement on Form N-1A
of American Century Mutual Funds, Inc., File No. 2-14213,
filed February 28, 1997).

(d) Global Custody Agreement between The Chase Manhattan
Bank and the Twentieth Century and Benham Funds, dated
August 9, 1996 (filed electronically as a part of
Post-Effective Amendment No. 31 to the Registration
Statement on Form N-1A of American Century Government Income
Trust, File No. 2-99222, filed February 7, 1997).

(e) Custodian Agreement for ACH transactions, dated
September 21, 1994 between Twentieth Century World
Investors, Inc. and United Missouri Bank of Kansas City,
N.A. (filed herewith as EX-99.B8e).

9. Transfer Agency Agreement dated as of March 1, 1992, by and
between Twentieth Century World Investors, Inc. and
Twentieth Century Services, Inc. (filed electronically as an
Exhibit to Post-Effective Amendment No. 6 to the
Registration Statement on March 29, 1996, File No. 33-39242,
accession #872825-96-000004).

10. Opinion and consent of David H. Reinmiller, Esq. (filed
herewith as EX-99.B10).

11. (a) Consent of Baird, Kurtz & Dobson (filed herewith
as EX-99.B11a).

(b) Consent of Ernst & Young LLP (filed herewith
as EX-99.B11b).

12. Annual Report of the Registrant dated November 30, 1996
(filed electronically on January 29, 1997, File No.
33-39242, accession #872825-97-000005).

13. Agreements for Initial Capital, Etc. - None.

14. Model Retirement Plans (filed as Exhibits 14a-d to
Pre-Effective Amendment No. 4, File No. 33-39242, and
incorporated herein by reference).

15. (a) Master Distribution and Shareholder Services Plan of
Twentieth Century Capital Portfolios, Inc., Twentieth
Century Investors, Inc., Twentieth Century Strategic Asset
Allocations, Inc. and Twentieth Century World Investors,
Inc. (Advisor Class) dated September 3, 1996 (filed
electronically as an Exhibit to Post-Effective Amendment No.
7 to the Registration Statement on June 13, 1996, File No.
33-39242).

(b) Shareholder Services Plan of Twentieth Century Capital
Portfolios, Inc., Twentieth Century Investors, Inc.,
Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. (Service Class)
dated September 3, 1996 (filed electronically as an Exhibit
to Post-Effective Amendment No. 7 to the Registration
Statement on June 13, 1996, File No. 33-39242).

16. Schedule of Computation for Performance Advertising
Quotations (filed herewith as EX-99.B16).

17. Power of Attorney (filed herewith as Exhibit 99.B17).

18. Multiple Class Plan of Twentieth Century Capital Portfolios,
Inc., Twentieth Century Investors, Inc., Twentieth Century
Strategic Asset Allocations, Inc. and Twentieth Century
World Investors, Inc. dated September 3, 1996 (filed
electronically as an Exhibit to Post-Effective Amendment No.
7 to the Registration Statement on June 13, 1996, File No.
33-39242).

27. (a) Financial Data Schedule for American Century
International Growth Fund (filed herewith as EX-27.1.1).

(b) Financial Data Schedule for American Century
International Discovery Fund (filed herewith as EX-27.1.2).

ITEM 25 Persons Controlled by or Under Common Control with Registrant - None.

ITEM 26 Number of Holders of Securities

Number of Record Holders
As of February 28, 1997
Investor Institutional Advisor
Title of Series Class Class Class
--------------- ------------------------------------

American Century International
Growth Fund........................ 96,922 0 2

American Century International
Discovery Fund..................... 18,359 0 0

ITEM 27 Indemnification

The Registrant is a Maryland Corporation. Section 2-418 of the
Maryland General Corporation Law allows a Maryland corporation to
indemnify its officers, directors, employees and agents to the extent
provided in such statute.

Article XIII of the Registrant's Articles of Incorporation, requires
the indemnification of the Registrant's directors and officers to the
extent permitted by Section 2-418 of the Maryland General Corporation
Law, the Investment Company Act of 1940 and all other applicable laws.

The Registrant has purchased an insurance policy insuring its officers
and directors against certain liabilities which such officers and
directors may incur while acting in such capacities and providing
reimbursement to the Registrant for sums which it may be permitted or
required to pay to its officers and directors by way of
indemnification against such liabilities, subject in either case to
clauses respecting deductibility and participation.

ITEM 28 Business and Other Connections of Investment Advisor.

American Century Investment Management, Inc., the investment advisor,
is engaged in the business of managing investments for registered
investment companies, deferred compensation plans and other
institutional investors.

ITEM 29 Principal Underwriters.

(a) The Registrant's distribution agent, American Century
Investment Services, Inc., is distribution agent to:

Capital Preservation Fund, Inc.
Capital Preservation Fund II, Inc.
American Century California Tax-Free and Municipal Funds
American Century Government Income Trust
American Century Municipal Trust
American Century Target Maturities Trust
Benham Equity Funds
American Century International Funds
American Century Investment Trust
American Century Manager Funds
TCI Portfolios, Inc.
American Century Capital Portfolios, Inc.
American Century Mutual Funds, Inc.
American Century Premium Reserves, Inc.
American Century Strategic Asset Allocations, Inc.
<TABLE>

<S> <C> <C>
(b) (1) (2) (3)
Name and Principal Business Positions and Offices with Positions and Offices with
Address* Underwriter Registrant

J. Stowers Jr. Director, Chairman & President Director, Chairman
J. Stowers III Director, Chief Executive Officer Director, President & Chief Executive
Officer
Dennis von Waaden Director none
B. Lyons Chief Operating Officer, Executive Executive Vice President, Secretary
Vice President & General Counsel & General Counsel
B. Jackson Executive Vice President, Chief Executive Vice President & Chief
Financial Officer & Treasurer Financial Officer
G. Snyder Executive Vice President none
S. Barney Senior Vice President none
B. Jeter Senior Vice President none
T. Kmak Senior Vice President none
J. Rogers Senior Vice President none
D. Darfler Vice President none
S. Dillman Vice President none
R. Gernstetter Vice President none
D. Hughes Vice President none
M. Killen Vice President none
D. Larabee Vice President none
J. Lopez Vice President none
B. Mayhew Vice President none
M. Miller Vice President none
M. Robinson Vice President none
J. Stifler Vice President none
D. Swan Vice President none
J. Szablewski Vice President none
E. Bur Chief Accounting Officer none
C. Etherington Assistant Secretary Assistant Secretary
P. Looby Assistant Secretary Vice President & Assistant Secretary
D. Reinmiller Assistant Secretary Assistant Secretary
W. Welte Assistant Secretary none
M. Roepke Assistant Treasurer Vice President,Treasurer &
Chief Accounting Officer

----------------
* All addresses are 4500 Main Street, Kansas City, MO 64111

ITEM 30 Location of Accounts and Records

All accounts, books and other documents required to be maintained by
Section 31(a) of the 1940 Act, and the rules promulgated thereunder,
are in the possession of Registrant, American Century Services
Corporation and American Century Investment Management, Inc., all
located at American Century Tower, 4500 Main Street, Kansas City,
Missouri 64111.

ITEM 31 Management Services - None.

ITEM 32 Undertakings.

(a) Not applicable.

(b) Not applicable.

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

(d) The Registrant hereby undertakes that it will, if requested to do
so by the holders of at least 10% of the Registrant's outstanding
votes, call a meeting of shareholders for the purpose of voting
upon the question of the removal of a director and to assist in
communication with other shareholders as required by Section
16(c).
<PAGE>
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, American Century World Mutual Funds, Inc., the
Registrant, certifies that it has duly caused this Post-Effective Amendment No.
8 to its Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Kansas City, State of Missouri on the
31st day of March, 1997.

American Century World Mutual Funds, Inc.
(Registrant)

By:/s/ James E. Stowers III
James E. Stowers III, President

Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 8 has been signed below by the following persons
in the capacities and on the dates indicated.

Signature Title Date

*James E. Stowers, Jr. Chairman and Director February 15, 1997
James E. Stowers, Jr.

/s/ James E. Stowers III President, Principal Executive February 15, 1997
James E. Stowers III Officer and Director

*Robert T. Jackson Executive Vice President February 15, 1997
Robert T. Jackson and Principal Financial Officer

*Maryanne Roepke Vice President, Treasurer and February 15, 1997
Maryanne Roepke Principal Accounting Officer

*Thomas A. Brown Director February 15, 1997
Thomas A. Brown

*Robert W. Doering, M.D. Director February 15, 1997
Robert W. Doering, M.D.

*Linsley L. Lundgaard Director February 15, 1997
Linsley L. Lundgaard

*Donald H. Pratt Director February 15, 1997
Donald H. Pratt

*Lloyd T. Silver, Jr. Director February 15, 1997
Lloyd T. Silver, Jr.

*M. Jeannine Strandjord Director February 15, 1997
M. Jeannine Strandjord

*D. D. ("Del") Hock Director February 15, 1997
D. D. ("Del") Hock

*By/s/ James E. Stowers III
James E. Stowers III
Attorney-in-Fact

EXHIBIT INDEX

American Century World Mutual Funds, Inc.

Exhibit Description of Document
Number

EX-99.B1a Articles of Incorporation of Twentieth Century World Investors,
Inc. (filed as a part of Post-Effective Amendment No. 6 to the
Registration Statement on Form N-1A of the Registrant, File No.
33-39242, filed March 29, 1996 and incorporated herein by
reference).

EX-99.B1b Articles Supplementary of Twentieth Century World Investors,
Inc., dated November 8, 1993 (filed as a part of Post-Effective
Amendment No. 6 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed March 29, 1996 and
incorporated herein by reference).

EX-99.B1c Articles Supplementary of Twentieth Century World Investors,
Inc., dated April 24, 1995 (filed as a part of Post-Effective
Amendment No. 6 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed March 29, 1996 and
incorporated herein by reference).

EX-99.B1d Articles Supplementary of Twentieth Century World Investors,
Inc., dated March 11, 1996 (filed as a part of Post-Effective
Amendment No. 7 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed June 13, 1996 and
incorporated herein by reference).

EX-99.B1e Articles of Amendment of Twentieth Century World Investors, Inc.
dated December 2, 1996 is included herein.

EX-99.B1f Articles Supplementary of American Century World Mutual Funds,
Inc. dated December 2, 1996 is included herein.

EX-99.B2 By-Laws of Twentieth Century World Investors, Inc. (filed as a
part of Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A of the Registrant, File No. 33-39242,
filed March 29, 1996 and incorporated herein by reference).

EX-99.B4 Specimen Certificate representing shares of common stock of
American Century World Mutual Funds, Inc. is included herein.

EX-99.B5a Form of Investment Management Agreement between Twentieth Century
World Investors, Inc. and Investors Research Corporation. (filed
as a part of Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A of the Registrant, File No. 33-39242, and
incorporated herein by reference).

EX-99.B5b Addendum to Management Agreement between Twentieth Century World
Investors, Inc. and Investors Research Corporation dated
September 1, 1996 (filed as a part of Post-Effective Amendment
No. 7 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed June 13, 1996 and
incorporated herein by reference).

EX-99.B5c Management Agreement-Advisor Class between Twentieth Century
World Investors, Inc. and Investors Research Corporation dated
September 1, 1996 (filed as a part of Post-Effective Amendment
No. 7 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed June 13, 1996 and
incorporated herein by reference).

EX-99.B5d Management Agreement-Services Class between Twentieth Century
World Investors, Inc. and Investors Research Corporation dated
September 1, 1996 (filed as a part of Post-Effective Amendment
No. 7 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed June 13, 1996 and
incorporated herein by reference).

EX-99.B5e Management Agreement-Institutional Class between Twentieth
Century World Investors, Inc. and Investors Research Corporation
dated September 1, 1996 (filed as a part of Post-Effective
Amendment No. 7 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed June 13, 1996 and
incorporated herein by reference).

EX-99.B6 Distribution Agreement between TCI Portfolios, Inc., Twentieth
Century Capital Portfolios, Inc., Twentieth Century Investors,
Inc., Twentieth Century Premium Reserves, Inc., Twentieth Century
Strategic Asset Allocations, Inc., Twentieth Century World
Investors, Inc. and Twentieth Century Securities, Inc. dated
September 3, 1996 (filed as a part of Post-Effective Amendment
No. 7 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed June 13, 1996 and
incorporated herein by reference).

EX-99.B8a Custody Agreement by and between Twentieth Century World
Investors, Inc. and UMB Bank, N.A. (filed as a part of
Post-Effective Amendment No. 6 to the Registration Statement on
Form N-1A of the Registrant, File No. 33-39242, filed March 29,
1996 and incorporated herein by reference).

EX-99.B8b Amendment No. 1 to Custody Agreement by and between Twentieth
Century World Investors, Inc. and UMB Bank, N.A., dated January
25, 1996 (filed as a part of Post-Effective Amendment No. 6 to
the Registration Statement on Form N-1A of the Registrant, File
No. 33-39242, filed March 29, 1996 and incorporated herein by
reference).

EX-99.B8c Master Agreement by and between Twentieth Century Services, Inc.
and Commerce Bank, N. A. dated January 22, 1997 (filed as a part
of Post-Effective Amendment No. 76 to the Registration Statement
on Form N-1A of American Century Mutual Funds, Inc., File No.
2-14213, filed February 28, 1997 and incorporated herein by
reference).

EX-99.B8d Global Custody Agreement between The Chase Manhattan Bank and the
Twentieth Century and Benham Funds, dated August 9, 1996 (filed
as a part of Post-Effective Amendment No. 31 to the Registration
Statement on Form N-1A of American Century Government Income
Trust, File No. 2-99222, filed February 7, 1997, and incorporated
herein by reference).

EX-99.B8e Custodian Agreement for ACH transactions, dated September 21,
1994 between Twentieth Century World Investors, Inc. and United
Missouri Bank of Kansas City, N. A. is included herein.

EX-99.B9 Transfer Agency Agreement dated as of March 1, 1992, by and
between Twentieth Century World Investors, Inc. and Twentieth
Century Services, Inc. (filed as a part of Post-Effective
Amendment No. 6 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed March 29, 1996 and
incorporated herein by reference).

EX-99.B10 Opinion and consent of David H. Reinmiller, Esq.

EX-99.B11a Consent of Baird, Kurtz & Dobson.

EX-99.B11b Consent of Ernst & Young LLP.

EX-99.B12a Annual Report of the Registrant dated November 30, 1996 (filed
January 29, 1997, File No. 33-39242, and incorporated herein by
reference).

EX-99.B14 Model Retirement Plans (filed as Exhibits 14a-d to Pre-Effective
Amendment No. 4 to the Registration Statement on Form N-1A, File
No. 33-39242, and incorporated herein by reference).

EX-99.B15a Master Distribution and Shareholder Services Plan of Twentieth
Century Capital Portfolios, Inc., Twentieth Century Investors,
Inc., Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. (Advisor Class) dated
September 3, 1996 (filed as a part of Post-Effective Amendment
No. 7 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed June 13, 1996 and
incorporated herein by reference).

EX-99.B15b Shareholder Services Plan of Twentieth Century Capital
Portfolios, Inc., Twentieth Century Investors, Inc., Twentieth
Century Strategic Asset Allocations, Inc. and Twentieth Century
World Investors, Inc. (Service Class) dated September 3, 1996
(filed as a part of Post-Effective Amendment No. 7 to the
Registration Statement on Form N-1A of the Registrant, File No.
33-39242, filed June 13, 1996 and incorporated herein by
reference).

EX-99.B16 Schedule of Computation for Performance Advertising Quotations

EX-99.B17 Power of Attorney dated February 15, 1997 is included herein.

EX-99.B18 Multiple Class Plan of Twentieth Century Capital Portfolios,
Inc., Twentieth Century Investors, Inc., Twentieth Century
Strategic Asset Allocations, Inc. and Twentieth Century World
Investors, Inc. dated September 3, 1996 (filed as a part of
Post-Effective Amendment No. 7 to the Registration Statement on
Form N-1A of the Registrant, File No. 33-39242, filed June 13,
1996 and incorporated herein by reference).

EX-27.1.1 Financial Data Schedule for American Century International Growth
Fund.

EX-27.1.2 Financial Data Schedule for American Century International
Discovery Fund.

ARTICLES OF AMENDMENT

TWENTIETH CENTURY WORLD INVESTORS, INC.

The undersigned, William M. Lyons, in accordance with the Maryland
General Corporation Law, does hereby certify that:

1. He is the duly elected Executive Vice President of Twentieth Century
World Investors, Inc., a Maryland corporation (the "Corporation").

2. The amendment to the Articles of Incorporation of the Corporation,
which was approved as of November 23, 1996 by the Board of Directors of the
Corporation at a meeting pursuant to Section 2-605(a)(4) of the Maryland General
Corporation Law, is as follows:

The Articles of Incorporation of the Corporation are hereby
amended by deleting all of the present Article SECOND and inserting in
lieu therefor the following Article SECOND:

"SECOND: The name of the Corporation is

American Century World Mutual Funds, Inc."

3. The amendment shall be effective January 1, 1997.

IN WITNESS WHEREOF, the undersigned hereby acknowledges that these
Articles of Amendment are the act of the Corporation and states, that to the
best of his knowledge, information and belief, the matters and facts stated
herein are true in all material respects, and that this statement is made under
penalties of perjury.

Dated this 2nd day of December, 1996.

/s/ William M. Lyons
William M. Lyons
Executive Vice President
Witness:

/s/ Charles A. Etherington
Charles A. Etherington
Assistant Secretary

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

ARTICLES SUPPLEMENTARY

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC., a Maryland corporation whose
principal Maryland office is located in Baltimore, Maryland (the "Corporation"),
hereby certifies to the State Department of Assessments and Taxation of Maryland
that:

FIRST: The Corporation is registered as an open-end company under the
Investment Company Act of 1940.

SECOND: Pursuant to authority expressly vested in the Board of
Directors of the Corporation by Section 2-605(a)(4) of the Maryland General
Corporation Law, the Board of Directors of the Corporation has renamed the duly
established and allocated series of the Corporation's stock as follows:

New Series Name Prior Series Name
- --------------------------------------------------------------------------------
American Century - Twentieth Century Twentieth Century International Equity
International Growth Fund

American Century - Twentieth Century Twentieth Century International
International Discovery Fund Discovery Fund

American Century - Twentieth Century Twentieth Century Emerging
Emerging Markets Fund Markets Fund

The name changes shall be effective on January 1, 1997.

THIRD: Except as otherwise provided by the express provisions of these
Articles Supplementary, nothing herein shall limit, by inference or otherwise,
the discretionary right of the Board of Directors to serialize, classify or
reclassify and issue any unissued shares of any Series or Class or any unissued
shares that have not been allocated to a Series or Class, and to fix or alter
all terms thereof, to the full extent provided by the Articles of Incorporation
of the Corporation.

FOURTH: A description of the series and classes of shares, including
the preferences, conversion and other rights, voting powers, restrictions,
limitations as to dividends, qualifications, and terms and conditions for
redemption is set forth in the Articles of Incorporation of the Corporation and
is not changed by these Articles Supplementary, except with respect to the
creation and/or designation of the various Series.

FIFTH: The Board of Directors of the Corporation duly adopted
resolutions renaming the Series, as set forth in Article SECOND.

IN WITNESS WHEREOF, AMERICAN CENTURY WORLD MUTUAL FUNDS, INC. has
caused these Articles Supplementary to be signed and acknowledged in its name
and on its behalf by its Executive Vice President and its corporate seal to be
hereunto affixed and attested to by its Assistant Secretary on this 2nd day of
December, 1996.

AMERICAN CENTURY WORLD
ATTEST: MUTUAL FUNDS, INC.

/s/ Patrick A. Looby By: /s/ William M. Lyons
Name: Patrick A. Looby Name: William M. Lyons
Title: Assistant Secretary Title: Executive Vice President

THE UNDERSIGNED Executive Vice President of AMERICAN CENTURY WORLD
MUTUAL FUNDS, INC., who executed on behalf of said Corporation the foregoing
Articles Supplementary to the Charter, of which this certificate is made a part,
hereby acknowledges, in the name of and on behalf of said Corporation, the
foregoing Articles Supplementary to the Charter to be the corporate act of said
Corporation, and further certifies that, to the best of his knowledge,
information and belief, the matters and facts set forth therein with respect to
the approval thereof are true in all material respects under the penalties of
perjury.

Dated: December 2, 1996 /s/ William M. Lyons
William M. Lyons, Executive Vice President

Specimen Stock Certificate

AMERICAN CENTURY - (name of series)

A Series of the Capital Stock of
American Century World Mutual Funds, Inc.
Incorporated Under the Laws of the State of Maryland

NUMBER DATED SHARES

This is to Certify that

IS THE OWNER OF THE FULLY PAID AND NON-ASSESSABLE SHARES STATED ABOVE OF
American Century - (name of series)
(name of class)

A series of the Capital Stock, Par Value $0.01, of
American Century World Mutual Funds, Inc.

(american century logo)
American
Century (sm)

[printed vertically along right margin]
Countersigned:

By---------------Transfer Clerk

The Corporation will furnish without charge to each Shareholder who so
requests the designations and the preferences, conversion and other rights,
voting powers, restrictions, limitations as to dividends, qualifications, and
terms and conditions of redemption of each series and class of stock of the
Corporation.

This certificate and the shares represented hereby are issued and shall
be held subject to all the provisions of the Articles of Incorporation of the
Corporation and all amendments thereto, copies of which are on file at the
executive offices of the Corporation, and the holder hereof by acceptance of
this certificate consents and agrees to be bound by all of said provisions.

This certificate is not valid until countersigned by an authorized
Transfer Clerk of the Corporation.

WITNESS the facsimile signatures of the Corporation's duly authorized
officers.

/s/William M. Lyons /s/James E. Stowers III
William M. Lyons James E. Stowers III
SECRETARY PRESIDENT

[front of certificate]

FOR VALUE RECEIVED,-------------HEREBY SELL, ASSIGN AND TRANSFER

unto----------------------------------------------------------------------------
- --------------------------------------------------------------------------------
of the Common Stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint

- ------------------------------------------------------------------------Attorney
to transfer the said Stock on the books of the within named issuer with full
power of substitution in the premises.

DATED:------------------- -------------------------------
Signature

-------------------------------
Signature

(signature guarantee stamp)

[printed vertically along far right margin]

NOTICE: The signature(s) on this assignment must correspond with the
name(s) as written upon the face of the certificate, in every particular,
without alteration or any change whatever.

The signature(s) must be guaranteed by a bank or trust company, credit
union, broker-dealer, securities exchange or association, clearing agency or
savings association, as defined by federal law. Notarized or witnessed
signatures are not acceptable as guaranteed signatures.

[back of certificate]

CUSTODIAN AGREEMENT

WHEREAS, TWENTIETH CENTURY WORLD INVESTORS, INC., a Maryland
corporation ("Corporation") desires to appoint a custodian with respect to
certain monies received from shareholders for the purchase of its shares; and

WHEREAS, UNITED MISSOURI BANK OF KANSAS CITY, N.A., a
nationally-chartered banking association ("Custodian"), desires to serve as a
custodian for these assets of the Corporation;

NOW, THEREFORE, in consideration of the mutual promises herein
contained, and other good and valuable consideration, the parties hereto agree
as follows:

1. During the term of this Agreement the Corporation shall maintain one
or more custody accounts (the "Accounts") with the Custodian and shall deposit
in the Accounts all Automated Clearing House (ACH) purchases designated for the
Corporation in payment for its shares.

2. The Custodian shall process all ACH purchases pursuant to that
certain Electronic Entries Agreement dated September 13, 1994, between the
Custodian and Twentieth Century Services, Inc.

3. The Custodian promptly and in a business-like manner shall process
the items so deposited in the Accounts and remit the funds deposited to United
States Trust Company of New York, the Corporation's Custodian, for deposit in
Corporation's accounts there. Any funds not remitted by the close of each day
shall be invested for the Corporation's benefit in such manner as the
Corporation and Custodian may from time to time agree upon. All income from such
investments shall be deposited in the Accounts. No funds shall be invested or
otherwise utilized for the benefit of the Custodian.

4. (a) The Custodian shall no later that 9 a.m. on every day
(Saturdays, Sundays and Holidays excluded) report to the Corporation the balance
in the Accounts and the amounts available for transfer to United States Trust
Company of New York.

(b) The Custodian shall furnish monthly bank statements of the
Accounts in the usual form.

(c) At least monthly the Custodian shall provide the Corporation
with an account analysis showing average ledger and collected balance for the
month, total items processed and other bank services used during the period.

5. If the Corporation instructs the Custodian in any capacity to take
any action with respect to any funds held by it hereunder, which action might
subject the Custodian in the opinion of the Custodian to liability for any cost,
loss, damage or expense, as a prerequisite to taking such action the Custodian
shall be and be kept indemnified in an amount and form satisfactory to it.

6. This Agreement may be terminated by the Corporation in whole or in
part upon ten (10) days written notice delivered to the Custodian at 10th &
Grand Streets, Kansas City, Missouri 64105 (mailing address P. O. Box 419226,
Kansas City, Missouri 64141) or by the Custodian upon sixty (60) days written
notice delivered to the Corporation at 4500 Main Street, Kansas City, Missouri
64111 (mailing address P. O. Box 419200, Kansas City, Missouri 64141), and each
party may from time to time designate another address to which such notice shall
be delivered. Such notices shall be sent by registered mail and shall be deemed
delivered when deposited in the United States Mail, postage prepaid. In the
event of the inability of the Custodian to serve or other termination of this
Agreement by either party, the Corporation shall forthwith appoint a custodian
which qualifies as such under the Investment Company Act of 1940 or any other
applicable law and the Custodian shall deliver all funds to such successor
custodian (or to any other Custodian of the Corporation's assets) and such
delivery shall constitute a full and complete discharge of the Custodian's
obligations hereunder. If no such successor shall be found and there should be
no other custodian, the Corporation shall submit to the holders of shares of its
capital stock, before permitting delivery of such cash to anyone other than a
qualified custodian, the question whether the Corporation shall be dissolved or
shall function without a Custodian; and pending such decision the Custodian
shall,

(a) continue to hold the Accounts, or

(b) deliver the funds in the Accounts, and all other assets, if any,
to a Bank or Trust Company selected by it, such funds and assets to be held
subject to the terms of custody hereunder and any such delivery shall be a full
and complete discharge of its obligations hereunder.

7. If the Corporation shall be liquidated while this Agreement is in
force, the Custodian shall distribute the property of the Corporation to
creditors and shareholders in such manner as the Corporation may direct.

IN WITNESS WHEREOF, each of the parties hereto has caused this
Agreement to be executed in its name and on its behalf by its officer or
officers duly authorized, as of the 21st day of September, 1994.

TWENTIETH CENTURY WORLD INVESTORS, INC.

By: /s/ James E. Stowers III
Name: James E. Stowers III
Title: President

UNITED MISSOURI BANK OF KANSAS CITY, N.A.

By: /s/ Michael Porter
Name: Michael Porter
Title: Senior Vice President/
Director of Operations

DAVID H. REINMILLER
ATTORNEY AT LAW

4500 MAIN STREET * P.O. BOX 418210
KANSAS CITY, MISSOURI 64141-9210

TELEPHONE (816)340-4046
TELECOPIER (816)340-4964

March 31, 1997

American Century World Mutual Funds, Inc.
American Century Tower
4500 Main Street
Kansas City, Missouri 64111

Ladies and Gentlemen:

As counsel to American Century World Mutual Funds, Inc. (the
"Corporation"), I am generally familiar with its affairs. Based upon this
familiarity, and upon the examination of such documents as I deemed relevant, it
is my opinion that the shares of the Corporation described in Post-Effective
Amendment No. 8 to its Registration Statement on Form N-1A, to be filed with the
Securities and Exchange Commission on March 31, 1996, will, when issued, be
validly issued, fully paid and nonassessable.

For the record, it should be stated that I am an officer of the Corporation
and an officer of American Century Services Corporation, an affiliated
corporation of American Century Investment Management, Inc., the investment
adviser of the Corporation.

I hereby consent to the use of this opinion as an exhibit to Post-Effective
Amendment No. 8.

Very truly yours,

/s/David H. Reinmiller
David H. Reinmiller

BAIRD, KURTZ & DOBSON
Certified Public Accountants
City Center Square * Suite 2700
1100 Main Street
Kansas City, Missouri 64105

Telephone (816) 221-6300
Fax (816)221-6380

CONSENT OF
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT

American Century World Mutual Funds, Inc.
American Century Tower
4500 Main Street
Kansas City, Missouri 64111

We hereby consent to being identified in the Statement of Additional
Information being filed as part of this Post-Effective Amendment No. 8 to the
Registration Statement under the Securities Act of 1933 and this Amendment No. 8
to the Registration Statement under the Investment Company Act of 1940, both on
Form N-1A, as having served as independent accountants for and audited the
financial statements of American Century World Mutual Funds, Inc., for all
fiscal years ending prior to December 1, 1995.

/s/Baird, Kurtz & Dobson
BAIRD, KURTZ & DOBSON

Kansas City, Missouri
March 31, 1997

ERNST & YOUNG LLP
Certified Public Accountants
One Kansas City Place * Suite 2000
1200 Main Street
Kansas City, Missouri 64105

Telephone (816) 474-5200
Fax (816) 480-5555

CONSENT OF
INDEPENDENT AUDITORS

American Century World Mutual Funds, Inc.
American Century Tower
4500 Main Street
Kansas City, Missouri 64111

We consent to the references to our firm under the captions "Financial
Highlights" and "Independent Auditors" in the Post-Effective Amendment No. 8 to
the Registration Statement (Form N-1A) and related Prospectus of American
Century World Mutual Funds, Inc. and to the incorporation by reference therein
of our report dated January 3, 1997, with respect to the financial statements of
American Century World Mutual Funds, Inc. included in its Annual Report to
Shareholders for the year ended November 30, 1996.

/s/Ernst & Young LLP
ERNST & YOUNG LLP

Kansas City, Missouri
March 26, 1997

SCHEDULE OF COMPUTATION OF PERFORMANCE ADVERTISING QUOTATIONS

Set forth below are representative calculations of each type of total
return performance quotation included in the Statement of Additional Information
of American Century World Mutual Funds, Inc.

1. AVERAGE ANNUAL TOTAL RETURN. The average one-year annual total
return of International Growth as quoted in the Statement of Additional
Information, was 16.35%.

This return was calculated as follows:

n
P(1+T) =ERV
where,

P = a hypothetical initial payment of $1,000
T = average annual total return
n = number of years
ERV = ending redeemable value of the hypothetical $1,000 payment at the end
of the period.

Applying the actual return figures of the fund for the one year period
ended November 30, 1996:

1
1,000(1+T) = $1,163.50

1
(1,163.50)
T = ---------- - 1
(1,000)

T = 16.35

2. CUMULATIVE TOTAL RETURN. The cumulative total return of
International Growth from May 9, 1991 (inception) to November 30, 1996 as
quoted in the Statement of Additional Information, was 96.97%

This return was calculated as follows:

(ERV-P)
C = -------
P

where,

C = cumulative total return
P = a hypothetical initial payment of $1,000
ERV = ending redeemable value of the hypothetical $1,000 payment at the
end of the period.

Applying the actual return figures of the fund for the period May 9, 1991
through November 30, 1996.

(1,969.70-1,000)
C = ----------------
1,000

C = 96.97

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned, American Century
World Mutual Funds, Inc., hereinafter called the "Corporation", and certain
directors and officers of the Corporation, do hereby constitute and appoint
James E. Stowers, Jr., James E. Stowers III, William M. Lyons, and Patrick A.
Looby, and each of them individually, their true and lawful attorneys and agents
to take any and all action and execute any and all instruments which said
attorneys and agents may deem necessary or advisable to enable the Corporation
to comply with the Securities Act of 1933 and/or the Investment Company Act of
1940, as amended, and any rules, regulations, orders, or other requirements of
the United States Securities and Exchange Commission thereunder, in connection
with the registration under the Securities Act of 1933 and/or the Investment
Company Act of 1940, as amended, including specifically, but without limitation
of the foregoing, power and authority to sign the name of the Corporation in its
behalf and to affix its corporate seal, and to sign the names of each of such
directors and officers in their capacities as indicated, to any amendment or
supplement to the Registration Statement filed with the Securities and Exchange
Commission under the Securities Act of 1933 and/or the Investment Company Act of
1940, as amended, and to any instruments or documents filed or to be filed as a
part of or in connection with such Registration Statement; and each of the
undersigned hereby ratifies and confirms all that said attorneys and agents
shall do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the Corporation has caused this Power to be
executed by its duly authorized officers on this the 15th day of February, 1997.

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

By:/s/James E. Stowers III
James E. Stowers III, President

SIGNATURE AND TITLE

/s/James E. Stowers, Jr. /s/Robert W. Doering, M.D.
James E. Stowers, Jr. Robert W. Doering, M.D.
Chairman and Director Director

/s/James E. Stowers III /s/Linsley L. Lundgaard
James E. Stowers III Linsley L. Lundgaard
President, Director and Director
Principal Executive Officer

/s/Robert T. Jackson /s/Donald H. Pratt
Robert T. Jackson Donald H. Pratt
Executive Vice President, Director
Principal Financial Officer

/s/Maryanne Roepke /s/Lloyd T. Silver
Maryanne Roepke Lloyd T. Silver
Vice President and Treasurer, Director
Principal Accounting Officer

/s/Thomas A. Brown /s/M. Jeannine Strandjord
Thomas A. Brown M. Jeannine Strandjord
Director Director

/s/D.D. ("Del") Hock
D.D. ("Del") Hock
Director
Attest:

By: /s/William M. Lyons
William M. Lyons, Secretary

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT OF AMERICAN CENTURY MUTUAL FUNDS, INC. AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH REPORT. INFORMATION PRESENTED IS A TOTAL OF ALL CLASSES,
EXCEPT WHERE SUCH PRESENTATION IS NOT POSSIBLE(SUCH AS PER SHARE DATA). IN THOSE
CASES, ONLY THE INVESTOR CLASS INFORMATION IS PRESENTED.
</LEGEND>
<SERIES>
<NUMBER> 1
<NAME> INTERNATIONAL GROWTH FUND

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> NOV-30-1996
<PERIOD-END> NOV-30-1996 <F1>
<INVESTMENTS-AT-COST> 1,188,139,535
<INVESTMENTS-AT-VALUE> 1,336,864,621
<RECEIVABLES> 17,413,382
<ASSETS-OTHER> 111,203
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1,354,389,206
<PAYABLE-FOR-SECURITIES> 4,459,362
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 3,519,349
<TOTAL-LIABILITIES> 7,978,711
<SENIOR-EQUITY> 1,543,080
<PAID-IN-CAPITAL-COMMON> 1,055,360,377
<SHARES-COMMON-STOCK> 154,308,018
<SHARES-COMMON-PRIOR> 161,107,645
<ACCUMULATED-NII-CURRENT> 273,167
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 139,138,340
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 150,095,531
<NET-ASSETS> 1,346,410,495
<DIVIDEND-INCOME> 17,587,165
<INTEREST-INCOME> 2,759,165
<OTHER-INCOME> 0
<EXPENSES-NET> 21,286,009
<NET-INVESTMENT-INCOME> (939,679)
<REALIZED-GAINS-CURRENT> 149,229,474
<APPREC-INCREASE-CURRENT> 44,073,881
<NET-CHANGE-FROM-OPS> 192,363,676
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 1,160,402 <F2>
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 49,598,058
<NUMBER-OF-SHARES-REDEEMED> 56,547,202
<SHARES-REINVESTED> 149,517 <F2>
<NET-CHANGE-IN-ASSETS> 135,968,942
<ACCUMULATED-NII-PRIOR> 1,143,362
<ACCUMULATED-GAINS-PRIOR> 97,186,571
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 22,647,625
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 21,286,009
<AVERAGE-NET-ASSETS> 1,289,561,744
<PER-SHARE-NAV-BEGIN> 7.51 <F2>
<PER-SHARE-NII> (0.01)
<PER-SHARE-GAIN-APPREC> 1.24 <F2>
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.01 <F2>
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 8.73 <F2>
<EXPENSE-RATIO> 1.65 <F2>
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00
<FN>
<F1>SCHEDULE RELFECTS THE TOTAL FOR ALL CLASSES, EXCEPT WHERE INDICATED.
<F2>INVESTOR CLASS INFORMATION ONLY.
</FN>

</TABLE>

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> NOV-30-1996
<PERIOD-END> NOV-30-1996
<INVESTMENTS-AT-COST> 329,702,189
<INVESTMENTS-AT-VALUE> 377,199,200
<RECEIVABLES> 9,302,555
<ASSETS-OTHER> 739,274
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 387,241,049
<PAYABLE-FOR-SECURITIES> 9,358,006
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 754,652
<TOTAL-LIABILITIES> 10,112,658
<SENIOR-EQUITY> 496,028
<PAID-IN-CAPITAL-COMMON> 312,557,774
<SHARES-COMMON-STOCK> 49,602,881
<SHARES-COMMON-PRIOR> 20,087,565
<ACCUMULATED-NII-CURRENT> 739,552
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 15,590,283
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 47,744,754
<NET-ASSETS> 377,128,391
<DIVIDEND-INCOME> 3,054,540
<INTEREST-INCOME> 640,192
<OTHER-INCOME> 0
<EXPENSES-NET> 4,423,396
<NET-INVESTMENT-INCOME> (728,664)
<REALIZED-GAINS-CURRENT> 24,627,872
<APPREC-INCREASE-CURRENT> 36,489,864
<NET-CHANGE-FROM-OPS> 60,389,072
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 304,720
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 34,313,861
<NUMBER-OF-SHARES-REDEEMED> 4,907,884
<SHARES-REINVESTED> 109,339
<NET-CHANGE-IN-ASSETS> 262,549,249
<ACCUMULATED-NII-PRIOR> 537,032
<ACCUMULATED-GAINS-PRIOR> 3,798,005
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 4,690,824
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 4,423,396
<AVERAGE-NET-ASSETS> 235,583,979
<PER-SHARE-NAV-BEGIN> 5.70
<PER-SHARE-NII> (0.02)
<PER-SHARE-GAIN-APPREC> 1.95
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.03
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 7.60
<EXPENSE-RATIO> 1.88
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00

</TABLE>